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SUNRACE Audit Report / Information 2021

Dec 28, 2021

51849_rns_2021-12-28_f41850dd-3acd-4a82-aa78-7c89e1258d46.pdf

Audit Report / Information

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Sun Race Sturmey-Archer Corporation Parent Company Only Financial Statements for the Year Ended December 31, 2021 and 2020 and Independent Auditors’ Report

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INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Sun Race Sturmey-Archer Corporation

Opinion

We have audited the accompanying financial statements of Sun Race Sturmey-Archer Corporation Company (the “Company”), which comprise the balance sheets as of December 31, 2021 and 2020, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2021. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Company’s financial statements for the year ended December 31, 2021 are stated as follows:

Valuation of Inventory

The company is mainly engaged in the sale of bicycle components, whose inventories may suffer from devaluation due to the fluctuations in the global markets, according to the industry characteristics. Therefore, the estimation of the net realizable value of the inventories shall take into account the ages of inventories and current market conditions, which often involves significant judgments of the Management. The amount of inventories for the year ended December 31, 2021, is considered material and has thus been deemed as a key audit matter.

  • 1 -

  • The audit procedures performed by the accountant include the following:

  • Evaluate the policies made by the management regarding the recognition of loss on inventory write-down

  • Inspect the data used to calculate the losses on inventory write-down

  • Recalculate the amount of allowance for inventory write-down according to the process mentioned above, and compare the recalculated amount with the amount recognized by Sun Race Sturmey-Archer Corporation to verify the appropriateness and adequacy of the allowance recognized

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

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance (including the audit supervisors) are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

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

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

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

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

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

  4. 2 -

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

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

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 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 audits resulting in this independent auditors’ report are Shiann-Chang Lin and Hsin-Yuan Wang.

Benison Associated CPA’s Firm Taipei, Taiwan Republic of China

March 17, 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 review such consolidated financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent auditors’ review 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’ review report and consolidated financial statements shall prevail

  • 3 -

SUN RACE STURMEY-ARCHER CORPORATION PARENT COMPANY ONLY BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

ASSETS December 31, 2021 December 31, 2020
Amount % Amount %
CURRENT ASSETS
Cash and cash equivalents (Note 6 )
Financial assets at fair value through
profit or loss - current (Note 7 )
Notes receivable from unrelated parties (Note 8 )
Accounts receivable from unrelated parties
(Note 8 )
Accounts receivable from related parties
(Note 8 )
Other receivables
Other receivables from related parties(Note 27 )
Inventories (Note 9 )
Prepayments
Other financial assets - current (Note 10 )
Other current assets
Total current assets
NON-CURRENT ASSETS
Investments accounted for using equity method(Note 11)
Property, plant and equipment (Note 12 )
Right-of-use assets (Note 13 )
Intangible assets (Note 14 )
Deferred tax assets (Note 23 )
Prepayments for equipment
Refundable deposits
Total non-current assets
TOTAL
647,773
$ -
18,472
107,748
342,697
11,181
422
774,134
23,887
96,600
-
23
-
1
4
12
-
-
28
1
4
-
376,001
$ 110
38,725
73,393
39,105
6,739
-
529,042
17,312
-
15
21
-
2
4
2
-
-
30
1
-
-
2,022,914 73 1,080,442 60
229,268
440,856
9,225
1,731
42,887
13,527
5,502
8
16
-
-
2
1
-
237,890
438,083
2,869
2,320
36,745
10,917
3,643
13
24
-
-
2
1
-
742,996 27 732,467 40
2,765,910
$
100 1,812,909
$
100

(Continued)

  • 4 -
LIABILITIES AND EQUITY December 31, 2021 December 31, 2020
Amount % Amount %
CURRENT LIABILITIES
Short-term borrowings (Note 15 )
Contract liabilities - current (Note 21 )
Notes payable to unrelated parties
Accounts payable to unrelated parties
Accounts payable to related parties (Note 27 )
Other payables
Other payables to related parties (Note 27 )
Current tax liabilities (Note 23 )
Provisions for liabilities - current (Note 17 )
Current lease liabilities (Note 13 )
Current portion of long-term borrowings
(Note 16 )
Other current liabilities (Note 18 )
Total current liabilities
NON-CURRENT LIABILITIES
Long-term borrowings (Note 16 )
Deferred tax liabilities(Note 23 )
Non-current lease liabilities (Note 13 )
Net defined benefit liability (Note 19 )
Total non-current liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS
OF THE COMPANY
Share capital (Note 20 )
Ordinary shares
Total share capital
Capital surplus (Note 20 )
Capital surplus - issuance of ordinary shares
Capital surplus - employee share options
Total Capital surplus
Retained earnings (Note 20 )
Legal reserve
Special reserve
Unappropriated earnings
Total retained earnings
Other equity (Note 20 )
Exchange differences on translating the
financial statements of foreign operations
Total other equity
Total equity attributable to owners of the Company
TOTAL
371,428
$ 128,057
214,018
154,863
44,110
83,666
1,786
73,174
4,698
5,294
-
123,171
13
5
8
6
2
3
-
3
-
-
-
4
60,783
$ 91,483
193,100
106,897
35,905
51,888
2,066
50,129
7,193
1,848
30,000
21
3
5
11
6
2
3
-
3
-
-
2
-
1,204,265 44 631,313 35
260,000
-
3,965
9,040
9
-
-
-
30,000
22
1,054
17,827
2
-
-
1
273,005 9 48,903 3
1,477,270 53 680,216 38
600,000 22 600,000 33
600,000 22 600,000 33
44,865
2,728
2
-
44,865
2,728
2
-
47,593 2 47,593 2
73,045
17,470
567,910
2
1
21
55,024
16,245
431,301
3
1
24
658,425 24 502,570 28
(17,378) (1) (17,470) (1)
(17,378) (1) (17,470) (1)
1,288,640 47 1,132,693 62
2,765,910
$
100 1,812,909
$
100

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

(Concluded)

  • 5 -

SUN RACE STURMEY-ARCHER CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Note 21 )
OPERATING COSTS(Notes 922 and 27 )
GROSS PROFIT BEFORE REALIZED (UNREALIZED)
GROSS PROFIT ON SALES TO SUBSIDIARIES
UNREALIZED GROSS PROFIT ON SALES TO
SUBSIDIARIES
REALIZED GROSS PROFIT ON SALES TO
SUBSIDIARIES
GROSS PROFIT
OPERATING EXPENSES(Note 22 and 27 )
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Total operating expenses
PROFIT FROM OPERATIONS
NON-OPERATING INCOME AND EXPENSES
Interest income
Other income (Note 22)
Other gains and losses (Note 22 )
Finance costs (Note 22 )
Share of profit or loss of subsidiaries and associates
Total non-operating income and expenses
INCOME BERORE INCOME TAX
INCOME TAX EXPENSE (Note 23 )
NET INCOME
OTHER COMPREHENSIVE INCOME/(LOSS)
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit plans
Income tax related 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 the
financial statements of foreign operations
Income tax relating to items that may be
reclassified subsequently to profit or loss
Other comprehensive income/(loss) for the
period, net of income tax
TOTAL COMPREHENSIVE INCOME/(LOSS)
FOR THE PERIOD
EARNINGS PER SHARE (Note 24 )
Basic
Diluted
2021 2020
Amonut % Amonut %
1,951,648
$ (1,425,485)
100
(73)
1,253,820
$ (979,311)
100
(78)
526,163
(17,588)
3,010
27
(1)
-
274,509
(5,560)
1,796
22
-
-
511,585 26 270,745 22
(65,086)
(86,783)
(25,731)
(3)
(5)
(1)
(31,819)
(80,501)
(21,543)
(3)
(6)
(2)
(177,600) (9) (133,863) (11)
333,985 17 136,882 11
202
1,368
(9,641)
(3,193)
5,841
-
-
-
-
-
173
84,672
9,087
(2,934)
(6,593)
-
7
1
-
(1)
(5,423) - 84,405 7
328,562
(65,615)
17
(3)
221,287
(42,970)
18
(4)
262,947 14 178,317 14
1,135
(227)
-
-
2,364
(473)
-
-
908 - 1,891 -
115
(23)
-
-
(1,531)
306
-
-
92 - (1,225) -
1,000 - 666 -
263,947
$
14 178,983
$
14
4.38
$
2.97
$
4.37
$
2.97
$

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

  • 6 -

SUN RACE STURMEY-ARCHER CORPORATION PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars)

EquityAttributable to Owners of the Company EquityAttributable to Owners of the Company EquityAttributable to Owners of the Company EquityAttributable to Owners of the Company Total
Equity
Share Capital Capital Surplus Retained Earnings Other Equity
Exchange Differences
on Translating the
Financial Statements
of Foreign Operations
(16,245)
$ -
-
-
-
(1,225)
(17,470)
$ (17,470)
$ -
-
-
-
92
(17,378)
$
Total
Legal Reserve Special Reserve Unappropriated
Earnings
BALANCE AT JANUARY 1, 2020
Appropriation of 2019 earnings
Legal reserve
Special reserve
Cash dividends distributed by the Company
Net income in 2020
Other comprehensive income in 2020, net of income tax
BALANCE AT DECEMBER 31, 2020
BALANCE AT JANUARY 1, 2021
Appropriation of 2020 earnings
Legal reserve
Special reserve
Cash dividends distributed by the Company
Net income in 2021
Other comprehensive income in 2021, net of income tax
BALANCE AT DECEMBER 31, 2021
600,000
$ -
-
-
-
-
47,593
$ -
-
-
-
-
47,012
$ 8,012
-
-
-
-
11,535
$ -
4,710
-
-
-
311,815
$ (8,012)
(4,710)
(48,000)
178,317
1,891
1,001,710
$ -
-
(48,000)
178,317
666
1,001,710
$ -
-
(48,000)
178,317
666
600,000
$
47,593
$
55,024
$
16,245
$
431,301
$
1,132,693
$
1,132,693
$
600,000
$ -
-
-
-
-
47,593
$ -
-
-
-
-
55,024
$ 18,021
-
-
-
-
16,245
$ -
1,225
-
-
-
431,301
$ (18,021)
(1,225)
(108,000)
262,947
908
1,132,693
$ -
-
(108,000)
262,947
1,000
1,132,693
$ -
-
(108,000)
262,947
1,000
600,000
$
47,593
$
73,045
$
17,470
$
567,910
$
1,288,640
$
1,288,640
$

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

  • 7 -

SUN RACE STURMEY-ARCHER CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax
Adjustments for:
Depreciation expenses
Amortization expenses
Expected credit loss recognized/(reversed) on trade receivables
Net (gain)/loss on fair value changes of financial [assets/liabilities]
at fair value through profit or loss
Finance costs
Interest income
(Gain)/loss on disposal of investements accounted for using equity
method, net
(Gain)/loss on disposal of property, plant and equipment
Impairment loss on non financial assets
Unrealized gross profit on sales to subsidiaries
Realized gross profit on sales to subsidiaries
Net (gain)/loss on foreign currency exchange
Other adjustments to reconcile profit(loss)
Changes in operating assets and liabilities
(Increase)/decrease in notes receivable
(Increase)/decrease in accounts receivable
(Increase)/decrease in accounts receivable from related parties
(Increase)/decrease in other receivables
(Increase)/decrease in other receivables from related parties
(Increase)/decrease in inventories
(Increase)/decrease in prepayments
(Increase)/decrease in other current assets
(Increase)/decrease in other financial assets
Increase/(decrease) in contract liabilities
Increase/(decrease) in notes payable
Increase/(decrease) in accounts payable
Increase/(decrease) in accounts payable from related parties
Increase/(decrease) in other payables
Increase/(decrease) in other payables from related parties
Increase/(decrease) in provisions
Increase/(decrease) in other current liabilities
Increase/(decrease) in net defined benefit liability
Cash generated from/(used in) operations
Interest received
Interest paid
Income tax refund(paid)
Net cash generated from/(used in) operating activities
2021 2020
328,562
$ 47,989
589
-
(2,453)
3,193
(202)
(5,841)
(386)
12,219
17,588
(3,010)
14,414
(20)
20,253
(34,698)
(310,545)
(4,417)
-
(257,311)
(6,575)
15
(96,600)
36,574
20,918
48,050
8,386
31,660
(280)
(2,495)
123,150
(7,652)
221,287
$ 38,289
543
79
(110)
2,934
(173)
6,593
(1,229)
26,832
5,560
(1,796)
744
-
(7,801)
(12,088)
80,041
(1,936)
9
(54,569)
(12,725)
(15)
-
985
88,578
55,729
26,328
7,494
618
647
-
(1,592)
(18,925)
177
(3,075)
(49,406)
469,256
172
(2,937)
(11,019)
(71,229) 455,472

(Continued)

  • 8 -
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or loss
Proceeds from disposal of financial assets at fair value through
profit or loss
Acquisition for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in refundable deposits
Decrease in refundable deposits
Payments for intangible assets
Increase in prepayments for equipment
Net cash generated from/(used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings
Repayments of short-term borrowings
Proceeds from long-term borrowings
Repayments of long-term borrowings
Repayment of the principal portion of lease liabilities
Cash Dividends
Net cash generated from/(used in) financing activities
EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE
OF CASH HELD IN FOREIGN CURRENCIES
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD
2021 2020
(32,286)
34,849
(37,493)
386
(2,904)
1,045
-
(12,700)
-
-
(30,683)
1,577
(774)
2,275
(295)
(8,557)
(49,103) (36,457)
3,955,232
(3,644,587)
715,000
(515,000)
(3,158)
(108,000)
2,568,654
(2,542,886)
355,000
(515,000)
(2,850)
(48,000)
399,487 (185,082)
(7,383) (148)
271,772
376,001
233,785
142,216
647,773
$
376,001
$

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

  • 9 -

SUN RACE STURMEY-ARCHER CORPORATION

NOTES TO PARENT COMPANY ONLY FINACIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

1. GENERAL INFORMATION

Sun Race Sturmey-Archer Corporation (the “Company”) was incorporated in the Republic of China (ROC) on May 26, 1972. The Company mainly engaged in manufacturing, processing and trading various bicycle parts and mechanical hardware.

The Company’s shares have been listed on the Taiwan Stock Exchange (TWSE) since March 2000.

The parent Company only financial statements are presented in the Company’s functional currency, the New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The accompanying parent Company only financial statements were approved by the Company’s board of directors on March 17, 2022.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

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

The initial application of the IFRSs endorsed and issued into effect by the FSC did not have material impact on the Company’s accounting policies:

b. The IFRSs endorsed by the Financial Supervisory Commission (FSC) for 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 - Cost of Fulfilling a
Contract”
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)
  • 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 “First-time 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.

  • 10 -

  • 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.

The Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the financial position and financial performance and will disclose the relevant impact when the assessment is completed.

  • c. 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 9 and IFRS
17—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.

The Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the financial position and financial performance and will disclose the relevant impact when the assessment is completed.

  • 11 -

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

The parent Company only financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

  • b. Basis of preparation

The parent Company only financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value, and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements, which are Company 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:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

  • 2) 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

  • 3) Level 3 inputs are unobservable inputs for an asset or liability.

The Company used equity method to account for its investment in subsidiaries and associates for the stand-alone financial statements. The amounts of the net profit, other comprehensive income and total equity in stand-alone financial statements are same with the amounts attributable to the owner of the Company in its consolidated financial statements since there is no difference in accounting treatment between stand-alone basis and consolidated basis.

  • c. Classification of current and non-current assets and liabilities

Current assets include:

  • Assets held primarily for the purpose of trading;

  • Assets expected to be realized within 12 months after the reporting period; and

  • 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:

  • Liabilities held primarily for the purpose of trading;

  • Liabilities due to be settled within 12 months after the reporting period; and

  • Liabilities for which the Company 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 non-current.

  • 12 -

d. Foreign currencies

In preparing the financial statements, transactions in currencies other than the entity’s functional currency are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement are recognized in profit or loss in the period they arise.

Exchange differences arising on the retranslation of non-monetary items measured at fair value are included in profit or loss for the period at the rates prevailing at the end of reporting period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains 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 a foreign currency are not retranslated.

For the purposes of presenting financial statements, the assets and liabilities of the Company’s foreign operations (including subsidiaries and associates in other countries that use currencies which are different from the currency of the Company) are translated into New Taiwan dollars using exchange rate prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. The exchange differences arising are recognized in other comprehensive income and accumulated in balance of foreign currency translation of equity.

e. Inventories

Inventories consist of raw materials, supplies, finished goods and work-in-process and are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to Company similar or related items. Net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at weighted-average cost on the balance sheet date.

  • f Investment in subsidiaries

Subsidiaries are the entities controlled by the Company.

Under the equity method, the investment in a subsidiary is initially recognized at cost and the carrying amount is increased or decreased to recognize the Company’s share of the profit or loss and other comprehensive income of the subsidiary after the date of acquisition. Besides, the Company also recognizes the Company’s share of the change in other equity of the subsidiary.

Changes in the Company’s ownership interests in subsidiaries that do not result in the Company’s loss of control over the subsidiaries are accounted for as equity transactions. Any difference between the carrying amount of the investment and the fair value of the consideration paid or received is recognized directly in equity.

When the Company’s share of losses of a subsidiary equals or exceeds its interest in that subsidiary (which includes any carrying amount of the investment in subsidiary accounted for by the equity method and long-term interests that, in substance, form part of the Company’s net investment in the subsidiary), the Company continues recognizing its share of further losses.

Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of a subsidiary that constitutes a business at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any

  • 13 -

excess of the Company’s share of the net fair value of the identifiable assets and liabilities of a subsidiary that constitutes a business over the cost of acquisition is recognized immediately in profit or loss.

The Company assesses its investment for any impairment by comparing the carrying amount with the estimated recoverable amount as assessed based on the investee’s financial statements as a whole. Impairment loss is recognized when the carrying amount exceeds the recoverable amount. If the recoverable amount of the investment subsequently increases, the Company recognizes a reversal of the impairment loss; the adjusted post-reversal carrying amount should not exceed the carrying amount that would have been recognized (net of amortization or depreciation) had no impairment loss been recognized in prior years. An impairment loss recognized on goodwill cannot be reversed in a subsequent period.

When the Company loses control of a subsidiary, it recognizes the investment retained in the former subsidiary at its fair value at the date when control is lost. The difference between the fair value of the retained investment plus any consideration received and the carrying amount of the previous investment at the date when control is lost is recognized as a gain or loss in profit or loss. Besides this, the Company accounts for all amounts previously recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required had the Company directly disposed of the related assets or liabilities.

Profit or loss resulting from downstream transactions is eliminated in full only in the parent Company only financial statements. Profit and loss resulting from upstream transactions and transactions between subsidiaries is recognized only in the parent Company only financial statements and only to the extent of interests in the subsidiaries that are not related to the Company.

g Property, plant and equipment

Property, plant and equipment are stated at cost less subsequent accumulated depreciation and subsequent accumulated impairment loss.

Properties, plant and equipment in the course of construction are carried at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such assets are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for intended use.

Depreciation is recognized using the straight-line method. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss.

h Intangible assets

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 basis. The estimated useful lives, residual values, and amortization methods are reviewed 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.

  • 14 -

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.

i Impairment of property, plant and equipment, right-of-use asset, intangible assets and assets related to contract costs

At the end of each reporting period, the Company reviews the carrying amounts of its property, plant and equipment, right-of-use asset and intangible assets, 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 Company estimates the recoverable amount of the cash-generating 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 cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

Before the Company recognizes an impairment loss from assets related to contract costs, any impairment loss on inventories, property, plant and equipment and intangible assets related to the contract applicable shall be recognized in accordance with applicable standards. Then, impairment loss from the assets related to the contract costs is recognized to the extent that the carrying amount of the assets exceeds the remaining amount of consideration that the Company expects to receive in exchange for related goods or services less the costs which relate directly to providing those goods or services and which have not been recognized as expenses. The assets related to the contract costs are then included in the carrying amount of the cash-generating unit to which they belong for the purpose of evaluating impairment of that cash-generating unit.

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. A reversal of an impairment loss is recognized in profit or loss.

j Financial instruments

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

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at FVTPL) 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 FVTPL are recognized immediately in profit or loss.

1) Financial assets

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

  • 15 -

  • a) Measurement categories

Financial assets are classified into the following categories: Financial assets at FVTPL, financial assets at amortized.

  • i. Financial assets at FVTPL

Financial assets are classified as at FVTPL when such financial assets are mandatorily classified as at FVTPL.

  • ii. Financial assets at amortized cost

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

  • i) The financial assets are held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

  • ii) 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 at amortized cost, including cash and cash equivalents, trade receivables at amortized cost, accounts receivable, other receivables and refundable deposits 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 such a financial asset, except for:

  • i) Purchased or originated credit-impaired financial asset, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial assets; and

  • ii) Financial asset that is not credit impaired on purchase or origination but has subsequently become credit impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.

Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, 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.

  • b) Impairment of financial assets

The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including trade receivables)

The Company always recognizes lifetime expected credit losses (ECLs) for trade receivables, For all other financial instruments, the Company 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 a financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.

  • 16 -

Expected credit losses reflect the weighted average of credit losses with the respective risks of 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.

For internal credit risk management purposes, the Company considers the following situations as indication that a financial asset is in default (without taking into account any collateral held by the Company):

  • i. Internal or external information shows that the debtor is unlikely to pay its creditors.

  • ii. Financial asset is more than 90 days past due unless the Company has reasonable and corroborative information to support a more lagged default criterion.

The impairment loss of all financial assets is recognized in profit or loss by a reduction in their carrying amounts through a loss allowance account.

  • c) Derecognition of financial assets

The Company 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.

2) Equity instruments

Debt and equity instruments issued by the Company 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 Company are recognized at the proceeds received, net of direct issue costs.

The repurchase of the Company’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 Company’s own equity instruments.

3) Financial liabilities

  • a) Subsequent measurement

All financial liabilities are measured at amortized cost using the effective interest method:

  • b) Derecognition of financial liabilities

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

  • 17 -

k. Revenue recognition

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

  • 1) Revenue from the sale of goods

Revenue from the sale of goods comes from sales of various bicycle parts and mechanical hardware. Sales of various bicycle parts and mechanical hardware are recognized as revenue when the goods are shipped because it is the time when the customer has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility for sales to future customers and bears the risks of obsolescence.

  • 2) Revenue from the rendering of services

Revenue from the rendering of services comes from consulting services.

l. Leases

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

  • 1) The Company 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. Initial direct costs incurred in obtaining operating leases are added to the carrying amounts of the underlying assets and recognized as expenses on a straight-line basis over the lease terms.

  • 2) The Company as lessee

The Company 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 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 right-of-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 Company 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.

  • 18 -

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, a change in the amounts expected to be payable under a residual value guarantee, a change in the assessment of an option to purchase an underlying asset, or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Company 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 balance sheets.

m. Borrowing costs

Borrowing costs directly attributable to an acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

Other than those stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

  • n. Employee benefits

  • 1) 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 the related services.

  • 2) Retirement benefits

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

Defined benefit costs (including service cost, net interest and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost) and net interest on the net defined benefit liabilities (assets) are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in and will not be reclassified to profit or loss.

Net defined benefit liabilities (assets) represent the actual deficit (surplus) in the Company’s defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

  • 3) Other long-term employee benefits

Other long-term employee benefits are accounted for in the same way as the accounting required for defined benefit plans except that remeasurement is recognized in profit or loss.

  • 19 -

y. Taxation

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

1) Current tax

Income tax payable (recoverable) is based on taxable profit (loss) for the year determined 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.

2) 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. If a temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit, the resulting deferred tax asset or liability is not recognized.

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all 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 and interests in joint ventures, except where the Company 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 recognized only 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 such temporary differences 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 assets 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 period in which the liabilities are settled or the assets are 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 Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

3) 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.

  • 20 -

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company’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 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.

Write-down of inventories

The net realizable value of inventories is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. The estimation of net realizable value is based on current market conditions and historical experience in the sale of product of a similar nature. Changes in market conditions may have a material impact on the estimation of the net realizable value.

6. CASH AND CASH EQUIVALENTS

Cash on hand

Checking accounts and demand deposits
Time deposits
December 31, 2021
$ 593
571,236
75,944
$ 647,773
December 31, 2020
$ 659

285,342

90,000
$ 376,001

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

Financial assets at fair value through
profit or loss (FVTPL)-current
Financial assets mandatorily classified as at
FVTPL
Derivative financial assets (not under hedge
accounting)
Foreign exchange forward contracts
December 31, 2021
$ -
$ -
December 31, 2020
$ 110
$ 110

At the end of the reporting period, outstanding foreign exchange forward contracts not under hedge accounting were as follows:


December 31, 2020
Sell EUR/Buy NT$
Carrying
Amount

$ 110
$ 110
Maturity Date
January 2021
Notional Amount
(In Thousands)
EUR 200

The Company entered into foreign exchange forward contracts to manage exposures to exchange rate fluctuations of foreign currency denominated assets and liabilities. However, those contracts did not meet the criteria of hedge effectiveness and therefore were not accounted for using hedge accounting.

  • 21 -

8. NOTES RECEIVABLE AND ACCOUNTS RECEIVABLE

Notes receivable
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss

Notes receivable - operating

Accounts receivable
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss

Accounts receivable-related party
(Note 27)
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss
December 31, 2021
$ 18,472
-
$ 18,472
$ 18,472
$ 108,057
(309)
$ 107,748
$ 342,697
-
$ 342,697
December 31, 2020
$ 38,725

-
$ 38,725
$ 38,725
$ 73,702
(309)
$ 73,393
$ 39,105

-
$ 39,105

a. Accounts receivable

At amortized cost

The average credit period of sales of goods was 30~150 days. No interest was charged. The police adopted by merge (merged Company) is to trade with objects that crediting rating meets with the requirements of the Company, and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. Credit rating information is obtained from the financial information or its own trading records to rate its major customers. The Company’s exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by the risk management committee annually.

The Company measures the loss allowance for accounts receivable at an amount equal to lifetime ECLs. The expected credit losses on accounts receivable are estimated using a provision matrix by reference to the past default experience of the debtor and an analysis of the debtor’s current financial position, adjusted for 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 economic conditions at the reporting date. As the Company’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished according to the Company’s different customer base.

The Company writes off accounts receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. For accounts receivable 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.

  • 22 -

The following table details the loss allowance of accounts receivable based on the Company’s provision matrix.

December 31, 2021

Expected credit loss rate

Gross carrying amount

Loss allowance (Lifetime
ECLs)


Amortized cost

December 31, 2020
Expected credit loss rate

Gross carrying amount

Loss allowance (Lifetime
ECLs)


Amortized cost
Not Past
Due

-

$ 435,864

-


$ 435,864

Not Past
Due

-

$ 102,011

-


$ 102,011
Less than 30
Days
-

$ 14,578

-


$ 14,578

Less than 30
Days
-

$ 10,487

-


$ 10,487
31 to 60
Days
-

$ -

-


$ -

31 to 60
Days
-

$ -

-


$ -
61 to 90
Days
-

$ -

-

$ -

61 to 90
Days
-

$ -

-


$ -
Over 90
Days
99%

$ 312
(309)

$ 3

Over 90
Days
100%

$ 309
(309)


$ -
Total
$ 450,754
(309)

$ 450,445
Total
$ 112,807
(309)
$ 112,498

The movements of the loss allowance of accounts receivable were as follows:

Balance at January 1

Recognition (reversal)

Balance at December 31
For the year ended
December 31
For the year ended
December 31
For the year ended
December 31
2021
$ 309

-

$ 309
2020




$ -
309
$ 309

9. INVENTORIES

Finished goods

Semi-finished goods
Work in process
Raw materials
December 31, 2021
$ 154,561
338,911
165,257
115,405
$ 774,134
December 31, 2020
$ 91,031

278,675

105,577

53,759
$ 529,042

The nature of the cost of goods sold is as follows:

Cost of inventories sold

Inventory write-downs
Others
For the year ended
December 31
For the year ended
December 31
2021
$ 1,411,979
12,219
1,287
$ 1,425,485
2020
$ 951,471

26,832

1,008
$ 979,311
  • 23 -

10.OTHER FINANCIAL ASSETS – CURRENT

December 31, 2021
Pledged time deposits
$ 96,600
The other financial assets as collateral for bank borrowings are set out in Note 28.
December 31, 2020
$ -

11.INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD

Investments in subsidiaries

a. Investments in subsidiaries
Name of Subsidiaries
BUSINESS ALLIANCE LTD.

SUN RACE STURMEY-ARCHER DUTCH
HOLDING B.V.

Name of Subsidiaries
BUSINESS ALLIANCE LTD.
SUN RACE STURMEY-ARCHER DUTCH
HOLDING B.V.
December 31, 2021
December 31, 2020
$ 229,268 $ 237,890
Carrying Value
December 31, 2020
$ 237,890
December 31, 2021
$ 229,268
-
$ 229,268
Ownership
December 31, 2020
$ 237,890
-
$ 237,890
Percentage
December 31, 2021
100%
100%
December 31, 2020

100%

-
  • 1) The Company registered and established SUN RACE STURMEY-ARCHER DUTCH HOLDING B.V. in the Netherlands in December 2021, with a shareholding ratio of 100%. SUN RACE STURMEY-ARCHER DUTCH HOLDING B.V. operates the investment activities. Please refer to Note 31 for the details of the investment of shares.

  • 2) The details of the investment subsidiaries indirectly held by the Company, please refer to note 33.

12.PROPERTY, PLANT AND EQUIPMENT

Assets used by the Company

Assets leased under operating leases
December 31, 2021
$ 440,856
-
$ 440,856
December 31, 2020
$ 438,083

-
$ 438,083
  • 24 -

a. Assets used by the Company

Land
Cost
Balance at January 1, 2021 $ 169,101
Additions
-
Disposals
-
Reclassifications
-
Balance at December 31,
2021
$ 169,101
Accumulated depreciation and
impairment
Balance at January 1, 2021 $ -
Depreciation expenses
-
Disposals
-
Reclassifications
-
Balance at December 31,
2021
$ -
Carrying amount at
December 31,2021
$ 169,101
Land
Cost
Balance at January 1, 2020 $ 169,101
Additions
-
Disposals
-
Reclassifications
-
Balance at December 31,
2020
$ 169,101
Accumulated depreciation and
impairment
Balance at January 1, 2020 $ -
Depreciation expenses
-
Disposals
-
Reclassifications
-
Balance at December 31,
2020
$ -
Carrying amount at
December 31,2020
$169,101
Land Buildings Equipment Molding
equipment
Other
equipment

Total
$ 169,101
-
-
-
$ 287,427

-

-

-
$ 131,662

25,276

(12,525)

9,162
$ 232,794

10,891

(7,926)

928
$ 23,056

1,326

(335)

--
$ 844,040

37,493

(20,786)

10,090
$ 169,101 $ 287,427 $ 153,575 $ 236,687 $ 24,047 $ 870,837
$ 106,647

5,225

-

-
$ 93,088

17,405

(12,525)

-
$ 188,348

20,048

(7,925)

-
$ 17,874

2,132

(336)

-
$ 405,957

44,810

(20,786)

-
$ -
$ 111,872
$ 97,968 $ 200,471 $ 19,670 $ 429,981
$ 169,101
$ 175,555
$ 55,607 $ 36,216 $ 4,377 $ 440,856
Land Buildings Equipment
Molding
equipment
Other
equipment

Total
$ 169,101
-
-
-
$ 287,427

-

-

-
$ 116,694

13,820

(16,292)

17,440
$ 215,685

16,694

-

415
$ 23,452

169

(565)

-
$ 812,359

30,683

(16,857)

17,855
$ 169,101 $ 287,427 $ 131,662

$ 232,794

$ 23,056

$ 844,040
$ 101,401

5,246

-

-
$ 84,015

9,830

(15,944)
15,187
$ 170,676

17,672

-
-
$ 16,089

2,350

(565)
-
$ 372,181

35,098

(16,509)
15,187

impairment
Balance at January 1, 2020
Depreciation expenses
Disposals
Reclassifications
Balance at December 31,
2020
Carrying amount at
December 31,2020
$ -
$ 106,647

$ 93,088

$ 188,348

$ 17,874

$ 405,957
$169,101 $ 180,780 $ 38,574 $ 44,446 $ 5,182 $ 438,083

No impairment loss was recognized for the year ended December 31, 2021 and 2020.

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

sis over their estimated useful lives as follows:
Buildings 55 years
Equipment 3-10 years
Molding equipment 2-10 years
Other equipment 3-10 years
  • 25 -

Property, plant and equipment used by the Company and pledged as collateral for bank borrowings are set out in Note 28.

b. Assets leased under operating leases

Cost
Balance at January 1, 2020
Additions
Disposals
Reclassifications
Balance at December 31, 2020
Accumulated depreciation
and impairment
Balance at January 1, 2020
Depreciation expenses
Disposals
Reclassifications
Balance at December 31, 2020
Carrying amount at December 31, 2020
Equipment
$ 21,302
-
(4,647)
(16,655)
$ -
$ 19,496
338
(4,647)
(15,187)
$ -
$ -

Operating leases relate to leases of equipment lease terms is 1 year. The lessees do not have purchase options to acquire the assets at the expiry of the lease periods.

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

Equipment

3-10 years

13.LEASE ARRANGEMENTS

  • a. Right-of-use assets
Carrying amounts
Buildings

Transportation equipment

Additions to right-of-use assets
Depreciation charge for
right-of-use assets
Buildings
Transportation equipment
**December 31, ** 2021
December 31, 2020
4,379 $ -
4,846
2,869
9,225$ 2,869
For the Year Ended
December 31
2021
2020
$ 9,593
$ 719
$ 168 $ -
3,011
2,853
$ 3,179 $ 2,853
December 31, 2020 December 31, 2020 December 31, 2020
$ $ -
2,869
$ $ 2,869



$ 719
$ -
2,853
$ 2,853
  • 26 -

b. Lease liabilities

Carrying amounts
Current

Non-current
December 31, 2021
$ 5,294
$ 3,965
December 31, 2020

1,848
$ 1,054

Range of discount rate for lease liabilities was as follows:

Buildings
Transportation equipment
December 31, 2021
1.53%
0.96%-2.04%
December 31,2020
-

0.96%-2.07%

c. Material lease-in activities and terms

The Company leases certain transportation equipment with lease terms of 1 to 3 years. These arrangements do not contain renewal or purchase options.

The Company also leases buildings for the use of warehouse with lease terms of 2 years and 3 months. The Company does not have bargain purchase options to acquire the leasehold buildings at the end of the lease terms. In addition, the Company is prohibited from subleasing or transferring all or any portion of the underlying assets without the lessor’s consent.

d. Other lease information

Expenses relating to short-term
leases and low-value asset
leases

Total cash outflow for leases
For the Year Ended
December 31
2021
2020
$ 298
$ 335
$ 3,568
$ 3,301
For the Year Ended
December 31
2021
2020
$ 298
$ 335
$ 3,568
$ 3,301
For the Year Ended
December 31
2021
2020
$ 298
$ 335
$ 3,568
$ 3,301


$ 335
$ 3,301

The Company has elected to apply the recognition exemption and thus, did not recognize right-of-use assets and lease liabilities for these leases.

14.INTANGIBLE ASSETS

Cost
Balance at January 1, 2021
Additions
Others
Balance at December 31, 2021
Accumulated Amortization and Impairment
Balance at January 1, 2021
Amortization
Balance at December 31, 2021
Carrying amount at December 31, 2021
Computersoftware
$ 8,876
-
-
$ 8,876
$ 6,556
589
$ 7,145
$ 1,731
  • 27 -
Cost
Balance at January 1, 2020
Additions
Balance at December 31, 2020
Accumulated Amortization and Impairment
Balance at January 1, 2020
Amortization
Balance at December 31, 2020
Carrying amount at December 31, 2020
Computersoftware
$ 8,581
295
$ 8,876
$ 6,013
543
$ 6,556
$ 2,320

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

Computer software

3-10 years

15.SHORT-TERM BORROWINGS

Unsecured borrowings
Bank loans (1)

Secured borrowings
Bank loans (1)

The range of weighted average effective interest
rates on bank loans
December 31, 2021
$ 286,428
85,000
$ 371,428
1.07%1.35%
December 31, 2020
$ 60,783
-
$ 60,783
0.355%1.45%

1) Guarantee provided by the Company, please refer to Note 28.

16. LONG-TERM BORROWINGS

Secured borrowings
Bank loans

Unsecured borrowings
Bank loans
Less: Current portions

The range of weighted average effective interest
rates on bank loans
December 31, 2021
$ 260,000
-
-
$ 260,000
1.93%
December 31, 2020
$ 30,000

30,000

(30,000)
$ 30,000
0.54%~1.93%

In January 2021, the borrowing of $30,000 thousand on December 31, 2020, was paid in advance. For the ended December 31, 2021, the Company acquired new bank borrowings facilities in the amounts of $715,000 thousand, which was paid off advance $455,000 thousand, the borrowings balance as of December 31, 2021 is $260,000 thousand, and will be repayable on January 28, 2023. The borrowing rate is floating rate.

In January 2020, the borrowing of $190,000 thousand on December 31, 2019, was paid in advance. For the ended December 31, 2020, the Company acquired new bank borrowings facilities in the amounts of $355,000 thousand, which was paid off advance $325,000 thousand, the borrowings balance as of December 31, 2020 is $30,000 thousand, and paid off in advance in January 2021. The borrowing rate is floating rate.

  • 28 -

In June 2020, the application for short-term borrowings of $30,000 thousand was approved by the Ministry of Economic Affairs and reclassified to long-term borrowings, which paid off in April, 2021. The borrowing rate is floating rate.

17.PROVISIONS

Current
Employee benefits (a)
December 31, 2021
$ 4,698
December 31, 2020
$ 7,193

a. An employee benefits liability reserve is estimates of employees’ vested long-term service leave rights.

18.OTHER CURRENT LIABILITIES

Current
Deposits received (Note 27)

Others
December 31, 2021
$ 122,807
364
$ 123,171
December 31, 2020
$ -

21
$ 21

19.RETIREMENT BENEFIT PLANS

a. Defined benefit plan

The defined benefit plan adopted by the Company in accordance with the Labor Standards Law is operated by the government. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the six months before retirement. The Company contribute amounts equal to 2% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee of the Company. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Company 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 Company 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 Company has no right to influence the investment policy and strategy. The amount included in the balance sheet in respect of the Company’s obligation to its defined benefit plan was as follows:

Present value of the defined benefit obligation

Fair value of the plan assets
Net defined benefit liabilities, non-current
December 31, 2021
$ 32,247
(23,207)
$ 9,040
December 31, 2020
$ 33,035

(15,208)
$ 17,827
  • 29 -

Movements in net defined benefit liabilities (assets) were as follows:

Balance at January 1, 2020
Service cost
Current service cost
Net interest expense (income)
Recognized in profit or loss
Remeasurement
- Return on plan assets (excluding
amounts included in net interest
expense)
- Actuarial loss (gain) arising from
changes in demographic
assumptions
- Actuarial loss (gain) arising from
changes in financial assumptions
- Actuarial loss (gain) arising from
experience adjustments
Recognized in other comprehensive
income
Contributions from the employer
Benefits paid
Balance at December 31, 2020
Balance at January 1, 2021
Service cost
Current service cost
Net interest expense (income)
Recognized in profit or loss
Remeasurement
- Return on plan assets (excluding
amounts included in net interest
expense)
- Actuarial loss (gain) arising from
changes in demographic
assumptions
- Actuarial loss (gain) arising from
changes in financial assumptions
- Actuarial loss (gain) arising from
experience adjustments
Recognized in other comprehensive
income
Contributions from the employer
Benefits paid
Balance at December 31, 2021
Present Value of
the Defined
Benefit Obligation

Fair Value of the
Plan Assets
$ (12,866)

-
(96)

(96)
(398)

-
-
-
(398)

(1,848)

-
$ (15,208)
Fair Value of the
Plan Assets
$ (15,208)

-

(53)

(53)
(232)
-
-
-
(232)

(7,714)

-
$ (23,207)
Net Defined Benefit
Liabilities(Assets)
$ 34,649 $ 21,783
94
258

94
162
352 256
-
-
1,498
(3,464)
(398)
-
1,498
(3,464)
(1,966) (2,364)
-
-

(1,848)

-
$ 33,035 $ 17,827
Present Value of
the Defined
Benefit
Obligation
$ 33,035
-
115
115
-
66
(1,248)
279
(903)
-
-
$ 32,247
Net Defined Benefit
Liabilities(Assets)
$ 17,827

-
62
62
(232)
66
(1,248)
279
(1,135)

(7,714)

-
$ 9,040
  • 30 -

Through the defined benefit plans under the Labor Standards Law, the Company is exposed to the following risks:

  • 1) Investment risk: The plan assets are invested in domestic/and foreign/equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

  • 2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments.

  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The principal assumptions used for the purposes of the actuarial valuations were as follows:

Discount rate
Expected rate of salary increase
December 31, 2021
0.70%
2.00%
December 31, 2020

0.35%

2.00%

If possible reasonable changes in each of the significant actuarial assumptions occur and all other assumptions remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

Discount rate
0.25% increase
0.25% decrease
Expected rate of salary increase
0.25% increase
0.25% decrease
December 31, 2021
$ (865)
$ 896
$ 882
$ (856)
December 31, 2020
$ (947)
$ 983
$ 964
$ (934)

The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

The expected contribution to the plan for the next
year
The average duration of defined benefit obligation
December 31, 2021

$ 360
10 years
December 31, 2020
$ 350

11 years

b. Defined contribution plan

The Company adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.

  • 31 -

20.EQUITY

a. Share capital

  • 1) Ordinary shares
1) Ordinary shares
Shares authorized (in thousands of shares)
Shares authorized, par value $10 (in
thousands of dollars)
Shares issued and fully paid (in thousands
of shares)
Shares issued and fully paid (in thousands
of dollars)
Capital surplus
May be used to offset a deficit, distributed as
cash dividends, or transferred to share
capital (1)
Issuance of ordinary shares

May not be used for any purpose
Employee share options
December 31, 2021
79,000
December 31, 2020
79,000
$ 790,000
60,000
$ 600,000
December 31, 2021
$ 44,865
2,728
$ 47,593
$ 790,000
60,000
$ 600,000
December 31, 2020
$ 44,865

2,728
$ 47,593
  • b. Capital surplus

  • 1) Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and to once a year).

c. Retained earnings and dividends policy

Under the dividends policy as set forth in the Articles, which the Company adopts the residual dividend policy, where the Company made a profit in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit, however when the legal reserve amounts to the authorized capital, this shall not apply, setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit together with any undistributed retained earnings shall be used by the Company’s board of directors as the basis for proposing a distribution plan, which should be resolved in the shareholders’ meeting for the distribution of dividends to shareholders would not less than 3% of the current year's distributable surplus, cash dividends would not less than 1%. For the policies on the distribution of employees’ compensation and remuneration of directors after the amendment, refer to employees’ compensation and remuneration of directors in Note 22.

An appropriation of earnings to a legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. The legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

  • 32 -

Items referred to under Rule No. 1090150022 issued by the FSC on March 31, 2021. When distributing profits, the Company sets aside special reserves in the amount equivalent to the net amount of contra other equity items for the current period, using the balance of net income after tax plus the items included in undistributed retained earnings except those included in net income for the current period. If the balance is insufficient to meet the requirement of special reserves, the remainder shall be set aside using the undistributed retained earnings for the previous period.

The Company shall set aside special reserves that shall not be distributed in the net amount of contra other equity items, using either of the following two methods:

  • A. Set aside special reserves using the undistributed retained earnings for the previous period; or

  • B.Set aside special reserves using the undistributed retained earnings for the previous period and the balance of net income after tax plus the items included in undistributed retained earnings except those included in net income for the current period when the undistributed retained earnings for the previous period are insufficient, in which case the Company shall state the applied method clearly in the dividend policies of the Articles of in Company.

When the net amount of contra other equity items is subsequently reversed, the reversed amount can be used to reverse the special reserves, allowing the Company to distribute the profits.

The appropriations of earnings for 2020 and 2019 that were approved in the Board of shareholders’ meetings on July 23, 2021 and June 15, 2020, respectively, were as follows:

Legal reserve
Special reserve
Cash dividends
Dividends Per Share (NT$)
Appropriation of Earnings Appropriation of Earnings
For the Year Ended
December 31
2020
$ 18,021
1,225
108,000
1.80
2019
$ 8,012

4,710

48,000

0.80

The appropriation of earnings for 2021 had been proposed by the Corporation’s board of directors on March 17, 2022. The appropriation and dividends per share were as follows:

Legal reserve
Special reserve
Cash dividends
Dividends Per Share (NT$)
Appropriation
of Earnings
$ 26,385
$ (92)
$ 156,000
$ 2.60

The appropriation of earnings for 2021 is to be presented for approval in the Company’s shareholders’ meeting to be held on June 17, 2022 (expected).

  • 33 -

d. Other equity items

Exchange differences on translating the financial statements of foreign operations

Balance at January 1

Recognized for the period
Exchange differences on translating the financial statements
of foreign operations
Effect of tax
Balance at December 31
For the Year Ended December 31 For the Year Ended December 31
2021 2020
$ (17,470)
115
(23)
$ (16,245)
(1,531)

306
$ (17,378) $ (17,470)

21.REVENUE

Revenue from contracts with customers
Revenue from the sale of goods (Note 27)
Other operating revenue (Note 27)
a. Contract balances
Contract liabilities
Sale of goods
For the Year Ended December 31 For the Year Ended December 31
2021
$ 1,950,357
1,291
$ 1,951,648
December 31, 2021
$ 128,057
2020
$ 1,252,764

1,056
$ 1,253,820
December 31, 2020
$ 91,483

The Company recognized revenue from the beginning balance of contract liability, which amounted to $88,581 thousand and $15,097 thousand for the years ended December 31, 2021 and 2020, respectively.

The contract liabilities from the beginning of the year were recognized as other income for the year ended December 31,2021 and 2020, with an amount of $0 and $70,330 thousands. Please refer to Note 22, and the inventory write-downs has been reasonably assessed.

22.NET PROFIT (LOSS) FROM CONTINUING OPERATIONS

a. Other income

Rental income (Note 27)
Others (Note 21)
For the Year Ended December 31 For the Year Ended December 31
2021
$ 129
1,239
$ 1,368
2020
$ 1,473
83,199
$ 84,672
  • 34 -

b. Other gains and losses

Financial assets mandatorily classified as at
FVTPL
Net foreign exchange gains/(losses)
(Gain)/loss on disposal of property, plant
and equipment
Others
For the Year Ended December 31 For the Year Ended December 31
2021
$ 2,453
(12,500)
386
20
$ (9,641)
2020
$ 110

8,104
1,229

(356)
$ 9,087

c. Finance costs

Interest on bank loans Interest on lease liabilities

For the Year Ended December 31 For the Year Ended December 31
2021
$ 3,126
67
$ 3,193
2020
$ 2,856

78
$ 2,934
  • d. Depreciation and amortization

Property, plant and equipment Right-of-use asset Intangible asset An analysis of depreciation by function Operating costs Operating expenses

An analysis of amortization by function Operating costs Operating expenses

For the Year Ended December 31 For the Year Ended December 31
2021
$ 44,810
3,179
589
$ 48,578
$ 43,464
4,525
$ 47,989
$ -
589
$ 589
2020
$ 35,436

2,853
543
$ 38,832
$ 33,736

4,553
$ 38,289
$ -

543
$ 543
  • 35 -

e. Employee benefits expense

Short-term benefits
Post-employment benefits
Defined contribution plan
Defined benefit plans
Termination benefits
Total employee benefits expense
An analysis of employee benefits expense
by function
Operating costs
Operating expenses
For the Year Ended December 31 For the Year Ended December 31
2021
$ 164,134
4,111
62
4,173
108
$ 168,415
$ 84,891
83,524
$ 168,415
2020
$ 135,755

3,913

256

4,169
-
$ 139,924
$ 65,934

73,990
$ 139,924

f. Employees’ compensation and remuneration of directors and supervisors

According to the Company’s Articles, the Company accrued employees’ compensation and remuneration of directors at rates of 0.2~3% and no higher than 3%, respectively, of net profit before income tax, employees’ compensation, and remuneration of directors. For the year ended December 31, 2021 and 2020, the employees’ compensation and the remuneration of directors and supervisors are as follows (The Company established an audit committee to replace the supervisor after the Board of shareholders’ meetings on July 23, 2021.):

Accrual rate

Employees’ compensation
Remuneration of directors and supervisors
Amount
Employees’ compensation
Remuneration of directors and supervisors
For the Year Ended December 31
2021
2020
1.46%
0.97%
0.98%
0.97%
For the Year Ended December 31
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **
2020
2021
$ 4,900
3,300
2020
$ 2,200

2,200

If there is a change in the amounts after the annual parent Company only financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate.

There is no difference between the actual amounts of employees’ compensation and remuneration of directors and supervisors paid and the amounts recognized in the parent Company only financial statements for the year ended December 31, 2020 and 2019.

Information on the employees’ compensation and remuneration of directors and supervisors resolved by the Company’s board of directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.

  • 36 -

23.INCOME TAXES RELATING TO CONTINUING OPERATIONS

  • a. Income tax recognized in profit or loss

Major components of income tax expense (benefit) are as follows:

Current tax
In respect of the current period
Adjustments for prior year
Deferred tax
In respect of the current period
Income tax expense (benefit) recognized in
profit or loss
For the Year Ended December 31 For the Year Ended December 31
2021
$ 73,177
(1,148)
(6,414)
$ 65,615
2020
$ 50,130

(1,383)
(5,777)
$ 42,970

b. A reconciliation of accounting profit and income tax expense is as follows:

Profit before tax
Income tax expense calculated at the
statutory rate
Tax-exempt income
Additional income tax expense on
unappropriated earnings
Investment tax credits
Adjustments for prior years’ tax
Income tax expense (benefit) recognized in
profit or loss
For the Year Ended December 31 For the Year Ended December 31
2021
$ 328,562
2020
$ 221,287
$ 65,712
(484)
2,648
(1,113)
(1,148)
$ 65,615
$ 44,257

-
953

(857)
(1,383)
$ 42,970
  • c. Income tax recognized in other comprehensive income
Deferred income tax expense (benefit)
In respect of the current period
Translation of foreign operations
Remeasurement of defined benefit plans
Total income tax expense (benefit)
recognized in other comprehensive income
For the Year Ended December 31 For the Year Ended December 31
2021
$ 23
227
$ 250
2020
$ (306)

473
$ 167

d. Current tax assets and liabilities

Current tax assets Income tax refund receivable Current tax liabilities Income tax payable

For the Year Ended December 31 For the Year Ended December 31
2021
$ 422
$ 73,174
2020
$ -
$ 50,129
  • 37 -

e. Deferred tax assets and liabilities

The movements of deferred tax assets and deferred tax liabilities were as follows

For the year ended December 31,
2021
Deferred Tax Assets/(liabilities)
Unrealized exchange gains
FVTPL financial assets
Provisions
Allowance for inventory
valuation and obsolescence
losses
Allowance for impairment loss
Investments accounted for using
equity method
Defined benefit obligations
Exchange differences on
translating the financial
statements of foreign operations
Property, plant and equipment
others
Deferred income tax assets
Deferred income tax liabilities
Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
Closing
Balance
$ 149
(22)
1,439
23,708

-

3,824
1,645
4,184
554
1,242
$ 2,734

22

(500)
2,444

-
(1,168)

-
-

(34)

2,916
$ -

-

-
-

-
-

(227)
(23)

-

-
$ 2,883

-

939
26,152

-
2,656

1,418
4,161

520

4,158
$ 36,723 $ 6,414 $ (250) $ 42,887
$ 36,745
$ 42,887
$ 22 $ -
For the year ended December 31,
2020
Deferred Tax Assets/(liabilities)
Unrealized exchange gains
FVTPL financial assets
Provisions
Allowance for inventory
valuation and obsolescence
losses
Allowance for impairment loss
Investments accounted for using
equity method
Defined benefit obligations
Exchange differences on
translating the financial
statements of foreign operations
Property, plant and equipment
others
Deferred income tax assets
Deferred income tax liabilities
Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
Closing
Balance
$ 387
-
1,309
19,813

26

2,505
2,118
3,878
588
489
$ (238)

(22)

130
3,895

(26)
1,319

-
-

(34)

753
$ -


-
-

-
-

(473)
306

-

-
$ 149
(22)

1,439
23,708

-
3,824

1,645
4,184

554

1,242
$ 31,113 $ 5,777 $ (167) $ 36,723
$ 31,113
$ 36,745
$ - $ 22
  • 38 -

f. Income tax assessments

The Company provided for the income tax assessed by the tax authorities until 2019.

24.EARNINGS PER SHARE

Net Profit for the period is as follows:

Net profit For the Year Ended December 31 For the Year Ended December 31
2021
$ 262,947
2020
$ 178,317

The weighted average number of ordinary shares outstanding (in thousands of shares) is as follows:

Weighted average number of ordinary shares
used in the computation of basic earnings per
share
Effect of potentially dilutive ordinary shares
Employees’ compensation or bonuses issued to
employees
Weighted average number of ordinary shares
used in the computation of diluted earnings per
share
For the Year Ended December 31 For the Year Ended December 31
2021
60,000
111
60,111
2020
60,000
62
60,062

If the Company offered to settle the compensation or bonuses paid to employees in cash or shares, the Company assumed that the entire amount of the compensation or bonuses 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.

25.CAPITAL MANAGEMENT

In order to ensure the Company's sustainable operation, the merged Company plans the future working capital needs (including research and development expenses and debt repayment, etc.) based on the factors such as characteristics of the current operating industry and the future development situation and changes in the external environment. It not only gives back to shareholders but also takes care of stakeholders’ interest. Also, it can maintain the optimal capital structure to enhance shareholder’s value.

26.FINANCIAL INSTRUMENTS

  • a. Fair value of financial instruments measured at fair value on a recurring basis

  • 1) Fair value hierarchy

December 31, 2020

Financial assets at FVTPL
Derivative financial assets
- 39 -
Level 1
$ -
Level 2
$ 110
Level 3
$ -
Total
$ 110
  • 2) Valuation techniques and inputs applied for Level 2 fair value measurement
Financial Instrument
Derivatives - foreign exchange
forward contracts
Valuation Technique and Inputs
Discounted cash flow.
Future cash flows are estimated based on observable forward
exchange rates at the end of the reporting period and contract
forward rates, discounted at a rate that reflects the credit risk
of various counterparties.
  • b. Categories of financial instruments
Financial assets
Financial assets at amortized cost (1)

Mandatorily classified as at FVTPL
Financial liabilities
Amortized cost (2)
December 31, 2021
$ 1,229,973
-
1,129,871
December 31, 2020
$ 537,606

110

510,639
  • 1) The balances include financial assets at amortized cost, which comprise cash and cash equivalents, notes receivable and accounts receivable, other receivables, refundable deposits and other financial assets.

  • 2) The balances include financial liabilities at amortized cost, which comprise short-term and long-term loans, short-term bills payable, trade and other payables.

  • c. Financial risk management objectives and policies

The Company’s corporate treasury function provides services to the business, coordinates access to domestic and international financial markets, and monitors and manages the financial risks relating to the operations of the Company through internal risk reports that analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

The use of financial activity is governed by the Company’s policies approved by the board of directors. During the implementation of financial plans, the Company must comply with the procedures for overall financial risk management and segregation of duties.

1) Market risk

The Company’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below) and interest rates (see (b) below).

There has been no change to the Company’s exposure to market risks or the manner in which these risks are managed and measured.

  • a) Foreign currency risk

Several subsidiaries of the Company have foreign currency denominated sales and purchases, which expose the Company to foreign currency risk. Exchange rate exposures are managed within approved policy parameters utilizing foreign exchange forward contracts, but it does not meet the requirements for accounting hedging.

  • 40 -

The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities (including those eliminated on consolidation) are set out in Note 32.

Sensitivity analysis

The Company is mainly exposed to the Currency USD and Currency EUR.

The following table details the Company’s sensitivity to a 1% increase and decrease in the New Taiwan dollar (i.e., the functional currency) against the relevant foreign currencies. The sensitivity rate used when reporting foreign currency risk internally to key management personnel and representing management’s assessment of the reasonably possible change in foreign exchange rates is 1%. A positive number below indicates a decrease in pre-tax profit associated with the New Taiwan dollar strengthening 1% against the relevant currency. For a 1% weakening of the New Taiwan dollar against the relevant currency, there would be an equal and opposite impact on pre-tax profit, and the balances below would be negative.

Profit or loss
Currency USD Impact
For the Year Ended
December 31
2021
2020
$ 3,534 $ 350
Currency USD Impact
For the Year Ended
December 31
2021
2020
$ 3,534 $ 350
Currency EUR Impact Currency EUR Impact
For the Year Ended
December 31
2021
$ 3,534
2021
$ 4,766
2020
$ 350 $ 90

This was mainly attributable to the exposure on outstanding receivables and payables in foreign currency that were not hedged at the end of the reporting period.

b) Interest rate risk

The Company is exposed to interest rate risk because entities in the Company borrow funds at both fixed and floating interest rates.

The carrying amounts of the Company’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows:

Fair value interest rate risk
Financial assets
Financial liabilities
Cash flow interest rate risk
Financial assets
Financial liabilities
December 31, 2021
$ 172,544
-
493,106
631,428
December 31, 2020
$ 90,000

-

224,420

120,783

Sensitivity analysis

The sensitivity analysis below was determined based on the Company’s exposure to interest rates for non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis was prepared assuming the amount of each liability outstanding at the end of the reporting period was outstanding for the whole year. A 1% increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.

  • 41 -

If interest rates had been 1% higher/lower and all other variables were held constant, the Company’s pre-tax profit for the year ended December 31, 2021 and 2020 would increase/decrease by $1,383 thousand and $1,036 thousand, respectively, which was mainly a result of variable-rate bank deposits and borrowings.

2) Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Company. As at the end of the reporting period, the Company’s maximum exposure to credit risk, which would cause a financial loss to the Company due to the failure of the counterparty to discharge its obligation and due to the financial guarantees provided by the Company, could be mainly from the carrying amount of the respective recognized financial assets as stated in the balance sheets.

The sales department manages customer credit risk in accordance with the company's customer credit risk policies, procedures and controls. The credit risk assessment of all customers is based on comprehensive consideration of such factors as the customer's financial status, ratings of credit rating agencies, past historical transaction experience, current economic environment, and internal rating standards of the Group, etc. In addition, the Group also uses certain credit enhancement tools (such as advances on sales, etc.) to reduce the credit risk of specific customers at appropriate times.

The Company’s concentration of credit risk of 57% and 0% of total accounts receivable as of December 31, 2021 and 2020, respectively, was attributable to the Company’s largest customer STURMEY-ARCHER EUROPA B.V.

3) Liquidity risk

The Company manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Company’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.

The Company relies on bank borrowings as a significant source of liquidity. As of December 31, 2021 and 2020, the Company had available unutilized bank loan facilities was $173,000 thousand, and $935,000 thousand.

a) Liquidity and interest rate risk tables for non-derivative financial liabilities

The following table details the Company’s remaining contractual maturities for its non-derivative financial liabilities with agreed upon repayment periods. The table has been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Company can be required to pay. The table includes both interest and principal cash flows. Specifically, bank loans with a repayment on demand clause were included in the earliest time band regardless of the probability of the banks choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed upon repayment dates.

  • 42 -

December 31, 2021

On
Demand or
Less than
1 Year

Non-interest bearing
$ 498,279
Lease liabilities
5,390
Variable interest rate
liabilities
376,807

$ 880,476

December 31, 2020
On
Demand or
Less than
1 Year

Non-interest bearing
$ 389,810
Lease liabilities
1,885
Variable interest rate
liabilities

91,626

$ 483,321
1-3 Years
$ -

4,001
260,426

$ 264,427

1-3 Years
$ -

1,065

30,049

$ 31,114
3+ Years
$ -

-

-
$ -
3+ Years
$ -

-

-
$ -

27.TRANSACTIONS WITH RELATED PARTIES

  • a. Related party name and category

Related Party Name

Related Party Category

STURMEY-ARCHER EUROPA B.V.(STURMEY-ARCHER) HANDY-SHIFT COMPANY LIMITED(HANDY COMPANY) BUSINESS ALLIANCE LIMITED (BUSINESS ALLIANCE) SUN RACE STURMEY-ARCHER (NANTONG) CO., LTD. (SUN RACE NANTONG)

Related party in substance The chairman of the Company is a member of the Company's key management personnel

Subsidiary

Grandson company

  • b. Sales of goods
Line Item
Related Party Name
Sales
STURMEY-ARCHER

SUN RACE NANTONG
For the Year Ended For the Year Ended
2021 2020
$ 445,711
276,215
$ 251,798
148,839
$ 721,926 $ 400,637
  • 43 -

The sale of goods to related parties were made at the Company’s usual list prices and the collection period was approximately 150 days The selling prices to the subsidiaries are set to comply with the conditions in local markets and are thus accounted for using prices below the current market quotations in Taiwan. The collection period was approximately 90 days according to the agreement.

  • c. Purchases of goods
Line Item
Related Party Name
Purchases
HANDY COMPANY

SUN RACE NANTONG
For the Year Ended For the Year Ended
2021 2020
$ 38,204
176,193
$ 34,091
33,569
$ 214,397 $ 67,660

Purchases were made at market prices and the payment period was between 50~90 days.

  • d. Receivables from related parties

Line Item
Related Party Name
Accounts receivable STURMEY-ARCHER

SUN RACE NANTONG
December 31,
2021
December 31,
2020
$ 268,657
74,040
$ 279
38,826
$ 342,697 $ 39,105

For the year ended December 31, 2021 and 2020, no impairment losses were recognized for accounts receivable from related parties.

  • e. Payables to related parties

Line Item
Related Party Name
Accounts payables
HANDY COMPANY

Accounts payables
SUN RACE NANTONG
Other payables
HANDY COMPANY
December 31,
2021
December 31,
2020
$ 4,388
39,722
1,786
$ 21,694

14,211
2,066
$ 45,896 $ 37,971
  • f. Other current liabilities
Line Item
Related Party Name
Deposits received
STURMEY-ARCHER
For the Year Ended For the Year Ended
2021 2020
$ 122,807 $ -
  • 44 -

g. Others

Line Item
Related Party Name
Other operating
revenue
BUSINESS ALLIANCE

Service expense
HANDY COMPANY
Cost of conversion
HANDY COMPANY
Manufacturingcosts SUN RACE NANTONG
Other income
SUN RACE NANTONG
Rent income
HANDY COMPANY
For the Year Ended For the Year Ended
2021 2020
$ 1,291
13,152
696
140
-
100
$ 1,056

10,778

5,504

80

72

120
$ 15,379 $ 17,610

The service expense is the salary and management fees incurred by HANDY COMPANY dispatching workers to the Company to provide labor services.

The cost of conversion between the Company and HANDY COMPANY is contracted in accordance with general market conditions.

It is the rental income of foreign labor beds provided by the Company to HANDY COMPANY and contracted in accordance with general market conditions.

  • g. Compensation of key management personnel
Short-term employee benefits

Post-employment benefits

For the Year Ended For the Year Ended
2021 2020
$ 34,037
-
$ 25,251

-
$ 34,037 $ 25,251

28.ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets were provided as collateral for bank borrowings:

Pledged deposits
(classified as other financial assets)
Property, plant and equipment
Land
Buildings
December 31, 2021
$ 96,600
169,101
175,555
$ 441,256
December 31, 2020
$ -

169,101
180,780
$ 349,881
  • 45 -

29.SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

  • a. Significant unrecognized commitments

  • 1) Unrecognized commitments were as follows:

Acquisition of property, plant and
equipment
December 31, 2021
$ 27,396
December 31, 2020
$ 19,037
  • 2) As of December 31, 2021, guarantee notes payable for operation and borrowings amounted to approximately $365,987 thousand.

  • 3) As of December 31, 2021, unused letters of credit amounted to approximately $8,357 thousand.

  • b. Contingencies

  • 1) In December 2016, the Company and the equipment supplier filed a lawsuit because the equipment function did not meet the delivery conditions, and won the lawsuit in the second instance. Therefore, the Company transferred the originally estimated amount of $1,913 thousand payables to other income in the second quarter of 2019. However, the equipment supplier refused to accept the judgment of the second instance and appealed the third instance. The Supreme Court has ruled that the original judgment of the High Court was abandoned except for the provisional execution, referring the case back to Taiwan High Court for further trials. Up to the present, Taiwan High Court has notified that a court session will be held on January 13, 2021, to run the proceeding of the new trial. Up to the present, the case is still in the process of legal proceedings.

30.SIGNIFICANT LOSSES FROM DISASTERS : None

31.SIGNIFICANT EVENTS AFTER THE REPORTING PERIOD :

On November 5, 2021, the board of directors of the Company passed a resolution to establish Sun Race Sturmey-Archer Dutch Holding B.V., the Netherlands investment activities. The Company invested a total of EUR 3.39 million in January and February 2022. In March 2022, it acquired 100% equity of STURMEY-ARCHER EUROPA B. V. through Sun Race Sturmey-Archer Dutch Holding B.V.

  • 46 -

32.OTHER ITEMS

  • a. Significant assets and liabilities denominated in foreign currencies

The Company’s significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies of the entities in the Company and the related exchange rates between foreign currencies and respective functional currencies were as follows:

December 31, 2021

Foreign Carrying
Currency Exchange Rate Amount
Financial assets
Monetary items
USD $
12,887
27.60(USD:NTD) $
355,682
EUR 15,282 31.191(EUR:NTD) 476,648
RMB 30,679 4.318(RMB:NTD) 132,473
HKD 2 3.518(HKD:NTD) 8
Non-monetary items
USD(Note 1) 9,033 27.60(USD:NTD) 249,319
Financial liabilities
Monetary items
USD 83 27.70(USD:NTD) 2,312
RMB 12,973 4.362(RMB:NTD) 56,588
Note 1:Investments accounted for using equity method
December 31, 2020
Foreign Carrying
Currency Exchange Rate Amount
Financial assets
Monetary items
USD $
1,301
28.045(USD:NTD) $
36,497
EUR 261 34.399(EUR:NTD) 8,986
RMB 14,055 4.302(RMB:NTD) 60,463
HKD 2 3.596(HKD:NTD) 8
Non-monetary items
USD(Note 1) 4 28.045(USD:NTD) 110
USD(Note 2) 8,665 28.045(USD:NTD) 243,017
Financial liabilities
Monetary items
USD 54 28.145(USD:NTD) 1,536
RMB 4,411 4.346(RMB:NTD) 19,171
  • 47 -

Note 1: Financial assets at fair value through profit or loss - forward foreign exchange

Note 2: Investments accounted for using equity method

The significant unrealized foreign exchange gains (losses) were as follows:

Foreign
Currency
EUR

RMB

USD
For the Year Ended
December 31, 2021
Exchange Rate
Net Foreign
Exchange Gains
(Losses)
31.191&31.55(EUR:NTD)$ (12,719)
4.318&4.362(RMB:NTD)
26
27.6&27.7 (USD:NTD)
(1,721)
$ (14,414)
For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2020
Exchange Rate
31.191&31.55(EUR:NTD)
4.318&4.362(RMB:NTD)
27.6&27.7 (USD:NTD)
Exchange Rate
34.399&34.76 (EUR:NTD)
4.302&4.346(RMB:NTD)
28.045&28.15 (USD:NTD)
Net Foreign
Exchange Gains
(Losses)
$ 68
(200)
(612)
$ (744)
  • b. Other items

In 2021, the COVID-19 spread all over the world, causing some areas to implement quarantine and travel restrictions. The Company assessed that the overall business and financial aspects were not significantly affected, and there is no continuation doubts about operational capabilities and financing risks. However, as uncertainties over the pandemic remains, the Company will continue its observation on development of the epidemic.

33.SEPARATELY DISCLOSED ITEMS

  • a. Information about significant transactions and investees:

  • 1) Financing provided to others (Table 1)

  • 2) Endorsements/guarantees provided (None)

  • 3) Marketable securities held (excluding investments in subsidiaries, associates and joint ventures) (None)

  • 4) Marketable securities acquired or disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital (None)

  • 5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital (None)

  • 6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital (None)

  • 7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital (Table 2)

  • 8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital (Table 3)

  • 9) Trading in derivative instruments (None)

  • 10) Information on investees (Table 4)

  • 48 -

  • b. Information on investments in mainland China

  • 1) Information on any investee Company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area (Table 5)

  • 2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:

    • a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period (Note 27)

    • b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period (Note 27)

    • c) The amount of property transactions and the amount of the resultant gains or losses (None)

    • d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes (None)

    • e) The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to the financing of funds (Table 1)

    • f) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receipt of services (None)

  • c. Information of major shareholder

List of all shareholders with ownership of 5 percent or greater showing the names and the number of shares and percentage of ownership held by each shareholder.(Table 6)

34.SEGMENT INFORMATION

The Company has provided the financial information of the operating segments in the consolidated financial statements.

  • 49 -

TABLE 1

SUN RACE STURMEY-ARCHER CORPORATION

FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2021

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

No. Lender Borrower Financial
Statement Account
Related
Party
Highest Balance
for the Period

Ending Balance
Actual Amount
Borrowed
Interest Rate
(%)
Nature of
Financing
Business
Transaction
Amount
Reasons for
Short-term
Financing
Allowance for
Impairment
Loss
Collateral Collateral Financing Limit
for Each
Borrower
(Note2)
Aggregate
Financing Limit
(Note2)
Item Value
0 The Company SUN RACE
NANTONG
Other receivable
from related parties
YES 86,800
86,800

-

2.5%
Short-term
financing
-
Operating
turnover
-
-

-

240,000

240,000

Note 1: Business relationships between the parent and subsidiaries are numbered as follows:

a. Parent: 0

b. Subsidiaries are numbered from 1 in ascending order.

Note 2: Limit of financing amount for individual counter-party and total financing amount are 40% of the lender’s paid-up capital.

  • 50 -

TABLE 2

SUN RACE STURMEY-ARCHER CORPORATION

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)

Seller Related Party Relationship Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction Notes/Accounts
Receivable (Payable)
Notes/Accounts
Receivable (Payable)
Note
Purchases/
Sales

Amount
% of Total Payment Terms Unit Price Payment Terms Ending
Balance
% of
Total
The Company STURMEY-ARCHER Related party in substance Sales $ 445,711 22.84% 150 days usual list prices 150 days $ 268,657 57.29%
-
  • 51 -

TABLE 3

SUN RACE STURMEY-ARCHER CORPORATION

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL December 31, 2021

(In Thousands of New Taiwan Dollars/USD)

Company Name Related Party Relationship Ending Balance
Turnover
Rate
Overdue Amount
Received in
Subsequent
Period(Note)
Allowance for
Impairment
Loss
Amount Actions Taken
The company STURMEY-ARCHER Related party in substance $ 268,657 3.31 $ - - $ 115,511 $ -

Note : The amount recovered as of March 17, 2022.

  • 52 -

TABLE 4

SUN RACE STURMEY-ARCHER CORPORATION

INFORMATION ON INVESTEES FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars/USD)

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount As of December 31, As of December 31, 2021 Net Income
(Loss) of the
Investee
Share of
Profit (Loss)
Note
December 31,
2021
December 31,
2020
Number of
Shares
% Carrying
Amount
The Company
The Company
BUSINESS ALLIANCE
BUSINESS ALLIANCE
SUN RACE STURMEY-ARCHER
DUTCH HOLDING B.V.
BUSINESS FIRST
Samoa
Netherlands
Samoa
Investment activities
Investment activities
Investment activities
$ 283,488
(USD9,413)
-
242,097
(USD8,018)

$ 283,488
(USD9,413)

-

242,097
(USD8,018)

9,413,000

-

8,018,000
100
100
100
$ 229,268
-
210,526
$ 6,205

-

7,465
$ 5,841

-

7,465
Note 1,2
Note 3
Note 1

Note 1 : Amount was recognized based on audited financial statements.

Note 2 : Amount was included the adjustment of the realized and unrealized profit of upstream transactions.

  • Note 3 : The company registered and established SUN RACE STURMEY-ARCHER DUTCH HOLDING B.V. in the Netherlands in December 2021, with a shareholding ratio of 100%. The company operates the investment activities. Please refer to Note 31 for the details of the investment of shares.

  • 53 -

TABLE 5

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

Investee Company Main Businesses and
Products
Main Businesses and
Products
Paid-in
Capital
Paid-in
Capital
Method of
Investment
Accumulated
Outward
Remittance for
Investment
from Taiwan
as of
December 31,
2020
Remittance of Funds Remittance of Funds Accumulated
Outward
Remittance for
Investment
from Taiwan
as of
December 31,
2021

Net Income
(Loss) of the
Investee
%
Ownership of
Direct or
Indirect
Investment

Investment
Gain (Loss)
Carrying
Amount as of
December 31,
2021
Accumulated
Repatriation
of Investment
Income as of
December 31,
2021
Note

Outward
Inward
SUN RACE NANTONG Production and sales of precision plastic film
and bicycle transmission system
components
241,531
(USD8,000)

Note 1
241,531
(USD8,000)

-

-

241,531
(USD8,000)
7,504 100 7,504
(Note2)
210,263
-
Accumulated Outward
Remittance for Investments in
Mainland China as of
December 31, 2021
Investment Amount Authorized
by the Investment Commission,
MOEA
Upper Limit on the Amount of
Investments Stipulated by the
Investment Commission, MOEA
$241,531 (USD 8,000)
$248,850(USD 9,000)
(Note 3)
$ 773,184

Note 1 : Through investing the subsidiary in the third area, which then invested in the investee in Mainland China.

Note 2 : Amount was recognized based on the audited financial statements.

Note 3 : Amount are retranslated at the rates prevailing on December 31.

  • 54 -

TABLE 6

SUN RACE STURMEY-ARCHER CORPORATION

INFORMATION ON MAJOR SHAREHOLDERS FOR THE YEAR ENDED DECEMBER 31, 2021

Shareholders Shares
Total Shares Owned OwnershipPercentage
Rih-ChangInvestment Corporation 15,144,056 25.24 %
  • Note 1 : Information on the above table is based on the calculation provided by the Taiwan Depository & Clearing Corporation for stockholders holding greater than 5% of ordinary shares and special shares who have completed the process of registration and book-entry delivery issued in dematerialized form (including treasury shares) on the last business day of the current quarter. There may be a discrepancy between the number of shares recorded on the Company’s parent Company only financial statements and its dematerialized securities due to the difference in basis of preparation and calculation.

  • Note 2 : According the above information, the delivery of shares to the trust by shareholders is disclosed by the individual trustee who opened the trust account. In accordance with the Securities Exchange Act, shareholders who acquire more than 10% of shareholding have to disclose their insider ownerships, including their own shares held, delivery to the trust and shares that have the right to make decisions on trust property, etc. Information on insider ownership declaration is available at the Market Observation Post System website of the Taiwan Stock Exchange.

  • 55 -

SUN RACE STURMEY-ARCHER CORPORATION THE CONTENTS OF STATEMENTS OF MAJOR ACCOUTING ITEMS For the Year Ended December 31 2021

Item Statement Index
Statement of cash and cash equivalents 1
Statement of note receivables 2
Statement of accounts receivables 3
Statement of other receivables 4
Statement of inventories 5
Statement of prepayments 6
Statement of other current assets Note 10
Statement of changes in investments accounted for
using equity method 7
Statement of changes in property, plant and equipment Note 12
Statement of changes in right-of-use assets 8
Statement of changes in intangible assets Note 14
Statement of deferred income tax assets Note 23
Statement of other non-current assets 9
Statement of short-term borrowings 10
Statement of notes payables 11
Statement of accounts payables 12
Statement of other payables 13
Statement of provisions for liabilities - current Note 17
Statement of lease liabilities 14
Statement of other current liabilities 15
Statement of long-term borrowings 16
Statement of deferred income tax liabilities Note 23
Statement of other non-current liabilities 17
Statement of net operating revenue 18
Statement of operating cost 19
Statement of operating expenses 20
Statement of other income Note 22
Statement of other gains and losses Note 22
Statement of finance costs Note 22
Statement of labor, depreciation and amortization by 21
function
  • 56 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of cash and cash equivalents

December 31, 2021

Statement of cash and cash equivalents
December 31, 2021
Statement of cash and cash equivalents
December 31, 2021
STATEMENT 1

ITEM
Cash on hand
Checking accounts
Time deposits
Demand deposits
Foreign currency
demand deposits
(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)
Description
Amount
$ 593
78,131
75,944
101,613
Including US$5,874 [email protected]
RMB$5,517 [email protected]
EUR$6,590 [email protected]
391,492
$ 647,773
$ 593
78,131
75,944
101,613
391,492
$ 647,773

SUN RACE STURMEY-ARCHER CORPORATION

Statement of note receivables

December 31, 2021

STATEMENT 2
Client Name

Unrelated parties
Client AG
Client AD
Client AK
YUH JIUN
Client AL
Others
Less: Loss allowance

Description
(In Thousands of New Taiwan Dollars)

Amount
Note
$ 5,273
3,730
2,579
1,712
1,205
3,973
18,472
-
$ 18,472
(In Thousands of New Taiwan Dollars)

Amount
Note
$ 5,273
3,730
2,579
1,712
1,205
3,973
18,472
-
$ 18,472









Note: The amount of individual client included in others does not exceed 5% of the account balance.

  • 57 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of accounts receivables

December 31, 2021

STATEMENT 3
Client Name
Unrelated parties
Client O
Client K
ORBEA
Client H
MERIDA
Other
Less: Loss allowance
Related parties
STURMEY-ARCHER
SUN RACE NANTONG
Description



(In Thousands of New Taiwan
Dollars)

Amount
Note
$ 31,712
12,596
6,461
5,368
5,123
46,797
108,057
(309)
$ 107,748
$ 268,657
74,040
$ 342,697
(In Thousands of New Taiwan
Dollars)

Amount
Note
$ 31,712
12,596
6,461
5,368
5,123
46,797
108,057
(309)
$ 107,748
$ 268,657
74,040
$ 342,697










Note: The amount of individual client included in others does not exceed 5% of the account balance.

SUN RACE STURMEY-ARCHER CORPORATION

Statement of other receivables December 31, 2021

STATEMENT 4
Client Name

Unrelated parties
Tax refund receivable
other receivables
Less: Loss allowance

Description

(In Thousands of New Taiwan
Dollars)

Amount
Note
$ 11,155
28
11,183
(2)
$ 11,181
(In Thousands of New Taiwan
Dollars)

Amount
Note
$ 11,155
28
11,183
(2)
$ 11,181



  • 58 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of inventories

December 31, 2021

STATEMENT 5

(In Thousands of New Taiwan Dollars)

Amount Amount Amount
Net Realizable
Item Description Cost Value Note
Finished goods $ 183,842 $ 154,561
Semi-finished
goods 420,014 338,911
Work in process 180,454 165,257
Raw materials 120,580 115,405
904,890 $ 774,134
LessInventory write-downs (130,756)
$ 774,134

SUN RACE STURMEY-ARCHER CORPORATION Statement of Prepayments December 31, 2021

STATEMENT 6
Item

Prepaid expenses
Prepayments to suppliers
Description

(In Thousands of New Taiwan
Dollars)

Amount
Note
$ 3,814
20,073
$ 23,887
(In Thousands of New Taiwan
Dollars)

Amount
Note
$ 3,814
20,073
$ 23,887


  • 59 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of changes in investments accounted for using the equity method For the year ended December 31, 2021

STATEMENT 7 Balance as of
January1,2020
Balance as of
January1,2020
Additions
Shares Amount

$ 5,956

-

$ 5,956
Decrease Decrease (In Thousands of New Taiwan Dollars)
Balance of December 31,2020
Fair Value
Collateral
Note
Shares
Shareholding
Ratio %
Amount

9,413
100% $ 229,268
24.36
None

-
100%
-
-
None
2

$ 229,268
Shares Amount Shares Shares Amount Shares
Shareholding
Ratio %

9,413
100%

-
100%

BUSINESS
ALLIANCE
SUN RACE
STURMEY-ARCHER
DUTCH HOLDING
B.V.
9,413
$237,890
-








$ 14,578
-
$237,890 $ 14,578

Note 1 :The increase in the current period comprises investment gain of $5,841 thousand dollars and exchange gain of $115 thousand dollars. The decrease in the current period comprises unrealized gross profit of $14,578 thousand dollars.

Note 2: The company registered and established SUN RACE STURMEY-ARCHER DUTCH HOLDING B.V. in the Netherlands in December 2021, with a shareholding ratio of 100%. The company operates the investment activities. Please refer to Note 31 for the details of the investment of shares.

  • 60 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of changes in right-of-use assets

December 31, 2021

STATEMENT 8
Item
As of January
1,2020
Additions
Cost
Building
$ - $ 4,547
Transportation
equipment
5,709
5,046
$ 5,709
$ 9,593
Accumulated Depreciation and Impairment:
Building
$ - $ 168
Transportation
equipment
2,840
3,011
$ 2,840 $ 3,179
Decrease (In Thousands of New Taiwan
Dollars)
As of December
31,2021
Note
$ 4,547
8,455
$ 13,002


$ 168
3,609
$ 3,777
(In Thousands of New Taiwan
Dollars)
As of December
31,2021
Note
$ 4,547
8,455
$ 13,002


$ 168
3,609
$ 3,777
$ -
(2,300)



$ (2,300)


$ -

(2,242)
$ (2,242)

SUN RACE STURMEY-ARCHER CORPORATION

Statement of other non-current assets

December 31, 2021

STATEMENT 9
Item

Prepayments for equipment
Refundable deposits

Description
(In Thousands of New Taiwan Dollars)
Amount
Note
$ 13,527
5,502
$ 19,029
(In Thousands of New Taiwan Dollars)
Amount
Note
$ 13,527
5,502
$ 19,029



  • 61 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of short-term borrowings

December 31, 2021

STATEMENT 10
Type/Description

Unsecured bank loans
Hua Nan Bank
Cooperative Bank
First Bank
Bank of Kaohsiung
Letter of Credit Loan
Bank of Taiwan
Secured bank loans
Hua Nan Bank
Balance, End
of Year

220,000

2,000
30,000
30,000

4,428
85,000
$ 371,428
Contract Period
2021.12.232022.01.10
2021.10.082022.10.08
2021.12.232022.01.19
2021.12.102022.02.10
2021.12.212022.06.24
2021.12.102022.01.28
Interest rates
applied

Note

Note

Note

Note

Note

Note

Loan
Commitments
220,000
60,000
30,000
30,000
60,000
100,000
(In Thousands of New Taiwan Dollars)
Collateral
Note

None

None

None

None

None

Note 28
(In Thousands of New Taiwan Dollars)
Collateral
Note

None

None

None

None

None

Note 28

Note Interest rates applied 1.07% 1.35%

  • 62 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of notes payables

December 31, 2021

STATEMENT 11
Vendor Name
Unrelated parties
Vendor Z
Vendor S
Vendor AB
Others
Description

(In Thousands of New Taiwan Dollars)
Amount
Note
$ 12,850
12,775
11,421
176,972
$ 214,018
(In Thousands of New Taiwan Dollars)
Amount
Note
$ 12,850
12,775
11,421
176,972
$ 214,018
$ 12,850
12,775
11,421
176,972




$ 214,018

Note: The amount of individual vendor included in others does not exceed 5% of the account balance.

SUN RACE STURMEY-ARCHER CORPORATION

Statement of accounts payables December 31, 2021

STATEMENT 12
Vendor Name
Unrelated parties
Vendor S
Vendor U
Vendor G
Vendor L
Vendor AA
Others
Related parties
HANDY COMPANY
SUN RACE NANTONG

Description


(In Thousands of New Taiwan Dollars)
Amount
Note
$ 18,013
12,783
11,757
8,790
7,548
95,972
$ 154,863
4,388
39,722
$ 44,110
(In Thousands of New Taiwan Dollars)
Amount
Note
$ 18,013
12,783
11,757
8,790
7,548
95,972
$ 154,863
4,388
39,722
$ 44,110
$ 18,013
12,783
11,757
8,790
7,548
95,972









$ 154,863
4,388
39,722
$ 44,110

Note: The amount of individual vendor included in others does not exceed 5% of the account balance

  • 63 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of other payables

December 31, 2021

STATEMENT 13
Item
Unrelated parties
Salary payable
Others
Related parties
HANDY COMPANY

Description


(In Thousands of New Taiwan Dollars)
Amount
Note
$ 52,488
31,178
$ 83,666
$ 1,786
$ 52,488
31,178
$ 83,666
$ 1,786

SUN RACE STURMEY-ARCHER CORPORATION

Statement of lease liabilities

December 31, 2021

STATEMENT 14
Item

Contract Period
(In Thousands of New Taiwan Dollars)
Discount rate
Amount

1.53%
$ 4,381

0.96%2.04%
4,878
(5,294)
$ 3,965
(In Thousands of New Taiwan Dollars)
Discount rate
Amount

1.53%
$ 4,381

0.96%2.04%
4,878
(5,294)
$ 3,965
Building

Transportation equipment

LessCurrent portions
2021.122024.03
2019.122024.10
$ 4,381

4,878
(5,294)
$ 3,965

SUN RACE STURMEY-ARCHER CORPORATION Statement of other current liabilities

December 31, 2021

STATEMENT 15
Item

Contract liabilities - current
Deposits received
Others
Description

(In Thousands of New Taiwan Dollars)

Amount
Note
$ 128,057
122,807
364
$ 251,228
(In Thousands of New Taiwan Dollars)

Amount
Note
$ 128,057
122,807
364
$ 251,228



  • 64 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of long-term borrowings

STATEMENT 16
Creditor
Hua Nan Bank
LessCurrent portions
Description
Secured
December 31, 2021
Balance, End of
Year
Contract Period
260,0002021.12.282023.01.28
260,000
-
260,000
December 31, 2021
Balance, End of
Year
Contract Period
260,0002021.12.282023.01.28
260,000
-
260,000
Interest rates
applied
1.93%
(In Thousands of New Taiwan Dollars)
Collateral
Note
Note 28
(In Thousands of New Taiwan Dollars)
Collateral
Note
Note 28
260,000 2021.12.282023.01.28


260,000
-
260,000
  • 65 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of other non-current liabilities

December 31, 2021

STATEMENT 17
Item

Net defined benefit liabilities
Description
(In Thousands of New Taiwan Dollars)

Amount
Note
$ 9,040
(In Thousands of New Taiwan Dollars)

Amount
Note
$ 9,040

SUN RACE STURMEY-ARCHER CORPORATION

Statement of net operating revenue

For the year ended December 31, 2021

STATEMENT 18
Item

Drivetrain Component
Brake Component
Spare Parts and Accessories
Others
Other operating revenue
(In Thousands of New Taiwan Dollars)
Quantity (Thousand)
Amount
Note
8,295 $ 1,601,875
211
14,707
57,704
323,144
1,201
10,631
1,291
$ 1,951,648
(In Thousands of New Taiwan Dollars)
Quantity (Thousand)
Amount
Note
8,295 $ 1,601,875
211
14,707
57,704
323,144
1,201
10,631
1,291
$ 1,951,648





  • 66 -

SUN RACE STURMEY-ARCHER CORPORATION Statement of operating cost

For the year ended December 31, 2021

STATEMENT 19
Item
Raw material, beginning of year

Raw material purchased
Raw material, end of the year
LessSold
LessScrapped
AddGain on physical inventory
Raw materials used
Direct labor
Manufacturing expenses
Manufacturing cost
Work in process, beginning of year
Semi-finished goods, beginning of year
AddPurchase
Less:Work in process, end of year
LessSemi-finished goods, end of year
LessSold
LessScrapped
LessLoss on physical inventory
Cost of finished goods
Finished goods, beginning of year
LessFinished goods, end of year
AddPurchase
LessScrapped
AddGain on physical inventory
Subtotal
AddRaw materials sold and cost of
semi-finished products
AddLoss for market price decline and obsolete
and slow-moving inventories
AddLoss on scrap of inventories
AddLoss on physical inventory
AddOther operating cost
Total
(In Thousands of New Taiwan Dollars)
Amount
(In Thousands of New Taiwan Dollars)
Amount
Subtotal
$ 60,918
339,900
(120,580)
(6,669)
-
(33)

Total
$ 273,536
41,034
615,452
930,022
114,537
355,398
399,119
(180,454)
(420,014)
(180,009)
-
(3,960)
1,014,639
116,726
(183,842)
273,785
-
657
1,221,965
186,678
12,219
-
3,336
1,287
$ 1,425,485
  • 67 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of operating expenses

For the year ended December 31, 2021

STATEMENT 20
Item
Salary expense

Shipping expense
Repair and
maintenance
expense
Entertainment
expense
Depreciation
expense
Commission
expense
Sample expense
Service expense
Miscellaneous
purchases
Other expense
Others
Selling
and
Marketing
Expenses
$ 16,294
28,636
57
5,623
121
5,058
-
3,411
393
195
5,298
$ 65,086
General
and
Administrative
Expenses
(In Thousands of New
Research and
Development
Expenses
Total
$ 12,567 $ 73,845

29
28,752
1,314
3,075
17
9,470
204
4,525
-
5,058

2,929
2,929

778
11,584
4,010
5,300

375
11,444

3,508
21,618
$ 25,731 $177,600
Taiwan Dollars)
Note
$ 44,984

87
1,704
3,830
4,200
-

-

7,395
897

10,874

12,812
$ 12,567

29
1,314
17
204
-

2,929

778
4,010

375

3,508




$ 86,783 $ 25,731

Note: The amount of individual item included in others does not exceed 5% of the account balance

  • 68 -

SUN RACE STURMEY-ARCHER CORPORATION

Statement of labor, depreciation and amortization by function

For the year ended December 31, 2021

STATEMENT 21

Employee benefits
expenses (Note)
Salary expenses

Labor and health
insurance expense
Pension expenses
Remuneration of
directors
Other employee
benefits expenses
Depreciation
Amortization
Year Ended December 31,2021
Operatingcost Operatingexpenses
Total
$ 72,396 $ 70,545 $ 142,941

5,854
4,836
10,690
2,132
2,041
4,173
-
4,285
4,285

4,509
1,817
6,326
43,464
4,525
47,989
-
589
589
Year Ended December 31,2021
Operatingcost Operatingexpenses
Total
$ 72,396 $ 70,545 $ 142,941

5,854
4,836
10,690
2,132
2,041
4,173
-
4,285
4,285

4,509
1,817
6,326
43,464
4,525
47,989
-
589
589
(In Thousands of New Taiwan Dollars)
Year Ended December 31,2020
Operatingcost
Operatingexpenses
Total
$ 55,596 $ 63,264 $ 118,860

4,650
4,353
9,003

2,068
2,101
4,169

-
2,571
2,571

3,620
1,701
5,321

33,736
4,553
38,289

-
543
543
Operatingcost
$ 72,396

5,854
2,132
-

4,509
43,464
-
Operatingexpenses
$ 70,545

4,836

2,041

4,285

1,817

4,525

589

Note

  1. As of December 31, 2021 and 2020, the Company had 195 and 177 employees, respectively. There were 4 and 2 non-employee directors, respectively.

  2. The average labor cost for the years ended December 31, 2021 and 2020 were $859 thousand and $785 thousand, respectively.

  3. The average salary and bonus for the years ended December 31, 2021 and 2020 were $748 thousand and $679 thousand, respectively.

  4. 69 -

  5. The average salary and bonus increased by 10.16% year over year.

  6. The supervisor compensations for the years ended December 31, 2021 and 2020 were $553 thousand and $529 thousand, respectively. After the company's regular shareholders' meeting on July 23,2021 , an audit committee was established to replace the supervisor.

  7. The Company’s compensation policies (including the directors, supervisors, managers and employees. After the company's regular shareholders' meeting on July 23 ,2021 , an audit committee was established to replace the supervisor.):

The managing directors, who are charged with established tasks and duties, are eligible to receive a fixed salary on a monthly basis according to the company’s compensation policies, which take into consideration the annual operating performance and profit, while the rest of the directors are only eligible for travelling allowances. Nevertheless, the company may distribute bonuses to the directors in the cases that the company has generated profits in the annual period.

The policies regarding the remuneration of the directors are formed in compliance with the company’s articles of association: the directors of the company are eligible to receive, regardless of the operating result, the remuneration from the company, which must be reviewed and approved by the Compensation Committee and submitted to the Board of Directors for the resolution.

Similarly, the remuneration of the company’s general manager and vice general manager must be reviewed and approved by the Compensation Committee and submitted to the Board of Directors for the resolution.

The salaries of the company’s employees are set in accordance with their personal performances. The company offers opportunities for career development, providing bonuses and trainings for high-potential employees. The company also offers its outstanding employees higher levels of responsibilities and favorable salaries to encourage the positive development of the company as a whole.

The company provides the remuneration for its employees and directors using its pre-tax income, at a rate no less than 0.2 to 3 percent and no more than 3%, respectively, after offsetting any cumulative losses.

  • 70 -