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T3EX Audit Report / Information 2022

Nov 9, 2022

52176_rns_2022-11-09_64dd37da-55ca-46df-8b7b-cc101386b53f.pdf

Audit Report / Information

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1

Stock Code:2636

T3EX GLOBAL HOLDINGS CORP.

Parent Company Only Financial Statements

with Independent Auditors’ Report For the Years Ended December 31, 2022 and 2021

Address: 12 F, No.563, Sec. 4 Zhougxiao E. Rd., Xinyi Dist., Taipei City, R.O.C Telephone: (02)2753-2093

The independent auditors’ report and the accompanying financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and financial statements, the Chinese version shall prevail.

2

Table of contents

Contents
1. Cover Page
2. Table of Contents
3. Independent Auditors’ Report
4. Balance Sheets
5. Statements of Comprehensive Income
6. Statements of Changes in Equity
7. Statements of Cash Flows
8. Notes to the Financial Statements
(1)
Company history
(2)
Approval date and procedures of the financial statements
(3)
New standards, amendments and interpretations adopted
(4)
Summary of significant accounting policies
(5)
Significant accounting assumptions and judgments, and major sources of
estimation uncertainty
(6)
Explanation of significant accounts
(7)
Related-party transactions
(8)
Pledged assets
(9)
Commitments and contingencies
(10) Losses Due to Major Disasters
(11) Subsequent Events
(12) Other
(13) Other disclosures
(a) Information on significant transactions
(b) Information on investees
(c) Information on investment in mainland China
(d) Major shareholders
(14) Segment information
9. Details of significant accounts
Page
1
2
3
4
5
6
7
8
8
8~10
10~24
24
25~51
51~54
54
54
54
54
55
56~59
59~60
61~62
62
62
63~66

3

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KPMG

台北市110615信義路5段7號68樓(台北101大樓) 電 話 Tel + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, 傳 真 Fax + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) 網 址 Web kpmg.com/tw

Independent Auditors’ Report

To the Board of Directors of T3EX Global Holdings Corp.:

Opinion

We have audited the financial statements of T3EX Global Holdings Corp. (“the Company”), which comprise the balance sheets as of December 31, 2022 and 2021, 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, 2022 and 2021, 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 Standards on Auditing of 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 Accountants of 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 of 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 of the current period. 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.

  1. Revenue recognition

Please refer to Note 4(m) "Revenue recognition" of financial statement and Note 6(q) "Revenue from contracts with customers" for the details of operating revenues of financial statements.

Description of key audit matter:

T3EX Global Holdings Corp. is an industrial holding company. Its main operating revenue is from the share of profit of associates accounted for using the equity method and the services revenue from subsidiaries by providing management services. We expect that its revenue recognition is the matter to the users of the financial statements. Consequently, this is one of the key assessment areas in our audit on parent-companyonly financial statements of T3EX Global Holding Corp.

KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

3-1

How the matter was addressed in our audit:

Understanding the internal control on revenue recognition applied by the management and assessing whether its revenue recognition had been carried out in accordance with the established accounting policy; checking whether T3EX Global Holdings Corp. had calculated and recognized the share of profits and losses of its subsidiaries and associates by using the equity method; comparing the differences between the investment cost and the net equity of its subsidiaries and associates, to ensure that they had been properly handled. Issuing confirmation letter to T3EX Global Holdings Corp.’ s subsidiaries to inquire the amount of the management services fee.

  1. Equity method investees impairment assessment

Please refer to Note 4(l) "Impairment of non-financial assets" for accounting policies, Note 5 "assumptions on the accounting estimates and assumptions of the impairment of Equity method investees" and Note 6 (e) for the details of Equity method investees in the financial statements.

Description of key audit matter:

The goodwill and other intangible assets arising from acquisition transactions booked as the investment under the equity method of parent-company-only financial statements. The accounting policy applying to the goodwill and other intangible assets arising from acquisition transactions is with the uncertainty estimation. Consequently, this is one of the key assessment areas in our audit on parent-company-only financial statements of T3EX Global Holding Corp.

How the matter was addressed in our audit:

Understanding the internal control on the impairment assessment of the goodwill and other intangible assets; selecting significant goodwill and other intangible assets and obtaining impairment assessment reports issued by the external experts engaged by the management; assessing model, parameters and assumptions applying to the financial information forecast; and evaluating whether the assessment for goodwill and other intangible assets was based on the accounting policies.

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 Committee) are responsible for overseeing the Company’s financial reporting process.

3-2

Auditor’s Responsibilities for the Audit of the Parent-company-only 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 auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and 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. 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 auditor’s 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 auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on this 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.

3-3

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 of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Pei-Chi Chen and Chi-Lung Yu.

KPMG

Taipei, Taiwan (Republic of China) March 9, 2023

Notes to Readers

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

The independent auditors’ audit report and the accompanying financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and financial statements, the Chinese version shall prevail.

4

(English Translation of Financial Statements Originally Issued in Chinese)

T3EX GLOBAL HOLDINGS CORP.

Balance Sheets

December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Assets
Current assets:
1100
Cash and cash equivalents (notes 6(a)&(s))
1110
Current financial assets at fair value through profit or loss (notes 6(b)&(s))
1120
Current financial assets at fair value through other comprehensive income
(notes 6 (c)&(s))
1180
Accounts receivable due from related parties, net (notes 6(d),(q),&7)
1210
Other receivables due from related parties, net (note7)
1470
Other current assets
Current assets
Non-current assets:
1517
Non-current financial assets at fair value through other comprehensive
income (notes 6(c)&(s))
1550
Investments accounted for using equity method, net (note 6(e)&(n))
1600
Property, plant and equipment (notes 6(f)&8)
1780
Intangible assets (note 6(g))
1840
Deferred tax assets (note 6(l))
1920
Refundable deposits (note 8)
Non-current assets
Total assets
December 31, 2022
Amount
%
$ 609,317
5
48,100
-
1,796,323
14
72,259
1
-
-
34,845
-
2,560,844
20
-
-
9,625,884
75
675,392
5
17,530
-
2,817
-
386
-
10,322,009
80
$
12,882,853
100
December 31, 2021
Amount
%
277,986
3
967,596
9
717,193
7
54,845
-
200,000
2
52,995
-
2,270,615
21
1,166,500
11
7,092,228
66
183,151
2
21,451
-
9,390
-
336
-
8,473,056
79
10,743,671
100
Liabilities and Equity
Current liabilities:
2100
Short-term borrowings (notes 6(h)(s)(v)&8)
2216
Dividends payable
2219
Other payables, others (notes 6(k))
2230
Current tax liabilities
2322
Long-term borrowings, current portion (notes 6(i)(s)(v))
2399
Other current liabilities, others
Current liabilities
Non-Current liabilities:
2540
Long-term borrowings (notes 6(i)(s)(v)&8)
2640
Net defined benefit liability, non-current (note 6(k))
2645
Guarantee deposits received
Non-current liabilities
Total liabilities
Equity attributable to owners of parent (notes 6(c)(j)(m)&(n)):
3110
Ordinary share
3200
Capital surplus
3300
Retained earnings
3400
Other equity
3500
Treasury shares
Total equity
Total liabilities and equity
December 31, 2022 December 31, 2021
Amount
%
400,000
4
-
-
89,289
1
13,663
-
-
-
87
-
503,039
5
200,000
2
16,374
-
-
-
216,374
2
719,413
7
1,447,522
13
2,546,036
24
4,612,097
43
1,479,163
14
(60,560)
(1)
10,024,258
93
10,743,671
100
Amount
%
$ 2,630,000
20
709,176
5
116,341
1
144,905
1
210,000
2
161
-
3,810,583
29
337,500
3
8,686
-
2,840
-
349,026
3
4,159,609
32
1,433,912
11
2,530,860
20
4,668,663
36
487,339
4
(397,530)
(3)
8,723,244
68
$
12,882,853
100

See accompanying notes to financial statements.

5

(English Translation of Financial Statements Originally Issued in Chinese) T3EX GLOBAL HOLDINGS CORP.

Statements of Comprehensive Income

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

4000
Operating revenue (notes 6(q)&7)
5000
Operating costs (notes 6(k)(n)(p)&12)
Gross profit from operations
Net operating income
Non-operating income and expenses:
7010
Other income (notes 6(r)&7)
7020
Other gains and losses, net (notes 6(b)&(r))
7100
Interest income (notes 6(r)&7)
7510
Interest expense (note 6(r))
Profit before income tax
7950
Less: Income tax expenses(note 6(l))
Profit
8300
Other comprehensive income (loss):
8310
Items that may not be reclassified subsequently to profit or loss
8311
Remeasurements of defined benefit plans
8316
Unrealized gains (losses) from investments in equity instruments
measured at fair value through other comprehensive income
8330
Share of other comprehensive income of subsidiaries, associates and
joint ventures accounted for using equity method, components of
other comprehensive income that will not be reclassified to profit
or loss
8349
Income tax related to components of other comprehensive income
that will not be reclassified to profit or loss
8360
Items that may be reclassified subsequently to profit or loss
8361
Exchange differences on translation of foreign financial statements
8399
Income tax related to components of other comprehensive income
that will be reclassified to profit or loss
Components of other comprehensive income that will be
reclassified to profit or loss
8300
Other comprehensive income
Comprehensive income
Earnings per share (note 6(o))(NT Dollars)
Basic earnings per share
Diluted earnings per share
2022
Amount
%
$ 2,340,194
100
156,519
7
2,183,675
93
2,183,675
93
485,791
21
63,630
3
3,915
-
(22,828)
(1)
2,714,183
116
165,797
7
2,548,386
109
657
-
(1,240,917)
(53)
8,471
-
1,375
-
(1,233,164)
(53)
302,554
13
-
-
302,554
13
(930,610)
(40)
$
1,617,776
69
$
18.03
$
18.01
2021
Amount
%
3,346,647
100
141,294
4
3,205,353
96
3,205,353
96
18,014
-
738,083
22
2,052
-
(13,276)
-
3,950,226
118
15,354
-
3,934,872
118
(1,737)
-
1,464,851
43
(6,779)
-
-
-
1,456,335
43
(13,419)
-
-
-
(13,419)
-
1,442,916
43
5,377,788
161
30.03
30.00

See accompanying notes to financial statements.

6

(English Translation of Financial Statements Originally Issued in Chinese) T3EX GLOBAL HOLDINGS CORP.

Statements of Changes in Equity

For the years ended December 31, 2022 and 2021 (Expressed in Thousands of New Taiwan Dollars)

Balance on January 1, 2021
Profit
Other comprehensive income
Total comprehensive income
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Special reserve appropriated
Cash dividends on ordinary share
Capital increase by cash
Conversion of convertible bonds
Changes in ownership interests in subsidiaries
Share-based payments transactions
Disposal of investments in equity instruments designated at
fair value through other comprehensive income
Total increase (decrease) in equity
Balance on December 31, 2021
Profit
Other comprehensive income
Total comprehensive income
Appropriation and distribution of retained earnings:
Legal reserved appropriated
Cash dividends on ordinary shares
Purchase of treasury share
Retirement of treasury share
Disposal of investments in equity instruments designated at
fair value through other comprehensive income
Balance at December 31, 2022
Share capital capital Capital
surplus
Retaine d earnings T otal other equity otal other equity otal other equity Treasury
shares
Total
equity
Exchange
differences on
translation of
foreign
financial
statements
Unrealized
gains
(losses) from
financial assets
measured at
fair value
through other
comprehensive
income
Total other
equity interest
Ordinary
shares
Capital
collected in
advance
Legal
reserve
Special
reserve
Unappropriated
retained earnings
Total retained
earnings
$ 1,171,575
-
-
-
-
-
-
200,000
75,947
-
-
-
275,947
1,447,522
-
-
-
-
-
-
(13,610)
-
$
1,433,912
86,108 830,563 234,269 186,054 646,399 1,066,722 (265,044)
-
(13,419)
(13,419)
-
-
-
-
-
-
-
-
-
(278,463)
-
302,554
302,554
-
-
-
-
-
24,091
309,363 44,319 (60,560)
-
-
-
-
-
-
-
-
-
-
-
-
(60,560)
-
-
-
-
-
(365,756)
28,786
-
(397,530)
3,138,727
-
-
-
-
-
-
-
-
-
1,464,851
-
1,451,432
3,934,872
1,442,916
- - - - 1,464,851 1,451,432 5,377,788
-
-
-
1,494,499
212,616
1,307
7,051
-
56,372
-
-
-
-
-
-
-
-
-
(397,569)
1,608,391
288,563
1,307
7,051
-
1,715,473 56,372 1,507,743
2,546,036
-
-
290,641
-
-
10,024,258
2,548,386
(930,610)
- - 1,617,776
599,834
-
-
-
-
-
(2,553,034)
(365,756)
-
-
890,475 8,723,244

See accompanying notes to financial statements.

7

(English Translation of Financial Statements Originally Issued in Chinese)

T3EX GLOBAL HOLDINGS CORP.

Statements of Cash Flows

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

2022
Cash flows from operating activities:
Profit before tax
$ 2,714,183
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expenses
6,690
Amortization expenses
8,479
Net gain on financial assets or liabilities at fair value through profit
(56,337)
Interest expenses
22,828
Interest income
(3,915)
Dividend income
(474,506)
Share-based payment transactions
-
Share of profit of associates accounted for using equity method
(2,254,017)
Gain on disposal of investments
-
Total adjustments to reconcile loss
(2,750,778)
Changes in operating assets and liabilities:
Changes in operating assets:
Increase in accounts receivable due from related parties
(17,414)
Decrease in other current assets
(2,248)
Increase in other payables
27,052
Increase (decrease) in other current liabilities
74
Increase in net defined benefit liability
(7,031)
Total adjustments
(2,750,345)
Cash outflow generated from operations
(36,162)
Interest received
3,769
Interest paid
(22,828)
Income taxes paid
(29,222)
Net cash flows used in operating activities
(84,443)
Cash flows from (used in) investing activities:
Acquisition of financial assets at fair value through other comprehensive income
(1,295,957)
Proceeds from disposal of financial assets at fair value through other comprehensive income
119,519
Proceeds from capital reduction of financial assets at fair value through other comprehensive income
24,000
Acquisition of financial assets at fair value through profit or loss
(75,750)
Proceeds from disposal of financial assets at fair value through profit or loss
1,102,483
Acquisition of investments accounted for using equity method
(219,632)
Acquisition of property, plant and equipment
(498,931)
Increase in refundable deposits
(50)
Decrease in other receivables due from related parties
200,000
Acquisition of intangible assets
(4,558)
Dividends received
724,280
Increase in other prepayments
(30,356)
Net cash flows from (used in) investing activities
45,048
Cash flows from (used in) financing activities:
Increase in short-term loans
2,230,000
Decrease in short-term loans
-
Proceeds from issuance of long-term borrowings
350,000
Repayments of long-term borrowings
(2,500)
Increase in guarantee deposits received
2,840
Cash dividends paid
(1,843,858)
Capital increase by cash
-
Cost of increase in treasury stock
(365,756)
Net cash flows from financing activities
370,726
Net increase in cash and cash equivalents
331,331
Cash and cash equivalents at beginning of period
277,986
Cash and cash equivalents at end of period
$
609,317
2021
3,950,226
4,334
6,744
(460,202)
13,276
(2,052)
(14,450)
2,634
(3,278,886)
(278,670)
(4,007,272)
(9,252)
967
45,736
(12)
212
(3,969,621)
(19,395)
2,052
(11,322)
(672)
(29,337)
(19,658)
25,402
-
(596,089)
392,408
-
(7,271)
-
-
(8,193)
78,800
-
(134,601)
-
(900,000)
200,000
(200,000)
-
(397,569)
1,608,391
-
310,822
146,884
131,102
277,986

See accompanying notes to financial statements.

8

(English Translation of Financial Statements Originally Issued in Chinese) T3EX GLOBAL HOLDINGS CORP.

Notes to the Financial Statements

For the years ended December 31, 2022 and 2021

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

(1) Company history

T3EX GLOBAL HOLDINGS CORP. (the “ Company” ) was incorporated on February 4, 1987, as a company limited by shares, and registered with the Ministry of Economic Affairs, R.O.C. The address of the Company’ s registered office is 12F, No. 563, Sec. 4, Zhongxiao E. Rd., Xinyi Dist., Taipei City, R.O.C. The Company mainly engages in industrial investment holdings.

(2) Approval date and procedures of the financial statements:

The parent-company-only financial statements were authorized for issue by the board of directors on March 9, 2023.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from January 1, 2022:

  • ●Amendments to IAS 16 “Property, Plant and Equipment—Proceeds before Intended Use”

  • ●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • ●Annual Improvements to IFRS Standards 2018–2020

  • ●Amendments to IFRS 3 “Reference to the Conceptual Framework”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Company assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2023, would not have a significant impact on its financial statements:

  • ●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”

(Continued)

9

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The following new and amended standards, which may be relevant to the Company, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:

Standards or
Interpretations
Amendments to IAS 1
“Classification of Liabilities
as Current or Non-current”
Amendments to IAS 1 “Non-
current Liabilities with
Covenants”
Content of amendment
Effective date per
IASB
Under
existing
IAS
1
requirements,
companies classify a liability as current
when they do not have an unconditional
right to defer settlement for at least 12
months after the reporting date. The
amendments has removed the requirement
for a right to be unconditional and instead
now requires that a right to defer settlement
must exist at the reporting date and have
substance.
The amendments clarify how a company
classifies a liability that can be settled in its
own shares – e.g. convertible debt.
January 1, 2024
After reconsidering certain aspects of the
2020
amendments1,
new
IAS
1
amendments clarify that only covenants
with which a company must comply on or
before the reporting date affect the
classification of a liability as current or
non-current.
Covenants with which the company must
comply after the reporting date (i.e. future
covenants) do not affect a liability’ s
classification at that date. However, when
non-current liabilities are subject to future
covenants, companies will now need to
disclose
information
to
help
users
understand the risk that those liabilities
could become repayable within 12 months
after the reporting date.
January 1, 2024

The Company is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its consolidated financial position and financial performance. The results thereof will be disclosed when the Company completes its evaluation.

The Company does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its financial statements:

  • ●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

(Continued)

10

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • ●IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”

  • ●IFRS16 “Requirements for Sale and Leaseback Transactions”

(4) Summary of significant accounting policies:

The significant accounting policies presented in the financial statements are summarized below. Except for those specifically indicated, the following accounting policies were applied consistently throughout the periods presented in the financial statements.

  • (a) Statement of compliance

These parent-company-only financial statements have been prepared in accordance with the “ Regulations Governing the Preparation of Financial Reports by Securities Issuers” (hereinafter referred to as the Regulations).

  • (b) Basis of preparation

  • (i) Basis of measurement

The parent-company-only financial statements have been prepared on a historical cost basis except for the following material items in the balance sheets:

  • 1) Financial instruments at fair value through profit or loss are measured at fair value;

  • 2) Financial assets at fair value through other comprehensive income are measured at fair value;

  • 3) The defined benefit liabilities (assets) are measured at fair value of the plan assets less the present value of the defined benefit obligation.

  • (ii) Functional and presentation currency

The functional currency of each Group entity is determined based on the primary economic environment in which the entity operates. The Company’ s parent-company-only financial statements are presented in New Taiwan dollar, which is the Company’s functional currency. All financial information presented in New Taiwan dollars has been rounded to the nearest thousand.

(c) Foreign currency

  • (i) Foreign currency transactions

Transactions in foreign currencies are translated into the respective functional currencies of the Company at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date.

(Continued)

11

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies using the exchange rate at the date that the fair value was determined. Non-monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income.

  • 1) an investment in equity securities designated as at fair value through other comprehensive income.

  • 2) a financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is effective; or

  • 3) qualifying cash flow hedges to the extent that the hedges are effective.

  • (ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Company disposes of any part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to non-controlling interest. When the Company disposes of only part of investment in an associate of joint venture that includes a foreign operation while retaining significant or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, exchange differences arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income.

  • (d) Classification of current and non-current assets and liabilities

An asset is classified as current under one of the following criteria, and all other assets are classified as non-current.

  • (i) It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is expected to be realized within twelve months after the reporting period; or

(Continued)

12

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • (iv) The asset is cash or a cash equivalent (as defined in IAS 7) unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is classified as current under one of the following criteria, and all other liabilities are classified as non-current.

  • (i) It is expected to be settled in the entity’s normal operating cycle;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is due to be settled within twelve months after the reporting period; or

  • (iv) The Company does not have an unconditional right to defer settlement for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

  • (e) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes should be recognized as cash equivalents.

(f) Financial instruments

Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

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

On initial recognition, a financial asset is classified as measured at amortized cost; fair value through other comprehensive income (FVOCI) – debt investment; FVOCI – equity investment; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

(Continued)

13

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • 1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧ it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • ‧ its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

  • 2) Fair value through other comprehensive income (FVOCI )

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’ s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Company’s right to receive payment is established.

  • 3) Fair value through profit or loss (FVTPL)

All financial assets not classified as amortized cost or FVOCI described as above are measured at FVTPL, including derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

  • 4) Impairment of financial assets

The Company recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, amortized costs, notes and accounts receivable, other receivable, guarantee deposit paid and other financial assets).

The Company measures loss allowances at an amount equal to lifetime expected credit loss (ECL), except for the following which are measured as 12-month ECL:

(Continued)

14

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • ‧ debt securities that are determined to have low credit risk at the ended of reporting period; and

  • ‧ other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Company’ s historical experience and informed credit assessment as well as forwardlooking information.

Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.

12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

At each reporting date, the Company assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. For debt securities at FVOCI, the loss allowance is charged to profit or loss and is recognized in other comprehensive income instead of reducing the carrying amount of the asset.

The gross carrying amount of a financial asset is written off when the Company has no reasonable expectations of recovering a financial asset in its entirely or a portion thereof. For corporate customers, the Company individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Company expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’ s procedures for recovery of amounts due.

(Continued)

15

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

5) Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Company enters into transactions whereby it transfers assets recognized in its statement of balance sheet but retains either all or substantially all the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.

  • (ii) Financial liabilities and equity instruments

  • 1) Classification of debt or equity

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

2) Equity instrument

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

3) Treasury shares

When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is recognized in capital surplus or retained earnings (if the capital surplus is not sufficient to be written down).

  • 4) Compound financial instruments

Compound financial instruments issued by the Company comprise convertible bonds denominated in NTD that can be converted to ordinary shares at the option of the holder, when the number of shares to be issued is fixed and does not vary with changes in fair value.

The liability component of compound financial instruments is initially recognized at the fair value of a similar liability that does not have an equity conversion option. The equity component is initially recognized at the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.

(Continued)

16

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortized cost using the effective interest method. The equity component of a compound financial instrument is not remeasured.

Interest related to the financial liability is recognized in profit or loss. On conversion at maturity, the financial liability is reclassified to equity and no gain or loss is recognized.

5) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

6) Derecognition of financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

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

7) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

  • (g) Investment in associates

Associates are those entities in which the Company has significant influence, but not control, over the financial and operating policies.

Investments in associates are accounted for using the equity method and are recognized initially at cost. The cost of investment includes transaction costs. The carrying amount of investment in associates includes goodwill arising from the acquisition, less any accumulated impairment losses.

(Continued)

17

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

The parent-company-only financial statements include the Company’s share of the profit or loss and other comprehensive income of those associates after adjustments to align their accounting policies with those of the Company, from the date on which significant influence commences until the date on which significant influence ceases. The Company recognizes and changes of its proportionate share in the investee within capital surplus, when an associate's equity changes due to reasons other than profit and loss or comprehensive income, which did not result in changes in actual significant influence.

Gains and losses resulting from transactions between the Company and an associate are recognized only to the extent of unrelated Company’s interests in the associate.

When the Company’s share of losses of an associate equals or exceeds its interest in an associate, it discontinues recognizing its share of further losses. After the recognized interest is reduced to zero, additional losses are provided for, and liability is recognized, only to the extent that the Company has incurred legal or constructive obligations or made payments on behalf of the associate.

(h) Investment in subsidiaries

The subsidiaries, which are controlled by the Company, are evaluated using the equity method when preparing their financial statements. Under the equity method, the net income, other comprehensive income and equity of parent-company-only financial statements are the same as those of the net income, other comprehensive income and equity in the equity attributable to the owners of the parent company in the consolidated financial statements.

The Company has recognized the changes in equity of its subsidiaries under shareholder’s equity.

  • (i) Property, plant and equipment

(i) Recognition and measurement

Items of property, plant and equipment are measured at cost,which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it is probable that future economic benefits associated with the expenditure will flow to the Company.

(iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.

(Continued)

18

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Land is not depreciated.

The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:

1) buildings 5~50 years 2) fixtures and fittings 3 ~ 7 years

Depreciation methods, useful lives and residual values are reviewed at each annual reporting date and adjusted if appropriate.

(j) Leased assets

At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

  • (i) As a lease

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • - fixed payments; including in-substance fixed payments

  • - variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • amounts expected to be payable under a residual value guarantee; and

  • - payments for purchase or termination options that are reasonably certain to be exercised.

(Continued)

19

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • - there is a change in future lease payments arising from the change in an index or rate; or

  • - there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee; or

  • - there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset; or

  • - there is a change of its assessment on whether it will exercise a purchase, extension or termination option; or

  • there is any lease modifications

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Company accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Company has elected not to recognize right-of-use assets and lease liabilities for short-term leases of fixtures and fittings that have a lease term of 12 months or less and leases of lowvalue assets, including IT equipment. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

(ii) As a lessor

When the Company acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Company makes an overall assessment of whether the lease transfers to the lessee substantially all the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

If an arrangement contains lease and non-lease components, the Company applies IFRS15 to allocate the consideration in the contract.

(Continued)

20

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(k) Intangible assets

  • (i) Recognition and measurement

Goodwill arising on the acquisition of subsidiaries is measured at cost, less accumulated impairment losses.

Expenditure on research activities is recognized in profit or loss as incurred.

Development expenditure is capitalized only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable and the Company intends to, and has sufficient resources to, complete development and to use or sell the asset. Otherwise, it is recognized in profit or loss as incurred. Subsequent to initial recognition, development expenditure is measured at cost, less accumulated amortization and any accumulated impairment losses.

Other intangible assets that are acquired by the Company and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditures, including expenditure on internally generated goodwill and brands, are recognized in profit or loss as incurred.

(iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for current and comparative periods are as follows:

1) Computer Software 7 years

Amortization methods, useful lives and residual values are reviewed at each annual reporting date and adjusted if appropriate.

(l) Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than inventories, contract assets, deferred tax assets and investment properties and biological assets, measured at fair value, less costs) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

(Continued)

21

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(m) Revenue recognition

Revenue is measured based on the consideration to which the Company expects to be entitled in exchange for transferring services to customers. The Company recognizes revenue when it satisfies a performance obligation by transferring control of services to customers.

The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. Consequently, the group does not adjust any of the transaction prices for the time value of money.

(n) Employee benefits

(i) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided.

(ii) Defined benefit plans

The Company’s net obligation in respect of the defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in the current and prior periods; discounting that amount and deducting the fair value of any plan assets.

The calculation is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a benefit to the Company, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

(Continued)

22

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Remeasurements of the net defined benefit liability (asset), which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity. The Company determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Company recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

(iii) Short-term employee benefits

Short-term employees are expensed as the related service is provided. A liability is recognized for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably.

(o) Share-based payment

The grant-date fair value of equity-settled share-based payment arrangements granted to employees is generally recognized as an expense, with a corresponding increase in equity, over the vesting period of the awards. The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized is based on the number of awards that meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with nonvesting conditions, the grant-date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes.

The fair value of the amount payable to employees in respect of share appreciation rights, which are settled in cash, is recognized as an expense with a corresponding increase in liabilities, over the period during which the employees become unconditionally entitled to payment. The liability is remeasured at each reporting date and at settlement date based on the fair value of the share appreciation rights. Any changes in the liability are recognized in profit or loss.

Grant date of a share-based payment award is the date which the Company and employees reach consensus on the price and number of a new award.

(p) Income tax

Income taxes comprise current taxes and deferred taxes. Except for expenses that are related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

The Company has determined that interest and penalties related to income taxes, including uncertain tax treatment, do not meet the definition of income taxes, and therefore accounted for them under IAS37.

(Continued)

23

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

  • (i) temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

  • (ii) temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

  • (iii) taxable temporary differences arising on the initial recognition of goodwill.

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.

Deferred taxes are measured at tax rates that are expected to be applied to temporary difference when they reserve, using tax rates enacted or substantively enacted at the reporting date, and reflect uncertainty related to income taxes, if any.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) The Company has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • (ii) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • 1) the same taxable entity; or

  • 2) different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

(Continued)

24

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(q) Earnings per share

The Company discloses the Company's basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted-average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted-average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as convertible bonds, employee stock options and employee compensation estimation.

(r) Operating segments

An operating segment is disclosed on the Consolidated Financial Statement of the Group, therefore this statement will not include the operating segments.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

The preparation of the parent-company-only financial statements in conformity with the IFRSs endorsed by the FSC requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

The management continues to monitor the accounting estimates and assumptions. The management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the following period.

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next financial year, please refer to note 6(e) Investments accounted for using the equity method.

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the financial statements is as follows:

(a) Judgment of whether the Company has substantive control over its investees

The Company holds 30% of the outstanding voting shares of PT. Dexter Eurekatama and is the single largest shareholder of the investee. Although the remaining 70% of PT. Dexter Eurekatama’s shares are not concentrated within specific shareholders, the Company still cannot obtain more than half of the total number of PT. Dexter Eurekatama’s directors, and it also cannot obtain more than half of the voting rights at a shareholders’ meeting. Therefore, it is determined that the Company has significant influence on PT. Dexter Eurekatama.

(Continued)

25

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(6) Explanation of significant accounts:

(a) Cash and cash equivalents

Checking accounts
Demand deposits-foreign currency
Demand deposits
Time deposits
December 31,
2022
$ 8
1,922
207,387
400,000
$
609,317
December 31,
2021
34
19,658
258,294
-
277,986

Refer to note 6(s) for the sensitivity analysis of the financial assets and liabilities of the Company.

  • (b) Financial assets/liabilities at fair value through profit or loss
December 31,
2022
Non-derivative financial assets
Funds
$ -
Stocks listed on domestic markets
48,100
Total
$
48,100
For the years ended
December 31, 2021, the net income from financial assets at
profit or loss is recorded as other gains and losses.
Financial assets at fair value through other comprehensive income
December 31,
2022
Equity investments at fair value through other comprehensive
income
Current
Domestic Company-Soonest express Co., Ltd.
$ 67,930
Domestic Company-Yang Ming Marine Transport Corp.
1,329,688
Evergreen Aviation Technologies Corp.
116,850
Evergreen Marine Corporation(Taiwan) Ltd.
260,800
Dimerco Express Corporation.
6,980
EVA Airways Corporation.
14,075
Total
$
1,796,323
Non-current
Domestic Company Private placement stocks-Yang Ming
Marine Transport Corp.
$
-
December 31,
2021
7,234
960,362
967,596
fair value throug
December 31
2021
51,624
665,569
-
-
-
-
717,193
1,166,500

For the years ended December 31, 2021, the net income from financial assets at fair value through profit or loss is recorded as other gains and losses.

(c) Financial assets at fair value through other comprehensive income

(Continued)

26

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

The Company designated the investments shown above as equity securities at fair value through other comprehensive income because these equity securities represent those investments that the Company intends to hold for long-term for strategic purposes.

The Company held private placement stocks-Yang Ming Marine of $1,166,500 thousand on December 31, 2021, which had been reclassified to current account after the evaluation adjustment at the end of the current period.

In 2022 and 2021, the Company has sold its partial shares in order to adjust its investment strategy. The shares sold had a fair value of $119,519 thousand and $25,402 thousand, respectively. The Company realized a gain of $55,712 thousand and $16,588 thousand, which was reclassified from other comprehensive income to retained earnings.

The above financial assets were not provided as collateral guarantees.

(d) Accounts receivable due from related parties

Accounts receivable due from related parties -measured at
amortized cost
December 31,
2022
$
72,259
December 31,
2021
54,845

As of December 31, 2021, the Company does not have any over-due accounts receivable.

There were no movements in the allowance of doubtful receivables with respect to accounts receivable for the Company during the fiscal years 2022 and 2021.

As of December 31, 2021, no receivables were pledged as collateral.

  • (e) Investments accounted for using equity method

A summary of the Company’s financial information about investments accounted for using the equity method at the reporting date is as follows:

Subsidiary
Associates
December 31,
2022
$ 9,580,609
45,275
$
9,625,884
December 31,
2021
7,054,816
37,412
7,092,228

(i) Subsidiary

Please refer to the consolidated financial statements for the years ended December 31, 2022.

  • (ii) Associates

No publicly quoted prices were available for the above associates.

(Continued)

27

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

The financial information on associates of the Company is as follows:

Carrying amount of individual insignificant associates
equity
December 31,
2022
$
143,463
December 31,
2021
104,051

The Company does not share any contingent liabilities of an associate incurred jointly with other investors. The Company also does not have any contingent liabilities because the Company is severally liable for all or part of the liabilities of the associate.

There are no significant restrictions on the ability of associates to transfer funds to the Company.

(iii) Guarantees

As of December 31, 2021, the Company did not provide any investments accounted for using the equity method as collateral for its loans.

(f) Property, plant and equipment

The cost and depreciation of the property, plant and equipment of the Company for the years ended December 31, 2021 were as follows:

Cost or deemed cost:
Balance on January 1, 2022
Additions
Disposal
Balance on December 31, 2022
Balance on January 1, 2021
Additions
Disposal
Balance on December 31, 2021
Depreciation and impairment loss:
Balance on January 1, 2022
Depreciation
Disposal
Balance on December 31, 2022
Balance on January 1, 2021
Depreciation
Disposal
Balance on December 31, 2021
Land
$ 132,594
447,420
-
$
580,014
$ 132,594
-
-
$
132,594
$ -
-
-
$
-
$ -
-
-
$
-
Buildings Office and
Other
Equipment
19,083
3,096
(1,217)
20,962
32,852
7,271
(21,040)
19,083
7,681
4,769
(1,217)
11,233
25,588
3,133
(21,040)
7,681
Total
206,602
498,931
(1,217)
704,316
220,371
7,271
(21,040)
206,602
23,451
6,690
(1,217)
28,924
40,157
4,334
(21,040)
23,451
54,925
48,415
-
103,340
54,925
-
-
54,925
15,770
1,921
-
17,691
14,569
1,201
-
15,770

(Continued)

28

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Carrying amounts:
Balance on December 31, 2022
Balance on January 1, 2021
Balance on December 31, 2021
Land
$
580,014
$
132,594
$
132,594
Buildings Office and
Other
Equipment
9,729
7,264
11,402
Total
85,649 675,392
40,356 180,214
39,155 183,151

A summary of pledged assets as of December 31, 2022 and 2021 is found in note 8.

On March 8, 2022, the Company’ s Board of Directors passed a resolution of purchasing property,which will purchase land and buildings in Xinyi District, Taipei City. The total costs of the contract was $498,000 thousand and the Company had registered for transfer on May 26, 2022.

The Company rented out part of its office to others and had no intention to obtain long-term capital appreciation or earn any rent, so the Company did not classify this asset as investment property. The book value on December 31, 2022 were $494,883 thousand. For the information of rents, please refer to note 6(r).

(g) Intangible assets

The cost and amortization of the intangible assets of the Company for the years ended December 31, 2021 were as follows:

Cost:
Balance on January 1, 2022
Additions
Balance on December 31, 2022
Balance on January 1, 2021
Additions
Balance on December 31, 2021
Amortization and impairment loss:
Balance on January 1, 2022
Amortization
Balance on December 31, 2022
Balance on January 1, 2021
Amortization
Balance on December 31, 2021
Carrying value:
Balance on December 31, 2022
Balance on January 1, 2021
Balance on December 31, 2021
Intangible Assets
$ 70,234
4,558
$
74,792
$ 62,041
8,193
$
70,234
$ 48,783
8,479
$
57,262
$ 42,039
6,744
$
48,783
$
17,530
$
20,002
$
21,451

(Continued)

29

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Amortization of intangible assets of the Company for the years ended December 31, 2021 were recognized as operating expenses in the individual profit and loss.

(h) Short-term borrowing

Unsecured bank loans
Unused short-term credit lines
Interest rate
December 31,
2022
$
2,630,000
$
1,500,000
1.26%~2.50%
December 31,
2021
400,000
2,550,000
0.85%~0.90%

Please refer to note 8 for further information on assets pledged as collateral.

  • (i) Long-term borrowing

Long-term borrowings were as follows:

Secured bank loans
Unsecured bank loans
Less: current portion
Total
Unused long-term credit lines
Interest rate
December 31,
2022
$ 240,000
307,500
(210,000)
$
337,500
$
-
1.44%~1.67%
December 31,
2021
-
200,000
-
200,000
-
1.05%

For the year ended December 31, 2022, the Company’ s proceeds from long-term borrowings amounted to $350,000 thousand with an interest rate of 1.67%. The long-term borrowings are due in July 2027.

For the year ended December 31, 2021, the Company’ s proceeds from long-term borrowings amounted to $200,000 thousand with an interest rate of 1.05%. The long-term borrowings are due in October 2023.

For the year ended December 31, 2021, the repayment amounted to $2,500 thousand and $200,000 thousand, respectively.

Please refer to note 8 for further information on assets pledged as collateral.

(Continued)

30

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(j) Bonds payable

The details of unsecured convertible bonds were as follows:

The details of unsecured convertible bonds were as follows:
December 31,
2021
Total convertible corporate bonds issued $ 300,000
Less: Cumulative converted amount (300,000)
Corporate bonds issued balance at year-end $ -
Embedded derivative-call and put options, included in financial liabilities
at fair value through profit or loss $ -
Equity components-conversion options, included in capital surplus-stock
options $ -

The Company issued the 4th domestic unsecured convertible bonds and recognized conversion options and the liability component as equity and liability, respectively. The detailed information was as follows:

The present value of the convertible corporate bonds at the time of issuance
The embedded derivative instrument-redemption options at the time of
issuance
The equity component at the time of issuance
Total amount of the convertible corporate bonds at the time of issuance
4th
domestic
unsecured
convertible bonds
$ 287,280
(149)
25,138
$
312,269

The Company issued the 4th domestic unsecured convertible bonds on December 2, 2020, with face value amounting to $300,000. The terms and conditions of the bonds were as follows:

(i) Issuance price: 105.09% of the par value

(ii) Coupon rate: 0%

(iii) Issuance period: 3 years (December 2, 2020 to December 2, 2023)

(iv) The Company’s right of redemption:

At any time during the period from March 3, 2021 to October 23, 2023, when the closing price of the Company’s common shares is equal to or greater than the conversion price by 30% for 30 consecutive trading days, or the outstanding balance of the bonds is less than 10% of total initial issue amount, the Company may redeem the bonds in cash at face value.

(Continued)

31

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(v) Bondholders' put option:

The holders of the 4th domestic unsecured convertible bonds have no right to request the Company to repurchase the convertible bond.

  • (vi) Terms of conversion:

  • 1) The bondholders may request conversion of the bond to the Company’s common stock at any time during the period from March 3, 2021 to December 2, 2023.

  • 2) Terms of conversion price:

The conversion price was set at $39.5 at the time of issue. When the numbers of common shares of the Company changes, or other convertible bonds are issued with a conversion price lower than the market price, the conversion price will be adjusted based on a formula in accordance with the terms of issue.

(k) Employee benefits

  • (i) Defined benefit plan

Reconciliation of defined benefit obligation at present value and plan asset at fair value is as follows:

Total present value of defined benefit obligations
Fair value of plan assets
Net defined benefit liability
December 31,
2022
$ (35,213)
26,527
$
(8,686)
December 31,
2021
(34,407)
18,033
(16,374)

The Company's employee benefit liabilities were as follows:

Paid vacation liability-current (recorded in other
payables)
December 31,
2022
$
229
December 31,
2021
229

The Company makes defined benefit plan contributions to the pension fund account at Bank of Taiwan and to the manager pension fund account that provide pensions for employees upon retirement. Plans (covered by the Labor Standards Law) entitle a retired employee to receive retirement benefits based on years of service and average salary for the six months prior to retirement.

(Continued)

32

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

1) Composition of plan assets

The Company allocates pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, and such funds are managed by the Bureau of Labor Fund, Ministry of Labor. With regard to the utilization of the funds, minimum earnings shall be no less than the earnings attainable from two-year time deposits with interest rates offered by local banks.

As of December 31, 2022, the pension fund account balance at Bank of Taiwan and the manager pension fund balance amounted to $2,287 thousands and $24,240 thousands, respectively. For information on the utilization of the labor pension fund assets, including the asset allocation and yield of the fund, please refer to the website of the Bureau of Labor Funds, Ministry of Labor.

  • 2) Movements in the present value of defined benefit obligation

The movements in present value of the defined benefit obligations for the Company were as follows:

Defined benefit obligations on January 1
Current service costs and interest cost
Remeasurements loss (gain)
Defined benefit obligations on December 31
2022
$ 34,407
1,204
(398)
$
35,213
2021
31,454
1,139
1,814
34,407
  • 3) Movements of defined benefit plan assets

The movements in the present value of the defined benefit plan assets for the years ended December 31, 2022 and 2021 were as follows:

Fair value of plan assets on January 1
Expected return on plan assets
Contribution to the plan
Remeasurements gain
Fair value of plan assets on December 31
2022
$ 18,033
62
8,173
259
$
26,527
2021
17,029
6
921
77
18,033

(Continued)

33

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

4) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the Company were as follows:

Current service costs
Net interest of net liabilities for defined benefit
obligations
2022
$ 1,111
31
$
1,142
2021
1,058
75
1,133

The above net pension gains and losses are recognized as operating cost.

  • 5) Remeasurement of net defined benefit liability recognized in other comprehensive income

The Company’s remeasurement of the net defined benefit liability (asset) recognized in other comprehensive income for the years ended December 31, 2022 and 2021 was as follows:

Accumulated amount at January 1
Recognized during the period
Accumulated amount at December 31
2022
$ (890)
(657)
$
(1,547)
2021
(2,627)
1,737
(890)

6) Actuarial assumptions

The principal actuarial assumptions at the reporting date were as follows:

Discount rate
Future salary increasing rate
December 31,
2022
December 31,
2021
%
1.750
%
0.625
%
3.000
%
3.000

The expected allocation payment to be made by the Company to the defined benefit plans for the one-year period after the reporting date is $925 thousand dollar.

The weighted-average lifetime of the defined benefit plans is 15.60 years.

  • 7) Sensitivity analysis

When calculating the present value of the defined benefit obligations, the Company uses judgments and estimations to determine the actuarial assumptions, including the discount rates and future salary changes, as of the end of the reporting period. Any changes in the actuarial assumptions may significantly impact the amount of the defined benefit obligations.

(Continued)

34

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

The changes in the main actuarial assumptions might have an impact on the present value of the defined benefit obligation:

of the defined benefit obligation:
December 31, 2022
Discount rate
Future salary increasing rate
December 31, 2021
Discount rate
Future salary increasing rate
Effects to the defined benefit
obligation
Increase by
0.25%
Decrease
by0.25%
$ (80)
82
80
(77)
(87)
92
89
(85)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

There is no change in the method and assumptions used in the preparation of sensitivity analysis for 2022 and 2021.

(ii) Defined contribution plan

The Company allocates 6% of each employee’s monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. Under these defined contribution plans, the Company allocates a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligation.

The pension costs incurred from the contributions to the Bureau of the Labor Insurance amounted to $1,855 thousand and $1,675 thousand for the years ended December 31, 2021, respectively.

(l) Income tax

(i) The components of income tax for 2022 and 2021 were as follows:

Current income tax expense
Deferred income tax expense
Income tax expense
2022
$ 160,599
5,198
$
165,797
2021
14,060
1,294
15,354

(Continued)

35

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Reconciliation of income tax expense and profit before tax for the years ended December 31, 2022 and 2021 were as follows:

Profit before income tax
Income tax using the Company’s domestic tax rate
Domestic investment income using equity method
Changes in unrecognized temporary differences
Gains that does not affect income tax expense
The income basic tax
Prior year income tax underestimation (overestimation)
Undistributed earnings additional tax
Others
2022
$ 2,714,183
542,837
(75,970)
(374,833)
(82,655)
60,325
13,795
82,436
(138)
$
165,797
2021
3,950,226
790,045
(67,244)
(588,533)
(138,590)
-
10
13,663
6,003
15,354

(ii) Deferred tax assets and liabilities

  • 1) Unrecognized deferred tax assets and liabilities

The Company is able to control the timing of the reversal of the temporary differences associated with investments in subsidiaries as of December 31, 2022 and 2021. Also, management considers it probable that the temporary differences will not reverse in the foreseeable future. Hence, such temporary differences are not recognized as deferred tax assets and liabilities. Details are as follows:

assets and liabilities. Details are as follows:
Unrecognized deferred tax assets
Unrecognized deferred tax liabilities
2)
Recognized deferred tax assets and liabilities
December 31,
2022
$
3,022
$
1,461,265
December 31,
2021
4,450
1,087,857

The movements in deferred tax assets and liabilities for the years ended December 31, 2022 and 2021 were as follows:

Deferred tax assets:
Balance at January 1, 2022
Debited (credited) in profit or loss
Dedited (crebited) to OCI
Balance at December 31, 2022
Balance at January 1, 2021
Dedited (crebited) to profit or loss
Balance at December 31, 2021
Defined benefit
plans
$ 4,094
(1,406)
(131)
$
2,557
$ 4,094
-
$
4,094
Others
5,296
(5,036)
-
260
6,590
(1,294)
5,296
Total
9,390
(6,442)
(131)
2,817
10,684
(1,294)
9,390
(Continued)

36

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

3) Examination and approval

The Company’s income tax returns for the years 2019 had been examined and approved by the Tax Authority.

(m) Capital and other equity

(i) Ordinary shares

As of December 31, 2022 and 2021, the authorized capital of the Company consisted of $2,000,000 thousand, of which $80,000 thousand were reserved for employee share options, with a par value of $10 per share. As of December 31, 2022 and 2021, the issued capital were 143,391 and 144,752 thousand shares, respectively. All issued ordinary shares were paid up upon issuance.

A resolution was approved during the Board of Directors meeting held on July 16, 2021 to increase the cash capital of the Company by issuing 10,000 thousand new shares, with a par value of $10 per share, amounting to $100,000 thousand. The aforementioned cash increase was issued at a premium of 140 per share. All funds for the issued shares have been collected and the relevant legal registration procedures had all been completed.

As of December 31, 2021, the convertible bonds issued by the Company were converted into 7,594 thousand shares amounting to $75,947 thousand. As of the issue date of the financial statements, the relevant statutory registration procedures have been completed.

Reconciliation of shares outstanding shares for the years ended December 31, 2022 and 2021 were as follows:

Beginning balance, January 1
Capital increase by cash
Conversion of convertible bonds
Treasury stock retirement
Ending balance, December 31
Unit: thousand share
2022
2021
$ 144,752
117,158
-
20,000
-
7,594
(1,361)
-
$
143,391
144,752

(Continued)

37

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(ii) Capital surplus

The components of capital surplus were as follows:

The components of capital surplus were as follows:
Paid-in capital derived from premium on issuance of
common shares
Surplus arising from bond conversion option
Surplus arising from treasury share transactions
Surplus arising from long-term equity investments-
donated surplus and others
Surplus arising from premium from merger
Surplus arising from stock options
December 31,
2022
$ 1,986,579
483,419
3,739
13,699
2,912
40,512
$
2,530,860
December 31,
2021
2,005,494
483,419
-
13,699
2,912
40,512
2,546,036

In accordance with the R.O.C. Company Act realized capital reserve can only be reclassified as share capital or distributed as cash dividends after offsetting losses. The aforementioned realized capital reserve includes share premiums and donation. In accordance with the Securities Offering and Issuance Guidelines, the amount of capital reserve to be reclassified under share capital shall not exceed 10 percent of the actual share capital amount.

(iii) Retained earnings

According to the Company's articles of incorporation amended on May 24, 2022, if the Company incurred profit during the semi-annual period, the profit shall be first utilized for paying taxes and offsetting losses of the previous years. Thereafter, 10% of the annual net earnings (net of incomes taxes) must be set aside as legal reserve until the accumulated legal reserve equals the Company's total capital. In addition, a special reserve shall be set aside in accordance with the Company's operational needs, as well as applicable laws and regulations.

Any remainder, together with any undistributed retained earnings, shall be distributed according to the distribution plan proposed and approved by the Board of Directors. The proposal of earnings distribution, through issuance of new shares, shall be executed according to Article 240 of the Company Act; while the proposal of earnings distribution, by cash, shall be resolved during the stockholders' meeting.

If the Company incurred profit in the fiscal year, the profit shall be first utilized for paying taxes and offsetting losses of the previous years; and the remainder, if any, shall be distributed as follows:

  • A. 10% of the annual net earnings (net of incomes taxes) must be set aside as legal reserve until the accumulated legal reserve equals the Company's total capital.

  • B. If necessary, a special reserve shall be set aside in accordance with the applicable laws and regulations.

(Continued)

38

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • C. Any remainder, together with any undistributed retained earnings, shall be distributed according to the distribution plan proposed by the Board of Directors. The proposal of earnings distribution, through issuance of new shares, shall be during the stockholders' meeting; while the proposal of earnings distribution, by cash, shall be resolved during the board meeting, approved by more than half of the directors, with two thirds of directors in attendance; thereafter, to be submitted in the shareholders' meeting of the Company.

1) Legal reserve

When a company incurs no loss, it may, pursuant to a resolution by a shareholders' meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of capital may be distributed.

2) Special reserve

By choosing to apply exemptions granted under IFRS 1 “ First-time Adoption of International Financial Reporting Standards” during the Company’s first-time adoption of the International Financial Reporting Standards (IFRSs) endorsed by the Financial Supervisory Commission, cumulative translation adjustments (gains) shall be reclassified as retained earnings. The net increase in retained earnings due to the first-time adoption of IFRSs amounted to $7,116 thousands. In accordance with Ruling No. 1010012865 issued by the Financial Supervisory Commission on April 6, 2012, an increase in retained earnings due to the first-time adoption of IFRSs shall be reclassified as special earnings reserve during earnings distribution, and when the relevant asset is used, disposed of, or reclassified, this special earnings reserve shall be reversed as distributable earnings proportionately. The carrying amount of special earnings reserve was $7,116 thousands on December 31, 2022 and 2021.

In accordance with the guidelines of the above Ruling, a portion of current-period earnings and undistributed prior-period earnings shall be reclassified as special earnings reserve during earnings distribution. The amount to be reclassified should be equal to the difference between the total net current-period reduction of special earnings reserve resulting from the first-time adoption of IFRSs and the carrying amount of other shareholders’ equity as stated above. Similarly, a portion of undistributed prior-period earnings shall be reclassified as special earnings reserve (which does not qualify for earnings distribution) to account for cumulative changes to other shareholders’ equity pertaining to prior periods due to the first-time adoption of IFRSs. Amounts of subsequent reversals pertaining to the net reduction of other shareholders’ equity shall qualify for additional distributions.

(Continued)

39

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

3) Earnings distribution

Earnings distribution for 2021 and 2020 was resolved in the general meeting of shareholders held on May 24, 2022 and August 17, 2021, respectively. The relevant dividend distributions to shareholders were as follows:

Dividends distributed to ordinary
shareholders:
Cash
2021
Amount per
share (dollars)
Total
amount
$ 13.00
1,843,858
2020 2020
Amount per
share (dollars)
$ 13.00
Amount per
share (dollars)
3.20
Total
amount
397,569

On November 3, 2022, the Company’s Board of Directors resolved to appropriate the earnings for the first half of 2022 as follows:

Dividends distributed to ordinary shareholders:
Cash
The first half of 2022 The first half of 2022
Amount per
share (NT
dollars)
$ 5.18
Total
amount
709,176

On March 9, 2023, the Company’ s Board of Directors proposed to appropriate the earnings for the second half of 2022 as follows:

Dividends distributed to ordinary shareholders:
Cash
The second half of 2022 The second half of 2022
Amount per
share (NT
dollars)
$ 5.00
Total
amount
684,806

(iv) Treasury stock

For the years ended December 31, 2022 and 2021 the movements of the treasury stock were as below.

Item January 1,
2022
$
2,917
$
60,560
January 1,
2021
$
2,917
$
60,560
Increase
4,874
365,756
Increase
-
-
Decrease
1,361
28,786
Decrease
-
-
December
31, 2022
Treasury stock acquired-shares (in
thousand shares)
Treasury stock acquired-amount
Item
6,430
397,530
December
31, 2021
Treasury stock acquired-shares (in
thousand shares)
Treasury stock acquired-amount
2,917
60,560

(Continued)

40

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

A total of 6,430 thousand and 2,917 thousand shares were yet to be cancelled as of December 31, 2022 and 2021, respectively.

In accordance with the Securities and Exchange Act requirements, the number of shares repurchased should not exceed 10 percent of all shares outstanding. Also, the value of the repurchased shares should not exceed the sum of the Company’s retained earnings, share premium, and realized capital reserves. As of December 31, 2022, the balance of treasury stock was in compliance with the requirement.

In accordance with the Securities and Exchange Act requirements, treasury shares held by the Company cannot be pledged and do not have any shareholders’ rights before their transfer.

(n) Share-based payment

The Company's share-based payment arrangements were as follows:

Grant date
Number of shares granted
Recipients
Vesting conditions
Cash capital incresse
reserved for employee
subscription
September 8, 2021
501 thousand shares
Employees of the Group
Vested immediately

For the year ended December 31, 2021 the number of shares granted for employees of the Group were 501 thousand shares. The cost of the above share-based payments transactions amounting to $7,051 thousand was recorded as operating expenses.

(o) Earnings per share (EPS)

(i) Basic earnings per share

The calculation of basic earnings per share as of December 31, 2021 was based on the profit attributable to ordinary shareholders and the weighted-average number of outstanding ordinary shares. The details were as follows:

  • 1) Profit attributable to common shareholders
Profit attributable to ordinary shareholders of the
Company
2022
$
2,548,386
2021
3,934,872

(Continued)

41

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • 2) Weighted-average number of outstanding common shares (thousand shares)
Issued ordinary shares at January 1
Effect of treasury stock
Effect of conversion of convertible bonds
Effect of capital increase by cash
Weighted-average number of outstanding ordinary
shares at December 31
2022
$ 144,752
(3,446)
-
-
$
141,306
2021
117,158
(2,917)
4,397
12,383
131,021

(ii) Diluted earnings per share

The calculation of diluted earnings per share as of December 31, 2022 and 2021 was based on the profit attributable to ordinary shareholders and the weighted-average number of ordinary shares outstanding after adjusting the effects of all dilutive potential ordinary shares. The details were as follows:

1) Profit attributable to ordinary shareholders (diluted)

2022 2021
Profit attributable to ordinary shareholders of the $ 2,548,386 3,934,872
Company (basic)
Interest on convertible bonds - 1,955
Gains on revaluation of put and call options of
convertible bonds measured at fair value - (674)
Profit attributable to common shareholders (diluted)$ 2,548,386 3,936,153
2) Weighted-average number of outstanding ordinary shares (diluted) (thousand shares)
Weighted-average number of outstanding
ordinary shares (basic)
Effect of conversion of convertible bonds
Effect of employee stock dividends
Weighted-average number of outstanding
ordinary shares at December 31 (diluted)
2022
$ 141,306
-
222
$
141,528
2021
131,021
15
158
131,194

(Continued)

42

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(p) Employee compensation and directors' and supervisors' remuneration

In accordance with the articles of incorporation, the Company should contribute no less than 0.5% of the profit as employee compensation and more than 3% as directors' and supervisors' remuneration when there is profit for the year. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The amount of remuneration of each director and supervisor and of compensation for employees entitled to receive the abovementioned employee compensation is approved by the Board of Directors. The recipients of shares and cash may include the employees of the Company's affiliated companies who meet certain conditions.

For the years ended December 31, 2022 and 2021, the Company estimated its employee remuneration at $15,000 thousand and $19,951 thousand, and directors' and supervisors' remuneration at $13,750 thousand and $19,352 thousand, respectively. The estimated amounts mentioned above are calculated based on the net profit before tax, excluding the remuneration to employees, directors and supervisors of each period, multiplied by the percentage of remuneration of to employees, directors and supervisors as specified in the Company's Aarticles. These remunerations were expensed under operating costs or operating expenses. Related information would be available at the Market Observation Post System website. The differences between the actual compensation and the amount stated in the financial statements, if any, are accounted for as changes in accounting estimates and recognized as profit or loss in next year.

The information of compensation of relevant distribution and recognition on 2021 and 2020 were as below:

Employee compensation
Directors compensation
Employee compensation
Directors compensation
2021
Actual
Distribution
Recognized
on financial
statements
Difference
$ 19,951
19,951
-
19,352
19,352
-
2020
Actual
Distribution
Recognized
on financial
statements
Difference
$ 2,796
2,796
-
11,080
11,080
-

The relevant information of employee and director compensations decided by the Board of Directors of the Company can be found at the public information station.

(Continued)

43

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(q) Revenue from contracts with customers

  • (i) Disaggregation of revenue
Primary geographical markets:
Hong Kong and China

Taiwan
Eastern Asia and others

Primary service:
Profits of investing subsidiaries

Management income
2022
$ 1,663,153
404,323
272,718
$
2,340,194
$ 2,254,017
86,177
$
2,340,194
2021
2,573,403
353,751
419,493
3,346,647
3,278,886
67,761
3,346,647

(ii) Contract balances

Accounts receivable (including
related-parties)-measured at
amortized cost
December 31,
2022
$
72,259
December 31,
2021
45,593
January 1,
2021
45,593

For details on accounts receivable and allowance for impairment, please refer to note 6(d).

  • (r) Non-operation income and expenses

  • (i) Other income

The details of the Company’s other income were as follows:

Rental income
$ Dividend income
$
2022

11,285
474,506

485,791
2021
3,564
14,450
18,014
  • (ii) Other gains and losses

The details of the Company’s other gains or losses were as follows:

Foreign exchange gains (losses)
$ Gains on fair value of financial assets and liabilities
through profit or loss
Other
$
2022

6,908
56,337
385

63,630
2021
(859)
738,872
70
738,083

(Continued)

44

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(iii) Interest income

The detail of the Company’s interest income was as follows:

Interest income from bank desposits 2022
$
3,915
2021
2,052

(iv) Finance costs

The detail of the Company’s finance costs were as follows:

Interest costs
Bank borrowings
Amortization of convertible bonds discount
2022
$ 22,828
-
$
22,828
2021
11,321
1,955
13,276

(s) Financial instruments

(i) Credit risk

1) Exposure to credit risk

The carrying amount of financial assets represents the Company’ s maximum credit exposure.

2) Concentration of credit risk

Based on the characteristic of the industry, the Company has no significant transactions with any single customer.

(ii) Liquidity risk

The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.

December 31, 2022
Non-derivative financial liabilities
Bank borrowings
December 31, 2021
Non-derivative financial liabilities
Bank borrowings
Carrying
amount
$ 3,177,500
$
3,177,500
$ 600,000
$
600,000
Contractual
cash flow
(3,214,601)
(3,214,601)
(604,482)
(604,482)
Within 6
months
6~12
months
(283,692)
(283,692)
-
-
1~2 years
(5,236)
(5,236)
(204,200)
(204,200)
2~5 years
(360,683)
(360,683)
-
-
Over 5
years
(2,564,990)
(2,564,990)
(400,282)
(400,282)
-
-
-
-

The Company does not expect that the cash flows included in the maturity analysis could occur significantly earlier or at significantly different amounts.

(Continued)

45

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(iii) Currency risk

  • 1) Exposure to foreign currency risk

The Company’s significant exposure to foreign currency risk was as follows:

Unit: thousand

Unit: thousand Unit: thousand
Financial assets
Monetary item
USD
Non-monetary item
IDR
December 31, 2022
Foreign
currency
Exchange
rate
TWD
$ 1,749
30.72
53,729
18,620,913
0.00198
36,869
December 31, 2021
Foreign
currency
$ 1,749
18,620,913
Exchange
rate
30.72
0.00198
Foreign
currency
667
18,505,681
Exchange
rate
TWD
27.69
18,469
0.00198
36,641



  • 2) Sensitivity analysis

The Company’ s exposure to foreign currency risk arises from the foreign currency exchange gains and losses on the translation of cash and cash equivalents, accounts receivable and other receivables, that are denominated in foreign currency. A 1% depreciation/appreciation of USD against TWD as of December 31, 2022 and 2021 would have increased/decreased the net income before tax by $537 thousand and $185 thousand, respectively. The analysis assumes that all other variables remain constant. The analysis is performed on the same basis for both periods.

  • 3) Exchange gains and losses on monetary items

The currency of the Company has a wide range of foreign currency items, so that the exchange of information on monetary items are disclosed. For the years ended December 31, 2021foreign exchange gains and losses (including realized and unrealized) are 6,908 thousand and (859) thousand.

(iv) Interest rate analysis

The following sensitivity analysis is based on the exposure to interest rate risk for derivative and non-derivative financial instruments on the reporting date.

For variable-rate instruments, the sensitivity analysis assumes the variable-rate liabilities are outstanding for the whole year.

If the interest rate had increased/decreased by 1%, the Company’s net income before tax would have decreased/increased by $31,775 thousand and $6,000 thousand for the years ended December 31, 2022 and 2021, respectively, assuming all other variable factors had remained constant. This is mainly due to the Company’s variable-rate borrowing.

(Continued)

46

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • (v) Fair value of financial instruments

  • 1) Fair value hierarchy

    • a) Categories and fair value of financial instruments

The carrying amount and fair value of the Company’ s financial assets and liabilities, including the information on fair value hierarchy were follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities disclosure of fair value information is not required:

Financial assets at fair value through profit or loss:
Financial assets designated as fair value through
profit or loss
Financial assets as fair value through other
comprehensive income:
Stock of listed companies
Financial assets at fair value through profit or loss:
Financial assets designated as fair value
through profit or loss
Available-for-sale financial assets:
Stock of listed companies
December 31, 2022 December 31, 2022 December 31, 2022
Book value
$ 48,100
1,796,323
Fair value
Level 1
Level 2
Level 3
48,100
-
-
1,796,323
-
-
December 31, 2021
Total
48,100
1,796,323
Fair value
Level 1
967,596
717,193
Level 2
-
1,166,500
Level 3
-
-
Total
967,596
1,883,693
  • 2) Valuation techniques for financial instruments not measured at fair value

Financial instruments of the Company not measured at fair value are financial assets and liabilities valued at amortized cost. Measurement of fair value of these financial instruments is based on recent transaction prices. When market price is unavailable, valuation is based on discounted cash flow.

  • 3) Valuation techniques for financial instruments measured at fair value

  • a) Non-derivative financial instruments

Fair value measurement of financial instruments is based on quoted market prices if these prices are available in an active market. Quoted prices on stock exchanges are regarded as the fair value of equity instruments in a listed market.

(Continued)

47

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

A financial instrument is regarded as being quoted in an active market if quoted market prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm’s-length basis. If these conditions cannot be met, then the market is considered as non-active. In general, a market with low trading volume or high bid-ask spreads is an indication of a nonactive market.

The fair value of financial assets and liabilities with standard terms and conditions and trading in active markets is based on quoted market prices. These include investments in stocks of listed entities.

The measurements of fair value of equity instruments without an active market are based on the market comparable listed company approach, which assumes that the fair value is measured by the book value per share of the investee and the pricebook ratio of market comparable listed companies. The estimation of the fair value of equity instruments has been adjusted due to the effect of the discount arising from the lack of marketability.

b) Derivative financial instruments

The fair value is based on quoted prices. When quoted prices are unavailable, the fair value is in accordance with third-party pricing information.

The Company’s convertible bonds adopted the binomial tree model to evaluate the fair value.

  • 4) Movement between Level l and Level 2

Expect for the private placement stocks-Yang Ming Marine held by the Company, there were no movement between Level 1 and Level 2 for the years ended December 31, 2022 and 2021.

  • (t) Financial risk management

  • (i) Overview

The Company has exposure to the following risks from its financial instruments:

  • 1) Credit risk

  • 2) Liquidity risk

  • 3) Market risk

The following likewise discusses the Company’ s objectives, policies and processes for measuring and managing the above mentioned risks. For more disclosures about the quantitative effects of these risk's exposures, please refer to the respective notes in the accompanying consolidated financial statements

(Continued)

48

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(ii) Structure of risk management

The board of directors has overall responsibility for the establishment and oversight of the risk management framework.

The Company’ s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The board of directors oversees how management monitors the risks, which should be in compliance with the Company’ s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation of the risks faced by the Company. Internal Audit undertakes regular reviews of the risk management controls and procedures and exception management, the results of which are reported to the Board of Directors.

(iii) Credit risk

Credit risk means the potential loss to the Company if the client or the counterparty involved in a financial instrument transaction default. The primary potential credit risk is from the accounts receivable and investments of the Company.

1) Accounts receivable and other receivables

For the years ended December 31, 2021there was no significant concentration of credit risk from the sales of the Company.

The source of revenue of the Company is from the Group and its subsidiaries, as such, there is no credit risk.

The Company establishes an impairment allowance that represents its estimate of incurred losses in respect of trade receivables, other receivables, and investment. The components of this impairment allowance are a specific loss component that relates to individually significant exposure and a collective loss component for which a loss was incurred but not identified. The collective component is based on historical payment experience of similar financial assets.

2) Investments

The credit risk exposure of the bank deposits, fixed income investments, and other financial instruments is measured and monitored by the Company’s finance department. As the Company deals with banks and other external parties with good credit standing and financial institutions, corporate organizations, and government agencies which are graded above investment level, the management believes that the Company does not have any compliance issues, and therefore, there is no significant credit risk.

(Continued)

49

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

3) Guarantees

The Company has determined that financial guarantees can only be provided to the following companies:

  • a) Companies with a transaction relationship with the Company.

  • b) Companies in which the Company has more than 50% of the voting shares.

  • c) Companies which directly or indirectly hold more than 50% of the voting shares of T3EX Global Holdings Corp.

4) Liquidity risk

Liquidity risk is a risk that the Company is unable to meet the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The

Company’ s approach to managing liquidity is to ensure, as much as possible, that it always has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The Company actively expands its business to generate operating cash flow while it simultaneously manages the accounts receivable in a strict manner and controls its expenditure. In addition, the Company keeps good relationships with banks to obtain a sufficient credit limit for necessary cash demands in the operating cycle. Generally, the Company ensures that there is sufficient cash to cover expected operating expenditure but excluding the potential influence of unexpected extreme conditions (i.e. nature disasters). The total amount of unused credit as of December 31, 2021were $1,500,000 thousand and $2,550,000 thousand, respectively.

5) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates, and equity prices, will affect the Company’ s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

The types of financial assets at fair value through profit or loss held by the Company are open-end funds and convertible bonds which are measured at fair value. Therefore, the Company is exposed to the risk of price changes in the beneficiary certificate market. The Company engages a professional agent to manage its financial assets. Parts of bank deposits, accounts receivable, and accounts payable are evaluated for foreign currency exposure. To manage the currency risk, the Company maintains its foreign currency net position within a certain limit. The convertible bonds held and issued by the Company are measured at fair value. This results in exposure to the risk of price changes in the equity and bond markets.

(Continued)

50

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

a) Currency risk

Interest is denominated in the same currency as borrowings. Generally, borrowings are denominated in currencies that match the cash flows generated by the underlying operations of the Company, which mainly uses the TWD.

In respect of other monetary assets and liabilities denominated in foreign currencies, the Company ensures that its net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates.

  • b) Interest rate risk

Except for bank loans, there are no financial assets or financial liabilities with floating interest rates. The Company negotiates the price case by case to control the interest rate risk.

(u) Capital management

The board’s policy is to maintain a strong capital base in order to maintain investor, creditor, and market confidence and to sustain future development of the business. Capital consists of common shares, capital surplus, retained earnings, and non-controlling interests of the Company. The board of directors monitors the level of dividends to common shareholders.

The distribution of dividends of the Company follows the earnings of the year and is on a sustainable basis. When the board of directors drafts a proposal on appropriation and distribution of retained earnings, the dividend distribution shall not be lower than 50% of current earnings or unappropriated earnings, whichever is lower. However, the cash dividend shall not be lower than 10% of the total distribution of dividends.

The Company’s debt-to-equity ratios at the end of the reporting periods were as follows.

Total liabilities
Less: cash and cash equivalents
Net debt
Total equity
Less: amounts accumulated in equity relating to cash flow
hedges
Adjusted capital
Debt-to-equity ratio
December 31,
2022
$ 4,159,609
609,317
$
3,550,292
$ 8,723,244
-
$
8,723,244
%
40.70
December 31,
2021
719,413
277,986
441,427
10,024,258
-
10,024,258
%
4.40

From time to time, the Company purchases its own shares on the market; the timing of these purchases depends on market prices. Primarily, the shares are intended to be used for issuing shares under the Company’s share option scheme for employees. The purchase of treasury stock did not impact the Company’s capital management.

(Continued)

51

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

As of December 31, 2022, the debt-to-equity ratio has been increased due to the issuance of shortterm and long-term borrowings which resulted in a increase in net liabilities.

There were no changes in the Company’s approach to capital management during the year.

  • (v) Investing and financing activities not affecting current cash flow

The Company's investing and financing activities which did not affect the current cash flow in the years ended December 31, 2021were as follows:

Reconciliation of liabilities arising from financing activities were as follows:

Long-term borrowings (including current
portion)
Short-term borrowings
Total liabilities from financing activities
Long-term borrowings (including current
portion)
Short-term borrowings
Total liabilities from financing activities
January 1,
2022
$ 200,000
400,000
$
600,000
January 1,
2021
$ 200,000
1,300,000
$
1,500,000
Cash flows
347,500
2,230,000
2,577,500
Cash flows
-
(900,000)
(900,000)
Foreign
exchange
movement
-
-
-
Foreign
exchange
movement
-
-
-
December
31, 2022
547,500
2,630,000
3,177,500
December
31, 2021
200,000
400,000
600,000

(7) Related-party transactions:

  • (a) Parent company and ultimate controlling party

The Company is the ultimate controlling party of the Company and its subsidiaries.

  • (b) Name and relationship with related parties

The followings are related parties that had transactions with the Company during the periods covered in the consolidated financial statements.

The followings are related parties that had transactions
in the consolidated financial statements.
with the Company during the periods covere
Name of subsidiary Relationship to the Group
T.H.I Group Ltd. (in B.V.I.) Subsidiary company
GREATLINE INTERNATIONAL LIMITED Subsidiary company
(GREATLINE)
T.H.I GROUP VIETNAM CO., LTD. Subsidiary company
T.H.I. GROUP (BANGKOK) COMPANY LIMITED Subsidiary company
Taiwan Express Logistics Co., Ltd. (TEC) Subsidiary company
T.H.I Logistics Co., Ltd. Subsidiary company

(Continued)

52

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Name of subsidiary

T.H.I. GROUP (CAMBODIA) Co., Ltd.

T.H.I. GROUP SINGAPORE PTE. LTD. (SINGAPORE)

T.H.I. Japan Co., Ltd. Fresh Beauty Enterprises Ltd. Eastern Union Holdings Limited T-Cube Global Logistics Co., Ltd. T.H.I. GROUP LIMITED (in HK) (T.H.I. HK) T.H.I. Group (Shanghai) Ltd. (T.H.I. Shanghai) Exer Logistics Co., Ltd. Shanghai Yaohwa International Forwarder Co., Ltd. (Shanghai Yaohwa) Taiwan Express (HK) Co., Ltd. (TEC HK) Taiwan Express (USA) INC. TEC Logistics Co., Ltd. TEC LOGISTICS (USA), INC Hiview Logistics Co., Ltd. TEC Logistics (Shenzhen) Co., Ltd. T.H.I. LOGISTICS (Malaysia) SDN. BHD T.H.I. LOGISTICS PHILIPPINES CORP. Air Tropolis Express (s) Pte Ltd. T-Cube (Suzhou) Global Logisties Co., Ltd. T-SC Factoring Co., Ltd. Shanghai Moorluk International Shipping Co.,Ltd. T-SC Trading Co., Ltd.

TEC LOGISTICS VIETNAM COMPANY LIMITED T-HL (Shanghai) Global Supply Chain Management Co.,

TEC Motion Co., Ltd. PT. Dexter Eurekatama LOGI International Co., Ltd. Orient Air General Sales Agent Co., Ltd. T.H.I. LOGISTICS (Hong Kong) Co., Limited

Relationship to the Group

Subsidiary company Subsidiary company

Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company

Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company

Subsidiary company

Investment under equity method Investment under equity method Investment under equity method Subsidiary company

(Continued)

53

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • (c) Transactions with key management personnel

Key management personnel compensation comprised:

Short-term employee benefits
Post-employment benefits
2022
$ 25,127
1,241
$
26,368
2021
29,645
1,216
30,861
  • (d) Other related-party transactions

  • (i) Sales

The amount of significant sales by Company to related parties and its outstanding balance are as follows:

T.H.I. Group (Shanghai) Ltd. (T.H.I.
Shanghai)
Taiwan Express Logistics Co., Ltd.
(TEC)
Other subsidiaries
Sales
2022
2021
$ 51,720
41,674
16,514
11,615
17,943
14,472
$
86,177
67,761
Accounts receivable Accounts receivable
2022
$ 51,720
16,514
17,943
$
86,177
December
31, 2022
53,535
9,554
9,170
72,259
December
31, 2021
41,373
5,850
7,622
54,845

Trading terms of the above transactions require payments within 30 to 60 days or depending on the funding needs.

  • (ii) Loans to subsidiary (recorded in other receivables due from related parties)

The Company’s loans to subsidiary and interest income are as follows:

Taiwan Express Logistics Co., Ltd. (TEC)
Interest income
December 31,
2022
$
-
2022
$
2,918
December 31,
2021
200,000
2021
2,013

The interest of the Company’s loan to related parties are accrued by the average interest rate of the financial institution's short-term borrowings in the current year. All loans are unsecured and no impairment are required after assessment.

(Continued)

54

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(iii) Leases (recorded in other income)

T.H.I. Logistics Co., Ltd.

2022
$
3,780
2021
3,564

The Company rented out an office to its subsidiary, the rental fee is determined based on nearby office rental rates and collected by monthly.

(8) Pledged assets:

Pledged assets Object December 31,
2022
$ 665,663
386
$
666,049
December 31,
2021
171,749
336
172,085
Property, plant, and equipment
Refundable deposits
Credit facility
Office car deposit

(9) Commitments and contingencies:

  • (a) Promissory notes issued to the bank as collateral for short-term bank borrowings, logistics business, etc., were as follows.
Promissory notes
December 31,
2022
$
3,680,000
December 31,
2021
400,000

(10) Losses Due to Major Disasters: None.

(11) Subsequent Events:

On March 9, 2023, the Company’s Board of Directors resolved to establish a wholly owned subsidiary by T.H.I. Group (Shanghai) Ltd. in China (Shanghai) Pilot Free Trade Zone for the expansion of international market and the effective management of overseas business, with an investment amounting to CNY $500,000 thousand.

(Continued)

55

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(12) Other:

(a) A summary of current-period employee benefits, depreciation, and amortization, by function, is as follows:

follows:
By function
By item
2022 2021
Operating
costs
Operating
expenses
Total Operating
costs
Operating
expenses
Total
Employee benefit
Salaries
Labor and health insurance
Pension
Remuneration of directors
Others
Depreciation
Amortization
85,622
4,214
2,997
14,997
1,550
6,690
8,479
-
-
-
-
-
-
-
85,622
4,214
2,997
14,997
1,550
6,690
8,479
78,762
3,358
2,808
19,352
1,450
4,334
6,744
-
-
-
-
-
-
-
78,762
3,358
2,808
19,352
1,450
4,334
6,744

The Company’s headcount and employees benefit expenses for the years 2022 and 2021 were as follows:

Number of employees
Number of non-employee directors
The average employee benefits
The average salary
Change in the average salary
Compensation to the supervisor

The Company’s salaries and wages policy for directors, supervisors, management, and employees is as follows:

  • (i) Remuneration to directors and supervisors shall be no more than 0.3% of the annual profits as stated in the Company’ s Articles of Incorporation. If the Company has the accumulated loss, the profit should be reserved to cover the loss amount.

  • (ii) Compensation of management is determined by the compensation committee and resolved by the Board of Directors, taking into account the work results and the extent of contribution to the Company.

  • (iii) Compensation of employees is determined by the position, performance, and seniority, taking into account the work results and the extent of contribution to the Company.

(Continued)

56

(English Translation of Financial Report Originally Issued in Chinese) T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(13) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on the Company's significant transactions required by the “ Regulations Governing the Preparation of Financial Reports by Securities Issuers” :

(i) Loans to other parties:

No
(Note 1)
Name of lender Name of
borrower
Account
name
Related
party
Highest balance
of financing to
other parties
during the
period
Ending
balance
Actual
usage amount
during the
period
Range of
interest rates
during the
period
Purposes of
fund
financing
for the
borrower
Transaction
amount for
business
between two
parties
Reasons
for short-
term
financing
Allowance
for bad debt
Collateral Collateral Individual
funding loan
limits
Maximum
limit of
fund
financing
Item Value
0
0
0
1
2

2

3
3
3
4
The Company
The Company
The Company
T.H.I Logistics
Co., Ltd.
T.H.I. Group
Limited (in HK)
T.H.I. Group
Limited (in HK)
T.H.I. Group
(Shanghai) Ltd.
T.H.I. Group
(Shanghai) Ltd.
T.H.I. Group
(Shanghai) Ltd.
T.H.I. Group
(Shanghai) Ltd.
Taiwan Express
Logistic Co.,
Ltd.
T.H.I. Group
Limited (in
HK)
T.H.I Logistics
Co., Ltd.
Taiwan Express
Logistic Co.,
Ltd.
Taiwan Express
(HK) Co., Ltd.
T3EX
GLOBAL
HOLDINGS
CORP.
T-SC Factoring
Co., Ltd.
Shanghai
Moorluk
International
Shipping
Co.,Ltd.
T-Cube Global
Logistics Co.,
Ltd.
Shanghai
Moorluk
International
Shipping
Co.,Ltd.
Other
receivables-
related
patties
Other
receivables-
related
patties
Other
receivables-
related
patties
Other
receivables-
related
patties
Other
receivables-
related
patties
Other
receivables-
related
parties
Other
receivables-
related
patties
Other
receivables-
related
patties
Other
receivables-
related
patties
Other
receivables-
related
patties
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
350,000
84,120
80,000
50,000
64,400
636,200
327,069
22,402
44,804
22,518
350,000
-
80,000
50,000
36,864
-
277,887
13,233
22,055
13,233
-
-
-
50,000
36,864
-
30,876
-
-
-
Monthly
changes in
interest rates
Monthly
changes in
interest rates
Monthly
changes in
interest rates
Monthly
changes in
interest rates
Subsidiary
company
Monthly
changes in
interest rates
Subsidiary
company
4.35%
4.35%
4.35%
2
2
2
2
2
2
2
2
2
2
-
-
-
-
-
-
-
-
-
-
Trading
turnover
Trading
turnover
Trading
turnover
Trading
turnover
Trading
turnover
Trading
turnover
Trading
turnover
Trading
turnover
Trading
turnover
Trading
turnover
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,744,648
1,744,648
1,744,648
68,650
1,302,701
1,302,701
901,027
901,027
901,027
29,921
3,489,297
3,489,297
3,489,297
137,301
2,605,402
2,605,402
1,802,054
1,802,054
1,802,054
59,843

Note 1: The numbers indicated above represent the following: 0 for investor, Subsidiaries are numbered sequentially starting from 1.

Note 2: Nature of lending: 1 for counterparties with transactions, and 2 for short-term operating capital.

Note 3: The ceiling on total loans granted by the Company to all parties is 40% of the net assets in the financial statements; the ceiling on total loans granted by the Company to each entity is 20% of the net assets in the financial statements.

Note 4: Ending facility balance approved by BOD.

(Continued)

57

(English Translation of Financial Report Originally Issued in Chinese)

T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(ii) Guarantees and endorsements for other parties:

No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees
and
endorsements
for a specific
enterprise
Highest
balance for
guarantees
and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting date
Actual
usage
amount
during the
period
Property
pledged for
guarantees
and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees
and
endorsements
Parent
company
endorsements/
guarantees to
third parties
on behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third
parties on
behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name Relationship
with the
Company
0
0
0
0
0
1
2
3
The
Company
The
Company
The
Company
The
Company
The
Company
T.H.I. Group
Limited
(H.K.)
Shanghai
Yaohwa
International
Forwarder
Co., Ltd.
Taiwan
Express
Logistic Co.,
Ltd.
Taiwan
Express (HK)
Co., Ltd.
T.H.I. Group
Limited (H.K.)
Shanghai
Yaohwa
International
Forwarder Co.,
Ltd.
T.H.I. Group
(Shanghai)
Ltd.(T.H.I.
Shanghai)
T-Cube Global
Logistics Co.,
Ltd.
T3EX
GLOBAL
HOLDINGS
CORP.
T.H.I. Group
(Shanghai)
Ltd.(T.H.I.
Shanghai)
AIRTROPOLI
SEXPRESS (S)
PTE LTD
2
2
2
2
2
3
4
2
1,744,648
1,744,648
1,744,648
1,744,648
1,744,648
1,302,701
14,960
182,389
182,940
149,700
26,579
1,048,818
116,654
708,400
3,153
45,596
122,880
61,440
13,233
555,461
70,574
675,840
3,088
45,704
-
-
-
-
19,006
-
1,297
45,704
-
-
-
-
-
-
-
-
%
1.41
%
0.70
%
0.15
%
6.37
%
0.81
%
10.38
%
2.06
%
5.01
3,489,297
3,489,297
3,489,297
3,489,297
3,489,297
2,605,402
59,843
364,779
Y
Y
Y
Y
Y
N
N
N
N
N
N
N
N
Y
N
N
N
N
Y
Y
Y
N
Y
N

Note 1: The numbers indicated above represent the following: 0 for investor, Subsidiaries are numbered sequentially starting from 1.

Note 2: The relationship between the guarantee provider and the receiver is as follows:

  • (1)The Company has transactions with its counterparties.

  • (2)The Company holds more than 50% of common shares of its subsidiary.

  • (3)The Company and its subsidiaries hold more than 50% of common shares of the investee company.

  • (4)The parent company holds more than 90% of its outstanding common shares (directly or indirectly) through a subsidiary.

  • (5)Companies within the same architectural field have signed a contractual agreement to provide mutual endorsements/ guarantees for the need of a specific construction project.

  • (6)The shareholders provide endorsements and/or guarantees for their mutually invested company in proportion to their shareholding percentage.

  • (7)Within the trade performance guarantees for preconstruction-sales contract in accordance with the Consumer Protection Law is jointly guaranteed.

  • Note 3: (1)Total guarantees amount should not exceed 40% of the Company’s net assets in the financial statements if the following conditions are met:

  • Ownership of the Company should exceed 50%:

Guarantee amount should not exceed 20% of the Company’s net assets

Ownership of the Company should not exceed 50%:

Guarantee amount should not exceed 20% of the Company’s net assets

The net assets stated above refer to the net assets from the Company’s most recently audited financial statements.

  • (2) Apart from the conditions listed above, guarantees for the purpose of business relations should not exceed the total amount of business transactions between the two parties, whichever is lower. The definition of business transactions could either be purchases or sales, whichever is higher.

(Continued)

58

(English Translation of Financial Report Originally Issued in Chinese) T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • (iii) Securities held as of December 31, 2022 (excluding investment in subsidiaries, associates and joint ventures):

(In Thousands of New Taiwan Dollars/thousand shares)

Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Ending balance Ending balance Ending balance Note
Shares/Units
(thousands)
Carrying value Percentage of
ownership (%)
Fair value
The Company
The Company
The Company
The Company
The Company
The Company
The Company
Taiwan Express
Logistic Co., Ltd.
T.H.I. Group
(Shanghai)
Ltd.(T.H.I.
Shanghai)
Stock
WPG HOLDINGS
LIMITED
Stock
Soonest Express Co.,
Ltd.
Stock
Yang Ming Marine
Transport Corp.
Stock
Evergreen Aviation
Technologies Corp.
Stock
Evergreen Marine
Corporation
Stock
Dimerco Express
Corporation
Stock
EVA
AIRWAYSCORPO
RATION
Stock
CentralTaiwanScien
ceParkLogistics Co.,
Ltd.
Stock
COSCO
ShippingHoldings
Co., Ltd.
-
-
-
-
-
-
-
-
-
Financial assets at
fair value through
profit or loss-
current
Financial assets at
fair value through
other comprehensive
income-current
Financial assets at
fair value through
other comprehensive
income-current
Financial assets at
fair value through
other comprehensive
income-current
Financial assets at
fair value through
other comprehensive
income-current
Financial assets at
fair value through
other comprehensive
income-current
Financial assets at
fair value through
other comprehensive
income-current
Financial assets at
fair value through
other comprehensive
income-non-current
Financial assets at
fair value through
profit or loss-current
1,000,000
998,972
20,300,577
1,500,000
1,600,000
100,000
500,000
3,880,000
1,500,014
48,100
67,930
1,329,688
116,850
260,800
6,980
14,075
118,844
68,079
0.050
%
3.33
%
0.580
%
0.43
%
0.08
%
0.07
%
0.01
%
12.93
0.01
48,100
67,930
1,329,688
116,850
260,800
6,980
14,075
118,844
68,079
Note(1)

Note 1: Private placement stock.

  • (iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars/thousand shares)

Name of
company
Category and
name of security
Account
name
Name of
counter-
party
Relationship
with the
company
Beginning Balance Beginning Balance Purchases Purchases Sales Sales Sales Sales Ending Balance Ending Balance
Shares Amount Shares Amount Shares Price Cost Gain (loss)
on disposal
Shares Amount Note
The Company
The Company
The Company
The Company
Stock Evergreen
Marine Corporation
Stock Yang Ming
Marine Corporation
Stock Yang Ming
Marine Corporation
Stock Evergreen
Marine Corporation
Financial assets at
fair value through
profit or loss-
current
Financial assets at
fair value through
profit or loss-
current
Financial assets at
fair value through
other
comprehensive
income current
Financial assets at
fair value through
other
comprehensive
income current
-
-
-
-
3,405
3,000
5,501
-
485,212
363,000
665,570
-
300
300
5,300
4,000
41,400
34,350
581,619
519,422
3,705
3,300
500
-
574,530
420,149
65,359
-
526,612
397,350
5,506
-
47,918
22,799
59,853
-
-
-
10,301
1,600
-
-
674,688
260,800
Note 3
Note 3
Note 1、
3
Note 2

(Continued)

59

(English Translation of Financial Report Originally Issued in Chinese) T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(v) Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Name of
property
Transaction
date
Transaction
amount
Status of
payment
Counter-
party
Relationship
with the
Company
If the counter-party is a related party,
disclose the previous transfer information
If the counter-party is a related party,
disclose the previous transfer information
If the counter-party is a related party,
disclose the previous transfer information
If the counter-party is a related party,
disclose the previous transfer information
References
for
determining
price
Purpose of
acquisition
and current
condition
Others
Owner Relationshi
p with the
Company
Date of
transfer
Amount
T3EX
GlobalHold
ingsCorp.
Buildings 2022/3/18 498,000 Paid




FIDELITA
SINTERN
ATIONAL
CORPORA
TION
- Parity
andbargain
Operating
use
  • (vi) Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock:None

  • (vii) Related-party transactions for purchases and sales with amounts exceeding the lower of NT$300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Related party Nature of
relationship
Transaction details Transaction details Transaction details Transaction details Transactions with terms
different from others
Transactions with terms
different from others
Notes/Accounts receivable
(payable)
Notes/Accounts receivable
(payable)
Note
Purchase/Sale Amount Percentage of
total
purchases/sales
Payment terms Unit price Payment
terms
Ending
balance
Percentage of total
notes/accounts
receivable
(payable)
T.H.I Group
Vietnam Co.,
Ltd.
T.H.I
Group(Shangha
i) Ltd.
T.H.I
Group(Shangha
i) Ltd.
TEC
Logistics(Shenz
hen) Co.,Ltd.
Taiwan
Express(HK)
Co.,
TECLogistics(
USA)Inc.
T.H.I
Group(Shangha
i) Ltd.
T.H.I.
LogisticsLtd..
T.H.I.
GROUPLimited
(in HK)
Taiwan
ExpressLogistic
s Co.,Ltd.
Taiwan
ExpressLogistic
s Co.,Ltd.
Taiwan
ExpressLogistic
Co.,Ltd.
Affiliates

Affiliates

Subsidiary

Subsidiary

Subsidiary

Subsidiary
Sales
Sales
Sales
Sales
Sales
Sales
(132,486)
(186,802)
(176,395)
(332,579)
(113,223)
(107,723)
(10.03)%
(1.20)%
(1.13)%
(31.88)%
(10.85)%
(10.33)%
Not significantly
different from those of
the third parties
Not significantly
different from those of
the third parties
Not significantly
different from those of
the third parties
Not significantly
different from those of
the third parties
Not significantly
different from those of
the third parties
Not significantly
different from those of
the third parties
-
-
-
-
-
-
-
-
-
-
-
2,254
6,326
13,300
22,094
7,191
12,400
6.24%
0.71%
1.50%
14.02%
4.56%
7.87%

Note 1: The above transactions have been reversed in this financial report.

(viii) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Counter-party Nature of
relationship
Ending
balance
Turnover
rate
Overdue
A
Amount
Action taken
Overdue
A
Amount
Action taken
mounts received in
subsequent period
(Note 1)
Amount
T.H.I. Group(Shanghai)
Ltd.
T.H.I. Group Limited(in
HK)
T.H.I. Group Limited
(inHK)
T.H.I. Group
(Shanghai)Ltd.
Subsidiary

Subsidiary
Other receivables
370,875
Other receivables
232,971
-
-
-
-
370,875
232,971

Note 1: Amounts collected as of February 20, 2023.

(ix) Trading in derivative instruments: None.

(b) Information on investees:

The following is the information on investees for the years ended December 31, 2022 (excluding information on investees in Mainland China):

(In Thousands of New Taiwan Dollars/thousand shares)

Investor Investee Location Main Businesses and
Products
Investment Amount
December 31, 2022
December 31, 2021
Investment Amount
December 31, 2022
December 31, 2021
Balance as of December 31, 2022 Balance as of December 31, 2022 Balance as of December 31, 2022 Net income
(loss)
of the Investee
Share of
profit loss
of invest
Note
December 31, 2021 Shares Percentage of
Ownership
Carrying
value
The Company T.H.I. Group Ltd.(in B.V.I) British Virgin Islands Offshore settlement
center
35,000
(USD1,000)
35,000
(USD1,000)
1,000,000 %
100.00
141,109 13,503 13,503 Subsidiaries

(Continued)

60

(English Translation of Financial Report Originally Issued in Chinese) T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

Investor Investee Location Main Businesses and
Products
Investment Amount Investment Amount Balance as of December 31, 2022 Balance as of December 31, 2022 Balance as of December 31, 2022 Net income
(loss)
of the Investee
Share of
profit loss
of invest
Note
December 31, 2022 December 31, 2021 Shares Percentage of
Ownership
Carrying
value
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
GREATLINE
INTERNATION
AL LIMITED
FreshBeauty E
nterprisesLtd.
TEC
TEC
TEC
TEC
TEC
TEC
TEC
TEC
TEC HK
GREATLINE
INTERNATIONAL
LIMITED
T.H.I Group VIETNAM
CO., LTD.
T.H.I GROUP
(BANGKOK) COMPANY
LIMITED
T.H.I. Japan Co., Ltd
Taiwan Express Logistic
Co., Ltd.
T.H.I. Logistics Co. Ltd.
T.H.I. GROUP
(CAMBODIA)
Co., Ltd.
PT. Dexter Eurekatama
T.H.I. GROUP
SINGAPORE PTE. LTD
LOGI International Co.,
Ltd.
Fresh Beauty Enterprises
Ltd.
T.H.I. Logistics (Malaysia)
SDN. BHD
T.H.I. LOGISTICS
PHILIPPINES CORP.
T.H.I. Logistics (Hong
Kong) Co., Limited
T.H.I.GROUP L IMITED
(inHK)
Eastern Union
HoldingsLimited
Taiwan Express (HK)
Co.,Ltd.
T-
TRANSINTERNATIONA
LCO., LTD.
Ori Air General
SalesAgent Co., Ltd.
Hiview Logisties Co.,Ltd.
Taiwan Express (USA),
INC.
TEC LOGISTICS (USA),
INC.
TECLOGISTICS V
IETNAM C OMPANY L
IMITED
TEC Motion Co., Ltd.
Airtropolis Express(s) Pte.
Ltd.
British Virgin Islands
Vietnam
Thailand
Japan
Taiwan
Taiwan
Cambodia
Indonesia
Singapore
Korea
Samoa
Malaysia
Philippines
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Taiwan
Taiwan
Taiwan
United States
United States
Taiwan
Taiwan
Singapore
Offshore holding
company
Air & sea freight
forwarding and
packaging
Air & sea freight
forwarding and
packaging
Air & sea freight
forwarding
Air & sea freight
forwarding
Air & sea freight
forwarding
Air & sea freight
forwarding
Air & sea freight
forwarding
Air & sea freight
forwarding
Air & sea freight
forwarding
Offshore holding
company
Air & sea freight
forwarding
Air & sea freight
forwarding
Air & sea freight
forwarding
Offshore holding
company
Freight forwarding,
customs clearance, and
distribution
Freight forwarding,
customs clearance, and
delivery services
Freight forwarding,
customs clearance, and
delivery services
Freight forwarding,
customs clearance, and
distribution
Freight forwarding,
customs clearance, and
distribution
Freight forwarding,
customs clearance, and
distribution
Air & Sea freight
forwarding
Freight forwarding,
customs clearance, and
distribution
Freight forwarding,
customs clearance, and
distribution
Air freight forwarding
134,428
(USD4,050)
8,362
(USD275)
2,372
(USD72)
10,365
(JPY31,130)
704,200
130,000
4,462
(USD150)
47,381
(USD1,598)
19,032
(SGD850)
9,666
(USD300)
307,353
(CNY60,979)
10,381
(USD315)
38,860
(USD1,322)
197,239
(USD50,000)
139,948
(USD4,314)
57,411
(USD1,751)
266,807
(HKD70,550)
6,000
600
76,590
31,629
(USD1,000)
8,549
(USD290)
25,271
53,500
117,341
(SGD5,421)
134,428
(USD4,050)
8,362
(USD275)
2,372
(USD72)
10,365
(JPY31,130)
704,200
130,000
4,462
(USD150)
47,381
(USD1,598)
19,032
(SGD850)
9,666
(USD300)
307,353
(CNY60,979)
10,381
(USD315)
16,467
(USD551)
0
139,948
(USD4,314)
57,411
(USD1,751)
266,807
(HKD70,550)
6,000
600
76,590
31,629
(USD1,000)
8,549
(USD290)
10,577
8,500
117,341
(SGD5,421)
4,050,000
4,950,000,000
-
3,060
35,958,400
13,000,000
-
12,000
850,000
16,285
66
180,000
419,750
50,000,000
12,480,000
-
-
1,000,000
60,000
5,000,000
100,000
-
-
7,500
748
%
100.00
%
99.00
%
49.00
%
51.00
%
100.00
%
100.00
%
100.00
%
30.00
%
91.40
%
30.00
%
66.00
%
90.00
%
99.94
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
30.00
%
97.51
%
100.00
%
100.00
%
100.00
%
100.00
%
88.00
6,518,249
544,977
94,380
45,656
1,139,932
343,254
68,719
36,870
5,279
8,405
368,600
50,777
62,667
197,010
6,517,297
219,525
580,722
-
4,028
109,729
61,608
23,601
27,514
53,878
170,601
1,555,282
154,692
77,785
32,083
211,365
168,485
4,283
13,824
(108)
24,126
73,447
17,315
23,578
-
1,555,313
73,504
72,553
-
7,161
18,053
26,094
9,906
2,802
810
58,489
1,555,282
153,145
38,115
16,361
211,365
168,485
4,283
1,023
(99)
7,238
46,168
15,584
23,564
-
1,555,313
73,504
72,553
-
2,148
17,603
26,094
9,906
2,802
505
48,538
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Investment under
equity method
Subsidiaries
Investment under
equity method
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
The Group
invested in which
the subsidiary
holds 30% of the
shares
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries

(Continued)

61

(English Translation of Financial Report Originally Issued in Chinese) T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

  • (c) Information on investment in mainland China

  • (i) Name, major operations and related information of investee in Mainland China:

(In Thousands of New Taiwan Dollars)

Name of
investee
Main
businesses
and products
Total
amount
of paid-in capital
(in thousand)
Method
of investment
(note 1)
Accumulated
outflow of
investment from
Taiwan as of
January 1, 2022
Investment flows Investment flows Accumulated
outflow of
investment from
Taiwan as of
December 31, 2022
Net
income
(losses)
of the
investee
Percentage
of ownership
Investment
income
(losses)
book
value
Accumulated
remittance of
earnings in
currentperiod
Outflow Inflow
Shanghai Yaohwa
International
Forwarder Co., Ltd.
T.H.I.
Group(Shanghai) Ltd.
T-SC Factoring Co.,
Ltd.
Shanghai Moorluk
International Shipping
Co., Ltd.
T-Cube Global
Logistics Co., Ltd.
T HL (Shanghai)
Global Supply Chain
Management Co., Ltd
EXer Logistics Co.,
Ltd.
TEC Logistics
(Shenzhen) Co., Ltd.
T-Cube (Suzhou)
Global Logistic Co.,
Ltd.
T-SC Trading Co.,
Ltd.
Lianhua
(Shanghai)Logistics
Co., Ltd
Air & sea freight
forwarding and
customs clearance
Air & sea freight
forwarding and
customs clearance
Commercial service
industry
Air & sea freight
forwarding and
customs clearance
Warehousing
Warehousing
Express logistics
company
Freight forwarding,
customs clearance,
and distribution
Warehousing
Supply chain
management and
import and export
trade
Supply
chainmanagement,
importand export
trading
55,031
( 1,700USD)
92,883
( 3,060USD)
215,680
(50,000CNY)
22,460
( 5,000CNY)
54,610
(11,000CNY)
-
58,023
(12,438CNY)
183,901
(48,550HKD)
43
( 10CNY)
4,273
( 1,000CNY)
-
Note 1 (2)
Note 1 (2)
Note 2
Note 2
Note 1 (2)
Note 6
Note 2
Note 3
Note 4
Note 5
Note 7 )
55,031
( 1,700USD)
89,165
( 3,060USD)
-
-
274,589
( 8,391USD)
-
-
183,901
(48,550HKD)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
55,031
( 1,700USD)
89,165
( 3,060USD)
-
-
274,589
( 8,391USD)
-
-
183,901
(48,550HKD)
-
-
-
7,624
1,143,722
4,599
12,075
73,523
-
11,556
32,326
13
(16)
-
100.00%
100.00%
100.00%
65.00%
66.00%
66.00%
93.51%
100.00%
66.00%
100.00%
66.00%
7,624
1,143,722
4,599
7,640
48,525
-
10,806
32,326
8
(16)
-
149,602
4,533,036
227,248
31,148
144,646
-
108,892
303,716
69
4,283
-
-
-
-
-
21,140
-
-
-
-
-
-

Note : The above investments were eliminated in the preparation of consolidated financial statements.

Note 1: The method of investment in Mainland China is as follows:

  • (1) Invested directly in Mainland China.

(2) Invested in Mainland China Via remittance through a third region.

  • (3) Others

  • Note 2: T.H.I. Group (Shanghai) Ltd. (T.H.I. Shanghai) directly invested in Exer Logistics Co., Ltd., 、 Shanghai Moorluk International Shipping Co., Ltd and T-SC Factoring Co., Ltd.

  • Note 3: TEC Logistics Co., Ltd is invested by the Company’s subsidiary, Taiwan Express Logistic Co., Ltd., that invested in Mainland China via remittance through a third region. The upper limit of the investments is 60% of Taiwan Express Logistic Co., Ltd.’s net assets in the financial statements based on the “REGULATIONS GOVERNING THE APPROVAL OFINVESTMENT OR TECHNICAL COOPERATION INMAINLAND CHINA” and have been approved by the Investment Commission Ministry of Economic Affairs amounting to $183,901 thousand (HKD48,550 thousand).

Note 4: T-Cube Global Logistics Co., Ltd. directly invested in T-Cube (Suzhou) Global Logistic Co., Ltd.

Note 5:Shanghai Yaohwa International Forwarder Co., Ltd. directly invested in T-SC Trading Co., Ltd.

Note 6: As of Decenber 31, 2022, T-HL (Shanghai) Global Supply Chain Management Co., Ltd has completed the process of subscription, capital has yet to be remitted.

Note 7: As of Decenber 31, 2022, Lianhua (Shanghai) Logistics Co., Ltd has completed the process of subscription, capital has yet to be remitted."

62

(English Translation of Financial Report Originally Issued in Chinese) T3EX GLOBAL HOLDINGS CORP. Notes to the Financial Statements

(ii) Limitation on investment in Mainland China:

Company Name Accumulated Investment in Mainland
China as of December 31, 2022 (Note 1)
Investment Amounts Authorized by
Investment Commission, MOEA (Note 2)
Upper Limit on Investment
The Company 421,417
(
USD
13,718
thousand)
483,195
(
USD
15,729
thousand)
5,233,946

Note 1: Calculated by accumulated investment in Main land China as of December 31, 2022, including $6,530 thousand (USD $200 thousand) remitted to THI Group (Shanghai) Logistic Ltd. and USD$367 thousand remitted to Shanghai Huiyou Yuanhua Trade Co., Ltd.

Note 2: At the reporting date, the exchange between USD and TWD rate was 1:30.72.

The investment income (losses) of the investee in mainland china are calculated based on the financial statement audit by the Company’s CPA.

(iii) Significant transactions:None

(d) Major shareholders:

Major shareholders:
Shareholding
Shareholder’s Name
Shares Percentage
WPG HOLDINGS LIMITED 11,588,907 %
8.08
OLDEN HORSE INVESTMENTS CORP. 10,299,013 %
7.18
PIN GUAN INVESTMENT LIMITED 8,900,000 %
6.20

(14) Segment information:

Please refer to the consolidated financial statements for the years ended December 31, 2022.

63

T3EX GLOBAL HOLDINGS CORP.

STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS--

CURRENT

December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Unit: thousand shares / thousand units

Items
Stock
WPG HOLDINGS LIMITED
Number
of units
1,000
Valuation
$ (4,500)
$
(4,500)
Fair value Fair value
Unit price
48.10
Total
48,100
48,100

64

T3EX GLOBAL HOLDINGS CORP.

STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE

INCOME-CURRENT

December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Unit: thousand shares

Name
Soonest Express Co., Ltd
Yang Ming Marine Transport Group
Evergreen Aviation Technologies Corp.
Evergreen Marine Corporation(Taiwan)
Ltd.
Dimerco Express Corporation.
EVA Airways Corporation.
Valuation
$ (5,964)
(1,078,495)
22,350
(234,622)
194
(92)
$
(1,296,629)
Number of shares
999
20,301
1,500
1,600
100
500
Fair value
Collateral
67,930
None
1,329,688
None
116,850
None
260,800
None
6,980
None
14,075
None
1,796,323

65

T3EX GLOBAL HOLDINGS CORP.

STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED INVESTEES

For the year ended December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Unit: thousand shares

Name
T.H.I. Group Ltd.(in B.V.I)
GREATLINE INTERNATIONAL LIMITED
T.H.I. GROUP VIETNAM CO., LTD.
T.H.I. GROUP (BANGKOK) COMPANY LIMITED
T.H.I. Japan Co., Ltd
Taiwan Express Logistics Co., Ltd.
T.H.I. Logistics Co. Ltd
T.H.I. GROUP (CAMBODIA) Co., Ltd.
PT DEXTER EUREKATAMA
T.H.I. GROUP SINGAPORE PTE. LTD .
LOGI International Co., Ltd.
Fresh Beauty Entorprises LTD
T.H.I. Logistics (Malaysia) SDN. BHD
T.H.I. LOGISTICS PHILIPPINES CORP.
減:備抵投資損失
Total
Beginning balance (Restated)
Number
of shares
Percentage
of ownership
Amount
1,000
100
$ 114,580
4,050
100
4,755,177
4,950,000
99
361,893
-
49
50,894
3
51
30,814
35,958
100
975,056
13,000
100
333,530
-
100
57,941
12
30
36,641
850
91
4,825
16
30
771
66
66
321,042
180
90
33,100
420
99.94
15,964
-
$
7,092,228
Beginning balance (Restated)
Number
of shares
Percentage
of ownership
Amount
1,000
100
$ 114,580
4,050
100
4,755,177
4,950,000
99
361,893
-
49
50,894
3
51
30,814
35,958
100
975,056
13,000
100
333,530
-
100
57,941
12
30
36,641
850
91
4,825
16
30
771
66
66
321,042
180
90
33,100
420
99.94
15,964
-
$
7,092,228
Additions (Note 2)
Number
of shares
Amount
-
-
-
-
-
-
-
-
-
-
-
1,737
-
6,734
-
-
-
-
-
-
-
-
-
-
-
-
-
22,393
228,103
228,103
Decrease (Note 3)

Number
of shares
Amount
-
-
-
-
-
-
-
-
-
(625)
-
84,898
-
165,495
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(251,018)
(251,018)
Gains/loss from
Investment
using the
equally
method
13,503
1,555,282
153,145
38,115
16,361
211,365
168,485
4,283
1,023
(99)
7,238
46,168
15,584
23,564
2,254,017
2,254,017
Forage
exchange
adjustments
13,026
207,790
29,939
5,371
(894)
36,672
-
6,495
(794)
553
396
1,390
2,093
746
302,554
302,554
Ending balance Amount
141,109
6,518,249
544,977
94,380
45,656
1,139,932
343,254
68,719
36,870
5,279
8,405
368,600
50,777
62,667
9,625,884
9,625,884
Fair value (Note1)
Unit price
Total
-
141,109
-
6,518,249
-
544,977
-
94,380
-
45,656
-
1,139,932
(Note 4)
-
343,254
-
68,719
-
36,870
(Note 4)
-
5,279
-
8,405
(Note 4)
-
368,600
(Note 4)
-
50,777
-
62,667
-
-
-
Evaluation
basis
Collateral
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Equity method
None
Number
of shares
1,000
4,050
4,950,000
-
3
35,958
13,000
-
12
850
16
66
180
420
Percentage
of ownership
Number
of shares
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Number
of shares
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Number
of shares
1,000
4,050
4,950,000
-
3
35,958
13,000
-
12
850
16
66
180
420
5,055,555
Percentage of
ownership
100
100
99
49
51
100
100
100
30
91.4
30
66
90
99.94
-
Unit price
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
100
100
99
49
51
100
100
100
30
91
30
66
90
99.94

Note 1: The Company’s long term investment belongs to private companies, therefore the market value is disclosed as its net equity.

Note 2: The Company's capital increase by cash granted for employees of subsidaries, valuation of financial assets at fair value through other comprehensive income of subsidiaries and change in ownership interests in subsidiaries. Note 3: Cash dividends and remeasurement of the net defined benefit liability.

Note 4: Goodwill and intangible assets are included.

66

T3EX GLOBAL HOLDINGS CORP.

STATEMENT OF OPERATING COSTS

For the year ended December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Account
Operating Costs
Total
Descriptions
Amount
Salary Expense
$ 103,616
Labor Expense
7,735
Postage and phone Expense
8,097
Others (Less than 5%)
37,071
$
156,519

Net revenue, please refer to Note 6 (q).

Property, plant and equipment, please refer to Note 6 (f).

Accumulated depreciation of property, plant and equipment, please refer to Note 6 (f).

Intangible assets, please refer to Note 6 (g).

Deferred tax liabilities, please refer to Note 6 (l).

Other gains and losses, please refer to Note 6 (r).