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TMC — Interim / Quarterly Report 2023
Nov 14, 2023
52014_rns_2023-11-14_dd79eabd-945e-4e63-b158-8a0b95ada508.pdf
Interim / Quarterly Report
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Taiwan Mask Corporation and Subsidiaries Consolidated Financial Statements and Independent Auditor’s Review Report Q1 2023 and 2022 (Stock Code: 2338)
Company address: No. 11, Chuangxin 1st Road, Baoshan, Hsinchu County, Hsinchu Science Park
Telephone: (03)563-4370
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Taiwan Mask Corporation and Subsidiaries
’ Q1 2023 and 2022 Consolidated Financial Statements and Independent Auditor s
Review Report
Table of Contents
| Items | Page |
|---|---|
| I. Cover | 1 |
| II. Table of Contents | 2 ~ 3 |
| III. Independent Auditors’ Review Report | 4 ~ 5 |
| IV. Consolidated Balance Sheet | 6 ~ 7 |
| V. Consolidated Statement of Comprehensive Income | 8 |
| VI. Consolidated Statement of Changes in Equity | 9 |
| VII. Consolidated Statement of Cash Flows | 10 ~ 11 |
| VIII. Notes to the Consolidated Financial Statements | 12 ~ 61 |
| (I) Company History | 12 |
| (II) Date and procedures for passing the financial statement | 12 |
| (III) Application of New and Revised International Financial Reporting | |
| Standards | 12 ~ 13 |
| (IV) Summary of Significant Accounting Policies | 13 ~ 18 |
| (V) Critical Accounting Judgments and Key Sources of Estimation and | |
| Uncertainty | 18 |
| (VI) Summary of Significant Accounting Items | 18 ~ 45 |
| (VII) Related Party Transactions | 46 ~ 47 |
| (VIII) Pledged Assets | 48 |
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| Items | Page | ||||
|---|---|---|---|---|---|
| (IX) Significant Contingent |
Liabilities | and |
Unrecognized | Contract | |
| Commitments | 48 | ||||
| (X) Losses due to Major Disasters | 49 | ||||
| (XI) Major Events after Financial | Statement | Date | 49 | ||
| (XII) Others | 49 ~ 59 | ||||
| (XIII) Supplementary Disclosure | 60 | ||||
| (XIV) Segments Information | 61 |
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Independent Auditor's Review Report (112) Cai-Shen-Bao-Zi No. 23000091
To Taiwan Mask Corporation,
Introduction
We have audited the accompanying consolidated balance sheets for the periods starting January 1 and ending March 31, 2023 and 2022, and the consolidated statements of comprehensive income, changes in equity and cash flows for the three months ended March 31, 2023, and 2022, as well as the notes to the consolidated financial statements (including the summary of significant accounting policies), for Taiwan Mask Corporation and its subsidiaries (collectively referred to as the Group). The Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and IAS No. 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission. Our responsibility is to express a conclusion on these consolidated financial statements based on our reviews.
Scope
Except as explained in the following paragraph, we conducted our reviews in accordance with Standards on Review Engagements No. 2410, "Review of Financial Statements" in the Republic of China. The procedures performed when reviewing the consolidated financial statements include inquiries (mainly inquiring personnel responsible for financial and accounting tasks), analytical procedures and other review procedures. The scope of review is obviously smaller than that of audit. Therefore, the accountant may not be able to detect all the significant matters that can be identified through audit, so it is impossible to express an audit opinion.
Basis for qualified opinion
As explained in Note 4(3), the financial statements of insignificant consolidated subsidiaries were not reviewed by independent accountants. Those statements reflect total assets of NT$2,159,169 thousand and NT$1,949,899 thousand, constituting 11.17% and 11.98% of the consolidated total assets, and total liabilities of NT$1,230,505 thousand and NT$1,332,882 thousand, constituting 8.05% and 11.42% of the consolidated total liabilities as of March 31, 2023, and 2022, respectively. Total comprehensive income of NT$(176,522) thousand and NT$(138,250) thousand, constituting (125.16%) and 46.27% of the consolidated total comprehensive income for the three months ended March 31, 2023, and 2022, respectively. As stated in Notes 6 (6) to the Consolidated Financial Statements, the investment using the equity method is prepared based on the financial statements from each company for the same period not reviewed by an CPA. The balances of investments using the equity method were NT$111,672 thousand and NT$154,605 thousand, constituting 0.58% and 0.95% of the consolidated total assets as of March 31, 2023 and 2022, respectively. The shares of losses of affiliated
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companies recognized under the equity method were NT$(12,963) thousand and NT$(10,129) thousand, constituting (9.19%) and 3.39% of the consolidated total comprehensive income for the three months ended March 31, 2023, and 2022, respectively.
Qualified opinion
Except for the adjustments to the consolidated financial statements, if any, as might have been determined to be necessary had the financial statements of certain consolidated subsidiaries and investments using the equity method been reviewed by independent accountants, that we might have become aware of had it not been for the situation described above, based on our reviews, nothing has come to the attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of March 31, 2023, and 2022, and of its consolidated financial performance and its consolidated cash flows for the three months ended March 31, 2023, and 2022 in accordance with “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and IAS No. 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission.
PricewaterhouseCoopers Taiwan
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Securities and Futures Bureau of Financial Supervisory Commission of the Executive Yuan
Approval Document for Attestation: Jin-Guan-Zheng-LiuZi No. 0960072936
Financial Supervisory Commission of the Executive Yuan Approval Document for Attestation: Jin-Guan-Zheng-ShenZi No. 1090350620
May 5, 2023
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Taiwan Mask Corporation and Subsidiaries Consolidated Balance Sheets
March 31, 2023, December 31, 2022, and March 31, 2022
(The consolidated balance sheets as of March 31, 2023 and 2022 are reviewed, not audited)
| Assets | Notes | March31,2023 Amount % $ 1,446,328 8 1,503,950 8 267,787 1 116,842 1 57 - 1,209,128 6 1,535 - 16,466 - 306 - 142 - 448,503 2 406,762 2 19,129 - 5,436,935 28 2,937,191 15 471,015 2 111,672 1 8,274,922 43 567,965 3 169,528 1 605,532 3 16,261 - 734,599 4 13,888,685 72 $ 19,325,620 100 |
December31,2022 Amount % $ 1,749,957 10 1,584,598 9 160,465 1 140,231 1 1,361 - 1,501,012 8 2,346 - 13,751 - - - 42,652 - 382,530 2 280,245 2 44,734 - 5,903,882 33 2,896,557 16 507,602 3 124,565 1 5,883,661 33 550,611 3 170,346 1 497,180 3 9,365 - 1,349,137 7 11,989,024 67 $ 17,892,906 100 |
Unit: NT$Thousand (Adjusted) March 31, 2022 Amount % $ 2,162,231 13 3,607,530 22 37,838 - 118,094 1 11,048 - 1,299,954 8 20,964 - 2,484 - - - 22,699 - 403,419 3 145,669 1 25,176 - 7,857,106 48 1,470,383 9 48,445 - 154,605 1 4,372,348 27 604,585 4 172,797 1 493,157 3 8,569 - 1,090,011 7 8,414,900 52 $ 16,272,006 100 |
|---|---|---|---|---|
| Amount $ 1,446,328 1,503,950 267,787 116,842 57 1,209,128 1,535 16,466 306 142 448,503 406,762 19,129 5,436,935 2,937,191 471,015 111,672 8,274,922 567,965 169,528 605,532 16,261 734,599 13,888,685 $ 19,325,620 |
Amount $ 1,749,957 1,584,598 160,465 140,231 1,361 1,501,012 2,346 13,751 - 42,652 382,530 280,245 44,734 5,903,882 2,896,557 507,602 124,565 5,883,661 550,611 170,346 497,180 9,365 1,349,137 11,989,024 $ 17,892,906 |
Amount $ 2,162,231 3,607,530 37,838 118,094 11,048 1,299,954 20,964 2,484 - 22,699 403,419 145,669 25,176 7,857,106 1,470,383 48,445 154,605 4,372,348 604,585 172,797 493,157 8,569 1,090,011 8,414,900 $ 16,272,006 |
||
| Current assets 1100 Cash and Cash Equivalents 1110 Financial Assets at Fair Value Through Profit or Loss - Current 1136 Financial Assets at Amortized Cost - Current 1140 Contract Asset - Current 1150 Notes Receivables (Net) 1170 Accounts Receivables (Net) 1180 Accounts Receivables - Related Parties (Net) 1200 Other Receivables 1210 Other Receivables - Related Parties 1220 Tax Assets for the Period 130X Inventories 1410 Prepayments 1470 Other Current Assets 11XX Total Current Assets Non-Current Assets 1510 Financial Assets at Fair Value Through Profit or Loss - Non Current 1535 Financial Assets at Amortized Cost - Non Current 1550 Investment under Equity Method 1600 Property, plant and equipment 1755 Right-of-use Asset 1760 Investment property (Net) 1780 Intangible assets 1840 Deferred Income Tax Assets 1900 Other Non-Current Assets 15XX Total Non-Current Assets 1XXX Total Assets |
6(1) 6(2) and 8 6(3) and 8 6(22) 6(4) 6(4) 6(4) and 7 7 6(5) 6(2) and 8 6(3) and 8 6(6) 6(7) and 8 6(8) 6(10) and 8 6(11) and 8 6(12) |
(continued on next page)
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Taiwan Mask Corporation and Subsidiaries Consolidated Balance Sheets
March 31, 2023, December 31, 2022, and March 31, 2022
(The consolidated balance sheets as of March 31, 2023 and 2022 are reviewed, not audited)
| Liabilities and Equities | Notes | March 31,2023 Amount % $ 5,573,861 29 2,011 - 178,788 1 71 - 324,140 2 - - 1,981,353 10 254,210 1 - - 40,094 - 645,604 4 18,999 - 9,019,131 47 2,613,557 13 2,910,063 15 122,613 1 537,764 3 11,343 - 52,498 - 19,778 - 6,267,616 32 15,286,747 79 2,564,465 13 1,203,283 7 769,952 4 1,380,833 7 12,670 - ( 1,778,979) ( 9) 4,152,224 22 ( 113,351) ( 1) 4,038,873 21 $ 19,325,620 100 |
December 31,2022 Amount % $ 4,624,525 26 5,697 - 232,778 1 81 - 417,175 2 284 - 837,213 5 178,854 1 - - 32,571 - 611,473 4 39,114 - 6,979,765 39 2,609,044 14 3,167,974 18 121,124 1 527,098 3 16,512 - 34,754 - 2,428 - 6,478,934 36 13,458,699 75 2,564,465 14 1,251,681 8 769,952 4 1,729,293 10 10,508 - ( 1,778,979) ( 10) 4,546,920 26 ( 112,713) ( 1) 4,434,207 25 $ 17,892,906 100 |
Unit: NT$Thousand (Adjusted)March 31,2022 Amount % $ 4,746,899 29 2,786 - 288,455 2 34,850 - 451,586 3 - - 650,758 4 179,961 1 10,739 - 303,621 2 81,581 1 38,085 - 6,789,321 42 1,661,537 10 2,651,171 16 114,489 1 307,761 2 15,006 - 40,662 - 95,235 1 4,885,861 30 11,675,182 72 2,556,735 16 1,332,539 8 656,037 4 1,225,453 8 18,648 - ( 936,443) ( 6) 4,852,969 30 ( 256,145) ( 2) 4,596,824 28 $ 16,272,006 100 |
|---|---|---|---|---|
| Amount $ 5,573,861 2,011 178,788 71 324,140 - 1,981,353 254,210 - 40,094 645,604 18,999 9,019,131 2,613,557 2,910,063 122,613 537,764 11,343 52,498 19,778 6,267,616 15,286,747 2,564,465 1,203,283 769,952 1,380,833 12,670 ( 1,778,979) 4,152,224 ( 113,351) 4,038,873 $ 19,325,620 |
Amount $ 4,624,525 5,697 232,778 81 417,175 284 837,213 178,854 - 32,571 611,473 39,114 6,979,765 2,609,044 3,167,974 121,124 527,098 16,512 34,754 2,428 6,478,934 13,458,699 2,564,465 1,251,681 769,952 1,729,293 10,508 ( 1,778,979) 4,546,920 ( 112,713) 4,434,207 $ 17,892,906 |
Amount $ 4,746,899 2,786 288,455 34,850 451,586 - 650,758 179,961 10,739 303,621 81,581 38,085 6,789,321 1,661,537 2,651,171 114,489 307,761 15,006 40,662 95,235 4,885,861 11,675,182 2,556,735 1,332,539 656,037 1,225,453 18,648 ( 936,443) 4,852,969 ( 256,145) 4,596,824 $ 16,272,006 |
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| Current liabilities 2100 Short Term Loans 2120 Financial Liabilities at Fair Value Through Profit or Loss - Current 2130 Contract Liabilities - Current 2150 Notes Payable 2170 Accounts Payable 2180 Accounts payable - Related party 2200 Other Payables 2230 Income Tax Liabilities for the Period 2250 Provision for Liabilities - Current 2280 Lease Liability - Current 2320 Long-term liabilities due within one year or one business cycle 2399 Other Current Liabilities - Other 21XX Total Current Liabilities Non-current liabilities 2530 Corporate bonds payable 2540 Long-term borrowings 2570 Deferred Income Tax Liabilities 2580 Lease liability - Non Current 2640 Defined Benefit Liabilities - Non Current 2645 Guarantee Deposits Received 2670 Other Non-Current Liabilities - Other 25XX Total Non-Current Liabilities 2XXX Total Liabilities Equity attributable to shareholders of the parent company Capital 3110 Capital stock Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3350 Unappropriated earnings Other equity interests 3400 Other equity interests 3500 Treasury stock 31XX Total Equities Attributable to Parent Company 36XX Non-controlling Interests 3XXX Total Equities Major Commitments and Contingencies Major Events after Financial Statement Date 3X2X Total Liabilities and Equities |
6(13) 6(2) 6(22) 7 6(14) 6(16) 6(15) 6(16) 6(18) 6(19) 6(20) 6(21) 6(18) 9 11 |
The accompanying notes are an integral part of the consolidated financial statements and should be read in conjunction.
Chairperson: Sean Chen
Managerial Officer: Lidon Chen
Accounting Officer: Eve Yang
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Taiwan Mask Corporation and Subsidiaries
Consolidated Statement of Comprehensive Income For the three months ended March 31, 2023, and 2022.
(Reviewed, not audited)
Unit: NT$Thousand Earning (Loss) per Share in NTD
| Items | January1 to March 31,2023 (Adjusted) For the three months ended March 31,2022 Notes Amount % Amount % 6(22) and 7 $ 1,563,590 100 $ 1,707,492 100 6(5) ( 1,136,530)( 73)( 1,304,178)( 77) 427,060 27 403,314 23 6(27) (28) ( 57,145 ) ( 4) ( 46,507) ( 3) ( 100,077 ) ( 6) ( 92,961) ( 5) ( 82,075 ) ( 5) ( 52,561) ( 3) 12(2) 3,515 - ( 1,458) - ( 235,782)( 15)( 193,487)( 11) 191,278 12 209,827 12 6(23) 9,766 1 1,767 - 6(24) 10,244 1 12,270 1 6(25) 78,403 5 ( 487,591) ( 28) 6(26) ( 57,342 ) ( 4) ( 34,738) ( 2) 6(6) ( 12,963)( 1)( 10,129)( 1) 28,108 2 ( 518,421)( 30) 219,386 14 ( 308,594) ( 18) 6(29) ( 80,508)( 5)( 4,832)( 1) $ 138,878 9 ($ 313,426)( 19) 6(21) $ 2,162 - $ 14,616 1 2,162 - 14,616 1 $ 2,162 - $ 14,616 1 $ 141,040 9 ($ 298,810)( 18) $ 208,051 13 ( $ 244,698) ( 15) ( 69,173)( 4)( 68,728)( 4) $ 138,878 9 ($ 313,426)( 19) $ 210,213 13 ( $ 230,082) ( 14) ( 69,173)( 4)( 68,728)( 4) $ 141,040 9 ($ 298,810)( 18) 6(30) $ 1.01 ($ 1.14) 6(30) $ 0.91 ( $ 1.14) |
|---|---|
| 4000 Operating income 5000 Operating costs 5900 Gross profit Operating Expenses 6100 Selling Expenses 6200 Administrative Expenses 6300 R&D Expenses 6450 Expected Credit Impairment Benefit (Loss) 6000 Total Operating Expenses 6900 Operating profit Non-operating income and expenses 7100 Interest income 7010 Other Incomes 7020 Other Gains and Losses 7050 Financial Costs 7060 The share of affiliates and joint venture profits and losses recognized by the equity method 7000 Total Non-Operating Incomes and Losses 7900 Net profit (loss) before tax 7950 Income Tax Expense 8200 Net profit (loss) for the period Other Comprehensive Incomes (Net) 8361 Financial statement translation differences of foreign operations 8360 Total Components of other comprehensive income that will be reclassified to profit or loss 8300 Other Comprehensive Incomes (Net) 8500 Total comprehensive income for the year Net Incomes (Losses) Attributable to: 8610 Parent Company 8620 Non-controlling Interests Total Total Comprehensive Incomes (Losses) Attributable to: 8710 Parent Company 8720 Non-controlling Interests Total Basic earnings per share (loss) 9750 Net profit (loss) for the period Diluted earnings per share (loss) 9850 Net profit (loss) for the period |
The accompanying notes are an integral part of the consolidated financial statements and should be read in conjunction.
Chairperson: Sean Chen Managerial Officer: Lidon Chen Accounting Officer: Eve Yang
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Taiwan Mask Corporation and Subsidiaries Consolidated Statement of Changes in Equity For the three months ended March 31, 2023, and 2022.
(Reviewed, not audited)
Unit: NT$Thousand
| Notes January 1 to March 31, 2022 Balance January 1, 2022 Net loss for the period Other Comprehensive Profit or Loss 6(21) Total comprehensive income for the year Changes in shares of affiliates and joint ventures recognized under the equity method 6(19) Share-based payment transaction 6(19) Treasury stock donation Balance March 31, 2022 January 1 to March 31, 2023 Balance as at January 1, 2023 Net profit for the period Other Comprehensive Profit or Loss 6(21) Total comprehensive income for the year Distribution and appropriation of earnings for 2022 6(20) Cash dividends Distribution of cash from capital surplus 6(19) Payment of overdue unclaimed dividends to shareholders Increase in non-controlling interests in mergers Balance as at March 31, 2023 |
Equity | attributable to share | holders of theparent company | holders of theparent company | Non- controlling Interests Total Equity ($187,509 ) $4,873,851 ( 68,728 ) ( 313,426 ) - 14,616 ( 68,728 ) ( 298,810 ) ( 2,138 ) ( 2,258 ) 2,230 19,061 - 4,980 ($256,145 ) $4,596,824 ($112,713 ) $4,434,207 ( 69,173 ) 138,878 - 2,162 ( 69,173 ) 141,040 - ( 556,511 ) - ( 48,392 ) - ( 6 ) 68,535 68,535 ($113,351 ) $4,038,873 |
Total Equity | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Capital stock | Capital surplus | Retain | ed earnings | Other equityinterests Financial statement translation differences of foreign operations Unrealized gain (loss) on investments on financial assets at fair value through other comprehensive income $ 6,698 ($ 2,666 ) - - 14,616 - 14,616 - - - - - - - $ 21,314 ($ 2,666 ) $ 13,174 ($ 2,666 ) - - 2,162 - 2,162 - - - - - - - - - $ 15,336 ($ 2,666 ) |
Treasurystock ($ 941,423 ) - - - - - 4,980 ($ 936,443 ) ($1,778,979 ) - - - - - - - ($1,778,979 ) |
Total | ||||||
| Legal reserve | Unappropriated earnings |
Unrealized gain (loss) on investments on financial assets at fair value through other comprehensive income ($ 2,666 ) - - - - - - ($ 2,666 ) ($ 2,666 ) - - - - - - - ($ 2,666 ) |
||||||||||
| $ 2,556,735 - - - - - - $ 2,556,735 $ 2,564,465 - - - - - - - $ 2,564,465 |
$ 1,315,828 - - - ( 120 ) 16,831 - $ 1,332,539 $ 1,251,681 - - - - ( 48,392 ) ( 6 ) - $ 1,203,283 |
$656,037 - - - - - - $656,037 $769,952 - - - - - - - $769,952 |
$ 1,470,151 ( 244,698 ) - ( 244,698 ) - - - $ 1,225,453 $ 1,729,293 208,051 - 208,051 ( 556,511 ) - - - $ 1,380,833 |
$ 6,698 - 14,616 14,616 - - - $ 21,314 $ 13,174 - 2,162 2,162 - - - - $ 15,336 |
The accompanying notes are an integral part of the consolidated financial statements and should be read in conjunction.
Managerial Officer: Lidon Chen
Chairperson: Sean Chen
Accounting Officer: Eve Yang
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Taiwan Mask Corporation and Subsidiaries Consolidated Statements of Cash Flows For the three months ended March 31, 2023, and 2022.
(Reviewed, not audited)
Unit: NT$Thousand
| Cash Flow from Operating Activities Net income before tax (loss) Adjustments to Reconcile Net Income to Net Cash Flow from Operating Activities Revenues and Expenses Depreciation Amortization Expected Credit Impairment Benefit/Bad Debt Expenses Interest income Interest Expenses Treasury stock donation expenses Loss (gain) on financial assets at fair value through profit or loss Loss (gain) on disposal of investments Share-based payment transaction Share of losses of affiliated companies recognized under the equity method Disposal of interests in property, plant and equipment The Changes of Assets/ Liabilities related to Operating Activities Net Changes of Assets related to Operating Activities Mandatory financial assets at fair value through profit or loss Contract Assets Notes Receivables Accounts Receivables Accounts Receivables - Related Parties Other Receivables Other Receivables - Related Parties Inventories Prepayments Other Current Assets Other Non-Current Assets Net Changes of Liabilities related to Operating Activities Contract Liabilities Notes Payable Accounts Payable Accounts payable - Related party Other Payables Provisions Other Current Liabilities Defined Benefit Liabilities Other Current Liabilities Net Cash In-Flow (Out-Flow) from Operating Interest Received Interest Paid Income Tax Paid Cash In-Flow (Out-Flow) from Operating Activities |
Notes January 1 to March 31,2023 (Adjusted) For the three months ended March 31,2022 $ 219,386 ( $ 308,594 ) 6(27) 199,199 133,840 6(27) 11,570 4,296 12(2) ( 3,515 ) 1,458 6(23) ( 9,766 ) ( 1,767 ) 6(26) 57,342 34,738 - 4,980 6(25) ( 24,058 ) 413,171 6(25) ( 64,164 ) 107,836 6(18) - 19,061 6(6) 12,963 10,129 6(25) ( 57 ) ( 5,942 ) 124,550 ( 561,248 ) 23,389 37,669 1,388 ( 10,985 ) 311,607 ( 37,664 ) 811 ( 4,152 ) ( 2,715 ) 66,533 ( 306 ) - 2,553 298 ( 120,877 ) ( 23,803 ) 70,053 4,721 28,877 ( 590 ) ( 63,476 ) 109,140 ( 79,732 ) 34,784 ( 111,924 ) ( 25,646 ) ( 284 ) - ( 89,283 ) ( 63,730 ) - ( 225 ) ( 20,683 ) ( 1,196 ) ( 5,170 ) 7 12,551 ( 5,411 ) 480,229 ( 68,292 ) 9,766 1,747 ( 52,829 ) ( 33,485 ) ( 5,279 ) ( 8,278 ) 431,887 ( 108,308 ) |
|---|---|
(continued on next page)
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Taiwan Mask Corporation and Subsidiaries Consolidated Statements of Cash Flows For the three months ended March 31, 2023, and 2022.
(Reviewed, not audited)
| Cash Flow from Investment Activities Acquisition of Amortized Cost Financial Assets Disposal of Amortized Cost Financial Assets Cash inflows from changes in consolidated entities Acquisition of Property, Plants and Equipment Disposal of Property, Plants and Equipment Acquisition of Intangible Assets Increase in Refundable Deposit Net Cash Outflow from Investing Activities Cash Flows from Financing Activities Increase of Short Term Loan Redemption of Short Term Loan Increase of Long Term Loan Redemption of Long Term Loan Redemption of Lease Principal Increase in Guarantee Deposits Received Payment of overdue unclaimed dividends Net Cash In-Flow (Out-Flow) from Funding Activities Adjustments of Exchange Rate Increase (Decrease) in Cash and Cash Equivalents Beginning Balance of Cash and Cash Equivalents Ending Balance of Cash and Cash Equivalents |
Notes | January 1 to March 31,2023 $ 137,807 ) ( 67,072 34,014 1,291,469 ) ( 57 - ( 8,707 ) ( 1,336,840 ) ( 4,687,072 3,836,890 ) ( 60,581 315,501 ) ( 9,595 ) ( 17,744 6 ) 603,405 2,081 ) 303,629 ) ( 1,749,957 $ 1,446,328 |
Unit: NT$Thousand (Adjusted) For the three months ended March 31,2022 $ 8,020 ) - - 809,824 ) 6,020 420 ) 9,439 ) 821,683 ) 1,407,590 1,037,457 ) 41,630 31,077 ) 9,576 ) 33,754 - 404,864 5,539 519,588 ) 2,681,819 $ 2,162,231 |
|---|---|---|---|
| ( 6(31) 6 (32) ( 6(11) ( ( 6 (33) 6 (33) ( 6 (33) 6 (33) ( 6 (33) ( 6 (33) ( ( ( 6(1) 6(1) |
The accompanying notes are an integral part of the consolidated financial statements and should be read in conjunction.
Chairperson: Sean Chen
Managerial Officer: Lidon Chen Accounting Officer: Eve Yang
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Taiwan Mask Corporation and Subsidiaries Notes to the Consolidated Financial Statements Q1 2023 and 2022
(Reviewed, not audited)
Unit: NT$Thousand (Unless otherwise specified)
I. Company History
Taiwan Mask Corporation (hereinafter referred to as the "Company") was established on October 21, 1988, and started its operations in March 1989. The Company was approved by the shareholders meeting on June 12, 2000 to acquire Shin-Tai Technology Co., Ltd., on the merger record date of December 1, 2000, with the Company being the surviving entity. The Company and its subsidiary (collectively referred to as the "Group") mainly engage in the research, development, manufacturing and sales of photomask and integrated circuits, providing technical assistance, consultation, inspection and repair of the abovementioned products, and manufacturing and buying and selling of medical equipment.
II. Date and procedures for passing the financial statement
The consolidated financial statements were reported to the Board of Directors and issued on May 5, 2023.
III. Application of New and Revised International Financial Reporting Standards
(I) The impact from adopting the newly released and revised IFRS recognized and issued into effect by the Financial Supervisory Commission (FSC).
The following table summarizes the applicable newly released, corrected and amended standards and interpretations of the International Financial Reporting Standards recognized and issued into effect by the Financial Supervisory Commission in 2023:
| issued into effect by the Financial Supervisory Commission in 2023: | |
|---|---|
| Newlyreleased/corrected/amended standards and interpretations | Effective Date Issued by IASB |
| Amendment to IAS1- "Disclosure of Accounting Policies" Amendment to IAS8- "Definition of Accounting Estimates" Amendments to IAS12, "Deferred Income Taxes Related to Assets and Liabilities Arising from a Single Transaction" |
January 1, 2023 January 1, 2023 January 1, 2023 |
The Group believes that the adoption of aforementioned IFRSs will not have a significant effect on the financial position and performance.
(II) Impact of the newly released and amended IFRS recognized by the FSC not yet adopted by the Company.
None.
(III) IFRSs issued by the IASB but not yet recognized by the FSC.
The following table summarizes the applicable newly released, corrected and amended standards and interpretations of the IFRS issued by the IASB but not yet recognized by the FSC:
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| Newlyreleased/corrected/amended standards and interpretations | Effective Date Issued by IASB |
|---|---|
| Amendments to IFRS10and IAS28- “Sale or contribution of assets between an investor and its associate or joint venture” Amendments to IFRS16- “Liabilities of Lease from the Leaseback” IFRS17- “Insurance contracts” Amendment to IFRS17 -“Insurance contracts” Amendments to IFRS17 -"First-time Adoption of IFRS17and IFRS9- Comparative Information" Amendment to IAS1- "Classification of Liabilities as Current or Non- Current" Amendment to IAS1- "Non-Current Liabilities With Covenants" |
To be determined by the IASB January 1, 2024 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2024 January 1, 2024 |
The Group believes that the adoption of aforementioned IFRSs will not have a significant effect on the financial position and performance.
IV. Summary of Significant Accounting Policies
Significant accounting policies are the same as those in Note 4 of the 2022 consolidated financial statements, except for the compliance statements, basis of preparation, basis of consolidation, and applicable parts of interim financial statements. These policies have been consistently applied to all the periods presented, unless otherwise stated.
(I) Compliance statement
-
The consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the IAS No. 34, “Interim Financial Reporting” as endorsed by the FSC.
-
The consolidated financial statement should be read in conjunction with the 2022 consolidated financial statement.
-
(II) Basis of Preparation
-
Except for the following items, these consolidated financial statements have been prepared under the historical cost convention.
-
(1) Financial assets and financial liabilities at fair value through profit or loss (including derivatives).
-
(2) Financial Assets at Fair Value Through Other Comprehensive Income.
-
(3) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.
-
-
The preparation of financial statements in conformity with IFRS, IAS, 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 Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
~13~
(III) Basis of consolidation
1. The basis for preparation of consolidated financial statements
The principles for preparing the consolidated financial statement are the same as those of the 2022 consolidated financial statement.
2. Subsidiaries included in the consolidated financial statements:
| Name of Investor Name of Subsidiary Main Business Activity |
Ownership(%) March 31, 2023 December 31, 2022 March 31, 2022 Explanation |
|---|---|
| Taiwan Mask Corporation Sunny Lake Park International Holding, Inc. Name of Investor 100 100 100 Note6 Taiwan Mask Corporation Youe Chung Capital Corporation Name of Investor 100 100 100 Taiwan Mask Corporation Miracle Technology Co., LTD. Electronics components manufacturing, electronics materials and precision equipment distribution and power component design 100 100 100 Taiwan Mask Corporation Innova Vision INC. Manufacturing, retail, wholesale and international trade of medical equipment 91.53 91.53 91.53 Note6 Youe Chung Capital Corporation Innova Vision INC. Manufacturing, retail, wholesale and international trade of medical equipment 0.23 0.23 0.23 Note6 Youe Chung Capital Corporation Aptos Technology INC. Design, packaging and testing of NAND flash memory, solid state drives and the related products 47.19 47.19 38.16 Note 3 and Note 6 Youe Chung Capital Corporation Xsense Technology Corporation Name of Investor 100 100 41.43 Note 4, Note 5 and Note6 Youe Chung Capital Corporation Xsense Technology Corporation (B.V.I.) Taiwan Branch Precious metal coating 53.00 53.00 - Note 5 and Note 6 Xsense Technology Xsense Technology Corporation (B.V.I.) Taiwan Branch Precious metal coating - - 100 Note 5 and Note 6 Youe Chung Capital Corporation Digital-Can Tech. Co., Ltd. 3DPrinting and Plastic Mold Design 57.39 57.39 57.39 Note6 Youe Chung Capital Corporation Pilot Battery Co., Ltd. Electronic parts and components and energy technical services 58.33 - - Note 1 and Note 6 Youe Chung Capital Corporation Moment Semiconductor, Inc. Retail and wholesale of memory products 53.33 - - Note 2 and Note 6 |
~14~
| Name of Investor Name of Subsidiary Main Business Activity |
Ownership(%) March 31, 2023 December 31, 2022 March 31, 2022 Explanation |
|---|---|
| Aptos Technology INC. ADL Energy Corp Electronic parts and components and energy technical services Aptos Technology INC. New Sunrise Limited Name of Investor ADL Energy Corp Aptos Global Holding Corp. Name of Investor Miracle Technology Co., LTD. Jing Hao Investment Co., Ltd. Name of Investor Miracle Technology Co., LTD. Miracle International Enterprise (Shanghai) Co., Ltd. Electronics components manufacturing, electronics materials and precision equipment distribution and power component design Jing Hao Investment Co., Ltd. Miko-China Enterprise (Shanghai) Co., Ltd. Electronics components manufacturing, electronics materials and precision equipment distribution and power component design Jing Hao Investment Co., Ltd. MIKO Technology Co., Ltd. Electronics components manufacturing, electronics materials and precision equipment distribution and power component design Miko-China Enterprise (Shanghai) Co., Ltd. Sichuan Miracle Power Technology Co., Ltd. IC product design, production and sales Miracle International Enterprise (Shanghai) Co., Ltd. Sichuan Miracle Power Technology Co., Ltd. IC product design, production and sales Innova Vision INC. Innova Technology Medical equipment retail and wholesale Innova Vision INC. Innova Vision (B.V.I.) Inc. Name of Investor Innova Vision Inc. Innova VisionKabushikiKaisha Medical equipment retail and wholesale Innova Vision (B.V.I.) Inc. Innova VisionKabushikiKaisha Medical equipment retail and wholesale |
100 100 100 Note6 100 100 100 Note6 100 100 100 Note6 100 100 100 100 100 100 100 100 100 100 100 100 79.17 79.17 79.17 20.83 20.83 20.83 100 100 100 Note6 100 100 100 Note6 52.03 52.03 52.03 Note6 47.97 47.97 47.97 Note6 |
~15~
-
Note 1: In March 2023, the Company’s subsidiary, Youe Chung Capital Corporation, invested in Pilot Battery Co.,Ltd. with 58.33% shareholding.
-
Note 2: In March 2023, the Company’s subsidiary, Youe Chung Capital Corporation, invested in Moment Semiconductor, Inc. with 53.33% shareholding.
-
Note 3: The Company's subsidiary, Youe Chung Capital Corporation, which holds a majority of the Board of Directors of the company, has substantial control over the company and therefore included the company in the consolidated financial statements as a consolidated entity.
-
Note 4: In April 2021, the Group participated in the management decisions and operating policies of Xsense Technology Corporation and therefore included the firm in the consolidated financial statements as a consolidated entity from that date.
-
Note 5: In November 2022, Xsense Technology Corporation reduced its capital, leaving only one share which was 100% owned by Youe Chung Capital Corporation. At the same time, Xsense Technology Corporation applied for the transfer of its shares in Xsense Technology Corporation (B.V.I.) Taiwan Branch to the original shareholders of Xsense Technology Corporation in the same proportion. After the transfer, the original shareholders of Xsense Technology Corporation switched to owning Xsense Technology Corporation (B.V.I.) Taiwan Branch. As of March 31, 2023, Youe Chung Capital Corporation held 100% of Xsense Technology Corporation and 53.00% of Xsense Technology Corporation (B.V.I.) Taiwan Branch, respectively.
-
Note 6: The financial statements of the entity as of and for the three months ended March 31, 2023 and 2022 were not reviewed by independent accountants as the entity did not meet the definition of a significant subsidiary.
-
Subsidiaries not included in the consolidated financial statement: None.
-
Adjustments for subsidiaries with different balance sheet dates: None.
-
Significant restrictions: None.
~16~
- Subsidiaries that have non-controlling interests that are material to the Group:
As of March 31, 2023, December 31, 2022 and March 31, 2022, the non-controlling interest amounted to ($113,351), ($112,713) and ($256,145), respectively. The following information shows subsidiaries that have non-controlling interests that are material to the Group:
Non-controlling Interests
| Name of Subsidiary |
Main location of business |
March 31, | 2023 | December 31,2022 | December 31,2022 | Explanation |
|---|---|---|---|---|---|---|
Amount |
Ownership in % |
Amount | Ownership in % |
|||
| Aptos Technology and its subsidiaries Name of Subsidiary |
Taiwan Main location of business |
($ 150,547) |
52.81% |
Explanation |
||
| March 31,2022 | ||||||
| Amount | Ownership in % |
|||||
| Aptos Technology and its subsidiaries |
Taiwan | ($ 283,828) | 61.84% |
Aggregate financial information of subsidiaries:
Balance Sheet
| Balance Sheet | |||
|---|---|---|---|
| Current assets Non-Current Assets Current liabilities Non-current liabilities Total net assets |
Aptos Technologyand its subsidiaries | ||
| March 31,2023 | December 31,2022 | March 31,2022 | |
| $ 425,457 561,916 ( 858,112) ( 414,327) |
$ 339,417 579,075 ( 679,551) ( 429,397) |
$ 482,458 580,806 ( 1,296,641) ( 225,615) |
|
| ($ 285,066) | ($ 190,456) | ($ 458,992) |
Statement of Comprehensive Income
| Revenue Net loss before taxes Income tax benefit (expense) Net loss of current period from continuing operations Net loss for the period Other comprehensive income (net after tax) Total comprehensive income for the year |
Aptos Technologyand its subsidiaries | Aptos Technologyand its subsidiaries |
|---|---|---|
| January 1 to March 31, 2023 |
January 1 to March 31, 2022 |
|
| $ 84,243 | $ 188,614 | |
| ( 94,625) ( 15) |
( 64,014) - |
|
| ( 94,640) |
( 64,014) |
|
| ( 94,640) - |
( 64,014) - |
|
| ($ 94,640) | ($ 64,014) |
~17~
Statements of Cash Flows
| Statements of Cash Flows | ||
|---|---|---|
| Net Cash In-Flow (Out-Flow) from Operating Activities Net Cash Outflow from Investing Activities Net Cash In-Flow (Out-Flow) from Funding Activities Increase (Decrease) of Cash and Cash Equivalents Beginning Balance of Cash and Cash Equivalents Ending Balance of Cash and Cash Equivalents |
Aptos Technologyand its subsidiaries | |
| January 1 to March 31, 2023 |
January 1 to March 31, 2022 |
|
| ($ 36,846) ( 25,920) 94,968 |
$ 131,304 ( 87,630) 77,423 |
|
| 32,202 18,461 |
121,097 34,148 |
|
| $ 50,663 | $ 155,245 |
(IV) Employee benefits
Pensions
Defined benefit plans
The calculation of pension cost during the interim period adopts the pension cost rate determined by actuarial calculations at the end of the previous financial year, and is based on the beginning of the year to the end of the current period. If there are major market changes and major reductions, liquidation or other major one-off events after the end date, adjustments shall be made and relevant information shall be disclosed in accordance with the abovementioned policies.
(V) Income tax
Income tax expenses of the interim period are calculated based on the estimated annual average effective tax rate applied to the pre-tax profit and loss of the interim period, and the relevant information shall be disclosed in accordance with the aforementioned policies.
V. Critical Accounting Judgments and Key Sources of Estimation and Uncertainty
There are no major changes, please refer to Note 5 of 2022 consolidated financial statements.
VI. Summary of Significant Accounting Items
(I) Cash and Cash Equivalents
| ary of Significant Accounting Items Cash and Cash Equivalents |
|||
|---|---|---|---|
| Cash on hand Checking accounts and demand deposits Time deposits Total |
March 31,2023 $ 741 1,049,737 395,850 $ 1,446,328 |
December 31, 2022 $ 612 1,012,305 737,040 $ 1,749,957 |
March 31,2022 |
| $ 328 1,380,103 781,800 |
|||
| $ 2,162,231 |
-
The Group associates with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
-
The Group has no cash and cash and cash equivalents pledged to others.
~18~
(II) Financial assets and liabilities at fair value through profit or loss
| Items Current items: Mandatory financial assets at fair value through profit or loss Shares of listed and OTC company Beneficiary certificates Valuation adjustment Financial liabilities mandatorily measured at fair value through profit or loss Convertible bond call/put options Non-current items: Mandatory financial assets at fair value through profit or loss Shares of listed and OTC company Not listed, OTC or emerging stock board stocks Private equity Valuation adjustment |
March 31,2023 $ 1,135,534 500 1,136,034 367,916 $ 1,503,950 $ 2,011 $ 2,654,737 115,448 20,000 2,790,185 147,006 $ 2,937,191 |
December 31, 2022 $ 1,254,041 500 1,254,541 330,057 $ 1,584,598 $ 5,697 $ 2,596,725 115,338 20,000 2,732,063 164,494 $ 2,896,557 |
March 31,2022 |
|---|---|---|---|
| $ 2,820,065 500 |
|||
| 2,820,565 786,965 |
|||
| $ 3,607,530 | |||
| $ 2,786 | |||
| $ 1,247,317 125,064 10,000 |
|||
| 1,382,381 88,002 |
|||
| $ 1,470,383 |
- Details of financial assets/liabilities at fair value through profit or loss recognized in profit or loss are as follows:
| loss are as follows: | |
|---|---|
| January 1 to March 31, 2023 Financial assets (liabilities) mandatorily at fair value through profit or loss of Listed/OTC company stocks $ 88,222 |
January 1 to March 31, 2022 |
| ($ 521,007) |
-
Please see Note 8 on how the Group provides financial assets at fair value through profit or loss as a pledged collateral.
-
Please see Note 12 (2) and (3) for the price risk and fair value information related to financial assets at fair value through profit or loss.
~19~
(III) Financial assets measured at amortized cost
| Items Current items: Demand Deposit Time deposits Non-current items: Demand Deposit Time deposits Total |
March 31,2023 $ 152,667 115,120 $ 267,787 $ 4,000 467,015 $ 471,015 |
December 31, 2022 $ 102,500 57,965 $ 160,465 $ 22,383 485,219 $ 507,602 |
March 31,2022 $ 15,338 22,500 $ 37,838 $ - 48,445 $ 48,445 |
|---|---|---|---|
- Financial assets at amortized cost is recognized in the profit or loss shown as follows:
| Interest income | January 1 to March 31, 2023 $ 1,978 |
January 1 to March 31, 2022 |
|---|---|---|
| $ 31 |
-
As of March 31, 2023, December 31, 2022 and March 31, 2022, without taking into account any collateral held or credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at amortized cost held by the Group was $738,802, $668,067 and $86,283, respectively.
-
Please see Note 8 on how the Group provides financial assets at amortized cost as a pledged collateral.
(IV) Notes and accounts receivable
| collateral. Notes and accounts receivable |
|||
|---|---|---|---|
| Notes Receivables Accounts Receivables Accounts Receivables - Related Parties Less: Loss allowance |
March 31,2023 | December 31,2022 $ 1,361 $ 1,521,609 2,346 1,523,955 ( 20,597) $ 1,503,358 |
March 31,2022 $ 11,048 $ 1,311,452 20,964 1,332,416 ( 11,498) $ 1,320,918 |
| $ 57 | |||
| $ 1,226,210 1,535 |
|||
| 1,227,745 ( 17,082) |
|||
| $ 1,210,663 |
- Aging of accounts receivable notes receivable is as follows:
| Not past due Up to 30 days 31-90 days 91-180 days More than 181 days past due |
March31,2023 Accounts Receivables Notes Receivables $ 946,717 $ 57 151,343 - 108,758 - 8,949 - 11,978 - $ 1,227,745 $ 57 |
December | 31,2022 |
|---|---|---|---|
| Accounts Receivables $ 946,717 151,343 108,758 8,949 11,978 $ 1,227,745 |
Accounts Receivables $ 1,188,466 224,106 85,210 14,582 11,591 $ 1,523,955 |
Notes Receivables |
|
| $ 1,361 - - - - |
|||
| $ 1,361 |
~20~
| Not past due Up to 30 days 31-90 days 91-180 days More than 181 days past due |
March31,2022 | March31,2022 |
|---|---|---|
| Accounts Receivables $ 1,184,994 102,080 25,741 1,189 18,412 $ 1,332,416 |
Notes Receivables |
|
| $ 11,048 - - - - |
||
| $ 11,048 |
The above is an aging report based on the number of days past due.
-
As of March 31, 2023, December 31, 2022 and March 31, 2022, the balances of accounts receivable and notes receivable were generated from customer contracts. As of January 1, 2022, the balance of receivables under customer contracts was $1,280,623.
-
As of March 31, 2023, December 31, 2022 and March 31, 2022, without taking into account any collateral held or credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s accounts receivable was $1,210,663, $1,503,358 and $1,320,918, respectively.
-
Please refer to Note 12 (2) for the information on credit risk of accounts receivable.
-
(V) Inventories
| Inventories | |||
|---|---|---|---|
| Raw materials Work in process Finished goods Merchandise Total Raw materials Work in process Finished goods Merchandise Total Raw materials Work in process Finished goods Merchandise Total |
March 31,2023 | ||
| Cost $ 294,087 79,403 124,820 76,073 $ 574,383 |
(Gain from reversal of) loss allowance on decline in market value of inventories ($ 77,354) ( 7,607) ( 33,428) ( 7,491) ($ 125,880) December 31,2022 |
Book value | |
| $ 216,733 71,796 91,392 68,582 |
|||
| $ 448,503 | |||
| Cost $ 257,443 84,578 74,560 98,708 $ 515,289 |
(Gain from reversal of) loss allowance on decline in market value of inventories ($ 77,998) ( 9,468) ( 37,618) ( 7,675) ($ 132,759) March 31,2022 |
Book value | |
| $ 179,445 75,110 36,942 91,033 |
|||
| $ 382,530 | |||
| Cost $ 329,128 58,064 77,938 47,048 $ 512,178 |
(Gain from reversal of) loss allowance on decline in market value of inventories ($ 71,599) ( 12,664) ( 22,725) ( 1,771) ($ 108,759) |
Book value | |
| $ 257,529 45,400 55,213 45,277 |
|||
| $ 403,419 |
~21~
The cost of inventories recognized as losses by the Group.
| Cost of goods sold Loss on falling prices of inventory and inventory obsolescence Revenue from sales of leftovers |
January1 to March 31,2023 $ 1,134,443 6,220 ( 4,133) $ 1,136,530 |
January 1 to March 31, 2022 |
|---|---|---|
| $ 1,278,730 25,448 - |
||
| $ 1,304,178 |
(VI) Investment under Equity Method
| Investment under Equity Method | |||
|---|---|---|---|
| Affiliates: Advagene Biopharma Co., Ltd. Weida Hi-Tech Co., Ltd. |
March 31,2023 $ 35,136 76,536 $ 111,672 |
December 31, 2022 $ 40,485 84,080 $ 124,565 |
March 31,2022 |
| $ 65,565 89,040 |
|||
| $ 154,605 |
The book value and the share of operating results of each of the Group's insignificant affiliates are summarized as follows:
| are summarized as follows: | ||
|---|---|---|
| January 1 to March 31, 2023 Net loss of current period from continuing operations ($ 12,963) |
January 1 to March 31, 2023 |
January 1 to March 31, 2022 |
| ($ 10,129) |
As of March 31, 2023, December 31, 2022 and March 31, 2022, the Group held 30.73% and 28.20%, 30.73% of shares of Advagene Biopharma Co., Ltd., respectively, and 28.20%, 30.76% and 28.20% of shares of Weida Hi-Tech Co., Ltd., respectively, making it the single largest shareholder in each case. However, the Group did not hold a majority of the board of directors' seats and therefore did not participate in all operational decisions and business policies including strategic decisions (e.g., financing, acquisition, personnel and dividend policies, etc.) of Advagene Biopharma Co., Ltd. Weida Hi-Tech Co., Ltd. The Group's shareholdings alone did not meet the required attendance rate at shareholders' meetings, indicating that the Group has no power to direct relevant activities and therefore the Group does not have control over the company and has only significant influence.
~22~
(VII) Property, plant and equipment
| January 1, 2023 Cost Accumulated depreciation 2023 January 1 Add - Cost Disposals - Cost Disposal - Accumulated depreciation Depreciation Reclassification Addition due to increase in non-controlling interests of Net exchange differences - Cost Net exchange differences - Accumulated depreciation March 31 March 31, 2023 Cost Accumulated depreciation |
Buildings and structures (includingland) |
Machinery and equipment |
Office equipment | Transportation equipment |
Mold equipment | Other equipment | Unfinished construction and equipment under acceptance |
Total |
|---|---|---|---|---|---|---|---|---|
| $ 2,538,391 ( 737,646) |
$ 5,286,246 ( 2,144,752) |
$ 65,406 ( 34,354) |
$ 8,466 ( 5,556) |
$ 313,370 ( 295,689) |
$ 595,668 ( 243,902) |
$ 538,013 - |
$ 9,345,560 ( 3,461,899) |
|
| $ 1,800,745 | $ 3,141,494 | $ 31,052 | $ 2,910 | $ 17,681 | $ 351,766 | $ 538,013 | $ 5,883,661 | |
| $ 1,800,745 19,349 - - ( 43,263) 105,951 35,052 - - |
$ 3,141,494 99,612 ( 13,774) 13,774 ( 117,148) 36,021 5,423 13 ( 7) |
$ 31,052 4,694 - - ( 3,429) 288 1,954 3 ( 2) |
$ 2,910 2,165 ( 2,189) 2,189 ( 242) - 550 6 ( 5) |
$ 17,681 1,065 - - ( 1,802) 824 - - - |
$ 351,766 38,572 ( 37,956) 37,956 ( 18,467) 29,445 422 3 - |
$ 538,013 2,446,175 - - - ( 251,961) - - - |
$ 5,883,661 2,611,632 ( 53,919) 53,919 ( 184,351) ( 79,432) 43,401 25 ( 14) |
|
| $ 1,917,834 | $ 3,165,408 | $ 34,560 | $ 5,384 | $ 17,768 | $ 401,741 | $ 2,732,227 | $ 8,274,922 | |
| $ 2,711,510 ( 793,676) |
$ 5,424,516 ( 2,259,108) |
$ 73,307 ( 38,747) |
$ 11,236 ( 5,852) |
$ 315,259 ( 297,491) |
$ 653,842 ( 252,101) |
$ 2,732,227 - |
$ 11,921,897 ( 3,646,975) |
|
| $ 1,917,834 | $ 3,165,408 | $ 34,560 | $ 5,384 | $ 17,768 | $ 401,741 | $ 2,732,227 | $ 8,274,922 |
~23~
| January 1, 2022 Cost Accumulated depreciation 2022 January 1 Add - Cost Disposals - Cost Disposal - Accumulated depreciation Depreciation Reclassification - Cost Net exchange differences Cost Net exchange differences Accumulated depreciation March 31 March 31, 2022 Cost Accumulated depreciation |
Buildings and structures (includingland) |
Machinery and equipment |
Office equipment | Transportation equipment |
Mold equipment | Other equipment | Unfinished construction and equipment under acceptance |
Total |
|---|---|---|---|---|---|---|---|---|
| $ 2,327,441 ( 654,360) |
$ 3,631,853 ( 1,563,467) |
$ 46,490 ( 21,271) |
$ 6,544 ( 3,444) |
$ 18,784 ( 6,472) |
$ 63,751 ( 5,504) |
$ 246,016 - |
$ 6,340,879 ( 2,254,518) |
|
| $ 1,673,081 | $ 2,068,386 | $ 25,219 | $ 3,100 | $ 12,312 | $ 58,247 | $ 246,016 | $ 4,086,361 | |
| $ 1,673,081 15,125 - - ( 35,737) 1,884 - - - - |
$ 2,068,386 13,947 ( 303,169) 303,111 ( 77,401) 1,187 11 ( 11) |
$ 25,219 1,780 - 3 ( 2,460) 129 106 ( 56) |
$ 3,100 - - - ( 263) - 34 ( 37) |
$ 12,312 1,810 - - ( 1,136) - - - |
$ 58,247 1,705 ( 7,588) 7,565 ( 5,506) ( 468) - - |
$ 246,016 372,309 - - - ( 887) - - |
$ 4,086,361 406,676 ( 310,757) 310,679 ( 122,503) 1,845 151 ( 104) |
|
| $ 1,654,353 | $ 2,006,061 | $ 24,721 | $ 2,834 | $ 12,986 | $ 53,955 | $ 617,438 | $ 4,372,348 | |
| $ 2,344,450 ( 690,097) |
$ 3,343,829 ( 1,337,768) |
$ 48,505 ( 23,784) |
$ 6,578 ( 3,744) |
$ 20,594 ( 7,608) |
$ 57,400 ( 3,445) |
$ 617,438 - |
$ 6,438,794 ( 2,066,446) |
|
| $ 1,654,353 | $ 2,006,061 | $ 24,721 | $ 2,834 | $ 12,986 | $ 53,955 | $ 617,438 | $ 4,372,348 |
-
For the three months ended March 31, 2023, and 2022, the Group did not capitalize interest.
-
The major components of the Group's buildings and structures include land, buildings and factory renovation projects. Except for land, they are depreciated for 5 to 56 years.
-
Information on property, plant and equipment pledged to others as collateral is provided in Note 8.
-
The abovementioned property, plant and equipment of the Group are for self-use.
~24~
-
(VIII) Leasing arrangements - lessee
-
The underlying assets leased by the Group include land, buildings and company vehicles. Leasing contracts are typically made for periods of 3 to 20 years. Lease contracts are negotiated separately and include a variety of terms and conditions. There are no restrictions for the leased assets, except that they cannot be used as loan collaterals.
-
The lease periods of other equipment leased by the Group did not exceed 12 months.
-
The carrying amount of right-of-use assets and the depreciation charge are as follows:
| Land Buildings and structures Transportation equipment (company vehicles) Other equipment Land Buildings and structures Transportation equipment (company vehicles) Other equipment |
Carrying amount as of March 31, 2023 Carrying amount as of December 31,2022 Carrying amount as of March 31, 2022 $ 500,473 $ 507,948 $ 526,362 11,033 1,018 35,467 14,418 16,241 16,616 42,041 25,404 26,140 $ 567,965 $ 550,611 $ 604,585 January 1 to March 31, 2023 January 1 to March 31, 2022 Depreciation Depreciation $ 6,427 $ 6,115 4,083 1,745 2,740 2,067 780 593 $ 14,030 $ 10,520 |
Carrying amount as of March 31, 2023 Carrying amount as of December 31,2022 Carrying amount as of March 31, 2022 $ 500,473 $ 507,948 $ 526,362 11,033 1,018 35,467 14,418 16,241 16,616 42,041 25,404 26,140 $ 567,965 $ 550,611 $ 604,585 January 1 to March 31, 2023 January 1 to March 31, 2022 Depreciation Depreciation $ 6,427 $ 6,115 4,083 1,745 2,740 2,067 780 593 $ 14,030 $ 10,520 |
|---|---|---|
| Depreciation | ||
| $ 6,115 1,745 2,067 593 |
||
| $ 10,520 |
-
For the three months ended March 31, 2023, and 2022, the increase (decrease) in right-ofuse assets were $22,545 and ($37,547), respectively.
-
The information on profit or loss items related to lease contracts is as follows:
| Items affecting current profit and loss Interest expenses on lease liabilities Expenses for short-term lease contracts Lease of low-value assets |
January 1 to March 31, 2023 $ 1,851 673 1,334 |
January 1 to March 31, 2022 |
|---|---|---|
| $ 1,805 526 76 |
-
For the three months ended March 31, 2023, and 2022, the Group’s total cash outflow for leases were $13,117 and $11,983, respectively.
-
Options to extend or terminate leases
In determining lease terms, the Group takes into consideration all facts and circumstances that create economic incentives to exercise an option to extend or terminate leases. The assessment of lease period is reviewed if a significant event occurs which affects the assessment of options to extend or options not to terminate.
~25~
-
(IX) Leasing arrangements - lessor
-
The Group leases out assets such as buildings. The lease contracts are typically made for periods of 1 to 2 years. The terms of lease contracts are negotiated separately and include various terms and conditions. In order to preserve the condition of leased assets, the Group usually requires lessees not to pledge the underlying leased assets.
-
For the three months ended March 31, 2023, and 2022, the Group recognized rental income of $5,183 and $6,293, respectively, based on operational lease agreements, for which no variable lease payments were made.
-
The maturity analysis of the undiscounted lease payments under the operating leases is as follows:
| follows: | |||
|---|---|---|---|
| 2022 2023 2024 |
March31,2023 $ - 10,503 524 $ 11,027 |
December 31, 2022 $ - 14,476 786 $ 15,262 |
March31,2022 |
| $ 12,116 4,793 - |
|||
| $ 16,909 |
- (X) Real estate investment
| Real estate investment | |
|---|---|
| January 1, 2023 Cost Accumulated depreciation 2023 January 1 Depreciation March 31 Depreciation March 31 March 31, 2023 January 1, 2022 Cost Accumulated depreciation 2022 January 1 Depreciation March 31 March 31, 2022 Cost Accumulated depreciation |
Buildings and structures |
| $ 184,105 ( 13,759) |
|
| $ 170,346 | |
| $ 170,346 ( 818) |
|
| $ 169,528 | |
| $ 184,105 ( 14,577) |
|
| $ 169,528 | |
| Buildings and structures | |
| $ 184,105 ( 10,491) |
|
| $ 173,614 | |
| $ 173,614 ( 817) |
|
| $ 172,797 | |
| $ 184,105 ( 11,308) |
|
| $ 172,797 |
~26~
- Rental income and direct operating expenses of investment real estate:
| Rental income from investment property Direct operating expenses incurred by investment properties that generate rent income in the period |
January 1 to March 31, 2023 $ 4,235 $ 792 |
January 1 to March 31, 2022 |
|---|---|---|
| $ 4,067 | ||
| $ 644 |
- The fair value of investment property held by the Group as of March 31, 2023, December 31, 2022 and March 31, 2022 were $124,212, $165,392 and $165,969, respectively, which were measured using income approach and were classified as Level 3 fair value with the following key assumptions:
| Discount rate Annual rent (net income) Number of years |
March31,2023 1.96%~4.23% $ 5,261 45~50 |
December 31, 2022 7.09% $ 11,285 45~50 |
March31,2022 3.90% $ 17,353 2~20 |
|---|---|---|---|
-
For the three months ended March 31, 2023, and 2022, no interest was capitalized.
-
As of March 31, 2023, December 31, 2022 and March 31, 2022, the investment property was pledged as collaterals, please refer to Note 8.
~27~
(XI) Intangible assets
| angible assets | |||||
|---|---|---|---|---|---|
| January 1 Cost Accumulated amortization and impairments January 1 Consolidated transfer in Reclassification Amortization expense March 31 March 31 Cost Accumulated amortization and impairments January 1 Cost Accumulated amortization and impairments January 1 Addition - From separate acquisition Acquired Reclassification Amortization expense March 31 March 31 Cost Accumulated amortization and impairments |
2023 | Total $ 617,130 (119,950) $ 497,180 $ 497,180 119,922 - (11,570) $ 605,532 $ 774,786 (169,254) $ 605,532 Total $ 571,363 (74,559) $ 496,804 $ 496,804 420 229 ( 4,296) $ 493,157 $ 571,782 (78,625) $ 493,157 |
|||
| Trademark and concession |
Computer software |
Patents $ 9,592 (7,696) $ 1,896 $ 1,896 - 1,444 ( 1,558) $ 1,782 $ 13,955 (12,173) $ 1,782 2022 |
Goodwill $ 220,774 - $ 220,774 $ 220,774 119,922 - - $ 340,696 $ 340,696 - $ 340,696 |
||
| $ 272,017 (47,408) |
$ 114,747 (64,846) |
||||
| $ 224,609 | $ 49,901 | ||||
| $ 224,609 - ( 1,445) ( 5,679) |
$ 49,901 - 1 ( 4,333) |
||||
| $ 217,485 | $ 45,569 | ||||
| $ 267,196 (49,711) |
$ 152,939 (107,370) |
||||
| $ 217,485 | $ 45,569 | ||||
| Trademark and concession |
Computer software |
Patents $ 9,592 (5,735) $ 3,857 $ 3,857 - - ( 213) $ 3,644 $ 9,592 ( 5,948) $ 3,644 |
Goodwill $ 220,774 - $ 220,774 $ 220,774 - - - $ 220,774 $ 220,774 - $ 220,774 |
||
| $ 272,017 ( 9,506) |
$ 68,980 (59,318) |
||||
| $ 262,511 | $ 9,662 | ||||
| $ 262,511 - - ( 2,527) |
$ 9,662 420 229 ( 1,556) |
||||
| $ 259,984 | $ 8,755 | ||||
| $ 272,017 (12,033) |
$ 69,399 (60,644) |
||||
| $ 259,984 | $ 8,755 |
Due to business mergers, as detailed in Note 6(31), the Group's goodwill increased by $119,922 for the three months ended March 31, 2023.
~28~
(XII) Other Non-Current Assets
| Other Non-Current Assets | |||
|---|---|---|---|
| Prepayments for equipment Refundable Deposit Others Total |
March 31,2023 $ 669,336 63,364 1,899 $ 734,599 |
December 31, 2022 $ 1,293,001 52,758 3,378 $ 1,349,137 |
March 31,2022 |
| $ 1,060,107 25,265 4,639 |
|||
| $ 1,090,011 |
(XIII) Short Term Loans
| Type of borrowings Bank borrowings Credit loan Secured borrowings Type of borrowings Bank borrowings Credit loan Secured borrowings Type of borrowings Bank borrowings Credit loan Secured borrowings |
March31,2023 $ 2,050,349 3,523,512 $ 5,573,861 December 31,2022 $ 1,618,197 3,006,328 $ 4,624,525 March 31,2022 $ 1,715,932 3,030,967 $ 4,746,899 |
Range of interest rate |
Collateral |
|---|---|---|---|
| 1.62%~4.00% 1.69%~2.81% Range of interest rate |
None Certificates of deposit, reserve accounts, stocks of listed and OTC companies and treasury stock Collateral |
||
| 1.06%~2.675% 1.25%~2.75% Range of interest rate |
None Certificates of deposit, reserve accounts, stocks of listed and OTC companies, treasury stock and investment properties. Collateral |
||
| 1.00%~2.60% 1.04%~2.45% |
None Certificates of deposit, reserve accounts, stocks of listed and OTC companies, treasury stock and investment properties. |
Interest expense recognized in profit or loss was $27,401 and $7,516 for the three months ended March 31, 2023, and 2022, respectively.
(XIV) Other Payables
| Other Payables | |||
|---|---|---|---|
| Payroll and bonus payable Remunerations payable to employees and directors Payable on equipment Machine maintenance payable Dividends Payable Others |
March31,2023 $ 65,229 165,158 808,417 13,981 604,903 323,665 $ 1,981,353 |
December 31, 2022 $ 111,894 129,630 111,919 51,362 - 432,408 $ 837,213 |
March31,2022 |
| $ 82,473 186,581 71,676 32,897 - 277,131 |
|||
| $ 650,758 |
~29~
(XV) Corporate bonds payable
| Corporate bonds payable | |||
|---|---|---|---|
| March31,2023 Corporate bonds payable $ 3,000,000 Less: Amount of exercised conversion options ( 324,400) Less: Discount on corporate bonds payable ( 62,043) 2,613,557 Less: Corporate bonds matured in one year or a business cycle or have the put option exercised - $ 2,613,557 |
March31,2023 | December31,2022 | March31,2022 $ 2,000,000 ( 258,700) ( 79,763) 1,661,537 - $ 1,661,537 |
| $ 3,000,000 ( 324,400) ( 66,556) |
|||
| 2,613,557 - |
2,609,044 - |
||
| $ 2,613,557 | $ 2,609,044 |
-
The terms of issuance for the Group's 3rd domestic unsecured convertible bonds are as follows:
-
(1) The Group has been approved by the competent authority to raise and issue $2,000,000 of the 3rd domestic unsecured convertible bonds, with a coupon rate of 0% and an issuance period of 5 years from August 3, 2021 to August 3, 2026. The convertible bonds are repayable in cash at par value on maturity. The convertible bonds were listed for trading on August 3, 2021
-
(2) The bondholders may request the conversion of the convertible bonds into the Group's common shares at any time from the day after the expiration of three months from the date of issuance of the corporate bonds to the maturity date, except during the period when the transfer of the corporate bonds is suspended in accordance with the regulations or laws, and the rights and obligations of the converted common shares are the same as those of the original issued common shares.
-
(3) The conversion price of the convertible bonds is determined in accordance with the pricing model stipulated in the Measures, and the conversion price will be adjusted in accordance with the pricing model stipulated in the Conversion Measures in the event that the Group is subject to anti-dilution provisions. The conversion price will be reset on the base date set by the Regulations in accordance with the pricing model stipulated in the Conversion Measures. As of March 31, 2023, the conversion price was NT$85 per share.
-
(4) If the closing price of the Company's common stock exceeds 30% of the then conversion price for 30 consecutive business days from the day following the third month of the issuance of the convertible bonds to the 40th business day prior to the expiration of the issuance period, the Company may redeem the outstanding corporate bonds within the next 30 business days at the par value of the corporate bonds in cash.
-
(5) If the outstanding balance of the convertible bonds is less than 10% of the total par value of the corporate bonds issued, the Company may redeem the convertible bonds at any time thereafter for cash at the par value of the corporate bonds, from the day following the third month of the issuance of the corporate bonds to the 40th business day prior to the expiration of the issuance period.
-
(6) As of March 31, 2023, a total of $324,400 in face value had been converted into 3,733 thousand shares of common stock.
-
Upon issuance of convertible bonds, the Group separated the conversion options from the
~30~
components of liabilities in accordance with IAS 32, "Financial Instruments: Presentation," and recorded "capital surplus - stock options" at $406,616. The embedded repurchase and repurchase rights are separated from the principal contractual debt instruments in accordance with IFRS 9, "Financial Instruments", because they are not closely related to the economic characteristics and risks of the principal contractual debt instruments, and are recorded as "financial assets or liabilities at fair value through profit or loss" on a net basis. The effective interest rate of the master contract debt after the separation was 0.0902%.
- First series domestic secured corporate bonds
In order to raise the Group's working capital, the board of directors resolved to approve on August 5, 2022 the issue of the first series domestic secured corporate bond. The issue has been reported to and approved by the Taipei Exchange, and the terms are as follows:
-
(1) Total amount of issue: According to the different issue conditions, there are two types of bonds, A and B, of which A is issued with an amount of $300,000, and B is issued with an amount of $200,000, totaling $500,000.
-
(2) Issue period: Five years, issued on September 28, 2022, and matured on September 28, 2027.
-
(3) Coupon rate and repayment method of principal and interest: Both Bond A and Bond B have a fixed annual coupon rate of 1.80%. Simple interest is calculated and paid once a year, and the principal is repaid in cash at the face value of the bond at maturity.
-
(4) Guarantee method: The Company's bonds are guaranteed by the joint delegation guarantee contract signed and the obligation and the contract of guarantee for the performance of corporate bonds signed by major banks.
-
Second series domestic secured convertible corporate bonds
In order to raise the Group's working capital, the board of directors resolved to approve on August 5, 2022 the issue of the second series domestic secured convertible corporate bond. The issue has been reported to and approved by the Taipei Exchange, and the terms are as follows:
-
(1) Total amount of issuance: According to the different issue conditions, there are two types of bonds, A and B, of which A is issued with an amount of $200,000, and B is issued with an amount of $300,000, totaling $500,000.
-
(2) Issue period: Five years, issued on December 27, 2022, and matured on December 27, 2027.
-
(3) Coupon rate and repayment method of principal and interest: Bond A has a fixed annual coupon rate of 2.20% and Bond B has a fixed annual coupon rate of 2.38%. Simple interest is calculated and paid once a year, and the principal is repaid in cash at the face value of the bond at maturity.
-
(4) Guarantee method: The Company's bonds are guaranteed by the joint delegation guarantee contract signed and the obligation and the contract of guarantee for the performance of corporate bonds signed by major banks.
~31~
- (XVI) Long term borrowings
| Long-term borrowings | |
|---|---|
| Type of borrowings Borrowing period and payment method Range of interest rate Collateral |
March 31,2023 |
| Long-term bank borrowings Secured borrowings From December 28, 2021 to January 28, 2027, repayable in portions and in installments during the term specified in the agreement 2.55% Buildings and structures, machinery equipment and investment property Secured borrowings Repayable in portions and in installments during the term specified in the agreement from June 15, 2020 to December 9, 2027 2.225%~ 2.595% Buildings and structures Secured borrowings Repayable in portions and in installments during the term specified in the agreement from June 27, 2018 to December 25, 2026 2.150%~ 3.250% Machinery and equipment Secured borrowings From December 28, 2022 to December 27, 2032, repayable in portions and in installments during the term specified in the agreement 2.195% Buildings and structures and investment properties Secured borrowings From January 24, 2022 to January 24, 2027, monthly interest payments with principle and interestNone (responsible person’s guarantee) 1.500%~ 2.875% Other long-term borrowings Secured borrowings Repayment of principal in monthly installments from October 29, 2021 to September 16, 2028 4.110% Machinery and equipment Secured borrowings Repayment of principal and interest in monthly installments from March 25, 2022 to July 29, 2027 2.450%~ 8.200% Machinery and equipment Credit loan From December 30, 2021 to April 30, 2024, repayment of principal and interest 7.61% None Secured borrowings Repayment of principal and interest in monthly installments from June 10, 2022 to July 25, 2027 4.460%~ 7.000% Machinery and equipment Secured borrowings Repayment of principal and interest in monthly installments from January 22, 2023 to December 22, 2025 4.750% Plant and land Less: Long-term borrowings due within one year or one business cycle) |
$ 1,000,000 250,122 1,037,641 850,000 7,769 74,941 79,559 12,050 225,067 18,518 |
| 3,555,667 ( 645,604) |
|
| $ 2,910,063 |
~32~
| Type of borrowings |
Borrowing period and payment method |
Range of interest rate |
Collateral |
December 31,2022 |
|---|---|---|---|---|
| Long-term bank borrowings Secured borrowings From December 28, 2021 to January 28, 2027, repayable in portions and in installments during the term specified in the agreement Secured borrowings From December 27, 2021 to December 27, 2024, repayable in portions and in installments during the term specified in the agreement Secured borrowings Repayable in portions and in installments during the term specified in the agreement from June 12, 2018 to December 15, 2026 Secured borrowings From December 28, 2022 to December 27, 2032, repayable in portions and in installments during the term specified in the agreement Secured borrowings From January 24, 2022 to January 24, 2027, monthly interest payments with principle and interest Other long-term borrowings Secured borrowings Repayment of principal in monthly installments from October 29, 2021 to September 16, 2027 Secured borrowings Repayment of principal and interest in monthly installments from March 25, 2021 to July 29, 2027 Credit loan From December 30, 2021 to April 30, 2024, repayment of principal and interest Secured borrowings Repayment of principal and interest in monthly installments from July 10, 2022 to June 10, 2027 Less: Long-term borrowings due within one year or o cycle) |
2.425% 2.410% 1.730%~ 3.125% 2.070% 1.500%~ 2.875% 3.970% 2.450%~ 8.201% 7.613% 4.250% ne business |
Buildings and structures and machine and equipment Buildings and structures Machinery and equipment Buildings and structures and investment properties None (responsible person’s guarantee) Machinery and equipment Machinery and equipment None Machinery and equipment |
$ 1,250,000 250,000 1,050,407 850,000 8,247 89,655 90,068 14,240 176,830 |
|
| 3,779,447 ( 611,473) |
||||
| $ 3,167,974 |
~33~
| Type of | Borrowing period and payment | Range of | |||
|---|---|---|---|---|---|
| borrowings | method | interest rate | Collateral |
March 31,2022 | |
| Long-term bank | |||||
| borrowings | |||||
| Secured | Repaid in instalments and | 1.870%~ | Buildings and | $ | 1,250,000 |
| borrowings | different amounts according to | 2.050% | structures, | ||
| the agreed period between | machinery | ||||
| December 28, 2021 and | equipment and | ||||
| January 28, 2027. | investment property | ||||
| Secured | Repaid in instalments and | 1.580%~ | Buildings and | 250,000 | |
| borrowings | different amounts according to | 1.810% | structures | ||
| the agreed period between | |||||
| December 27, 2021 and | |||||
| December 27, 2024. | |||||
| Secured | Repaid in instalments and | 1.300%~ | Machinery and | 285,000 | |
| borrowings | different amounts according to | 1.550% | equipment | ||
| the agreed period between | |||||
| December 27, 2021 and | |||||
| December 15, 2026. | |||||
| Secured borrowings |
Repayable in portions and in installments during the term specified in the agreement from November 9, 2020 and November 9, 2023 |
1.022% | Buildings and structures and investment properties |
850,000 | |
| Secured | Repayable in portions and in | 1.000%~ | Machinery and | 97,752 | |
| borrowings | installments during the term | 3.730% | Reserve account | ||
| specified in the agreement | |||||
| from September 27, 2017 and | |||||
| December 29, 2026 | |||||
| 2,732,752 | |||||
| Less: Long-term borrowings due within one year or | one business | cycle) | ( | 81,581) | |
| $ | 2,651,171 |
Note: According to the loan contract provisions of some banks, the Group shall maintain a specific debt-to-equity ratio and interest solvency every six months during the loan duration.
(XVII) Pensions
- (1) The Company and its domestic subsidiaries operate a defined benefit pension plan in accordance with the Labor Standards Act, which cover 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 Labor Standards Act. 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 six months prior to retirement. The Company and its domestic subsidiaries contribute a monthly amount equal to 2% of employees’ monthly salaries and wages to a retirement fund at the Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Company and its domestic subsidiaries would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is not enough to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company and its domestic subsidiaries will make contribution for the deficit by the end of next March.
~34~
- (2) For the three months ended March 31, 2023, and 2022, the pension costs under defined contribution pension plans of the Group were $533 and $0, respectively.
- (3) The expected contributions to the defined benefit pension plans of the Group for the year ending December 31, 2024 are $2,133.
-
(1) Effective July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (hereinafter referred to as the “New Plan”) under the Labor Pension Act (hereinafter referred to as the “Act”), covering all regular employees with domestic citizenship. Under the New Plan, the Company and its domestic subsidiaries contribute 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) For the three months ended March 31, 2023, and 2022, the pension costs under defined contribution pension plans of the Group were $12,392 and $8,130, respectively.
-
(XVIII) Capital
-
As of March 31, 2023, the Company's authorized capital was $5,000,000, consisting of 500,000 thousand shares (including 20,000 thousand shares which can be subscribed to as employee stock options). The paid-in capital was $2,564,465 with a par value of NT$10. All proceeds from shares issued have been collected.
The movements in the number of the Company's common stocks outstanding are as follows:
| follows: | ||
|---|---|---|
| January 1 Treasury stock donation March 31 |
2023 205,230 - 205,230 |
Unit: Thousand shares 2022 |
| 214,107 350 |
||
| 214,457 |
2. Treasury stock
- (1) Reasons for repurchase of shares and changes in the quantity:
| Company name of the shareholding |
Reasons for buyback Subsidiary holds the company's stock Transfer shares to employees Reasons for buyback Subsidiary holds the company's stock Transfer shares to employees |
March 31,2023 | March 31,2023 |
|---|---|---|---|
| Number of shares (thousand shares) 36,731 14,485 51,216 December |
Book value | ||
| Subsidiary - Youe Chung Capital Corporation The Company Company name of the shareholding |
$ 522,698 1,256,281 |
||
| $1,778,979 | |||
| 31,2022 | |||
| Number of shares (thousand shares) 36,731 14,485 51,216 |
Book value | ||
| Subsidiary - Youe Chung Capital Corporation The Company |
$ 522,698 1,256,281 |
||
| $1,778,979 |
~35~
| Company name of the shareholding |
Reasons for buyback Subsidiary holds the company's stock Transfer shares to employees |
March 31,2022 | March 31,2022 |
|---|---|---|---|
| Number of shares (thousand shares) 36,731 4,485 41,216 |
Book value | ||
| Subsidiary - Youe Chung Capital Corporation The Company |
$ 522,698 413,745 |
||
| $ 936,443 |
- (2) For the three months ended March 31, 2023, and 2022, the Group's share-based payment arrangements were as follows:
| Type of arrangement | Grant date | Quantity granted |
Contract Period |
Vestingconditions |
|---|---|---|---|---|
| Transfer of treasury stocks to employees |
2022.01.26 | 4,485 | Immediate vesting |
Note |
Note: The Company grants treasury stocks to employees of the Company and its subsidiaries.
-
(3) For the three months ended March 31, 2023, and 2022, the Group incurred compensation costs of $0 and $19,061, respectively, related to the transfer of treasury stocks.
-
(4) The Securities and Exchange Act stipulates that the percentage of the Company's repurchase of outstanding shares shall not exceed 10% of the Company's total issued shares, and the total value of shares purchased shall not exceed the retained earnings plus the premium of issued shares and the amount of realized capital reserve.
-
(5) The treasury stocks bought back by the Company in accordance with the Securities and Exchange Act shall not be pledged. Before transfer, shareholders are not entitled to the shareholders' rights.
-
(6) According to the provisions of the Securities and Exchange Act, the share repurchased to be transferred to employees shall be transferred within 5 years from the date of the purchase. If the transfer is not made within the time limit, the shares are deemed as unissued shares and a change of registration shall be made to cancel the shares. In order to maintain the Company’s credit and shareholders equity, the shares bought back should have the registration changed to cancel the shares within six months from the date of the purchase.
-
(7) The Company's stock held by the subsidiary Youe Chung Capital is treated as treasury stock. As of March 31, 2023, December 31, 2022 and March 31, 2022, Youe Chung Capital Corporation held 36,731 thousand shares, 36,731 thousand shares, and 36,731 thousand shares of the Company, with an average book value of $14.23 per share, and a fair value of $92.5, $84.7, and $96.9 per share, respectively. The cost of transferring treasury stocks is calculated based on the book value of the Company's stock held by Youe Chung Capital and the Company's indirect ownership ratio during each period.
-
(8) On November 3, 2021, the Board of Directors resolved to purchase 6,000 thousand shares of the Company's stock in the centralized trading market and transfer them to employees. This amount represented 2.37% of the total number of issued shares of the Company. The repurchase of 4,485 thousand shares was completed between
~36~
November 4, 2021 and January 3, 2022. On January 21, 2022, the Board of Directors approved the transfer of 4,485 thousand shares to employees.
- (9) On May 6, 2022, the Board of Directors resolved to purchase 10,000 thousand shares of the Company's stock in the centralized trading market and transfer them to employees. This amount represented 3.91% of the total number of issued shares of the Company. The repurchase of 10,000 thousand shares was completed between May 9, 2022 and July 8, 2022. On April 14, 2023, the Board of Directors approved the transfer of 10,000 thousand shares to employees.
-
(XIX) Capital surplus
-
In accordance with the Company Act, any capital surplus arising from paid-in capital in excess of the 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 their share ownership, provided that the Company has no accumulated deficit. Further, the Securities and Exchange Act requires that the amount of capital surplus to be capitalized, as above, should not exceed 10% of paid-in capital each year. Capital reserves should not be used to cover accumulated deficit unless the legal reserve is insufficient. The following is a breakdown of the capital reserve:
| January 1, 2023 Distribution of cash from capital surplus Payment of overdue unclaimed dividends to shareholders March 31, 2023 January 1, 2022 Changes in shares of affiliates recognized under the equity method Share-based payment transaction March 31, 2022 |
Issue premiums |
Trading of treasurystock $ 768,509 - - $ 768,509 Trading of treasurystock $ 695,046 ( 101) - $ 694,945 |
Changes in ownership interests in subsidiaries recognized $ 17,788 - - $ 17,788 Changes in ownership interests in subsidiaries recognized $ 4,919 - - $ 4,919 |
stock option $ 295,848 - - $ 295,848 stock option $ 295,074 - 16,831 $ 311,905 |
Equity changes in affiliates |
Others | Total |
|---|---|---|---|---|---|---|---|
| $ 96,650 ( 48,392) - |
$ 68,427 - - |
$ 4,459 - ( 6) |
$ 1,251,681 ( 48,392) ( 6) |
||||
| $ 48,258 | $ 68,427 | $ 4,453 | $ 1,203,283 |
||||
| Issue premiums |
Equity changes in affiliates |
Others | Total | ||||
| $ 269,010 - - |
$ 47,320 ( 19) - |
$ 4,459 - - |
$ 1,315,828 ( 120) 16,831 |
||||
| $ 269,010 | $ 47,301 | $ 4,459 | $ 1,332,539 |
(XX) Retained earnings
-
According to the Articles of Incorporation, any surplus from profit concluded at the end of year by the Company is first subject to reimbursement of previous losses and payment of taxes, followed by 10% provision for legal reserve and provision or reversal of special reserve as the laws may require. Any earnings remaining shall be distributed as shareholders’ dividends in whole or partially.
-
The Company takes into account the overall business environment, industrial growth, and the Company's long-term financial planning for stable operation and development to adopt a residual dividend policy, which is mainly based on the Company's future capital budgeting plan to measure the annual capital needs. After using the retained earnings for funding, the remaining surplus will be distributed in the form of dividends, and the distribution steps are shown as follows:
~37~
-
(1) Decide on the best capital budgeting.
-
(2) Decide on the financing required for one of the capital budgeting items.
-
(3) Decide on the amount of the financing to be supported by retained earnings (methods such as cash capital increase or corporate bonds and so on can be adopted as support).
-
(4) After retaining the portion required for operation needs out of the earnings remainder, the rest should be distributed to shareholders in the form of dividends. Cash dividends distribution proportion should not be lower than 20% of the total amount of dividends for the distribution proportion of the Company’s dividends.
-
Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of the legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the distribution of the reserve is limited to the portion in excess of 25% of the Company’s paid-in capital.
-
In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.
-
The Company's Board meeting resolved on March 3, 2023 to distribute a cash dividend of NT$2.3 per common share from the 2022 earnings, with a total dividend of $556,511. In addition, a cash distribution of NT$0.2 per share was made from capital surplus for a total of NT$48,392. The above motion will be reported at the Annual Shareholder’s Meeting.
-
The Company's board of directors resolved on May 26, 2022 to distribute a cash dividend of NT$1.00 per ordinary share from the 2021 surplus with a total dividend of $255,674. NT$1.00 per share is to be distributed from the capital surplus, with a total of $255,674. In addition, as the Company implemented the transfer of 14,485 thousand shares of treasury stock to employees, which changed the number of outstanding shares to 241,189 thousand shares, so the cash dividend was adjusted to $241,189 to be distributed from the capital surplus of $241,189.
(XXI) Other equity interests
| capital surplus of $241,189. her equity interests |
|||
|---|---|---|---|
| January 1 Difference in foreign currency translation: - Group March 31 January 1 Difference in foreign currency translation: - Group March 31 |
2023 | ||
| Unrealized gains and losses ($ 2,666) - ($ 2,666) |
Foreign currency translation $ 13,174 2,162 $ 15,336 2022 |
Total | |
| $ 10,508 2,162 |
|||
| $ 12,670 | |||
| Unrealized gains and losses ($ 2,666) - ($ 2,666) |
Foreign currency translation $ 6,698 14,616 $ 21,314 |
Total | |
| $ 4,032 14,616 |
|||
| $ 18,648 |
~38~
(XXII) Operating income
| Revenue from contracts with customers |
January 1 to March 31, 2023 $ 1,563,590 |
January 1 to March 31, 2022 $ 1,707,492 |
|---|---|---|
1. Segmentation of revenue from contracts with customers
The Group's corporate derives its revenue from the transfer of goods and services either over time or at a point in time. The revenue can be divided into the following main product lines:
| product lines: | |||
|---|---|---|---|
| January1 to March 31,2023 Revenue from contracts with external customers Cut-off point of income recognition Income recognized at a particular point in time Income recognized gradually over time January1 to March 31,2022 Revenue from contracts with external customers Cut-off point of income recognition Income recognized at a particular point in time Income recognized gradually over time |
Photomask and semiconductor segment $ 1,541,794 $ 1,379,399 162,395 $ 1,541,794 Photomask and semiconductor segment $ 1,698,443 $ 1,418,491 279,952 $ 1,698,443 |
Medical segment $ 21,796 $ 21,796 - $ 21,796 Medical segment $ 9,049 $ 9,049 - $ 9,049 |
Total |
| $ 1,563,590 | |||
| $ 1,401,195 162,395 |
|||
| $ 1,563,590 | |||
| Total | |||
| $ 1,707,492 | |||
| $ 1,427,540 279,952 |
|||
| $ 1,707,492 |
-
Contract Asset and Contract Liability
-
(1) The Group has recognized the following revenue-related contract assets and contract liabilities:
| Contract Assets Contract Liabilities |
March31,2023 $ 116,842 $ 178,788 |
December 31, 2022 $ 140,231 $ 232,778 |
March31,2022 $ 118,094 $ 288,455 |
January1,2022 |
|---|---|---|---|---|
| $ 155,763 | ||||
| $ 179,315 |
- (2) Contract liabilities at the beginning of the period recognized as revenue of the period:
| period: | ||
|---|---|---|
| Beginning balance of contract liabilities Revenue recognized for this period |
January 1 to March 31, 2023 $ 230,589 |
January 1 to March 31, 2022 |
| $ 7,276 |
~39~
(XXIII) Interest income
| Interest income | Interest income | |||
|---|---|---|---|---|
| January 1 to March 31, 2023 Interest from bank deposits $ 7,751 Interest income from financial assets measured at amortized cost 1,978 Other interest incomes 37 $ 9,766 her Incomes January 1 to March 31, 2023 Rental income $ 5,183 Other income -- Others 5,061 $ 10,244 her Gains and Losses January 1 to March 31, 2023 Disposal of interests in property, plant and equipment $ 57 Gain (loss) on disposal of investments 64,164 Foreign currency exchange gains (losses) ( 6,382) Loss (gain) on financial assets at fair value through profit or loss 24,058 Other losses -- Depreciation of investment properties ( 818) Other Gains and Losses ( 2,676) $ 78,403 |
January 1 to March 31, 2023 $ 7,751 1,978 37 $ 9,766 January 1 to March 31, 2023 $ 5,183 5,061 $ 10,244 January 1 to March 31, 2023 |
January 1 to March 31, 2022 $ 1,736 31 - $ 1,767 January 1 to March 31, 2022 $ 6,293 5,977 $ 12,270 January 1 to March 31, 2022 |
||
| $ 57 64,164 ( 6,382) 24,058 ( 818) ( 2,676) |
$ 5,942 ( 107,836) 28,632 ( 413,171) ( 817) ( 341) |
|||
| $ 78,403 | ($ 487,591) |
(XXIV) Other Incomes
(XXV) Other Gains and Losses
(XXVI) Financial Costs
| nancial Costs | ||
|---|---|---|
| Interest Expenses: Bank borrowings Convertible bonds Lease liabilities |
January 1 to March 31, 2023 $ 50,978 4,513 1,851 $ 57,342 |
January 1 to March 31, 2022 |
| $ 28,445 4,488 1,805 |
||
| $ 34,738 |
(XXVII) Expenses by nature
| Employee benefits expenditure Depreciation Amortization |
January 1 to March 31, 2023 $ 303,369 199,199 11,570 |
January 1 to March 31, 2022 $ 249,489 133,840 4,296 |
|---|---|---|
~40~
(XXVIII) Employee benefits expenditure
| Employee benefits expenditure | ||
|---|---|---|
| Payroll expenses Share-based payment to employees Labor and health insurance fees Pension expense Other personnel expenses |
January 1 to March 31, 2023 $ 255,282 - 21,684 12,925 13,478 $ 303,369 |
January 1 to March 31, 2022 |
| $ 194,587 19,061 17,348 8,130 10,363 |
||
| $ 249,489 |
-
According to the Articles of Incorporation, the Company shall distribute not less than 10% of the current year’s profit situation for employee remuneration and not more than 2% of current year’s profit situation for director remuneration. However, profits must first be taken to offset against cumulative losses, if any.
-
For the three months ended March 31, 2023, and 2022, the estimated amount of employee remuneration was $30,000 and $0 respectively; the estimated amount of director remuneration was $4,500 and $0 respectively. The above-mentioned amount was recognized as salary expenses.
For the three months ended March 31, 2023, the employee remuneration and director remuneration were estimated at 10.01% and 1.46% respectively based on the profit up to the current period; for the three months ended March 31, 2022, the employee remuneration and director remuneration were not estimated due to the loss.
Information about employees remuneration and director remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System”.
(XXIX) Income tax
- Income tax expense
Components of income tax expense:
| System”. e tax ncome tax expense Components of income tax expense: |
|
|---|---|
| January 1 to March 31, 2023 Current tax: Current tax on profits for the year$ 79,665 Over provision of prior year's income tax - Total current tax 79,665 Deferred income tax: Origination and reversal of temporary differences 843 Total Deferred Income Tax 843 Income Tax Expense $ 80,508 |
January 1 to March 31, 2022 |
| $ 10,366 - |
|
| 10,366 | |
| ( 5,534) |
|
| ( 5,534) |
|
| $ 4,832 |
- The Company’s income tax returns through 2021 have been assessed and approved by the tax authority.
~41~
(XXX) Earnings (loss) per share
| Earnings (loss) per share | ||
|---|---|---|
| Earnings per share Profit attributable to ordinary shareholders of the parent Diluted Earnings per share Profit attributable to ordinary shareholders of the parent Assumed conversion of all dilutive potential ordinary shares Convertible bonds Employee remuneration Profit attributable to ordinary shareholders of the parent company plus assumed conversion of all dilutive potential ordinary shares Basic loss per share Net loss attributable to ordinary shareholders of the parent |
January1 to March 31,2023 Amount after tax Average weighted share outstanding (thousand shares) Earnings per share (NT$) $ 208,051 205,230 $ 1.01 $ 208,051 205,230 3,493 27,346 - 492 $ 211,544 233,068 $ 0.91 January1 to March 31,2022 Amount after tax Average weighted share outstanding (thousand shares) Loss per share(NT$) ($ 244,698) 214,403 ($ 1.14) |
|
| Amount after tax |
Average weighted share outstanding (thousand shares) 214,403 |
|
($ 244,698) |
The weighted-average number of shares outstanding for the three months ended March 31, 2023, and 2022 was net of the number of Company’s shares held by the Company and its subsidiary, Youe Chung Capital Corporation as treasury stock (the number of shares was calculated based on the Company's ownership ratio). The diluted loss per share was equal to basic loss per share because there was no dilutive effect on potential common stock for the three months ended March 31, 2022 because of the loss.
~42~
(XXXI) Business combination
-
The Group acquired 58.33% of shares of Pilot Battery Co., Ltd. on March 1, 2023 for $178,500 through a cash capital increase and gained control over Pilot Battery Co.,Ltd.
-
(1) The fair value of the assets acquired and liabilities assumed from Pilot Battery Co., Ltd. at the date of acquisition and the non-controlling interest as a percentage of the acquiree's identifiable net assets at the date of acquisition were as follows: March 1, 2023
| Acquisition consideration | ||
|---|---|---|
| Cash | $ | 178,500 |
| Share of non-controlling interests in the identifiable net assets | ||
| of the acquiree | 58,775 | |
| 237,275 | ||
| Fair value of acquired identifiable assets and assumed liabilities | ||
| Cash | 189,429 | |
| Notes Receivables | 84 | |
| Accounts Receivables | 2,297 | |
| Inventories | 35,488 | |
| Prepayments | 2,543 | |
| Other Current Assets | 1,951 | |
| Property, plant and equipment | 42,954 | |
| Deferred Income Tax Assets | 5,678 | |
| Right-of-use Asset | 3,148 | |
| Other Non-Current Assets | 29,081 | |
| Short Term Loans | ( | 99,154) |
| Contract Liabilities | ( | 8,649) |
| Notes Payable | ( | 3,869) |
| Accounts Payable | ( | 17,157) |
| Lease liabilities | ( | 3,148) |
| Other Payables | ( | 7,496) |
| Other Current Liabilities | ( | 568) |
| Long-term borrowings | ( | 31,140) |
| Deferred Income Tax Liabilities | ( | 412) |
| Total identifiable net assets | 141,060 | |
| Goodwill | $ | 96,215 |
-
(2) Non-controlling interest is measured by the proportion of the acquiree's net identifiable assets to the non-controlling interest.
-
(3) The assessment of the fair value of acquired identifiable assets and assumed liabilities is in progress. At present, it is recorded at the initial valuation, and the relevant acquisition price allocation will be completed within one year.
-
(4) Since March 1, 2023, the Group has merged with Pilot Battery Co., Ltd., Pilot Battery Co., Ltd. has contributed operating income and net loss before tax of $4,106 and ($536), respectively. If Pilot Battery Co.,Ltd. had been included in the Group since January 1, 2023, the Group's operating income and net income before tax would have been $1,568,658 and $217,045, respectively.
-
The Group acquired 53.33% of shares of Moment Semiconductor, Inc. on March 17, 2023 for $40,000 through a cash capital increase and gained control over Moment Semiconductor, Inc.
~43~
- (1) The fair value of the assets acquired and liabilities assumed from Moment Semiconductor, Inc. at the date of acquisition and the non-controlling interest as a percentage of the acquiree's identifiable net assets at the date of acquisition were as follows:
| as follows: | |
|---|---|
| Acquisition consideration Cash Share of non-controlling interests in the identifiable net assets of the acquiree Fair value of acquired identifiable assets and assumed liabilities Cash Accounts Receivables Inventories Prepayments Property, plant and equipment Other Non-Current Assets Contract Liabilities Notes Payable Accounts Payable Other Payables Other Current Liabilities Total identifiable net assets Goodwill |
March 17,2023 |
| $ 40,000 14,256 |
|
| 54,256 | |
| 63,085 13,911 33,038 3,098 447 216 ( 837) ( 75,851) ( 1,734) ( 24) ( 4,800) |
|
| 30,549 | |
| $ 23,707 |
-
(2) Non-controlling interest is measured by the proportion of the acquiree's net identifiable assets to the non-controlling interest.
-
(3) The assessment of the fair value of acquired identifiable assets and assumed liabilities is in progress. At present, it is recorded at the initial valuation, and the relevant acquisition price allocation will be completed within one year.
-
(4) Since March 17, 2023, the Group has merged with Moment Semiconductor, Inc., Moment Semiconductor, Inc. has contributed operating income and net loss before tax of $26,173 and ($3,530), respectively. If Moment Semiconductor, Inc. had been included in the Group since January 1, 2023, the Group's operating income and net income before tax would have been $1,611,587 and $213,976, respectively.
~44~
(XXXII) Supplemental cash flow information
1. Investing activities with partial cash payments:
| Supplemental cash flow information Investing activities with partial cash payments: |
rmation al cash payments: |
rmation al cash payments: |
||
|---|---|---|---|---|
| January 1 to March 31, 2023 Purchase of property, plant and equipment $ 2,611,632 Add: Prepayments for equipment at the end of the period 669,336 Beginning balance of payable on equipment 111,919 Less: Prepayments for equipment at the beginning of the period ( 1,293,001) Ending balance of payable on equipment ( 808,417) Cash Paid During for the Period $ 1,291,469 . Financing activities with no cash flow effects: January 1 to March 31, 2023 Dividends Payable $ 604,903 |
January 1 to March 31, 2023 |
January 1 to March 31, 2022 |
||
| $ 2,611,632 669,336 111,919 ( 1,293,001) ( 808,417) |
$ 406,676 1,060,107 85,822 ( 671,105) ( 71,676) |
|||
| $ 1,291,469 | $ 809,824 | |||
| January 1 to March 31, 2022 $ - |
||||
| $ 604,903 |
2. Financing activities with no cash flow effects:
(XXXIII) Changes in liabilities arising from financing activities
| January 1, 2023 Change in cash flow from financing activities Interest Expenses Interest Paid Distribution of cash dividends announced Other Non-Cash Transactions March 31, 2023 |
Short Term Loans $ 4,624,525 850,182 - - - 99,154 $ 5,573,861 |
Corporate bondspayable $ 2,609,044 - 4,513 - - - $ 2,613,557 |
Long-term borrowings (including current portion) |
Lease liabilities $ 559,669 ( 9,595) 1,851 ( 1,851) - 27,784 $ 577,858 |
Guarantee Deposits Received $ 34,754 17,744 - - - - $ 52,498 |
Dividends Payable $ - - - - 604,903 - $ 604,903 |
Total liabilities arising from financing activities |
|---|---|---|---|---|---|---|---|
| $ 3,779,447 ( 254,920) - - - 31,140 |
$ 11,607,439 603,411 6,364 ( 1,851) 604,903 158,078 |
||||||
| $ 3,555,667 | $ 12,978,344 |
| Short Term Loans January 1, 2022 $ 4,376,766 Change in cash flow from financing activities 370,133 Interest Expenses - Interest Paid - Other Non-Cash Transactions - March 31, 2022 $ 4,746,899 |
Corporate bonds payable |
Long-term borrowings (including current portion) |
Lease liabilities $ 655,641 ( 9,576) 1,805 ( 1,805) (34,683) $ 611,382 |
Guarantee Deposits Received |
Total liabilities arising from financingactivities |
|---|---|---|---|---|---|
| $ 1,657,049 - 4,488 - - |
$ 2,722,199 10,553 - - - |
$ 6,908 33,754 - - - |
$ 9,418,563 404,864 6,293 ( 1,805) ( 34,683) |
||
| $ 1,661,537 | $ 2,732,752 | $ 40,662 | $ 9,793,232 |
~45~
VII. Related Party Transactions
(I) Related parties' names and relationship
| ed Party Transactions Related parties'names and relationship |
|
|---|---|
| Name of the relatedparties Weida Hi-Tech Co., Ltd. Image Match Design Inc. BKS Tec Corp. Pilot Battery Co., Ltd. Taiwan Mask Charity Foundation |
Relationshipwith the Group |
| Affiliates Other related party Other related party Other related party (Note) Other related party |
Note: In March 2023, the Group acquired 58.33% of the shares of Pilot Battery Co., Ltd. and gained control over the company, which has been included in the consolidated financial statements as a consolidated entity since the acquisition of control.
(II) Significant transactions with the related parties
1. Operating revenue
| Operating revenue | ||
|---|---|---|
| Product sales: Affiliates Other related party Total |
January 1 to March 31, 2023 $ 394 2,104 $ 2,498 |
January 1 to March 31, 2022 |
| $ 3,314 14,493 |
||
| $ 17,807 |
There are no major abnormalities in the transaction prices and payment terms of the related party compared to that of non-related parties.
- Purchase
| Purchase | |||||||
|---|---|---|---|---|---|---|---|
| January 1 to March 31, | January | 1 to March 31, | |||||
| 2023 | 2022 | ||||||
| Purchase of merchandise: | |||||||
| Other related party | $ | 74 | $ | - | |||
| Account receivable from related parties. | |||||||
| March 31, 2023 | December 31, |
March | 31, 2022 | ||||
| 2022 | |||||||
| Accounts Receivables: | |||||||
| Affiliates | $ | 739 |
$ | 325 | $ | 988 | |
| Other related party | 796 | 2,021 | 19,976 | ||||
| Subtotal | $ | 1,535 | $ | 2,346 | $ | 20,964 | |
| Other Receivables: | |||||||
| Other related party | 306 | - | - | ||||
| Total | $ | 1,841 | $ | 2,346 | $ | 20,964 | |
| Related-party payables | |||||||
| December 31, | |||||||
| March31,2023 | 2022 | March | 31,2022 | ||||
| Accounts payable: | |||||||
| Other related party | $ | - | $ | 284 | $ | - |
3. Account receivable from related parties.
4. Related-party payables
~46~
- Acquisition of financial assets
Pilot Battery Co., Ltd. was other related party to the Group. On March 1, 2023, the Group invested $178,500 to acquire 7,000 thousand shares of Pilot Battery Co.,Ltd., a 58.33% shareholding, to gain control and include the company as a consolidated entity in the consolidated financial statements. Please refer to Note 6(31) for details of the business merger transaction.
-
Others
-
(1) Rental income
| Other related party | January 1 to March 31, 2023 $ 367 |
January 1 to March 31, 2022 $ 175 |
|---|---|---|
-
(2) For the three months ended March 31, 2022, the Company's subsidiary, Youe Chung Capital Corporation, donated 350,000 shares of the Company's stock, totaling $4,980, to the Taiwan Mask Charitable Foundation.
-
(3) For the three months ended March 31, 2023, the Company's subsidiary, Youe Chung Capital Corporation, donated $134 to the Taiwan Mask Charitable Foundation.
-
(III) Compensation of key management personnel
| Salary and short-term employee benefits Post-employment benefits Other long-term employee benefits Total |
January 1 to March 31, 2023 $ 10,314 54 850 $ 11,218 |
January 1 to March 31, 2022 |
|---|---|---|
| $ 5,354 - 80 |
||
| $ 5,434 |
~47~
VIII. Pledged Assets
Assets pledged by the Group as collateral are as follows:
| Assets Demand Deposit (Recognized as Financial Assets at Amortized Cost) Time Deposit (Recognized as Financial Assets at Amortized Cost) Stocks of publicly traded and OTC companies (recognized as "Financial assets at fair value through profit or loss") Shares of the Company (recorded as "treasury stock" Note) Buildings and structures (including land) Machinery and equipment and equipment under acceptance Real estate investment Office equipment Other equipment Intangible assets |
Book value | March 31,2022 $ 15,338 48,759 3,094,134 416,512 1,654,353 1,566,105 172,797 - - - $ 6,967,998 |
Purpose |
|
|---|---|---|---|---|
| March 31,2023 $ 156,667 582,135 2,810,495 511,569 1,206,647 2,540,852 169,528 2,152 4,162 271 $ 7,984,478 |
December 31, 2022 $ 124,883 490,190 2,682,150 504,454 1,169,267 2,638,893 170,346 2,401 4,470 508 $ 7,787,562 |
|||
| Long- and short- term borrowings Reserve account Short Term Loans and Cargo Value Guarantee Short Term Loans Short Term Loans Long-term borrowings Long- and short- term borrowings Long- and short- term borrowings Long- and short- term borrowings Long- and short- term borrowings Long-term borrowings |
Note: The cost of pledged treasury stocks was $511,569 and its fair value was $3,325,375 as of March 31, 2023.
IX. Significant Contingent Liabilities and Unrecognized Contract Commitments
(I) Contingencies
None.
Commitments
- Machine equipment maintenance contracts that have been signed but not yet paid
| March 31,2023 December 31,2022 Machine maintenance $ 13,981 $ 51,362 Capital expenditures that have been signed but not yet incurred March 31,2023 December 31,2022 Property, plant and equipment $ 2,033,545 $ 2,065,912 |
March 31,2022 |
|---|---|
| $ 32,897 | |
| March 31,2022 | |
| $ 211,386 |
-
Capital expenditures that have been signed but not yet incurred
-
Lease agreement
Please see Note 6 (8) and (9)
~48~
X. Losses due to Major Disasters
None.
XI. Major Events after Financial Statement Date
None.
XII. Others
(I) Capital management
There was no significant change in the reporting period. Please refer to Note 12 in the 2022 consolidated financial statements.
(II) Financial instruments
1. Types of financial instrument
| March 31,2023 Financial assets Financial Assets at Fair Value Through Profit or Loss Mandatory financial assets at fair value through profit or loss $ 4,441,141 Financial assets measured at amortized cost Cash and Cash Equivalents $ 1,446,328 Financial assets measured at amortized cost 738,802 Notes Receivables 57 Accounts Receivables (Including related parties) 1,210,663 Other Receivables (Including related parties) 16,772 Refundable Deposit 63,364 $ 3,475,986 Financial liabilities Financial Liabilities at Fair Value Through Profit or Loss Financial liabilities mandatorily measured at fair value through profit or loss $ 2,011 Financial liabilities measured at amortized cost Short Term Loans $ 5,573,861 Notes Payable 71 Accounts payable (Including related parties) 324,140 Other payables (Including related parties) 1,981,353 Corporate bonds payable 2,613,557 Long-term borrowings (including due within one year or one business cycle) 3,555,667 Guarantee Deposits Received 52,498 $ 14,101,147 Lease liabilities $ 577,858 |
December 31, 2022 $ 4,481,155 $ 1,749,957 668,067 1,361 1,503,358 13,751 52,758 $ 3,989,252 $ 5,697 $ 4,624,525 81 417,459 837,213 2,609,044 3,779,447 34,754 $ 12,302,523 $ 559,669 |
March 31,2022 $ 5,077,913 $ 2,162,231 86,283 11,048 1,320,918 2,484 25,265 $ 3,608,229 $ 2,786 $ 4,746,899 34,850 451,586 650,758 1,661,537 2,732,752 40,662 $ 10,319,044 $ 611,382 |
|---|---|---|
~49~
-
Risk management policies
-
(1) The Group’s activities expose it to a variety of financial risks, including market risk (exchange rate, interest rate and price), credit risk and liquidity risk. The Group's overall risk management programme focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Group's financial position and performance.
-
(2) Risk management is carried out by a central finance department (Group finance) under policies approved by the Board of Directors. Group finance identifies, evaluates and hedges financial risks in close collaboration with the Group’s operating units. The Board provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as currency exchange risk, interest rate risk, credit risk, the use of derivatives and non-derivative financial instruments and investment of excess liquidity.
-
Significant financial risks and degrees of financial risks
-
(1) Market risk
A. Foreign exchange risk
The Group's operations involve certain non-functional currencies (the Company’s and certain subsidiaries’ functional currency is the New Taiwan dollar (NTD), and for other certain subsidiaries, the functional currency is the US Dollars, Japanese Yen and China's Renminbi (RMB)), so it is subject to the impact of exchange rate fluctuation. The details of assets and liabilities denominated in foreign currencies whose values that would be materially affected by exchange rate fluctuations are as follows:
| as follows: | |||
|---|---|---|---|
| (Foreign currency: Functional currency) Financial assets Monetary items USD : NTD RMB : NTD JPY : NTD Financial liabilities Monetary items USD : NTD JPY : NTD |
March31,2023 | Book value (in thousands ofNTD) $ 1,418,174 138,696 15,168 2,154,168 232,111 |
|
| Foreign currency (in thousands) USD 46,574 CNY 31,301 JPY 66,293 USD 70,744 JPY 1,014,470 |
Exchange rate 30.450 4.431 0.229 30.450 0.229 |
~50~
| (Foreign currency: Functional currency) Financial assets Monetary items USD : NTD RMB : NTD JPY : NTD Financial liabilities Monetary items USD : NTD JPY : NTD (Foreign currency: Functional currency) Financial assets Monetary items USD : NTD RMB : NTD JPY : NTD Financial liabilities Monetary items USD : NTD RMB : NTD JPY : NTD |
December31,2022 | December31,2022 | December31,2022 |
|---|---|---|---|
| Foreign currency (in thousands) Exchange rate Book value (in thousands ofNTD) USD 67,712 30.71 $ 2,079,436 CNY 30,598 4.408 134,876 JPY 47,877 0.232 11,127 USD 11,803 30.71 362,470 JPY 283,739 0.232 65,941 March31,2022 |
Book value (in thousands ofNTD) |
||
| Foreign currency (in thousands) USD 38,376 CNY 147,076 JPY 38,315 USD 13,909 CNY 17,999 JPY 200,126 |
Exchange rate 28.625 4.506 0.235 28.625 4.506 0.235 |
Book value (in thousands ofNTD) |
|
| $ 1,098,513 662,724 9,004 398,145 81,103 47,030 |
- B. Total exchange gains/losses, including realized and unrealized arising from significant foreign exchange variation on the monetary items held by the Group for the three months ended March 31, 2023, and 2022, amounted to ($6,382) and $28,632, respectively.
~51~
- C. The analysis of foreign currency risk due to significant exchange rate fluctuation is as follows:
| is as follows: | ||
|---|---|---|
| (Foreign currency: Functional currency) Financial assets Monetary items USD : NTD RMB : NTD JPY : NTD Financial liabilities Monetary items USD : NTD JPY : NTD (Foreign currency: Functional currency) Financial assets Monetary items USD : NTD RMB : NTD JPY : NTD Financial liabilities Monetary items USD : NTD RMB : NTD JPY : NTD |
January1 to March31,2023 SensitivityAnalysis Fluctuation Effect on profit or loss Other comprehensive profit and loss affected 1% $ 14,182 $ - 1% 1,387 - 1% 152 - 1% ( 21,542) - 1% ( 2,312) - January1 to March31,2022 SensitivityAnalysis Fluctuation Effect on profit or loss Other comprehensive profit and loss affected 1% $ 10,985 $ - 1% 6,627 - 1% 90 - 1% ( 3,981) - 1% ( 811) - 1% ( 470) - |
|
| Fluctuation Effect on profit or loss 1% $ 14,182 1% 1,387 1% 152 1% ( 21,542) 1% ( 2,312) January1 to March |
||
| Fluctuation 1% 1% 1% 1% 1% 1% |
Effect on profit or loss $ 10,985 6,627 90 ( 3,981) ( 811) ( 470) |
|
Price risk
-
A. The equity instruments owned by the Company exposing to the price risk are financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income.
-
B. The Group invests primarily in equity instruments and open-end funds issued by domestic and foreign companies. The price of such equity instrument is subject to the uncertainty of the future value of investment target. If the equity instrument price had increased/decreased by 1% with all other variables held constant, net income after tax from equity instruments at fair value through profit or loss for the three months ended March 31, 2023, and 2022, would have increased/decreased by $8,882 and $10,156, respectively; other comprehensive income classified as equity investment at fair value through other comprehensive income would have both increased/decreased by $0.
~52~
Cash flow and fair value interest rate risk
-
A. The Group's interest rate risk mainly comes from long-term borrowings issued at floating rates, which exposes the Group to cash flow interest rate risk. The Group's borrowings issued at floating interest rates were mainly denominated in New Taiwan dollars and U.S. dollars for the three months ended March 31, 2023, and 2022.
-
B. The Group's borrowings are measured at amortized cost, and the annual interest rate is re-priced according to the contract, which exposes the Group to the risk of future market interest rate changes.
-
C. If the borrowing interest rate had increased/decreased by 0.25% with all other variables held constant, net income after tax for the three months ended March 31, 2023, and 2022, would have increased/decreased by $$4,565 and $3,740, respectively due to the change in interest expenses as a result of borrowings with floating interest rates.
-
(2) Credit risk
-
A. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments under contract obligations, and the defaults are accounts receivable and the contract cash flow from debt instruments measured at amortized cost, measured at fair value through other comprehensive income and at fair value through profit or loss.
-
B. The management of credit risk is established with a Group perspective. Only the banks and financial institutions with an independent credit rating of at least "A" can be accepted as transaction partners of the Group. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analyzing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by the Board of Directors. The utilization of credit limits is regularly monitored.
-
C. The Group considers a contract payment overdue in accordance with the agreed payment terms a breach of contract.
-
D. The Group uses IFRS 9 to provide the following assumption as a basis for determining whether there is a significant increase in the credit risk of financial instruments after the original recognition:
-
(A) If the contract payment is overdue for more than 30 days in accordance with the agreed payment terms, the credit risk of the financial asset is significantly increased since the original recognition.
-
(B) For bond investments in Taipei Exchange, if any external rating agency rates it as an investment grade on the balance sheet date, the credit risk of the financial asset is considered low.
-
-
E. The Group uses the following indicators to determine the status of credit impairments of debt instruments:
- (A) The issuer has suffered significant financial difficulties or is likely to enter bankruptcy or other financial restructuring.
~53~
-
(B) The issuer has suffered significant financial difficulties or is likely to enter bankruptcy or other financial restructuring.
-
(C) The issuer delays or does not pay for the interest or principal.
-
(D) Unfavorable changes in the national- or regional-level economic situation resulting in the issuer's default.
-
F. The Group categorizes the accounts receivable from customers based on the characteristics of trade credit risks. The simplified approach is adopted for estimating the expected credit loss based on the provision matrix.
-
G. The Group may write off the amount of financial assets that cannot be reasonably expected to be recovered after recourse. However, the Group will continue the recourse to protect the rights of the claims.
-
H. The allowance for losses on accounts receivable are estimated by reference to loss rate based on historical and current information for a specific period, adjusted for the Group’s future considerations. A provision matrix as of March 31, 2023, December 31, 2022 and March 31, 2022 is as follows.
| March 31,2023 Expected loss rate Total book value Loss allowance December 31, 2022 Expected loss rate Total book value Loss allowance March 31, 2022 Expected loss rate Total book value Loss allowance |
Notpast due 0.01~1% $ 946,717 - Notpast due 0.01~1% $1,188,466 - Notpast due 0.01~1% $1,184,994 - |
Up to 30 days 0.05~1.95% $ 151,343 - Upto 30days |
31-90days | 91-180days 5.24~18.19% $ 8,949 ( 2,668 91-180days |
More than 181days past due |
More than 181days past due |
Total |
|---|---|---|---|---|---|---|---|
| 1.88~5.7% $ 108,758 ( 3,761) 31-90days |
57.71~100% $ 11,978 ) ( 10,653) More than 181days past due |
$ 1,227,745 ( 17,082) Total $1,523,955 ( 20,597) Total $1,332,416 ( 11,498) |
|||||
| 0.05~1.95% $ 224,106 ( 619) Upto 30days |
1.85%~5.53% $ 85,210 ( 2,267) 31-90days |
5.23~17.66% $ 14,582 ( 7,392) 91-180days |
56.58~100% $ 11,591 ( 10,319) More than 181days past due |
||||
| 0.01~1.94% $ 102,080 ( 24) |
1.95~6.10% $ 25,741 ( 980) |
5.40~19.42% $ 1,189 ( 416) |
59.71~100% $ 18,412 ( 10,078) |
~54~
- I. The Group adopts a simplified method in which the loss allowance for the accounts receivable is shown as follows:
| receivable is shown as follows: | |
|---|---|
| January 1 Reverse impairment loss March 31 January 1 Recognize impairment loss Impact from exchange rate March 31 |
2023 |
| Accounts Receivables | |
| $ 20,597 ( 3,515) |
|
| $ 17,082 | |
| 2022 | |
| Accounts Receivables | |
| $ 10,039 1,458 1 |
|
| $ 11,498 |
(3) Liquidity risk
-
A. Cash flow forecasting is performed by the operating entities of the Corporate Group and aggregated by the Group’s treasury department. It monitors rolling forecasts of liquidity requirements to ensure the Group has sufficient cash to meet operational needs.
-
B. The remaining cash held by each operating entity will be transferred back to the Group's finance department. The finance department of the Group invests the remaining funds in interest-bearing demand deposits, time deposits, financial assets at fair value through profit or loss, financial assets at amortized cost and bond investment without an active market (time deposits with a maturity of more than 3 months and less than 12 months), as the instruments chosen have appropriate maturities or sufficient liquidity to provide sufficient headroom as determined by the abovementioned forecasts. Money market positions of $2,184,889, $2,417,912 and $2,248,686, respectively, held by the Group as of March 31, 2023, December 31, 2022, and March 31, 2022 are expected to generate immediate cash flows to manage liquidity risks.
-
C. The Group's unutilized borrowings are shown as follows:
| Floating rate Short-term credit limits Medium to long-term credit limits Fixed rate Medium to long-term credit limits |
March 31,2023 $ 932,708 600,000 8,420 $ 1,541,128 |
December 31, 2022 $ 645,878 60,014 11,045 $ 716,937 |
March 31,2022 $ 400,000 15,000 - $ 415,000 |
|---|---|---|---|
- D. The following table shows the Group’s non-derivative financial liabilities and derivative financial liabilities settled on a net or total amount, grouped according to the relevant maturity date. Non-derivative financial liabilities are analyzed based on the remaining period from the balance sheet date to the contract maturity
~55~
date. The amounts disclosed in the table are the contractual undiscounted cash flows.
Non-derivative financial liabilities:
| March 31, 2023 Non-derivative financial liabilities: Short Term Loans Notes Payable Accounts payable (Including related parties) Other payables (Including related parties) Lease liabilities Corporate bonds payable Long-term borrowings (including current portion) Guarantee Deposits Received December 31, 2022 Non-derivative financial liabilities: Short Term Loans Notes Payable Accounts payable (Including related parties) Other payables (Including related parties) Lease liabilities Corporate bonds payable Long-term borrowings (including current portion) Guarantee Deposits Received March 31, 2022 Non-derivative financial liabilities: Short Term Loans Notes Payable Accounts Payable Other payables (Including related parties) Lease liabilities Corporate bonds payable Long-term borrowings (including current portion) Guarantee Deposits Received |
Within 1year $ 5,601,262 71 324,140 1,981,353 41,735 20,540 663,152 - Within 1year |
1 to 2years $ - - - - 34,948 20,540 1,018,891 52,498 1 to 2years $ - - - - 78,734 - 919,483 34,754 1 to 2years $ - - - - 131,736 - 805,441 40,662 |
1 to 2years $ - - - - 34,948 20,540 1,018,891 52,498 1 to 2years $ - - - - 78,734 - 919,483 34,754 1 to 2years $ - - - - 131,736 - 805,441 40,662 |
2 to 5years $ - - - - 97,285 2,737,220 1,490,887 - 2 to 5years $ - - - - 224,177 2,696,140 352,448 - 2 to 5years $ - - - - 273,137 1,741,300 1,859,994 - |
2 to 5years $ - - - - 97,285 2,737,220 1,490,887 - 2 to 5years $ - - - - 224,177 2,696,140 352,448 - 2 to 5years $ - - - - 273,137 1,741,300 1,859,994 - |
Over 5years - - - - 462,458 - 514,305 - Over 5years |
|
|---|---|---|---|---|---|---|---|
| $ | |||||||
| $ 4,702,123 81 417,459 837,213 38,246 - 680,126 - Within 1year |
$ - - - - 78,734 - 919,483 34,754 1 to 2years |
$ - - - - 224,177 2,696,140 352,448 - 2 to 5years |
$ - - - - 221,011 - 217,645 - Over 5years |
||||
| $ 4,754,415 34,850 451,586 650,758 307,070 - 84,623 - |
$ - - - - 131,736 - 805,441 40,662 |
$ - - - - 273,137 1,741,300 1,859,994 - |
$ - - - - - - - - |
(III) Fair value information
-
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 Group’s investment in stocks of publicly traded or OTC firms and beneficiary certificates is included in Level 1.
-
Level 2:Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
-
Level 3:Unobservable inputs for the asset or liability. The fair value of the Group’s investment in stocks of non-publicly traded or non-OTC firms and private
~56~
equity fund is included in Level 3.
-
Financial instruments not measured at fair value
-
Cash, notes receivable, accounts receivable, other receivable, short-term borrowings, notes payable, accounts payable and other payable as reasonable approximation of fair value.
-
The related information for financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities is as follows:
| March 31, 2023 Level 1 Assets Recurring fair value measurements Financial Assets at Fair Value Through Profit or Loss Equity securities $ 4,305,959 Beneficiary certificates 500 $ 4,306,459 Liabilities Recurring fair value measurements Financial Liabilities at Fair Value Through Profit or Loss Convertible bond call/put options $ - December 31, 2022 Level 1 Assets Recurring fair value measurements Financial Assets at Fair Value Through Profit or Loss Equity securities $ 4,344,484 Beneficiary certificates 500 $ 4,344,984 Liabilities Recurring fair value measurements Financial Liabilities at Fair Value Through Profit or Loss Convertible bond call/put options $ - March 31, 2022 Level 1 Assets Recurring fair value measurements Financial Assets at Fair Value Through Profit or Loss Equity securities $ 4,943,313 Beneficiary certificates 500 $ 4,943,813 Liabilities Recurring fair value measurements Financial Liabilities at Fair Value Through Profit or Loss Convertible bond call/put options $ - |
Level 2 $ 77,700 - $ 77,700 $ - Level 2 $ 79,300 - $ 79,300 $ - Level 2 $ 80,700 - $ 80,700 $ - |
Level 3 $ 56,982 - $ 56,982 $ 2,011 Level 3 $ 56,871 - $ 56,871 $ 5,697 Level 3 $ 53,400 - $ 53,400 $ 2,786 |
Total |
|---|---|---|---|
| $ 4,440,641 500 |
|||
| $ 4,441,141 | |||
| $ 2,011 | |||
| Total | |||
| $ 4,480,655 500 |
|||
| $ 4,481,155 | |||
| $ 5,697 | |||
| Total | |||
| $ 5,077,413 500 |
|||
| $ 5,077,913 | |||
| $ 2,786 |
-
The methods and assumptions adopted by the Group for assessing the fair value are as follows:
-
(1) The Group adopt market pricing as the input of fair value (i.e. Level 1), and the breakdown of the characteristics of the instrument is as follows:
==> picture [397 x 25] intentionally omitted <==
- (2) Except for the abovementioned financial instruments with active markets, the fair value of the remaining financial instruments is obtained using valuation techniques.
~57~
The fair value obtained through valuation techniques can refer to the current fair value of other financial instruments with similar substantive conditions and characteristics, discounted cash flow method, or other valuation techniques, including the use of market information available on the date of the consolidated balance sheet (for example, the Taipei Exchange refers to the yield curve, the Reuters adopts the average quotation of interest rate of commercial promissory notes).
-
(3) The output of the valuation model is the estimated value, and the valuation technique may not reflect all the relevant factors of the financial instruments and non-financial instruments held by the Group. Therefore, the estimated value of the valuation model will be appropriately adjusted according to additional parameters, such as model risk or liquidity risk. According to the Group's fair value valuation model management policies and related control procedures, the management believes that in order to properly express the fair value of financial instruments and non-financial instruments in the consolidated balance sheet, valuation adjustments are appropriate and necessary. The price information and parameters used in the valuation process are carefully assessed and appropriately adjusted according to current market conditions.
-
(4) The Group incorporates credit risk valuation adjustments into the consideration of the fair value of financial instruments and non-financial instruments to reflect counterparty credit risk and the credit quality of the Group, respectively.
-
For the three months ended March 31, 2023 and 2022, there was no transfer between level 1 and level 2.
-
For the three months ended March 31, 2023, and 2022, the following chart is the movement of Level 3:
| January 1, 2023 Recognized in profit or loss of the period Impact from exchange rate March 31, 2023 January 1, 2022 Recognized in profit or loss of the period Impact from exchange rate March 31, 2022 |
Equitysecurities $ 51,174 3,686 111 $ 54,971 Equitysecurities $ 57,622 ( 7,786) 778 $ 50,614 |
|---|---|
- The quantitative information about the significant unobservable input value of the valuation model and the sensitivity analysis of the significant unobservable input value change used in Level 3 fair value measurements are explained as follows:
| March 31,2023 | Fair value Valuation technique Significant unobservable inputs Range (weighted average) Relationship between inputs and fair value |
|---|---|
| Non-derivative equity instruments: Shares of non-listed and non-OTC company |
|
| $ 54,971 Net asset value method Net asset value - The higher the net asset value, the higher the fair value |
~58~
| December 31,2022 | Fair value Valuation technique Significant unobservable inputs Range (weighted average) Relationship between inputs and fair value |
|---|---|
| Non-derivative equity instruments: Shares of non-listed and non-OTC company March 31,2022 |
|
| $ 51,174 Net asset value method Net asset value - The higher the net asset value, the higher the fair value Fair value Valuation technique Significant unobservable inputs Range (weighted average) Relationship between inputs and fair value |
|
| Non-derivative equity instruments: Shares of non-listed and non-OTC company |
|
| $ 50,614 Net asset value method Net asset value - The higher the net asset value, the higher the fair value |
- The Group has carefully assessed the valuation models and parameters used to measure fair value. However, use of different valuation models or parameters may result in different measurement. For financial assets or liabilities classified in Level 3, changes in valuation parameters have the following impacts on the income or other comprehensive income of the period:
| Inputs Financial assets Equity instruments Net asset value Inputs Financial assets Equity instruments Net asset value Inputs Financial assets Equity instruments Net asset value |
Inputs | Changes | March 31,2023 | March 31,2023 | March 31,2023 | |
|---|---|---|---|---|---|---|
| Recognized in | profit or loss | Recognized in other comprehensive income | ||||
| Favorable changes | Adverse changes | Favorable changes | Adverse changes | |||
| ± 1% Changes |
$ 550 | ($ 550) | $ - | $ - |
||
| December 31,2022 | ||||||
| Recognized in | profit or loss | Recognized in other comprehensive income | ||||
| Favorable changes | Adverse changes | Favorable changes | Adverse changes | |||
| ± 1% Changes |
$ 512 | ($ 512) | $ - | $ - |
||
| March 31,2022 | ||||||
| Recognized in | profit or loss | Recognized in other comprehensive income | ||||
| Favorable changes | Adverse changes | Favorable changes | Adverse changes | |||
| ± 1% | $ 506 | ($ 506) | $ - | $ - |
~59~
XIII. Supplementary Disclosure
-
(I) Significant transactions information
-
Loans to others: Please refer to Table 1.
-
Provision of endorsements and guarantees to others: Please refer to Table 2.
-
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to Table 3.
-
Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital: None.
-
Acquisition of real estate exceeding $300 million or 20% of paid-in capital or more: None.
-
Disposal of real estate exceeding $300 million or 20% of paid-in capital or more: None.
-
Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: None.
-
Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more: None.
-
Engaged in derivative trading: None.
-
Significant inter-company transactions during the reporting periods: Please refer to Table 4.
(II) Information on Reinvested Businesses
Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to Table 5.
(III) Information on investments in Mainland China
-
Basic information: Please refer to Table 6.
-
Significant transactions, either directly or indirectly through a third area, with investee companies in Mainland China: None.
(IV) Information on Major Shareholders
Information on major shareholders: Please refer to Table 7.
~60~
XIV. Segments Information
(I) General information
Management has determined the reportable operating segments based on reports reviewed by the president and used to make strategic decisions.
The Group's corporate structure, the basis for division of segments, and the basis for measurement of segment information have not changed significantly during the current period.
(II) Segments Information
Information on the reporting segments provided to the chief operating decision maker is shown as follows:
January 1 to March 31, 2023:
| shown as follows: January 1 to March 31, 2023: |
|||
|---|---|---|---|
| Revenue from external clients Segment revenue Segment margin Segment margin include: Depreciation Amortization expense Financial Costs Interest income Investments income recognized by using equity method Segment assets |
Photomask and semiconductor segment |
Medical segment | Total |
| $ 1,541,794 | $ 21,796 | $ 1,563,590 | |
| ($ 113,519) | $ - | ($ 113,519) | |
| $ 259,295 | ($ 39,909) | $ 219,386 | |
| ($ 191,594) | ($ 7,605) | ($ 199,199) | |
| ($ 11,368) | ($ 202) | ($ 11,570) | |
| ($ 53,857) | ($ 3,485) | ($ 57,342) | |
| $ 9,759 | $ 7 | $ 9,766 | |
| ($ 12,963) | $ - | ($ 12,963) | |
| $ 18,850,733 | $ 474,887 | $ 19,325,620 |
January 1 to March 31, 2022:
| January 1 to March 31, 2022: | |||
|---|---|---|---|
| Revenue from external clients Segment revenue Segment margin Segment margin include: Depreciation Amortization expense Financial Costs Interest income Investments income recognized by using equity method Segment assets |
Photomask and semiconductor segment |
Medical segment | Total $ 1,707,492 ($ 37,545) ($ 308,594) $ 133,840 $ 4,296 ($ 34,738) $ 1,767 ($ 10,129) $ 16,272,006 |
| $ 1,698,443 | $ 9,049 | ||
| ($ 37,545) | $ - | ||
| ($ 290,623) | ($ 17,971) | ||
| $ 128,190 | ($ 5,650) | ||
| $ 2,235 | ($ 2,061) | ||
| ($ 34,146) | ($ 592) | ||
| $ 1,767 | $ - | ||
| ($ 10,129) | $ - | ||
| $ 15,912,417 | $ 359,589 |
(III) Reconciliation for segment income
Sales between segments are conducted according to the principle of transactions at fair value. The operating revenue from external customers reported to the operating decision maker is measured in a manner consistent with that in the income statement.
The consolidated income, assets and liabilities of related segments are consistent with the consolidated income, consolidated assets and consolidated liabilities, so there is no reconciliation information.
~61~
Taiwan Mask Corporation and Subsidiaries Loans to Others
January 1 to March 31, 2023
Table 1
Unit: NT$Thousand
(Unless otherwise specified)
| No. (Note 1) Companythat lent funds Borrowing party General ledger account Relatedparty? Maximum Balance for the Period Endingbalance Amount ActuallyDrawn Range of interest rate 1 ADL Energy Corp Aptos Technology INC. Other Receivables - Related Parties Y 7,200 $ - $ - $ 2.7% 2 Miracle Technology CO., LTD. Aptos Technology INC. Other Receivables - Related Parties Y 170,000 170,000 170,000 2.7% 3 Youe Chung Capital Corporation Aptos Technology INC. Other Receivables - Related Parties Y 370,000 270,000 270,000 2.7% 3 Youe Chung Capital Corporation Xsense Technology Corporation (B.V.I.) TOther Receivables - Related Parties Y 270,000 270,000 270,000 2.7% 3 Youe Chung Capital Corporation Innova Vision INC. Other Receivables - Related Parties Y 90,000 90,000 90,000 2.7% 4 Pilot Battery Co., Ltd. Xsense Technology Corporation (B.V.I.) TOther Receivables - Related Parties Y 50,000 50,000 50,000 2.7% |
Amount of transaction with b |
Business operations Working Capital Turnover Working Capital Turnover Working Capital Turnover Working Capital Turnover Working Capital Turnover Reason for short-term financing |
Amount of recognized iit l |
Collate | ral |
Note 19,166 $ 19,166 $ Note 3 173,690 173,690 Note 4 1,776,131 1,776,131 Note 6 1,776,131 1,776,131 Note 6 1,776,131 1,776,131 Note 6 56,424 56,424 Note 7 Ceiling on total loan granted Limit on loans granted to a single party |
|
|---|---|---|---|---|---|---|---|
Nature of loan Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing |
- - - - - - orrower |
- - - - - - mparmen oss |
Name Promissory note Promissory note Promissory note Promissory note Promissory note Promissory note |
Value - $ 170,000 270,000 270,000 90,000 50,000 |
Note 1: The description of the number columns are as follows: (1) Fill in "0" for the issuer. (2) The investee company is numbered in sequence starting from the Arabic numeral 1 according to company type. Note 2: Amendment to the Procedures for Lending Funds to Others:
-
(1) Total amount of loans:The total amount of the Company's loans shall not exceed 40% of the Company's net value.
-
(2) For companies or businesses that have business dealings with the Company, the loan amount of each individual borrowers shall not exceed the amount of transactions between the two parties in the most recent year and not exceed 40% of the Company net value.
-
(3) For companies or businesses that have a short-term financing need, the loan amount of each individual borrower shall not exceed the amount of transactions between the two parties in the most recent year and not exceed 40% of the Company’s net value.
-
(4) Inter-company loans of funds between overseas companies in which the Company owns, directly or indirectly, 100% of the voting shares, are not restricted by the abovementioned paragraphs. However, the total amount of loans and the amount of loans to a single party shall not exceed 50% of the Company's net value. Note 3: Subsidiary - ADL Energy Corp Procedures for Lending Funds to Others: (1) The total loan amount shall not exceed 50% of the Company’s net value. However, for companies or businesses that have a short-term financing need, the loan amount of each individual borrowers shall not exceed 40% of the Company net value. (2) In addition to the provisions in (1), the loan amount of each individual borrower of companies or businesses that have business dealings with the Company shall not exceed the amount of transactions between the two parties. The amount of business transactions refers to the higher of the amount of goods purchased or sold between the parties. (3) In addition to the provisions in (1), in which companies or businesses have a short-term financing need, and the loan amount of each individual borrowers not exceeding 40% of the Company net value, the financing amount refers to the accumulated balance of the company's short-term financing. (4) Inter-company loans of funds between overseas companies in which the Company owns, directly or indirectly, 100% of the voting shares, or loans to the Company from any overseas companies in which the Company holds, directly or indirectly, 100% of the voting shares are not restricted by the abovementioned paragraphs. However, the total loan amount, limits for each individual borrower, and the period of the loan should be specified. The total amount of loans lent between the overseas companies or to the parent company and the limit for each limit are specified as follows: I. The total amount loans to enterprises shall not exceed 50% of the Company’s net value. However, for companies or businesses that have a short-term financing need, the loan amount of each individual borrower shall not exceed 40% of the Company net value. II. For overseas companies that have business dealings with each other, the individual loan amount shall not exceed the amount of transactions between the two parties. The amount of business transactions refers to the higher of the amount of goods purchased or sold between the parties. III. If there is a need for short-term financing, the loan amount of each individual borrowers shall not exceed 40% of the company's net value, and the financing amount refers to the accumulated balance of the short-term financing between overseas companies. (5) The highest balance for the current period is the amount resolved by the board. Note 4: Subsidiary - Miracle Technology Procedures for Lending Funds to Others
-
(1) Total amount of loans:The total amount of the Company's loans shall not exceed 40% of the Company's net value.
-
(2) For companies or businesses that have business dealings with the Company, the loan amount of each individual borrowers shall not exceed the amount of transactions between the two parties in the most recent year and not exceed 40% of the Company net value.
-
(3) For companies or businesses that have a short-term financing need, the loan amount of each individual borrower shall not exceed the amount of transactions between the two parties in the most recent year and not exceed 40% of the Company’s net value.
-
(4) Inter-company loans of funds between overseas companies in which the Company owns, directly or indirectly, 100% of the voting shares, are not restricted by the abovementioned paragraphs. However, the total amount of loans and the amount of loans to a single party shall not exceed 50% of the Company's net value. Note 5: Subsidiary - Innova Vision Procedures for Lending Funds to Others (1) Total amount of loans:The total amount of the Company's loans shall not exceed 40% of the Company's net value.
-
(2) The loan amount of each individual borrower of companies or businesses that have business dealings with the Company shall not exceed the amount of transactions between the two parties in the past year. The amount of business transactions refers to the higher of the amount of goods purchased or sold between the parties, and shall not exceed 20% of the Company's net value.
-
(3) For companies or businesses that have a short-term financing need, the loan amount of each individual borrower shall not exceed the amount of transactions between the two parties in the most recent year and not exceed 40% of the Company’s net value. Note 6: Subsidiary - Youe Chung Capital Corporation Procedures for Lending Funds to Others
-
(1) Total amount of loans:The total amount of the Company's loans shall not exceed 40% of the Company's net value.
(2) For companies or businesses that have a short-term financing need, the loan amount of each individual borrowers shall not exceed the amount of transactions between the two parties in the most recent year and not exceed 40% of the Company net value. Note 7: Subsidiary - Pilot Battery Co.,Ltd. Procedures for Lending Funds to Others: The Company shall not loan funds to any of its shareholders or any other person except under the following circumstances:
(1) Where an inter-company or inter-firm business transaction calls for a loan arrangement.
(2) Where an inter-company or inter-firm short-term financing facility is necessary, provided that such financing amount shall not exceed 40% of the lender's net worth.
~62~
Taiwan Mask Corporation and Subsidiaries
Endorsements and Guarantees to Others
January 1 to March 31, 2023
| No. (Note 1) Table 2 |
Endorser/guarantor | Guaranteed Party | Guaranteed Party | (Note 3,4,5,6) endorsement and guarantee for a |
Maximum Balance of Endorsement/Guar antee for the |
Ending Balance of Endorsement/Guar antee |
Amount ActuallyDrawn |
Amount of Endorsement /Guarantee Collateralize |
Ratio of Accumulated Endorsement/Guaran tee to Net Equity per |
(Note 3,4,5,6) Endorsement/Guarante e Amount Allowable |
Guarantee Provided by Parent Companyto |
Note Guarantee Provided by Subsidiary to Parent Guarantee Provided by Subsidiaries in Mainland (Unless otherwise specified) Unit: NT$Thousand |
Note Guarantee Provided by Subsidiary to Parent Guarantee Provided by Subsidiaries in Mainland (Unless otherwise specified) Unit: NT$Thousand |
|
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of Company | Relationship (Note 2) |
|||||||||||||
| 0 1 2 3 3 4 |
Taiwan Mask Corporation ADL Energy Corp Miko-China Enterprise (Shanghai) Co., Ltd. Miracle Technology CO., LTD. Miracle Technology CO., LTD. Pilot Battery Co., Ltd. |
Miracle Technology CO., LTD. Aptos Technology INC. Miracle Technology CO., LTD. Xsense Technology Corporation (B.V.I.) Aptos Technology INC. ADL Energy Corp |
2 3 3 1 1 1 |
229,550 $ 14,374 359,035 173,690 173,690 56,424 |
213,360 $ 19,500 226,695 150,000 20,000 30,000 |
213,150 $ 12,000 225,981 150,000 20,000 30,000 |
- $ 12,000 225,981 150,000 20,000 30,000 |
- $ 12,000 225,981 150,000 20,000 30,000 |
5.13% 25.04% 62.94% 34.54% 4.61% 21.27% |
1,660,890 $ 19,166 359,035 173,690 173,690 56,424 |
Y N N N N N |
N Y Y N N N |
N Note 3 N Note 4 N Note 5 N Note 6 N Note 6 N Note 7 |
Note 1: The description of the number columns are as follows:
-
(1) Fill in "0" for the issuer.
-
(2) The investee company is numbered in sequence starting from the Arabic numeral 1 according to company type.
Note 2: The relationship between the guarantor and the guarantee are one of the seven types indicated below:
-
(1) A company with which it does business.
-
(2) A company in which the Company directly and indirectly holds more than 50% of the voting shares.
-
(3) A company that directly and indirectly holds more than 50% of the voting shares in the Company.
-
(4) Companies in which the Company holds, directly or indirectly, 90%, or more of the voting shares may make endorsements/guarantees for each other.
-
(5) A company that is mutually insured by a contract between peers or co-founders based on the needs of the contracted work.
-
(6) A company that is guaranteed by all contributing shareholders in proportion to their shareholdings due to a joint investment relationship.
-
(7) Companies that are engaged in joint and several guarantees for the performance guarantee of pre-sale housing sales contracts in accordance with the regulations of the Consumer Protection Act.
-
Note 3: The Company's endorsement and guarantee practices for others provide that:
-
(1) The total amount of the Company's external endorsement guarantee shall not exceed 30% of the Company's paid-in capital.
-
(2) The amount of business transactions refers to the higher of the amount of goods purchased or sold between the parties.
-
(3) Companies with which the Company has a parent-child relationship: The endorsement and guarantee for a single enterprise shall not exceed 10% of the Company's paid-in capital and the company's paid-in capital being endorsed and guaranteed.
-
(4) The aggregate amount of the endorsement and guarantee of the Company and its subsidiaries as a whole shall not exceed 40% of the net worth of the Company, of which the endorsement and guarantee of a single subsidiary shall not exceed 20% of the net worth of the Company.
Note 4: Subsidiary - ADL Energy Corp Endorsement and Guarantee Procedures:
-
(1) The aggregate amount of cumulative external endorsement guarantees shall not exceed 40% of the net value of the Company's most recent audited or reviewed financial statements.
-
(2) The amount of the endorsement guarantee for a single enterprise shall not exceed 30% of the net value of the company's most recent audited or reviewed financial statements.
-
(3) The Company and its subsidiaries shall state in the shareholders' meeting the necessity and reasonableness of any endorsement or guarantee of more than 50% of the net value of the Company's most recent audited or reviewed financial statements. Note 5: Miko-China Enterprise (Shanghai) Co., Ltd. Endorsement and Guarantee Procedures:
-
The total amount of endorsement guarantee liability is limited to RMB 30 million, and the amount of endorsement guarantee for a single enterprise shall not exceed RMB 30 million; however, for the parent company that directly or indirectly holds, through a subs Note 6: Subsidiary - Miracle Technology Co., Ltd. Endorsement and Guarantee Procedures:
-
The aggregate amount of cumulative external endorsement guarantees shall not exceed 40% of the net value of the Company's most recent audited or reviewed financial statements. Note 7: Subsidiary - Pilot Battery Co.,Ltd. Endorsement and Guarantee Procedures:
The aggregate amount of cumulative external endorsement guarantees shall not exceed 40% of the net value of the Company's most recent audited or reviewed financial statements.
~63~
Table 3
Taiwan Mask Corporation and Subsidiaries
Ending holding of marketable securities (not including subsidiaries, associates and joint ventures) March 31, 2023
Unit: NT$Thousand (Unless otherwise specified)
| Company name of the shareholding |
Marketable securities | Relationship with the marketable securities issuer |
General ledger account | End of | period | Fair value Note |
|
|---|---|---|---|---|---|---|---|
| Number of shares | Book value | Ownership | |||||
| Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Jing Hao Investment Co., Ltd. Jing Hao Investment Co., Ltd. Aptos Technology INC. ADL Energy Corp Miko-China Enterprise (Shanghai) Co., Ltd. |
Common stocks of United Microelectronics Corporation Common stock of China Steel Structure Co., Ltd. Common stocks of Avision Inc. through private placement. Common stocks of United Microelectronics Corporation Common stocks of Microtek International Common stocks of Taiwan Mask Common stock of China Steel Structure Co., Ltd. Common stocks of EVERBRITE Technology Image Match Design Inc. B Current Impact Investment B Current Impact Investment Partnership Intellectual Property Innovation Corporation Partnership Fund G-TECH ELECTRONICS LTD. Memchip Technology Co., Ltd. Common stocks of TOPFUN TECHNOLOGY INC. Franklin Templeton SinoAm Asia Pacific Balanced Fund-Accu. Beneficiary Certificate Common stocks of Shenzhen He Mei Jing Yi Semiconductor Technology Co., Ltd. |
None None None None None Parent company None None The Company is a director of that compan The Company is a director of that compan None None None None None None None |
Financial Assets at Fair Value Through Profit or Loss - Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Current Financial Assets at Fair Value Through Profit or Loss - Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Profit or Loss - Non Current Financial Assets at Fair Value Through Other Comprehensive Income - Non Current Financial Assets at Fair Value Through Profit or Loss - Current Financial Assets at Fair Value Through Profit or Loss - Non Current |
7,554,000 14,334,000 10,000,000 1,900,000 40,457,000 36,731,440 24,999,000 12,122,000 1,890,000 1,000,000 250,000 - 1,097,092 187,915 100,000 50,000 400,000 |
399,607 $ 842,839 77,700 100,510 1,003,333 3,397,658 1,469,941 489,729 3,213 10,000 2,500 20,000 - - - 500 21,269 |
0.06% 7.17% 4.69% 0.02% 19.67% 14.32% 12.50% 18.94% 3.17% 10.00% - - 8.08% 3.13% 12.27% - 0.31% |
399,607 $ 842,839 77,700 100,510 1,003,333 3,397,658 1,469,941 489,729 3,213 10,000 2,500 20,000 - - - 500 21,269 |
~64~
Taiwan Mask Corporation and Subsidiaries
Significant inter-company transactions during the reporting periods
January 1 to March 31, 2023
| No. (Note 1) Table 4 |
Name of the counterparty | Counterparty | Relationship with the counterparty (Note 2) |
Status of transaction | (Unless otherwise specified) Unit: NT$Thousand |
||
|---|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms | (Note 3) Percentage of consolidated total operating revenues or |
||||
| 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 1 2 3 4 4 4 4 4 |
Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Miracle Technology CO., LTD. Miracle Technology CO., LTD. Miracle Technology CO., LTD. Miracle Technology CO., LTD. Miracle Technology CO., LTD. Miracle Technology CO., LTD. Miko-China Enterprise (Shanghai) Co., Ltd. Sichuan Miracle Power Technology Co., Ltd. Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation |
Miracle Technology CO., LTD. Miracle Technology CO., LTD. Miracle Technology CO., LTD. Miracle Technology CO., LTD. Miracle International Enterprise(Shanghai) Co., Ltd. Miracle International Enterprise(Shanghai) Co., Ltd. Aptos Technology INC. Aptos Technology INC. Innova Vision INC. Innova Vision INC. Xsense Technology Corporation (B.V.I.) Taiwan Branch Xsense Technology Corporation (B.V.I.) Taiwan Branch Aptos Technology INC. Aptos Technology INC. Xsense Technology Corporation (B.V.I.) Taiwan Branch Miracle International Enterprise(Shanghai) Co., Ltd. Miracle International Enterprise(Shanghai) Co., Ltd. Aptos Technology INC. Miracle Technology CO., LTD. Miko-China Enterprise (Shanghai) Co., Ltd. Aptos Technology INC. Aptos Technology INC. Xsense Technology Corporation (B.V.I.) Taiwan Branch Xsense Technology Corporation (B.V.I.) Taiwan Branch Innova Vision INC. |
~65~ 1 1 1 1 1 1 1 1 1 1 1 1 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Other Receivables Sales Endorsement and guarantee Accounts Receivables Sales Accounts Receivables Rental income Other Receivables Rental income Other Receivables Rental income Other Receivables Other receivables (loans of funds) Interest income Endorsement and guarantee Sales Accounts Receivables Endorsement and guarantee Endorsement and guarantee Sales Other receivables (loans of funds) Interest income Other receivables (loans of funds) Interest income Other receivables (loans of funds) |
18,398 3,717 213,150 6,487 3,594 4,529 13,244 16,529 3,741 4,932 12,184 9,916 170,000 1,132 150,000 14,831 3,056 20,000 225,981 1,998 270,000 1,656 270,000 1,783 90,000 |
Receipt and payment at an agreed time Net 60 Same with other customers Net 60 Net 60 Net 60 Same with other customers Same with other customers Same with other customers Same with other customers Same with other customers Same with other customers Receipt and payment at an agreed time Receipt and payment at an agreed time Same with other customers Net 30 Net 30 Same with other customers Same with other customers Net 30 Receipt and payment at an agreed time Receipt and payment at an agreed time Receipt and payment at an agreed time Receipt and payment at an agreed time Receipt and payment at an agreed time |
0.10% 0.24% 1.10% 0.03% 0.23% 0.02% 0.85% 0.09% 0.24% 0.03% 0.78% 0.05% 0.88% 0.07% 0.78% 0.95% 0.02% 1.28% 1.17% 0.13% 1.40% 0.11% 1.40% 0.11% 0.47% |
Taiwan Mask Corporation and Subsidiaries
Significant inter-company transactions during the reporting periods
January 1 to March 31, 2023
| No. (Note 1) Table 4 |
Name of the counterparty | Counterparty | General ledger account 3 Sales 3 Accounts Receivables 3 Endorsement and guarantee 3 Sales 3 Sales 3 Accounts Receivables 3 Other receivables (loans of funds) 3 Endorsement and guarantee 3 Sales Relationship with the counterparty (Note 2) |
Amount | Transaction terms Status of transaction |
(Note 3) Percentage of consolidated total operating revenues or (Unless otherwise specified) Unit: NT$Thousand |
|---|---|---|---|---|---|---|
| 5 5 6 6 7 7 8 8 9 |
Aptos Technology INC. Aptos Technology INC. ADL Energy Corp ADL Energy Corp Innova Vision INC. Innova Vision INC. Pilot Battery Co., Ltd. Pilot Battery Co., Ltd. Digital-Can Tech. Co., Ltd. |
Moment Semiconductor, Inc. Moment Semiconductor, Inc. Aptos Technology INC. Taiwan Mask Corporation Innova Vision Kabushiki Kaisha Innova Vision Kabushiki Kaisha Xsense Technology Corporation (B.V.I.) Taiwan Branch ADL Energy Corp Taiwan Mask Corporation |
1,791 40,405 12,000 9,728 3,798 16,545 50,000 30,000 72,342 |
Net 60 Net 60 Same with other customers Net 60 Net 60 Receipt and payment at an agreed time Receipt and payment at an agreed time Same with other customers Net 60 |
0.11% 0.21% 0.06% 0.05% 0.24% 0.09% 0.26% 0.16% 0.40% |
Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
(1) Parent company is "0".
(2) The subsidiaries are numbered in order starting from "1".
Note 2: Relationship between transaction company and counterparty is classified into the following three categories; fill in the number of category each case belongs to (If transactions between parent company and subsidiaries or between subsidiaries refer to the same transaction, it is not required to disclose twice. For example, if the parent company has already disclosed its transaction with a subsidiary, then the subsidiary is not required to disclose the transaction; for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, then the other is not required to disclose the transaction):
(1) Parent company to subsidiary.
(2) Subsidiary to parent company.
(3) Subsidiary to subsidiaries.
Note 3: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement account.
Note 4: Only transactions with an amount of more than NT$1 million will be disclosed, and transactions with related parties will not be disclosed separately.
~66~
Taiwan Mask Corporation and Subsidiaries
Names, locations and other information of investee companies (not including investees in Mainland China)
January 1 to March 31, 2023
Table 5
Unit: NT$Thousand
(Unless otherwise specified)
| Name of Investor Investee Location Main business activities Balance at the end ofperiod End of thepreviousyear Taiwan Mask Corporation SunnyLake Park International Holdings, Inc. British Virgin Islands Re-investment 103,045 $ 103,045 $ Taiwan Mask Corporation Youe Chung Capital Corporation Taiwan Re-investment 1,260,000 1,260,000 Taiwan Mask Corporation Advagene Biopharma Co., Ltd. Taiwan Medical, R&D, manufacturing 165,691 165,691 Taiwan Mask Corporation Miracle Technology CO., LTD. Taiwan Electronics components manufacturing, electronics materials 192,968 211,332 Taiwan Mask Corporation Weida Hi-Tech Co., Ltd. Taiwan Display panel control chip and other module’s research, design, 293,371 293,371 Taiwan Mask Corporation Innova Vision INC. Taiwan Manufacturing, retail, wholesale and international trade of medical 578,321 578,321 Youe Chung Capital Corporation Advagene Biopharma Co., Ltd. Taiwan Medical, R&D, manufacturing 60,021 60,021 Youe Chung Capital Corporation Xsense Technology Corporation British Virgin Islands Precious metal coating 325,965 325,965 Youe Chung Capital Corporation Xsense Technology Corporation (B.V.I.) T i B h Taiwan Precious metal coating - - Youe Chung Capital Corporation Aptos Technology INC. Taiwan Design, packaging and testing of NAND flash memory, solid state drives 434,692 434,692 Youe Chung Capital Corporation Innova Vision INC. Taiwan Manufacturing, retail, wholesale and international trade of medical 151,533 151,533 Youe Chung Capital Corporation Digital-Can Tech. Co., Ltd. Taiwan 3D Printing and Plastic Mold Design 139,072 139,072 Youe Chung Capital Corporation Pilot Battery Co., Ltd. Taiwan Electronic parts and components and h i l i 178,500 - Youe Chung Capital Corporation Moment Semiconductor, Inc. Taiwan Retail and wholesale of memory d 40,000 - Aptos Technology INC. ADL Energy Corp Taiwan Electronic parts and components and h i l i 413,050 413,050 Aptos Technology INC. New Sunrise Limited Samoa Re-investment - - ADL Energy Corp Aptos Global Holding Corp. Seychelles Re-investment 29,795 29,795 Miracle Technology CO., LTD. Jing Hao Investment Co., Ltd. Taiwan Re-investment 10,012 10,012 Jing Hao Investment Co., Ltd. Miko Technology Co., Ltd Hong Kong Electronics components manufacturing, electronics materials 37 37 Innova Vision INC. Innova Technology Taiwan Sales of contact lens 64,650 64,650 Innova Vision INC. Innova Vision (B.V.I) Inc. British Virgin I l d Re-investment 60,157 60,157 Innova Vision INC. Innova Vision Kabushiki Kaisha Japan Sales of contact lens 84,204 84,204 Innova Vision (B.V.I) Inc. Innova Vision Kabushiki Kaisha Japan Sales of contact lens 56,420 56,420 Initial investment amount |
Shares hel | d at the end of | theperiod | Net profit (loss) of the investee for the current |
Note Investment income (loss)recognized bythe |
|---|---|---|---|---|---|
| Number of shares | Ownership | Book value | |||
| 3,120,000 534,877,568 12,549,652 22,955,033 12,176,880 36,793,135 2,616,223 1 12,189,191 28,481,161 94,370 7,281,250 7,000,000 4,000,000 11,984,526 - 10,000,000 25,860,907 10,000 3,000,000 1,000,000 6,400 5,900 |
100% 100% 25.43% 100% 28.20% 91.53% 5.30% 100.00% 53.00% 47.19% 0.23% 57.39% 58.33% 53.33% 100% 100% 100% 100% 100% 100% 100% 52.03% 47.97% |
5,710 $ 1,047,454 29,075 470,334 76,536 114,767 6,061 6,310 25,899) ( 134,130) ( 337 111,719 178,188 38,117 43,311 - - 297,477 6,637 3,363) ( 1,326) ( 1,622) ( 1,495) ( |
13 $ 193,154 17,432) ( 4,145 36,942) ( 37,894) ( 17,432) ( 9) ( 36,884) ( 94,610) ( 37,894) ( 1,589) ( 536) ( 3,530) ( 4,603) ( - - 9,913 45) ( 25) ( 1,327) ( 2,767) ( 2,767) ( |
13 $ 93,352) ( 4,433) ( 4,145 7,614) ( 36,512) ( 916) ( 9) ( 20,430) ( 44,645) ( 89) ( 2,139) ( 312) ( 1,883) ( 4,603) ( - Note1 - 9,913 45) ( 25) ( 1,327) ( 1,440) ( 1,327) ( |
Note 1: As of March 31, 2023, the funds for shares have not been remitted.
~67~
Taiwan Mask Corporation and Subsidiaries
Information on investments in Mainland China January 1 to March 31, 2023
| Investee in Mainland China Table 6 |
Main business activities | Paid-upcapital | Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China |
Remitted to Amount re Taiwan t China/Amo back to Ta pe |
Remitted back mitted from o Mainland unt remitted iwan for the riod |
Accumulated amount of remittance from Taiwan as of the end of theperiod |
Net profit (loss) of the investee for the current period |
Ownership held by the Company (direct or indirect) |
(Note 2) Investment income (loss) recognized by the Company for the current period |
Ending carrying amount |
Unit: (Unless other amount of investment income remitted back to Taiwan |
Note NT$Thousand wise specified) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Miko-China Enterprise (Shanghai) Co., Ltd. Miracle International Enterprise(Shanghai) Co., Ltd. Sichuan Miracle Power |
Electronics components manufacturing, electronics materials and precision equipment distribution and power component design Electronics components manufacturing, electronics materials and precision equipment distribution and power component design IC product design, production and sales |
3,283 $ 10,215 53,676 |
1 1 3 |
3,283 $ 10,215 - |
- $ - - |
- $ - - |
3,283 $ 10,215 - |
12,477 $ 7,405 67 |
100% 100% 100% |
12,477 $ 7,405 67 |
359,035 $ 101,512 59,128 |
- $ - - |
Note 2 (2) B Note 2 (2) B , Note 4 Note 2 (2) B |
==> picture [271 x 23] intentionally omitted <==
Note 1: Investment methods are classified into the following three categories; fill in the number of categories each case belongs to:
- (1) Directly invest in a company in Mainland China.
(2) Through investing in an existing company in the third area (please specify the company), which then invested in Mainland China.
- (3) Others
Note 2: Investment income recognized by the Company for the current period
(1) If it is still under preparation with no actual gain or loss, it shall be indicated in the box.
(2) The basis for recognition of the investment gains or losses is divided into the following three, it shall be indicated in the box.
-
A. Financial statements audited and validated by an international accounting firm that has a collaborative relationship with CPA firms in Taiwan.
-
B. Financial statements reviewed by a certified accountant or accounting firm who work with the parent company in Taiwan.
-
C. Unaudited financial statements.
Note 3: The relevant figures in this table should be presented in New Taiwan Dollars.
Note 4: It was originally invested through Misun Technology Co., Ltd. Since the aforementioned company has gone through dissolution and liquidation, it has been changed to Miracle Technology Co., Ltd. directly investing in Miracle International Enterprise (Shanghai) Co., Ltd.
~68~
Taiwan Mask Corporation and Subsidiaries Information on Major Shareholders March 31, 2023
Table 7
| Name of Main Shareholders Youe Chung Capital Corporation Taiwan Mask Corporation |
No. of shares held Ownership 36,731,440 14.32% 14,485,000 5.64% Shares |
|---|---|
~69~