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TECOM — Annual Report 2024
Nov 8, 2024
52005_rns_2024-11-08_f75e20fd-2823-46d3-9200-9c2dafee1d3e.pdf
Annual Report
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Tecom Co., LTD.
Consolidated Financial Statements for the years
ended December 31, 2024 and 2023 with Independent Auditors’ Report (Stock Symbol 2321)
Company Address :No. 23, Sec. 2, Yanfa 2nd Rd., Hsinchu City, Taiwan (R.O.C.)
Telephone Number:(03)577-5141
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Tecom Co., LTD.
Consolidated Financial Statements for the years ended December 31, 2024 and 2023 Independent
Auditors’ Report
Table of contents
| Table of contents | |
|---|---|
| Item | Page 1 2 ~ 3 4 5 ~ 8 9 ~ 10 11 12 13 ~ 14 15 ~ 61 15 15 15 ~ 16 17 ~ 26 26 27 ~ 47 47 ~ 49 50 50 |
I、Cover pageII 、Table of contentsIII 、Representation letterIV 、Independent auditors’ reportV 、Consolidated balance SheetsVI 、Consolidated statements of comprehensive incomeVII 、Consolidated statements of changes in equityVIII 、Consolidated statements of cash flowIX 、Notes to the consolidated financial statements(1) Company history and business scope (2) Approval date and procedures of the consolidated financial statements (3) New standards, amendments and interpretations adopted (4) Summary of significant accounting policies (5) Major sources of uncertainty arising from significant accounting judgments, estimates, and assumptions (6) Explanation of significant accounts (7) Related party transactions (8) Restricted assets (9) Significant Contingencies and Unrecognized Contract Commitments |
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Item Page
| (10) Losses due to major disasters | 50 |
|---|---|
| (11) Significant subsequent events | 50 |
| (12) Others | 50 ~ 59 |
| (13) Other disclosures | 59 |
| (14) Segment information | 60 ~ 61 |
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Tecom Co., LTD.
Statement of Consolidated Financial Statements of Affiliated Enterprises
For the 2024 fiscal year (from January 1,2024 to December 31, 2024) of the Company in accordance with “Regulation Governing the Preparation of Consolidated Financial Statements and Related Reports of Affiliated Enterprises”, the companies that should be included in the preparation of consolidated financial statements of affiliated enterprises and companies that should be included in the preparation of consolidated financial statements of parent-subsidiary enterprises according to International Financial Reporting Standard No. 10 are the same, and the information that should be disclosed in the consolidated financial statements of affiliated enterprises has already been disclosed in the consolidated financial statements of parentsubsidiary enterprises, therefore a separate consolidated financial statement of affiliated enterprises will not be prepared.
We hereby declare that all the information provided is true and accurate.
Tecom Co., LTD. CEO: Liu, Chao-Kai March 5, 2025
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Independent Auditors’ Report (114) No. Finance-Auditing-Reporting- 24003376
The Board of Directors and Shareholders Tecom Co., LTD.
Opinion
We have audited the accompanying consolidated balance sheets of Tecom Co., LTD. and its subsidiaries (the “Group”) as of December 31, 2024 and 2023, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2024 and 2023, and notes to the consolidated financial statements, including the summary of significant accounting policies (together referred as “the consolidated financial statements”).
In our opinion, based on our audits and the reports of other auditors (please refer to the section “Other Matter — Making Reference to the Audits of Component Auditors” of our audit report) the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Group and its subsidiaries as of December 31, 2024 and 2023, and their consolidated financial performance and cash flows for the years ended December 31, 2024 and 2023, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS accounting standards), International Accounting Standards (IASs), Interpretations developed by the International Financial Reporting Interpretations Committee (IFRIC) or the former Standing Interpretations Committee (SIC) as endorsed and issued into effective by Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits entrusted by the Group in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the 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 consolidated Financial Statements” section of our report. We are independent of the Group and its subsidiaries in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the “Norm”), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s consolidated financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do
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not provide a separate opinion on these matters.
The key audit matter about the consolidated financial statements of the Group for the year ended December 31, 2024 is as below:
Inventory Valuation
Description
The Group measures the inventories at the lower of cost and net realizable value. Please refer to Notes 5(2) for accounting assumptions and judgments, major sources of estimation uncertainty and information for inventory respectively. Please refer to Note 6(6) for the explanations about inventories. Inventory and allowance for inventory valuation loss are NT$ 165,658 thousand and NT$60,577 thousand, respectively as of December 31, 2024. The Group measures the inventories at the lower of cost and net realizable value. Due to the large inventory amount, the Group is at high risk of inventory impairment loss caused by the rapid changes in industry technology resulting in outdated products or lack of market sales value. Therefore, the valuation of inventories has been identified as a key audit matter.
Audit procedures in response
Our audit procedures performed for the above matter are as follows:
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Assessed the rationality of policies on allowance for inventory valuation loss.
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Selected specific part numbers and verified the net realizable value.
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Checked the allowance for inventory valuation loss recognized.
Other Matter — Parent Company Only Financial Statements
Tecom Co., LTD. has prepared its parent company only financial statements as of and for the years ended December 31, 2024 and 2023, on which we have issued an unqualified opinion for your reference.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the ability to continue as a going concern of the Group disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the financial reporting process of the Group.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
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Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Group.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Group. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the accompanying notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the
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planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2024 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Accountants: Chiang, Cheng-Han Liu, Chien-Yu For and on behalf of PricewaterhouseCoopers, Taiwan
Securities : Financial-SupervisoryCompetent Securities-AuditingAuthority 1130350413 ApprovedFinancial-Supervisorycertified No. Securities-Auditing1090350620
March 5, 2025
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Tecom Co., LTD. and Subsidiaries CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 and 2023
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| ASSETS CURRENT ASSETS 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1120 Financial assets at fair value through other comprehensive income - current 1136 Financial assets at amortized cost -current 1140 Contract assets - current 1150 Notes receivable, net 1160 Notes receivable from related parties, net 1170 Accounts receivable, net 1180 Accounts receivables from related parties, net 1200 Other receivables 130X Inventories 1410 Prepayments 1470 Other current assets 11XX Total current assets NON-CURRENT ASSETS 1517 Financial assets at fair value through other comprehensive income – non- current 1550 Investments accounted for using equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment properties, net 1780 Intangible assets 1840 Deferred income tax assets 1900 Other non-current assets 15XX Total non-current assets 1XXX TOTAL ASSETS |
Note | December 31,2024 AMOUNT % $ 225,484 17 11,392 1 - - 175,401 14 1,199 - 12,861 1 581 - 98,699 8 6,536 1 3,930 - 105,081 8 14,851 1 651 - 656,666 51 229,551 18 18,205 1 85,449 6 163,646 13 8,807 1 1,828 - 115,981 9 12,703 1 636,170 49 $ 1,292,836 100 |
December 31,2023 | % 10 1 1 18 1 1 - 9 1 1 8 1 - |
|---|---|---|---|---|
| AMOUNT $ 225,484 11,392 - 175,401 1,199 12,861 581 98,699 6,536 3,930 105,081 14,851 651 656,666 229,551 18,205 85,449 163,646 8,807 1,828 115,981 12,703 636,170 $ 1,292,836 |
AMOUNT $ 143,638 14,430 16,050 254,644 10,091 17,334 400 130,376 8,039 9,460 116,905 5,169 2,067 728,603 250,140 18,273 98,351 173,955 - 1,374 115,981 13,557 671,631 $ 1,400,234 |
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| 6 (1) 6 (2) 6 (3) 6 (4) and 8 6(19) 6 (5) 6 (5) and 7 6 (5) 6 (5) and 7 7 6 (6) 6 (3) and 8 6 (7) 6(8) and 8 6(9) and 7 6(10) and 8 6(11) 6(26) 8 |
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| 52 | ||||
| 18 1 7 13 - - 8 1 |
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| 48 | ||||
| 100 |
(continued)
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Tecom Co., LTD. and Subsidiaries CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 and 2023 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| Liabilities and Equity CURRENT LIABILITIES 2100 Short-term borrowings 2130 Contract liabilities - current 2150 Notes payable 2170 Accounts payable 2180 Accounts payable from related parties 2200 Other payables 2230 Current income tax liabilities 2250 Provisions for liabilities - current 2280 Lease liabilities - current 2320 Long-term liabilities - current portion 2399 Other current liabilities 21XX Total current liabilities Non-current liabilities 2540 Long-term borrowings 2550 Provisions for liabilities - non-current 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2600 Other non-current liabilities 25XX Total noncurrent liabilities 2XXX Total liabilities EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE PARENT Share capital 3110 Ordinary shares 3120 Preferred shares Capital reserve 3200 Capital reserve Retained earnings 3350 Accumulated deficit Other equity 3400 Other equity 3500 Treasury stock 31XX Equity attributable to shareholders of the parent 36XX NON - CONTROLLING INTERESTS 3XXX Total Equity SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS SIGNIFICANT SUBSEQUENT EVENTS 3X2X TOTAL LIABILITIES AND EQUITY |
Notes 6(12) and 8 6(19) 7 6(13) and 7 7 6(14) and 8 6(14) and 8 6(26) 7 6(15) 6(16) 6(17) 6(18) ( 6(16) ( 4 (3) 9 11 |
December 31,2024 December 31,2023 AMOUNT % AMOUNT % $ 270,000 21 $ 324,000 23 12,121 1 5,091 1 3,147 - 2,901 - 76,955 6 74,560 5 478 - 583 - 60,572 5 72,726 5 - - 6,792 1 5,301 - 5,046 - 8,710 1 8,933 1 200,000 15 200,000 14 8,724 1 7,292 1 646,008 50 707,924 51 - - - - 2,172 - 2,281 - 880 - 880 - 168,195 13 176,905 13 34,502 3 47,576 3 205,749 16 227,642 16 851,757 66 935,566 67 142,719 11 142,719 10 160,000 12 160,000 11 6,237 - 6,237 1 106,875 ) ( 8 ) ( 116,306 ) ( 8 ) 11,027 1 26,781 2 13,812 ) ( 1 ) ( 13,812 ) ( 1 ) 199,296 15 205,619 15 241,783 19 259,049 18 441,079 34 464,668 33 $ 1,292,836 100 $ 1,400,234 100 |
|---|---|---|
The accompanying notes are an integral part of the consolidated financial statements.
CEO: Tien, Ying-Juei
Accounting Manager: Wang, Yen-Li
Chairman: Liu, Chao-Kai
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Tecom Co., LTD. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2024 and 2023
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| Item 4000 Operating revenues 5000 Operating costs 5950 Gross profit, net Operating expenses 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Expected credit losses 6000 Total operating expenses 6900 Operating losses Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Financial costs 7060 Share of profit of associates and joint ventures accounted for using the equity method 7000 Total non-operating income and expenses 7900 Income (loss) before income tax 7950 Income tax expense 8200 Net income (loss) Other comprehensive income Not to be reclassified to profit or loss in subsequent periods 8311 Remeasurements of defined benefit plans 8316 Unrealized valuation gains or losses from equity instruments investments measured at fair value through other comprehensive income 8300 Other comprehensive income, net 8500 Total comprehensive income NET INCOME (LOSS) ATTRIBUTABLE TO 8610 Shareholders of the parent 8620 Non-controlling interests TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: 8710 Shareholders of the parent 8720 Non-controlling interests Losses per share 9750 Basic earnings per share 9850 Diluted earnings per share |
Notes 6(19) and 7 6(6) and 7 ( 6(24)(25) and 7 ( ( ( 12 (2) ( ( ( 6(20) 6(21) and 7 6(22) 6(23) ( 6(7) ( 6(26) ( 6(15) 6(3) ( ( ( ( ( 6(27) ( ( |
2024 |
|---|---|---|
| $ |
The accompanying notes are an integral part of the consolidated financial statements.
Chairman: Liu, Chao-Kai CEO: Tien, Ying-Juei
Accounting Manager: Wang, Yen-Li
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Tecom Co., LTD. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
December 31, 2024 and 2023 Unit: NT thousand
| Notes 2 0 2 3 Balance on January 1, 2023 Net loss for the year Other comprehensive income (loss) for the year 6 (3)(15) Total comprehensive income for the year Acquisition of the parent’s shares by the subsidiaries Disposal of financial assets at fair value through other comprehensive income 6 (3) Changes in non-controlling interests 4 (3) Balance on December 31, 2023 2 0 2 4 Balance on January 1, 2024 Net loss for the year Other comprehensive income (loss) for the year 6 (3)(15) Total comprehensive income for the year Disposal of financial assets at fair value through other comprehensive income 6 (3) Changes in non-controlling interests 4 (3) Balance on December 31, 2024 |
Notes | EquityAttributable to Shareholders oftheParent | EquityAttributable to Shareholders oftheParent | EquityAttributable to Shareholders oftheParent | EquityAttributable to Shareholders oftheParent | EquityAttributable to Shareholders oftheParent | EquityAttributable to Shareholders oftheParent | non-controlling interests |
non-controlling interests |
Total equity | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share | capital | Capital Reserve | Accumulated deficit |
Unrealized Gain (Loss) on Financial Assets at Fair value through other comprehensive income |
Treasury stock | Total | |||||||||||||
| Ordinary shares | Preferred Shares |
||||||||||||||||||
| $ 142,719 - - - - - - $ 142,719 $ 142,719 - - - - - $ 142,719 |
$ 160,000 - - - - - - $ 160,000 $ 160,000 - - - - - $ 160,000 |
$ 6,237 - - - - - - $ 6,237 $ 6,237 - - - - - $ 6,237 |
($ 124,694 ) ( 36,094 ) 130 ( 35,964 ) - 44,352 - ($ 116,306 ) ($ 116,306 ) ( 14,694 ) 4,568 ( 10,126 ) 19,557 - ($ 106,875 ) |
$ 40,604 - 30,529 30,529 - ( 44,352 ) - $ 26,781 $ 26,781 - 3,803 3,803 ( 19,557 ) - $ 11,027 |
($ 13,795 ) - - - ( 17 ) - - ($ 13,812 ) ($ 13,812 ) - - - - - ($ 13,812 ) |
$ 211,071 ( 36,094 ) 30,659 ( 5,435 ) ( 17 ) - - $ 205,619 $ 205,619 ( 14,694 ) 8,371 ( 6,323 ) - - $ 199,296 |
$ 263,948 15,903 - 15,903 ( 22 ) - ( 20,780 ) $ 259,049 $ 259,049 ( 2,154 ) - ( 2,154 ) - ( 15,112 ) $ 241,783 |
$ 475,019 ( 20,191 ) 30,659 10,468 ( 39 ) - ( 20,780 ) $ 464,668 $ 464,668 ( 16,848 ) 8,371 ( 8,477 ) - ( 15,112 ) $ 441,079 |
The accompanying notes are an integral part of the consolidated financial statements.
Chairman: Liu, Chao-Kai
CEO: Tien, Ying-Juei
Accounting Manager: Wang, Yen-Li
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Tecom Co., LTD. and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2024 and 2023
Unit: NT thousand
| Cash flows from operating activities: Loss before income tax Adjustments for: The profit or loss items: Depreciation expenses Amortization expenses Expected credit losses Interest expense Interest income Dividend income Share of profit of associates accounted for using equity method Net gains on financial assets at fair value through profit or loss Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss Contract assets Notes receivable Notes receivable from related parties Accounts receivable Accounts receivable from related parties Other receivables Other receivables from related parties Inventories Prepayments Other current assets Changes in operating liabilities Contract liabilities Notes payables Accounts payables Accounts payables to related parties Other payables Provisions for liabilities Other current liabilities Accrued pension liabilities Cash inflows generated from operations Interest received Interest paid Dividend received Income tax paid Net cash inflows from operating activities |
Notes 2024 2023 ( $ 16,963 ) ( $ 14,409 ) 6(8)(9)(10)(24) 25,188 24,713 6(11)(24) 1,675 2,252 12(2) 2,264 142 6(23) 17,023 22,152 6(20) ( 4,638 ) ( 11,939 ) 6(21) ( 8,440 ) ( 6,806 ) 6(7) ( 1,206 ) ( 2,511 ) 6(2)(22) ( 492 ) ( 474 ) 3,530 ( 3,463 ) 8,892 ( 10,091 ) 4,473 9,130 ( 181 ) 1,820 29,413 23,029 1,503 3,958 1,376 ( 7,957 ) - ( 5 ) 11,824 75,307 ( 9,682 ) ( 63 ) 1,416 ( 670 ) 7,030 699 246 ( 241 ) 2,395 ( 41,203 ) ( 105 ) ( 763 ) ( 10,593 ) 3,368 146 1,644 1,432 318 ( 8,838 ) ( 8,634 ) 58,688 59,303 4,988 12,761 ( 17,108 ) ( 22,607 ) 9,713 7,941 ( 2,871 ) ( 5,943 ) 53,410 51,455 |
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(continued)
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Tecom Co., LTD. and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2024 and 2023
Unit: NT thousand
| Cash flows from investing activities: Decrease in financial assets at amortized cost Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of property, plant and equipment Acquisition of intangible assets Increase (decrease) in guaranteed deposit paid Net cash flows generated from investing activities Cash flows from financing activities: Increase in short term borrowings Decrease in short term borrowings Increase in guaranteed deposit received Repayment of principal portion of lease liabilities Cash dividend paid to minority shareholders Net cash flows used in in financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year |
Notes 2024 2023 $ 79,243 $ 40,437 40,441 263,488 6(28) ( 7,793 ) ( 11,891 ) 6(11) ( 2,129 ) ( 982 ) 67 ( 683 ) 109,829 290,369 6(29) 1,868,000 2,964,000 6(29) ( 1,922,000 ) ( 3,395,000 ) 6(29) ( 12,613 ) ( 12,434 ) 6(29) ( 15,112 ) ( 20,780 ) - ( 39 ) ( 81,393 ) ( 463,490 ) 81,846 ( 121,666 ) 6(1) 143,638 265,304 6(1) $ 225,484 $ 143,638 |
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The accompanying notes are an integral part of the consolidated financial statements.
Chairman: Liu, Chao-Kai CEO: Tien, Ying-Juei
Accounting Manager: Wang, Yen-Li
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Tecom Co., LTD. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2024 and 2023
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT AS OTHERWISE INDICATED)
1. HISTORY AND ORGANISATION
Tecom Co., LTD. (the “Company”) was incorporated in Republic of China (R.O.C.). The Company and its subsidiaries (collectively referred herein as the “Group”) are primarily engaged in research, development, manufacture and sales of private branch exchange (PBX) systems and its components and peripherals, as well as agency sales of mobile phone related products. Th e Company is held by TECO Electric & Machinery Co., Ltd. with 63.52% of the shares, which is the ultimate parent company of the Group.
2. APPROVAL DATE AND PROCEDURES OF THE CONSOLIDATED FINANCIAL STATEMENTS
These consolidated financial statements were authorized for issuance by the Board of Directors on March 5, 2025.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
(1). Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards accounting standards ( “ IFRS accounting standards ” ) as endorsed by the Financial Supervisory Commission ( “ FSC ” )
New standards, interpretations and amendments endorsed by the FSC effective from 202 4 are as follows:
| New Standards, Interpretations and Amendments Amendments to IFRS 16 “Lease Liability in Sale and Leaseback” Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 1 “Non-current Liabilities with Covenants Amendments to IAS 7 and IFRS 7 “Supplier Finance Arrangements” |
Effective date by International Accounting Standards Board |
|---|---|
| January 1, 2024 January 1, 2024 January 1, 2024 January 1, 2024 |
The above standards and interpretations have no significant impact on the Group’s financial condition and financial performance based on the Group’s assessment.
(2). Effect of new issuances of or amendments to IFRS accounting standards that came into effect as endorsed by the FSC but not yet adopted by the Group
New standards, interpretations and amendments that came into effect as endorsed by the FSC effective from 2025 are as follows:
| effective from 2025 are as follows: | |
|---|---|
| New Standards, Interpretations and Amendments Amendments to IAS 21 “Lack of Exchangeability” |
Effective date by International Accounting Standards Board |
| January 1, 2025 |
The above standards, interpretations and amendments have no significant impact on the Group’s financial condition and financial performance based on the Group’s assessment.
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(3). IFRS accounting standards issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRS accounting standards as endorsed by the FSC are as follows:
Effective date by International New Standards, Interpretations and Amendments Accounting Standards Board January 1, 2026 Amendments to IFRS 9 and IFRS 7 “Classification and Measurement of Financial Instruments”
Amendments to IFRS 9 and IFRS 7 “Contracts Referencing Nature-dependent Electricity”[January 1, 2026 ] Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor To be determined by IASB and its Associate or Joint Venture” Amendments to IFRS 17 “Insurance Contract” January 1, 2023 Amendments to IFRS 17 January 1, 2023 Amendments to IFRS 17 "Initial Application of IFRS 17 and IFRS 9 - Comparative January 1, 2023 Information" IFRS 18 “Presentation and Disclosure in Financial Statements” January 1, 2027 IFRS 19 “Subsidiaries without Public Accountability” January 1, 2027 Annual Improvements to IFRS Accounting Standards—Volume 11 January 1, 2026
Except for those explained as follows, the above standards, interpretations and amendments have no significant impact on the Group’s financial condition and financial performance based on the Group’s assessment.
(1) Amendments to IFRS 9 and IFRS 7 “ Classification and Measurement of Financial Instruments ”
The amendments are explained as follows respectively:
The amendments update the disclosures for equity instruments designated at fair value through other comprehensive income (FVOCI), which requires an entity to disclose the fair value information on equity instruments designated at FVOCI on a category basis, instead of target by target. Besides, in the gain or loss presented in other comprehensive income during the period, the fair value gain or loss that relates to investments derecognized in the per iod and the fair value gain or loss that relates to investments held at the end of the period shall be presented separately, as well as the accumulated gains or losses transferred to equity during the period for derecognition of investments during the reporting period.
(2) IFRS 18 “ Presentation and Disclosure in Financial Statements ”
IFRS 18 “Presentation and Disclosure in Financial Statements” will replace IAS 1, and update the structure of statements of comprehensive income, increase the disclosure of management -defined performance measures, and enhance guidance on the principles of aggregation and disaggregation in the primary financial statements or in the notes.
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4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Unless otherwise stated, the principal accounting policies applied in the preparation of these consolidated financial statements set out below have been consistently applied to all the periods presented.
(3) Compliance statement
The accompanying consolidated financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the FSC (collectively, referred herein as the “IFRS accounting standards”).
(4) Basis of preparation
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A.Except for the following items, these consolidated financial statements have been prepared under the historical cost convention
: -
(a) Financial assets at fair value through profit or loss
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(b) Financial assets at fair value through other comprehensive income.
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(c) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.
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B.The preparation of financial statements in conformity with IFRS accounting standards requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting polici es. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
(5) Basis of consolidation
A.Basis for preparation of consolidated financial statements
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(a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable re turns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses contr ol of the subsidiaries.
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(b) Transactions, balances and unrealized gains and losses between companies within the Group have been eliminated. The accounting policies of subsidiaries have been adjusted as necessary to be consistent with the policies adopted by the Group.
-
(c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non -controlling interests even if this results in the noncontrolling interests having a deficit balance.
-
(d) If the changes in the shares of the subsidiaries do not result in a loss of control (transactions with non-controlling interests), they are treated as equity transactions, that is, transactions between the owners. The difference between the adjustment amount of non-controlling interests and the fair value of the consideration paid or receivable is recognized directly in equity.
-
(e) When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial reco gnition of the associate or joint venture. Any difference between fair value and carrying amount is recognized in profit or loss. The accounting principles of all amounts previously recognized in other comprehensive income in relation to the subsidiary sha ll be as same as the basis of dispose of related assets or liabilities, which means any gain or loss previously recognized as other comprehensive income upon disposal of the related assets or liabilities will be reclassified to profit or loss when control of the subsidiary is lost.
~17~
B.Subsidiaries included in the consolidated financial statements:
| Investor Name |
Subsidiary Name Main Business Activities Baycom Opto- Electronics Technology Co., Ltd. Research, manufacture and sales of optical fiber communication systems and optical fibers, optical fiber cables and their components Wu Han Tecom Co., Ltd. Technology development, production, sales and technical service business of communication network information related products |
Ownership (%) December 31, 2024 December 31, 2023 43.76 43.76 100.00 100.00 |
Explanation Note |
|---|---|---|---|
| Tecom Co., LTD. Tecom Co., LTD. |
Notes : As of December 31, 2024 and 2023, the Company had full board seats of Baycom Opto - Electronics Technology Co., Ltd. and had control power. Although it did not directly or indirectly hold more than half of the voting shares, it was regarded as a subsidiary.
-
3.Subsidiaries not included in the consolidated financial statements: None.
-
4.Adjustments for subsidiaries with different balance sheet dates: None.
-
5.Significant restrictions: None.
-
6.Subsidiaries that have non-controlling interests that are material to the Group
:
The total non-controlling interest of the Group as of December 31, 2024 and 2023 was respectively was respectively$241,782 and $259,049. The information on non -controlling interest and respective subsidiaries is as follows:
| Subsidiary Names Baycom Opto- Electronics Technology Co., Ltd. |
Principal Place of business Taiwan |
Non-controlling interest December 31, 2024 December 31, 2023 Amount Ownership (%) Amount Ownership (%) Note $241,783 56.24% $259,049 56.24% |
|---|---|---|
Amount $241,783 |
Summarized financial information of the subsidiary :
Balance sheets
| Current assets Non-current assets Current liabilities Non-current liabilities Total net assets |
Baycom Opto-Electronics Technology Co., Ltd. December 31, 2024 December 31, 2023 $ 298,988 $ 349,788 157,266 162,428 ( 25,586) ( 44,160) ( 729) ( 7,414) $ 429,939 $ 460,642 |
|---|---|
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Statements of comprehensive income
| Statements of comprehensive income | ||
|---|---|---|
| Revenue Net profit (loss) before tax Income tax benefit (expense) Net profit (loss), current Other comprehensive income (loss), net of tax Total comprehensive income (loss) for the period Total comprehensive income (loss) attributable to non-controlling interests Dividends paid to non-controlling interests Statements of cash flows Net cash inflows generated by operating activities Net cash inflows (outflows) generated By (used in) investing activities Net cash outflows used in financing activities Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period Net cash flows from financing activities |
Baycom Opto-Electronics Technology Co., Ltd. 2024 2023 $ 136,810 $ 257,532 ( 3,946) 34,061 115 ( 5,782) ( 3,831) 28,279 - - ($ 3,831) $ 28,279 ($ 2,154) $ 15,903 $ 15,112 $ 20,780 Baycom Opto-Electronics Technology Co., Ltd. 2024 2023 $ 17,533 $ 61,685 13,315 ( 129,185) ( 33,435) ( 58,349) ( 2,587) ( 125,849) 109,592 235,441 $ 107,005 $ 109,592 |
|
| $ 61,685 ( 129,185) ( 58,349) ( 125,849) 235,441 $ 109,592 |
- (4). Foreign currency translation
The financial statements of each individual consolidated entity were expressed in the currency which reflected its primary economic environment (functional currency).The consolidated financial statements are presented in New Taiwan Dollars, which is the Co mpany’s functional and the Group’s presentation currency.
Foreign currency transactions and balances
-
1.Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of suc h transactions are recognized in profit or loss in the period in which they arise.
-
2.Monetary assets and liabilities denominated in foreign currencies at the period end are retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re - translation at the balance sheet date are recognized in profit or loss.
-
3.Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in profit or loss. No n-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re - translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.
-
4.All foreign exchange gains and losses are presented in the statement of comprehensive income within “other gains and losses”.
~19~
-
(5). Classification of current and non - current items
-
1.Assets that meet one of the following criteria are classified as current assets; otherwise, they are classified as non-current assets:
-
(1) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;
-
(2) Assets held mainly for trading purposes;
-
(3) Assets and liabilities to be realized within the next twelve months;
-
(4) Cash or cash equivalents, except those that are restricted to exchanging or settling liabilities within at least twelve months after the date of the balance sheet;
-
The Group classifies all assets not meeting the above criteria as non -current assets.
-
2.Liabilities that meet one of the following criteria are classified as current liabilities; otherwise, they are classified as non-current liabilities:
-
(1) Liabilities that are expected to be settled within the normal operating cycle;
-
(2) Liabilities arising mainly from trading purposes;
-
(3) Those expected to be settled within twelve months after the balance sheet date;
-
(4) The Group does not have the right to defer settlement of the liability for at least twelve months after the reporting period.
The Group classifies all liabilities not meeting the above criteria as non -current liabilities.
- (6). Cash equivalents
Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the above criteria and are held for the purpos e of meeting short-term cash commitment in operations are classified as cash equivalents.
-
(7). Financial assets at fair value through profit or loss
-
1.Financial assets at fair value through profit or loss are financial assets that are not measured at amortized cost or fair value through other comprehensive income.
-
2.On a regular way purchase or sale basis, financial assets at fair value through profit or loss are
- recognized and derecognized using trade date accounting.
-
3.At initial recognition, the Group measures the financial assets at fair value , and recognizes relevant transaction costs in profit or loss. The Group subsequently measures the financial assets at fair value, and the gains or losses are recognized in profit or loss.
-
Dividends are recognized in profit or loss as dividend revenue when the Group’s right to receive payment of the dividend is established, it is probable that the economic benefits associated with the dividend will flow to the Group, and the amount of the dividend can be measured reliably.
-
(8). Financial assets at fair value through other comprehensive income
-
1.Financial assets at fair value through other comprehensive income are equity instruments which are not held for trading, and for which the Group has made an irrevocable election at initial recognition to recognize changes in fair value in other comprehen sive.
-
2.A regular way purchase or sale of financial assets at fair value through other comprehensive income are recognized and derecognized, as applicable, using trade date accounting.
-
At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value. The changes in fair value of equity instruments are recognized in other comprehensi ve income. The cumulative gain or loss recognized in other comprehensive income shall not be reclassified to profit or loss upon derecognition, but instead shall be transferred to the “retained earnings” item. Dividends are recognized in profit or loss as dividend revenue when the Group’s right to receive payment of the dividend is established, it is probable that the economic benefits associated with the dividend will flow to the Group, and the amount of the dividend can be measured reliably.
~20~
-
(9). Financial assets at amortized cost
-
1.Financial assets at amortized cost are those that meet all of the following criteria:
- (1) The objective of the Group’s business model is achieved by collecting contractual cash flows. (2) The assets’ contractual cash flows represent solely payments of principal and interest.
-
2.A regular way purchase or sale of financial assets at amortized cost are recognized and derecognized, as applicable, using trade date accounting.
-
3.At initial recognition, the Group measures the financial assets at fair value plus transaction costs, and subsequently recognizes interest income by effective interest rate method based on amortization procedures during the outstanding period. A gain or loss is recognized in profit or loss when the asset is derecognized or impaired.
-
4.The Group’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.
-
5.The bank deposit which is subject to restriction on use does not meet the definition of cash and cash equivalents, and is classified as financial assets measured at amortized cost.
-
(10). Accounts and notes receivable
-
1.Accounts and notes receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.
-
2.The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
(11). Impairment of financial assets
At each balance sheet date, the Group shall assess whether the credit risk on financial assets at amortized cost and lease payments receivables has increased significantly since initial recognition. The Group shall consider all the reasonable and provable information (including foreseeing information). If the credit risk on the financial assets has not increased significantly since initial recognition, the Group shall measure the loss allowance for that instrument at an amount equal to 12-month expected credit losses. If the credit risk on a financial instrument has increased significantly since initial recognition, the Group shall measure the loss allowance for that instrument at an amount equal to lifetime expected credit losses. For those accounts receivables or contract assets not containing significant financing component, the Group shall measure the loss allowance at an amount equal to lifetime expected credit losses.
– (12). Leasing arrangements operating lease
Lease income from an operating lease net of any incentives given to the lessee is recognized in profit or loss on a straight -line basis over the lease term.
(13). Inventories
Inventories are measured at the lower of cost and net realizable value. Cost is determined using the weighted-average method. The cost of finished goods and work in progress comprises raw materials, direct labor, other direct costs and related production o verheads. It excludes borrowing costs. The item-by-item approach is used in applying the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale.
~21~
(14). Investments accounted for under the equity method - associates
-
1.Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognized at cost.
-
An investment in an associate is adjusted thereafter to recognize the Group’s share of profit or loss and other comprehensive income of the associate in profit or loss and other comprehensive income accordingly. If the Group’s share of losses of an asso ciate equals or exceeds its interest in the associate (including any receivables without collaterals), the Group discontinues recognizing its share of further losses. After the Company’s interest is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Company has incurred legal or constructive obligations or made payments on behalf of the associate.
-
3.When changes in an associate’s equity do not arise from profit or loss or other comprehensive income of the associate and such changes do not affect the Group’s ownership percentage of the associate, the Group recognizes change in ownership interests in the associate in ‘capital reserve’ in proportion to its ownership.
-
4.The Group’s share of unrealized profits or losses arising from transactions between the Group and associates are eliminated. Unless transactions provide evidence of an impairment loss of the assets transferred, the unrealized losses shall be eliminated a s well. Appropriate adjustments of accounting policies of the associates have been made to be uniform with the accounting policies of the Group.
-
5.When the Group disposes of an associate, if the Group loses significant influence of the associate, the amount previously recognized in other comprehensive income which relates to the associate, the accounting treatment shall be the same as disposal of t he related assets and liabilities. That is, if a gain or loss previously recognized in other comprehensive income by the Group would be reclassified to profit or loss on the disposal of the related assets or liabilities, the Group reclassifies the gain or loss to profit or loss. If the Group still has significant influence over the associate, the Group shall only reclassify to profit or loss the proportion of the gain or loss that had previously been recognized in other comprehensive income relating to that reduction in ownership interest
(15). Property, plant and equipment
-
1.Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.
-
2.Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measure d reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
-
Property, plant and equipment shall be depreciated over estimated useful life by straight -line method under cost model. Each component of property, plant and equipment that is significant in relation to the total cost of the item is depreciated separately.
-
The residual value ,the useful life, and depreciation method of an item of property, plant, and equipment shall be reviewed at each financial year-end and, if expectations of residual value and useful live differ from previous estimates, or there are significant changes in the pattern in which the asset’s future economic benefits are expected to be consumed, the changes shall be accounted for as a change in an accounting estimate in accordance with IAS 8 “A ccounting Policies, Changes in Accounting Estimates and Errors. ” The estimated useful lives of property, plant and equipment are as follows:
Buildings and structures 25 ~ 55 years Machinery equipment 3 ~ 5 years Test equipment 3 ~ 5 years Other equipment 2 ~ 5 years
~22~
(16). Lessee ' s lease transactions - Right - of - use Assets / Lease liabilities
-
1.The Group recognizes right-of-use assets and lease liabilities for all leases at the inception of the lease. When a lease contract is a short -term lease or a lease of a low-value underlying asset, the lease payments are recognized as an expense on a straight -line basis over the lease term.
-
2.Lease liabilities are recognized at the present value of the lease payments outstanding at the inception of the lease, discounted at the Group's incremental borrowing rate of interest. Lease payments are fixed rental payments.
-
3.Right-of-use assets are recognized at cost at the inception of the lease, which is the original measurement of lease liabilities and any original direct costs incurred.
-
Right-of-use assets are measured by cost model subsequently. The Group shall depreciate the right-of-use assets from the commencement date to the earlier of the useful life of the right - of-use asset or the end of the lease term. When re -evaluating lease liabilities, any remeasurement amounts of lease liabilities shall be adjusted accordingly with the right -of-use asset.
(17). Investment properties
Investment property is recognized at acquisition cost and subsequently measured using the cost model. Except for land, depreciation is provided on a straight -line basis over the estimated useful lives of 10~50 years.
- (18). Intangible assets
Intangible assets including computer software and technology are amortized on a straight -line basis over its estimated useful life of 1 to 3 years.
(19). Impairment of non - financial assets
If any indication an asset may be impaired is present, the Group shall assess the recoverable amount of the asset at the balance sheet date. If the recoverable amount of the asset is less than it carrying amount, impairment loss shall be recognized. Recove rable amount is the higher of the asset’s net fair value and its value in use. If the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss shall be reversed. The increased carrying amount of an asset attributable t o a reversal of an impairment loss shall not exceed the carrying amount that would have been determined , net of amortization or depreciation, had no impairment loss been recognized for the asset in prior years.
(20). Borrowings
-
1.Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognized initially at fair value, net of transaction costs incurred. Subsequently, any difference between the proceeds, net of transaction costs, and the redemption value is recognized in profit or loss over the period of the borrowings as interest expenses using the effective interest method.
-
When it is likely that some or all of the credit limit will be drawn down, the cost incurred at the establishment of the limit is recognized as transaction costs of the loan and deferred to be recognized as an adjustment to the effective interest rate w hen advances are made; when it is unlikely that some or all of the credit limit will be drawn down, the cost is recognized as a prepayment and amortized over the period related to the limit.
(21). Notes and accounts payables
-
1.Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non -operating activities.
-
2.The short-term notes and accounts payables without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
~23~
(22). Derecognition of financial liabilities
A financial liability is derecognized when the obligation specified in the contract is either discharged or cancelled or expires.
- (23). Provisions
Provisions (including warranty and decommissioning liabilities) are recognized when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date, which is discounted using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to passage of time is recognized as interest expense. Provisions are not re cognized for future operating losses.
-
(24). Employee benefits
-
1.Short-term employee benefits
Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognized as expense in that period when the employees render service.
-
2.Pensions
-
(1) Defined contribution plans
For defined contribution plans, the contributions are recognized as pension expense when they are due on an accrual basis. Prepaid contributions are recognized as an asset to the extent of a cash refund or a reduction in the future payments.
- (2) Defined benefit plans
- A. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The liability recognized in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The net defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of high -quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension liability; when there is no deep market in high -quality corporate bonds, the Group uses interest rates of government bonds (at the balance sheet date) instead.
- B. Remeasurements arising on defined benefit plan are recognized in other comprehensive income in the period in which they arise and are recorded as retaining earnings.
-
Employees’ compensation and directors’ and supervisors’ remuneration
- Employees’ compensation and directors’ and supervisors’ remuneration are recognized as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference betw een the resolved amounts and the subsequent actual distributed amounts is accounted for as changes in estimates.
-
(25). Income tax
-
1.The tax expense for the period comprises current and deferred tax. Tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income or items recognized directly in equity, in which cases the tax is recognized in other comprehensive income or equity.
-
2.The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically eval uates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to
~24~
be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the shareholders meeting resolves the earning distribution.
-
Deferred income tax is recognized, using the balance sheets liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred inc ome tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction that at the time of the transaction affects neither accounting nor taxable profit (or loss) , and does not give rise to equal taxable and deductible temporary differences. Deferred income tax is provided on temporary differences arising on investments in subsidiaries, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary di fference will not reverse in the foreseeable future. Deferred income tax is determined using tax rates (or tax law) that have been enacted or substantially enacted by the end of the balance sheet date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled.
-
Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. At the end of the balance sheet date, unrecognized and recognized defe rred income tax assets are reassessed.
-
Current income tax assets and liabilities are offset and the net amount is reported in the balance sheets when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset on the balance sheets when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the s ame taxation authority on either the same entity or different entities that intend to settle on a net basis or realize the asset and settle the liability simultaneously.
-
A deferred tax asset shall be recognized for the carryforward of unused tax credits to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilized.
(26). Share capital
-
1.Ordinary shares are classified as equity. The classification of preferred shares is based on the evaluation of the specific rights attached to the preferred shares in relation to the substance and definition of the contractual agreement and financial lia bilities and equity instruments. When the basic characteristics of financial liabilities are displayed, they are classified as liabilities, otherwise they are classified as equity. The net amount after deducting income tax from the increase in costs direct ly related to the issuance of new shares is listed in equity as a price deduction.
-
When the Company repurchases the issued shares, the consideration paid shall be recognized as a reduction of shareholders’ equity after netting off any directly attributable incremental costs. When the repurchased shares are reissued, the difference bet ween the sales proceeds received and the carrying amount, net of any directly attributable incremental costs and any related income taxes, shall be recognized as an adjustment to equity.
(27). Revenue recognition
-
1.Sales of goods
-
(1) The Group is engaged in manufacture and sales of business communication systems, smart electromechanical and optical fiber related products. Sales are recognized when control of the products has been transferred, when the products are delivered to the customer, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract, or the Group has objective evidence that all criteria for acceptance have been satisfied.
-
(2) Sales revenue is recognized based on the price specified in the contract, net of the estimated sales discounts. Historical experience is usually used to estimate the sales discounts. Revenue is recognized only to the extent that it is highly probable that a significant reversal in the amount will not occur, and shall be re -estimated at each
~25~
balance sheet date. A refund liability is recognized at expected sales discounts payable to customers in relation to sales made until the end of the reporting period. The sales are made mainly with a credit term of open account 30 to 120 days. As the time interval between the transfer of committed goods or services and the payment of customer does not exceed one year, the Group does not adjust the transaction price to reflect the time value of money.
-
(3) The Group’s obligation to provide a repair for faulty products under the standard warranty terms is recognized as a provision when sales are made.
-
(4) An accounts receivable is recognized when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
-
(5) Customer shall pay the contract price according to the payment terms agreed upon. If the customer pays in advance before the transfer of goods control, it shall be recognized as a contract liability and recognized as revenue after the transfer of goods control.
-
2.Costs of obtaining contracts with customers
Although the incremental costs incurred in obtaining customer contracts are expected to be recoverable, as the related contract period is less than one year, such costs are expensed upon occurrence.
- (28). Government grants
Government grants shall be recognized at fair value when there is reasonable assurance that the Group will comply with the conditions attaching to them, and that the grants will be received. Government grants shall be recognized in profit or loss on a syst ematic basis over the periods in which the Group recognizes as expenses the related cost for which the grants are intended to compensate.
- (29). Operating segments
Operating segments are reported in a manner consistent with the internal management reports provided to the chief operating decision -maker. The chief operating decision-maker is responsible for allocating resources and assessing performance of the operatin g segments.
5. CRITICAL ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS ON UNCERTAINTY
When preparing these consolidated financial statements, the management has exercised its judgment to determine the accounting policies adopted and has made accounting estimates and assumptions based on reasonable expectations of future events, considering the circumstances as of the balance sheet date. Significant accounting estimates and assumptions may involve inherent uncertainties and could differ from actual results. The management will continue to evaluate and adjust these estimates and assumptions ba sed on historical experience and other factors. Such estimates and assumptions carry a risk of significant adjustments to the carrying amounts of assets and liabilities in the next financial year. Please refer to the following explanation regarding the unc ertainties associated with significant accounting judgments, estimates, and assumptions:
(1) Critical judgments in applying the Group ’s accounting policies
None.
(2) Critical accounting estimates and assumptions
Evaluation of inventories
As inventories are stated at the lower of cost and net realizable value, the Group must determine the net realizable value of inventories on balance sheet date based on judgments and estimates. Due to the rapid technology innovation, the Group evaluates th e amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net realizable value.
As of December 31, 2023 the carrying amount of the Group’s inventories was $105,081.
~26~
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
Cash on hand Checking accounts and demand deposits Time deposits Deposits in transit
| December 31, 2024 $ 194 112,359 101,508 11,423 $ 225,484 |
December 31, 2023 |
|---|---|
$ 377 31,955 111,306 - $ 143,638 |
-
1.The Group transacts with a variety of financial institutions with high credit quality for the purpose of dispersing credit risk, so it expects that the probability of counterparty default is low.
-
2.The information of cash classified as "Financial assets at amortized cost" due to restrictions on use is stated in Note 8.
(2) Financial assets at fair value through profit or loss
| Assets Current items: Financial assets mandatorily measured at fair value through profit or loss Beneficiary certificates Fair value adjustments |
December 31, 2024 $ 11,365 27 $ 11,392 |
December 31, 2023 |
|---|---|---|
$ 13,972 458 $ 14,430 |
Amounts recognized in profit in relation to financial assets at fair value through profit or loss are listed below:
| Financial assets and mandatorily measured at fair value through profit or loss Beneficiary certificates |
2024 $ 492 |
2023 |
|---|---|---|
| $ 474 |
~27~
(3) Financial assets at fair value through other comprehensive income
| Items Current items: Equity instruments Listed and OTC stocks Fair value adjustments subtotal Non-current items: Equity instruments Listed and OTC stocks Emerging market stocks Unlisted ,non-OTC stocks, and stocks in emerging market Fair value adjustments subtotal Total |
December 31, 2024 $ - - - 200,024 18,415 87 218,526 11,025 229,551 $ 229,551 |
December 31, 2023 |
|---|---|---|
$ 16,562 ( 512) 16,050 200,024 - 22,823 222,847 27,293 250,140 $ 266,190 |
-
1.The Group has elected to classify equity investments that are considered to be strategic investments as financial assets at fair value through other comprehensive income. As of December 31, 2024 and 2023 the fair value above is respectively $229,551 and $266,190.
-
Amounts recognized in profit or loss and comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:
| 2024 Equity instruments at fair value through other comprehensive income Changes in fair value recognized in other comprehensive income (loss) $ 3,803 Accumulated gains transferred to retained earnings due to derecognition $ 19,557 Dividend income recognized in profit or loss Those held at the end of the current period $ 8,440 |
2023 |
|---|---|
| $ 30,529 $ 44,352 $ 8,440 |
- 3.Details of the Group’s financial assets at fair value through other comprehensive income pledged to others are provided in Note 8.
~28~
(4) Financial assets at amortized cost
| Items Current items: Demand deposit Time deposits Total |
December 31, 2024 $ 23,512 151,889 $ 175,401 |
December 31, 2023 |
|---|---|---|
$ 22,667 231,977 $ 254,644 |
- 1.Amounts recognized in profit or loss in relation to financial assets at amortized cost are listed below:
| Interest income | 2024 $ 2,572 |
2023 |
|---|---|---|
| $ 8,950 |
-
2.Without considering other credit enhancements, the amounts most representing the maximum credit risk exposure of financial assets at amortized cost as of December 31, 2024 and 2023 are $175,401 and $254,644, respectively.
-
Please refer to Note 8 for the details of the financial assets measured at amortized cost pledged as collaterals as of December 31, 2024 and 2023.
-
4.As the counterparty of the Group's investment in time deposits are financial institutions of good credit quality, the default risk is expected to be extremely low.
(5) Notes and Accounts receivable (including from related party)
| Notes receivable Notes receivable from related party Less: Loss allowance Accounts receivable Accounts receivable from related party Less: Loss allowance |
December 31, 2024 $ 12,861 581 - $ 13,442 $ 101,673 6,536 ( 2,974) $ 105,235 |
December 31, 2023 |
|---|---|---|
$ 17,334 400 - $ 17,734 $ 131,078 8,039 ( 702) $ 138,415 |
~29~
1.The aging analysis of notes and accounts receivable is as follows:
| December 31, 2024 Accounts receivable Notes receivable Not past due $ 95,982 $ 13,442 Less than 30 days past due 3,364 - Between 31 and 90 days past due 1,841 - Between 91 and 180 days past due 4,074 - More than 181 days past due 2,948 - $ 108,209 $ 13,442 |
December 31, 2023 Accounts receivable Notes receivable $ 129,603 $ 17,734 5,903 - 1,494 - 1,900 - 217 - $ 139,117 $ 17,734 |
December 31, 2023 Accounts receivable Notes receivable $ 129,603 $ 17,734 5,903 - 1,494 - 1,900 - 217 - $ 139,117 $ 17,734 |
|---|---|---|
Accounts receivable $ 129,603 5,903 1,494 1,900 217 $ 139,117 |
||
| $ 17,734 - - - - $ 17,734 |
The aging analysis is based on the number of days overdue.
-
The accounts receivables and notes receivables as of December 31, 2024 and 2023 were due to the contracts with customers. As of January 1, 2023, the balance of account receivables from contracts with customers was $194,786.
-
Without considering other credit enhancements, the amounts most representing the maximum credit risk exposure of notes receivables as of December 31, 2024 and 2023 are $13,442 and $17,734, respectively. The amounts most representing the maximum credit risk exposure of accounts receivables as of December 31, 2024 and 2023 are $105,235 and $138,415, respectively.
-
4.Please refer to Note 12(2) for the information on the credit risk of accounts and notes receivables.
(6) Inventories
| Merchandise Finished goods Work in process Raw materials Merchandise Finished goods Work in process Raw materials |
December 31, 2024 | |
|---|---|---|
Cost $ 2,270 87,010 9,453 66,925 $ 165,658 |
||
Cost $ 15 82,512 8,113 78,416 $ 169,056 |
Loss allowance $ - ( 31,922) ( 590) ( 19,639) ($ 52,151) |
Inventory costs recognized as expenses or losses are as follows:
| Inventory costs recognized as expenses | or losses are as follows: | |
|---|---|---|
| Cost of inventories sold Maintenance costs Construction cost Inventory valuation losses Others |
2024 $ 414,527 601 3,977 8,127 13,363 $ 440,595 |
2023 |
| $ 557,877 846 12,264 10,410 13,629 $ 595,026 |
~30~
(7) Investments accounted for using equity method
At January 1 $ Share of profit or loss of investments accounted for using equity method Earnings distribution of investments accounted for using equity method ( At December 31 $ Associate :Tecnos International Consulting Co., Ltd. Teco Tour Travel Service co., ltd. Taian Technology Sdn. Bhd. A-Tel Inc. E-Joy International Co., Ltd. |
2024 18,273 1,206 1,274) 18,205 December 31, 2024 $ 9,752 1,555 3 - 6,895 $ 18,205 |
2023 |
|---|---|---|
| $ 16,896 2,511 ( 1,134) $ 18,273 December 31, 2023 |
||
$ 9,841 1,650 3 - 6,779 $ 18,273 |
-
The Group has no individual significant associate.
-
2.Aggregate information of the carrying amounts and operation results of the Group's individual insignificant associates was as follows:
| Loss from continuing operations Other comprehensive income (net after tax) Total comprehensive loss for the year |
2024 ($ 5,470) - ($ 5,470) |
2023 |
|---|---|---|
| ($ 6,673) - ($ 6,673) |
(8) Property, plant and equipment
Buildings and structures At January 1 Cost $ 178,965 Accumulated depreciation and impairment ( 104,795) $ 74,170 At January 1 $ 74,170 Additions - Reclassifications ( 9,364) Depreciation expense ( 2,665) At December 31 $ 62,141 At December 31 Cost $ 156,749 Accumulated depreciation and impairment ( 94,608) $ 62,141 Buildings and structures At January 1 Cost $ 178,965 Accumulated depreciation and impairment ( 101,573) $ 77,392 At January 1 $ 77,392 |
2024 | Total $ 216,653 ( 118,302) $ 98,351 $ 98,351 7,104 ( 9,364) ( 10,642) $ 85,449 $ 194,099 ( 108,650) $ 85,449 Total $ 205,019 ( 112,924) $ 92,095 $ 92,095 |
|||
|---|---|---|---|---|---|
| Machinery equipment $ 17,843 ( 4,981) $ 12,862 $ 12,862 263 - ( 2,282) $ 10,843 $ 15,446 ( 4,603) $ 10,843 |
Test equipment $ 483 ( 162) $ 321 $ 321 3,452 - ( 191) $ 3,582 $ 3,935 ( 353) $ 3,582 2023 |
Other equipment $ 19,362 ( 8,364) $ 10,998 $ 10,998 3,389 - ( 5,504) $ 8,883 $ 17,969 ( 9,086) $ 8,883 |
|||
| Machinery equipment $ 11,751 ( 5,152) $ 6,599 $ 6,599 |
Test equipment $ 350 ( 56) $ 294 $ 294 |
Other equipment $ 13,953 ( 6,143) $ 7,810 $ 7,810 |
~31~
| Additions - Depreciation expense ( 3,222) At December 31 $ 74,170 At December 31 Cost $ 178,965 Accumulated depreciation and impairment ( 104,795) $ 74,170 |
8,624 ( 2,361) $ 12,862 $ 17,843 ( 4,981) $ 12,862 |
133 ( 106) $ 321 $ 483 ( 162) $ 321 |
8,208 ( 5,020) $ 10,998 $ 19,362 ( 8,364) $ 10,998 |
16,965 ( 10,709) $ 98,351 |
|---|---|---|---|---|
$ 216,653 ( 118,302) $ 98,351 |
-
1.The major components of the building and construction of the Group are buildings, which are depreciated over 55 years, and the rest are decoration projects, which are depreciated over 25 years.
-
2.Please refer to Note 8 for the information on property, plant and equipment pledge as collaterals.
-
(9) Lease transactions - lessee
-
The underlying assets leased by the Group include land, buildings and business vehicles, etc., and the lease periods after considering the extension options and the period of the contract are usually from 1 to 23 years. The lease contracts are negotiated individually and include various terms and conditions. In addition to the leased assets not being used as collateral for borrowing, there are no other restrictions.
-
The lease period of part of the buildings and equipment does not exceed 12 months, and the underlying assets of the lease payments for assets of low value are copy machines, etc.
-
The carrying amount of right-of-use assets and depreciation expenses recognized are shown as below:
| Land Building Transportation equipment (business car) |
Carrying amount December 31, 2024 December 31, 2023 $ 161,846 $ 169,938 1,800 3,650 - 367 $ 163,646 $ 173,955 |
|---|---|
December 31, 2024 $ 161,846 1,800 - $ 163,646 |
| Land Building Transportation equipment (business car) |
Depreciation expense | Depreciation expense |
|---|---|---|
2024 $ 8,092 5,530 367 $ 13,989 |
2023 $ 8,092 5,422 490 $ 14,004 |
-
4.Additions to the right-of-used assets for the years ended December 31, 2024 and 2023 amounted to $3,680 and $4,158, respectively.
-
5.The information on profit or loss related to lease contracts is shown below:
| Items affecting current profit or loss Interest expense on the lease liabilities Expenses for short-term lease contracts Expenses for the leases of low-value assets |
2024 $ 4,541 $ 2,768 $ 270 |
2023 $ 4,739 $ 1,945 $ 146 |
|---|---|---|
~32~
-
The cash outflows arising from leases for the years ended December 31, 2024 and 2023 amounting to $20,192 and $19,264, respectively.
-
7.When determining the lease term, all facts and circumstances that would give rise to economic incentives for the exercise of any extension options were taken into consideration. If a significant event occurs that affects the evaluation of exercising any e xtension options, the lease term will be re-estimated.
(10) Investment properties
| 2024 | ||
|---|---|---|
| Buildings and structures | ||
| January 1 | ||
| Cost | $ | - |
| Accumulated depreciation | ||
| - | ||
| $ | - | |
| January 1 | $ | - |
| Reclassification | 9,364 | |
| Depreciation expenses | ( | 557) |
| December 31 | ||
| $ | 8,807 | |
| December 31 | ||
| Cost | $ | 22,216 |
| Accumulated depreciation | ( | 13,409) |
| $ | 8,807 | |
| 1. Rental income and direct operating expenses of investment properties: | ||
| 2024 | ||
| Rental income from investment properties | $ | 5,049 |
| Direct operating expenses arising from investment properties generating rental | ||
| income | ||
| $ | 169 |
- The fair value of the investment properties held by the Group amounted to $36,103 as of December 31, 2024, which is based on the valuation result from the third parties and belongs to level 3 fair value.
~33~
(11) Intangible assets
| At January 1 Cost Accumulated amortization At January 1 Additions Amortization expenses At December 31 At December 31 Cost Accumulated amortization |
2024 | ||
|---|---|---|---|
| Computer software $ 2,053 ( 987) $ 1,066 $ 1,066 2,232 ( 1,367) ( 103) $ 1,828 $ 3,755 ( 1,927) |
Technology $ 2,143 ( 1,835) $ 308 $ 308 - ( 308) - $- $ - - |
Total | |
| $ 4,196 ( 2,822) $ 1,374 $ 1,374 2,232 ( 1,675) ( 103) $ 1,828 $ 3,755 ( 1,927) |
| At January 1 Cost Accumulated amortization At January 1 Additions Amortization expenses At December 31 At December 31 Cost Accumulated amortization |
2023 | Total |
|
|---|---|---|---|
| Computer software $ 10,115 ( 8,450) $ 1,665 $ 1,665 912 ( 1,511) $ 1,066 $ 2,053 ( 987) $ 1,066 |
Technology $ 2,073 ( 1,094) $ 979 $ 979 70 ( 741) $ 308 $ 2,143 ( 1,835) $ 308 |
||
| $ 12,188 ( 9,544) $ 2,644 $ 2,644 982 ( 2,252) $ 1,374 $ 4,196 ( 2,822) $ 1,374 |
Intangible assets are amortized as follows :
| Operating costs Selling expenses Administrative expenses Research and development expenses |
2024 $ 236 471 416 552 |
2023 $ 138 510 500 1,104 |
|---|---|---|
~34~
$ 1,675 $ 2,252
(12) Short - term borrowings
| Type of borrowings Bank borrowings Secured borrowings Credit borrowings Type of borrowings Bank borrowings Secured borrowings Credit borrowings |
December 31, 2024 $ 155,000 115,000 $ 270,000 December 31, 2023 $ 214,000 110,000 $ 324,000 |
Interest rate range 2.29%~2.64% 2.30%~2.995% Interest rate range 1.84%~2.34% 2.70%~2.948% |
Collateral Please refer to Note 8. None. Collateral Please refer to Note 8. None. |
|---|---|---|---|
The interest expenses arising from long-term and short-term borrowings recognized in profit or loss for the years 2024 and 2023 amounted to $12,437 and $17,392, respectively.
(13) Other payables
| Payables for salaries Payables for dividends Others |
December 31, 2024 $ 27,832 55 32,685 $ 60,572 |
December 31, 2023 |
|---|---|---|
$ 35,379 55 37,292 $ 72,726 |
-
(14) Long term borrowings
| Type of borrowing Bank Secured Borrowings Less: the current portion Type of borrowing Bank Secured Borrowings Less: the current portion |
Borrowing period and repayment term December 29, 2021~ December 29, 2024. Interests shall be paid monthly, and the principal shall be repaid at maturity. Borrowing period and repayment term December 29, 2021~ December 29, 2024. Interests shall be paid monthly, and the principal shall be repaid at maturity. |
Interest rate range 2.54% Interest rate range 2.42.% |
Collateral Note 8 Collateral l |
December 31, 2023 $ 200,000 ( 200,000) $- December 31, 2022 |
|---|---|---|---|---|
| Note 8 | $ 200,000 - |
(15) Pensions
1.(1) The Company has a defined benefit pension plan in accordance with the Labor Standards Law of Taiwan, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who c hose to continue to be subject to the pension mechanism under the Law. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years
~35~
and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company contributes month ly an amount equal to 2% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee.
- (2) The amounts recognized in the balance sheets are as follows:
| December 31, 2024 Present value of defined benefit obligations contributed ($ 57,329) Fair value of plan assets 24,194 ( 33,135) Cumulative unadjusted amount 806 Net liabilities recognized in the balance sheets ($ 32,329) |
December 31, 2023 ($ 65,199) 18,638 ( 46,561) 826 ($ 45,735) |
|---|---|
- (3) Changes in net defined benefit liabilities are as follows:
Present value of defined benefit obligations At January 1 ($ 65,199) Current service costs ( 184) Interest income (expenses) ( 782) ( 66,165) Remeasurements Actuarial gains - Effects of changes in financial assumptions 1,487 Experience adjustments 730 2,217 Pension fund contribution - Paid pension 6,619 At December 31 ($ 57,329) |
2024 | ||
|---|---|---|---|
| Present value of defined benefit obligations |
Fair value of plan assets |
Net defined benefit liability ($ 46,561) ( 184) ( 558) ( 47,303) 2,351 1,487 730 4,568 9,600 - ($ 33,135) |
|
$ 18,638 - 224 18,862 2,351 - - 2,351 9,600 ( 6,619) $ 24,194 |
| At January 1 Current service costs Interest income (expenses) Remeasurements Experience adjustments |
2023 | ||
|---|---|---|---|
| Present value of defined benefit obligations |
Fair value of plan assets |
Net defined benefit liability ($ 55,312) ( 315) ( 664) ( 56,291) 130 130 |
|
($ 80,836) ( 315) ( 970) ( 82,121) 71 71 |
$ 25,524 - 306 25,830 59 59 |
~36~
| Pension fund contribution Paid pension At December 31 |
- 16,851 ($ 65,199) |
9,600 ( 16,851) $ 18,638 |
9,600 - |
|---|---|---|---|
| ($ 46,561) |
-
(4) The Bank of Taiwan was commissioned to manage the Fund of the Company’s defined benefit pension plan in accordance with the Fund’s annual investment and utilization plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund” (Article 6: The scope of utilization for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, overthe-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilization of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two -year time deposits with the interest rates offered by local banks. If the earnings are less than aforementioned rates, government shall make payment for the deficit after being authorized by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan asset fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2024 and 2023 is given in the Annual Labor Retirement Fund Utilization Report announced by the government.
-
(5) The principal actuarial assumptions used in calculating pension are summarized as follows:
| Discount rate Future salary increases rate |
2024 1.60% 1.70% |
2023 1.20% 1.70% |
|---|---|---|
The assumption of future mortality is estimated based on the sixth empirical life table in Taiwan.
The analysis of the present value of the definite benefit obligations for changes in the main assumptions adopted is as follows:
| Discount rate Increase by 1% Decrease by 1% December 31, 2024 Effect on present value of defined benefit obligations ($ 3,603) $ 3,690 December 31, 2023 Effect on present value of defined benefit obligations ($ 4,498) $ 4,614 |
Future salary increases rate Increase by 1% Decrease by 1% $ 3,106 ($ 3,052) $ 3,929 ($ 3,855) |
Future salary increases rate Increase by 1% Decrease by 1% $ 3,106 ($ 3,052) $ 3,929 ($ 3,855) |
|---|---|---|
Increase by 1% $ 3,106 $ 3,929 |
||
($ 3,052) ($ 3,855) |
The sensitivity analysis above is based on the analysis of the impact of a single assumption change with other assumptions unchanged. In practice, many assumptions may be correlated.The methods used in the sensitivity analysis in this period are the same a s those used in calculation of net pension liabilities in the balance sheets. The method and assumptions used in the sensitivity analysis in this period are the same as those in the previous period.
-
(6) The Group plans to contribute $9,600 to the pension plan in 2025.
-
(7) As of December 31, 2024, the weighted average duration of the pension plan is 7 years. The amount of pension that the Group plans to pay is $3,914 in 2025.
-
(1) Effective since July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (New Plan) under the Labor Pension Act, covering all regular employees with R.O.C. nationality. Under the New Plan, the Comp any and its domestic subsidiaries contribute monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upo n termination of employment.
-
(2) The Company’s subsidiaries in Mainland China have a defined contribution plan. Monthly contributions to an independent fund administered by the government in accordance with
~37~
the pension regulations in the People’s Republic of China are based on a certain percentage of employees’ monthly salaries and wages. Other than the monthly contributions, the Group has no further obligations.
- (3) The pension costs recognized under the defined contribution pension plans of the Group were $10,719 and $11,006 for the years ended December 31, 2024 and 2023, respectively.
(16) Ordinary shares
- As of December 31, 2024, the Company’s authorized capital was $9,450,000 (including 20,000 thousand shares which are for employee stock option), and the paid -in capital was $142,719 and preferred shares $160,000, with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected.
The Group’s outstanding shares are shown as below:(Unit : share)
| 2024 | 2023 | ||
|---|---|---|---|
| Number of shares outstanding as of January 1 | 14,132,908 | 14,135,561 | |
| The Company’s treasury shares purchased by | |||
| subsidiaries | - | ( 2,653) | |
| Number of shares outstanding as of December | 31, 2024 | 14,132,908 | 14,132,908 |
| The Group’s outstanding preferred shares are shown as below:(Unit | :share) |
||
| 2024 | 2023 | ||
| January 1 (as we as December 31) |
16,000,001 | 16,000,001 |
-
On October 12, 2012, the Company resolved by the Extraordinary Meeting of Shareholders to handle the cash capital increase by convertible preferred shares through private placement. The purpose of the cash capital increase is to increase working capital. The number of private placement shares is 333,333,350, and the subscription price per share is $1.5. The capital increase has raised $500,000, and the change registration has been completed. The main rights and obligations of this convertible preferred shares issued by private placement are shown as below:
-
(1) The dividends of preferred shares are not cumulative.
-
(2) The dividends of preferred shares shall be paid before distributing dividends to ordinary shareholders, which are calculated at an annual interest rate of 3% based on the issue price.
-
(3) Except when the dividends of ordinary shares distributed in the year of the aforementioned dividends exceed 3% of the par value, preferred shares shall not participate in the distribution of ordinary shares' earnings or capital reserves before the conversion.
-
(4) The issuance period of this preferred shares is five years. After the period, if the shareholders do not perform the conversion, the preferred stock dividend has been changed to "3% annual interest and cumulative"
-
(5) The preferred shareholders have the right to vote, to elect, and to be elected.
-
(6) When the Company issues new shares by cash, preferred shareholders have the same preemptive stock options as ordinary shareholders
-
(7) When the Company distributes the residual assets, the preferred shareholders have the same order and percentage as ordinary shareholders.
-
(8) According to Article 68 of the “Regulations Governing the Offering and Issuance of Securities by the Issuer,” the private placement preferred shares issued can apply for public offering after three years from the date of delivery of private placement securities.
-
(9) The preferred shareholders have no right to sell back.
-
(10) Investors may submit conversion applications to the issuing company at any time, except for suspension period, since the date from two years after the issuance of preferred shares. Each preferred share shall be converted into 1 ordinary share.
-
(11) The Board of Directors is authorized to formulate the issuance, conversion, and other related matters of preferred shares in accordance with the relevant laws and
~38~
regulations.
-
(12) If the Company executes capital reduction, which gives rise to shares held by shareholders reduced based on the percentage of ownership, the accumulated dividend rights of preferred shares before the capital reduction will not be eliminated due to the capital reduction. After the capital reduction, the dividends shall be accumulated according to the number of shares reduced.
-
3.Treasury stock
-
(1) The subsidiary of the Company, BAYCOM OPTO -ELECTRONICS TECHNOLOGY CO., LTD., acquired 6,447 thousand of shares of the Company in 2011 for group strategic investment plans. The carrying amount per share is $4.89, and the total carrying amount is $31,496. The amount recognized in treasury stock for the 2,821 shares calculated by the percentage of ownership of 43.76% is $13, 784.
-
(2) After capital reduction and subscription of odd shares, the number of shares held by BAYCOM OPTO-ELECTRONICS TECHNOLOGY CO., LTD. are 318 thousand and 312 thousand, respectively, as of December 31, 2024 and 2023. The average carrying amount per share amounted to both $99.34, and the fair value per share amounted to both $15.45 and $15.05, respectively, as of December 31, 2024 and 2023.
~39~
(17) Capital reserve
Pursuant to the R.O.C. Company Act, capital reserve arising from paid -in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to thei r share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital reserve to be capitalized mentioned above should not exceed 10% of the paid in capital each year. C apital reserve should not be used to cover the accumulated deficit unless the legal reserve is insufficient.
| January 1 (As well as December 31) | 2024 Change in net equity of associates $ 6,237 |
2023 |
|---|---|---|
| Change in net equity of associates $ 6,237 |
(18) Retained earnings (accumulated deficits)
-
Under the Article of Incorporation, the annual net income of the Company shall be appropriated in accordance with the priorities listed as follows:
-
(1) Tax payment.
-
(2) Recovery of losses.
-
(3) Appropriation of 10% for legal reserve unless the total legal reserve accumulated has already reached the amount of Groups’ authorized capital.
-
(4) Appropriation or reversal of special reserve pursuant to applicable law or regulation.
-
(5) Distribution of preferred shares dividends
-
(6) The Board of Directors proposes to the shareholders meeting for resolutions to distribute the amount of the net profit, which includes the balance of the undistributed profit from the previous year, as dividends to the shareholders.
-
The Company’s dividend distribution policy is subject to the Company’s current and future investment environment, fund requirements, competition from local and abroad, and capital budgets, as well as taking into consideration the interests of shareholders, balance dividend, and the long-term financial planning. The Board of Directors shall prepare a proposal for the distribution of dividends to shareholders meeting each year in accordance with the law. The proportion of cash dividends distributed from the aforementioned shareholders' dividends each year shall not exceed 50%, but shall not be lower than 5%. However, this dividend distribution policy can be adjusted by the Board of Directors after resolution and submitted to the shareholders meeting for resolution according to the actual operating conditions.
-
Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. However, the legal reserve may be distributed by issuing new shares or by cash, for the portion in excess of 25% of the paid-in capital.
-
In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the r eversed amount could be included in the distributable earnings.
-
5.The accumulated deficits off-set for 2023 were resolved by the shareholders meeting on June 18, 2024.
~40~
(19) Operating revenue
2024 2023 Revenue from contracts with customers $ 631,414 $ 804,032
- 1.Disaggregation of revenue from contracts with customers
The Group’s revenue can be divided into major product lines and geographical regions as follows:
| follows: | follows: | follows: | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Rev enu e fro m con tra ct s wit h ext ern al cus tom er s Rev enu e fro m con tra ct s wit h ext ern al cus tom er s |
2024:Bus ine ss com mu ni cat io Taiwan USA $385,338 $7,357 2023 :Bus ine ss com mu ni cat io Taiwan USA $436,203 $13,033 |
2024:Bus ine ss com mu ni cat io |
n sy ste m Others $ 11,108 n sy ste m Others $10,913 |
Int ell ig en sys t Taiwan $ 65,959 Int ell ig en sys t Taiwan $69,522 |
Int ell ig en | t ele ctr om e | c han ica l r s Others $24,529 c han ica l r s Others $16,270 |
Optical fibre cable Taiwan USA Others $124,397 $5,236 $ 7,177 Optical fibre cable Taiwan USA Others $217,377 $10,518 $29,636 |
Total $ 631,414 |
|
em an d ot he |
||||||||||
USA $313 t ele ctr om e |
||||||||||
Total $ 804,032 |
||||||||||
em an d ot he |
||||||||||
USA $13,033 |
USA $560 |
2.Contract assets and liabilities
- (1)The contract assets and contract liabilities related to revenue from contracts with customers recognized by the Group are as follows:
| December 31, 2024 Contract liabilities - construction contracts $ 1,199 Contract liabilities - product sales contracts $ 12,121 |
December 31, 2023 $ 10,091 $ 5,091 |
January 1, 2023 $- $ 4,392 |
|---|---|---|
- (2)Contract liabilities at the beginning of the period recognized as revenue in the current period
| period | ||
|---|---|---|
| Product sales contract | 2024 $ 3,382 |
2023 |
| $ 4,153 |
~41~
(20) Interest income
| (21) (22) (23) |
2024 Interests from bank deposits $ 4,638 Other income 2024 Rent income $ 5,145 Dividend income 8,440 Other income - others 602 $ 14,187 Other gains and losses 2024 Foreign currency exchange gains $ 3,701 Gains on financial assets at fair value through profit or loss 492 Other net loss ( 1,730) $ 2,463 Financial cost 2024 Interest expense $ 17,023 |
2023 $ 11,939 2023 $ 1,335 6,806 3,649 $ 11,790 2023 |
|
|---|---|---|---|
~42~
(24) Additional information on nature of expenses
| 2024 Employee benefits expenses $ 200,910 Depreciation expenses of property, plant and equipment 10,642 Depreciation expenses of right-of-use assets 13,989 Depreciation expenses of investment properties 557 Amortization expenses of intangible assets 1,675 $ 227,773 |
2023 |
|---|---|
| $ 232,083 10,709 14,004 - 2,252 $ 259,048 |
(25) Employee benefit expenses
| Wages and salaries Labor and health insurance fee Pension expenses Other personnel expenses |
2024 $ 163,105 15,393 11,462 10,950 $ 200,910 |
2023 |
|---|---|---|
| $ 193,259 16,705 11,985 10,134 $ 232,083 |
-
According to the Company’s Articles of Incorporation, the Company shall allocate remuneration to employees at the rate of 1%~10% of annual profits, and to directors at the rate of no higher than 5% of annual profits during the period; provided, however, that when the Company has accumulated losses, the profits shall be preserved to make up for losses, before distributing to employees and directors.
-
The amount shall be accrued based on the profit condition as of the current period for the years ended December 31, 2024 and 2023. Since as of December 31, 2024 and 2023, the Company incurrs accumulated deficit, the amounts accrued are $0.
-
The information about the employees’ and directors’ remuneration resolved by the board of directors is available at the Market Observation Post System website.
(26) Income tax
-
1.Income tax expenses (benefits)
-
(1) Components of income tax expense:
Current income tax:Current income tax on profits for the year Additional tax on unappropriated earnings Overestimation on income tax in prior years Total current income tax Income tax expense (benefits) |
2024 $ - - ( 115) ( 115) ($ 115) |
2023 |
|---|---|---|
| $ 6,718 10 ( 946) 5,782 $ 5,782 |
-
(2) Amount of income taxes related to other comprehensive income
:None. -
(3) Amount of income tax on income directly debited or credited in equity
:None. -
2.The relationship between income tax expenses (benefits) and accounting profit
~43~
| 2024 Income tax calculated by profit (loss) before tax multiplying the enacted tax rates ($ 3,728) Items that shall be excluded based on tax laws 90 Tax exempt income based on tax laws 6,933 Changes in evaluation about the realizability of deferred tax assets ( 4,231) Overestimation on income tax in prior years ( 115) Tax losses not recognized as deferred income tax assets 936 ($ 115) |
2023 |
|---|---|
| ($ 273) - ( 4,345) 1,923 ( 946) 9,413 $ 5,782 |
- The amounts of deferred income tax assets or liabilities arising from temporary differences and tax losses are as follows
:
At January 1 Deferred tax assets -Temporary differences: Allowance for loss on decline in value of inventory $ 473 Tax loss 115,508 $115,981 Deferred tax liabilities -Temporary differences: Remeasurement of defined obligations ($ 880) At January 1 Deferred tax assets -Temporary differences: Allowance for loss on decline in value of inventory $ 473 Tax loss 115,508 $ 115,981 Deferred tax liabilities -Temporary differences: Remeasurement of defined obligations ($ 880) |
2024 | At December 31 $ 473 115,508 $115,981 ($ 880) At December 31 |
|||
|---|---|---|---|---|---|
| At January 1 | Recognized in | Recognized in Other Comprehensive |
Recognized in equity $ - - $- $- |
||
Profit or Loss $ - - $- $- |
Income $ - - $- $- 2023 |
||||
| At January 1 | Recognized in | Recognized in Other Comprehensive |
Recognized in equity $ - - $- $- |
||
Profit or Loss $ - - $- $- |
Income $ - - $- $- |
||||
| $ 473 115,508 $ 115,981 ($ 880) |
~44~
- 4.Expiration dates of unused taxe loss and amounts of unrecognized deferred income tax assets are as follows:
| December 31, 2024 | December 31, 2024 | |||||
|---|---|---|---|---|---|---|
Year incurred 2015 2016 2017 2018 2019 2021 2022 2023 |
$ |
Amount filed/assessed 278,639 99,269 116,640 62,637 95,985 498,607 19,804 53,165 1,224,746 |
$ |
Unrecognized deferred income tax assets $ 278,639 99,269 116,640 62,637 90,021 - - - $ 647,206 |
Year of expiration 2025 2026 2027 2028 2029 2031 2032 2033 |
|
$ |
$ |
| December 31, 2023 | December 31, 2023 | |||||
|---|---|---|---|---|---|---|
Year incurred 2014 2015 2016 2017 2018 2019 2021 2022 2023 |
$ |
Amount filed/assessed 135,719 278,639 99,269 116,640 62,637 95,985 498,607 23,384 9,904 1,320,784 |
$ |
Unrecognized deferred income tax assets $ 135,719 278,639 99,269 116,640 62,637 50,340 - - - $ 743,244 |
Year of expiration 2024 2025 2026 2027 2028 2029 2031 2032 2033 |
|
$ |
$ |
As described in Note 12(4) of the financial statements, the Group continues improving the operating condition, thus, tax losses may be utilized in future periods have been recognized as deferred income tax assets.
- 5.Deductible temporary differences not recognized deferred income tax assets
:
Deductible temporary differences
| December 31, 2024 $ 128,838 |
December 31, 2023 |
|---|---|
$ 132,169 |
-
6.Profit-seeking Enterprise Income Taxes of the Company have been verified by the tax collection authority until 2022.
-
(27) Losses per share
| Basic losses per share | 2024 | ||
|---|---|---|---|
| Amount after tax |
Weighted average number of ordinary shares outstanding (in thousands of shares) |
Losses per share (in dollars) |
~45~
| Losses attributable to shareholders of the parent less :preferred shares dividendsLosses attributable to ordinary shareholders of the parent Diluted losses per share Losses attributable to shareholders of the ordinary shareholders of the parent Effect of dilutive potential ordinary shares 3% of cumulative convertible preferred shares Losses attributable to shareholders of the ordinary shareholders of the parent plus the effect of potential ordinary shares Basic losses per share Losses attributable to shareholders of the parent less :preferred shares dividendsLosses attributable to ordinary shareholders of the parent Diluted losses per share Losses attributable to shareholders of the ordinary shareholders of the parent Effect of dilutive potential ordinary shares 3% of cumulative convertible preferred shares Losses attributable to shareholders of the ordinary shareholders of the parent plus the effect of potential ordinary shares |
($ 14,694) ( 720) ($ 15,414) 14,133 ( 15,414) 14,133 - - ($ 15,414) 14,133 2023 |
($ 14,694) ( 720) ($ 15,414) 14,133 ( 15,414) 14,133 - - ($ 15,414) 14,133 2023 |
($ 14,694) ( 720) ($ 15,414) 14,133 ( 15,414) 14,133 - - ($ 15,414) 14,133 2023 |
($ 1.09) ($ 1.09) |
|---|---|---|---|---|
| ($ 15,414) | ||||
| Weighted average number of ordinary shares outstanding (in thousands of shares) Amount after tax ($ 36,094) ( 720) ($ 36,814) 14,133 ( 36,814) 14,133 - - ($ 36,814) 14,133 |
Losses per share (in dollars) ($ 2.60) ($ 2.60) |
|||
| ($ 36,814) |
As the Company incurred loss for the years ended December 31, 2024 and 2023, there is no effect of dilutive potential ordinary shares. Therefore, diluted losses per share equal to basic losses per share.
(28) Supplemental information on cash flows
Investing activities with partial cash payments :
| 2024 Purchase of property, plant and equipment $ 7,104 Add: Opening balance of payables on equipment 3,041 Less: Ending balance of payables on equipment ( 1,566) Less: Opening balance of prepayments for equipment ( 808) Add: Ending balance of prepayments for equipment 22 Cash paid $ 7,793 |
2023 |
|---|---|
| $ 16,965 1,333 ( 3,041) ( 4,174) 808 $ 11,891 |
(29) Changes in liabilities from financing activities
| January 1, 2024 | Short-term borrowings $324,000 |
Long-term borrowings (including the current portion) Guaranteed deposits received Lease liabilities $ 200,000 $ 1,841 $185,838 |
Total liabilities from |
|---|---|---|---|
| financing activities $ 711,679 |
|||
current portion) received $ 200,000 $ 1,841 |
~46~
| Changes in cash flows from financing activities Interest expenses Interest expenditures Increase in lease liabilities December 31, 2024 January 1, 20223 Changes in cash flows from financing activities Interest expenses Interest expenditures Increase in lease liabilities December 31, 2022 |
( 54,000) - - - $270,000 Short-term borrowings $755,000 ( 431,000) - - - $324,000 |
- 332 ( 12,613) - - 4,541 - - ( 4,541) - - 3,680 $ 200,000 $ 2,173 $176,905 Long-term borrowings (including the current portion) Guaranteed deposits received Lease liabilities $ 200,000 $ 1,078 $194,114 - 763 ( 12,434) - - 4,739 - - ( 4,739) - - 4,158 $ 200,000 $ 1,841 $185,838 |
( 66,281) 4,541 ( 4,541) 3,680 $ 649,078 Total liabilities from |
|---|---|---|---|
| financing activities $1,150,192 ( 442,671) 4,739 ( 4,739) 4,158 $ 711,679 |
|||
current portion) received $ 200,000 $ 1,078 - 763 - - - - - - $ 200,000 $ 1,841 |
7. RELATED PARTY TRANSACTIONS
(1) Parent Company and the final Controller
The Company is controlled by TECO Electric & Machinery Co., Ltd. (registered in Taiwan), which owns 63.52% of the shares of the Company, and is the ultimate parent company and ultimate controller of the Company. The remaining 36.48% is held by the public.
(2) Names and relationships of related parties
Names of related parties Related Party Category TECO Electric & Machinery Co., Ltd. Ultimate parent company Guandehong Technology Co., Ltd. Substantive related party Taiwan Ericsson Co., Ltd. Substantive related party WANTGO.COM CO., LTD. Substantive related party Wuxi Teco Electric & Machinery Co., Ltd Fellow subsidiary JIE ZHENG PROPERTY SERVICE & MANAGEMENT CO., LTD. Fellow subsidiary Tecnos International Consulting Co., Ltd. Fellow subsidiary INFORMATION TECHNOLOGY TOTAL SERVICES CO., LTD. Fellow subsidiary TONG DAI CO., LTD. Fellow subsidiary Dong An Asset Development Management Co., Ltd. Fellow subsidiary TECO Technology ( Vietnam ) Co. , Ltd. Fellow subsidiary AN-SHIN FOOD SERVICES CO.,LTD. Fellow subsidiary Teco Tour Travel Service co., ltd. Fellow subsidiary E-Joy International Co., Ltd. Fellow subsidiary A-OK Technology Service Co., Ltd. Fellow subsidiary Asia Innovation Technology (Xiamen) Co., Ltd. Fellow subsidiary Taiwan Pelican Express Co., Ltd. Fellow subsidiary Taian Shen Electric Co., Ltd. Fellow subsidiary Taian (Subic) Electric Co., Ltd. Fellow subsidiary
~47~
Shanghai TECO Electric & Machinery Co., Ltd. Fellow subsidiary TECO - Westinghouse Motor Company Fellow subsidiary TECO Westinghouse Motor Industrial Canada Fellow subsidiary TECO Westinghouse Motor Company S. A. de C. V. Fellow subsidiary TECO ELECTRIC & MACHINERY (PTE) LTD. Fellow subsidiary TECO Australia Pty Limited (TAC) Fellow subsidiary YUBANTEC INDIA PRIVATE LIMITED Other related party
(3) Significant transactions with related parties
- 1.Operating revenue
| Operating revenue | ||
|---|---|---|
Sales of goods:Fellow subsidiary Substantive related party Parent company |
2024 $ 20,099 - 8,454 $ 28,553 |
2023 |
| $ 21,240 58 6,627 $ 27,925 |
Sales are based on normal commercial terms and conditions.
- Purchases of goods
| Purchases of goods | ||
|---|---|---|
| Purchases of goods Parent Company |
2024 $ 2,739 |
2023 |
| $ 16,105 |
Purchases of goods are based on normal commercial terms and conditions.
3.Receivables from related parties
| eivables from related parties | ||
|---|---|---|
Notes receivables:Fellow subsidiary Subtotal Accounts receivables :Fellow subsidiary Parent company Subtotal Other receivables :Substantive related party Allowance for bad debts Subtotal Total |
December 31, 2024 $ 581 581 5,022 1,514 6,536 11 - 11 $ 7,128 |
December 31, 2023 |
$ 400 400 6,052 1,987 8,039 11 - 11 $ 8,450 |
Receivables from related parties mainly arise from sales transactions, with a maturity of 30 to 120 days after the date of sale.
4.Payables to related parties
| Payables to related parties | ||
|---|---|---|
Accounts payables:Parent company Other payables :Fellow subsidiary Parent Company |
December 31, 2024 $ 478 $ 72 280 $ 352 |
December 31, 2023 |
$ 583 $ 26 266 $ 292 |
The accounts payable to related parties are mainly from purchase transactions, and payment shall
~48~
be made within 25 to 90 days after receipt of goods. There is no interest attached to the payables.
- 5.Service costs/other expenses
| ervice costs/other expenses | ||
|---|---|---|
| Fellow subsidiary Parent Company |
2024 $ 238 1,554 $ 1,792 |
2023 |
| $ 3,947 1,984 $ 5,931 |
-
6.Lease transactions
-lessee -
(1) The Group rents offices and parking areas from fellow subsidiaries. The periods of the lease contracts are 1 year. The rents are paid at the end of each month or quarter.
The Group rents cars from the parent company. The lease period is 1 year, and the rents are paid at the end of each month.
- (2) Acquisition of right-of-use assets
| Fellow subsidiary (3) Rent expenses Fellow subsidiary Parent company Total |
2024 $ 3,680 2024 $ 91 347 $ 438 |
2023 $ 3,573 2023 |
|
|---|---|---|---|
| $ 91 345 $ 436 |
The rent expenses recognized for the years ended December 31, 2023 and 2021 are in the scope of short-term leases in IFRS 16.
- (4) Lease liabilities
| Lease liabilities | ||
|---|---|---|
| Interest expenses Fellow subsidiary |
2024 $ 50 |
2023 |
| $ 48 |
- 7.Leasing transaction
-Lessor
In 2024 and 2023, the Group received rental income of both $73 from leasing part of the plants and offices to related parties, which is collected on a monthly basis.
December 31, 2024 December 31, 2023 Substantive related party $ 73 $ 73
(4) Key management compensation
| Short-term employee benefits Post-employment benefits Total |
December 31, 2024 $ 16,596 353 $ 16,949 |
December 31, 2023 |
|---|---|---|
$ 19,862 428 $ 20,290 |
8. RESTRICTED ASSETS
The details of the Group’s restricted assets are as follows:
| Carrying amount Assets Item December 31, 2024 Bank deposits (recognized as financial assets at amortized cost) $ 23,838 Guaranteed deposits paid 681 Financial assets at fair value through other comprehensive income -non-current219,620 Plant in Hsinchu 70,948 $ 315,087 |
December 31, 2023 $ 85,095 681 242,530 74,170 $ 402,476 |
Purpose Lease security deposit and borrowing restrictions Guarantee for the customs duties Guarantee for bank loans Guarantee for bank loans |
|---|---|---|
~49~
-
SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT COMMITMENTS
-
(1) Contingencies
None.
- (2) Commitments
As of December 31, 2024, the Group commissioned banks to issue the guaranteed bills and guarantee letters for the fulfillment of sale contracts and bids, with a total amount of $13,09 7.
10. SIGNIFICANT DISASTER LOSS
None.
11. SIGNIFICANT SUBSEQUENT EVENTS
None.
12. OTHERS
(1)Capital management
The Group’s objectives when managing capital are to safeguard the Group’s ability to operate with the goal to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure. The group may issue new shares or sell assets to reduce debts. The Group monitors cap ital on the basis of the debt capital ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as total borrowings (including ‘current and non -current borrowings’ as shown in the consolidated balance sheet) less cash and cash equivalents. Total capital is calculated as ‘equity’ as shown in the consolidated balance sheet and the total net debts.
The strategy of capital management is the same in 2024 and 2023. The Group is committed to improving the capital structure and reducing the debt -to-capital ratio through appropriate planning and management. The debt to capital ratios as of December 31, 202 4 and 2023 are shown as below :
| Total borrowings Less :cash and cash equivalentsNet debt Total equity Total capital Debt to capital ratio |
December 31, 2024 $ 470,000 ( 225,484) 244,516 441,079 $ 685,595 36% |
December 31, 2023 |
|---|---|---|
$ 524,000 ( 143,638) 380,362 464,668 $ 845,030 45% |
-
(2)Financial instruments -
1.Financial instruments by category
~50~
| December 31, 2024 Financial assets Financial assets at fair value through profit or loss Financial assets mandatorily measured at fair value through profit or loss $ 11,392 Financial assets at fair value through other comprehensive income 229,551 Financial assets at amortized cost Cash and cash equivalents 225,484 Financial assets at amortized cost 175,401 Notes receivables 13,442 Accounts receivables 105,235 Other receivables 3,930 Guaranteed deposits paid 2,682 $ 767,117 December 31, 2024 Financial liabilities Financial liabilities at amortized cost Short-term borrowings $ 270,000 Notes payables 3,147 Accounts payables 77,433 Other payables 60,572 Long-term borrowings (including current portion) 200,000 Guaranteed deposits received 2,173 $ 613,325 Lease liabilities $ 176,905 |
December 31, 2023 |
|---|---|
$ 14,430 266,190 143,638 254,644 17,734 138,415 9,460 2,749 $ 847,260 December 31, 2023 |
|
$ 324,000 2,901 75,143 72,726 200,000 1,841 $ 676,611 $ 185,838 |
- 2.Risk management policies
(1) The Group’s operation is influenced by several financial risks, including market risk (including foreign exchange risk, interest rate risk and price risk), credit risk, and liquidity risk. The Group's overall risk management policy focuses on the unpredictable item of financial markets and seeks to reduce the risk that potentially pose adverse effects on the Group's financial position and financi al performance.
(2) Risk management is executed by the Group’s finance department by following authorized policies. The finance department cooperates with the Group's operating units, and takes charge in identifying, evaluating and hedging financial risks. The Management has a written policy covering overall risk management. It also has written policies covering specific issues, such as exchange rate risk, interest rate risk, credit risk, derivative and non-derivative financial instruments used, and the investment of exces s working capital.
-
3.Significant financial risks and degrees of financial risks
-
(1) Market risk
Foreign exchange risk
~51~
-
A. The Group operates on a cross-border basis, so it is exposed to foreign exchange risks arising from the differences between the functional currencies of the Company and its subsidiaries, primarily USD and CNY. The related foreign exchange risks arise fr om future commercial transactions and assets and liabilities already recognized.
-
B. The Group manages its foreign exchange risk through the Group Finance Department. To manage the foreign exchange risk arising from future business transactions and recognized assets and liabilities, all companies within the Group are regularly reviewed by the Group Finance Department f or exchange rate fluctuations. When future business transactions, recognized assets or liabilities are priced in currencies other than the functional currency of the entity, foreign exchange risk arises.
-
C. The Group's businesses involve a number of non -functional currencies (the Group's functional currency is NTD), so they are affected by exchange rate fluctuations. The foreign assets and liabilities with significant exchange rate fluctuations are as foll ows:
oreign assets and liabilities |
with significant exchange rate fluctuations are as |
with significant exchange rate fluctuations are as |
foll ows: |
|---|---|---|---|
| (Foreign currency: Functional currency) Financial assets Monetary items USD : TWD CNY :TWDFinancial liabilities Monetary items USD :TWDCNY :TWD |
December 31, 2024 | Carrying amount |
|
Foreign currency amount(thousand) $ 789 3,531 $ 1,121 1,358 |
Exchange rate 32.785 4.478 32.785 4.478 |
||
(NTD) $ 25,867 15,812 36,752 6,081 |
| (Foreign currency: Functional currency) Financial assets Monetary items USD : TWD CNY :TWDFinancial liabilities Monetary items USD :TWDCNY :TWD |
December 31, 2023 | December 31, 2023 | Carrying amount |
|---|---|---|---|
Foreign currency amount(thousand) $ 3,671 3,523 $ 1,067 1,250 |
Exchange rate 30.705 4.327 30.705 4.327 |
||
(NTD) $ 112,718 15,244 32,762 5,409 |
-
D.The total amount of all exchange gains (losses) (including realized and unrealized) recognized by the Group due to exchange rate fluctuations are $3,701 and $4,813 respectively for the years ended December 31, 2024 and 2023.
-
E. The foreign currency market risks arising from significant fluctuations in exchange rate are analyzed as follows :
~52~
2024
| Sensitivity Analysis Extent of variation Effect on profit or loss (Foreign currency: Functional currency) Financial assets Monetary items USD :TWD1% $ 259 CNY :TWD1% 158 Financial liabilities Monetary items USD :TWD1% ($ 368) CNY :TWD1% ( 61) |
Sensitivity Analysis Extent of variation Effect on profit or loss (Foreign currency: Functional currency) Financial assets Monetary items USD :TWD1% $ 259 CNY :TWD1% 158 Financial liabilities Monetary items USD :TWD1% ($ 368) CNY :TWD1% ( 61) |
Effect on other comprehensive income |
|---|---|---|
$ 259 158 ($ 368) ( 61) |
$ - - $ - - |
| 2023 Sensitivity Analysis Extent of variation Effect on profit or loss (Foreign currency: Functional currency) Financial assets Monetary items USD :TWD1% $ 1,127 CNY :TWD1% 152 Financial liabilities Monetary items USD :TWD1% ($ 328) CNY :TWD1% ( 54) |
2023 | 2023 | Effect on other comprehensive income |
|---|---|---|---|
$ 1,127 152 ($ 328) ( 54) |
$ - - $ - - |
Price risk
-
A. The Group’s financial instruments, which are exposed to price risk, are financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in financial instruments, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group.
-
B. The Group mainly invests in financial instruments and open-end funds issued by domestic companies. The prices of the equity instruments are susceptible to market price risk arising from uncertainties about the future value of the investments. Assuming a hypothetical increase or decrease of 1% in the price of the aforementioned financial instruments at fair value through profit or loss while the other conditions
~53~
remain unchanged could increase and decrease the Group’s net income after tax for the years ended December 31, 2024 and 2023 by $114 and $144, respectively. A change of increase or decrease 1% in the price of the aforementioned financial instruments at fair value through other comprehensive income could increase or decrease the Group’s other comprehensive income for the years ended December 31, 2024 and 2023 by
$2,296 and $2,662, respectively.
-
A. The Group’s main interest rate risk arises from long -term and short-term borrowings with variable rates which expose the Group to cash flow interest rate risk. During the years ended December 31, 2024 and 2023, the Group’s borrowings at variable rates were denominated in USD and NTD.
-
B. Borrowings of the Group are measured at amortized cost and the interest rate will be repriced according to the contractual agreement every year, thus the Group is exposed to the risk of future market rate fluctuations.
-
C. If interest rates on borrowings had increased or decreased 1% with all other variables held constant, net income after-tax for the years ended December 31, 2024 and 2023 would have decreased or increased $3,760 and $4,192, respectively, mainly as a result of interest expenses varying by floating rate borrowings.
-
(2) Credit risk
-
A. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments. Group is exposed to credit risks from accounts receivables that the counterparty is unable to pay off by the pa yment term, and the contractual cash flows at amortized cost.
-
B. The Group manages credit risk in terms of the Group. The Group only accepts banks or institutions assessed to be with good credit quality as correspondent bank or financial institutions. Based on internal credit policies, the Group shall manage and implement credit risk analysis before determining payment terms and delivery terms with new customers. Internal risk control evaluates customers’ credit quality by considering the financial condition, past experiences, and other factors. The individual risk limits are established by the management level according to the internal rating, and the credit limit is monitored regularly.
-
C. Credit risk impairment assessment of financial assets at amortized cost
:-
(1) The Group adopts IFRS 9 assuming that if the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition; if past due over 90 days, a default has occurred.
-
(2) The Group has taken into consideration of the forward -looking considerations to adjust historical and current information and consider the credit ratings of the issuing banks to estimate the expected credit losses.
-
(3) The financial assets measured at amortized cost held by the Group include time deposits in banks and restricted deposits in banks, the credit ratings of which are all good, without any overdue in the past. Considering the overall economic environment without significant changes, the risk of credit loss is extremely low and the impact on the financial statements is also small.
-
-
D. Indicators that the Group used to determine whether an investment in debt instruments is credit-impaired are as follows:
-
(1) significant financial difficulty of the issuer, or it is becoming probable that the issuer will enter bankruptcy or other financial reorganization;
-
(2) the disappearance of an active market for that financial asset because of the financial difficulties of the issuer;
-
(3) the issuer delays or refuses the payments of interests or principal;
-
(4) Unfavorable changes in national or regional economic conditions that result in the default of the issuer.
-
-
E. The Group writes offs the amount of the financial assets at are not reasonably to be recovered after the recourse procedures. However, the Group will keep the legal procedures of recourse to preserve the right of debts.
-
F. Credit Risk Impairment Assessment of Accounts Receivable and Notes Receivable
:-
(1) The Group estimates the expected credit losses based on the simplified approach with a loss rate method for the accounts receivables and notes receivables grouped by customer ’ ratings.
-
(2) The Group has incorporated an adjustment to the loss rate based on past and
-
~54~
current information over a certain period to estimate the provision for losses on accounts receivables and notes receivables as of December 31, 2024 and 2023, as follows:
| Group A December 31, 2024 Expected loss rate 0.03%~1% Total carrying amount $ 74,866 Loss allowance $ 772 Group A December 31, 2023 Expected loss rate 0.03%~1% Total carrying amount $ 65,740 Loss allowance $ 169 |
Group B 0.03%~2% $ 10,149 $ - Group B 0.03%~2% $ 31,562 $ - |
Group C 0.03%~5% $ 18,747 $ 1 Group C 0.03%~5% $ 43,982 $ 4 |
Group D 0.03%~10% $ 12,803 $ 415 Group D 0.03%~10% $ 12,020 $ 392 |
Group E 0.03%~100% $ 5,086 $ 1,786 Group E 0.03%~30% $ 3,547 $ 137 |
Total $ 121,651 $ 2,974 Total $ 156,851 $ 702 |
|---|---|---|---|---|---|
- (3) The Group’s allowances of trade receivables are shown below:
| At January 1 Provision for impairment loss Effects of exchange rates At December 31 |
2024 Accounts receivables $ 702 2,264 8 $ 2,974 |
2023 Accounts receivables |
|---|---|---|
| $ 560 142 - $ 702 |
(3) Liquidity risk
-
A. Cash flow forecasting is performed by each operating entity of the Group and aggregated by Group treasury. The Financial Department of the Group monitors the forecast of the Group's liquidity needs to ensure that there are sufficient funds to meet operating needs and maintain sufficient uncommitted loan commitment at all times.
-
B. The Group of unutilized borrowing amounts are shown below:
| Floating Rate expiry within 1 year expiry more than 1 year |
December 31, 2024 $ 368,977 3,029 $ 372,006 |
December 31, 2023 |
|---|---|---|
$ 387,030 12,543 $ 399,573 |
- C.The table below analyses the Group’s non -derivative financial liabilities based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
Non-derivative financial liabilities:
| Non-derivative financial liabilities: |
||||
|---|---|---|---|---|
| December 31, 2024 Short-term loans |
Less than 1 year $271,860 |
Between 1 and 2 years $ - |
Between 2 and 5 years $ - |
More than 5 years |
$ - |
~55~
3,147 - - - Notes payable 77,433 - - - Accounts payable 60,572 - - - Other payables 12,993 11,110 33,330 166,652 Lease liability Long-term loans (including expiry within 200,423 - - - one year) Derivative financial liabilities : None.
Non-derivative financial
| Non-derivative financial | |||
|---|---|---|---|
| liabilities: December 31, 2023 Less than 1 year Short-term loans $326,006 Notes payable 2,901 Accounts payable 75,143 Other payables 72,726 Lease liability 13,424 Long-term loans (including expiry within one year) 204,840 Derivative financial liabilities :None. |
Between 1 and 2 years $ - - - - 12,993 - |
Between 2 and 5 years $ - - - - 33,330 - |
More than 5 years |
$ - - - - 177,763 - |
The Group does not expect the timing of the occurrence of the cash flows estimated through the maturity date analysis to be significantly earlier, nor expect the actual cash flow amount to be significantly different.
(3) Fair value information
-
1.The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
-
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with suf ficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s investment in listed stocks is included in Level 1.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of the Group’s investment in derivative instruments is included in Level 2.
-
Level 3: Unobservable inputs for the asset or liability. The fair value of the Group’s equity investment without active market is included in Level 3.
-
2.Please refer to Note 6(10) for the fair value information on investment properties measured at cost.
-
3.Financial instruments not measured at fair value:
-
The carrying amounts of the Group’s financial instruments not measured at fair value (including cash and cash equivalents, financial assets at amortized cost, notes receivables, accounts receivables, other receivables, guaranteed deposits paid (recognized as other non - current assets and financial assets at amortized cost), short -term borrowings, notes payables, accounts payables, other payables, long-term borrowings (including current portion), and guaranteed deposits received approximate to their fair values:
~56~
-
The related information on financial instruments classified based on the nature of assets and liabilities, characteristics and fair value hierarchy is as follows:
-
(1) The related information on the nature of the assets and liabilities is as follows:
| December 31, 2024 Level 1 Assets Fair value on a recurring basis Financial assets at fair value through profit or loss-Beneficiary certificates $ 11,392 Financial assets at fair value through other comprehensive income - Equity securities 229,464 Total $ 240,856 Debt :None.December 31, 2023 Level 1 Assets Fair value on a recurring basis Financial assets at fair value through profit or loss-Beneficiary certificates $ 14,430 Financial assets at fair value through other comprehensive income - Equity securities 265,089 Total $ 279,519 Debt :None. |
Level 2 $ - - $- Level 2 $ - - $- |
Level 3 $ - 87 $ 87 Level 3 $ - 1,101 $ 1,101 |
Total $ 11,392 229,551 $ 240,943 Total $ 14,430 266,190 $ 280,620 |
|---|---|---|---|
-
(2)The methods and assumptions the Group used to measure fair value are as follows:
-
A. The Group used market quoted prices as their fair values (that is, Level 1), which is the closing price of listed shares.
-
B. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques.
-
C.When assessing non-standard and low-complexity financial instruments, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.
-
-
There is no transfer between level 1 and level 2 in 2024 and 2023.
-
Changes of level 3 of financial instruments in 2024 and 2023 :
Equity securities January 1, 2024 $ 1,101 Gains recognized in other comprehensive income 2,936 Transferred to level 1 ( 3,950) December 31, 2024 $ 87
~57~
Equity securities January 1, 2023 $ 767 Gains recognized in other comprehensive income 334 December 31, 2023 $ 1,101
(4) The future financial fitness plan
As of December 31, 2024, the debt-to-capital ratio was 66%. The active plans for financial fitness were shown as below:
-
1.Operation perspective
:In order to strengthen operational performance, in addition to continuously developing forward-looking products, combining the new world trend, and observing the movement of the global economy, we will deepen management and strengthen financial structure in the future to enhance shareholder return on equity. The related important point is shown below: -
(1) Actively promote ESG sustainability transformation and provide customers complete total solution products, which is a complete one-station service, including planning and establishing the four EGS management module platforms, and checking, managing, measuring, writing on behalf of customers, to join the international group of sustainably net zero and reducing emissions with customers.
-
(2) Launch industrial Internet of Things "Intelligent Mechanical and Electrical Monitoring Equipment and Cloud Health Management Platform" series products, innovate applications and lead the industry.
-
(3) In order to create the service uniqueness of the products, we’ll build a digital life IT platform by centralizing customers.
-
(4) To continue adjusting the channel structure, introduce the agency of new products, improve product quality and strengthen after-sales maintenance services, to enhance profitability.
-
(5) Strengthen the team integration capabilities, enlarge the sales channels, and primarily aim for Mainland China, North America, Europe, and the emerging market.
-
2.Financial perspective
:Keep to maintain support from bank. The Company continue improving the management capacity and profitability to strengthen financial structure. With the successful operation of open-source savings and the support of major shareholders - TECO Electric Co., Ltd. as well as the continuous improvement of operational performance, the Company has successfully obtained continuous support from major banks for short -term and mid-to-term funds. For large and large orders, it also obtains projec t quotas from banks to support them. The Company's operations are not short of funds. -
3.Organization perspective
:Optimize the adjustments of the organization structure, keep adjusting organization structure and deepening management, strictly evaluation the performance of each department, consolidate core staffs, integrate available resources, decrease unnecessary expenditures, to increase cash inflows in the future, and strengthen operating effectiveness and business growt h.
13. SUPPLEMENTARY DISCLOSURES
(1) Significant transactions information
-
A. Loan to others: None.
-
B. Provision of endorsements and guarantees to others: None.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates
-
and joint ventures): Refer to Table 1.
-
D. Acquisition or sale of the same security with the accumulated cost reaching NT$300 million
-
or 20% of paid-in capital or more: None.
-
E. Acquisition of real estate reaching NT$300 million or 20% of paid -in capital or more: None.
-
F. Disposal of real estate reaching NT$300 million or 20% of paid -in capital or more: None.
-
G. Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid in capital or more: None.
~58~
-
H. Receivables from related parties reaching NT$100 million or 20% of paid -in capital or more: None.
-
I. Trading in derivative instruments undertaken during the reporting periods: None.
-
J. Significant inter-company transactions during the reporting periods: Refer to Table 2.
(2) Information on investees
Names, locations and other information of investee companies (not including investees in
Mainland China): Refer to Table 3.
-
(3)Information on investments in Mainland China -
A. Basic information: Refer to Table 4.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in China: Please refer to Table 5.
(4) Major shareholders
Major shareholders : Refer to Table 6.
14. SEGMENT INFORMATION
(1)General information
The management hierarchy of the Group has identified the reportable segments based on the information used by the decision-makers in making decisions.
The Group's Board of Directors manages its business from a regional and product perspective; territorially, the Group currently focuses on product sales in Taiwan and the United States. The operating units disclosed by the Group mainly derive their revenue from business communication systems, smart electromechanics, and fiber optic cables.
(2) Segment information
The related information provided to the decision maker is as follows
2024 :
2024: |
||||||
|---|---|---|---|---|---|---|
| External income Internal Revenue Segment income Department (loss) profit 2023 :External income Internal Revenue Segment income |
Business communication system $ 403,803 58,573 $ 462,376 $ 15,961 Business communication system $ 460,148 51,570 $ 511,718 |
Intelligent electromechanical system and others $ 90,801 $ - $ 90,801 $ ($ 26,676) ($ Intelligent electromechanical system and others $ 86,352 $ - $ 86,352 $ |
Optical fibre cable 136,810 - 136,810 11,719) Optical fibre cable 257,532 - 257,532 |
Total $ 631,414 58,573 |
||
$ 689,987 |
||||||
($ 22,434) Total $ 804,032 51,570 |
||||||
$ |
and others 86,352 - 86,352 |
|||||
| $ | $ | $ 855,602 |
~59~
Department (loss) profit $ 4,460 ($ 53,462) $ 27,067 ($ 21,935)
(3) Reconciliation for segment income
There is no profit adjustment for the operating department and the Company.
(4) Information on products and services
Please refer to Notes 6(19) for the Group’s product revenue information in 2024 and 2023.
(5) Geographical information
Geographical information for the years ended December 31, 2024 and 2023 is as follows:
| Taiwan USA Others Total |
2024 Revenue Non-current assets $ 575,695 $ 259,369 12,906 - 42,813 361 $ 631,414 $ 259,730 |
2023 Revenue Non-current assets $ 723,102 $ 273,331 24,111 - 56,819 349 $ 804,032 $ 273,680 |
2023 Revenue Non-current assets $ 723,102 $ 273,331 24,111 - 56,819 349 $ 804,032 $ 273,680 |
|---|---|---|---|
| Revenue $ 575,695 12,906 42,813 $ 631,414 |
Revenue $ 723,102 24,111 56,819 $ 804,032 |
||
| $ 273,331 - 349 $ 273,680 |
(6) Major customer information
Major customer information for the years ended December 31, 2024 and 2023 is as follows:
| A | 2024 Dept. fiber optic cable |
2023 | 2023 | |
|---|---|---|---|---|
| Revenue $ 67,022 |
Revenue $ 80,054 |
Dept fiber optic cable |
~60~
Tecom Co., LTD. and Subsidiaries
Holding of marketable securities (not including subsidiaries, associates and joint ventures) For the year ended December 31, 2024
| Table 1 Securities held by Marketable securities Tecom Co., LTD. Taiwan High Speed Rail Corporation(Ordinary shares) Tecom Co., LTD. NEOVIDEO TECHNOLOGY CORPORATION(Ordinary shares) Tecom Co., LTD. International Integrated Systems, Inc (Ordinary shares) Baycom Opto- Electronics Technology Co., Ltd. Fuhua Investment Trust Guardian Fund Baycom Opto- Electronics Technology Co., Ltd. Tecom Co., LTD.(Ordinary shares) Baycom Opto- Electronics Technology Co., Ltd. Tecom Co., LTD.(unsecured corporate bonds) |
Relationship with the securities issuer General ledger account The parent company is its legal person director Financial assets measured at fair value through other comprehensive income, non- current None Financial assets measured at fair value through other comprehensive income, non- current None Financial assets measured at fair value through other comprehensive income – non-current None Financial assets measured at fair value through profit or loss, current Parent Company Financial assets measured at fair value through other comprehensive income, non- current Parent Company Financial assets measured at amortized cost -,non-current |
Number of shares 8,112,000 $ 1,066,667 76,706 545,765 317,689 - |
Carrying am |
|---|---|---|---|
Expressed in thousands of NTD
(Except as otherwise indicated)
Note 1:The Ordinary shares of the Company held by the Company are required for bank secured loans, and it is used as a secured. Please refer to Note 8 for details.
Note 2 : The company issued the first domestic unsecured payable company bonds in Taiwan in 2021 with a total amount of NT$133,000, each with a face value of NT$1,000, fully issued according to the face value of the ticket, with a coupon rate of 2%, and a circulation period of 5 years from November 17, 2021 to November 17, 2026.
The principal of the ordinary company bonds without warranty shall be paid in cash once according to the face value of the bonds, and the interest shall be paid annually. Since the private placement targets are Baycom OptoElectronics Technology Co., Ltd. included in the consolidation individual, the relevant transactions have been written off when preparing the combined financial statements.
~Table 1 Page 1~
Table 2
Tecom Co., LTD. and Subsidiaries
Significant inter-company transactions during the reporting period
For the year ended December 31, 2024
Expressed in thousands of NTD (Except as otherwise indicated)
Transaction
| Number (Note 1) Company name Counterparty 0 Tecom Co., LTD. Wu Han Tecom Co., Ltd. 0 Tecom Co., LTD. Wu Han Tecom Co., Ltd. 0 Tecom Co., LTD. Wu Han Tecom Co., Ltd. 0 Tecom Co., LTD. Wu Han Tecom Co., Ltd. 1 Baycom Opto-Electronics Technology Co., Ltd. Tecom Co., LTD. |
Relationship (Note 2) General ledger account Amount 1 Accounts receivable $ 13,478 1 Sales revenue 15,395 1 Purchases 19,690 1 Service expenses 23,683 2 Financial assets measured at amortized cost, non- current 133,000 |
Transaction terms Based on terms of agreement Based on terms of agreement Based on terms of agreement Based on terms of agreement Based on terms of agreement |
Percentage of consolidated total |
Percentage of consolidated total |
Percentage of consolidated total |
|---|---|---|---|---|---|
| r | ev | operating enues or total |
|||
| as | sets (Note 3) 1% 2% 3% 4% 10% |
||||
Note 1: The information of transactions between the Company and the consolidated subsidiaries should be noted in “Number” column.
(1) Number 0 represents the Company.
(2) The consolidated subsidiaries are numbered in order from number 1.
Note 2: The transaction relationships with the counterparties are as follows:
If one of the subsidiaries has already disclosed the transactions between the subsidiaries, the other subsidiary does not need to disclose it again.
(1) The Company to the consolidated subsidiary.
-
(2) The consolidated subsidiary to the Company.
-
(3) The consolidated subsidiary to another consolidated subsidiary.
Note 3: In calculating the ratio, the transaction amount is divided by consolidated total assets for balance sheet accounts and is divided by consolidated total revenues for income statement accounts. Note 4: Based on general sale or purchase conditions.
Note 5 : Only transactions with a value of more than one million are disclosed, and transactions between related parties are not disclosed separately.
~Table 2 Page 1~
Tecom Co., LTD. and Subsidiaries
Information on investees
For the year ended December 31, 2024
| Table 3 Investor Investee Location Main business activities Tecom Co., LTD. Baycom Opto- Electronics Technology Co., Ltd. Taiwan Research, manufacture and sales of optical fiber communication systems and optical fibers, optical fiber cables and their components $ Tecom Co., LTD. A-Tel Inc. Guatemala Operating telecommunications system service business Tecom Co., LTD. Taian Technology Sdn. Bhd. Malaysia Production and sales of gate opening equipment industry Tecom Co., LTD. E-JOY ELECTRONICS INTERNATIONAL CO., LTD. Taiwan Wholesale of telecommunication equipment, wholesale of precision instruments and wholesale of electrical appliances, etc. Tecom Co., LTD. TECNOS INTERNATIONAL CONSULTANT CO., LTD Taiwan Operation of talent dispatch service, project contracting service and education and training business Tecom Co., LTD. TECO TOUR TRAVEL SERVICE CO., LTD. Taiwan Operating a travel service business |
Initial investment December 31,2024 431,258 $ 63,177 8,360 999 2,499 2,912 |
Initial investment | amount December 31,2023 431,258 63,177 8,360 999 2,499 2,912 |
Number | Shares held as | at December 31, 2024 Ownership Carrying amount 43.76 $ 188,156 28.19 - 10 3 4.90 6,895 5.26 9,752 16.00 1,555 |
Net profit (loss) of the investee ($ 3,831) ( 24,760) - 12,260 17,860 ( 189) |
Expressed in thousands of NTD (Except as otherwise indicated) Investment income (loss) recognized by the Company Note ($ 1,677) - Note 1 - 422 878 ( 95) |
|---|---|---|---|---|---|---|---|---|
Ownership 43.76 28.19 10 4.90 5.26 16.00 |
||||||||
Note 1 : This company has invested in A-Tel Inc. receivables of $55,254 and has 100% impairment loss in the previous year.
~Table 3 Page 1~
Tecom Co., LTD. and Subsidiaries
Information on investments in Mainland China For the year ended December 31, 2024
| Table 4 Investee in Mainland China Main business activities Paid-in capital Investment method Wu Han Tecom Co., Ltd.(Note 1) Engage in technical development, production, sales and technical service of telecommunications network information related products. $ 6,950 Through investment in a third region and reinvesting in a mainland company |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2024 $ 6,950 |
Amount of investments remitted or recovered during the period Net income of investee for the year ended Net income of investee for the year ended December 31, 2024 Remitted to Mainland China Remitted back to Taiwan $ - $ - $ 6,950 ($ 1,582) |
Expressed in thousands of NTD (Except as otherwise indicated) Ownersh ip held by the Compan y (direct or indirect) Investment income (loss) recognized by the Company for the year ended December 31, 2024(Note 6) Book value of investments in Mainland China as of December 31, 2024 Accumulate amount of investment income remitted back to Taiwan as of December 31, 2024 Note 100 ($ 1,839) ($ 9,893) $ - Note 7 |
|---|---|---|---|
| Wu | Company name Han Tecom Co., Ltd. $ |
Accumulated amount of remittance from Taiwan to Mainland China 6,950 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) $ 681,144 |
Ceiling on investments in Mainland China imposed by the |
Ceiling on investments in Mainland China imposed by the |
|---|---|---|---|---|---|
Investment Commission of MOEA $ 264,647 |
|||||
| $ |
Note 1 : The company has remitted US$995,000 to Tecom Global Tech Investment (B.V.I.) Limited,which US$200,000 has been remitted to invest in Wu Han Tecom Co., Ltd.
Tecom Global Tech Investment (B.V.I.) Limited has remitted back the investment fund in March, 2023, and the legal cancellation procedures have been completed in October, 2023,
Note 2 : The company has remitted US$15,050,000 to Tecom Global Tech Investment Pte Limited, which US$15,000,000 has been remitted to invest in Wu Xi Tecom Co., Ltd. It was dissolved and liquidated in January 2021.
Note 3 : The company has remitted US$1,500,000 to Tecom Tech Investment (B.V.I.) Limited, and all the investment has been remitted out of Tecom Communication Technology (Xiamen) Co., Ltd. and Beijing Tecom Innovation Technology Co., Ltd. Dissolution and liquidation were completed in October 2017 and May 2019 respectively.
Note 4 : As of December 31, 2024, the upper limit of the company's investment in the mainland was $264,647 , which was 60% of the consolidated net worth of $441,079.
Note 5 : When the above Mainland investment project was completed, the investment limit of the company to Mainland China was 60% of the net value of the company's Third Quarter 2010, which is $2,933,752, amounting to $1,760,251. Note 6 : The investment profit and loss recognized in this period is the financial information audited by the certified accountant of the parent company in Taiwan. Note 7 : There are upstream transactions occurred ($218).
~Table 4 Page 1~
Tecom Co., LTD. and Subsidiaries
Information on investments in Mainland China - Directly or indirectly through third-region invest in mainland China Major transactions
For the year ended December 31, 2024
| Table 5 Investee in Mainland China Sales revenue Accounts receivables Other expenses Amount % Amount % Amount % Wuhan Dongxun Technology Co., Ltd $ 15,395 2.44% $ 13,478 1.04% $ 23,683 3.75% $ Other payables Purchase Amount % Amount % Wuhan Dongxun Technology Co., Ltd $ 2,931 0.34% $ 19,690 3.12% |
Amount 3,123 |
Expressed in thousands of NTD (Except as otherwise indicated) Account payables % 0.37% |
|---|---|---|
~Table 5 Page 1~
| Tecom Co., LTD. and Subsidiaries Major Shareholders Information December 31, 2024 Table 6 |
Tecom Co., LTD. and Subsidiaries Major Shareholders Information December 31, 2024 Table 6 |
Tecom Co., LTD. and Subsidiaries Major Shareholders Information December 31, 2024 Table 6 |
|---|---|---|
| Shareholdersshares | Number of Shares Held |
Shareholding Ratio |
| TECO ELECTRIC & MACHINERY CO., LTD. | common stock 3,868,898 preferred stock 15,360,000 |
63.52% |
| Description: The Company applied for the information from TDCC: |
-
(1) This table mainly discloses the shareholder information calculated by the central depository company based on the last business day of each quarter, which is the total number of ordinary shares and special shares that have completed delivery of non-entity registration (including treasury stocks) exceeding five percent.
-
(2) If the shareholders deliver the shares to the trust, the trustees shall disclose the individual accounts of the trustees according to the trust. As for the internal shareholders’ equity declaration of more than 10% of the shares under the Securities and Futures Trading Act, the holdings include the shares held by himself and the trust delivered, and he has the right to decide the use of the trust assets. For the internal shareholders’ equity declaration information, please refer to the Public Information Observation Station.
As for the number of shares recorded in the company's financial report and the actual number of shares that have been completed without physical registration, there may be differences due to different calculation bases.
~Table 6 Page 1~