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TECOM Annual Report 2024

Nov 8, 2024

52005_rns_2024-11-08_b13328ed-ce99-4a36-9d5a-b7dd991870da.pdf

Annual Report

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Tecom Co., LTD.

Parent Company Only 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

1

Tecom Co., LTD

Parent Company Only Financial Statements for the years ended December 31, 2024 and 2023 with Independent Auditors’ Report Table of contents

Tecom Co., LTD
Parent Company Only Financial Statements for the years ended
December 31, 2024 and 2023 with Independent Auditors’Report
Table of contents
Items
1.
Cover page
2.
Table of contents
3.
Independent auditors’ report
4.
Parent Company Only balance sheets
5.
Parent Company Only statements of comprehensive income
6.
Parent Company Only statements of changes in equity
7.
Parent Company Only statements of cash flows
8.
Notes to the Parent Company Only financial statements
(1) Company history and business scope
(2) Approval date and procedures of the parent company only 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) Pledged assets
(9) Significant Contingencies and Unrecognized Contract Commitments
(10) Losses due to major disasters
(11) Significant subsequent events
(12) Others
(13) Other disclosures
(14) Segment information
9.
Statements of significant accounts
Cash and cash equivalents
Accounts receivables
Inventories
Financial assets at fair value through other comprehensive income
Changes in investments accounted for using equity method
Table of changes in property, plant and equipment
Table of changes in accumulated depreciation of property, plant and equipment
Table of changes in investment properties
Table of changes in accumulated depreciation of investment properties
Short-term borrowings
Accounts payables
Operating revenue
Operating costs
Manufacturing costs
Selling expenses
General and administrative expenses
Research and development expenses
Summary of employee benefits, depreciation and amortization expenses by function
Page

1
2
3 ~ 6
7 ~ 8
9
10
11 ~ 12
13 ~ 56
13
13
13 ~ 14
14 ~ 22

22
23 ~ 42
42 ~ 46
46 ~ 47
47
47
47
47 ~ 56
56
56
Table 1
Table 2
Table 3
Table 4
Table 5
Table 6
Table 7
Table 8
Table 9
Table 10
Table 11
Table 12
Table 13
Table 14
Table 15
Table 16
Table 17

Table 18
2

Independent Auditors’ Report (114) No. Finance-Auditing-Reporting- 24003257

The Board of Directors and Shareholders

Tecom Co., LTD.

Opinion

We have audited the accompanying parent company only balance sheets of Tecom Co., LTD. as of December 31, 2024 and 2023, and the related parent company only statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2024 and 2023, and notes to the parent company only financial statements, including the summary of significant accounting policies (together referred as “the parent company only financial statements”).

In our opinion, making Reference to the Audits of Component Auditors of our audit report the parent company only financial statements referred to above present fairly, in all material respects, the financial position of Tecom Co., LTD. as at December 31, 2024 and 2023, and its financial performance and its 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.

Basis for Opinion

We conducted our audits entrusted by the Company 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 Parent Company Only Financial Statements” section of our report. We are independent of Tecom Co., LTD. 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 our 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 parent company only financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

3

The key audit matter about the parent company only financial statements of the Company for the year ended December 31, 2024 is as below:

Inventory Valuation

Description

Tecom Co., LTD. 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(5) for the explanations about inventories. Inventory and allowance for inventory valuation loss are NT$ 142,286 thousand and NT$49,918 thousand, respectively as of December 31, 2024. Tecom Co., LTD. measures the inventories at the lower of cost and net realizable value. Due to the large inventory amount, Tecom Co. 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.

How our audit addressed the matter

Our audit procedures performed for the above matter are as follows:

  1. Assessed the rationality of policies on allowance for inventory valuation loss.

  2. Selected specific part numbers and verified the net realizable value.

  3. Checked the allowance for inventory valuation loss recognized.

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

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

In preparing the parent company only financial statements, management is responsible for assessing the ability to continue as a going concern of Tecom Co., LTD. disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate Tecom Co., LTD. 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 Tecom Co., LTD.

4

Auditor’s Responsibilities for the Audit of the Parent Company Only Financial Statements

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

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

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

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

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

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

5
  1. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the accompanying notes, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2023 parent company only financial statements and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

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

6

Tecom Co., LTD. SEPARATE BALANCE SHEETS DECEMBER 31, 2024 and 2023

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

ASSETS
CURRENT ASSETS
1100
Cash and cash equivalents
1120
Financial assets at fair value through
other comprehensive income - current
1136
Financial assets at amortized cost -
current
1140
Contract assets - current
1150
Notes receivables, net
1160
Notes receivables from related
parties, net
1170
Accounts receivables, net
1180
Accounts receivables from related
parties, net
1200
Other receivables
1220
Current income tax assets
130X
Inventories
1410
Prepayments
1470
Other current assets
11XX
Total current assets
NONCURRENT 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 noncurrent assets
15XX
Total noncurrent assets
1XXX
TOTAL ASSETS
Notes
6(1)
6(2)
6(3) and 8
6(22)
6(4)
6(4) and 7
6(4)
6(4) and 7
7
6(5)
6(2) and 8
6(6)
6(7) and 8
6(8) and 7
6(9) and 8
6(10)
6(29)
8
December 31,2024
AMOUNT
%
$ 116,293
10
-
-
23,512
2
1,199
-
12,726
1
581
-
81,612
7
16,628
2
1,818
-
-
-
92,368
8
13,998
1
655
-
361,390
31
229,551
19
206,361
18
55,550
5
162,665
14
22,296
2
1,522
-
115,508
10
12,411
1
805,864
69
$ 1,167,254
100
December 31,2023 December 31,2023
AMOUNT
$ 32,534
16,050
84,773
10,091
15,569
101
88,282
17,154
3,248
945
105,702
3,461
2,117
380,027
250,140
219,866
47,963
171,992
35,288
1,152
115,508
13,266
855,175
$ 1,235,202
%
3
1
7
1
1
-
7
2
-
-
9
-
-
31
20
18
4
14
3
-
9
1
69
100

(continued)

~7~
v

Tecom Co., LTD. SEPARATE BALANCE SHEETS DECEMBER 31, 2024 and 2023

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Liabilities and Equity December31,2024
December31,2023
Notes
AMOUNT
%
AMOUNT
%
6(11) and 8
$ 270,000
23
$ 324,000
26
6 (22)
12,109
1
5,035
-
2,810
-
2,070
-
6 (12)
57,765
5
52,129
4
6 (12) and 7
3,601
-
3,255
-
6 (13) and 7
51,982
5
55,993
5
5,302
-
5,046
-
7
7,690
1
7,929
1
6 (16) and 8
200,000
17
200,000
16
6 (14)
8,185
1
6,568
1
619,444
53
662,025
53
6 (15) and 7
133,000
11
133,000
11
6 (16) and 8
-
-
-
-
1,444
-
1,563
-
6 (29)
880
-
880
-
7
168,195
15
175,885
14
6 (6)(17)
44,995
4
56,230
5
348,514
30
367,558
30
967,958
83
1,029,583
83
6 (19)
142,719
12
142,719
12
160,000
14
160,000
13
6 (20)
6,237
-
6,237
-
6 (21)
(
106,875) (
9)
(
116,306) (
9 )
11,027
1
26,781
2
6 (19)
(
13,812) (
1)
(
13,812)(
1)
199,296
17
205,619
17
9
11
$ 1,167,254
100
$ 1,235,202
100
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
2250
Provisions for liabilities - current
2280
Lease liabilities - current
2320
Long-term liabilities - current portion
2399
Other current liabilities - others
21XX
Total current liabilities
Non-current liabilities
2530
Bonds payable
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
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
3XXX
Total Equity
SIGNIFICANT CONTINGENT
LIABILITIES AND UNRECOGNIZED
CONTRACT COMMITMENTS
SIGNIFICANT SUBSEQUENT EVENTS
3X2X
TOTAL LIABILITIES AND EQUITY

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Liu, Chao-Kai

CEO: Tien, Ying-Juei

Accounting Manager: Wang, Yen-Li

~8~

Tecom Co., LTD. DECEMBER 31, 2024 and 2023 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT EARNINGS PER SHARE IN NEW TAIWAN DOLLARS)

2024 2023
Notes AMOUNT % AMOUNT %
4000 Operating revenues 6(22) and 7 $ 483,859 100 $
535,782
100
5000 Operating costs 6(5) and 7 ( 313,036 ) ( 65)( 398,816 )( 75)
5900 Gross profit 170,823 35 136,966 25
5910 Unrealized profit from sales ( 6,325 ) ( 1) ( 6,286 ) ( 1)
5920 Realized profit from sales 6,286 1 6,173 1
5950 Gross profit, net 170,784 35 136,853 25
Operating expenses 6(27)(28)
6100 Selling expenses ( 69,453 ) ( 14) ( 72,050 ) ( 13)
6200 Administrative expenses ( 47,874 ) ( 10) ( 48,086 ) ( 9)
6300 Research and development
expenses ( 68,367 ) ( 14) ( 72,263 ) ( 14)
6450 Expected credit losses 12 (2) ( 596 ) - ( 131 ) -
6000 Total operating expenses ( 186,290 ) ( 38)( 192,530 )( 36)
6900 Operating loss ( 15,506 ) ( 3)( 55,677 )( 11)
Non-operating income and expense
7100 Interest income 6(23) 1,547 - 8,800 2
7010 Other income 6(24) and 7 20,870 4 18,490 3
7020 Other gains and losses 6(25) 314 - 2,931 1
7050 Financial costs 6(26) and 7 ( 19,648 ) ( 4) ( 24,764 ) ( 5)
7070 Share of profit of subsidiaries, 6(6)
associates and joint ventures
accounted for using the equity
method ( 2,271 ) - 14,126 3
7000 Total non-operating income
and expenses 812 - 19,583 4
7900 Loss before income tax ( 14,694 ) ( 3) ( 36,094 ) ( 7)
7950 Income tax expense 6(29) - - - -
8200 Net loss ( $ 14,694 ) ( 3)($
36,094 )(
7)
Other comprehensive income,
net
Not to be reclassified to profit
or loss in subsequent periods
8311 Remeasurements of defined 6(18)
benefit plans $ 4,568 1 $
130
-
8316 Unrealized valuation gains or 6(2)
losses from equity instruments
investments measured at fair
value through other
comprehensive income 3,803 1 30,529 6
8300 Other comprehensive income,
net $ 8,371 2 $
30,659
6
8500 Total comprehensive income ( $ 6,323 ) ( 1)($
5,435 )(
1)
Losses per share 6 (30)
9750 Basic earnings per share ( $ 1.09)($ 2.60)
9850 Diluted earnings per share ( $ 1.09) ($ 2.60)

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Liu, Chao-Kai

CEO: Tien, Ying-Juei

Accounting Manager: Wang, Yen-Li

Tecom Co., LTD. SEPARATE STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2024 and 2023 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Share capital

Notes
2 0 2 3
Balance at January 1, 2023
Net loss for the year
Other comprehensive income (loss) for the
year
6(2)(18)
Total comprehensive income for the year
Disposal of financial assets at fair value through
other comprehensive income
6(2)
Acquisition of the parent’s treasury stocks by
subsidiaries
6(6)(19)
Balance at December 31, 2023
2 0 2 4
Balance at January 1, 2024
Net loss for the year
Other comprehensive income (loss) for the
year
6(2)(18)
Total comprehensive income for the year
Disposal of financial assets at fair value through
other comprehensive income
6(2)
Balance at December 31, 2023
Notes Ordinary shares Capital reserve Legal reserve Accumulated deficit Unrealized
Gain (Loss) on
Financial
Assets at Fair
value through
other
comprehensive
income
Treasury stock Total equity
$ 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

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Liu, Chao-Kai

CEO: Tien, Ying-Juei

Accounting Manager: Wang, Yen-Li

~10~

Tecom Co., LTD.

Statement of cash flow

For the years ended December 31,2024 and 2023 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

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 loss (profit) of subsidiaries and joint
ventures accounted for using the equity method

Unrealized profit from sales
Changes in operating assets and liabilities
Changes in operating assets
Contract assets
Notes receivables
Notes receivables from related parties
Accounts receivables
Accounts receivables from related parties
Other receivables
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 generated from operating activities
Interest received
Interest paid
Dividends received
Net cash flows generated from operating
activities
Notes
2024
2023
( $ 14,694 ) ( $ 36,094 )
6(7)(8)(9)(27)
21,262
20,942
6(10)(27)
1,259
1,858
12(2)
596
131
6(26)
19,648
24,764
6(23)
(
1,547 ) (
8,800 )
6(24)
(
8,440 ) (
6,806 )
6(6)
2,271 (
14,126 )
39
113
8,892 (
10,091 )
2,843
10,731
(
480 )
120
6,074 (
13,123 )
526
8,092
1,124 (
1,886 )
13,334
66,299
(
9,592 ) (
504 )
1,462 (
290 )
7,074
1,004
740 (
210 )
5,636 (
34,438 )
346
280
(
1,283 )
2,851
137
1,620
1,617
516
(
8,838 ) (
8,634 )
50,006
4,319
1,853
9,641
(
19,733 ) (
25,219 )
21,474
24,111
53,600
12,852

(continued)

~11~

Tecom Co., LTD.

Statement of cash flow For the years ended December 31,2024 and 2023 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

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
Funds returned from the liquidation of subsidiaries

Acquisition of property, plant and equipment

Acquisition of intangible assets

Decrease (increase) in guaranteed deposits 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 deposits received
Repayment of principal portion of lease liabilities

Net cash flows used in financing activities
Net increase 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
$ 61,261 $ 161,117
40,441
263,488
6(6)
-
47
6(31)
(
4,601 ) (
4,093 )
6(10)
(
1,732 ) (
514 )
67 (
683 )
95,436
419,362
6(32)
1,868,000
1,914,492
6(32)
(
1,922,000 ) (
2,330,492 )
332
763
6(32)
(
11,609 ) (
11,443 )
(
65,277 ) (
426,680 )
83,759
5,534
6(1)
32,534
27,000
$ 116,293 $ 32,534

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Liu, Chao-Kai

CEO: Tien, Ying-Juei Accounting Manager: Wang, Yen-Li

~12~

Tecom Co., LTD. NOTES TO SEPARATE 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 as a company limited by shares under the provisions of the Company Act of the Republic of China (R.O.C.). The Company is primarily engaged in Research, development, manufacture and sales of private branch exchange (PBX) systems and its compone nts and peripherals, as well as agency sales of mobile phone related products. This company is held by Teco Electric & Machinery Co., Ltd. with 63.52% of the shares, which is the ultimate parent company of the Company.

2. THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE SEPARATE FINANCIAL STATEMENTS AND

PROCEDURES FOR AUTHORIZATION

The parent company only 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 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 Company’s financial condition and financial performance based on the Company’s assessment.

(2). Effect of new issuances of or amendments to IFRSs that the came into effect as endorsed by the FSC but not yet adopted by the Company

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 Company’s financial condition and financial performance based on the Company’s assessment.

(3). IFRSs issued by IASB but not yet endorsed by the FSC

New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:

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New Standards, Interpretations and Amendments
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”
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor
and its Associate or Joint Venture”
Amendments to IFRS 17 “Insurance Contract”
Amendments to IFRS 17
Amendments to IFRS 17 "Initial Application of IFRS 17 and IFRS 9 - Comparative
Information"
IFRS 18 “Presentation and Disclosure in Financial Statements”
IFRS 19 “Subsidiaries without Public Accountability”
Annual Improvements to IFRS Accounting Standards—Volume 11
Effective date by International
Accounting Standards Board

January 1, 2026
January 1, 2026
To be determined by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2027
January 1, 2027
January 1, 2026

Except for those explained as follows, the above standards, interpretations and amendments have no significant impact on the Company’s financial condition and financial performance based on the Company’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 derecogni zed in the period 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.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Unless otherwise stated, the principal accounting policies applied in the preparation of these separate financial statements set out below have been consistently applied to all the periods presented.

(1) Compliance statement

These separate financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Statements by Securities Issuers.

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(2) Basis of preparation

  • A. Except for the following items, these separate financial statements have been prepared under the historical cost convention

  • (a) Financial assets at fair value through profit or loss .

  • (b) Financial assets at fair value through other comprehensive income.

  • (c) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.

  • B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs ”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the separate financial statements are disclosed in Note 5.

(3) Foreign currency translation

Items included in the financial statements are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The separate financial statements are presented in “New Taiwan Dollars (NTD)”, which is the Company’s functional and 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 are re-translated at the exchange rates prevailing at the end of the financial reporting period. Exchange differences arising upon re-translation are recognized in profit or loss.

  • 3.Non-monetary assets and liabilities denominated in foreign currencies at fair value through profit or loss are re-translated at the exchange rates prevailing at the end of the financial reporting period. The translation differences are recognized in profit or loss as part of the fair value gain or loss. Non-monetary assets and liabilities at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the end of the financial reporting period. The translation differe nces 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 (losses)”.

  • (4) Classification of current and non - current items

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

    • (a) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;

    • (b) Assets held mainly for trading purposes;

    • (c) Assets that are expected to be realized within twelve months from the balance sheet date;

    • (d) Except cash or equivalents that are restricted for exchange or payment of liabilities within the next twelve months in the balance sheet.

The Company classifies all assets not meeting the above criteria as non -current assets.

  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

  • (a) Liabilities that are expected to be settled within the normal operating cycle;

  • (b) Liabilities arising mainly from trading purposes;

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  • (c) The liabilities due within the next twelve months of the balance sheet date;

  • (d) The Company does not have the right to defer settlement of the liability for at least twelve months after the reporting period.

The Company classifies all liabilities not meeting the above criteria as non -current liabilities.

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

  • 1.Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Company has made an irrevocable election at initial recognition to recognize changes in fair value in other com prehensive.

  • 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.

  • 3.At initial recognition, the Company measures the financial assets at fair value plus transaction costs. The Company subsequently measures the financial assets at fair value. The changes in fair value of equity instruments are recognized in other comprehensive 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 t ransferred to the “retained earnings” item. Dividends are recognized in profit or loss as dividend revenue when the Company’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 Company, and the amount of the dividend can be measured reliably.

  • (6) 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 Company’s business model is to be 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 Company measures the financial assets at fair value plus transaction costs. Interest income from these financial assets is included in finance income using the effective interest method. A gain or loss is recognized in profit or loss when the asset is derecognized or impaired.

  • 4.The Company’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.

(7) Accounts and notes receivable

  • 1.Accounts and notes receivable entitle the Company 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.

(8) Impairment of financial assets

At each balance sheet date, the Company shall assess whether the credit risk on financial assets at amortized cost and lease payments receivables has increased significantly since initial recognition. The Company 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 Company 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 Company 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 Company shall measure the loss allowance at an amount equal to lifetime expected credit losses.

(9) Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to receive cash flows

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from the financial asset have expired.

– (10) Leasing arrangements (lessor) operating leases

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.

(11) Inventories

Inventories are stated 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 ove rheads (allocated based on normal operating capacity). 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 busi ness, less the estimated costs of completion and the estimated costs of related variable selling expenses.

(12) Investments accounted for under equity method/subsidiaries and associates

  1. Subsidiaries are all entities (including structured entity) controlled by the Company. The Company controls an entity when the Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

  2. Unrealized gains on transactions between the Company and its subsidiaries are eliminated to the extent of the Company’s interest in the subsidiaries. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the p olicies adopted by the Company.

  3. The Company’s share of its subsidiaries’ post -acquisition profits or losses is recognized in profit or loss, and its share of post -acquisition movements in other comprehensive income is recognized in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, the Company should continue to recognize losses in proportion to its ownership.

  4. 4.Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transaction with non -controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capac ity as owners. Any difference between the amount by which the non -controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity.

  5. 5.In the case that an associate issues new shares and the Company does not subscribe or acquire new shares proportionately, which results in a change in the Company’s ownership percentage of the associate but maintains significant influence on the associat e, then ‘capital reserve’ and ‘investments accounted for under the equity method’ shall be adjusted for the increase or decrease of its share of equity interest. If the above condition causes a decrease in the Company’s ownership percentage of the associat e, in addition to the above adjustment, the amounts previously recognized in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately on the same basis as would be required if the relevant assets or liabili ties were disposed of.

  6. The related enterprises refer to all individuals over which the Company has significant influence but no control. Generally, they are directly or indirectly holding more than 20% of the voting rights of the Company. The Company adopts the equity method for investment in related enterprises, and the acquisition is recorded in cost.

  7. 7.An investment in an associate is adjusted thereafter to recognize the Company’s share of profit or loss and other comprehensive income of the associate in profit or loss and other comprehensive income accordingly. If the Company’s share of losses of an a ssociate equals or exceeds its interest in the associate (including any receivables without collaterals), the Company 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.

  8. 8.When the equity changes of non-operating income and other comprehensive income of the affiliated companies occur without affecting the ratio of shareholding in the affiliated companies, the Company shall record such equity changes in “Capital Reserves” i n proportion to the ratio of shareholding.

  9. The Company’s share of unrealized profits or losses arising from transactions between the Company and associates are eliminated. Unless transactions provide evidence of an

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impairment loss of the assets transferred, the unrealized losses shall be eliminated as well. Appropriate adjustments of accounting policies of the associates have been made to be uniform with the accounting policies of the Company.

  1. When the Company disposes of an associate, if the Company 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 disposa l of the related assets and liabilities. That is, if a gain or loss previously recognized in other comprehensive income by the Company would be reclassified to profit or loss on the disposal of the related assets or liabilities, the Company reclassifies th e gain or loss to profit or loss. If the Company still has significant influence over the associate, the Company shall only reclassify to profit or loss the proportion of the gain or loss that had previously been recognized in other comprehensive income re lating to that reduction in ownership interest

  2. According to the Accounting Standards for the Preparation of Financial Reports of Securities Issuers, the income and other comprehensive income of the individual financial report in the current period should be the same as the apportionment of the inco me and other comprehensive income belonging to the parent company in the consolidated financial report based on the basis of consolidation. The equity of the individual financial report should be the same as the equity belonging to the parent company in th e consolidated financial report based on the basis of consolidation.

(13) 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 Company and the cost of the item can be measu red 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.

  • 3.Plant and equipment that apply cost model are depreciated using the straight -line method to allocate their cost over their estimated useful lives. Each component of property, plant and equipment that is significant in relation to the total cost of the it em is depreciated separately.

  • 4.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 “Accounting Policies, Changes in Accounting Estimates and Errors.” The estimated useful lives of property, plant and equipment are as follows:

Buildings and structures 2555years
Machinery equipment 35years
Test equipment 35years
Other equipment 25years

(14) Lessee ' s lease transactions Right - of - use Assets / Lease liability

  • 1.The Company 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 st raight-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 Company'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 Company 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 re-

~18~

measurement amounts of lease liabilities shall be adjusted accordingly with the right -ofuse asset.

(15) Investment properties

Investment properties are recognized as cost and are subsequently measured under the cost model. Depreciation is recorded by the straight -line method on assets other than land, with a useful life ranging from 10 to 55 years.

(16) 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.

(17) Impairment of non - financial asset

If any indication an asset may be impaired is present, the Company 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. Reco verable 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 to 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.

(18) 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 re cognized in profit or loss over the period of the borrowings as interest expenses using the effective interest method.

  2. 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 when 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.

(19) Notes and accounts payable

  • 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 payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(20) Derecognition of financial liabilities

A financial liability is derecognized when the obligation specified in the contract is either discharged or cancelled or expires.

(21) Bonds payable

Ordinary corporate bonds issued by the Company are initially recognized at fair value less transaction costs. Any difference between the proceeds (net of transaction costs) and the redemption value is presented as an addition to or deduction from bonds pay able, which is amortized to profit or loss over the period of bond circulation using the effective interest method as an adjustment to ‘finance costs.

(22) Provisions

Provisions for warranty are recognized when the Company 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 marke t 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.

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Provisions are not recognized for future operating losses.

(23) Employee benefit

  • 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 the amount of pension benefits that employees will receive on retirement for their services with the Company 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 Company 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.

  • 3.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 between the resolved amounts and the subsequent actual distributed amounts is accounted for as changes in estimates.

(24) 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.

  • 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 eva luates 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 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 liability method under the balance sheet approach, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred income tax is not recognized for temporary differences arising from the initial recognition of assets or liabilities in a transaction that is not a business combination and, at the time of the transaction, affects neither accounting profit nor tax able profit or loss, and does not result in equal taxable and deductible temporary differences. Deferred income tax arising from temporary differences related to investments in subsidiaries is not recognized when the timing of the reversal of such differences is controlled by the Company, and it is probable that the temporary differences will not rev erse in the

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foreseeable future. Deferred income tax is measured using the tax rates (and tax laws) that have been enacted or substantively enacted by the balance sheet date and that are expected to apply when the related deferred income tax assets are realized or the deferred income tax liabilities are settled.

  1. 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.

  2. 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.

  3. 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.

(25) 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 liabilities 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 directly related to the issuance of new shares is listed in equity as a price deduction.

  2. 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 between 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.

(26) Revenue recognition

1.Sales of goods

  • (1) The Company is engaged in manufacture and sales of communication systems, and smart electromechanical 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 pro ducts. Delivery occurs when the products have been shipped to a specific location, the risks of obsolescence and loss have been transferred to the customer, and either the custom er 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 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. Th e 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 Company does not adjust the transaction price to reflect the time value of money.

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  • (3) The Company’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) If 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.

  • 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.

(27) 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 systematic basis over the periods in which the Group recognizes as expenses the related cost for which the grants are intended to compensate.

5. CRITICAL ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS ON

UNCERTAINTY

The preparation of these separate financial statements requires management to make critical judgements in applying the Company’s accounting policies and make critical assumptions at the end of the financial reporting period and estimates concerning future events. The resulting accounting estimates and assumptions might be different from the actual results, and will be continually evaluated and dusted based on historical experience and other factors; and the related information is addressed below:

(1) Critical judgments in applying the Company ’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 Company must determine the net realizable value of inventories on balance sheet date based on judgments and estimates. Due to the rapid technology innovation, the Company evaluates the 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 31,2024, the carrying amount of the Company’s inventories were $92,368.

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6. Cash and cash equivalents

(1) Cash

Cash on hand Checking accounts and demand deposits Time deposits Deposits in transit

December 31, 2024
$ 20
104,850
-
11,423
$ 116,293
December 31, 2023

$ 211
19,711
12,612
-
$ 32,534
  • 1.The Company 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

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 Company 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.

  2. Amounts recognized in profit or loss and comprehensive income in relation to the financial assets at fair value through other comprehensive income is listed below

2024 2023 Equity instruments at fair value through other comprehensive income Changes in fair value recognized in other comprehensive income (loss) $ 3,803 $ 30,529

2023

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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
$ 44,352

$ 6,806
  1. Details of the Company’s financial assets at fair value through other comprehensive income pledged to others are provided in Note 8 .

  2. (3) Financial assets at amortized cost

Items
Current items:
Demand deposit
Time deposits
Total
December 31, 2024
$ 22,805
707
$ 23,512
December 31, 2023
$ 22,667
62,106
$ 84,773
  1. Amounts recognized in profit or loss in relation to financial assets at amortized cost are listed below
Interest income 2024
$ 975
2023
$ 8,303
  1. Without considering other credit enhancements, the amounts representing the maximum credit risk exposure of financial assets at amortized cost as of December 31, 2024 and 2023 are $23,512 and $84,773, respectively.

  2. Please refer to Note 8 for the details of financial assets at amortized cost pledged as collaterals.

  3. Please refer to Note 12(2) for the information on the credit risk of financial assets at amortized cost.

(4) 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
$ 12,726
581
-
$ 13,307
$ 82,899
16,628
( 1,287)
$ 98,240
December 31, 2023

$ 15,569
101
-
$ 15,670
$ 88,973
17,154
( 691)
$ 105,436
  • 1.The aging analysis of notes and accounts receivable is as follows
Not past due
Less than 30 days past
due
December 31, 2024
Accounts receivable
Notes receivable
$ 84,589
$ 13,307
3,875
-
December 31, 2023 December 31, 2023

Accounts receivable
$ 84,589
3,875

Accounts receivable
$ 91,213
4,559

Notes receivable
$ 15,670
-
~24~
Between 31 and 90
days past due
Between 91 and 180
days past due
More than 181 days
past due
2,919
6,472
1,672
$ 99,527
-
-
-
$ 13,307
2,559
4,893
2,903
$ 106,127
-
-
-
$ 15,670

The aging analysis is based on the number of days overdue.

  • 2.The accounts receivables and notes receivables as of December 31, 2024 and 2023 were due to the contracts with customers. As of January 1, 202 3, the balance of account receivables from contracts with customers was $127,617.

  • 3.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 $13,307 and $15,670, respectively. The amounts most representing the maximum credit ri sk exposure of accounts receivables as of December 31, 2024 and 2023 are $98,240 and $105,436, respectively.

  • 4.Please refer to Note 12(2) for the information on the credit risk of accounts and notes receivables.

(5) Inventories

Finished goods
Work in process
Raw materials
Finished goods
Work in process
Raw materials
December 31, 2024
Carrying amount
$ 54,176
3,482
34,710
$ 92,368

Carrying amount
53,828
4,005
47,869
$ 105,702

Cost
$ 82,596
3,482
56,208
$ 142,286

Loss allowance
($ 28,420)
-
( 21,498)
($ 49,918)
December 31, 2023

Cost
77,568
4,005
66,239
$ 147,812

Loss allowance
( 23,740)
( 18,370)
($ 42,110)

Inventory costs recognized as expenses or losses are as follows

Cost of inventories sold
Inventory valuation losses
Construction costs
Maintenance costs
Others
2024
$ 287,287
7,808
3,977
601
13,363
$ 313,036
2023
$ 362,826
9,311
12,264
846
13,569
$ 398,816
~25~

(6) Investments accounted for using equity method/Other non - current liabilities

2024
At January 1
$ 211,812
Return of paid-up capital due to liquidation of subsidiaries
-
Share of profit or loss of investments
accounted for using equity method
( 2,271)
Earnings distribution of investments accounted for using equity method
( 13,034)
Realized (unrealized) sales gross profit
( 39)
Treasury stock acquired by subsidiaries
-
At December 31
$ 196,468
December 31, 2024
Subsidiary
Baycom Opto-Electronic Technology Co., LTD.
$ 188,156
Wuhan Dongxun Technology Co., Ltd.
( 9,893)
Associate
A-Tel Inc.
-
Taian Technology Sdn. Bhd.
3
E-JOY Electronic International Co., LTD.
6,895
Tecnos International Consultation Co., LTD
9,752
Teco Tour Travel Service Co., LTD.
1,555
$ 196,468
2023
$ 215,168
( 47)
14,126
( 17,305)
( 113)
( 17)
$ 211,812
December 31, 2023
$ 201,593
( 8,054)
-
3
6,779
9,841
1,650
$ 211,812
2023
  • 1.The information about the Company's subsidiaries, please refer to Note 4 (3) in the Company's 2024 consolidated financial statements

  • 2.Associate

  • (1) The Company has no individual significant associate.

  • (2) Aggregate information of carrying amounts and operation results of the Company's individual insignificant associates was as follows:

As of Demcember 31, 2024 and 2023, the carrying amount of the Company's individual insignificant associates are $18,205 and $18,273, respectively.

Profit (loss) from continuing operations
Other comprehensive income (net after tax
Total comprehensive income for the year
2024
($ 5,470)
-
($ 5,470)
2023
($ 6,673)
-
($ 6,673)

(7) Property, plant and equipment

At January 1, 2024
Cost
Accumulated
depreciation and
impairment
Buildings
and
structures
Machinery
equipment
$ 93,818
$ 1,183
( 54,936)
( 792)
$ 38,882
$ 391
Test equipment
$ 133
( 26)
$ 107
Other equipment
$ 13,943
( 5,360)
$ 8,583
Total
$ 109,077
( 61,114)
$ 47,963

structures
$ 93,818
( 54,936)
$ 38,882
~26~
2024
At January 1
$ 38,882
$ 391
Additions
-
178
Reclassifications (Note) 11,582
-
Depreciation expense( 1,812)
( 188)
At December 31
$ 48,652
$ 381
December 31, 2024
Cost
$ 122,724
$ 966
Accumulated
depreciation and
impairment
( 74,072)
( 585)
$ 48,652
$ 381
Buildings
and
structures
Machinery
equipment
At January 1, 2023
Cost
$ 126,265
$ 1,183
Accumulated
depreciation and
impairment
( 71,661)
( 555)
$ 54,604
$ 628
2023
$ 54,604
$ 628
At January 1
-
-
Additions
( 13,673)
-
Reclassifications (Note)( 2,049)
( 237)
Depreciation expense
$ 38,882
$ 391
At December 31
December 31, 2023
$ 93,818
$ 1,183
Cost
( 54,936)
( 792)
Accumulated
depreciation and
impairment
$ 38,882
$ 391
$ 107
-
-
( 44)
$ 63
$ 133
( 70)
$ 63
Test equipment
$ -
-
$-
$ -
133
-
( 26)
$ 107
$ 133
( 26)
$ 107
$ 8,583
2,672
-
( 4,801)
$ 6,454
$ 11,957
( 5,503)
$ 6,454
Other equipment
$ 9,683
( 3,344)
$ 6,339
$ 6,339
6,677
-
( 4,433)
$ 8,583
$ 13,943
( 5,360)
$ 8,583
$ 47,963
2,850
11,582
( 6,845)
$ 55,550

$ 135,780
( 80,230)
$ 55,550

Note: Reclassified from investment properties to property, plant and equipment and reclassified from property ,plant and equipment to investment properties.

  1. The major components of the building and construction of the Company 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.

(8) Lease transactions - lessee

  1. 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 i ndividually and include various terms and conditions. In addition to the leased assets not being used as collateral for borrowing, there are no other restrictions.

  2. 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.

  3. The carrying amount of right-of-use assets and depreciation expenses recognized are shown as below

Carrying amount

Land
Building
Transportation equipment (business car)
December 31, 2024
$ 161,846
819
-
December 31, 2023

$ 169,938
1,687
367
~27~

$ 162,665

$ 171,992

Land
Building
Transportation equipment (business car)
Depreciation expense
2024
2023
$ 8,092
$ 8,092
4,548
4,440
367
490
$ 13,007
$ 13,022

2024
$ 8,092
4,548
367
$ 13,007
  1. Additions to the right-of-used assets for the years ended December 31, 2024 and 2023 amounted to $3,680 and $4,157, respectively.

  2. The information on profit or loss related to lease contracts is shown as 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
$ 4,517
$ 2,379
$ 222
2023
$ 4,701
$ 1,550
$ 98
  1. The cash outflows arising from leases for the years ended December 31, 2024 and 2023 amounting to $18,727 and $17,792, respectively.

  2. 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 ex tension options, the lease term will be re-estimated.

(9) Investment property

January 1,2024
Cost
Accumulated depreciation and impairment
2024
January 1
Depreciation expense
Reclassifications (Note)
December 31
December 31, 2024
Cost
Accumulated depreciation and impairment
Buildings and structures

$ 85,147
( 49,859)
$ 35,288
$ 35,288
( 1,410)
( 11,582)
$ 22,296
$ 56,241
( 33,945)
$ 22,296
~28~
January 1,2023
Cost
Accumulated depreciation and impairment
2023
January 1
Depreciation expense
Reclassifications (Note)
December 31
December 31, 2023
Cost
Accumulated depreciation and impairment
Buildings and structures

$ 52,701
( 29,911)
$ 22,790
$ 22,790
( 1,175)
13,673
$ 35,288
$ 85,147
( 49,859)
$ 35,288

Note: Reclassified from investment properties to property, plant and equipment and reclassified from property ,plant and equipment to investment properties .

  • 1.Rental income and direct operating expenses of investment properties
2024
Rental income from investment properties
$ 10,904
Direct
operating
expenses
arising
from
investment properties generating rental income
$ 428
2023
$ 7,010

$ 1,514
  1. The fair value of the investment properties held by the Company as December 31, 2024 and 2023 amounted to both $91,397, which is based on the valuation result from the third parties and belongs to level 3 fair value .

(10) Intangible assets

January 1, 2024
Cost
Accumulated amortization
2024
At January 1
Additions
Amortization expenses
Others
At December 31
December 31, 2023
Computer software
$ 1,642
( 799)
$ 843
$ 843
1,732
( 950)
( 103)
$ 1,522
Technology
$ 2,144
( 1,835)
$ 309
$ 309
-
( 309)
-
$-
Total
$ 3,786
( 2,634)
$ 1,152

$ 1,152
1,732
( 1,259)
( 103)

$ 1,522
~29~
Cost
Accumulated amortization
January 1, 2023
Cost
Accumulated amortization
2023
At January 1
Additions
Amortization expenses
At December 31
December 31, 2023
Cost
Accumulated amortization
$ 2,846
( 1,324)
$ 1,522
Computer software
$ 3,348
( 1,831)
$ 1,517
$ 1,517
443
( 1,117)
$ 843
$ 1,642
( 799)
$ 843
$ -
-
$-
Technology
$ 2,073
( 1,094)
$ 979
$ 979
71
( 741)
$ 309
$ 2,144
( 1,835)
$ 309
$ 2,846
( 1,324)
$ 1,522
Total
$ 5,421
( 2,925)
$ 2,496
$ 2,496
514
( 1,858)
$ 1,152
$ 3,786
( 2,634)
$ 1,152

Intangible assets are amortized as follows

Intangible assets are amortized as follows
Operating costs
Selling expenses
Administrative expenses
Research and development expenses
hort-term borrowings
Type of borrowings
Bank borrowings
Secured borrowings
Credit borrowings
Type of borrowings
Bank borrowings
Secured borrowings
Credit borrowings
2024
$ 168
471
69
551
$ 1,259
December 31, 2024
$ 155,000
115,000
$ 270,000
December 31, 2023
$ 214,000
110,000
$ 324,000
2023
$ 109
510
135
1,104
$ 1,858
Interest rate range
Collateral
2.29%~2.64%
Please refer to Note 8.
2.30%~2.995%
None.
Interest rate range
Collateral
1.84%~2.34%
Please refer to Note 8.
2.70%~2.948%
None.

(11) Short - term borrowings

The interest expenses arising from long -term and short-term borrowings recognized in profit or loss for the years 2024 and 2023 amounted to $12,434 and $17,388, respectively.

(12) Accounts payables

Accounts payables
Accrued accounts payables
December 31, 2024
$ 61,355
11
$ 61,366
December 31, 2023

$ 55,274
110
$ 55,384
~30~

(13) Other payables

(14)
(15)
Payables for Salaries
Accrued expense payables
Others
Other current liabilities
Refund liability
Others
Bonds payable
December 31, 2024
$ 19,734
15,952
16,296
$ 51,982
December 31, 2024
$ 7,223
962
$ 8,185
December 31, 2024
$ 133,000
December 31, 2023
$ 21,397
10,939
23,657
$ 55,993
December 31, 2023
$ 5,582
986
$ 6,568
December 31, 2023
$ 133,000
December 31, 2023

$ 21,397
10,939
23,657
$ 55,993
December 31, 2023

Private placement bonds payable

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 bond, with a coupon rate of 2%, and a circulation period of 5 years from November 17, 2021 to November 17, 202 6. The unsecured ordinary corporate bonds will be repaid in cash at the maturity date, and the interest will be paid annually.

- (16) Long term borrowing

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
Note 8
December 31, 2024

200,000
( 200,000 )
$-
December 31, 2023

200,000
( 200,000 )
$-

(17) Other non - current liabilities

December 31, 2024
Accrued pension liabilities
$ 32,329
Credit balance of investments accounted for using equity method 9,893
Guaranteed deposits received
2,773
$ 44,995
December 31, 2023

$ 45,735
8,054
2,441
$ 56,230
~31~

(18) 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 chose 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 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 monthly 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
Net defined benefit liability
( 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
Changes in net define d b enefit liabilities are a s follows
Present value of Net defined benefit
Defined benefit obligations Fair value of plan assets Liability
2024
At January 1 ($ 65,199) $ 18,638 ($ 46,561)
Current service costs ( 184) - ( 184)
Interest income (expenses) ( 782) 224 ( 558)
( 66,165) 18,862 ( 47,303)
Remeasurements
Actuarial gains - 2,351 2,351
Effects
of
changes
in
1,487
- 1,487
financial assumptions
Experience adjustments 730 - 730
2,217 2,351 4,568
Pension fund contributions - 9,600 9,600
Paid pension 6,619 ( 6,619) -
At December 31 ($ 57,329) $ 24,194 ($ 33,135)
Present value of Net defined benefit
Defined benefit obligations Fair value of plan assets Liability
2023
At January 1 ($ 80,836) $ 25,524 ($ 55,312)
Current service costs ( 315) - ( 315)
Interest income (expenses) ( 970) 306 ( 664)
( 82,121) 25,830 ( 56,291)
Remeasurements
Experience adjustments 71 59 130
71 59 130
Pension fund contributions - 9,600 9,600
Paid pension 16,851 ( 16,851) -
At December 31 ($ 65,199) $ 18,638 ($ 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
~32~

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 foreig n listed, over-the-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 fina ncial 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 fore mentioned rates, government shall make payment for the de ficit 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

December 31, 2024
Effect on Present value of
defined benefit obligations
December 31, 2023
Effect on Present value of
defined benefit obligations
Discount rate
Increase by 1%
Decrease by 1%
($ 3,603)
$ 3,690
($ 4,498)
$ 4,614
Discount rate
Increase by 1%
Decrease by 1%
($ 3,603)
$ 3,690
($ 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%
Increase by 1%

($ 3,603)
($ 4,498)


$ 3,690
$ 4,614

$ 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 as 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 Company plans to contribute $9,600 to the pension plan in 202 5.

  • (7) As of December 31, 2023, the weighted average duration of the pension plan is 7 years. The amount of pension that the Company plans to pay is $3,914 in 2025.

  • 2.(1) Effective since July 1, 2005, the Company has 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 Company contributes 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 upon termination of employment.

  • (2) The pension costs recognized under the defined contribution pension plans of the Company were $6,266 and $6,906 for the years ended December 31, 2024 and 2023, respectively.

~33~

(19) Ordinary shares

  1. 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 stock $160,000, with a par value of $10 (in dollars) per share . All proceeds from shares issued have been collected.

The Company s outstanding shares are shown as below:(Unit share)

Number of shares outstanding as of January 1
The Company’s treasury shares purchased by
subsidiaries
Number of shares outstanding as of December 31, 2024
2024
14,132,908
-
14,132,908
2023
14,135,561
( 2,653)
14,132,908

The Company s outstanding preferred shares are shown as below:(Unit share)

January 1 (as we as December 31) 2024
16,000,001
2023
16,000,001
  1. 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 r aised $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

  2. (1) The dividends of preferred shares are not cumulative.

  3. (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.

  4. (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.

  5. (4) The issuance period of these preferred s hares is five years. After that period, if the shareholders do not perform the conversion, the preferred stock dividend has been changed to "3% annual interest and cumulative"

  6. (5) The preferred shareholders have the right to vote, to elect, and to be elected.

  7. (6) When the Company issues new shares by cash, preferred shareholders have the same preemptive stock options as ordinary shareholders

  8. (7) When the Company distributes the re sidual assets, the preferred shareholders have the same order and percentage as ordinary shareholders.

  9. (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.

  10. (9) The preferred shareholders have no right to sell back.

  11. (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.

  12. (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 regulations.

  13. (12) If the Company executes capital reduction, which gives rise to shares held by shareholders reduced based on the percentage of ownership, the accumulated

~34~

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 .

(20) 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

(21) Retained earnings (accumulated deficits)

  1. According to 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. (2) Recovery of losses.

  3. (3) Appropriation of 10% for legal reserve unless the total legal reserve accumulated has already reached the amount of Groups’ authorized capital.

  4. (4) Appropriation or reversal of special reserve pursuant to applicable law or regulation.

  5. (5) Distribution of preferred shares dividends

  6. (6) The Board of Directors proposes to the shareholders meeting for resolutions to distribute the amount of net profit, which includes the balance of the undistributed profit from the previous year, as dividends to the shareholders.

  7. 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 long-term financial planning. The Board of Directors shall prepare a proposal for the distribution of dividends to shareholders each year in accordance with the law. The proportion of cash dividends distributed from the aforementione d 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.

  8. Except for covering the 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.

~35~
  1. 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 reve rsed amount could be included in the distributable earnings.

  2. The accumulated deficits off-set for 2023 were resolved by the shareholders meeting on June 18, 2024.

(22) Operating revenue

2024 2023 $ 483,859 $ 535,782

Revenue from contracts with customers

  • 1.Disaggregation of revenue from contracts with customers

  • The Company’s revenue can be divided into major product lines and geographical regions as follows

2024:

24:
Rev enu e
fro m
con tra ct s
wit h
ext ern al
cus tom er s
Bus ine ss co
Taiwan
$385,338
Bus ine ss co m mu ni cat io n sy ste m
Others
$ 363
Int ell ig ent
sys te
Taiwan
$65,959
Int ell ig ent ele ctr om e c han ica l
r s
Others
$24,529
Total
$483,859

sys te

m an d ot he

USA
$ 7,357

USA
$313

2023:

23:
Rev enu e
fro m
con tra ct s
wit h
ext ern al
cus tom er s
Bus ine ss co
Taiwan
$449,935
Bus ine ss co m mu ni cat io n sy ste m
Others
$ 194
Int ell ig ent ele ctr om e
sys tem an d ot he
Taiwan
USA
$55,790
$561
Int ell ig ent ele ctr om e c han ica l
r s
Others
$16,269
Total
$535,782

sys tem an d ot he

USA
$13,033
  • 2.Contract assets and liabilities

  • (1) The contract assets and contract liabilities related to revenue from contracts with customers recognized by the Company are as follows:

December 31, 2024
Contract liabilities - construction contracts$ 1,199
Contract liabilities - product sales contract~~s ~~$ 12,109
December 31, 2023
$ 10,091
$ 5,035
January 1, 2023

$-
$ 4,031
  • (2) Contract liabilities at the beginning of the period recognized as revenue in the current

  • period

Product sales contract

(23) Interest income

2024 2023
$ 3,312 $ 2,780
2024 2023
$ 1,547 $ 8,800

Interests from bank deposits

(24) Other income

~36~
Rent income
Dividend income
Other income - others
2024
$ 11,000
8,440
1,430
$ 20,870
2023
$ 7,083
6,806
4,601

$ 18,490

(25) Other gains and losses

Foreign currency exchange gains Depreciation of investment properties Other gains and losses

2024
$ 2,153
( 1,410)
( 429)
$ 314
2023
$ 4,721
( 1,175)
( 615)
$ 2,931

(26) Financial cost

Interest expense

2024
$ 19,648
2023
$ 24,764

(27) Additional information on nature of expenses

Employee benefits expense
Depreciation expense
Amortization expense
2024
$ 141,392
21,262
1,259
$ 163,913
2023
$ 163,261
20,942
1,858
$ 186,061

(28) Employee benefit expenses

Wages and salaries
Labor and health insurance fees
Pension expenses
Other personnel expenses
2024
$ 116,542
12,071
7,008
5,771
$ 141,392
2023
$ 136,338
13,358
7,885
5,680
$ 163,261
  1. 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.

  2. The accrued amounts of employees and directors remuneration for the years ended December 31, 2024 and 2023 are both $0. The amounts 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 incurs accumulated

~37~

deficit, the amounts accrued are $0.

  1. The information about the employees’ and directors’ remuneration resolved by the board of directors is available at the Market Observation Post System website. .

  2. (29) Income tax

  3. 1.Income tax expenses

    • (1) Components of income tax expense:
Components of income tax expense:
Total current income tax
Total deferred income tax
Income tax expense
2024
$ -
-
$-
2023
$ -
-
$-

(2) Amount of 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 and accounting profit

2024
Tax payables calculated by profit (loss) before tax
multiplying the enacted tax rates
($ 2,939)
Items that shall be excluded based on tax laws
90
Tax exempt income based on tax laws
7,117
Changes in evaluation about the realizability of deferred
tax assets
( 4,268)
Tax losses not recognized as deferred tax assets
-
Income tax expense
$-
2023
($ 7,219)
90
( 4,338)
2,054
9,413
$-
  1. The amounts of deferred income tax assets or liabilities arising from temporary differences and tax losses are as follows
Tax loss
Temporary differences
-Deferred tax labilities:
Remeasurement of
defined obligations
2024
December 31
$ 115,508
($ 880)
At January 1
$115,508
($ 880)
Recognized in
Profit or Loss
$-
$-
Recognized in
Other Comprehensive
Income
$-
$-

Recognized in
equity
$-
$-
Tax loss
Temporary differences
-Deferred tax labilities:
Remeasurement of
defined obligations
2023
December 31
$ 115,508
At January 1
$ 115,508
($ 880)
Recognized in
Profit or Loss
$-
$-
Recognized in
Other Comprehensive
Income
$-
$-

Recognized in
equity
$-
$-

$ 880-
~38~
  1. Expiration dates of unused taxable loss and amounts of unrecognized deferred income tax assets are as follows

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
Unused
amount
$ 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

Year Amount Unused Unrecognized deferred Unrecognized deferred
incurred filed/assessed amount income tax assets Year of expiration
2014 $ 135,719 $ 135,719 $ 135,719 2024
2015 278,639 278,639 278,639 2025
2016 99,269 99,269 99,269 2026
2017 116,640 116,640 116,640 2027
2018 62,637 62,637 62,637 2028
2019 95,985 95,985 50,340 2029
2021 498,607 498,607 - 2031
2022 23,384 23,384 - 2032
2023 9,904 9,904 - 2033
$ 1,320,784 $ 1,320,784 $ 743,244

As described in Note 12(4) of the financial statements, the Company continues improving the operating condition, thus, tax losses may be utilized in future periods have been recognized as deferred income tax assets.

  1. Deductible temporary differences not recognized deferred income tax assets
Deductible temporary differences December 31, 2024
$ 120,904
December 31, 2023

$ 128,941
  1. Profit-seeking Enterprise Income Taxes of the Company have been verified by the tax collection authority until 2022.
~39~

(30) Losses per share

Basic losses per share
Losses attributable to shareholders of the
parent
lesspreferred shares dividends
Losses 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
lesspreferred shares dividends
Losses 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
2024 2024
Amount
after tax
($ 14,694)
( 720)
($ 15,414)
($ 15,414)
-
($ 15,414)
Weighted average
number of ordinary shares outstanding
(in thousands of shares)
14,133
14,133
-
14,133
2023
Losses per share
(in dollars)
($ 1.09)
($ 1.09)
Amount
after tax
($ 36,094)
( 720)
($ 36,814)
( 36,814)
-
($ 36,814)
Weighted average
number of ordinary shares outstanding
(in thousands of shares)
14,133
14,133
-
14,133
Losses per share
(in dollars)
($ 2.60)
($ 2.60)






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..

(31) Supplemental information on cash flows

Investing activities with partial cash payments

Investing activities with partial cash pa yments
Purchase of property, plant and equipment
Add: Opening balance of payable on
equipment
Less: Ending balance of payable on equipment
Less: Opening balance of prepayments for
equipment
Add: Ending balance of prepayments for
equipment
Cash paid
2024
$ 2,850
2,724
( 187)
( 808)
22
$ 4,601

(32) Changes in liabilities from financing activities

Short-term
Borrowings
Long-term
borrowings
(including the
Corp. bonds
(including the
current portion)
Lease
principal
repayment

Guaranteed deposits
received
Total liabilities
from
financing activities


received
~40~
current portion)
January 1, 2024
$324,000
$ 200,000
$ 133,000
$183,814
$ 2,773
Changes in cash flows
from financing
activities
( 54,000)
-
-
( 11,609)
-
Interest expenses
-
-
-
4,517
-
Interest expenditures
-
-
-
( 4,517)
-
Increase in lease
liabilities
-
-
-
3,680
-
December 31, 2024
$270,000
$ 200,000
$ 133,000
$175,885
$ 2,773
Short-term
Borrowings
Long-term
borrowings
(including thecurrent
portion)
Corp. bonds
(including
the
current portion)
Lease principal
repayment
January 1, 2023
$740,000
$ 200,000
$ 133,000
$191,100
Changes in cash flows
from financing activities ( 416,000)
-
-
( 11,443)
Interest expenses
-
-
-
4,701
Interest expenditures
-
-
-
( 4,701)
Increase in lease
liabilities
-
-
-
4,157
December 31, 2023
$324,000
$ 200,000
$ 133,000
$183,814
$ 843,587
( 65,609)
4,517
( 4,517)
3,680
$ 781,658
Total
liabilities
from
financing activities

$1,264,100
( 427,443)
4,701
( 4,701)
4,157
$ 840,814

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
Baycom Opto-Electronic Technology CO., LTD.
Wu Han Tecom Co., Ltd
TECO Electric & Machinery Co., Ltd
Guandehong Technology Co., Ltd.
Taiwan Ericsson Co., Ltd.
WANTGO.COM CO., LTD.
JIE ZHENG PROPERTY SERVICE & MANAGEMENT CO., LTD.
Tecnos International Consulting Co., Ltd.
INFORMATION TECHNOLOGY TOTAL SERVICES CO., LTD.
TONG DAI CO., LTD.
Dong An Asset Development Management Co., Ltd.
AN-SHIN FOOD SERVICES CO.,LTD.
Teco Tour Travel Service co., ltd.
Yatec Engineering Corporation
Related Party Category

Subsidiary
Subsidiary
Parent Company
Substantive related party
Substantive related party
Substantive related party
Fellow subsidiary
Fellow subsidiary
Fellow subsidiary
Fellow subsidiary
Fellow subsidiary
Fellow subsidiary
Fellow subsidiary
Fellow subsidiary
~41~

E-JOY Electronic Internationa Co., LTD. Fellow subsidiary A-OK TECHNICAL SERVICE CO., LTD. Fellow subsidiary TAIWAN PELICAN EXPRESS CO., LTD. Fellow subsidiary TAISAN ELECTRIC CO., LTD. Fellow subsidiary Taian (Subic) Electric Co., Ltd. Fellow subsidiary TECO Australia Pty Limited (TAC) 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 New Zealand Ltd. Fellow subsidiary TECO ELECTRIC & MACHINERY (PTE) LTD. Fellow subsidiary YUBANTEC INDIA PRIVATE LIMITED Other related party

~42~

(3) Significant transactions and balances with related parties

1.Opearating revenue

Sales of goods
Wuhan Dongxun Technology Co., Ltd.
Parent company
Fellow subsidiary
Subsidiary
Substantive related party
2024
$ 15,395
8,454
4,916
30
-
$ 28,795
2023
$ 14,002
6,627
4,301
-
58
$ 24,988

Sales are based on normal commercial terms and conditions 2.Purchases of goods

Purchases of goods
Wuhan Dongxun Technology Co., Ltd.
Parent company
2024
$ 19,690
2,739
$ 22,429
2023
$ 17,176
16,105

$ 33,281

Purchases of goods are based on normal commercial terms and conditions.

3.Receivables from related parties

Notes receivables:
Fellow subsidiary
Accounts receivables:
Wu Han Tecom Co., Ltd.
Fellow subsidiary
Parent company
Other receivables
Subsidiary
Substantive related party
Allowance for bad debts
Subtotal
Total
December 31, 2024
$ 581
13,478
1,636
1,514
16,628
179
11
190
-
190
$ 17,399
December 31, 2023

$ 101
13,026
2,141
1,987
17,154
295
11
306
-
306
$ 17,561

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

~43~
Accounts payables:
Wu Han Tecom Co., Ltd.
Parent company
Other payables to related parties
Wu Han Tecom Co., Ltd
Parent company
Fellow subsidiary
December 31, 2024
$ 3,123
478
$ 3,601
$ 2,931
280
72
$ 3,283
December 31, 2023

$ 2,672
583
$ 3,255
$ 6,186
266
26
$ 6,478

The accounts payable to related parties are mainly from purchase transactions, and payment shall be made within 25 to 90 days after receipt of goods. There is no interest attached to t he payables.

5.Other related party transactions

Bonds payable
Baycom Opto-Electronic Technology Co.,LTD.
Interest expenses-bonds payable
Baycom Opto-Electronic Technology Co.,LTD.
Service costs/other expense
Wu Han Tecom Co., Ltd
Parent company
Fellow subsidiaries
December 31, 2024
$ 133,000
2024
$ 2,667
2024
$ 23,683
1,554
238
$ 25,475
December 31, 2023

$ 133,000

2023
$ 2,660

2023
$ 20,336
1,984
326
$ 22,646
  1. Lease transactions lessee

  2. (1) The Company 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 December 31, 2024
$ 3,680
December 31, 2023
$ 3,573
~44~
(3) Rent expenses
Parent company
Fellow subsidiary
Ttl
2024
$ 347
91
$ 438
2023
$ 345
91
$ 436
(4) Lease liability
Interest expenses
Fellow subsidiary
2024
$ 50
2023
$ 48
  1. Leasing transaction Lessor

In 2024 and 2023, the Company received rental income of $5,928 and $5,821 respectively from leasing part of the plants and offices to related parties, which is collected on a monthly basis.

(4) Baycom Opto-Electronic Technology Co.,LTD.
Substantive related party
Key management compensation
2024
$ 5,855
73
$ 5,928
2023
$ 5,748
73
$ 5,821
Salaries and other short-term employee benefits
Post-employment benefits
Total
2024
$ 12,856
353
$ 13,209
2023
$ 12,821
428
$ 13,249

8. RESTRICTED ASSETS

The details of the Company’s restricted assets are as follows

Assets Item Carrying amount
Purpose
Lease security deposit and
borrowing restrictions
Guarantee for the customs
duties
Guarantee for bank loans
Guarantee for bank loans

December 31, 2023
$ 84,773
681
242,530
74,170
$ 402,154
~45~

9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT

(1) Contingencies

None.

(2) Commitments

As of December 31, 2024, the Company commissioned banks to issue the guaranteed bills and guarantee letters for the fulfillment of sale contracts and bids, with a total amount of $13,097.

10. SIGNIFICANT DISASTER LOSS

None.

11. SIGNIFICANT SUBSEQUENT EVENTS

None.

12. OTHERS

(1) Capital management

The Company’s objectives when managing capital are to safeguard the Company’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 Company may issue new shares or sell assets to reduce debts. The Company monitors capital 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 add the total net debts.

The strategy of capital management is the same in 2024 and 2023. The Company 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, 2024 and 2023 are shown as below

Total borrowings
Lesscash and cash equivalents
Net debt
Total equity
Total capital
Debt to capital ratio
December 31, 2024
$ 603,000
( 116,293)
486,707
199,296
$ 686,003
71%
December 31, 2023
$ 657,000
( 32,534)
624,466
205,619
$ 830,085
75%

(2) Financial instruments

1.Financial instruments by category

Financial assets
Financial assets at fair value through other comprehensive
income
Investments in equity instruments elected to be designated
measured at fair value through other comprehensive income
(current and non-current)
Financial asset at amortized cost
Cash and cash equivalents
December 31, 2024
$ 229,551
116,293
December 31, 2023

$ 266,190
32,534
~46~
Financial assets at amortized cost
Notes receivable
Accounts receivable
Other receivables
Guaranteed deposits paid
Financial liabilities
Financial liabilities at amortized cost
Short-term borrowings
Notes payables
Accounts payables
Other payables
Bonds payables (including current portion)
Long-term borrowings (including current portion)
Guaranteed deposits received
Lease liabilities
23,512
84,773
13,307
15,670
98,240
105,436
1,818
3,248
2,391
2,458
$ 485,112
$ 510,309
December 31, 2024
December 31, 2023
$ 270,000
$ 324,000
2,810
2,070
61,366
55,384
51,982
55,993
133,000
133,000
200,000
200,000
2,773
2,441
$ 721,931
$ 772,888
$ 175,885
$ 183,814
23,512
84,773
13,307
15,670
98,240
105,436
1,818
3,248
2,391
2,458
$ 485,112
$ 510,309
December 31, 2024
December 31, 2023
$ 270,000
$ 324,000
2,810
2,070
61,366
55,384
51,982
55,993
133,000
133,000
200,000
200,000
2,773
2,441
$ 721,931
$ 772,888
$ 175,885
$ 183,814

$ 772,888

$ 183,814
  • 2.Risk management policies

  • (1) The Company’s operation is influence by several financial risks, including market risk (including foreign exchange risk, interest rate risk and price risk), credit risk, and liquidity risk. The Company'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 Company's financial position and financial performance.

  • (2) Risk management is executed by the Company’s finance department by following authorized policies. The finance department cooperates with the Company'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 excess working capital.

  • Significant financial risks and degrees of financial risks

  • (1) Market risk

Foreign exchange risk

  • A. The Company 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 from future commercial transactions and assets and liabili ties already recognized.
~47~
  • B. The Company manages its foreign exchange risk through the Company Finance Department. To manage the foreign exchange risk arising from future business transactions and recognized assets and liabilities, all companies within the Company are regularly rev iewed by the Company Finance Department for 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 Company's businesses involve a number of non -functional currencies (the Company'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 follows:

(Foreign currency:
Functional currency)
Financial assets
Monetary items
USD : TWD
CNYTWD
Non-monetary items: none.
Financial liabilities
Monetary items
USDTWD
CNYTWD
Non-monetary items: none.
(Foreign currency:
Functional currency)
Financial assets
Monetary items
USD : TWD
CNYTWD
Non-monetary items: none.
Financial liabilities
Monetary items
USDTWD
CNYTWD
December 31, 2024
Exchange rate
Carrying amount
(NT)
32.785
$ 16,917
4.478
15,763
32.785
$ 35,900
4.478
6,081
December 31, 2023
December 31, 2024
Exchange rate
Carrying amount
(NT)
32.785
$ 16,917
4.478
15,763
32.785
$ 35,900
4.478
6,081
December 31, 2023

Foreign currency
amount(thousand)
$ 516
3,520
$ 1,095
1,358

Foreign currency
amount(thousand)
$ 2,753
3,515
$ 1,052
1,250

Exchange rate
30.705
4.327
30.705
4.327

Carrying amount

(NT)
$ 84,531
15,209
$ 32,302
5,409

Non-monetary items: none.

  • D. The total amount of all exchange gains (losses) (including realized and unrealized) recognized by the Company due to exchange rate fluctuations was $ 2,153 and $$4,721, respectively, for the years ended December 31, 2024 and 2023.
~48~
  • E. The information that would be materially affected by the exchange rate fluctuations is as follows
(Foreign currency:
Functional currency)
Financial assets
Monetary items
USD : TWD
CNYTWD
Non-monetary items: none
Financial liabilities
Monetary items
USDTWD
CNYTWD
Non-monetary items: none
2024
Sensitivity Analysis
Effect on profit and loss
Effect on profit and loss
Effect on profit and loss



1%
$ 169
$ -
1%
158
-
.
1%
($ 359)
$ -
1%
( 61)
-
.
(Foreign currency:
Functional currency)
Financial assets
Monetary items
USD : TWD
CNYTWD
Non-monetary items: none
Financial liabilities
Monetary items
USDTWD
CNYTWD
Non-monetary items: none
2023
Sensitivity Analysis
Effect on profit and loss
Effect on profit and loss
Effect on profit and loss
1%
$ 845
$ -
1%
152
-
.
1%
($ 323)
$ -
1%
( 54)
-
.

Price risk

  • A. The Company’s financial instruments, which are exposed to price risk, are the held 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 equity instruments, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.

  • B. The Company mainly invests in financial instruments comprised of shares and open - ended funds issued by the domestic companies. The value of financial instruments

~49~

is susceptible to the market price risk arising from uncertainties about the future performance of equity markets. A change of increase or decrease 1% in the price of the aforementioned financial assets at fair value through other comprehensive income could increase or decrease the Company’s other comprehensive income for the years ended December 31, 2024 and 2023 by $ 2,296 and 2,662, respectively.

Cash flow and fair value interest rate risk

  • A. The Company’s main interest rate risk arises from short-term and long-term borrowings with variable rates which expose the Company to cash flow interest rate risk. During the years ended December 31, 2024 and 2023, the Company’s borrowings at variable rates were denominated in USD and NTD.

  • B. Borrowings of the Company are measured at amortized cost and the interest rate will be repriced according to the contractual agreement every year, thus the Company 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 by $4,824 and $5,256, 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 Company arising from default by the clients or counterparties of financial instruments. The company is exposed to credit risks from accounts receivables that the counterparty is unable to pay off by the payment term, and the contractual cash flows at amortized cost.

  • B. The Company manages credit risk in terms of the Company. The Company only accepts banks or institutions assessed to be with good credit quality as correspondent bank or financial institutions. Based on internal credit policies, the Company 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 under general model

    • (1) The Company 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 Company 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 at amortized cost held by the Company 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 Company used to determine 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 Company writes off the amount of financial assets at are not reasonably to be recovered after the recourse procedures. However, the Company 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 Company estimates the expected credit losses based on the simplified approach with a loss rate method for the accounts receivables and notes

~50~

receivables grouped by customers’ ratings.

  • (2) The Company has incorporated an adjustment to the loss rate based on past and 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
December 31, 2024
Expected loss rate
Total carrying amount
Loss allowance
December 31, 2023
Expected loss rate
Total carrying amount
Loss allowance
Group 1
0.03%~1%
$ 59,220
$ 771
Group 1
0.03%~1%
$ 49,572
$ 158
Group 2
0.03%~2%
$ 9,545
$ -
Group 2
0.03%~2%
$ 15,106
$ -
Group 3
0.03%~5%
$ 16,931
$ -
Group 3
0.03%~5%
$ 35,343
$ 4
Group 4
0.03%~10%
$ 23,737
$ 414
Group 4
0.03%~10%
$ 18,229
$ 392
Group 5
0.03%~30%
$ 3,401
$ 102
Group 5
0.03%~30%
$ 3,547
$ 137
Total
$ 112,834
$ 1,287
Total
$ 121,797
$ 691
  • (3) The Company’s allowances of trade receivables are shown as below
At January 1
Provision for impairment loss(reversal)
At December 31
2024
Accounts receivables
$ 691
596
$ 1,287
2023
Accounts receivables
$ 560
131
$ 691
  • (3) Liquidity risk

  • A. Cash flow forecasting is performed in the various departments of the Company and aggregated by the Company treasury. The Company treasury monitors rolling forecasts of the Company’s liquidity requirements to ensure it has sufficient cash to meet operational needs.

  • B. The Company of unutilized borrowing amounts are shown as below s:

Floating Rate expiry within 1 year

December 31, 2024
$ 258,977
December 31, 2023
$ 277,510
  • C. The table below analyses the Company’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, 20234 Less than 1 year
Short-term
borrowings
$ 271,860
Notes payables
2,810
Accounts
payables
61,366
Other payables
51,982
Bonds payable
2,660
Lease liabilities11,965
Long-term
borrowings
200,423
Between 1
and 2 years
$ -
-
-
-
135,332
11,110
-
Between 2
and 5 years
$ -
-
-
-
-
33,330
-
More than 5 years

$ -
-
-
-
-
166,652
-
~51~

(including current portion)

Non-derivative financial liabilities:

Non-derivative

financial liabilities:
December 31, 2023 Less than 1 year
Short-term
borrowings
$ 326,006
Notes payables
2,070
Accounts
payables
55,384
Other payables
55,993
Bonds payable
2,660
Lease liabilities12,396
Long-term
borrowings
(including current
portion)
204,840
Non-derivative
financial liabilities:
Between 1
and 2 years
$ -
-
-
-
5,320
11,965
-
Between 2
and 5 years
$ -
-
-
-
143,640
33,330
-
More than 5 years
$ -
-
-
-
-
177,763
-

The Company does not expect the timing of 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 sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the listed ,over-the-counter, and emerging market stocks invested by the Company shall be attributed accordingly.

  • Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

  • Level 3 Unobservable inputs for the asset or liability.

  • 2.Please refer to Note 6(9) for the fair value information on investment properties measured at cost.

  • 3.Financial instruments not measured at fair value:

  • Except for those listed in the table below, the carrying amounts of the Company’s cash and cash equivalents, financial assets at amortized cost, notes receivables, accounts receivables, other receivables and guaranteed deposits paid (listed other non-current assets and financial assets measured 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:

Financial liabilities December 31, 2024 December 31, 2024

Carrying amount


Fair value
Level 1 Level 2 Level 3
~52~

Bonds payables

(Including current portion)

Financial liabilities Bonds payables (Including current portion)

$ 133,000
$-
$-
December 31, 2023
$-
$-
December 31, 2023
$ 133,000


Carrying amount
$ 133,000


Level 1
$-

Fair value
Level 2
$-
Level 3
$ 133,000
  1. 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
Level 2
Level 3
Total
Assets
Fair value on a recurring basis
Financial assets at fair value through
other comprehensive income - Equity
instruments
$229,464
$-
$ 87
$229,551
DebtNone.
December 31, 2023
Level 1
Level 2
Level 3
Total
Assets
Fair value on a recurring basis
Financial assets at fair value through
other comprehensive income - Equity
instruments
$265,089
$-
$ 1,101
$266,190
DebtNone.
  • (2)The methods and assumptions the Company used to measure fair value are as follows:

    • A. The Company used market quoted prices as their fair values (that is, Level 1), which is closing price of listed and OTC shares , and shares in emerging market.

    • 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 Company adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observabl e in the market.

  • 5.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 :

January 1, 2024
Gains recognized in other comprehensive income
Transferred to level 1
December 31, 2024
Equity securities
$ 1,101
2,936
( 3,950)
$ 87
~53~
January 1, 2023
Gains recognized in other comprehensive income
December 31, 2023
Equity securities
$ 767
334
$ 1,101

(4) The future financial fitness plan

As of December 31,2024,the debt-to-capital ratio was 83%. 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 continues 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 proje ct 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 exp enditures, to increase cash inflows in the future, and strengthen operating effectiveness and business growth.

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.

  • H. Receivables from related parties reaching NT$100 million or 20% of paid -in capital or more: None.

~54~
  • 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.

  • 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

N/A

~55~

Tecom Co., LTD.

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.

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.

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.

Information on investments in Mainland China

For the year ended December 31, 2024

Table 4

able 4
Investee in
Mainland
China
Main business
activities
Paid-in
capital
Investment method
u Han
ecom Co.,
td.(Note 1)
Engage in technical
development,
production, sales and
$ 6,950
Through investment in a
third region and
reinvesting in a mainland
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
u
ec
td.

Wu Han Engage in technical Tecom Co., development, Ltd.(Note 1) production, sales and technical service of telecommunications network information related products.

company

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.

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 Expressed in thousands of NTD (Except as otherwise indicated) Sales revenue Accounts receivables Other expenses Account payables Investee in Mainland China Amount % Amount % Amount % Amount % Wuhan Dongxun $ 15,395 2.44% $ 13,478 1.04% $ 23,683 3.75% $ 3,123 0.37% Technology Co., Ltd Other payables Purchase Amount % Amount % Wuhan Dongxun $ 2,931 0.34% $ 19,690 3.12% Technology Co., Ltd

~Table 5 Page 1~

Tecom Co., LTD. Major Shareholders Information December 31, 2024

Tecom Co., LTD.
Major Shareholders Information
December 31, 2024
Tecom Co., LTD.
Major Shareholders Information
December 31, 2024
Tecom Co., LTD.
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~

Statement 1
Item
Tecom Co., LTD
STATEMENT OF CASH AND CASH EQUIVALENTS
DECEMBER 31, 2024
Expressed in thousands of New
Taiwan dollars

Description
Amount
$ 20
88,372
USD
430,997.79 FX 32.785
14,130
Others
2,331
17
11,423
$ 116,293
Tecom Co., LTD
STATEMENT OF CASH AND CASH EQUIVALENTS
DECEMBER 31, 2024
Expressed in thousands of New
Taiwan dollars

Description
Amount
$ 20
88,372
USD
430,997.79 FX 32.785
14,130
Others
2,331
17
11,423
$ 116,293



Description
Petty cash
Bank Deposits
Demand deposits
NTD
Foreign currency
Checking accounts
Deposits in transit
NTD

USD

Others
Statement 1 p1

Tecom Co., LTD

STATEMENT OF ACCOUNTS RECEIVABLES DECEMBER 31, 2024

Statement 2
Customer Name
General customers─
Songyu Technology Co., Ltd.
Order Intelligent Buildings Co., Ltd.
KUANG MING ENTERPRISE CO., LTD.
Shin You Tong Telecom Co., Ltd.
Others
LessAllowance for bad debts
Related Parties─
TECO Electric & Machinery Co., Ltd
Wuhan Dongxun Technology Co., Ltd.
Others
LessAllowance for bad debts
Total
Items Expressed in thousands of New
Taiwan dollars
Amount
Notes
$ 8,843
6,719
6,426
4,495
56,416
None of the miscellaneous items
exceed 5% of the balance of this
item. The amount of accounts
receivable longer than 1 year is
$0.
82,899
( 893)
82,006
1,514
13,478
1,636
None of the related parties
exceed 5% of the balance of this
item. The amount of accounts
receivable longer than 1 year is
$0.
16,628
( 394)
16,234
$ 98,240
Statement 2 p1

Tecom Co., LTD STATEMENT OF INVENTORIES DECEMBER 31, 2024

Expressed in thousands of New Taiwan dollars

Statement 3
Items
Summary
Finished goods
Work in process
Raw materials
Less: Allowance for
loss for market price decline and
obsolete
and
slow-moving
inventories
Amount Expressed in thousands of New
Taiwan dollars

Net Realizable Value
Note
Collateral
$ 116,973
Measure
at
net
realizable
value
None.
5,974
Measure
at
net
realizable
value
None.
63,360
Measure
at
net
realizable
value
None.
$ 186,307
Cost
$ 82,596
3,482
56,208
142,286
( 49,918)
$ 92,368
None.
None.
None.
Statement 3 p1

Tecom Co., LTD

STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 4

Expressed in thousands of New Taiwan dollars

Name
Taiwan High Speed Rail Corporation
NEOVIDEO TECHNOLOGY
CORPORATION
Edimax Technology Co., Ltd.
International Integrated Systems, Inc
Beginning Balance
Fair value
$249,039
87
16,050
1,014
$266,190
Additions
Number of shares
Amount
-
$ -
-
-
-
22,860
-
4,034
$ 26,894
Decrease
Amount
$ 23,525
-
38,910
1,098
$ 63,533
Ending Balance
Collateral
Note
Footnote

Number of shares
8,112,000
1,066,667
1,000,000
94,706
Number of shares
-
-
1,000,000
18,000

Number of shares
8,112,000
1,066,667
-
76,706

Fair value
$225,514
87
-
3,950
$229,551
-
-
-
-

Note: Please refer to Note 8 for the explanations on the shares pledged to banks as collaterals for long-term borrowings.

Statement 4 p1

Tecom Co., LTD

STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 5

Expressed in thousands of New Taiwan dollars

Increases in Investment (Note)
Shares
Amount
-
$ -
-
-
-
-
-
-
30,604
422
41,473
878
-
-
$ 1,300
Increases in Investment (Note)
Shares
Amount
-
$ -
-
-
-
-
-
-
30,604
422
41,473
878
-
-
$ 1,300
Decrease in Investment (Note)
Shares
Amount
-
( 13,437)
-
( 1,839)
-
-
-
-
-
( 306)
-
( 967)
-
( 95)
($ 16,644)
Decrease in Investment (Note)
Shares
Amount
-
( 13,437)
-
( 1,839)
-
-
-
-
-
( 306)
-
( 967)
-
( 95)
($ 16,644)
Balance, December 31, 2024
Market price or equity net
value
Pledged as
collateral

Shares
Own ship
Amount
Unit price
Total price
14,700,741 43.76%
$ 188,156 $ 12.80
$ 188,156 None
200,000 100.00% ( 9,893) - ( 9,893)
596,925 28.19%
- -
- None
1,100,000 10.00%
3 -
3 None
598,403 4.90%
6,895 11.52
6,895 None
725,899 5.26%
9,752 13.43
9,752 None
480,000 16.00%
1,555 3.24
1,555 None
$ 196,468
$ 196,468
Balance, December 31, 2024
Market price or equity net
value
Pledged as
collateral

Shares
Own ship
Amount
Unit price
Total price
14,700,741 43.76%
$ 188,156 $ 12.80
$ 188,156 None
200,000 100.00% ( 9,893) - ( 9,893)
596,925 28.19%
- -
- None
1,100,000 10.00%
3 -
3 None
598,403 4.90%
6,895 11.52
6,895 None
725,899 5.26%
9,752 13.43
9,752 None
480,000 16.00%
1,555 3.24
1,555 None
$ 196,468
$ 196,468
Balance, December 31, 2024
Market price or equity net
value
Pledged as
collateral

Shares
Own ship
Amount
Unit price
Total price
14,700,741 43.76%
$ 188,156 $ 12.80
$ 188,156 None
200,000 100.00% ( 9,893) - ( 9,893)
596,925 28.19%
- -
- None
1,100,000 10.00%
3 -
3 None
598,403 4.90%
6,895 11.52
6,895 None
725,899 5.26%
9,752 13.43
9,752 None
480,000 16.00%
1,555 3.24
1,555 None
$ 196,468
$ 196,468

Footnotes

Shares

Shares
-
-
-
-
-
-
-


Shares
14,700,741
200,000
596,925
1,100,000
598,403
725,899
480,000

Own ship

collateral
None
None
None
None
None
None
$ 201,593
( 8,054)
-
3
6,779
9,841
1,650
$ 211,812
-
-
-
-
30,604
41,473
-
$ -
-
-
-
422
878
-
$ 1,300
( 13,437)
( 1,839)
-
-
( 306)
( 967)
( 95)
($ 16,644)

43.76%
100.00%
28.19%
10.00%
4.90%
5.26%
16.00%

Note: Increase/decrease in the current period adopted the gains or losses in investments recognized by equity method, and the cash dividends paid by investees.

Statement 5 p1

Tecom Co., LTD

STATEMENTS OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 6

Expressed in thousands of New Taiwan dollars

Item
Buildings and structures
Machinery equipment
Test equipment
Other equipment
Beginning balance
$ 93,818
1,183
133
13,943
$ 109,077
Increase in the period
$ -
178
-
2,672
$ 2,850
Decrease in the period
$ -
( 395)
-
( 4,658)
($ 5,053)
Reclassification in the
period
$ 28,906
-
-
-
$ 28,906
Ending balance
Pledged as
collateral
Note
$ 122,724
Note 1
966
None
133
None
11,957
None
$ 135,780

Note 1: The carrying amount of property, plant and equipment, and investment properties pledged as collaterals to the banks is $70,948.

Statement 6 p1

Tecom Co., LTD

STATEMENTS OF CHANGES IN ACCUMULATED DEPRECIATION OF PROPERTY, PLANT AND EQUIPMENT FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 7

Expressed in thousands of New Taiwan dollars

Item
Buildings and structures
Machinery equipment
Test equipment
Other equipment
Beginning balance
($ 54,936)
( 792)
( 26)
( 5,360)
($ 61,114)
Increase in the period
($ 1,812)
( 188)
( 44)
( 4,801)
($ 6,845)
Decrease in the period
$ -
395
-
4,658
$ 5,053
Reclassification in the period
($ 17,324)
-
-
-
($ 17,324)
Ending balance
($ 74,072)
( 585)
( 70)
( 5,503)
($ 80,230)
Statement 7 p1

Tecom Co., LTD

STATEMENTS OF CHANGES IN COSTS OF INVESTMENT PROPERTIES FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 8

Expressed in thousands of New Taiwan dollars

Pledged as Item Beginning balance Increase in the period Decrease in the period Transfer in the period Ending balance collateral Note Buildings and structures $ 85,147 $ - $ - ($ 28,906) $ 56,241 Note

Note: The carrying amount of property, plant and equipment, and investment properties pledged as collaterals to the banks is $70,948.

Statement 8 p1

Tecom Co., LTD

STATEMENTS OF CHANGES IN ACCUMULATED DEPRECIATION OF INVESTMENT PROPERTIES FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 9

Expressed in thousands of New Taiwan dollars

Item Beginning balance Increase in the period Reclassification in the period Ending balance Note Buildings and structures ($ 49,859) ($ 1,410) $ 17,324 ($ 33,945)

Statement 9 p1

Tecom Co., LTD STATEMENT OF SHORT-TERM BORROWINGS DECEMBER 31, 2024

Statement 10
Type of Loan
Secured Loan
Unsecured Loan
Descriptions
Mortgage
Credit Loan
Ending Balance
$ 155,000
115,000
$ 270,000
Period of contract
2024/04/29~2025/03/21
2024/03/07~2025/04/02
Range of Interest Rate
2.29%~2.64%
2.30%~2.995%
Expressed in thousands of New Taiwan dollars
Credit Facility
Collateral
Note
$ 155,000
Y
115,000
N

Note: The carrying amount of property, plant and equipment, and investment properties pledged as collaterals to the banks is $70,948.

Statement 10 p1
Statement 11
Vendor Name
General manufacturers
HONOR TONE Ltd.
WT Microelectronics Co., Ltd.
Anax Technology Corpration
Others
Related parties
TECO Electric & Machinery Co., Ltd
Wuhan Dongxun Technology Co., Ltd.
Total
Tecom Co., LTD
ACCOUNTS PAYABLES
DECEMBER 31, 2024
Expressed in thousands of New
Taiwan dollars
Summary
Amount
Footnotes
$ 17,051
5,150
4,329
31,235
None of the suppliers exceeds 5% of the
balance of this item.
57,765
478
3,123
3,601
$ 61,366
Statement 11 p1

Tecom Co., LTD STATEMENT OF OPERATING REVENUE FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 12 Expressed in thousands of New
Taiwan dollars
Items
Quantity

Amount

Note
Net operating income
Mobile communication products 145 sets $ 5
Business communication system 165,717 sets 407,264
Smart electromechanical system
and others
12,150 sets
76,590
Total $ 483,859
Statement 12 p1

Tecom Co., LTD STATEMENT OF OPERATING COSTS FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 13

Expressed in thousands of New Taiwan dollars

Items
Direct raw materials
Raw materials at January 1, 2024
$ Add: Raw materials purchased

Transferred from work in process
and finished goods

Less: Raw materials at December 31, 2024(
Raw materials sold
(
Transferred to maintenance costs
(
Transferred to expenses
(
Raw materials consumed in the period

Direct labor

Manufacturing overhead

Manufacturing cost

Add: Work in process at January 1, 2024

Less : Work in process at December 31, 2024(
Transferred to raw materials
(
Transferred to expenses
(
Finished goods cost
$ Add : Finished goods at January 1, 2024

Finished goods purchased

Less : Finished goods at December 1, 2024 (
Transferred to raw material
(
Transferred to maintenance costs
(
Transferred to expenses
(
Costs of goods sold

Costs of raw materials sold

Service costs

Inventory valuation losses

Warranty costs

Maintenance costs

Manufacturing overhead not allocated

Other operating costs

Total operating costs
$
Items
Direct raw materials
Raw materials at January 1, 2024
$ Add: Raw materials purchased

Transferred from work in process
and finished goods

Less: Raw materials at December 31, 2024(
Raw materials sold
(
Transferred to maintenance costs
(
Transferred to expenses
(
Raw materials consumed in the period

Direct labor

Manufacturing overhead

Manufacturing cost

Add: Work in process at January 1, 2024

Less : Work in process at December 31, 2024(
Transferred to raw materials
(
Transferred to expenses
(
Finished goods cost
$ Add : Finished goods at January 1, 2024

Finished goods purchased

Less : Finished goods at December 1, 2024 (
Transferred to raw material
(
Transferred to maintenance costs
(
Transferred to expenses
(
Costs of goods sold

Costs of raw materials sold

Service costs

Inventory valuation losses

Warranty costs

Maintenance costs

Manufacturing overhead not allocated

Other operating costs

Total operating costs
$
Amount
66,239
115,896
154,270
56,208)
22,760)
418)
4,353)
252,666
7,086
31,187
290,939
4,005
3,482)
81,257)
936)
209,269
77,568
112,438
82,596)
73,013)
183)
3,052)
240,431
22,760
13,363
7,808
1,191
601
21,068
5,814
313,036

$



(
(
(
(









$
Statement 13 p1
Statement 13 p2

Tecom Co., LTD MANUFACTURING COSTS FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 14

Expressed in thousands of New Taiwan dollars

Items
Processing cost
Salary expenditure
Depreciation expense
Other expenses
Less: Unallocated Manufacturing
Overhead
Summary Amounts
$ 29,318
10,798
7,131
5,008
( 21,068)
$ 31,187
Footnotes
None of the items exceeds 5% of the
balance of this item.
Statement 14 p1

Tecom Co., LTD STATEMENT OF SELLING EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 15
Items
Salary expenditure
Insurance expense
Depreciation
Other expenses
Summary Expressed in thousands of New
Taiwan dollars
Amounts
Footnotes
$ 38,861
5,033
4,482
21,077
None of the items exceeds 5% of
the balance of this item.
$ 69,453
Statement 15 p1

Tecom Co., LTD

STATEMENT OF GENERAL AND ADMINISTRATIVE EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2024

Statement 16
Items
Salary expenditure
Depreciation
Service expenditure
Insurance expense
Other expenses
Summary Expressed in thousands of New
Taiwan dollars
Amounts
Footnotes
$ 27,833
6,930
4,404
2,643
6,064
None of the items exceeds 5% of the
balance of this item.
$ 47,874
Statement 16 p1

Tecom Co., LTD

STATEMENT OF RESEARCH AND DEVELOPMENT EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2024

Expressed in thousands of New Taiwan dollars

Statement 17
Items
Salary expenditure
Service expenditure
Indirect materials
Other expenses
Summary Exp
Amounts
$ 32,579
26,715
7,087
1,986
$ 68,367
ressed in thousands of New
Taiwan dollars
Footnotes
None of the items exceeds 5% of the
balance of this item.
Statement 17 p1

Statement 18

Tecom Co., LTD

SUMMARY OF EMPLOYEE BENEFITS, DEPRECIATION AND AMORTIZATION EXPENSES BY FUNCTION FOR THE YEAR ENDED DECEMBER 31, 2024

Expressed in thousands of New Taiwan dollars

Function
Type
2024 2024 2024 2023 2023 2023
belongs to business
cost
belongs to business
expense
Total belongs to business
cost
belongs to business
expense
Total
Employee Benefit Expenses
Salary Expenses $17,269 $ 96,495 $113,764 $24,540 $109,026 $133,566
Labor health insurance 2,358 9,713 12,071 2,826 10,532 13,358
Pension Expenses 1,181 5,827 7,008 1,483 6,402 7,885
Director's remuneration - 2,778 2,778 - 2,772 2,772
Other employee benefit expenses 1,419 4,352 5,771 1,452 4,228 5,680
Depreciation expense 7,131 14,131 21,262 7,488 13,454 20,942
Amortization expenses 168 1,091 1,259 109 1,749 1,858
  1. As of December 31, 2024 and 2023 the amount of employee of the Company was 158 people and 155 people. Among them, the number of directors who are not concurrently employees is 7. .

  2. Companies which are listed on the stock exchange or traded on the OTC securities trading center shall be disclosure of the following information

  3. (1) The average employee benefit cost is 918 thousand in this period.

.

The average employee benefit cost is 1,084 thousand in the previous period.

  • (2) The average employee salary expenses are 753 thousand in this period.

The average employee salary expenses are 902 thousand in the previous period.

  • (3) The change in the average employee salary is (16.52%).

(4)

A. This company has a company charter and the "Method for Paying Director and Functional Member Remuneration". According to the degree of participation and contribution of the directors and functional members in the operation of the Company, and reference to the domestic industry standards, the corresponding remuneration is regulated. In addition to director remuneration and business execution expenses, the Company shall pay the director’s remuneration not more than 5% of the profits of the year, but when the Company has accumulated losses, it should be made up. The above remuneration shall be evaluated and proposed by the Salary Remuneration Committee, and then submitted to the Board of Directors for deliberation and decision.

  • B. This company has a company charter and the "Performance Reward Method for Senior Management Level", which regulates the remuneration payment standards and performance evaluation for managers. The Salary Remuneration Committee shall evaluate and propose, and then submit it to the Board of Directors for deliberation and decision.

  • C. The salary & benefits policy of this company: The salary of the employees of this company is determined based on their educational background, professional knowledge and skills, and professional years of experience, and the annual salary adjustment is based on the Company's operating conditions, the employee's work performance, and the market conditions to determine the items and amount of salary adjustment.

Statement 18 p.1
Table 7 p1