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TMC — Interim / Quarterly Report 2023
Nov 14, 2023
52014_rns_2023-11-14_f9f7756f-9c0f-42b2-b90e-4105c715b69f.pdf
Interim / Quarterly Report
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Taiwan Mask Corporation and Subsidiaries Consolidated Financial Statements and Independent Auditor’s Review Report Q3 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 Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries
’ Q3 2022 and 2021 Consolidated Financial Statements and Independent Auditor s
Review Report
Table of Content
| Items I. Cover II. Table of Contents III. Independent Auditors’ Review Report IV. Consolidated Balance Sheet V. Consolidated Statement of Comprehensive Income VI. Consolidated Statement of Changes in Equity VII. Consolidated Statement of Cash Flows VIII. Notes to the Consolidated Financial Statements (I) Company History (II) Date and procedures for passing the financial statement (III) Application of New and Revised International Financial Reporting Standards (IV) Summary of Significant Accounting Policies (V) Critical Accounting Judgments and Key Sources of Estimation and Uncertainty (VI) Summary of Significant Accounting Items |
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| 1 2 ~ 3 4 ~ 8 9 ~ 10 11 12 13 ~ 14 15 ~ 15 15 15 ~ 16 16 ~ 21 21 21 ~ 60 |
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Taiwan Mask Corp. 管制 Security C
| Items (VII) Related Party Transactions (VIII) Pledged Assets (IX) Significant Contingent Liabilities and Unrecognized Contract Commitments (X) Losses due to Major Disasters (XI) Major Events after Financial Statement Date (XII) Others (XIII) Supplementary Disclosure (XIV) Segments Information |
Page |
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| 61 ~ 64 65 65 ~ 66 66 66 66 ~ 79 79 ~ 80 80 ~ 81 |
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Taiwan Mask Corp. 管制 Security C
Independent Auditor's Review Report (2023) Cai-Shen-Bao-Zi No. 23001721
To Taiwan Mask Corporation,
Introduction
We have audited the accompanying consolidated balance sheets for the periods starting January 1 and ending September 30, 2023 and 2022, the consolidated statements of comprehensive income for the periods starting July 1 and ending September 30, 2023 and 2022 and starting January 1 and ending September 30, 2023 and 2022 and the consolidated statements of changes in equity and cash flows for the period starting January 1 and ending September 30, 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 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
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Taiwan Mask Corp. 管制 Security C
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.
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Taiwan Mask Corp. 管制 Security C
Basis for qualified opinion
As stated in Note 4 (3) of the consolidated financial statements, the financial statements of the same period of some insignificant subsidiaries included in the abovementioned consolidated financial statements have not been reviewed by the CPA and the total amount of their assets as of September 30, 2023 and 2022 was NT$2,780,513 thousand and NT$1,625,626 thousand, accounting for 13.40% and 9.15% of the total consolidated assets, respectively; the total amount of their liabilities was NT$2,175,435 thousand and NT$957,255 thousand, accounting for 13.53% and 6.83% of the total consolidated liabilities, respectively; the total amount of comprehensive income for the three months ended September 30, 2023 and 2022 was NT$(213,353) thousand and NT$(157,984) thousand and that for the nine months ended September 30, 2023 and 2022 was NT$(564,561) thousand and NT$(359,708) thousand, accounting for 225.16%, (28.94%), (763.11%) and 249.06% the total consolidated comprehensive income, 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 balance of investments using the equity method as of September 30, 2023 and 2022 was NT$91,336 thousand and NT$139,099 thousand, accounting for 0.44% and 0.78% of the total consolidated assets, respectively; the share of losses of associates recognized using the equity method from July 1 to September 30, 2023 and 2022 was NT$(22,518) thousand and NT$(12,075) thousand and that from January 1 to September 30, 2023 and 2022 was NT$(62,009) thousand and NT$(46,801) thousand, accounting for 23.76%, (2.21%), (83.82%), and 32.41% of the consolidated comprehensive income, respectively.
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Taiwan Mask Corp. 管制 Security C
Qualified opinion
According to our results of the review, except for the part described by the basis for qualified opinion that the financial statement of insignificant subsidiaries and the investments using the equity method may affect adjustments to the consolidated financial statements upon the CPA's review, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Group as of September 30, 2023 and 2022, the results of the consolidated financial operations from July 1 to September 30, 2023 and 2022 and that from January 1 to September 30, 2023 and 2022 and the consolidated cash flows from January 1 to September 30, 2023 and 2022 in conformity with the Regulations Governing the Preparation of Financial Statements by Securities Issuers and IAS 34: interim financial reporting endorsed and issued into effect by the Financial Supervisory Commission of the Executive Yuan.
PricewaterhouseCoopers Taiwan
Ya-Hui Cheng
Accountant
Chien-Yu Liu
Securities and Futures Bureau of Financial Supervisory Commission of the Executive Yuan Approval Document for Attestation: Jin-Guan-Zheng-Liu-
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Taiwan Mask Corp. 管制 Security C
Zi No. 0960072936
Financial Supervisory Commission of the Executive Yuan Approval Document for Attestation: Jin-Guan-Zheng-ShenZi No. 1090350620
November 8, 2023
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Taiwan Mask Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries Consolidated Balance Sheet September 30, 2023 and December 31 and September 30, 2022
| Assets | Notes | September 30, 2023 Amount % $ 1,740,198 8 1,530,653 7 284,670 1 91,502 1 - - 1,404,648 7 - - 67,529 - 2 - 146 - 632,481 3 308,949 2 44,032 - 6,104,810 29 2,849,090 14 563,124 3 91,336 - 8,769,770 42 559,437 3 171,347 1 727,082 4 22,097 - 889,647 4 14,642,930 71 $ 20,747,740 100 |
December 31, 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 September 30, 2022 Amount % $ 2,064,158 12 2,457,885 14 241,895 2 136,481 1 4,073 - 1,654,423 9 5,660 - 17,629 - 1,575 - 40,064 - 383,600 2 220,598 1 47,381 - 7,275,422 41 2,314,854 13 257,826 1 139,099 1 5,215,581 29 562,993 3 171,163 1 467,312 3 7,419 - 1,352,308 8 10,488,555 59 $ 17,763,977 100 |
|---|---|---|---|---|
| Amount $ 1,740,198 1,530,653 284,670 91,502 - 1,404,648 - 67,529 2 146 632,481 308,949 44,032 6,104,810 2,849,090 563,124 91,336 8,769,770 559,437 171,347 727,082 22,097 889,647 14,642,930 $ 20,747,740 |
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 $ 2,064,158 2,457,885 241,895 136,481 4,073 1,654,423 5,660 17,629 1,575 40,064 383,600 220,598 47,381 7,275,422 2,314,854 257,826 139,099 5,215,581 562,993 171,163 467,312 7,419 1,352,308 10,488,555 $ 17,763,977 |
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| 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) and 7 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 Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries Consolidated Balance Sheet September 30, 2023 and December 31 and September 30, 2022
Unit: NT$Thousand
| Liabilities and Equities | Notes | September 30,2023 Amount % $ 5,965,652 29 9,551 - 181,774 1 69 - 404,110 2 - - 1,140,898 6 30,100 - 16,750 - - - 40,922 - 920,932 4 191,995 1 8,902,753 43 2,921,518 14 3,528,841 17 134,358 1 530,159 2 11,397 - 46,976 - 2,271 - 7,175,520 34 16,078,273 77 2,564,465 12 1,304,928 7 827,460 4 1,321,995 7 12,162 - ( 1,174,484) ( 6) 4,856,526 24 ( 187,059) ( 1) 4,669,467 23 $ 20,747,740 100 |
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 |
September 30,2022 Amount % $ 6,383,706 36 16,766 - 334,526 2 293 - 519,279 3 - - 733,716 4 - - 62,427 - 10,739 - 33,025 - 145,618 1 74,805 1 8,314,900 47 2,170,551 12 2,797,632 16 136,266 1 538,142 3 14,102 - 38,164 - 12,343 - 5,707,200 32 14,022,100 79 2,556,735 14 1,193,229 7 769,952 4 1,009,049 6 17,242 - ( 1,778,979) ( 10) 3,767,228 21 ( 25,351) - 3,741,877 21 $ 17,763,977 100 |
|---|---|---|---|---|
| Amount $ 5,965,652 9,551 181,774 69 404,110 - 1,140,898 30,100 16,750 - 40,922 920,932 191,995 8,902,753 2,921,518 3,528,841 134,358 530,159 11,397 46,976 2,271 7,175,520 16,078,273 2,564,465 1,304,928 827,460 1,321,995 12,162 ( 1,174,484) 4,856,526 ( 187,059) 4,669,467 $ 20,747,740 |
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 $ 6,383,706 16,766 334,526 293 519,279 - 733,716 - 62,427 10,739 33,025 145,618 74,805 8,314,900 2,170,551 2,797,632 136,266 538,142 14,102 38,164 12,343 5,707,200 14,022,100 2,556,735 1,193,229 769,952 1,009,049 17,242 ( 1,778,979) 3,767,228 ( 25,351) 3,741,877 $ 17,763,977 |
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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 2220 Other Payables - Related Parties 2230 Current Income Tax Liabilities 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) 7 6(16) 6(15) 6(16) 6(18) 6(19) 6(20) 6(21) 6(18) and 8 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 Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries Consolidated Comprehensive Income Statement January 1 to September 30, 2023, and 2022
| Items | Notes | July 1 to September 30,2023 Amount % $ 1,955,017 100 ( 1,455,474) ( 75) 499,543 25 ( 74,508) ( 4) ( 157,688) ( 8) ( 89,016) ( 4) 1,084 - ( 320,128) ( 16) 179,415 9 9,598 1 6,787 - ( 137,028) ( 7) ( 81,220) ( 4) ( 22,518) ( 1) ( 224,381) ( 11) ( 44,966) ( 2) ( 64,768) ( 4) ($ 109,734) ( 6) $ 14,977 1 14,977 1 $ 14,977 1 ($ 94,757) ( 5) ($ 85,519) ( 5) ( 24,215) ( 1) ($ 109,734) ( 6) ($ 70,542) ( 4) ( 24,215) ( 1) ($ 94,757) ( 5) ($ 0.40) ($ 0.40) |
July 1 to September 30,2022 Amount % $ 2,068,331 100 ( 1,526,750) ( 74) 541,581 26 ( 58,977 ) ( 3) ( 98,980 ) ( 5) ( 77,518 ) ( 4) ( 1,780) - ( 237,255) ( 12) 304,326 14 3,548 - 62,204 3 220,206 11 ( 50,168 ) ( 2) ( 12,075) ( 1) 223,715 11 528,041 25 13,761 1 $ 541,802 26 $ 4,161 - 4,161 - $ 4,161 - $ 545,963 26 $ 599,552 29 ( 57,750) ( 3) $ 541,802 26 $ 603,713 29 ( 57,750) ( 3) $ 545,963 26 $ 2.93 $ 2.92 |
Unit: NT$Thousand (Except for earnings (loss) per share in NT$) January 1 to September 30,2023 January 1 to September 30,2022 Amount % Amount % $ 5,318,498 100 $ 5,770,144 100 ( 3,919,715)( 74) ( 4,207,214) ( 73) 1,398,783 26 1,562,930 27 ( 201,851) ( 4) ( 154,692) ( 3) ( 387,694) ( 7) ( 271,234) ( 5) ( 268,298) ( 5) ( 183,887) ( 3) ( 6,492) - ( 6,382) - ( 864,335)( 16) ( 616,195) ( 11) 534,448 10 946,735 16 30,331 1 7,233 - 126,790 2 243,010 4 ( 115,825) ( 2) ( 1,060,888) ( 18) ( 211,348) ( 4) ( 126,344) ( 2) ( 62,009)( 1) ( 46,801) ( 1) ( 232,061)( 4) ( 983,790) ( 17) 302,387 6 ( 37,055) ( 1) ( 230,059)( 5) ( 120,580) ( 2) $ 72,328 1 ($ 157,635) ( 3) $ 1,654 - $ 13,210 - 1,654 - 13,210 - $ 1,654 - $ 13,210 - $ 73,982 1 ($ 144,425) ( 3) $ 222,875 4 $ 21,756 - ( 150,547)( 3) ( 179,391) ( 3) $ 72,328 1 ($ 157,635) ( 3) $ 224,529 4 $ 34,966 - ( 150,547)( 3) ( 179,391) ( 3) $ 73,982 1 ($ 144,425) ( 3) $ 1.07 $ 0.10 $ 1.02 $ 0.10 |
|---|---|---|---|---|
| 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 (or benefit) 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 (loss) per share 9750 Net (loss) profit for the period Diluted earnings (loss) per share 9850 Net (loss) profit for the period |
6(22) and 7 6(5) and 7 6(27) (28) and 7 12(2) 6(23) 6(24) and 7 6(25) 6(26) 6(6) 6(29) 6(21) 6(30) 6(30) |
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 Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries Consolidated Statement of Changes in Equity January 1 to September 30, 2023, and 2022
Unit: NT$Thousand
| January 1 to September 30, 2022 Balance January 1, 2022 Net Income Other Comprehensive Profit or Loss Total comprehensive income for the year Distribution and appropriation of earnings for 2021 Legal capital reserve Cash dividends Distribution of cash from capital surplus Adjustment of capital reserve by dividends paid to subsidiaries Changes in ownership interests in subsidiaries recognized Changes in shares of affiliates and joint ventures recognized under the equity method Share-based payment transaction Treasury Stock Buyback Treasury stock donation Cash increase of non-controlling equity in Subsidiaries Balance as of September 30, 2022 January 1 to September 30, 2023 Balance as at January 1, 2023 Net profit for the period Other Comprehensive Profit or Loss Total comprehensive income for the year Distribution and appropriation of earnings for 2022 Legal capital reserve Cash dividends Distribution of cash from capital surplus Adjustment of capital reserve by dividends paid to subsidiaries Changes in ownership interests in subsidiaries recognized Changes in shares of affiliates and joint ventures recognized under the equity method Subsidiaries donated treasury stock Treasury stocks transfer to employees Payment of overdue unclaimed dividends to shareholders Increase in non-controlling interests in mergers Balance as at September 30, 2023 |
Notes | Equity | Equity | a | ttributableto share | holders of the parentcompany | holders of the parentcompany | holders of the parentcompany | Non- controlling Interests |
Total Equity | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Capital stock | Capital surplus | Retain | ed | earnings | Otherequityinterests | Treasurystock | Total | |||||||||||
| Legal reserve | Unappropriated earnings |
Financial statement translation differences of foreign operations |
Unrealized gain (loss) on investments on financial assets at fair value through other comprehensive income |
|||||||||||||||
| 6(21) 6(20) 6 (19)(20) 6(19) 6(19) 6(19) 6 (18)(19) 6(18) 6(18) 6(21) 6(20) 6 (19)(20) 6(19) 6(19) 6(19) 6(18) 6(18) 6(19) |
$ 2,556,735 - - - - - - - - - - - - - $ 2,556,735 $ 2,564,465 - - - - - - - - - - - - - $ 2,564,465 |
$ 1,315,828 - - - - - ( 241,189 ) 73,463 7,189 21,107 16,831 - - - $ 1,193,229 $ 1,251,681 - - - - - ( 49,797 ) 90,829 ( 1,429 ) 13,793 - - ( 149 ) - $ 1,304,928 |
$ 656,037 - - - 113,915 - - - - - - - - - $ 769,952 $ 769,952 - - - 57,508 - - - - - - - - - $ 827,460 |
$ 1,470,151 21,756 - 21,756 ( 113,915 ) ( 241,189 ) - - ( 127,754 ) - - - - - $ 1,009,049 $ 1,729,293 222,875 - 222,875 ( 57,508 ) ( 572,665 ) - - - - - - - - $ 1,321,995 |
$ 6,698 - 13,210 13,210 - - - - - - - - - - $ 19,908 $ 13,174 - 1,654 1,654 - - - - - - - - - - $ 14,828 |
($ 2,666 ) - - - - - - - - - - - - - ($ 2,666 ) ($ 2,666 ) - - - - - - - - - - - - - ($ 2,666 ) |
($ 941,423 ) - - - - - - - - - - ( 842,536 ) 4,980 - ($ 1,778,979 ) ($ 1,778,979 ) - - - - - - - - - 12,807 591,688 - - ($ 1,174,484 ) |
$ 5,061,360 21,756 13,210 34,966 - ( 241,189 ) ( 241,189 ) 73,463 ( 120,565 ) 21,107 16,831 ( 842,536 ) 4,980 - $ 3,767,228 $ 4,546,920 222,875 1,654 224,529 - ( 572,665 ) ( 49,797 ) 90,829 ( 1,429 ) 13,793 12,807 591,688 ( 149 ) - $ 4,856,526 |
($ 187,509 ) ( 179,391 ) - ( 179,391 ) - - - - 139,079 - 2,230 - - 200,240 ($ 25,351 ) ($ 112,713 ) ( 150,547 ) - ( 150,547 ) - - - - - - - - - 76,201 ($ 187,059 ) |
$ 4,873,851 ( 157,635 ) 13,210 ( 144,425 ) - ( 241,189 ) ( 241,189 ) 73,463 18,514 21,107 19,061 ( 842,536 ) 4,980 200,240 $ 3,741,877 $ 4,434,207 72,328 1,654 73,982 - ( 572,665 ) ( 49,797 ) 90,829 ( 1,429 ) 13,793 12,807 591,688 ( 149 ) 76,201 $ 4,669,467 |
The accompanying notes are an integral part of the consolidated financial statements and should be read in conjunction.
Chairman: Sean Chen
Managerial Officer: Lidon Chen
Accounting Officer: Eve Yang
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Taiwan Mask Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries Consolidated Cash Flow Statements January 1 to September 30, 2023, and 2022
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 loss on credit impairment Interest income Interest Incomes Subsidiaries donated treasury stock Net losses of financial assets at fair value through profit or loss Loss (gain) on disposal of investments Dividend income Share-based payment transaction Share of losses of affiliated companies recognized under the equity method Disposal of interests in property, plant and equipment Gains on disposal of intangible assets 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 PartiesOther Receivables Other Receivables -Related PartiesInventories 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 from Operating Interest Received Interest Paid Income Tax Paid Dividends Received Net Cash In-Flow from Operating Activities |
Notes January 1 to September30,2023 January 1 to September30,2022 $ 302,387 ( $ 37,055 ) 6(27) 668,037 393,447 6(27) 38,664 35,264 12(2) 6,492 6,382 6(23) ( 30,331 ) ( 7,233 ) 6(26) 211,348 126,344 7 12,807 4,980 6(25) 310,070 1,052,363 6(25) ( 101,102 ) 135,269 ( 94,064 ) ( 194,598 ) 6(18) - 19,061 6(6) 62,009 46,801 6(25) ( 1,201 ) ( 5,917 ) 6(25) ( 58,270 ) - ( 103,702 ) ( 797,911 ) 48,729 19,282 1,445 ( 4,010 ) 106,080 ( 397,057 ) 2,346 11,152 ( 28,613 ) - ( 2 ) 50,859 ( 181,425 ) 20,117 ( 23,063 ) ( 98,732 ) 2,653 ( 17,484 ) 28,807 2,158 ( 60,490 ) 155,211 ( 79,732 ) 227 ( 31,956 ) 42,047 ( 284 ) - 31,006 ( 111,637 ) - ( 225 ) 54,313 35,524 ( 5,115 ) ( 897 ) ( 4,957) ( 88,303) 1,082,886 395,429 30,331 6,167 ( 189,662 ) ( 121,003 ) ( 239,663 ) ( 202,534 ) 94,064 194,598 777,956 272,657 |
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(continued on next page)
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Taiwan Mask Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries Consolidated Cash Flow Statements January 1 to September 30, 2023, and 2022
| Cash Flow from Investment Activities Acquisition of Amortized Cost Financial Assets Disposal of Amortized Cost Financial Assets Cash outflows from changes in consolidated entities Acquisition of investment property by the Equity Method Acquisition of Property, Plants and Equipment Disposal of Property, Plants and Equipment Acquisition of Intangible Assets Gains on disposal 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 Issuance of ordinary/convertible corporate bonds Other Payables- related Parties Treasury stocks transfer to employees Treasury stock buyback cost Redemption of Lease Principal Increase in Guarantee Deposits Received Decrease of Guarantee Deposits Received Distribution of cash dividends (including capital surplus distribution cash) Cash increase of non-controlling equity in Subsidiaries 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 |
Unit: NT$Thousand Notes January 1 to September30,2023 January 1 to September30,2022 ( $ 565,796 ) ( $ 421,458 ) 393,272 - 6(31) ( 78,027 ) - ( 15,000 ) - 6 (32) ( 2,869,706 ) ( 2,090,000 ) 7,115 5,942 6(11) ( 28,816 ) ( 5,772 ) 59,814 - ( 25,330 ) ( 40,847 ) ( 3,122,474 ) ( 2,552,135 ) 6 (33) 5,700,853 3,236,011 6 (33) ( 4,461,074 ) ( 1,229,071 ) 6 (33) 1,435,413 277,784 6 (33) ( 764,610 ) ( 56,733 ) 6 (33) 298,885 498,484 30,100 - 591,688 - - ( 842,536 ) 6 (33) ( 38,303 ) ( 60,083 ) 6 (33) 17,765 33,270 6 (33) ( 5,543 ) ( 2,014 ) ( 531,633 ) ( 408,915 ) 98,000 200,240 ( 149 ) - 2,371,392 1,646,437 ( 36,633 ) 15,380 ( 9,759 ) ( 617,661 ) 6(1) 1,749,957 2,681,819 6(1) $ 1,740,198$ 2,064,158 |
|---|---|
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 Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries Notes to the Consolidated Financial Statements
Q3 2023 and 2022
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 November 8, 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:
| Newly released/corrected/amended standards and interpretations Amendment to IAS 1 - "Disclosure of Accounting Policies" Amendments to IAS 8 "Definition of Accounting Estimates" Amendments to IAS 12, "Deferred Income Taxes Related to Assets and Liabilities Arising from a Single Transaction" Amendment to IAS 12 "International Tax Reform - Pillar Two Model Rules" |
Effective Date Issued by |
|---|---|
IASB January 1, 2023 January 1, 2023 January 1, 2023 May 23, 2023 |
The Group believes that the adoption of aforementioned IFRSs will not have a significant effect on the financial position and performance.
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Taiwan Mask Corp. 管制 Security C
- (II) Impact of the newly released and amended IFRS recognized by the FSC not yet adopted by the Company.
The following table summarizes the applicable newly released, corrected and amended standards and interpretations of the International Financial Reporting Standards recognized by the Financial Supervisory Commission in 2024:
| Newly released/corrected/amended standards and interpretations Amendments to IFRS 16 - “Liabilities of Lease from the Leaseback” Amendment to IAS 1 "Classification of Liabilities as Current or Non- Current" Amendment to IAS 1 "Non-Current Liabilities with Covenants" Amendments to IAS 7 and IFRS 7 "Supplier Financing Arrangements" |
Effective Date Issued by |
|---|---|
IASB January 1, 2024 January 1, 2024 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.
- (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:
| New/amended/revised standards and interpretations Amendments to IFRS 10 and IAS 28 - “Sale or contribution of assets between an investor and its associate or joint venture” IFRS 17 - Insurance contracts Amendment to IFRS 17 - Insurance contracts Amendments to IFRS 17 "First-time Adoption of IFRS 17 and IFRS 9 - Comparative Information" Amendments to IAS No. 21 "Lack of Exchangeability" |
Effective Date Issued by |
|---|---|
IASB To be determined by the IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2025 |
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.
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Taiwan Mask Corp. 管制 Security C
-
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.
-
(III) Basis of consolidation
-
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.
-
Subsidiaries included in the consolidated financial statements:
| Name of Investor Name of Subsidiary |
Main Business Activity Name of Investor Name of Investor Electronics components manufacturing, electronics materials and precision equipment distribution and power component design Manufacturing, retail, wholesale and international trade of medical equipment Research, development and design of test equipment and related components Manufacturing, retail, wholesale and international trade of medical equipment |
Ownership (%) September 30, 2023 100 100 100 91.53 100 0.23 |
December 31, 2022 100 100 100 91.53 - 0.23 |
September 30, 2022 100 100 100 91.53 - 0.23 |
Explanation Note 7 Note 7 Note 3, Note 7 Note 7 |
|---|---|---|---|---|---|
Taiwan Mask Corporation SunnyLake Park International Holding, Inc. Taiwan Mask Corporation Youe Chung Capital Corporation Taiwan Mask Corporation Miracle Technology CO., LTD. Taiwan Mask Corporation Innova Vision INC. Taiwan Mask Corporation One Test Systems Youe Chung Capital Corporation Innova Vision INC. |
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Taiwan Mask Corp. 管制 Security C
| Name of Investor Name of Subsidiary Ownership (%) Main Business Activity September 30, 2023 Youe Chung Capital Corporation Aptos Technology INC. Design, packaging and testing of NAND flash memory, solid state drives and the related products 47.19 Youe Chung Capital Corporation Xsense Technology Corporation Name of Investor 100 Youe Chung Capital Corporation Xsense Technology Corporation (B.V.I.) Taiwan Branch Precious metal coating 53.00 Xsense Technology Corporation Xsense Technology Corporation (B.V.I.) Taiwan Branch Precious metal coating - Youe Chung Capital Corporation Digital-Can Tech. Co., Ltd. 3D Printing and Plastic Mold Design 57.39 Youe Chung Capital Corporation Pilot Battery Co., Ltd. Electronic parts and components and energy technical services 58.33 Youe Chung Capital Corporation Moment Semiconductor, Inc. Retail and wholesale of memory products 53.33 Aptos Technology INC. ADL Energy Corp Electronic parts and components and energy technical services 100 Aptos Technology INC. New Sunrise Limited Name of Investor 100 ADL Energy Corp Aptos Global Holding Corp. Name of Investor 100 Miracle Technology CO., LTD. Jing Hao Investment Co., Ltd. Name of Investor 100 Miracle Technology CO., LTD. Miracle International Enterprise (Shanghai) Co., Ltd. Electronics components manufacturing, electronics materials and precision equipment distribution and power component design 100 Jing Hao Investment Co., Ltd. Miko-China Enterprise (Shanghai) Co., Ltd. Electronics components manufacturing, electronics materials and precision equipment distribution and power component design 100 Jing Hao Investment Co., Ltd. MIKO Technology Co., Ltd. Electronics components manufacturing, electronics materials and precision equipment distribution and power component design 100 Miko-China Enterprise (Shanghai) Co., Ltd. Sichuan Miracle Power Technology Co., Ltd. IC product design, production and sales 79.17 Miracle International Enterprise (Shanghai) Co., Ltd. Sichuan Miracle Power Technology Co., Ltd. IC product design, production and sales 20.83 Innova Vision INC. Innova Technology Medical equipment retail and wholesale 100 Innova Vision INC. Innova Vision (B.V.I.) Inc. Name of Investor 100 Innova Vision INC. iPro Vision Inc. Medical equipment retail and wholesale 52.03 Innova Vision (B.V.I.) Inc. iPro Vision Inc. Medical equipment retail and wholesale 47.97 |
Ownership (%) September 30, 2023 |
December 31, 2022 |
September 30, 2022 |
Explanation Note 4, Note 7 Note 5, Note 7 Note 5, Note 7 Note 5, Note 7 Note 7 Note 1, Note 7 Note 2, Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 6, Note 7 Note 6, Note 7 |
|---|---|---|---|---|
47.19 100 53.00 - 57.39 - - 100 100 100 100 100 100 100 79.17 20.83 100 100 52.03 47.97 |
47.19 52.93 - 100 57.39 - - 100 100 100 100 100 100 100 79.17 20.83 100 100 52.03 47.97 |
-
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.
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Taiwan Mask Corp. 管制 Security C
-
Note 3: The Company 's subsidiary, One Test Systems Co., Ltd. invested in One Test Systemsin May 2023 with a 100% shareholding; There is One Test Systems, and the shareholding ratio is still 100%.
-
Note 4: 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 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 September 30, 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: Originally named Innova Vision Kabushiki Kaisha, renamed to iPro Vision Inc. on February 17, 2023.
-
Note 7: The financial statements of 2023 and September 30, 2022 have not been reviewed by CPAs as they did not meet the definition of a material subsidiary.
-
Subsidiaries not included in the consolidated financial statement: None.
-
Adjustments for subsidiaries with different balance sheet dates: None.
-
Significant restrictions: None.
-
Subsidiaries that have non-controlling interests that are material to the Group:
As of September 30, 2023, December 31, 2022 and September 30, 2022, the non-controlling interest amounted to ($187,059) ($112,713) and ($25,351), respectively. The following information shows subsidiaries that have non-controlling interests that are material to the Group:
| Non-controlling Interests September 30, 2023 Name of Subsidiary Main location of business Ownership in % Amount Aptos Technology and its subsidiaries Taiwan ($ 206,612) 52.81% Name of Subsidiary Main location of business Aptos Technology and its subsidiaries Taiwan |
Non-controlling Interests September 30, 2023 Name of Subsidiary Main location of business Ownership in % Amount Aptos Technology and its subsidiaries Taiwan ($ 206,612) 52.81% Name of Subsidiary Main location of business Aptos Technology and its subsidiaries Taiwan |
December 31, 2022 Ownership in % Amount ($ 100,582) 52.81% Non-controlling Interests September 30, 2022 Ownership in % Amount ($ 43,213) 52.81% |
Explanation |
|---|---|---|---|
52.81% |
Explanation |
||
Amount ($ 43,213) |
|||
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Taiwan Mask Corp. 管制 Security C
Aggregate financial information of subsidiaries:
Balance Sheet
| Current assets Non-Current Assets Current liabilities Non-current liabilities Total net assets |
Aptos Technology and its subsidiaries September 30, 2023 December 31, 2022 $ 510,664 $ 339,417 526,442 579,075 ( 1,044,881) ( 679,551) ( 383,451) ( 429,397) ($ 391,226) ($ 190,456) |
Aptos Technology and its subsidiaries September 30, 2023 December 31, 2022 $ 510,664 $ 339,417 526,442 579,075 ( 1,044,881) ( 679,551) ( 383,451) ( 429,397) ($ 391,226) ($ 190,456) |
September 30, 2022 $ 396,108 580,619 ( 822,646) ( 235,906) ($ 81,825) |
September 30, 2022 |
|---|---|---|---|---|
September 30, 2023 |
||||
$ 510,664 526,442 ( 1,044,881) ( 383,451) ($ 391,226) |
$ 339,417 579,075 ( 679,551) ( 429,397) ($ 190,456) |
Statement of Comprehensive Income
| Aptos Technology and its subsidiaries | Aptos Technology and its subsidiaries | Aptos Technology and its subsidiaries | ||||
|---|---|---|---|---|---|---|
| July 1 to September 30, 2023 | July 1 to |
September 30, 2022 | ||||
| Revenue | $ 268,529 | $ | 205,115 | |||
| Net loss before taxes | ( 25,087) | ( | 82,923) | |||
| Income tax benefits | - | - | ||||
| Net loss of current period | ||||||
| from continuing operations | ( 25,087) | ( | 82,923) | |||
| Net loss for the period | ( 25,087) | ( | 82,923) | |||
| Other comprehensive income | ||||||
| (net after tax) | - | - | ||||
| Total comprehensive income | ||||||
| for the year | ($ 25,087) | ($ | 82,923) | |||
| Aptos Technology and its subsidiaries | ||||||
| January 1 to September 30, 2023 | January 1 to September 30, |
2022 | ||||
| Revenue | $ | 443,345 | $ | 561,680 | ||
| Net loss before taxes | ( | 203,491) | ( | 186,846) | ||
| Income tax benefits | 15 | - | ||||
| Net loss of current | ||||||
| period from continuing | ||||||
| operations | ( | 203,476) | ( | 186,846) | ||
| Net loss for the period | ( | 203,476) | ( | 186,846) | ||
| Other comprehensive | - | - | ||||
| income (net after tax) | ||||||
| Total comprehensive | ($ | 203,476) | ($ | 186,846) | ||
| income for the year |
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Taiwan Mask Corp. 管制 Security C
Statements of Cash Flows
Aptos Technology and its subsidiaries
| January 1 to September 30, 2023 Net cash outflow from operating activities ($ 268,786) Cash In-Flow (Out-Flow) from Investing Activities 96,695 Net Cash In-Flow (Out- Flow) from Funding Activities 231,378 Increase (Decrease) of Cash and Cash Equivalents 59,287 Beginning Balance of Cash and Cash Equivalents 18,461 Ending Balance of Cash and Cash Equivalents $ 77,748 |
January 1 to September 30, 2022 |
|---|---|
($ 545,409) ( 66,088) 643,600 32,103 34,148 $ 66,251 |
(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
| Cash on hand Checking accounts and demand deposits Time deposits Total |
September 30, 2023 | December 31, 2022 $ 612 1,012,305 737,040 $ 1,749,957 |
September 30, 2022 |
|---|---|---|---|
$ 830 1,319,074 420,294 $ 1,740,198 |
$ 374 1,460,484 603,300 $ 2,064,158 |
- The Group associates with a variety of financial institutions all with high credit quality to
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Taiwan Mask Corp. 管制 Security C
disperse credit risk, so it expects that the probability of counterparty default is remote. 2. The Group has no cash and cash and cash equivalents pledged to others.
(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 |
September 30, 2023 | 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 |
September 30, 2022 | |
|---|---|---|---|---|
$ 1,351,034 500 1,351,534 179,119 $ 1,530,653 $ 9,551 $ 2,702,004 117,871 20,000 2,839,875 9,215 $ 2,849,090 |
$ 2,008,537 500 2,009,037 448,848 $ 2,457,885 $ 16,766 $ 2,367,003 117,440 20,000 2,504,443 ( 189,589) $ 2,314,854 |
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Taiwan Mask Corp. 管制 Security C
- Details of financial assets/liabilities at fair value through profit or loss recognized in profit or loss are as follows:
| Financial assets mandatorily measured at fair value through profit or loss Shares of listed and OTC company and Convertible bond call/put options Financial assets mandatorily measured at fair value through profit or loss Shares of listed and OTC company and Convertible bond call/put options |
July 1 to September 30, 2023 July 1 to September 30, 2022 ($ 216,215) $ 133,777 January 1 to September 30, 2023 January 1 to September 30, 2023 |
July 1 to September 30, 2023 July 1 to September 30, 2022 ($ 216,215) $ 133,777 January 1 to September 30, 2023 January 1 to September 30, 2023 |
|---|---|---|
($ 208,968) |
($ 1,187,632) |
-
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 and liabilities at fair value through profit or loss.
(III) Financial assets measured at amortized cost
| Items Current items: Demand Deposit Time deposits Non-current items: Demand Deposit Time deposits Total |
September 30, 2023 $ 161,460 123,210 $ 284,670 $ 4,000 559,124 $ 563,124 |
December 31, 2022 | September 30, 2022 |
|---|---|---|---|
$ 102,500 57,965 $ 160,465 $ 22,383 485,219 $ 507,602 |
$ 169,354 72,541 $ 241,895 $ 70,235 187,591 $ 257,826 |
- Financial assets at amortized cost is recognized in the profit or loss shown as follows:
| Interest income Interest income |
July 1 to September 30, 2023 $ 2,259 January 1 to September 30, 2023 $ 6,205 |
July 1 to September 30, 2022 |
|---|---|---|
$ 402 January 1 to September 30, 2022 $ 468 |
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Taiwan Mask Corp. 管制 Security C
-
As of September 30, 2023, December 31, 2022 and September 30, 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 $847,794, $668,067 and $449,721, respectively.
-
Please see Note 8 on how the Group provides financial assets at amortized cost as a pledged collateral.
(VI) Notes and accounts receivable
| Notes Receivables Accounts Receivables Accounts Receivables -Related PartiesLess: Loss allowance |
September 30, 2023 December 31, 2022 September 30, 2022 $ - $ 1,361 $ 4,073 $ 1,431,338 $ 1,521,609 $ 1,670,844 - 2,346 5,660 1,431,338 1,523,955 1,676,504 ( 26,690) ( 20,597) ( 16,421) $ 1,404,648 $ 1,503,358 $ 1,660,083 |
September 30, 2023 December 31, 2022 September 30, 2022 $ - $ 1,361 $ 4,073 $ 1,431,338 $ 1,521,609 $ 1,670,844 - 2,346 5,660 1,431,338 1,523,955 1,676,504 ( 26,690) ( 20,597) ( 16,421) $ 1,404,648 $ 1,503,358 $ 1,660,083 |
|---|---|---|
$ 1,670,844 5,660 1,676,504 ( 16,421) |
||
$ 1,660,083 |
- 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 Not past due Up to 30 days 31-90 days 91-180 days More than 181 days past due |
September 30, 2023 | September 30, 2023 | Notes Receivables $ - - - - - $- |
December 31, 2022 | Notes Receivables $ 1,361 - - - - |
|
|---|---|---|---|---|---|---|
Accounts Receivables |
Accounts Receivables $ 1,188,466 224,106 85,210 14,582 11,591 $ 1,523,955 September 30, 2022 |
|||||
| $ 1,079,084 253,046 64,455 13,236 21,517 $ 1,431,338 |
||||||
| $ 1,361 Notes Receivables $ 4,073 - - - - |
||||||
Accounts Receivables $ 1,363,436 210,934 79,714 7,787 14,633 $ 1,676,504 |
||||||
| $ 4,073 |
The above is an aging report based on the number of days past due.
-
As of September 30, 2023, December 31, 2022 and September 30, 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 September 30, 2023, December 31, 2022 and September 30, 2022, without taking into
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Taiwan Mask Corp. 管制 Security C
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 $1,404,648, $1,503,358 and $1,660,083, respectively.
- Please refer to Note 12 (2) for the information on credit risk of accounts receivable.
(V) Inventories
September 30, 2023
| September 30, 2023 | |||
|---|---|---|---|
| Raw materials Work in process Finished goods Merchandise Total |
Cost $ 246,453 155,039 216,340 131,696 $ 749,528 |
Loss allowance on decline in market value of |
Book value $ 185,611 140,169 181,618 125,083 $ 632,481 |
| inventories ($ 60,842) ( 14,870) ( 34,722) ( 6,613) ($ 117,047) |
|||
December 31, 2022
| December 31, 2022 | |||
|---|---|---|---|
| Raw materials Work in process Finished goods Merchandise Total |
Cost $ 257,443 84,578 74,560 98,708 $ 515,289 |
Loss allowance on decline in market value of |
Book value $ 179,445 75,110 36,942 91,033 $ 382,530 |
| inventories ($ 77,998) ( 9,468) ( 37,618) ( 7,675) ($ 132,759) |
|||
| Raw materials Work in process Finished goods Merchandise Total |
September 30, 2022 | Loss allowance on decline in market value of |
Book value $ 191,166 93,285 55,580 43,569 $ 383,600 |
|---|---|---|---|
Cost $ 262,250 104,225 94,237 45,052 $ 505,764 |
|||
| inventories ($ 71,084) ( 10,940) ( 38,657) ( 1,483) ($ 122,164) |
|||
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Taiwan Mask Corp. 管制 Security C
The cost of inventories recognized as losses by the Corporate Group.
| July 1 to September 30, 2023 | July 1 to September 30, 2022 | |
|---|---|---|
| Cost of shipped inventory | $ 1,481,045 | $ 1,526,655 |
| Gains on reversal of inventory | ||
| write-downs and obsolescence | ( 8,256) | ( 11,074) |
| Revenue from sales of leftovers | ||
| ( 17,315) | ( 11,169) | |
| $ 1,455,474 | $ 1,526,750 | |
| January 1 to September 30, 2023 | September 1 to September 30, 2022 | |
| Cost of shipped inventory | $ 3,964,631 | $ 4,179,750 |
| Gains on reversal of inventory | ||
| write-downs and obsolescence | ( 23,040) | 16,295 |
| Revenue from sales of leftovers | ||
| ( 21,876) | 11,169 | |
| $ 3,919,715 | $ 4,207,214 |
From July 1 to September 30, 2023 and January 1 to September 30, 2023, part of the inventory for which the provision for impairment losses had been made in the previous period was sold, resulting in a recovery in the net realizable value of the inventory, which was recognized as a decrease in operating costs.
(VI) Investment under Equity Method
| Affiliates: Advagene Biopharma Co., Ltd. Weida Hi-Tech Co., Ltd. |
September 30, 2023 | September 30, 2023 | December 31, 2022 |
December 31, 2022 |
September 30, 2022 | |
|---|---|---|---|---|---|---|
$ 49,586 41,750 |
$ 40,485 84,080 $ 124,565 |
$ 48,839 90,260 $ 139,099 |
||||
$ 91,336 |
The book value and the share of operating results of each of the Group's insignificant affiliates are summarized as follows:
| Net loss of current period from continuing operations Net loss of current period from continuing operations |
July 1 to September 30, 2023 ($ 22,518) January 1 to September 30, 2023 ($ 62,009) |
July 1 to September 30, 2022 ($ 12,075) January 1 to September 30, 2022 |
July 1 to September 30, 2022 ($ 12,075) January 1 to September 30, 2022 |
|---|---|---|---|
($ 46,801) |
As of September 30, 2023, December 31, 2022 and September 30, 2022, the Group held 29.54%, 30.73% and 30.73% of shares of Advagene Biopharma Co., Ltd., respectively, and
~26~
Taiwan Mask Corp. 管制 Security C
28.20%, 28.20% 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.
~27~
Taiwan Mask Corp. 管制 Security C
(VII) Property, plant and equipment
| Buildings and structures (including land) Machinery and equipment Office equipment Transportation equipment January 1, 2023 Cost $ 2,538,391 $ 5,286,246 $ 65,406 $ 8,466 Accumulated depreciation ( 737,646) ( 2,144,752) ( 34,354) ( 5,556) $ 1,800,745 $ 3,141,494 $ 31,052 $ 2,910 2023 January 1 $ 1,800,745 $ 3,141,494 $ 31,052 $ 2,910 Add - Cost 136,287 2,446,834 12,701 2,165 Disposals - Cost - ( 28,392) ( 458) - Disposal - Accumulated depreciation - 22,478 458 - Depreciation ( 147,990) ( 392,959) ( 11,437) ( 929) Reclassification 107,943 151,229 550 - Addition due to increase in non-controlling interests of 35,052 5,423 1,954 550 Net exchange differences - Cost - 13 3 5 Net exchange differences - Accumulated depreciation - ( 7) ( 4) ( 4) September 30 $ 1,932,037 $ 5,346,113 $ 34,819 $ 4,697 September 30, 2023 Cost $ 2,830,440 $ 7,866,414 $ 81,116 $ 11,236 Accumulated depreciation ( 898,403) ( 2,520,301) ( 46,297) ( 6,539) $ 1,932,037 $ 5,346,113 $ 34,819 $ 4,697 |
Mold equipment | Other equipment |
Unfinished construction and |
Total $ 9,345,560 ( 3,461,899) $ 5,883,661 $ 5,883,661 3,556,123 ( 153,959) 148,045 ( 624,423) ( 83,085) 43,401 22 ( 15) $ 8,769,770 $ 12,754,588 ( 3,984,818) $ 8,769,770 |
|---|---|---|---|---|
| equipment under | ||||
acceptance $ 538,013 - |
||||
$ 313,370 ( 295,689) $ 17,681 $ 17,681 11,553 - - ( 5,698) 1,562 - - - $ 25,098 $ 326,485 ( 301,387) $ 25,098 |
$ 595,668 ( 243,902) $ 351,766 $ 351,766 172,977 ( 125,109) 125,109 ( 65,410) 31,674 422 1 - $ 491,430 $ 703,321 ( 211,891) $ 491,430 |
|||
| $ 538,013 | ||||
$ 538,013 773,606 - - - ( 376,043) - - - |
||||
| $ 935,576 | ||||
$ 935,576 - |
||||
| $ 935,576 |
~28~
Taiwan Mask Corp. 管制 Security C
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| January 1, 2022 Cost Accumulated depreciation 2022 January 1 Add - Cost Disposals - Cost Disposal - Accumulated depreciation Depreciation Reclassification September 30 September 30, 2022 Cost Accumulated depreciation |
Buildings and structures (including land) $ 2,327,441 ( 654,360) |
Machinery and equipment $ 3,631,853 ( 1,563,467) |
Office equipment | Transportation | Mold equipment | Other equipment | Unfinished construction and |
Total $ 6,340,879 ( 2,254,518) $ 4,086,361 $ 4,086,361 1,484,530 ( 156,138) 156,113 ( 355,169) ( 116) $ 5,215,581 $ 7,669,155 ( 2,453,574) $ 5,215,581 |
|---|---|---|---|---|---|---|---|---|
| equipment under | ||||||||
equipment $ 6,544 ( 3,444) $ 3,100 $ 3,100 657 - - ( 638) - $ 3,119 $ 7,201 ( 4,082) $ 3,119 |
acceptance $ 246,016 - |
|||||||
$ 18,784 ( 6,472) $ 12,312 $ 12,312 5,646 - - ( 5,118) 2,004 $ 14,844 $ 26,434 ( 11,590) $ 14,844 |
$ 63,751 ( 5,504) $ 58,247 $ 58,247 87,655 ( 1,059) 1,034 ( 14,153) 42,902 $ 174,626 $ 193,249 ( 18,623) $ 174,626 |
|||||||
$ 1,673,081 |
$ 2,068,386 |
$ 246,016 | ||||||
$ 246,016 362,815 - - - ( 173,847) $ 434,984 |
||||||||
$ 1,864,474 |
||||||||
$ 2,593,554 ( 729,080) |
$ 4,355,266 ( 1,661,304) |
$ 434,984 - |
||||||
$ 1,864,474 |
$ 2,693,962 |
$ 434,984 |
-
From January 1 to September 30, 2023, and 2022, no interest was capitalized.
-
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.
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Taiwan Mask Corp. 管制 Security C
(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 Land Buildings and structures Transportation equipment (company vehicles) Other equipment |
September 30, 2023 December 31, 2022 September 30, 2022 Book value Book value Book value $ 487,618 $ 507,948 $ 514,637 16,319 1,018 4,237 15,018 16,241 18,226 40,482 25,404 25,893 $ 559,437 $ 550,611 $ 562,993 July 1 to September 30, 2023 July 1 to September 30, 2022 Depreciation Depreciation $ 6,427 $ 6,542 3,154 3,381 3,030 470 959 2,723 $ 13,570 $ 13,116 January 1 to September 30, 2023 January 1 to September 30, 2022 |
September 30, 2023 December 31, 2022 September 30, 2022 Book value Book value Book value $ 487,618 $ 507,948 $ 514,637 16,319 1,018 4,237 15,018 16,241 18,226 40,482 25,404 25,893 $ 559,437 $ 550,611 $ 562,993 July 1 to September 30, 2023 July 1 to September 30, 2022 Depreciation Depreciation $ 6,427 $ 6,542 3,154 3,381 3,030 470 959 2,723 $ 13,570 $ 13,116 January 1 to September 30, 2023 January 1 to September 30, 2022 |
|
|---|---|---|---|
Depreciation $ 19,282 10,196 8,866 2,757 $ 41,101 |
Depreciation $ 19,038 8,499 4,677 3,613 $ 35,827 |
- From January 1 to September 30, 2023, and 2022, the increase (decrease) in right-of-use assets were $43,333 and ($53,832), respectively.
30
- The information on profit or loss items related to lease contracts is as follows:
| July 1 to September 30, 2023 Items affecting current profit and loss Interest expenses on lease liabilities $ 1,493 Expenses for short-term lease contracts 1,404 Lease of low-value assets 2,266 January 1 to September 30, 2023 Items affecting current profit and loss Interest expenses on lease liabilities $ 5,509 Expenses for short-term lease contracts 2,750 Lease of low-value assets 4,968 |
July 1 to September 30, 2023 Items affecting current profit and loss Interest expenses on lease liabilities $ 1,493 Expenses for short-term lease contracts 1,404 Lease of low-value assets 2,266 January 1 to September 30, 2023 Items affecting current profit and loss Interest expenses on lease liabilities $ 5,509 Expenses for short-term lease contracts 2,750 Lease of low-value assets 4,968 |
July 1 to September 30, 2023 Items affecting current profit and loss Interest expenses on lease liabilities $ 1,493 Expenses for short-term lease contracts 1,404 Lease of low-value assets 2,266 January 1 to September 30, 2023 Items affecting current profit and loss Interest expenses on lease liabilities $ 5,509 Expenses for short-term lease contracts 2,750 Lease of low-value assets 4,968 |
July 1 to September 30, 2022 $ 1,781 6,430 1,622 January 1 to September 30, 2022 |
|---|---|---|---|
$ 5,509 2,750 4,968 |
$ 5,288 6,956 1,795 |
-
For the nine months ended September 30, 2023, and 2022, the Group’s total cash outflow for leases were $51,530 and $74,122, 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.
(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.
-
The Group recognized rental income of $5,162 and $4,889, and $15,480 and $14,586 based on operating lease contracts in the period between July 1 and September 30 of 2023 and 2022 and January 1 and September 30 of 2023 and 2022, respectively, and none of the lease contracts were variable lease payments.
-
The maturity analysis of the undiscounted lease payments under the operating leases is as follows:
31
| 2022 2023 2024 |
September 30, 2023 $ - 2,034 524 $ 2,558 |
December 31, 2022 $ - 14,476 786 $ 15,262 |
September 30, 2022 $ 2,521 4,793 - $ 7,314 |
|---|---|---|---|
(X) Real estate investment
| January 1, 2023 Cost Accumulated depreciation 2023 January 1 Reclassification for the period -- Cost Reclassification for the period -- Accumulated depreciation Depreciation September 30 September 30, 2023 Cost Accumulated depreciation January 1, 2022 Cost Accumulated depreciation 2022 January 1 Depreciation September 30 September 30, 2022 Cost Accumulated depreciation |
Buildings and structures | |
|---|---|---|
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- 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 Rental income from investment property Direct operating expenses incurred by investment properties that generate rent income in the period |
July 1 to September 30, 2023 $ 4,409 $ 621 January 1 to September 30, 2023 |
July 1 to September 30, 2022 $ 2,865 $ 591 January 1 to September 30, 2022 |
|
|---|---|---|---|
$ 12,939 $ 1,924 |
$ 9,861 $ 1,881 |
||
- The fair value of investment property held by the Group as of September 30, 2023, December 31, 2022 and September 30, 2022 were $120,395, $165,392 and $125,054, 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 |
September 30, 2023 December 31, 2022 September 30, 2022 5.23%~6.22% 7.09% 4.23% $ 14,217 $ 11,285 $ 24,966 45~50 45~50 45~50 |
|---|---|
-
For the nine months ended September 30, 2023, and 2022, no interest was capitalized.
-
As of September 30, 2023, December 31, 2022 and September 30, 2022, the investment property was pledged as collaterals, please refer to Note 8.
33
(XI) Intangible assets
2023
| Trademark and concession January 1 Cost $ 272,017 Accumulated amortization and impairments ( 47,408) $ 224,609 January 1 $ 224,609 Consolidated transfer in - Add - Cost - Disposals - Cost - Reclassification 5,387 Amortization expense ( 21,356) September 30 $ 208,640 September 30 Cost $ 280,614 Accumulated amortization and impairments ( 71,974) $ 208,640 |
Trademark and | Computer software $ 114,747 ( 64,846) $ 49,901 $ 49,901 - 28,816 - ( 6,830) ( 17,014) $ 54,873 $ 132,446 ( 77,573) $ 54,873 |
Patents $ 9,592 ( 7,696) $ 1,896 $ 1,896 - - ( 1,544) 1,443 ( 294) $ 1,501 $ 5,511 ( 4,010) $ 1,501 |
Goodwill $ 220,774 - $ 220,774 $ 220,774 241,294 - - - - $ 462,068 $ 462,068 - $ 462,068 |
Total $ 617,130 ( 119,950) $ 497,180 $ 497,180 241,294 28,816 ( 1,544) - ( 38,664) $ 727,082 $ 880,639 ( 153,557) $ 727,082 |
|---|---|---|---|---|---|
34
2022
| January 1 Cost Accumulated amortization and impairments January 1 Addition - From separate acquisition Acquisition Amortization expense September 30 September 30 Cost Accumulated amortization and impairments |
Trademark and concession $ 272,017 ( 9,506) $ 262,511 $ 262,511 - ( 30,524) $ 231,987 $ 272,017 ( 40,030) $ 231,987 |
Computer software $ 68,980 ( 59,318) $ 9,662 $ 9,662 5,772 ( 4,349) $ 11,085 $ 74,752 ( 63,667) $ 11,085 |
Patents $ 9,592 ( 5,735) $ 3,857 $ 3,857 - ( 391) $ 3,466 $ 9,592 ( 6,126) $ 3,466 |
Goodwill $ 220,774 - $ 220,774 $ 220,774 - - $ 220,774 $ 220,774 - $ 220,774 |
Total $ 571,363 ( 74,559) $ 496,804 $ 496,804 5,772 ( 35,264) $ 467,312 $ 577,135 ( 109,823) $ 467,312 |
|---|---|---|---|---|---|
Due to business mergers, as detailed in Note 6(31), the Group's goodwill increased by $241,294 for the nine months ended September 30, 2023.
(XII) Other Non-Current Assets
| Prepayments for equipment Refundable deposit Others Total |
September 30, 2023 $ 807,691 79,987 1,969 $ 889,647 |
December 31, 2022 | September 30, 2022 $ 1,293,744 56,673 1,891 $ 1,352,308 |
|||
|---|---|---|---|---|---|---|
$ 1,293,001 52,758 3,378 $ 1,349,137 |
||||||
35
(XIII) Short-term Loans
Type of borrowings September 30, 2023 Range of interest rate Collateral Bank borrowings Credit loan $ 2,097,954 0.765%~4.09% None Secured 3,867,698 1.2%~4.711% Certificates of deposit, reserve borrowings accounts (Note), stocks of listed and OTC companies and treasury stock - $ 5,965,652
Type of borrowings December 31, 2022 Range of interest rate Collateral Bank borrowings Credit loan $ 1,618,197 1.06%~2.675% None Secured 3,006,328 1.25%~2.75% Certificates of deposit, reserve borrowings accounts, stocks of listed and OTC companies, treasury stock and investment properties. - $ 4,624,525
Type of borrowings September 30, 2022 Range of interest rate Collateral Bank borrowings Credit loan $ 2,365,558 1.618%~4% None Secured borrowings 4,018,148 1.69%~2.625% Certificates of deposit, reserve accounts, stocks of listed and OTC companies, treasury stock and investment properties. - $ 6,383,706
For the period between July 1 and September 30, 2023 and 2022 and January 1 and September 30, 2023 and 2022, the interest expenses recognized in profit and loss were $33,002, $67,188, $92,756, and $82,897, respectively.
Note: The responsible person of the subsidiary is the joint guarantor.
36
(XIV) Other Payables
| Payable on machinery and equipment Payroll and bonus payable Remunerations payable to employees and directors Machine maintenance payable Others |
September 30, 2023 $ 313,026 146,427 99,233 37,176 596,206 $ 1,192,068 |
December 31, 2022 $ 111,919 111,894 129,630 51,362 432,408 $ 837,213 |
September 30, 2022 $ 102,991 102,540 2,967 31,757 493,461 $ 733,716 |
|---|---|---|---|
(XV) Corporate bonds payable
| Corporate bonds payable Less: Amount of exercised conversion options Less: Discount on corporate bonds payable Less: Corporate bonds matured in one year or a business cycle or have the put option exercised |
September 30, 2023 $ 3,300,000 ( 324,400) ( 54,082) 2,921,518 - $ 2,921,518 |
December 31, 2022 $ 3,000,000 ( 324,400) ( 66,556) 2,609,044 - $ 2,609,044 |
September 30, 2022 $ 2,500,000 ( 258,700) ( 70,749) 2,170,551 - $ 2,170,551 |
September 30, 2022 |
|---|---|---|---|---|
-
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
37
be reset on the base date set by the Regulations in accordance with the pricing model stipulated in the Conversion Measures. As of September 30, 2023, the conversion price was NT$82.4 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 September 30, 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 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:
38
-
(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.
-
Third series domestic secured convertible corporate bonds
In order to raise the Group's working capital, the board of directors resolved to approve on August 4, 2023 the issue of the third 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 issued: NT$300,000 in total.
-
(2) Issuance period: Five years from issuance on August 28, 2023 to expiration on August 28, 2028.
-
(3) Coupon rate and method of repayment of principal and interest: The coupon rate is a fixed interest rate of 1.62% per annum, and the simple interest is calculated once a year. At maturity, the principal is repaid in cash based on the face value of the bond.
-
(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.
39
- (XVI) Long term borrowings
| Type of borrowings Borrowing period and payment method Range of interest rate Collateral Long-term bank borrowings Secured borrowings From December 27, 2021 to December 25, 2024, to be repaid in installments and installments over the agreed period 2.550% Buildings and structures Secured borrowings From January 28, 2022 to January 28, 2027, to be repaid in installments and installments over the agreed period 2.550% Buildings and structures, machinery equipment and investment property Secured borrowings From December 28, 2022 to December 27, 2032, repayable in portions and in installments during the term specified in the agreement 2.200% Buildings and structures and investment properties Secured borrowings From July 26, 2023 to July 25, 2028, with interest paid monthly 2.450%~2.550% Plant and land Secured borrowings From June 12, 2018 to July 5, 2028, repayment in installments and installments according to the agreed period 2.250%~4.330% Machinery and equipment Credit loan From January 24, 2022 to January 24, 2027, monthly interest payments with principle and interest. 1.500%~3.000% None (Note 2) Other long-term borrowings Secured borrowings From March 25, 2021 to July 29, 2027, to be repaid in installments and instalments over the agreed period 2.450%~8.200% Machinery and equipment Secured borrowings From June 10, 2022 to June 28, 2028, with interest paid monthly 3.525%~6.482% Houses, buildings, machinery and equipment, and land Credit loan From December 30, 2021 to June 30, 2025, to be repaid in installments and installments over the agreed period 4.060%~7.610% None Less: Long-term borrowings due within one year or one business cycle) |
September 30, 2023 |
|---|---|
$ 212,500 1,000,000 827,632 128,802 1,084,342 6,806 620,422 403,776 165,493 - 4,449,773 ( 920,932) $ 3,528,841 |
40
| Type of borrowings Borrowing period and payment method 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 Principal is amortized 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 December 30, 2021 to April 30, 2024, the interest is paid together with the principal. 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 |
Range of interest rate Collateral 2.425% Buildings and structures and machine and equipment 2.410% Buildings and structures 1.730%~ 3.125% Machinery and equipment 2.070% Buildings and structures and investment properties 1.500%~ 2.875% None (Note 2) 3.970% Machinery and equipment 2.450%~ 8.201% Machinery and equipment 7.613% None 4.250% Machinery and equipment one business cycle) |
December 31, 2022 $ 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 |
|---|---|---|
41
| Type of borrowings Borrowing period and payment method Range of interest rate Collateral Long-term bank borrowings Secured borrowings Repaid in instalments and different amounts according to the agreed period between December 28, 2021 and January 28, 2027. 1.500%~ 2.625% Buildings and structures, machinery equipment and investment property Secured borrowings Repaid in instalments and different amounts according to the agreed period between December 27, 2021 and December 27, 2024. 1.950% Buildings and structures Secured borrowings Repaid in instalments and different amounts according to the agreed period between December 27, 2017 and December 29, 2026 1.800%~ 8.201% Machinery and equipment Secured borrowings Repayable in portions and in installments during the term specified in the agreement from November 9, 2020 and November 9, 2023 1.700% Buildings and structures and investment properties Less: Long-term borrowings due within one year or one business cycle |
September 30, 2022 $ 1,250,000 250,000 593,250 850,000 - 2,943,250 ( 145,618) $ 2,797,632 |
|---|---|
Note 1: According to the loan contract provisions of some banks, subsidiaries of the Group shall maintain a specific amount of capital or shareholder equity within one year from the date of loan. Note 2: The responsible person of the subsidiary is the joint guarantor.
42
(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.
-
(2) For the periods between July 1 and September 30 of 2023 and 2022, and January 1 and September 30 of 2023 and 2022, the pension costs recognized by the Corporate Group in accordance with the abovementioned pension measures were $533, $0, $1,600, 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 periods between July 1 and September 30 of 2023 and 2022, and January 1 and September 30 of 2023 and 2022, the pension costs recognized by the Corporate Group in accordance with the abovementioned pension measures were $13,237, $9,138, $38,05, and $25,951, respectively.
43
(XVIII) Capital
- As of September 30, 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:
| January 1 Treasury Stock Buyback Subsidiaries donated treasury stock Treasury stocks transfer to employees September 30 |
2023 205,230 - 900 7,023 213,153 |
Unit: Thousand shares 2022 214,107 ( 10,000) 350 - 204,457 |
|---|---|---|
-
Treasury stock
-
(1) Reasons for repurchase of shares and changes in the quantity:
| Company name of the shareholding Subsidiary - Youe Chung Capital Corporation The Company Company name of the shareholding Subsidiary - Youe Chung Capital Corporation The Company |
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 |
September 30, 2023 | Book value $ 509,891 664,593 $ 1,174,484 Book value $ 522,698 1,256,281 $ 1,778,979 |
|---|---|---|---|
Number of shares (thousand) 35,831 7,462 43,293 December 31, 2022 Number of shares (thousand) 36,731 14,485 51,216 |
44
| Company name of the shareholding Subsidiary - Youe Chung Capital Corporation The Company |
Reasons for buyback Subsidiary holds the company's stock Transfer shares to employees |
September 30, 2022 | Book value $ 522,698 1,256,281 $ 1,778,979 |
|---|---|---|---|
Number of shares (thousand) 36,731 14,485 51,216 |
- (2) For the six months ended September 30, 2023, and 2022, the Group's share-based payment arrangements were as follows:
| Type of arrangement Transfer of treasury stocks to employees Transfer of treasury stocks to employees |
Grant date 2022.01.26 2023.04.19 |
Quantity granted 4,485 10,000 |
Contract Period Immediate vesting Immediate vesting |
Vesting conditions Note Note |
|---|---|---|---|---|
Note: The Company grants treasury stocks to employees of the Company and its subsidiaries.
-
(3) For the six months ended September 30, 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 September 30, 2023, December 31, 2022 and September 30, 2022, Youe Chung Capital Corporation held 35,831 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 $67.4, $84.7, and $55.2 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
45
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 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, of which 7,023 shares were transferred to employees in June 2023.
(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:
| Issue premiums January 1, 2023 $ 96,650 Distribution of cash from capital surplus ( 49,797) Adjustment of capital reserve by dividends paid to subsidiaries - Changes in ownership interests in subsidiaries recognized - Changes in shares of affiliates recognized under the equity method - Payment of overdue unclaimed dividends to shareholders - September 30, 2023 $ 46,853 |
Treasury stock trading |
Changes in ownership interests of subsidiaries recognized $ 17,788 - - ( 1,429) - - |
Stock option $ 295,848 - - - - - $ 295,848 |
Equity changes | Others Total $ 4,459 $ 1,251,681 - ( 49,797) - 90,829 - ( 1,429) - 13,793 ( 149) ( 149) $ 4,310 $ 1,304,928 |
|---|---|---|---|---|---|
in affiliates $ 68,427 - - - 13,793 - $ 82,220 |
|||||
$ 768,509 - 90,829 - - - |
|||||
| $ 859,338 | $ 16,359 | ||||
46
| January 1, 2022 Distribution of cash from capital surplus Adjustment of capital reserve by dividends paid to subsidiaries Changes in ownership interests in subsidiaries recognized Changes in shares of affiliates recognized under the equity method Share-based payment transaction September 30, 2022 |
Issue premiums $ 269,010 ( 241,189) - - - - - |
Treasury stock trading |
Changes in ownership interests of subsidiaries recognized $ 4,919 - - 7,189 - 2,700 - |
Stock option $ 295,074 - - - - 14,131 - $ 309,205 |
Changes in shareholdings |
|---|---|---|---|---|---|
$ 695,046 - 73,463 - - - - |
|||||
| $ 27,821 | $ 768,509 | $ 14,808 |
|||
(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:
-
(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.
47
-
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 of directors resolved on May 24, 2023 to distribute a cash dividend of NT$2.30 per ordinary share from the 2022 surplus with a total dividend of $556,511. NT$0.20 per share is to be distributed from the capital surplus, with a total of $48,392. In addition, as the Company implemented the transfer of 7,023 thousand shares of treasury stock to employees, which changed the number of outstanding shares to 248,984 thousand shares, so the cash dividend was adjusted to $572,665 to be distributed from the capital surplus of $49,797.
-
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 repurchase of 14,485 thousand shares of treasury stock, 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
| January 1 Difference in foreign currency translation: - Group September 30 January 1 Difference in foreign currency translation: - Group September 30 |
Unrealized gains and | Foreign currency translation $ 13,174 1,654 $ 14,828 Foreign currency translation $ 6,698 13,210 $ 19,908 |
Total $ 10,508 1,654 $ 12,162 Total $ 4,032 13,210 $ 17,242 |
|---|---|---|---|
losses ($ 2,666) - ($ 2,666) 2022 Unrealized gains and |
|||
losses ($ 2,666) - ($ 2,666) |
(XXII) Operating income
48
| July 1 to September 30, 2023 Revenue from contracts with customers $ 1,955,017 January 1 to September 30, 2023 Revenue from contracts with customers $ 5,318,498 |
July 1 to September 30, 2022 $ 2,068,331 January 1 to September 30, 2022 |
|---|---|
$ 5,770,144 |
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:
| July 1 to September 30, 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 July 1 to September 30, 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 January 1 to September 30, 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 |
Photomask and semiconductor segment $ 1,918,779 $ 1,669,794 248,985 $ 1,918,779 Photomask and semiconductor segment $ 2,058,101 $ 1,890,848 167,253 $ 2,058,101 Photomask and semiconductor segment $ 5,241,575 $ 4,755,314 486,261 |
Medical segment $ 36,238 $ 36,238 - |
Total $ 1,955,017 $ 1,706,032 248,985 $ 1,955,017 Total $ 2,068,331 $ 1,901,078 167,253 $ 2,068,331 Total $ 5,318,498 $ 4,832,237 486,261 |
|---|---|---|---|
| $ 36,238 Medical segment $ 10,230 $ 10,230 - |
|||
| $ 10,230 Medical segment $ 76,923 $ 76,923 - |
49
| January 1 to September 30, 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 |
$ 5,241,575 Photomask and semiconductor segment $ 5,739,475 $ 5,104,509 634,966 $ 5,739,475 |
$ 76,923 Medical segment $ 30,669 $ 30,669 - |
$ 5,318,498 Total $ 5,770,144 $ 5,135,178 634,966 |
|---|---|---|---|
| $ 30,669 | $ 5,770,144 |
-
Contract Asset and Contract Liability
-
(1) The Group has recognized the following revenue-related contract assets and contract liabilities:
| Contract Assets Contract Liabilities |
September 30, 2023 $ 91,502 $ 181,774 |
December 31, 2022 $ 140,231 $ 232,778 |
September 30, 2022 $ 136,481 $ 334,526 |
January 1, 2022 |
|---|---|---|---|---|
$ 155,763 $ 179,315 |
- (2) Contract liabilities at the beginning of the period recognized as revenue of the period:
| Opening balance of contract liabilities recognized in the current period Opening balance of contract liabilities recognized in the current period |
July 1 to September 30, 2023 $ 2,252 January 1 to September 30, 2023 |
July 1 to September 30, 2022 $ 9,158 January 1 to September 30, 2022 |
|---|---|---|
$ 231,824 |
$ 164,824 |
(XXIII) Interest income
| July 1 to September 30, 2023 Interest from bank deposits $ 7,300 Interest income from financial assets measured at amortized cost 2,259 Other interest incomes 39 $ 9,598 |
July 1 to September 30, 2022 |
|---|---|
$ 3,146 402 - $ 3,548 |
50
| (XXIV) (XXV) |
Interest from bank deposits Interest income from financial assets measured at amortized cost Other interest incomes Other Incomes Rental income Dividend income Other income - Others Rental income Dividend income Subsidy income Other income - Others Other Gains and Losses Gain (loss) on disposal of property, plant and equipment Gains on disposal of intangible assets Loss on disposal of investments Gains on foreign exchange Loss on financial assets and liabilities measured at fair value through profit or loss Other losses -- Depreciation of investment properties Other Gains and Losses |
January 1 to September 30, 2023 $ 24,017 6,205 109 $ 30,331 July 1 to September 30, 2023 5,162 - 1,625 $ 6,787 January 1 to September 30, 2023 $ 15,480 94,064 5,341 11,905 $ 126,790 July 1 to September 30, 2023 $ 800 58,270 - 20,626 ( 216,215) ( 848) 339 ($ 137,028) |
January 1 to September 30, 2023 $ 24,017 6,205 109 $ 30,331 July 1 to September 30, 2023 5,162 - 1,625 $ 6,787 January 1 to September 30, 2023 $ 15,480 94,064 5,341 11,905 $ 126,790 July 1 to September 30, 2023 $ 800 58,270 - 20,626 ( 216,215) ( 848) 339 ($ 137,028) |
January 1 to September 30, 2022 $ 6,765 468 - $ 7,233 July 1 to September 30, 2022 $ 4,799 46,500 10,905 $ 62,204 January 1 to September 30, 2022 $ 14,472 194,598 - 33,940 $ 243,010 July 1 to September 30, 2022 ($ 25) - ( 86,361) 87,058 220,138 ( 817) 213 $ 220,206 |
|---|---|---|---|---|
($ ( ( |
||||
| ($ 137,028) |
51
| Disposal of interests in property, plant and equipment Gains on disposal of intangible assets Gain (loss) on disposal of investment Gains on foreign exchange Loss on financial assets and liabilities measured at fair value through profit or loss Other losses -- Depreciation of investment properties Other Gains and Losses |
January 1 to September 30, 2023 $ 1,201 58,270 101,102 35,655 ( 310,070) ( 2,513) 530 ($ 115,825) |
January 1 to September 30, 2022 $ 5,917 - ( 135,269) 140,389 ( 1,052,363) ( 2,451) ( 17,111) ($ 1,060,888) |
|---|---|---|
(XXVI) Financial Costs
| Interest Expenses: Bank and other borrowings Convertible bonds Lease liabilities Interest Expenses: Bank and other borrowings Convertible bonds Lease liabilities |
July 1 to September 30, 2023 $ 58,077 21,650 1,493 $ 81,220 January 1 to September 30, 2023 $ 175,153 30,686 5,509 $ 211,348 |
July 1 to September 30, 2022 |
|---|---|---|
$ 43,874 4,513 1,781 $ 50,168 January 1 to September 30, 2022 $ 107,554 13,502 5,288 $ 126,344 |
52
(XXVII) Expenses by nature
| Employee benefits expenditure Depreciation Amortization Employee benefits expenditure Depreciation Amortization |
July 1 to September 30, 2023 July 1 to September 30, 2022 $ 337,212 $ 316,899 258,657 192,600 13,486 14,958 January 1 to September 30, 2023 January 1 to September 30, 2022 |
|---|---|
$ 964,165 $ 775,297 668,037 393,447 38,664 35,264 |
(XXVIII) Employee benefits expenditure
| Payroll expenses Labor and health insurance fees Pension expense Other personnel expenses Payroll expenses Share-based payment Labor and health insurance fees Pension expense Other personnel expenses |
July 1 to September 30, 2023 $ 282,254 26,488 13,770 14,700 $ 337,212 January 1 to September 30, 2023 |
July 1 to September 30, 2022 $ 269,289 22,659 9,138 15,813 $ 316,899 January 1 to September 30, 2022 |
|---|---|---|
$ 812,218 - 69,998 39,657 42,292 $ 964,165 |
$ 636,211 19,061 55,364 25,951 38,710 $ 775,297 |
-
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 periods between July 1 and September 30 of 2023 and 2022, and January 1 and September 30 of 2023 and 2022, employees' remuneration was accrued at $20,000, $2,475, $80,000, and $2,475, respectively, and director remunerations were accrued at $3,000, $492, $12,000 and $492, respectively. The abovementioned amounts were listed as payroll expenses.
The remuneration of employees and directors for January 1 to September 30, 2023 and
53
2022 were estimated in accordance with the Articles of Incorporation taking into account the annual profit.
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
1. Income tax expense
Components of income tax expense:
| Current tax: Current tax on profits for the year Underestimation (overestimation) of income tax in previous years Total current tax Deferred income tax: Origination and reversal of temporary differences Total Deferred Income Tax Income Tax Expense Current tax: Current tax on profits for the year Underestimation (overestimation) of income tax in previous years Total current tax Deferred income tax: Origination and reversal of temporary differences Total Deferred Income Tax Income Tax Expense |
July 1 to September 30, 2023 July 1 to September 30, 2022 $ 63,808 $ 35,272 - ( 16,346) 63,808 18,926 960 ( 32,687) 960 ( 32,687) $ 64,768 ($ 13,761) January 1 to September 30, 2023 January 1 to September 30, 2022 |
July 1 to September 30, 2023 July 1 to September 30, 2022 $ 63,808 $ 35,272 - ( 16,346) 63,808 18,926 960 ( 32,687) 960 ( 32,687) $ 64,768 ($ 13,761) January 1 to September 30, 2023 January 1 to September 30, 2022 |
|---|---|---|
$ 157,829 64,455 222,284 7,775 7,775 $ 230,059 |
$ 120,909 ( 16,346) 104,563 16,017 16,017 $ 120,580 |
- The Company’s income tax returns through 2021 have been assessed and approved by the tax authority.
54
(XXX) Earnings (loss) per share
July 1 to September 30, 2023
Weighted average 0.00% share outstanding Amount after tax (thousand shares) Loss per share (NTD) Basic/diluted loss per share Net loss attributable to ordinary shareholders of the parent ($ 85,519) 212,735 ($ 0.40)
55
July 1 to September 30, 2022
| July 1 to September 30, 2022 | |
|---|---|
| Weighted average share outstanding (thousand shares) 0.00% Amount after tax Earnings per share Profit attributable to ordinary shareholders of the parent $ 599,552 204,565 Diluted Earnings per share Profit attributable to ordinary shareholders of the parent $ 599,552 204,565 Assumed conversion of all dilutive potential ordinary shares Employee remuneration - 967 Profit attributable to ordinary shareholders of the parent company plus assumed conversion of all dilutive potential ordinary shares $ 599,552 205,532 January 1 to September 30, 2023 Weighted average share outstanding (thousand shares) 0.00% Amount after tax Number of shares outstanding (thousand shares) Earnings per share Profit attributable to ordinary shareholders of the parent $ 222,875 207,886 Diluted Earnings per share Profit attributable to ordinary shareholders of the parent $ 222,875 207,886 Convertible bonds 10,507 20,335 Employee remuneration - 1,462 Profit attributable to ordinary shareholders of the parent company plus assumed conversion of all dilutive potential ordinary shares $ 233,382 229,683 January 1 to September 30, 2022 Weighted average share outstanding (thousand shares) 0.00% Amount after tax Earnings per share Profit attributable to ordinary shareholders of the parent $ 21,756 209,958 Diluted Earnings per share Profit attributable to ordinary shareholders of the parent $ 21,756 209,958 Assumed conversion of all dilutive potential ordinary shares Employee remuneration - 1,363 Profit attributable to ordinary shareholders of the parent company plus assumed conversion of all dilutive potential ordinary shares $ 21,756 211,321 |
Earnings per |
share (NTD) $ 2.93 $ 2.92 Earnings per share (in dollars) $ 1.07 $ 1.02 Earnings per |
|
share (NTD) $ 0.10 $ 0.10 |
56
The weighted average number of shares outstanding during the periods between July 1 and September 30 of 2023 and 2022 and January 1 and September 30 of 2023 and 2022 has deducted the number of shares held by the subsidiary company Youe Chung Capital deemed as the Company's treasury stock (the number of shares is based on the Company’s shareholding). Since the periods between July 1 and September 30 of 2022 were at a loss, there was no potential dilutive effect of ordinary shares and the diluted loss per share was equal to the basic loss per share.
(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:
| 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 Notes Receivables Accounts Receivables Inventories Prepayments Other Current Assets Property, plant and equipment Deferred Income Tax Assets Right-of-use Asset Other Non-Current Assets Short-term Loans Contract Liabilities Notes Payable Accounts Payable Lease liabilities Other Payables Other Current Liabilities Long-term borrowings Deferred Income Tax Liabilities Total identifiable net assets Goodwill |
March 1, 2023 $ 178,500 58,775 237,275 189,429 84 2,297 35,488 2,543 1,951 42,954 5,678 3,148 29,081 ( 99,154) ( 8,649) ( 3,869) ( 17,157) ( 3,148) ( 7,496) ( 568) ( 31,140) ( 412) 141,060 $ 96,215 |
|---|---|
57
-
(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 $13,773 and ($24,547), respectively. If it is assumed that Pilot Battery Co.,Ltd. has been consolidated since January 1, 2023, the Group's operating revenue and profit before tax in 2023Q3 would have been NT$5,323,566 and NT$300,046, 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.
-
(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:
| 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
58
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 $214,074 and ($19,028), respectively. If Moment Semiconductor, Inc. had been included in the Group since January 1, 2023, the Group's 2023Q3 operating income and net income before tax would have been $5,366,496 and $296,977, respectively.
-
The Group invested $121,372 on May 1, 2023 to acquire 100% equity of One Test Systems and obtain control over One Test Systems.
-
(1) The fair value of the assets acquired and liabilities assumed from One Test Systems 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:
| 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 Other Payables Total identifiable net assets Goodwill |
May 1, 2023 $ 121,372 - |
|---|---|
| 121,372 | |
9,331 ( 9,331) - |
|
| $ 121,372 |
-
(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 the Group merged with One Test Systems on May 1, 2023, One Test Systems contributed operating revenue and net loss before tax of $0 and ($42), respectively. If One Test Systems had been included in the Group since January 1, 2023, the Group's 2023Q3 operating income and net income before tax would have been $5,318,498 and $308,250, respectively.
59
(XXXII) Supplemental cash flow information
Investing activities with partial cash payments:
| Purchase of property, plant and equipment Add: Prepayments for equipment at the end of the period Beginning balance of payable on equipment Less: Prepayments for equipment at the beginning of the period Ending balance of payable on equipment Cash paid during the year |
January 1 to September 30, 2023 $ 3,556,123 807,691 111,919 ( 1,293,001) ( 313,026) $ 2,869,706 |
January 1 to September 30, 2022 |
|---|---|---|
$ 1,484,530 1,293,744 85,822 ( 671,105) ( 102,991) $ 2,090,000 |
(XXXIII) Changes in liabilities arising from financing activities
| January 1, 2023 Change in cash flow from financing activities Interest Incomes Interest Paid Other Non-Cash Transactions September 30, 2023 |
Short-term Loans Corporate bonds payable $ 4,624,525 $ 2,609,044 1,239,779 298,885 - 30,686 - ( 9,000) 101,348 ( 8,097) $ 5,965,652 $ 2,921,518 |
Long-term borrowings (including current portion) |
Lease liabilities |
Guarantee Deposits Received |
Total liabilities |
|---|---|---|---|---|---|
arising from financing activities $11,607,439 2,183,386 36,195 ( 14,509) 142,489 $13,955,000 |
|||||
| $ 4,624,525 1,239,779 - - 101,348 $ 5,965,652 |
$ 3,779,447 670,803 - - ( 477) $ 4,449,773 |
$ 559,669 ( 38,303) 5,509 ( 5,509) 49,715 $ 571,081 |
$ 34,754 12,222 - - - $ 46,976 |
| January 1, 2022 Change in cash flow from financing activities Interest Incomes Interest Paid Other Non-Cash Transactions September 30, 2022 |
Short-term Loans Corporate bonds payable $ 4,376,766 $ 1,657,049 2,006,940 498,484 - 13,502 - - - 1,516 $ 6,383,706 $ 2,170,551 |
Corporate bonds | Long-term borrowings (including current portion) |
Lease liabilities |
Guarantee Deposits Received |
Total liabilities |
|---|---|---|---|---|---|---|
arising from financing activities $ 9,418,563 2,697,648 18,790 ( 5,288) ( 22,875) $12,106,838 |
||||||
| $ 4,376,766 2,006,940 - - - $ 6,383,706 |
$ 2,722,199 221,051 - - - $ 2,943,250 |
$ 655,641 ( 60,083) 5,288 ( 5,288) ( 24,391) $ 571,167 |
$ 6,908 31,256 - - - $ 38,164 |
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VII. Related Party Transactions
- (I) Related parties' names and relationship
Name of the related parties Relationship with the Group Advagene Biopharma Co., Ltd. Affiliates Weida Hi-Tech Co., Ltd. Affiliates Image Match Design Inc. Other related party (Note 1) BKS Tec Corp. Other related party Pilot Battery Co., Ltd. Other related party (Note 2) Ontario Capital Co., Ltd. Other related party Taiwan Mask Charity Foundation Other related party
-
Note 1: Image Match Design Inc. re-elected it directors on June 1, 2023. Youe Chung Capital Corporation is no longer a director of the company, and the company is not a related party of the Group.
-
This company is no longer a director of the Company, and this company is no longer a related party of the Group.
-
Note 2: 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.
61
(II) Significant transactions with the related parties
1. Operating revenue
| Product sales: Affiliates Other related party Total Product sales: Affiliates Other related party Total |
July 1 to September 30, 2023 July 1 to September 30, 2022 $ - $ 2,484 - 2,529 $- $ 5,013 January 1 to September 30, 2023 January 1 to September 30, 2022 |
July 1 to September 30, 2023 July 1 to September 30, 2022 $ - $ 2,484 - 2,529 $- $ 5,013 January 1 to September 30, 2023 January 1 to September 30, 2022 |
|---|---|---|
$ 1,336 2,397 $ 3,733 |
$ 5,944 25,513 $ 31,457 |
There are no major abnormalities in the transaction prices and payment terms of the related party compared to that of non-related parties.
2. Purchase
July 1 to September 30, 2023 July 1 to September 30, 2022
Purchase of merchandise:
Other related party $ - $ -
January 1 to September 30, 2023 January 1 to September 30, 2022
Purchase of merchandise:
Other related party
$ 74 $ -
62
3. Account receivable from related parties.
| Accounts Receivables: Affiliates Other related party Other receivables: Other related party Total |
September 30, 2023 | December 31, 2022 $ 325 2,021 - $ 2,346 |
September 30, 2022 |
|---|---|---|---|
$ - - 2 $ 2 |
$ 2,333 3,327 1,575 $ 7,235 |
4. Related-party payables
| Accounts payable: Other related party |
September 30, 2023 | December 31, 2022 $ 284 |
September 30, 2022 |
|---|---|---|---|
$- |
$- |
5. Acquisition of financial assets
-
(1) 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.
-
(2) Advagene Biopharma Co., Ltd. is an affiliate of the Group. The Group contributed NT$15,000 on September 27, 2023 to increase the capital of Advagene Biopharma Co., Ltd., Ltd. in cash and acquired 600 thousand shares.
6. Others
- (1) Deposits Received:
| Other related party Rent income: Other related party Other related party |
September 30, 2023 | September 30, 2023 | September 30, 2023 |
|---|---|---|---|
$ |
|||
$ 1,240 |
(2) Rent income:
63
-
(3) For the nine months ended September 30, 2023 and 2022, the Company's subsidiary, You Zhuan Capital Corporation, donated 900,000 and 350,000 shares of the Company's stock, totaling $12,807 and $4,980, respectively, to the Taiwan Mask Charitable Foundation.
-
(4) The Company donated $1,715 in cash to the Taiwan Mask Charity Foundation between January 1 and September 30, 2023.
-
Loaning of funds to related parties
Loans from related parties:
| Loans from related parties: | ||
|---|---|---|
| (1) Ending balance Other related party (2) Interest expenses Other related party |
September 30, 2023 September 30, 2022 $ 30,100 $- January 1 to September 30, 2023 January 1 to September 30, 2022 |
|
$ 100 |
$- |
The conditions for borrowing from related parties are that the interest is paid monthly at an annual interest rate of 2.7% after the loan is loaned, and the principal is repaid at the maturity. The borrowing period is from August 3, 2023 to December 31, 2023.
(III) Compensation of key management personnel
| Salary and short-term employee benefits Post-employment benefits Total |
July 1 to September 30, 2023 | July 1 to September 30, 2022 |
|---|---|---|
$ 31,444 54 $ 31,498 |
$ 48,385 189 $ 48,574 |
| Salary and short-term employee benefits Post-employment benefits Total |
January 1 to September 30, 2023 January 1 to September 30, 2022 |
January 1 to September 30, 2023 January 1 to September 30, 2022 |
|---|---|---|
$ 50,767 162 $ 50,929 |
$ 61,109 189 $ 61,298 |
64
VIII. Pledged Assets
Assets pledged by the Group as collateral are as follows:
| Book value Assets September 30, 2023 Demand deposit (Recognized as "Financial assets at amortized cost") $ 165,460 Time deposit (Recognized as "Financial assets at amortized cost") 679,334 Stocks of publicly traded and OTC companies (recognized as "Financial assets at fair value through profit or loss") 2,815,930 Shares of the Company (recognized as "treasury stock") (Note) 507,300 Buildings and structures (including land) 1,183,366 Machinery and equipment and equipment under acceptance 3,448,178 Real estate investment 171,347 Office equipment 1,656 Other equipment 3,543 Intangible assets 8 $ 8,976,122 |
Book value September 30, 2023 |
Book value September 30, 2023 |
Book value September 30, 2023 |
December 31, 2022 | December 31, 2022 | September 30, 2022 Purpose $ 239,589 Long- and short-term borrowings Reserve account 223,543 Short-term borrowings and Cargo Value Guarantee 3,135,744 Short-term Loans 485,955 Short-term Loans 1,864,474 Long-term borrowings 1,885,220 Long- and short-term borrowings 171,163 Long- and short-term borrowings -Long- and short-term borrowings 4,780Long- and short-term borrowings 746 Long-term borrowings $ 8,011,214 |
|---|---|---|---|---|---|---|
$ 165,460 679,334 2,815,930 507,300 1,183,366 3,448,178 171,347 1,656 3,543 8 $ 8,976,122 |
$ 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 |
|||||
Note: The cost of pledged treasury stocks was $507,300 and its fair value was $2,402,810 as of September 30, 2023.
IX. Significant Contingent Liabilities and Unrecognized Contract Commitments
(I) Contingencies
None.
65
Commitments
1. Machine equipment maintenance contracts that have been signed but not yet paid
| Machine maintenance | September 30, 2023 $ 37,176 |
December 31, 2022 |
September 30, 2022 |
|---|---|---|---|
$ 51,362 |
$ 31,757 |
2. Capital expenditures that have been signed but not yet incurred
| Property, plant and equipment | September 30, 2023 | December 31, 2022 |
September 30, 2022 |
|---|---|---|---|
$ 1,195,167 |
$ 2,065,912 |
$ 298,558 |
3. Lease agreement
Please see Note 6 (8) and (9)
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
| September 30, 2023 Financial assets Financial Assets at Fair Value Through Profit or Loss Mandatory financial assets at fair value through profit or loss $ 4,379,743 Financial assets measured at amortized cost cash and cash equivalents $ 1,740,198 Financial assets measured at amortized cost 847,794 Notes Receivables - Accounts receivable (Including related parties) 1,404,648 Other account receivable (Including related parties) 67,531 |
September 30, 2023 | December 31, 2022 $ 4,481,155 $ 1,749,957 668,067 1,361 1,503,358 13,751 |
September 30, 2022 |
|---|---|---|---|
$ 4,772,739 $ 2,064,158 499,721 4,073 1,660,083 19,204 |
66
| Refundable deposit 79,987 52,758 $ 4,140,158 $ 3,989,252 $ September 30, 2023 December 31, 2022 Financial liabilities Financial Liabilities at Fair Value Through Profit or Loss Financial liabilities mandatorily measured at fair value through profit or loss $ 9,551 $ 5,697 Financial liabilities measured at amortized cost Short-term Loans $ 5,965,652 $ 4,624,525 Notes Payable 69 81 Accounts payable (Including related parties) 404,110 417,459 Other accounts payable (Including related parties) 1,170,998 837,213 Corporate bonds payable 2,921,518 2,609,044 Long-term borrowings (including current portion) 4,449,773 3,779,447 Guarantee Deposits Received 46,976 34,754 $ 14,959,096 $ 12,302,523 Lease liabilities $ 571,081 $ 559,669 |
56,673 4,303,912 September 30, |
|
|---|---|---|
$ |
||
2022 $ 16,766 $ 6,383,706 293 519,279 733,716 2,170,551 2,943,250 38,164 $ 12,788,959 $ 571,167 |
2. 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
67
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:
| (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 JPY : NTD |
September 30, 2023 Foreign currency (in thousand) USD 46,355 CNY 57,132 JPY 159,619 USD 19,896 JPY 1,113,936 December 31, 2022 Foreign currency (in thousand) USD 67,712 CNY 30,598 JPY 47,877 USD 11,803 JPY 283,739 |
Exchange rate | Carrying amount (expressed in NTD thousands) $ 1,495,872 252,237 34,509 642,048 240,833 Carrying amount (expressed in NTD thousands) $ 2,079,436 134,876 11,127 362,470 65,941 |
|---|---|---|---|
32.270 4.415 0.216 32.270 0.216 Exchange rate |
|||
30.710 4.408 0.232 30.710 0.232 |
| September 30, 2022 (Foreign currency: functional currency) Foreign currency (in thousand) Exchange rate Financial assets Monetary items USD : NTD USD 66,789 31.750 RMB : NTD CNY 583 4.473 JPY : NTD JPY 47,690 0.220 Financial liabilities Monetary items USD : NTD USD 3,064 31.750 JPY : NTD JPY 398,273 0.220 |
September 30, 2022 | Exchange rate | Carrying amount (expressed in NTD thousands) $ 2,120,551 2,608 10,492 97,282 87,620 |
|---|---|---|---|
-
B. Total exchange gains (losses), including realized and unrealized gains from significant foreign exchange variations on monetary items held by the Group amounted to $20,626 and $87,058 for the periods between July 1 and September 30, 2023 and 2022 and $35,655 and $140,389 for the periods between January 1 and September 30, 2023 and 2022, respectively.
-
C. The analysis of foreign currency risk due to significant exchange rate fluctuation
68
is as follows:
January 1 to September 30, 2023 Sensitivity Analysis
| (Foreign currency: functional currency) Financial assets Monetary items USD : NTD RMB : NTD JPY : NTD Financial liabilities Monetary items USD : NTD JPY : NTD |
Fluctuation 1% 1% 1% 1% 1% |
Effect on profit or | Other comprehensive profit and loss affected $ - - - - - |
|---|---|---|---|
loss $ 14,959 2,522 345 ( 6,420) ( 2,408) |
|||
January 1 to September 30, 2022 Sensitivity Analysis
| (Foreign currency: functional currency) Financial assets Monetary items USD : NTD RMB : NTD JPY : NTD Financial liabilities Monetary items USD : NTD JPY : NTD |
Fluctuation 1% 1% 1% 1% 1% |
Effect on profit or | Other comprehensive profit and loss affected $ - - - - - |
|---|---|---|---|
loss $ 21,206 26 105 ( 973) ( 876) |
|||
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
69
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 six months ended September 30, 2023, and 2022, would have increased/decreased by $26,278 and $28,636, respectively; other comprehensive income classified as equity investment at fair value through other comprehensive income would have both increased/decreased by $0.
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 six months ended September 30 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 six months ended September 30, 2023, and 2022, would have increased/decreased by $15,623 and $13,990, 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:
70
-
(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.
-
(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 September 30, 2023, December 31, 2022 and September 30, 2022 is as follows.
| Not past due September 30, 2023 Expected loss rate 0.01% Total book value $ 1,079,084 Loss allowance - Not past due December 31, 2022 Expected loss rate 0.01~1% Total book value $ 1,188,466 Loss allowance - |
Not past due | Up to 30 days 0.07~13.25% $ 253,046 - Up to 30 days 0.05~1.95% $ 224,106 ( 619) |
31-90 days | 91-180 days | More than 181 days past due Total 60.08~100% $ 21,517 $ 1,431,338 ( 20,640) ( 26,690) More than 181 days past due Total 56.58~100% $ 11,591 $ 1,523,955 ( 10,319) ( 20,597) |
|---|---|---|---|---|---|
0.23~56.98% $ 64,455 ( 2,183) 31-90 days 1.85%~5.53% $ 85,210 ( 2,267) |
1.55~79.96% $ 13,236 ( 3,867) 91-180 days |
||||
5.23~17.66% $ 14,582 ( 7,392) |
71
| Not past due September 30, 2022 Expected loss rate 0.01~1% Total book value $ 1,363,436 Loss allowance - |
Not past due | Up to 30 days 0.05~1.95% $ 210,934 ( 611) |
31-90 days 1.88~5.70% $ 79,714 ( 4,344) |
91-180 days | More than 181 days past due Total 57.71~100% $ 14,633 $ 1,676,504 ( 11,021) ( 16,421) |
|---|---|---|---|---|---|
5.24~18.19% $ 7,787 ( 445) |
- I. The Group adopts a simplified method in which the loss allowance for the accounts receivable is shown as follows:
| January 1 Recognize impairment loss Impact from exchange rate September 30 January 1 Recognize impairment loss September 30 |
2023 Accounts Receivables |
|---|---|
| $ 20,597 6,492 ( 399) $ 26,690 2022 Accounts Receivables $ 10,039 6,382 $ 16,421 |
(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 (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 $2,587,662, $2,417,912 and $2,564,005, respectively, held by the Group as of September 30, 2023, December 31, 2022, and September 30, 2022 are expected to generate immediate cash flows to manage liquidity risks.
-
C. The Group's unutilized borrowings are shown as follows:
| Floating rate | September 30, 2023 |
December 31, 2022 |
September 30, |
|---|---|---|---|
2022 |
72
| Short-term credit limits Medium to long- term credit limits Fixed rate Short-term credit limits |
$ 1,456,555 550,000 8,420 |
$ 645,878 $ 951,000 60,014 45,000 11,045 - |
|---|---|---|
$ 2,014,975 |
$ 716,937 $ 996,000 |
- 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 date. The amounts disclosed in the table are the contractual undiscounted cash flows.
Non-derivative financial liabilities:
| Within 1 year 1 to 2 years September 30, 2023 Non-derivative financial liabilities: Short-term Loans $ 6,058,804 $ - Notes Payable 69 - Accounts payable (Including related parties) 404,110 - Other accounts payable (Including related parties) 1,170,998 - Lease liabilities 43,908 36,165 Corporate bonds payable 25,400 25,400 Long-term borrowings (including current portion) 1,032,190 1,327,069 Guarantee Deposits Received - 46,976 Within 1 year 1 to 2 years December 31, 2022 Non-derivative financial liabilities: Short-term Loans $ 4,702,123 $ - Notes Payable 81 - Accounts payable (Including related parties) 417,459 - Other accounts payable (Including related parties) 837,213 - Lease liabilities 38,246 78,734 Corporate bonds payable - - Long-term borrowings (including current portion) 680,126 919,483 Guarantee Deposits Received - 34,754 |
2 to 5 years $ - - - - 97,275 3,042,800 1,899,875 - 2 to 5 years $ - - - - 224,177 2,696,140 352,448 - |
Over 5 years $ - - - - 453,812 - 501,294 - Over 5 years $ - - - - 221,011 - 217,645 - |
|---|---|---|
73
| Within 1 year 1 to 2 years September 30, 2022 Non-derivative financial liabilities: Short-term Loans $ 6,391,232 $ - Notes Payable 293 - Accounts Payable 519,279 - Other accounts payable (Including related parties) 733,716 - Lease liabilities 38,189 35,820 Corporate bonds payable - - Long-term borrowings (including current portion) 2,181,551 419,608 Guarantee Deposits Received - - |
2 to 5 years $ - - - - 79,376 2,241,300 1,451,447 38,163 |
Over 5 years |
|---|---|---|
$ - - - - 421,104 - 78,589 - |
(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 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:
74
| September 30, 2023 Level 1 Assets Recurring fair value measurements Financial Liabilities at Fair Value Through Profit or Loss Equity securities $ 4,233,338 Beneficiary certificates 500 $ 4,233,838 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 Liabilities 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 $- |
September 30, 2023 Level 1 Assets Recurring fair value measurements Financial Liabilities at Fair Value Through Profit or Loss Equity securities $ 4,233,338 Beneficiary certificates 500 $ 4,233,838 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 Liabilities 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 $- |
Level 2 $ 86,500 - $ 86,500 $- Level 2 $ 79,300 - |
Level 3 $ 59,405 - $ 59,405 $ 9,551 Level 3 $ 56,871 - |
Total $ 4,379,243 500 $ 4,379,743 $ 9,551 Total $ 4,480,655 500 |
|||
|---|---|---|---|---|---|---|---|
| $ 4,344,984 | $ 79,300 | $ 56,871 | $ 4,481,155 $ 5,697 |
||||
$- |
$- |
$ 5,697 |
|||||
75
| September 30, 2022 Assets Recurring fair value measurements Financial Liabilities at Fair Value Through Profit or Loss Equity securities Beneficiary certificates Liabilities Recurring fair value measurements Financial Liabilities at Fair Value Through Profit or Loss Convertible bond call/put options |
Level 1 $ 4,627,760 500 |
Level 2 $ 79,200 - |
Level 3 $ 65,279 - |
Total $ 4,772,239 500 $ 4,772,739 $ 16,776 |
|---|---|---|---|---|
| $ 4,628,260 $- |
$ 79,200 $- |
$ 65,279 $ 16,776 |
-
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:
Shares of listed and OTC company Open-end funds Market price Closing price Net Value
-
(2) Except for the abovementioned financial instruments with active markets, the fair value of the remaining financial instruments is obtained using valuation techniques. 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 nine months ended September 30, 2023 and 2022, there was no transfer between level 1 and level 2.
-
For the six months ended September 30, 2023, and 2022, the following chart is the
76
movement of Level 3:
| January 1, 2023 Acquisition cost of the period Recognized in profit or loss of the period Impact from exchange rate September 30, 2023 January 1, 2022 Acquisition cost of the period Recognized in profit or loss of the period Return of capital by investee company Impact from exchange rate September 30, 2022 |
Equity securities $ 51,174 2,500 ( 3,854) 34 $ 49,854 Equity securities $ 57,622 12,500 ( 21,776) ( 463 ) 620 |
|---|---|
| $ 48,503 |
- 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:
| September 30, 2023 Non-derivative equity/liability instruments: Shares of non- listed and non- OTC company Convertible bond call/put options |
Fair value $ 59,405 ( 9,551) |
Valuation technique Significant unobservable inputs Net asset value method Net asset value Convertible bond evaluation model Stock price volatility |
Range (weighted average) - 40.96% |
Relationship between inputs and fair value The higher the net asset value, the higher the fair value The higher the stock price volatility, the higher the fair value |
|---|---|---|---|---|
77
December 31, 2022
| Non-derivative equity/liability instruments: Shares of non- listed and non- OTC company Convertible bond call/put options September 30, 2022 Non-derivative equity/liability instruments: Shares of non- listed and non- OTC company Convertible bond call/put options |
Fair value $ 56,871 ( 5,697) Fair value $ 65,279 ( 16,776) |
Valuation technique Significant unobservable inputs Net asset value method Net asset value Convertible bond evaluation model Stock price volatility Valuation technique Significant unobservable inputs Net asset value method Net asset value Convertible bond evaluation model Stock price volatility |
Range (weighted average) - 50.65% Range (weighted average) - 49.24% |
Relationship between inputs and fair value The higher the net asset value, the higher the fair value The higher the stock price volatility, the higher the fair value Relationship between inputs and fair value The higher the net asset value, the higher the fair value The higher the stock price volatility, 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:
| Financial assets Equity instruments Debt Total |
Inputs Changes Net asset value ± 1% Stock price volatility± 1% |
Changes | September 30, Recognized in Favorable changes $ 594 20 $ 614 |
2023 profit or loss Adverse changes ($ 594) ( 20) ($ 614) |
Recognized in other comprehensive | Recognized in other comprehensive |
|---|---|---|---|---|---|---|
income Favorable changes $ - - $- |
Adverse changes $ - - $- |
78
| Financial assets Equity instruments Debt Total |
Inputs Changes Net asset value ± 1% Stock price volatility± 1% |
Changes | December 31, 2022 Recognized in profit or loss Favorable changes Adverse changes $ 569 ($ 569) 20 ( 20) $ 589 ($ 589) |
Recognized in other comprehensive | Recognized in other comprehensive |
|---|---|---|---|---|---|
Recognized in |
|||||
income Favorable changes $ - - $- |
Adverse changes $ - - $- |
||||
Favorable changes $ 569 20 $ 589 |
September 30, 2022
| September 30, | 2022 | |||||
|---|---|---|---|---|---|---|
| Financial assets Equity instruments Debt Total |
Inputs Changes Net asset value ± 1% Stock price volatility± 1% |
Changes | Recognized in | profit or loss Adverse changes ($ 653) ( 40) ($ 693) |
Recognized in other comprehensive | |
income Favorable changes $ - - $- |
Adverse changes $ - - $- |
|||||
Favorable changes $ 653 20 $ 673 |
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 III.
.
- Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital: Please refer to Table IV.
:Not applicable.
-
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.
79
(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.
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 September 30, 2023:
80
| 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 $ 5,318,498 ($ 255,123) $ 302,387 ($ 668,037) ($ 38,664) ($ 211,348) $ 30,331 ($ 62,009) $ 20,747,740 |
|---|---|---|---|
$ 76,923 $- ($ 141,203) ($ 21,194) ($ 6,665) ($ 12,376) $ 124 $- $ 870,920 |
|||
$ 5,241,575 ($ 255,123) $ 443,590 ($ 646,843) ($ 31,999) ($ 198,972) $ 30,207 ($ 62,009) $ 19,876,820 |
January 1 to September 30, 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 $ 5,770,144 ($ 104,710) ($ 37,055) ($ 393,447) ($ 35,264) ($ 126,344) $ 7,233 |
|---|---|---|---|
$ 30,669 $- ($ 84,086) ($ 5,285) ($ 413) $ 2,675 $ 5 $- $ 386,356 |
|||
$ 5,739,475 ($ 104,710) $ 47,031 ($ 388,162) ($ 34,851) ($ 129,019) $ 7,228 ($ 46,801) $ 17,377,621 |
|||
($ 46,801) $ 17,763,977 |
(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.
81
Taiwan Mask Corporation and Subsidiaries
Loans to Others
January 1 to September 30, 2023:
| No. (Note 1) Table 1 |
Companythat lent | Borrowing party | General ledger account Related party? |
Maximum Balance for the Period |
Endingbalance | Amount Actually Drawn |
Range of interest rate |
Nature of loan | Amount of transaction with borrower |
Reason for short-term financing |
ou t o recognized impairment loss |
Colla |
teral | Limit on loans granted to a single |
Unit: NT$ (Unless otherwise Ceiling on total loangranted |
Note Thousand specified) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Value | |||||||||||||||
| 1 2 3 3 3 4 |
ADL Energy Corp Miracle Technology CO., LTD. Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Pilot Battery Co., Ltd. |
Aptos Technology INC. Other Receivables - Related Parties Y Aptos Technology INC. Other Receivables - Related Parties Y Aptos Technology INC. Other Receivables - Related Parties Y Xsense Technology CorpOther Receivables - Related Parties Y Innova Vision INC. Other Receivables - Related Parties Y Xsense Technology CorpOther Receivables - Related Parties Y |
10,000 $ 170,000 370,000 270,000 90,000 50,000 |
- $ 170,000 320,000 270,000 90,000 50,000 |
- $ 170,000 270,000 270,000 90,000 50,000 |
2.7% 2.7% 2.7% 2.7% 2.7% 2.7% |
Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing |
- - - - - - |
Business operations Working Capital Turnover Working Capital Turnover Working Capital Turnover Working Capital Turnover Working Capital Turnover |
- Promissory not - Promissory not - Promissory not - Promissory not - Promissory not - Promissory not |
e e 170,000 e 270,000 e 270,000 e 90,000 e 50,000 |
19,166 $ 178,271 1,328,676 1,328,676 1,328,676 53,286 |
23,957 $ 178,271 1,328,676 1,328,676 1,328,676 53,286 |
Note 3 Note 4 Note 6 Note 6 Note 6 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: 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) If there is a need for short-term financing between companies or inter-institutions, the loan amount to each borrower shall not exceed 40% of the Company's net worth. (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 loan should be specified. However, the total amount of funds to be loaned and the limits for individual borrowers should be set, and the period for which funds should be loaned should be clearly defined. 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) If there is a need for short-term financing between companies or inter-institutions, the loan amount to each borrower shall not exceed 40% of the Company's net worth. (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) If there is a need for short-term financing between companies or inter-institutions, the loan amount to each borrower shall not exceed 40% of the Company's net worth.
Taiwan Mask Corp. 管制 Security C
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) If there is a need for short-term financing between companies or inter-institutions, the loan amount to each borrower shall not exceed 40% of the Company's net worth. 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.
Taiwan Mask Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries
Endorsements and Guarantees to Others
January 1 to September 30, 2023:
| No. (Note 1) Endorser/guarantor 0 Taiwan Mask Corporation 1 ADL Energy Corp 2 Miko-China Enterprise (Shanghai) Co., Ltd. . 3 Miracle Technology CO., LTD. 3 Miracle Technology CO., LTD. 4 Pilot Battery Co., Ltd. Table 2 |
Guaranteed Party | (Note 3,4,5,6) endorsement and guarantee for a single enterprise |
Maximum Balance of Endorsement/Guar antee for the Period |
Ending Balance of Endorsement/Guar antee |
Amount ActuallyDrawn |
Amount of Endorsement /Guarantee |
Ratio of Accumulated Endorsement/Guaran |
(Note 3,4,5,6) Maximum Endorsement/Guarante e Amount Allowable |
provided by parent |
Guarantee (Unless provided by parent |
Note N Note 3 N Note 4 N Note 5 N Note 6 N Note 6 N Note 7 otherwise specified) Unit: NT$Thousand Guarantee Provided by |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Relationship Name of Company (Note 2) |
|||||||||||
| Miracle Technology CO., LTD. 2 Aptos Technology INC. 3 Miracle Technology CO., LTD. 3 Xsense Technology Corporation (B.V.I.) Taiwan Branch 1 Aptos Technology INC. 1 ADL Energy Corp 1 |
229,550 $ 14,374 387,113 178,271 178,271 53,286 |
225,890 $ 19,500 226,695 150,000 20,000 50,000 |
225,890 $ - 225,165 150,000 20,000 50,000 |
- $ - 225,165 150,000 20,000 50,000 |
- $ - 225,165 150,000 20,000 50,000 |
4.65% 0.00% 58.17% 33.66% 4.49% 37.53% |
1,942,610 $ 14,374 387,113 178,271 178,271 53,286 |
Y N N N N N |
N Y Y N N N |
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 subsidiary, more than 50% of the common stock equity of a company, it may endorse up to its net value.
-
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.
Taiwan Mask Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)
September 30, 2023
Table 3
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 341,440 $ 775,469 74,000 12,500 256,736 931,977 2,415,039 1,352,446 575,270 3,213 10,000 5,000 20,000 - - - 500 21,192 |
|
|---|---|---|---|---|---|---|---|
| Number of shares | Book value | Ownership | |||||
| None None None None None None Parent company None None None The Company is a director of that company None None None None None None None |
341,440 $ 775,469 74,000 12,500 256,736 931,977 2,415,039 1,352,446 575,270 3,213 10,000 5,000 20,000 - - - 500 21,192 |
0.06% 7.17% 4.61% 2.69% 0.05% 19.92% 13.97% 12.50% 19.99% 3.17% 10.00% - - 8.08% 3.13% 12.27% - 0.31% |
Taiwan Mask Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries
Significant inter-company transactions during the reporting periods
January 1 to September 30, 2023
Table 4
Unit: NT$Thousand (Unless otherwise specified)
Status of transaction
| No. (Note 1) |
Name of the counterparty | Counterparty | Relationshipwith the | General ledger account | Amount | Transaction terms | Percentage of consolidated total (Note 3) |
|---|---|---|---|---|---|---|---|
| 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 1 1 1 2 3 |
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 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. Miracle Technology CO., LTD. Miracle Technology CO., LTD. Miko-China Enterprise (Shanghai) Co., Ltd. Sichuan Miracle Power Technology Co., Ltd. |
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 Miracle Technology CO., LTD. Aptos Technology INC. Innova Vision INC. Aptos Technology INC. Aptos Technology INC. Xsense Technology Corporation (B.V.I.) Taiwan Branch Xsense Technology Corporation (B.V.I.) Taiwan Branch Miracle International Enterprise(Shanghai) Co., Ltd. Miracle International Enterprise(Shanghai) Co., Ltd. Sichuan Miracle Power Technology Co., Ltd. Aptos Technology INC. Miracle Technology CO., LTD. Miko-China Enterprise (Shanghai) Co., Ltd. |
1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 3 3 3 3 3 3 3 3 3 3 |
Sales Endorsement and guarantee Accounts Receivables Rental income Sales Accounts Receivables Rental income Other Receivables Rental income Other Receivables Rental income Other Receivables Other Incomes Other Incomes Other Incomes Other receivables (loans of funds) Interest income Endorsement and guarantee Sales Sales Accounts Receivables Sales Endorsement and guarantee Endorsement and guarantee Sales |
10,049 225,890 5,893 1,989 13,249 1,914 39,651 36,803 11,909 23,210 36,536 27,019 1,816 1,891 1,877 170,000 3,433 150,000 2,033 46,437 1,104 2,514 20,000 225,165 5,932 |
Net 60 Same with other customers Net 60 Same with other customers 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 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 60 Net 30 Net 30 Net 60 Same with other customers Same with other customers Net 30 |
0.19% 1.09% 0.03% 0.04% 0.25% 0.01% 0.75% 0.18% 0.22% 0.11% 0.69% 0.13% 0.03% 0.04% 0.04% 0.82% 0.06% 0.72% 0.04% 0.87% 0.01% 0.05% 0.10% 1.09% 0.11% |
Taiwan Mask Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries
Significant inter-company transactions during the reporting periods
January 1 to September 30, 2023
Table 4
Unit: NT$Thousand (Unless otherwise specified)
Status of transaction
| No. (Note 1) |
Name of the counterparty | Counterparty | Relationshipwith the | General ledger account | Amount | Transaction terms | Percentage of consolidated total (Note 3) |
|---|---|---|---|---|---|---|---|
| 4 4 4 4 4 4 5 5 5 6 7 7 8 8 9 9 10 10 |
Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Youe Chung Capital Corporation Aptos Technology INC. Aptos Technology INC. Aptos Technology INC. ADL Energy Corp Innova Vision INC. Innova Vision INC. Pilot Battery Co., Ltd. Pilot Battery Co., Ltd. Digital-Can Tech. Co., Ltd. Digital-Can Tech. Co., Ltd. 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 Xsense Technology Corporation (B.V.I.) Taiwan Branch Innova Vision INC. Innova Vision INC. Moment Semiconductor, Inc. Moment Semiconductor, Inc. Xsense Technology Corporation (B.V.I.) Taiwan Branch Taiwan Mask Corporation iPro Vision Inc. iPro Vision Inc. Xsense Technology Corporation (B.V.I.) Taiwan Branch ADL Energy Corp Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation |
3 3 3 3 3 3 3 3 3 2 3 3 3 3 2 2 2 2 |
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 Receipt and payment at an agreed time Net 60 Net 60 Net 60 Net 60 Net 60 Receipt and payment at an agreed time Receipt and payment at an agreed time Receipt and payment at an agreed time Net 60 Net 60 Receipt and payment at an agreed time Receipt and payment at an agreed time |
1.30% 0.10% 1.30% 0.10% 0.43% 0.03% 0.21% 0.01% 0.01% 0.21% 0.40% 0.15% 0.24% 0.24% 2.41% 0.01% 0.17% 0.02% |
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$1 million will be disclosed, and transactions with related parties will not be disclosed separately.
Taiwan Mask Corp. 管制 Security C
Table 5
Taiwan Mask Corporation and Subsidiaries
Names, locations and other information of investee companies (not including investees in China)
January 1 to September 30, 2023
Unit: NT$Thousand (Unless otherwise specified)
| Name of Investor | Investee | Location | Main business activities | Initial invest | ment amount | Shares hel | d at the end of | theperiod | Profit (loss) of the investee for the current period |
Investment profit (loss) recognized for the currentperiod |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance at the end ofperiod |
End of the previousyear |
Number of shares | Ownership | Book value | |||||||
| Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation Taiwan Mask Corporation 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 Aptos Technology INC. Aptos Technology INC. Aptos Technology INC. ADL Energy Corp Miracle Technology CO., LTD. Jing Hao Investment Co., Ltd. Innova Vision INC. Innova Vision INC. Innova Vision INC. Innova Vision (B.V.I) Inc. |
SunnyLake Park International Holdings, Inc. Youe Chung Capital Corporation Advagene Biopharma Co., Ltd. Miracle Technology CO., LTD. Weida Hi-Tech Co., Ltd. Innova Vision INC. ONE TEST SYSTEMS Advagene Biopharma Co., Ltd. Xsense Technology Corporation Xsense Technology Corporation (B.V.I.) Taiwan Branch Aptos Technology INC. Innova Vision INC. Digital-Can Tech. Co., Ltd. Pilot Battery Co., Ltd. Moment Semiconductor, Inc. ADL Energy Corp New Sunrise Limited ONE TEST SYSTEMS Aptos Global Holding Corp. Jing Hao Investment Co., Ltd. Miko Technology Co., Ltd Innova Technology Innova Vision (B.V.I) Inc. iPro Vision Inc. iPro Vision Inc. |
British Virgin Islands Taiwan Taiwan Taiwan Taiwan Taiwan United States Taiwan British Virgin I l d Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Samoa United States Seychelles Taiwan Hong Kong Taiwan British Virgin I l d Japan Japan |
Re-investment Re-investment Medical, R&D, manufacturing Electronics components manufacturing, electronics materials Display panel control chip and other module’s research, design, development, manufacturing and sales Manufacturing, retail, wholesale and international trade of medical Research, development and design of test equipment and related components Medical, R&D, manufacturing Precious metal coating Precious metal coating Design, packaging and testing of NAND flash memory, solid state drives and the related products Manufacturing, retail, wholesale and international trade of medical 3D Printing and Plastic Mold Design Electronic parts and components and energy technical services Retail and wholesale of memory Electronic parts and components and energy technical services Re-investment Research, development and design of test equipment and related components Re-investment Re-investment Electronics components manufacturing, electronics materials and precision equipment distribution and power component design Sales of contact lens Re-investment Sales of contact lens Sales of contact lens |
103,045 $ 1,260,000 165,691 252,651 293,371 578,321 121,372 75,021 325,965 - 434,692 151,533 139,072 178,500 40,000 413,050 - - 29,795 10,012 37 64,650 60,157 84,204 56,420 |
103,045 $ 1,260,000 165,691 252,651 293,371 578,321 - 60,021 325,965 - 434,692 151,533 139,072 - - 413,050 - - 29,795 10,012 37 64,650 60,157 84,204 56,420 |
3,120,000 534,877,568 12,549,652 22,955,033 12,176,880 36,793,134 940,000 3,216,223 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% 23.51% 100% 28.20% 91.53% 100% 6.03% 100.00% 53.00% 47.19% 0.23% 57.39% 58.33% 53.33% 100% 100% 0% 100% 100% 100% 100% 100% 52.03% 47.97% |
6,085 $ 650,238 39,470 481,787 41,750 22,115 121,328 10,116 6,292 12,063) ( 184,225) ( 108 105,876 164,181 29,852 74,041 - - - 319,617 7,052 3,419) ( 1,528) ( 3,562) ( 1,759) ( |
44 $ 918,293) ( 64,184) ( 16,509 155,269) ( 135,221) ( 5,924 64,184) ( 27) ( 7,444) ( 203,476) ( 135,221) ( 7,492) ( 26,889) ( 24,438) ( 26,127 - 5,924 - 32,678 29) ( 80) ( 1,600) ( 3,340) ( 3,340) ( |
44 $ 324,292) ( 16,295) ( 16,509 42,317) ( 129,310) ( 4 3,397) ( 27) ( 6,593) ( 96,017) ( 317) ( 7,982) ( 14,319) ( 10,148) ( 26,127 - 46) ( - 32,678 29) ( 80) ( 1,600) ( 1,738) ( 1,602) ( |
Note 1 Note 2 |
Note 1: As of September 30, 2023, the funds for shares have not been remitted. Note 2 : The Company 's subsidiary , Aptos Technology INC. invested in One Test Systems in May 2023 with a 100 % shareholding. In August 2002, the Group was reorganized and One Test Systems was directly owned by the Company, with its shareholding remaining at 100%.
Taiwan Mask Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries
Information on investments in China January 1 to September 30, 2023
Table 6
Unit: NT$Thousand (Unless otherwise specified)
| Investee in Mainland China | Main business activities | Paid-upcapital | Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China at the beginning of theperiod |
Taiwan to Mainland China/Amount remitted back to Taiwan for the period |
Taiwan to Mainland China/Amount remitted back to Taiwan for the period |
Accumulated amount of remittance from Taiwan as of the end of theperiod |
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 |
Accumulated amount of investment income remitted back to Taiwan |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to | Remitted back | ||||||||||||
| Miko-China Enterprise (Shanghai) Co., Ltd. Miracle International Enterprise(Shanghai) Co., Ltd. Sichuan Miracle Power Technology Co., Ltd. |
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 - |
41,578 $ 7,827 1,198) ( |
100% 100% 100% |
41,578 $ 7,827 1,198) ( |
387,113 $ 101,648 57,643 |
- $ - - |
Note 2(2)B Note 2(2)B , Note 4 Note 2(2)B |
remittance from Taiwan to amount approved Mainland China imposed Name of Company Mainland China as of the by the by the Investment Miracle Technology CO., LTD. $ 13,498 $ 13,498 $ 267,407
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) Other methods
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.
Taiwan Mask Corp. 管制 Security C
Taiwan Mask Corporation and Subsidiaries Information on Major Shareholders
September 30, 2023
Table 7
| Name of Main Shareholders Youe Chung Capital Corporation |
No. of shares held Ownership 35,831,440 13.97% Shares |
|---|---|
Taiwan Mask Corp. 管制 Security C