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TRI Interim / Quarterly Report 2022

Dec 22, 2022

52263_rns_2022-12-22_38b64bdb-1312-49ac-b749-b13bc2b53a23.pdf

Interim / Quarterly Report

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TEST RESEARCH, INC. AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS’ REVIEW REPORT JUNE 30, 2022 AND 2021


For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

~1~

INDEPENDENT AUDITORS’ REVIEW REPORT TRANSLATED FROM CHINESE

PWCR22000106

To the Board of Directors and Shareholders of Test Research, Inc.

Introduction

We have reviewed the accompanying consolidated balance sheets of Test Research, Inc. and subsidiaries (the “Group”) as at June 30, 2022 and 2021, and the related consolidated statements of comprehensive income for the three months and six months then ended, as well as the consolidated statements of changes in equity and of cash flows for the six months then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 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 of review

Except as explained in the following paragraph, we conducted our reviews in accordance with the Statement of Auditing Standards No. 65, “Review of Financial Information Performed by the Independent Auditor of the Entity” in the Republic of China. A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Basis for qualified conclusion

As explained in Note 4(3), the financial statements of certain insignificant consolidated subsidiaries were not reviewed by independent auditors. Total assets of these subsidiaries amounted to NT$1,698,377 thousand and NT$1,432,593 thousand, constituting 20% and 17% of the consolidated total assets as at June 30, 2022 and 2021, respectively, total liabilities amounted to NT$144,058 thousand and

~2~

NT$191,840 thousand, constituting 6% and 9% of the consolidated total liabilities as at June 30, 2022 and 2021, respectively, and total comprehensive income amounted to NT$37,772 thousand, NT$51,364 thousand, NT$108,218 thousand and NT$131,806 thousand, constituting 7%, 15%, 10% and 21% of the consolidated total comprehensive income for the three months and six months then ended, respectively.

Qualified conclusion

Except for the adjustments to the consolidated financial statements, if any, as might have been determined to be necessary had the financial statements of certain consolidated subsidiaries been reviewed by independent auditors as described in the Basis for qualified conclusion section above, based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as at June 30, 2022 and 2021, and of its consolidated financial performance for the three months and six months then ended and its consolidated cash flows for the six months then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission.

Pan, Hui-Lin Huang, Pei-Chuan

For and on behalf of PricewaterhouseCoopers, Taiwan August 3, 2022

------------------------------------------------------------------------------------------------------------------------------------------------The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

~3~

TEST RESEARCH, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

JUNE 30, 2022, DECEMBER 31, 2021 AND JUNE 30, 2021

(Expressed in thousands of New Taiwan dollars) (The balance sheets as of June 30, 2022 and 2021 are reviewed, not audited)

Assets Notes June 30, 2022
AMOUNT
%
$
363,692
4
273,578
3
24,912
-
3,590,944
41
34,468
1
1,689,192
20
30,154
-
6,006,940
69
2,535,497
29
48,224
1
24,353
-
72,787
1
10,833
-
2,691,694
31
$
8,698,634
100
December 31, 2021
AMOUNT
%
$
1,226,378
15
196,790
3
37,073
1
2,333,311
29
32,136
-
1,746,923
22
35,517
-
5,608,128
70
2,227,309
28
56,977
1
26,772
-
80,721
1
10,075
-
2,401,854
30
$
8,009,982
100
June 30, 2021 June 30, 2021
AMOUNT
$
363,692
273,578
24,912
3,590,944
34,468
1,689,192
30,154
6,006,940
2,535,497
48,224
24,353
72,787
10,833
2,691,694
$
8,698,634
AMOUNT
$
1,226,378
196,790
37,073
2,333,311
32,136
1,746,923
35,517
5,608,128
2,227,309
56,977
26,772
80,721
10,075
2,401,854
$
8,009,982
AMOUNT
$
1,999,344
204,435
166,195
2,272,695
39,030
1,336,005
24,415
6,042,119
2,151,641
58,953
23,890
78,335
11,345
2,324,164
$
8,366,283
%
Current assets
1100
Cash and cash equivalents
1136
Current financial assets at
amortised cost
1150
Notes receivable, net
1170
Accounts receivable, net
1200
Other receivables
130X
Inventory
1470
Other current assets
11XX
Total current assets
Non-current assets
1600
Property, plant and equipment
1755
Right-of-use assets
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)
6(3)
6(3)
6(4)
6(5) and 8
6(6)
24
2
2
27
1
16
-
72
26
1
-
1
-
28
100

(Continued)

~4~

TEST RESEARCH, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

JUNE 30, 2022, DECEMBER 31, 2021 AND JUNE 30, 2021

(Expressed in thousands of New Taiwan dollars) (The balance sheets as of June 30, 2022 and 2021 are reviewed, not audited)

June 30, 2022 December 31, 2021 December 31, 2021 June 30, 2021
Liabilities and Equity Notes AMOUNT % AMOUNT % AMOUNT %
Current liabilities
2130 Contract liabilities - current 6(12) $ 44,144 1 $ 76,577 1 $ 50,876 1
2150 Notes payable 34,069 - 30,493 - 40,539 -
2170 Accounts payable 937,307 11 916,403 12 1,129,106 14
2200 Other payables 6(7) 590,214 7 354,683 5 306,002 4
2230 Current income tax liabilities 285,221 3 179,870 2 171,671 2
2280 Current lease liabilities 28,507 - 25,040 - 23,295 -
2300 Other current liabilities 9,160 - 7,948 - 8,336 -
21XX Total current liabilities 1,928,622 22 1,591,014 20 1,729,825 21
Non-current liabilities
2550 Provisions for liabilities - non-
current 15,564 - 39,920 1 40,602 -
2570 Deferred income tax liabilities 231,470 3 194,168 2 171,624 2
2580 Non-current lease liabilities 19,406 - 31,658 - 35,292 -
2600 Other non-current liabilities 6(8) 50,697 1 56,931 1 58,854 1
25XX Total non-current liabilities 317,137 4 322,677 4 306,372 3
2XXX Total liabilities 2,245,759 26 1,913,691 24 2,036,197 24
Equity attributable to owners of the
parent
Share capital 6(9)
3110 Common stock 2,362,160 27 2,362,160 29 2,362,160 28
Capital surplus 6(10)
3200 Capital surplus 53,290 1 53,290 1 53,290 1
Retained earnings 6(11)
3310 Legal reserve 1,533,787 18 1,415,311 18 1,306,390 16
3320 Special reserve 68,362 1 57,209 1 67,270 1
3350 Unappropriated retained earnings 2,482,513 28 2,276,683 28 2,613,253 31
Other equity interest
3400 Other equity interest ( 47,237 ) ( 1) ( 68,362 ) ( 1) ( 72,277) ( 1)
31XX Equity attributable to owners
of the parent 6,452,875 74 6,096,291 76 6,330,086 76
3XXX Total equity 6,452,875 74 6,096,291 76 6,330,086 76
Significant contingent liabilities and 9
unrecognized contract commitments
3X2X Total liabilities and equity $ 8,698,634 100 $ 8,009,982 100 $ 8,366,283 100

The accompanying notes are an integral part of these consolidated financial statements.

~5~

TEST RESEARCH, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME SIX MONTHS ENDED JUNE 30, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)

(UNAUDITED)

Three months ended June 30 Three months ended June 30 Three months ended June 30 Three months ended June 30 Six months ended June 30 Six months ended June 30 Six months ended June 30 Six months ended June 30
2022 2021 2022 2021
Items Notes AMOUNT
% AMOUNT % AMOUNT
% AMOUNT
%
4000 Operating revenue 6(12) $ 1,839,898 100 $ 1,552,734 100 $ 3,761,071 100 $ 2,900,506 100
5000 Operating costs 6(4)(15)(16) ( 821,175 ) ( 45) ( 715,084 ) ( 46) ( 1,628,185 ) ( 43) ( 1,326,965) ( 46 )
5950 Gross margin 1,018,723 55 837,650 54 2,132,886 57 1,573,541 54
Operating expenses 6(15)(16)
6100 Selling expenses ( 234,245 ) ( 13) ( 209,492 ) ( 13) ( 461,934 ) ( 12) ( 403,304) ( 13 )
6200 General and administrative
expenses ( 42,696 ) ( 2) ( 39,266 ) ( 3) ( 97,575 ) ( 3) ( 83,860) ( 3 )
6300 Research and development
expenses ( 129,774 ) ( 7) ( 118,724 ) ( 8) ( 274,257 ) ( 7) ( 234,183) ( 8 )
6450 Expected credit impairment 12(2)
(loss) gain ( 23,241 ) ( 1) 328 - ( 27,863 ) ( 1) 4,827 -
6000 Total operating expenses ( 429,956 ) ( 23) ( 367,154 ) ( 24) ( 861,629 ) ( 23) ( 716,520) ( 24 )
6900 Operating profit 588,767 32 470,496 30 1,271,257 34 857,021 30
Non-operating income and
expenses
7100 Interest income 3,078 - 2,184 - 5,083 - 4,269 -
7010 Other income 6(13) 6,465 1 3,523 - 9,858 - 6,533 -
7020 Other gains and losses 6(14) 78,100 4 ( 37,210 ) ( 2)
163,433
5 ( 38,763) ( 1 )
7050 Finance costs 6(6) ( 445 ) - ( 390 ) - ( 874 ) - ( 778) -
7000 Total non-operating income
and expenses 87,198 5 ( 31,893 ) ( 2)
177,500
5 ( 28,739) ( 1 )
7900 Profit before income tax 675,965 37 438,603 28 1,448,757 39 828,282 29
7950 Income tax expense 6(17) ( 151,087 ) ( 8) ( 91,235 ) ( 6) ( 333,785 ) ( 9) ( 185,322) ( 6 )
8200 Profit for the period $ 524,878 29 $ 347,368 22 $ 1,114,972 30 $ 642,960 23
Other comprehensive income
Components of other
comprehensive income that will
be reclassified to profit or loss
8361 Financial statements
translation differences of
foreign operations ($
16,974 ) (
1) ($ 9,005 ) - $
26,406
- ($
18,835)
-
8399 Income tax relating to the 6(17)
components of other
comprehensive income (loss)
that will be reclassified to
profit or loss 3,395 - 1,801 - ( 5,281 ) - 3,767 -
8300 Total other comprehensive
income (loss) for the period ($ 13,579 ) ( 1) ($ 7,204 ) - $ 21,125 - ($ 15,068) -
8500 Total comprehensive income for
the period $ 511,299 28 $ 340,164 22 $ 1,136,097 30 $ 627,892 23
Profit attributable to:
8610 Owners of the parent $ 524,878 29 $ 347,368 22 $ 1,114,972 30 $ 642,960 23
Comprehensive income
attributable to:
8710 Owners of the parent $ 511,299 28 $ 340,164 22 $ 1,136,097 30 $ 627,892 23
Earnings per share (in dollars) 6(18)
9750 Basic earnings per share $ 2.22 $ 1.47 $ 4.72 $ 2.72
9850 Diluted earnings per share $ 2.22 $ 1.47 $ 4.71 $ 2.72

The accompanying notes are an integral part of these consolidated financial statements.

~6~

TEST RESEARCH, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY SIX MONTHS ENDED JUNE 30, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

(UNAUDITED)

2021
Balance at January 1, 2021
Profit for the period
Other comprehensive loss for the
period
Total comprehensive income (loss)
Balance at June 30, 2021
2022
Balance at January 1, 2022
Profit for the period
Other comprehensive income for
the period
Total comprehensive income
Appropriations of 2021 earnings
Legal reserve
Reversal of special reserve
Cash dividends
Balance at June 30, 2022
Notes Equity attributable to owners of the parent Equity attributable to owners of the parent Equity attributable to owners of the parent Equity attributable to owners of the parent Equity attributable to owners of the parent Equity attributable to owners of the parent Equity attributable to owners of the parent Equity attributable to owners of the parent Equity attributable to owners of the parent Total equity
Share capital -
common stock
Capital Reserves Retained Earnings Financial
statements
translation
differences of
foreign
operations
Capital surplus,
additional paid-
in capital
Donated assets
received
Legal reserve Special reserve Unappropriated
retained
earnings



6(11)



$ 2,362,160
-
-
-
$ 2,362,160
$ 2,362,160
-
-
-
-
-
-
$ 2,362,160
$
51,874
-
-
-
$
51,874
$
51,874
-
-
-
-
-
-
$
51,874
$
1,416
-
-
-
$
1,416
$
1,416
-
-
-
-
-
-
$
1,416



$ 1,306,390
-
-
-
$ 1,306,390
$ 1,415,311
-
-
-
118,476
-
-
$ 1,533,787
$
67,270
-
-
-
$
67,270
$
57,209
-
-
-
-
11,153
-
$
68,362
$ 1,970,293
642,960
-
642,960
$ 2,613,253
$ 2,276,683
1,114,972
-
1,114,972
(
118,476 )
(
11,153 )
(
779,513 )
$ 2,482,513
($
57,209)
-
(
15,068)
(
15,068)
($
72,277)
($
68,362)
-
21,125
21,125
-
-
-
($
47,237)
$ 5,702,194
642,960
(
15,068 )

627,892
$ 6,330,086
$ 6,096,291
1,114,972
21,125
1,136,097
-
-
(
779,513 )
$ 6,452,875

The accompanying notes are an integral part of these consolidated financial statements.

~7~

TEST RESEARCH, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars) (UNAUDITED)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation

Amortisation

Expected credit impairment loss (impairment gain)

Interest income
Interest expense

Gain on disposal of property, plant and equipment

Changes in operating assets and liabilities
Changes in operating assets
Notes receivable
Accounts receivable
Other receivables
Inventory
Other current assets
Changes in operating liabilities
Contract liabilities
Notes payable
Accounts payable
Other payables
Other current liabilities
Provisions for liabilities
Other non-current liabilities
Cash inflow generated from operations
Interest received
Interest paid
Income taxes paid
Net cash flows from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at amortised cost
Acquisition of property, plant and equipment

Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Decrease in refundable deposits
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Lease principal repayment
Cash dividends paid

Net cash flows used in financing activities
Effect due to changes in exchange rate
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
Six months ended June30
Notes
2022
2021
$
1,448,757 $
828,282
6(15)
63,099
60,741
6(15)
7,500
7,143
12(2)
27,863 (
4,827 )
(
5,083 ) (
4,269 )
6(6)
874
778
6(14)
(
84 ) (
2,292 )
12,161 (
93,355 )
(
1,285,496 ) (
421,359 )
(
1,876 ) (
19,799 )
46,078 (
439,987 )
5,363
3,843
(
32,433 )
26,574
3,576
23,757
20,904
634,509
96,542
5,699
1,212
477
(
24,356 ) (
741 )
(
6,234 ) (
4,057 )
378,367
601,117
4,627
5,888
(
874 ) (
778 )
(
188,703 ) (
129,479 )
193,417
476,748
(
76,788 )
26,987
6(5)(19)
(
202,684 ) (
35,907 )
2,500
5,707
(
5,074 ) (
6,226 )
(
758 ) (
1,055 )
(
282,804 ) (
10,494 )
(
15,233 ) (
13,293 )
6(11)
(
779,513 )
-
(
794,746 ) (
13,293 )
21,447 (
14,526 )
(
862,686 )
438,435
1,226,378
1,560,909
$
363,692 $
1,999,344

The accompanying notes are an integral part of these consolidated financial statements.

~8~

TEST RESEARCH, INC. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS SIX MONTHS ENDED JUNE 30, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

(UNAUDITED)

1. HISTORY AND ORGANISATION

Test Research, Inc. (the Company) was incorporated in April 1989 under the provisions of the Company Law of the Republic of China (R.O.C.). The Company and its subsidiaries (collectively referred herein as the “Group”) are primarily engaged in the design, assembly, manufacture, sales, repairs and maintenance of automated inspection and testing equipment.

2. THE DATE OF AUTHORISATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORISATION

These consolidated financial statements were authorised for issuance by the Board of Directors on August 3, 2022.

3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS

(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by the FSC effective from 2022 are as follows:

follows:
Effective date by
International Accounting
New Standards,Interpretations andAmendments Standards Board
Amendments to IFRS 3, ‘Reference to the conceptual framework’ January 1, 2022
Amendments to IAS 16, ‘Property, plant and equipment: proceeds January 1, 2022
before intended use’
Amendments to IAS 37, ‘Onerous contracts - cost of fulfilling a January 1, 2022
contract’
Annual improvements to IFRS Standards 2018 - 2020 January 1, 2022

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

(2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group

New standards, interpretations and amendments endorsed by the FSC effective from 2023 are as follows:

~9~

Effective date by
International Accounting
New Standards,Interpretations and Amendments Standards Board
Amendments to IAS 1, ‘Disclosure of accounting policies’ January 1, 2023
Amendments to IAS 8, ‘Definition of accounting estimates’ January 1, 2023
Amendments to IAS 12, ‘Deferred tax related to assets and liabilities January 1, 2023
arising from a single transaction’

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

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

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

==> picture [478 x 48] intentionally omitted <==

----- Start of picture text -----

Effective date by
International Accounting
New Standards, Interpretations and Amendments Standards Board
----- End of picture text -----

New Standards, Interpretations and Amendments Effective date by
International Accounting
Standards Board
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets To be determined by
between an investor and its associate or joint venture’ International Accounting
Standards Board
IFRS 17, ‘Insurance contracts’ January 1, 2023
Amendments to IFRS 17,’Insurance contracts’ January 1, 2023
Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 – January 1, 2023
comparative information’
Amendments to IAS 1, ‘Classification of liabilities as current or non- January 1, 2023
current’

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies adopted are consistent with Note 4 in the consolidated financial statements for the year ended December 31, 2021, except for the compliance statement, basis of preparation, basis of consolidation and additional policies as set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

(1) Compliance statement

  • A. 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 International Accounting Standard 34, ‘Interim financial reporting’ as endorsed by the FSC.

  • B. These consolidated financial statements are to be read in conjunction with the consolidated financial statements for the year ended December 31, 2021.

~10~

(2) Basis of preparation

  • A. Except for defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation, the consolidated financial statements have been prepared under the historical cost convention.

  • B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the 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.

(3) Basis of consolidation

  • A. Basis for preparation of consolidated financial statements:

The basis for preparation of consolidated financial statements is consistent with the basis used in the 2021 consolidated financial statements.

  • B. Subsidiaries included in the consolidated financial statements:
Name of investor Name of subsidiary Main business
activities
% of Ownership % of Ownership Description
June 30,
2022
December 31,
2021
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
TRI
INVESTMENTS
LIMITED (TIL)
TEST RESEARCH
USA INC. (TRU)
TRI TEST
RESEARCH EUROPE
GMBH (TRE)
TRI JAPAN
CORPORATION
(TRJ)
TEST RESEARCH
INNOVATION
MALAYSIA SDN
BHD (TRM)
TRI KOREA CO.,
LTD. (TRK)
TRI INVESTMENTS
LIMITED (TIL)
TRI Electronic
(Shenzhen) Limited
(TRI (SHENZHEN))
Trading
Trading
Trading
Trading
Trading
Investment holdings
Manufacture and
sales of test
equipment
100
100
100
100
100
100
100
100
100
100
100
100
100
100
-
-
-
-
-
-
-

~11~

Name of investor Name of subsidiary Main business
activities
% of Ownership % of Ownership Description
June 30,
2022
December 31,
2021
TRI
INVESTMENTS
LIMITED (TIL)
TEST RESEARCH
INNOVATION
MALAYSIA SDN
BHD (TRM)
Name of investor
TRI
INVESTMENTS
LIMITED (TIL)
TRI Electronic
(Shanghai) Limited
(TRI (SHANGHAI))
TEST RESEARCH
INNOVATION
VIETNAM
COMPANY LIMITED
(TRV)
Name of subsidiary
TRI Electronic
(Suzhou) Limited
(TRI (SUZHOU))
Manufacture and
sales of test
equipment
Import and export of
equipment,
consulting and after-
sale maintenance
service of equipment
Trading
Main business
activities
-
-
Description
-
June 30,2021
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
TRI
INVESTMENTS
LIMITED (TIL)
TRI
INVESTMENTS
LIMITED (TIL)
TRI
INVESTMENTS
LIMITED (TIL)
TEST RESEARCH
USA INC. (TRU)
TRI TEST
RESEARCH EUROPE
GMBH (TRE)
TRI JAPAN
CORPORATION
(TRJ)
TEST RESEARCH
INNOVATION
MALAYSIA SDN
BHD (TRM)
TRI KOREA CO.,
LTD. (TRK)
TRI INVESTMENTS
LIMITED (TIL)
TRI Electronic
(Shenzhen) Limited
(TRI (SHENZHEN))
TRI Electronic
(Suzhou) Limited (TRI
(SUZHOU))
TRI Electronic
(Shanghai) Limited
(TRI (SHANGHAI))
Trading
Trading
Trading
Trading
Trading
Investment holdings
Manufacture and
sales of test
equipment
Manufacture and
sales of test
equipment
Import and export of
equipment,
consulting and after-
sale maintenance
service of equipment
100
100
100
100
100
100
100
100
100
-
-
-
-
-
-
-
-
-

~12~

Name of investor
Name of subsidiary
TEST RESEARCH
INNOVATION
MALAYSIA SDN
BHD (TRM)
TEST RESEARCH
INNOVATION
VIETNAM
COMPANY LIMITED
(TRV)
Main business
activities
Trading
100
% of Ownership
June 30,2021
Description
-

The financial statements of the abovementioned subsidiaries included in the Group’s consolidated financial statements for the six months ended June 30, 2022 and 2021 were not reviewed by independent auditors as these subsidiaries did not meet the definition of a significant subsidiary.

  • C. Subsidiaries not included in the consolidated financial statements: None.

  • D. Adjustments for subsidiaries with different balance sheet dates: None.

  • E. Significant restrictions: None.

  • F. Subsidiaries that have non-controlling interests that are material to the Group: None.

(4) Employee benefits

Under the defined benefit plans, pension cost for the interim period is calculated on a year-to-date basis by using the pension cost rate derived from the actuarial valuation at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other significant one-off events. Also, the related information is disclosed accordingly.

(5) Income tax

The interim period income tax expense is recognised based on the estimated average annual effective income tax rate expected for the full financial year applied to the pretax income of the interim period, and the related information is disclosed accordingly.

5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION

UNCERTAINTY

There have been no significant changes as of June 30, 2022. Refer to Note 5 of the consolidated financial statements for the year ended December 31, 2021.

~13~

6. DETAILS OF SIGNIFICANT ACCOUNTS

(1) Cash and cash equivalents

Cash on hand and revolving
funds
Checking accounts and demand
deposits
Time deposits
Short-term notes and bills
June 30,2022
512
$ 283,106
80,074
-
363,692
$
December31,2021
452
$ 797,612
148,314
280,000
1,226,378
$
June 30,2021
427
$ 766,762
202,155
1,030,000
1,999,344
$
  • A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

  • B. The Group has no cash and cash equivalents pledged to others.

(2) Financial assets at amortised cost

Financial assets at amortised cost
Current items:
Time deposits maturing over
three months
June 30,2022
273,578
$
December31,2021
196,790
$
June 30,2021
204,435
$
  • A. Amounts recognised in profit or loss in relation to financial assets at amortised cost are listed below:
below:
Interest income
Interest income
Three months ended June 30
2022
2021
2,297
$ 934
$ Six months ended June 30
2022
3,784
$
2021
1,955
$
  • B. Information relating to credit risk of financial assets at amortised cost is provided in Note 12(2). The counterparties of the Group’s investments in certificates of deposits are financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

~14~

(3) Notes receivable, accounts receivable and contract assets

June 30,2022 December31,2021 December31,2021 June 30,2021
Notes receivable $ 24,912
$ 37,073
$ 166,195
Accounts receivable $ 2,079,300
$ 1,330,647
$ 1,902,483
Less: Allowance for uncollectible
accounts ( 27,826)
( 5,332)
( 5,599)
$ 2,051,474 $ 1,325,315 $ 1,896,884
Contract assets $ 1,545,285
$ 1,008,298
$ 375,924
Less: Loss allowance ( 5,815)
( 302)
( 113)
$ 1,539,470
$ 1,007,996
$ 375,811
  • A. The ageing analysis of accounts receivable, notes receivable and contract assets that were past due but not impaired is as follows:
but not impaired is as follows:
Accounts
receivable
Not past due
1,654,609
$ Past due
Up to 60 days
259,366
61 to 90 days
90,943
91 to 180 days
38,399
181 to 365 days
21,830
Over 365 days
14,153
2,079,300
$
Notes
receivable
24,912
$ -
-
-
-
-
24,912
$ June30,2022
Contract
assets
1,545,285
$ -
-
-
-
-
1,545,285
$
December31,2021
Accounts
receivable
1,032,865
$ 186,807
29,755
46,523
32,897
1,800
1,330,647
$
Notes
receivable
37,073
$ -
-
-
-
-
37,073
$
Contract
assets
1,008,298
$ -
-
-
-
-
1,008,298
$
Not past due
Past due
Up to 60 days
61 to 90 days
91 to 180 days
181 to 365 days
Over 365 days
Accounts
receivable
1,651,622
$ 192,078
11,576
27,992
11,101
8,114
1,902,483
$
Notes
receivable
166,195
$ -
-
-
-
-

166,195
$ June30,2021
Contract
assets
375,924
$ -
-
-
-

-
375,924
$

The above ageing analysis was based on past due date.

  • B. As at June 30, 2022, December 31, 2021 and June 30, 2021, accounts receivable, notes receivable and contract assets were all from contracts with customers. As of January 1, 2021, the balance of receivables from contracts (including notes receivable and contract assets) with customers amounted to $1,919,349.

  • C. As at June 30, 2022, December 31, 2021 and June 30, 2021, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s notes receivable were $24,912, $37,073 and $166,195, and

~15~

accounts receivable and contract assets were $3,590,944, $2,333,311 and $2,272,695, respectively.

  • D. Information relating to credit risk of accounts receivable, notes receivable and contract assets is provided in Note 12(2).

(4) Inventories

Raw materials
Work in progress
Semi-finished and finished
goods
Merchandise
Raw materials
Work in progress
Semi-finished and finished
goods
Merchandise
Raw materials
Work in progress
Semi-finished and finished
goods
Merchandise
Allowance for
Cost
valuation loss
1,211,109
$ 102,068)
($ 179,553
6)
(
432,463
39,379)
(
9,955
2,435)
(
1,833,080
$ 143,888)
($
Allowance for
Cost
valuation loss
1,168,419
$ 94,524)
($ 126,543
6)
(
577,487
35,803)
(
7,191
2,384)
(
1,879,640
$ 132,717)
($ Allowance for
Cost
valuation loss
832,222
$ 82,739)
($ 153,513
107)
(
462,417
38,082)
(
11,301
2,520)
(
1,459,453
$ 123,448)
($ June 30,2022
December31,2021
June 30,2021
Bookvalue
1,109,041
$ 179,547
393,084
7,520
1,689,192
$
Bookvalue
1,073,895
$ 126,537

541,684
4,807
1,746,923
$
Bookvalue
749,483
$ 153,406
424,335
8,781
1,336,005
$

The cost of inventories recognised as expense for the period:

Cost of goods sold
Loss on slow-moving inventories
Gain on reversal of decline in market value
2022
2021
803,898
$ 712,504
$ 6,956
-
-
1,039)
(
810,854
$ 711,465
$ Three months endedJune30

~16~

Cost of goods sold
Loss on slow-moving inventories
Six months endedJune30 Six months endedJune30
2022
1,625,673
$ 11,017
1,636,690
$
2021
1,317,435
$ 2,891
1,320,326
$
  • A. For the six months ended June 30, 2022, the Group reversed overestimated reserve for warranty liabilities (shown as adjustment of cost of goods sold) in proportion to warranty occurrence in the past.

  • B. The Group reversed a previous inventory write-down for the three months ended June 30, 2021 as some inventories, whose net relisable value was lower than its cost, were subsequently sold.

~17~

(5) Property, plant and equipment

At January 1
Cost
Accumulated depreciation
Opening net book
amount as at January 1
Additions
Transfers from inventories
Disposals
Depreciation charge
Net exchange differences
Closing net book
amount as at June 30
At June 30
Cost
Accumulated depreciation
2022 2022
Land
1,166,021
$ -
1,166,021
$ 1,166,021
$ -
-
-
-
-
1,166,021
$ 1,166,021
$ -
1,166,021
$
Buildings and
structures
Machinery and
equipment
Transportation
equipment
457,585
$ 6,430
$ 273,525)
(
3,999)
(
184,060
$ 2,431
$ 184,060
$ 2,431
$ 4,091
773
9,150
-
2,290)
(
-
17,592)
(
410)
(
5,131
42
182,550
$ 2,836
$ 499,561
$ 7,301
$ 317,011)
(
4,465)
(
182,550
$ 2,836
$
Office
equipment
Miscellaneous
equipment
Unfinished
construction
Total
100,667
$ 3,057,021
$ -
829,712)
(
100,667
$ 2,227,309
$ 100,667
$ 2,227,309
$ 330,926
341,673
-
11,653
-
2,416)
(
-

47,866)
(
-
5,144
431,593
$ 2,535,497
$ 431,593
$ 3,433,209
$ -
897,712)
(
431,593
$ 2,535,497
$
Total
921,538
$ 267,796)
(
653,742
$ 653,742
$ -
-
-
9,049)
(
-
644,693
$ 921,538
$ 276,845)
(
644,693
$
227,459
$ 155,330)
(
72,129
$ 72,129
$ 2,396
255)
(
123)
(
12,518)
(
45
61,674
$ 224,908
$ 163,234)
(
61,674
$
177,321
$ 129,062)
(
48,259
$ 48,259
$ 3,487
2,758
3)
(
8,297)
(
74)
(
46,130
$ 182,287
$ 136,157)
(
46,130
$
2,535,497
$

~18~

==> picture [726 x 268] intentionally omitted <==

----- Start of picture text -----

2021
Buildings and Machinery and Transportation Office Miscellaneous Unfinished
Land structures equipment equipment equipment equipment construction Total
At January 1
Cost $ 1,166,021 $ 921,538 $ 414,098 $ 6,752 $ 222,402 $ 164,463 $ 40 $ 2,895,314
Accumulated depreciation - ( 249,696) ( 238,558) ( 3,358) ( 150,498) ( 121,244) - ( 763,354)
$ 1,166,021 $ 671,842 $ 175,540 $ 3,394 $ 71,904 $ 43,219 $ 40 $ 2,131,960
Opening net book
amount as at January 1 $ 1,166,021 $ 671,842 $ 175,540 $ 3,394 $ 71,904 $ 43,219 $ 40 $ 2,131,960
Additions - - 4,774 - 6,355 5,561 19,217 35,907
Transfers from inventories - - 19,602 - 14,961 4,148 - 38,711
Disposals - - ( 3,320) 17 ( 109) ( 3) - ( 3,415)
- -
Depreciation charge ( 9,050) ( 16,369) ( 422) ( 13,944) ( 7,663) ( 47,448)
Net exchange differences - - ( 3,640) ( 112) ( 36) ( 286) - ( 4,074)
Closing net book
amount as at June 30 $ 1,166,021 $ 662,792 $ 176,587 $ 2,877 $ 79,131 $ 44,976 $ 19,257 $ 2,151,641
At June 30
Cost $ 1,166,021 $ 921,538 $ 442,689 $ 6,519 $ 235,584 $ 173,213 $ 19,257 $ 2,964,821
Accumulated depreciation - ( 258,746) ( 266,102) ( 3,642) ( 156,453) ( 128,237) - ( 813,180)
$ 1,166,021 $ 662,792 $ 176,587 $ 2,877 $ 79,131 $ 44,976 $ 19,257 $ 2,151,641
----- End of picture text -----

A. Each property, plant and equipment does not include significant components.

B. Information about the property, plant and equipment that were pledged to others as collateral is provided in Note 8.

~19~

(6) Leasing arrangements lessee

  • A. The Group leases offices and rental contracts are typically made for periods from 1 to 6 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets shall not be used as security for borrowing purposes.

  • B. Short-term leases pertain to leases of dormitories and company cars with a lease term of not more than 12 months.

  • C. The carrying amounts of right-of-use assets and the depreciation charge are as follows:

Buildings
Buildings
Buildings
June 30,2022
December31,2021
June 30,2021
Carrying amount
Carrying amount
Carrying amount
48,224
$ 56,977
$ 58,953
$ 2022
2021
Depreciation charge
Depreciation charge
7,879
$ 6,662
$ 2022
2021
Depreciationcharge
Depreciationcharge
15,233
$ 13,293
$ Threemonths ended June 30
Six months ended June 30
June 30,2022
December31,2021
June 30,2021
Carrying amount
Carrying amount
Carrying amount
48,224
$ 56,977
$ 58,953
$ 2022
2021
Depreciation charge
Depreciation charge
7,879
$ 6,662
$ 2022
2021
Depreciationcharge
Depreciationcharge
15,233
$ 13,293
$ Threemonths ended June 30
Six months ended June 30
December31,2021
June 30,2021
Carrying amount
Carrying amount
56,977
$ 58,953
$ Threemonths ended June 30
December31,2021
June 30,2021
Carrying amount
Carrying amount
56,977
$ 58,953
$ Threemonths ended June 30
June 30,2021
Carrying amount
58,953
$
2021
Depreciation charge
6,662
$
2022
Depreciationcharge
15,233
$
2021
Depreciationcharge
13,293
$

Buildings

  • D. For the three months and six months ended June 30, 2022 and 2021, the additions to right-of-use assets were $3,545, $28,961, $5,253 and $29,073, respectively.

  • E. The information on profit and loss accounts relating to lease contracts is as follows:

Items affecting profit or loss
Interest expense on lease liabilities
Expense on short-term lease contracts
Lease expense of low-value assets
Items affecting profit or loss
Interest expense on lease liabilities
Expense on short-term lease contracts
Lease expense of low-value assets
Threemonths ended June 30 Threemonths ended June 30
2022
2021
445
$ 390
$ 2,328
$ 3,129
$ 77
$ 77
$ Six months ended June 30
2021
390
$
3,129
$
77
$
2022
874
$ 4,667
$ 154
$
2021
778
$
5,573
$
154
$
  • F. For the three months and six months ended June 30, 2022 and 2021, the Group’s total cash outflow for leases were $10,729, $10,258, $20,928 and $19,798, respectively.

~20~

(7) Other payables

Other payables
Salaries and bonus payable
Employees’ compensation and
directors’remuneration payable
Construction payable
Others
June 30,2022
December31,2021
266,990
$ 219,628
$ 69,149
35,900

138,989
-
115,086

99,155
590,214
$
354,683
$
June 30,2021
183,708
$ 52,061

-

70,233
306,002
$

(8) Pensions

  • A. Defined benefit plan

  • (a) The Company has a defined benefit pension plan in accordance with the Labor Standards Act, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the 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 6 months prior to retirement. The Company contributes monthly an amount equal to 4% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Company would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contributions for the deficit by next March.

  • (b) For the aforementioned pension plan, the Group recognised pension costs of $71, $47, $142 and $94 for the three months and six months ended June 30, 2022 and 2021, respectively.

  • (c) Expected contributions to the defined benefit pension plan of the Group for the year ending December 31, 2023 amount to $4,587.

  • B. Defined contribution plans

  • (a) Effective July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company contributes monthly an amount not lower than 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.

  • (b) Other overseas companies have a defined contribution plan in accordance with the local regulations, and contributions to endowment insurance and pension reserve are based on employees’ salaries and wages. Other than the monthly contributions, the Group has no further obligations.

~21~

  • (c) For the aforementioned pension plan, the Group recognised pension costs of $7,338, $6,915, $14,497 and $13,733 for the three months and six months ended June 30, 2022 and 2021, respectively.

(9) Share capital

The Company’s authorised capital was $2,500,000. As of June 30, 2022, the Company’s issued and outstanding capital was $2,362,160. All proceeds from shares issued have been collected.

(10) Capital surplus

Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paidin capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.

(11) Retained earnings

  • A. Under the Company’s Articles of Incorporation, the dividend policy of the Company is based on the Company’s future capital expenditure budget and capital requirements. Dividends shall be appropriated from accumulated distributable earnings, and the distribution amount shall not be lower than 60% of accumulated distributable earnings, of which cash dividends shall not be lower than 50% of the total dividends distributed. The current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ 1osses and then 10% of the remaining amount shall be set aside as legal reserve until the amount of legal reserve is equal to the amount of total capital. After the provision or reversal of special reserve, the remaining earnings constitute the distributable earnings of the current year. The appropriation of the remaining earnings along with the unappropriated earnings of prior years shall be proposed by the Board of Directors and approved by the shareholders at the shareholders’ meeting.

  • B. The appropriations of 2021 earnings had been proposed by the Board of Directors on February 23, 2022 and the appropriations of 2020 earnings had been resolved at the stockholders’ meeting on July 7, 2021. Details are summarised below:

Year ended December 31

YearendedDecember31 ecember31 ecember31
Legal reserve
Special reserve
Cash dividends
Dividends per
Dividends per
Amount
share(in dollars)
Amount
share(in dollars)
118,476
$ 108,921
$ 11,153
$ 10,061)
($ 779,513
$ 3.3
$ 779,513
$ 3.3
$ 2021
2020
2020
Amount
118,476
$ 11,153
$ 779,513
$
Dividends per
share(in dollars)
3.3
$

~22~

  • C. 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 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.

  • D. (a) 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.

  • (b) The amounts previously set aside by the Company as special reserve on initial application of IFRSs in accordance with Order No. Financial-Supervisory-Securities-Corporate-1010012865, dated April 6, 2012, shall be reversed proportionately when the relevant assets are used, disposed of or reclassified subsequently.

(12) Sales revenue

A. Disaggregation of revenue from contracts with customers
The Group derives revenue from the transfer of goods and services at a point in time in t
following major geographical regions.
2022
2021
Revenue from contracts with customers
1,839,898
$ 1,552,734
$ 2022
2021
Revenue from contracts with customers
3,761,071
$ 2,900,506
$ Three months ended June 30
Six months ended June 30
2022
2021
Asia
1,543,989
$ 1,377,868
$ America
203,285
135,873
Europe
70,025
27,106
Others
22,599
11,887
1,839,898
$ 1,552,734
$ 2022
2021
Asia
3,249,089
$ 2,614,637
$ America
351,539
196,129
Europe
136,587
67,557
Others
23,856
22,183
3,761,071
$ 2,900,506
$ Threemonths ended June 30
Six months ended June 30
Three months ended June 30 Three months ended June 30
2022
2021
1,839,898
$ 1,552,734
$ Six months ended June 30
2021
1,552,734
$
2021
2,900,506
$
2022
2021
1,543,989
$ 1,377,868
$ 203,285
135,873
70,025
27,106
22,599
11,887
1,839,898
$ 1,552,734
$ Six months ended June 30
2021
1,377,868
$ 135,873
27,106
11,887
1,552,734
$
2022
3,249,089
$ 351,539
136,587
23,856
3,761,071
$
2021
2,614,637
$ 196,129
67,557
22,183
2,900,506
$

The Group derives revenue from the transfer of goods and services at a point in time in the following major geographical regions.

~23~

Note: The Group discloses geographical information based on regions where goods are delivered starting from the third quarter of 2021. Accordingly, the presentation of information for the second quarter of 2021 has been amended for comparative purposes. B. Contract liabilities

The Group has recognised the following revenue-related contract liabilities:

==> picture [456 x 29] intentionally omitted <==

For the three months and six months ended June 30, 2022 and 2021, the Group’s contract liabilities on January 1, 2022 and 2021 were realised to revenue amounting to $1,380, $1,628, $75,109 and $23,987, respectively.

(13) Other income

Other income
Threemonths ended June 30
2022 2021
Rental income $ 2
$ 2,236
Other income 6,463 1,287
$ 6,465
$ 3,523
Six months ended June 30
2022 2021
Rental income $ 310
$ 3,948
Other income 9,548 2,585
$ 9,858
$ 6,533
Other gains and losses
Threemonths ended June 30
2022 2021
Gains on disposal of property, plant
and equipment ($ 114)
$ 842
Net currency exchange gains (losses) 78,254 ( 38,045)
Other gains and losses ( 40)
( 7)
$ 78,100 ($ 37,210)
Six months ended June 30
2022 2021
Gains on disposal of property, plant and
equipment $ 84
$ 2,292
Net currency exchange gains (losses) 163,414 ( 41,012)
Other gains and losses ( 65)
( 43)
$ 163,433 ($ 38,763)

(14) Other gains and losses

~24~

(15) Expenses by nature

Expenses by nature
Employee benefit expense
Employee benefit expense
Depreciation charges on property, plant and
equipment and right-of-use assets
Amortisation charges on intangible assets
Employee benefit expense
Depreciation charges on property, plant and
equipment and right-of-use assets
Amortisation charges on intangible assets
Wages and salaries
Labour and health insurance fees
Pension costs
Other personnel expenses
Wages and salaries
Labour and health insurance fees
Pension costs
Other personnel expenses
2022
2021
327,775
$ 283,689
$ 31,938
30,674
3,797
3,920
363,510
$ 318,283
$ 2022
2021
662,530
$ 551,362
$ 63,099
60,741
7,500
7,143

733,129
$ 619,246
$ Threemonths ended June 30
Six months ended June 30
Threemonths ended June 30
2022
2021
287,464
$ 247,459
$ 21,705
19,247
7,409
6,962
11,197
10,021
327,775
$ 283,689
$ Six months ended June 30
2021
247,459
$ 19,247
6,962
10,021
283,689
$
2022
578,601
$ 45,984
14,639
23,306
662,530
$
2021
475,756
$ 40,952
13,827
20,827
551,362
$

(16) Employee benefit expense

  • A. In accordance with the Articles of Incorporation of the Company, a ratio of distributable profit of the current year, after covering accumulated losses, shall be distributed as employees’ compensation and directors’ remuneration. The ratio shall not be lower than 1% for employees’ compensation and shall not be higher than 2% for directors’ remuneration.

  • B. For the three months and six months ended June 30, 2022 and 2021, employees’ compensation was accrued at $10,060, $6,894, $21,944 and $12,758, respectively; while directors’ remuneration was accrued at $5,183, $3,552, $11,305 and $6,572, respectively. The aforementioned amounts were recognised in salary expenses. The employees’ compensation and

~25~

directors’ remuneration were estimated and accrued based on the distributable profit of current year for the six months ended June 30, 2022 and 2021 and the percentage as prescribed in the Company’s Articles of Incorporation.

Employees’ compensation and directors’ remuneration for 2021 amounting to $23,694 and $12,206, respectively, as resolved by the Board of Directors on February 23, 2022 were in agreement with those amounts recognised in the 2021 financial statements.

Information about employees’ compensation and directors’ remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

(17) Income tax

A. Income tax expense

(a) Components of income tax expense:

Current tax:
Current tax on profit for the period
Prior year income tax underestimation
Tax on undistributed earnings
Total current tax
Deferred tax:
Origination and reversal of temporary
differences
Total deferred tax
Income tax expense
Current tax:
Current tax on profit for the period
Prior year income tax underestimation
Tax on undistributed earnings
Total current tax
Deferred tax:
Origination and reversal of temporary
differences
Total deferred tax
Income tax expense
Threemonths ended June 30 Threemonths ended June 30
2022
2021
131,993
$ 85,858
$ -
-
13,781
-
145,774
85,858
5,313
5,377
5,313
5,377
151,087
$ 91,235
$ Six months ended June 30
2021
85,858
$ -
-
85,858
5,377
5,377
91,235
$
2022
274,075
$ 5,974
13,781
293,830
39,955
39,955
333,785
$
2021
150,775
$ 7,018
-
157,793
27,529
27,529
185,322
$

~26~

  • (b) The income tax expense (benefit) relating to components of other comprehensive income is as follows:
as follows:
Threemonths ended June 30
2022 2021
Currency translation differences 3,395)
($
1,801)
($
Six months endedJune30
Currency translation differences 2022
5,281
$
2021
3,767)
($
  • B. The Company’s income tax returns through 2020 have been assessed and approved by the Tax Authority.

(18) Earnings per share

Earnings per share

Basic earnings per share
Profit attributable to ordinary
shareholders of the parent
Diluted earnings per share
Assumed conversion of all dilutive
potential ordinary shares
Employees’ compensation
Profit attributable to ordinary
shareholders of the parent plus
assumed conversion of all dilutive
potential ordinary shares
Three months endedJune30,2022
Amount aftertax
524,878
$ -
524,878
$
Weighted average
number of
ordinary shares
outstanding
(shares in

thousands)
236,216
169
236,385
Earnings per share
(indollars)
2.22
$
2.22
$

~27~


Basic earnings per share
Profit attributable to ordinary
shareholders of the parent
Diluted earnings per share
Assumed conversion of all dilutive
potential ordinary shares
Employees’ compensation
Profit attributable to ordinary
shareholders of the parent plus
assumed conversion of all dilutive
potential ordinary shares

Basic earnings per share
Profit attributable to ordinary
shareholders of the parent
Diluted earnings per share
Assumed conversion of all dilutive
potential ordinary shares
Employees’ compensation
Profit attributable to ordinary
shareholders of the parent plus
assumed conversion of all dilutive
potential ordinary shares
Weighted average
number of
ordinary shares
outstanding
(shares in
Earnings per share
Amount aftertax
thousands)
(indollars)
347,368
$ 236,216
1.47
$ -
214
347,368
$ 236,430
1.47
$ Weighted average
number of
ordinary shares
outstanding
(shares in
Earnings per share
Amount after tax
thousands)
(indollars)
1,114,972
$ 236,216
4.72
$ -
478
1,114,972
$ 236,694
4.71
$ Threemonths ended June 30,2021
Six months ended June 30,2022
Weighted average
number of
ordinary shares
outstanding
(shares in
Earnings per share
Amount aftertax
thousands)
(indollars)
347,368
$ 236,216
1.47
$ -
214
347,368
$ 236,430
1.47
$ Weighted average
number of
ordinary shares
outstanding
(shares in
Earnings per share
Amount after tax
thousands)
(indollars)
1,114,972
$ 236,216
4.72
$ -
478
1,114,972
$ 236,694
4.71
$ Threemonths ended June 30,2021
Six months ended June 30,2022
Weighted average
number of
ordinary shares
outstanding
(shares in

Amount aftertax
thousands)
347,368
$ 236,216
-
214
347,368
$ 236,430
Six months ended June 30,
Amount after tax
1,114,972
$ -
1,114,972
$
Weighted average
number of
ordinary shares
outstanding
(shares in

thousands)
236,216
478
236,694

~28~

Six months ended June 30, 2021

Weighted average
number of
ordinary shares
outstanding
(shares in Earnings per share
Amount aftertax thousands) (indollars)
Basic earnings per share
Profit attributable to ordinary
shareholders of the parent $ 642,960
236,216 2.72
$
Diluted earnings per share
Assumed conversion of all dilutive
potential ordinary shares
Employees’ compensation - 323
Profit attributable to ordinary
shareholders of the parent plus
assumed conversion of all dilutive
potential ordinary shares $ 642,960
236,539 2.72
$
As employees’ compensation could be distributed in the form of stock, the diluted EPS computation
shall include those estimated shares that would increase from employees’ stock compensation
issuance in the calculation of the weighted-average number of common shares outstanding during
the reporting year, taking into account the dilutive effect of stock compensation on potential
common shares.

(19) Supplemental cash flow information

Investing activities with partial cash payments:

Supplemental cash flow information
Investing activities with partial cash payments:
2022
Purchase of property, plant and equipment
341,673
$ Add: Opening balance of payable on equipment
-
Less: Ending balance of payable on equipment
138,989)
(
Cash paid during the period
202,684
$
2021
35,907
$ -
-
35,907
$

7. RELATED PARTY TRANSACTIONS

(1) Parent and ultimate controlling party

The Company’s shares are widely held. The Company does not have an ultimate parent and ultimate controlling party.

~29~

(2) Key management compensation

Salaries and other short-term employee benefits
Post-employment benefits
Salaries and other short-term employee benefits
Post-employment benefits
2022
2021
18,860
$ 14,206
$ 358
355

19,218
$
14,561
$ 2022
2021
40,262
$ 26,878
$ 713
625
40,975
$ 27,503
$ Threemonths ended June 30
Six months ended June 30
2022
2021
18,860
$ 14,206
$ 358
355

19,218
$
14,561
$ 2022
2021
40,262
$ 26,878
$ 713
625
40,975
$ 27,503
$ Threemonths ended June 30
Six months ended June 30
27,503
$
  • A. Salaries and other short-term employee benefits include regular wages, special responsibility allowances, various bonuses, service execution fees, directors’ remuneration and employees’ compensation, etc.

  • B. Post-employment benefits represent pension costs.

8. PLEDGED ASSETS

The Group’s assets pledged as collateral are as follows:

Pledged asset
Property, plant and equipment
- Land
- Buildings and structures
Book value June30,2021
Purpose
388,990
$ Security for lines of credit
49,745
"
438,735
$
June30,2022
577,252
$ 54,364
631,616
$
December31,2021
577,252
$ 55,283
632,535
$

9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT COMMITMENTS

On May 6, 2021, the Company entered into a contract with LEE MING CONSTRUCTION CO., LTD. for the construction of the second-phase plant on its own land in Guishan Dist Huaya Section as approved by the Board of Directors on May 5, 2021. The total price of the construction was $1,828,800 (tax included). As of June 30, 2022, the Company has paid $277,978 and the outstanding billings that have not been paid amounted to $138,989.

10. SIGNIFICANT DISASTER LOSS

None.

11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE

None.

~30~

12. OTHERS

(1) Capital management

The Group’s main objectives when managing capital are to ensure solid and good capital ratio in order to support operations and to provide maximum returns for shareholders. The Group manages and adjusts capital structure based on economic situation and debt ratio, and achieves the purpose of maintaining and adjusting capital structure possibly by adjusting dividend payment or shares issuance.

(2) Financial instruments

A. Financial instruments by category

0
Financial assets
Financial assets at amortised cost
Cash and cash equivalents
Financial assets at amortised cost
Notes receivable
Accounts receivable (including
contract assets)
Other receivables
Guarantee deposits paid
(shown as “other non-current
assets”)
Financial liabilities
Financial liabilities at amortised cost
Notes payable
Accounts payable
Other payables
Lease liabilities (including current
portion)
June30,2022
363,692
$ 273,578
24,912
3,590,944
34,468
10,833
4,298,427
$ 34,069
$ 937,307
580,238
1,551,614
$ 47,913
$
December31,2021
1,226,378
$ 196,790
37,073
2,333,311
32,136
10,075
3,835,763
$ 30,493
$ 916,403
344,399
1,291,295
$ 56,698
$
June30,2021
1,999,344
$ 204,435
166,195

2,272,695

39,030
11,345

4,693,044
$
40,539
$ 1,129,106
295,321
1,464,966
$
58,587
$

B. Financial risk management policies

The Group adopts an overall risk management and control system to identify and measure a variety of financial risks including market risk, credit risk, liquidity risk and cash flow interest rate risk. This allows the management of the Group to effectively control and measure market risk, credit risk, liquidity risk and cash flow interest risk.

~31~

  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

Foreign exchange risk

  • i. The Group operates internationally and is exposed to exchange rate risk arising from the transactions of the Company and its subsidiaries used in various functional currency, primarily with respect to the USD, RMB, JPY and EUR. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities.

  • ii. The Group’s businesses involve some non-functional currency operations. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:

~32~

(Foreign currency: functional
currency)
Financial assets
Monetary items
USD:NTD
RMB:NTD
JPY:NTD
Non-monetary items
USD:NTD
EUR:NTD
JPY:NTD
MYR:NTD
KRW:NTD
RMB:NTD
Financial liabilities
Monetary items
USD:NTD
RMB:NTD
EUR:NTD
JPY:NTD
June30,2022 June30,2022 June30,2022
Foreign currency
amount
(in thousands)
80,963
$ 86,272
-
2,083
422
77,665
4,292
560,832
263,808
4,087
$ 9,392
623
186,899
Exchange rate
29.72
4.44
-
29.72
31.05
0.22
6.47
0.02
4.44
29.72
4.44
31.05
0.22
Book value
(NTD)
2,406,220
$ 382,961
-
61,892
13,102
16,947
27,784
12,955
1,093,538
121,466
$ 41,691
19,344
40,781
SensitivityAnalysis
Degree of
variation
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
Effect on profit
of loss
24,062
$ 3,830
-
-
-
-
-
-
-
1,215
$ 417
193
408
Effect on other
comprehensive
income
-
$ -
-
619
131
169
278
130
10,935
-
$ -
-
-




~33~

(Foreign currency: functional
currency)
Financial assets
Monetary items
USD:NTD
RMB:NTD
JPY:NTD
Non-monetary items
USD:NTD
EUR:NTD
JPY:NTD
MYR:NTD
KRW:NTD
RMB:NTD
Financial liabilities
Monetary items
USD:NTD
RMB:NTD
JPY:NTD
December 31,2021 31,2021
Foreign currency
amount
(inthousands)
46,876
$ 92,710
52,305
2,107
395
55,291
3,049
562,918
243,972
3,667
$ 3,933
148,124
Exchangerate
27.68
4.34
0.24
27.68
31.32
0.24
6.36
0.02
4.34
27.68
4.34
0.24
Book value
(NTD)
1,297,528
$ 402,732
12,579
58,315
12,372
13,297
19,378
13,229
980,212
101,503
$ 17,085
35,624
SensitivityAnalysis
Degree of
variation
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
Effect on profit
of loss
12,975
$ 4,027
126
-
-
-
-
-
-
1,015
$ 171
356
Effect on other
comprehensive
income
-
$ -
-
583
124
133
194
132
9,802
-
$ -
-



~34~

(Foreign currency: functional
currency)
Financial assets
Monetary items
USD:NTD
RMB:NTD
JPY:NTD
Non-monetary items
USD:NTD
EUR:NTD
JPY:NTD
MYR:NTD
KRW:NTD
RMB:NTD
Financial liabilities
Monetary items
USD:NTD
RMB:NTD
EUR:NTD
JPY:NTD
USD:KRW
June30,2021 June30,2021 June30,2021
Foreign currency
amount
(in thousands)
55,312
$ 56,884
87,452
2,386
492
52,862
5,137
711,369
221,341
4,024
$ 7,814
480
138,255
510
Exchange rate
27.86
4.31
0.25
27.86
33.15
0.25
6.44
0.02
4.31
27.86
4.31
33.15
0.25
1,117.98
Book value
(NTD)
1,540,992
$ 245,113
22,047
66,468
16,296
13,327
33,082
17,727
861,305
112,109
$ 33,671
15,912
34,854
14,209
SensitivityAnalysis
Degree of
variation
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
Effect on profit
of loss
15,410
$ 2,451
220
-
-
-
-
-
-
1,121
$ 337
159
349
142
Effect on other
comprehensive
income
-
$ -
-
665
163
133
331
177
8,613
-
$ -
-
-
-





~35~

  • iii. Total exchange gain (loss), including realised and unrealised, arising from significant foreign exchange variation on the monetary items held by the Group for the three months and six months ended June 30, 2022 and 2021 amounted to $78,254, ($38,045), $163,414 and ($41,012), respectively.

Price risk

The Group has no equity instruments held for trading; thus, the Group has no price risk.

Cash flow and fair value interest rate risk

The Group has no borrowings; thus, the Group has no cash flow and fair value interest rate risk.

  • (b) Credit risk

  • i. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms, and the contract cash flows of financial assets stated at amortised cost.

  • ii. The Group’s credit risk management policy is that for banks and financial institutions, only institutions with good credit rating are accepted. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analysing 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 utilisation of credit limits is regularly monitored.

  • iii. In accordance with the internal management policy of the Group, if the contract payments were past due over 120 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.

  • iv. In accordance with the internal management policy of the Group, the default occurs when the contract payments are past due over 365 days.

  • v. The following indicators are used to determine whether the credit impairment of debt instruments has occurred:

    • (i) It becomes probable that the issuer will enter bankruptcy or other financial reorganization due to their financial difficulties;

    • (ii) The disappearance of an active market for that financial asset because of financial difficulties;

    • (iii) Default or delinquency in interest or principal repayments.

  • vi. The Group classifies customer’s accounts receivable and contract assets in accordance with credit risk on trade. The Group applies the modified approach using the provision matrix based on the loss rate methodology to estimate expected credit loss.

~36~

  • vii. The Group writes off the financial assets, which cannot be reasonably expected to be recovered, after initiating recourse procedures. However, the Group will continue executing the recourse procedures to secure their rights.

  • viii.The Group used the forecastability to adjust historical and timely information to assess the default possibility of notes receivable, accounts receivable and contract assets. The Group’s notes receivable had no significant loss allowance. As of June 30, 2022, December 31, 2021 and June 30, 2021, the provision matrix based on the loss rate methodology is as follows:

Group A:

Group A:
91~180 181~365 Over 365
Not 1~60 days 61~90 days days days days
past due past due past due past due past due past due Total
June 30, 2022
Expected loss rate 0.03% 1.50% 15.00% 25.00% 40.00% 60%-100%
Total book value $ 715,372
$ 27,255
1,575
$
5,839
$
47
$
105
$
$ 750,193
Loss allowance 214 409 236 1,460 19 105 2,443
91~180 181~365 Over 365
Not 1~60 days 61~90 days days days days
past due past due past due past due past due past due Total
December 31, 2021
Expected loss rate 0.03% 1.50% 15.00% 25.00% 40.00% 60%-100%
Total book value $ 645,048
$ 3,606
$ 14
248
$
12,303
$
175
$
$ 661,394
Loss allowance - 54 2 62 4,921 175 5,214
91~180 181~365 Over 365
Not 1~60 days 61~90 days days days days
past due past due past due past due past due past due Total
June 30, 2021
Expected loss rate 0.17% 1.50% 15.00% 25.00% 40.00% 60%-100%
Total book value $ 358,459
$ 20,369
$ 125
$ -
1,592
$
926
$
$ 381,471
Loss allowance 608 306 19 - 637 926 2,496
Group B:
June30,2022 December 31,2021 June30, 2021
Expected loss rate 0.03% 0.03% 0.03%~0.17%
Total book value $ 2,874,390
$ 1,677,551
1,896,936
$
Loss allowance 31,198 420 3,216

Group B:

Group A: Customers excluding Group B.

  • Group B: Domestic and foreign clients that have good operating conditions, high degree of financial transparency, proceeds of collections of transaction and are rated with optimised internal credit rating. The default possibility that the Group used the forecastability to adjust historical and timely information to assess was 0.03% and credit facilities which were granted by the Group, which was used to assess the default possibility of accounts receivable and contract asstes.

~37~

  • ix. Movements in relation to the Group applying the simplified approach to provide loss allowance for accounts receivable and contract assets are as follows:
Accountsreceivable
At January 1
5,332
$ Provision for
impairment
22,350

Effect of exchange
rate changes
144

At June 30
27,826
$
Accounts receivable
At January 1
10,585
$ Provision for
impairment
-
Reversal of
provision for
impairment
4,885)
(
Effect of exchange
rate changes
101)
(
At June 30
5,599
$
Contract assets
Total
302
$ 5,634
$ 5,513
27,863
-

144
5,815
$ 33,641
$ Contract assets
Total
55
$ 10,640
$ 58

58
-
4,885)
(
-

101)
(
113
$ 5,712
$ 2022
2021

(c) Liquidity risk

  • i. Cash flow forecasting is performed and aggregated by the Group’s treasury. Surplus cash held by the operating entities over and above balance required for working capital management are invested in interest bearing current accounts and time deposits, choosing instruments with appropriate maturities or sufficient liquidity to provide sufficient headroom as determined by the abovementioned forecasts.

  • ii. The table below analyses the Group’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.

Non-derivative financial liabilities:

Non-derivative financial liabilities:
June 30, 2022
Notes payable

Accounts payable

Other payables

Lease liabilities
Less than 1year
$ 34,069
937,307
590,214
30,912
Over 1year
$ -
-
-
21,396

~38~

December 31, 2021 Less than 1year
Over 1year
Notes payable $ 30,493 $ -
Accounts payable 916,403 -
Other payables 354,683 -
Lease liabilities 30,496 23,489
June 30, 2021 Less than 1 year
Over 1year
Notes payable $ 40,539 $ -
Accounts payable 1,129,106 -
Other payables 295,321 -
Lease liabilities 28,390 26,096

(3) Fair value information

  • A. The Group has no financial instruments measured at fair value by valuation method.

  • B. The carrying amounts of cash and cash equivalents, financial assets at amortised cost, notes receivable, accounts receivable (including contract assets), other receivables, guarantee deposits paid, notes payable, accounts payable and other payables are approximate to their fair values.

(4) Other matter

In response to the Covid-19 outbreak and the government's various pandemic prevention measures, the Group provided the applications of work from home for employees, and employees were advised to avoid movement between different sites as much as possible. Also, the Group has implemented several prevention control measures such as conducting meetings online and managing related issues accordingly. The pandemic had no significant impact on the Group's operations and business for the six months ended June 30, 2022.

13. SUPPLEMENTARY DISCLOSURES

(1) Significant transactions information

  • A. Loan to others: Refer to table 1.

  • B. Provisions of endorsements and guarantees to others: None.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): None.

  • D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: None.

  • E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: Refer to table 2.

  • F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.

  • G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Refer to table 3.

~39~

  • H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Refer to table 4.

  • I. Trading in derivative instruments undertaken during the reporting periods: None.

  • J. Significant inter-company transactions during the reporting periods: Refer to table 5.

(2) Information on investees

Names, locations and other information of investee companies (not including investees in Mainland China): Refer to table 6.

(3) Information on investments in Mainland China

  • A. Basic information: Refer to table 7.

  • B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Refer to Table 3 to 5.

(4) Major shareholders information

Major shareholders information: Refer to Table 8.

Note: Subsidiaries are the Company’s immaterial subsidiaries, and the disclosure information was not reviewed by independent auditors.

14. SEGMENT INFORMATION

(1) General information

The Group is primarily engaged in the design, assembly, manufacture, sales, repairs and maintenance of automated inspection and testing equipment. The Group operates business only in a single industry. The Board of Directors who allocates resources and assesses performance of the Group as a whole, has identified that the Group has only one reportable operating segment.

(2) Measurement of segment information

The accounting policies of the operating segments and the Group are the same. The Group uses the operating profit as the measurement for operating segment profit and the basis of performance assessment.

(3) Information about segment profit or loss, assets and liabilities

The segment information provided to the chief operating decision maker for the reportable segments is as follows:

is as follows:
Revenue from external customers
Segment profit
Six months ended June 30
2022
3,761,071
$ 1,271,257
$
2021
2,900,506
$
857,021
$

~40~

(4) Reconciliation for segment income (loss)

Net profit (loss) of segments reported to the chief operating decision maker is measured in a manner consistent with revenues and expenses in the income statement. A reconciliation of segment profit (loss) to profit (loss) before tax and discontinued operations is provided as follows:

Reportable segments income

Unallocated profit or loss:
Non-operating income and expenses

Income before tax from continuing operations
Six months endedJune30 Six months endedJune30
2022
2021
$ 1,271,257
$ 857,021
177,500
( 28,739)
$1,448,757
$ 828,282
2021
$ 828,282

~41~

Test Research, Inc. and Subsidiaries

Loans to others

Six months ended June 30, 2022

Table 1

Expressed in thousands of NTD (Except as otherwise indicated)

Maximum outstanding Amount of Collateral General Is a balance during the Balance at Actual transactions Reason for Allowance Limit on loans Ceiling on ledger related six months ended June June 30, amount Interest Nature of with the short-term for doubtful granted to a total loans No. Creditor Borrower account party 30, 2022 2022 drawn down rate loan borrower financing accounts Item Value single party granted Footnote 1 TRI Electronic TRI Electronic Other Yes $ 27,036 $ 26,634 $ 26,634 4.75% Short-term $ - Additional $ - None $ - $ 645,288 $ 1,290,575 Note 1 (Shanghai) Limited (Suzhou) Limited receivables financing operating capital

  • Note 1: The Board of Directors resolved to amend TRI Electronic (Shanghai) Limited's policy “Procedures for Provision of Loans” and the policy as follows:

Ceiling on total loans to others: 50% of the creditor's net worth. For business transactions, if for short-term financing purpose, the ceiling on loans shall not exceed 40% of the creditor's net worth. Limit to a single party is RMB 4 million. However, limit on loans for financing granted by and to subsidiaries with the same ultimate parent which directly or indirectly holds 100% of its voting shares shall not exceed 20% of parent company's net worth. Ceiling to the aforementioned single party shall not exceed 10% of parent company's net worth.

Table 1 Page 1

Test Research, Inc. and Subsidiaries

Acquisition of real estate reaching NT$300 million or 20% of paid-in capital or more

Six months ended June 30, 2022

Table 2

Expressed in thousands of NTD (Except as otherwise indicated)

If the counterparty is a related party, information as to the last transaction of the real estate is disclosed below:

Relationship Original owner between the Reason for Relationship who sold the original owner Date of the Basis or reference acquisition of real Transaction with the real estate to the and original used in setting the estate and status of Other Real estate acquired by Real estate acquired Date of the event amount Status of payment Counterparty counterparty counterparty the acquirer transaction Amount price the real estate commitments Test Research, Inc. Test Research Linkou plant May 5, 2021 $ 1,828,800 Based on the contract LEE MING None Not applicable Not applicable Not applicable Not applicable Price comparison Expansion of future business and None schedule (Note) CONSTRUCTION CO., and price operational needs LTD. negotiation

Note: As of June 30, 2022, the Company has paid $277,978 and the outstanding billings that have not been paid amounted to $138,989.

Test Research, Inc. and Subsidiaries Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more Six months ended June 30, 2022

Table 3

Expressed in thousands of NTD (Except as otherwise indicated)

Purchaser/seller Counterparty Relationship
with the
counterparty
Transaction Transaction Differences in transaction terms compared to third party
transactions
Differences in transaction terms compared to third party
transactions
Notes/accountsreceivable (payable) Notes/accountsreceivable (payable) Footnote
Purchases
(sales)
Amount Percentage of
total purchases
(sales)
Credit term Unit price Credit term Balance Percentage of
total notes/accounts
receivable (payable)
Test Research, Inc.
TRI Electronic (Shenzhen)
Limited
Test Research, Inc.
TRI Electronic (Shenzhen)
Limited
TRI Electronic (Shenzhen)
Limited
Test Research, Inc.
TRI Electronic (Shenzhen)
Limited
Test Research, Inc.
Second-tier
subsidiary
Parent company
Second-tier
subsidiary
Parent company
Sales
Purchases
Sales
Purchases
282,880
$ 282,880
248,337
248,337
8%
100%
7%
100%
90-120 days after
acceptance and same
with the third parties
90-120 days after
acceptance
90-120 days after
acceptance and same
with the third parties
90-120 days after
acceptance
30% to 60% of the standard
price offered to third parties
Determined by the parent
company
30% to 60% of the standard
price offered to third parties
Determined by the parent
company
90-120 days after
acceptance and same
with the third parties
90-120 days after
acceptance
90-120 days after
acceptance and same
with the third parties
90-120 days after
acceptance
Accounts
receivable
$68,813
Accounts
payable
$68,813
Accounts
receivable
$252,726
Other
receivables
$59,642
Accounts
payable
$312,368
2%
76%
9%
91%
99%
None
None
Note
None

Note: Other receivables were reclassified from past due accounts receivable.

Table 3 Page 1

Test Research, Inc. and Subsidiaries

Receivables from related parties reaching $100 million or 20% of paid-in capital or more

June 30, 2022

June 30, 2022
Table 4
Creditor
Counterparty Relationship with the
counterparty
Balance as at
June30,2022
Turnover rate Overdue receivables Expressed in thousands of NTD
(Except as otherwise indicated)
Amount collected
subsequent to the
balance sheet date
(Note)
Allowance for
doubtful accounts
Amount Action taken
Test Research, Inc. TRI Electronic (Suzhou) Limited Second-tier subsidiary 312,368
$
1.43 236,627
$
In the process of
collection
13,764
$
-
$

Note: It pertained to the amount collected as of the auditors' review reporting date.

Table 4 Page 1

Test Research, Inc. and Subsidiaries

Significant inter-company transactions during the reporting period

Six months ended June 30, 2022

Table 5

Table 5
Number
(Note 1)
Companyname Counterparty Relationship
(Note 2)
Expressed in thousands of NTD
(Except as otherwise indicated)
Transactions
General ledger account Amount(Note 4) Transaction terms Percentage of
consolidated total
operating revenues or
total assets
0
0
0
0
0
1
2
3
4
5
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
TRI Electronic (Shanghai) Limited
TRI Electronic (Shenzhen) Limited
TRI Electronic (Suzhou) Limited
TEST RESEARCH USA, INC.
TRI TEST RESEARCH EUROPE GMBH
TRI Electronic (Suzhou) Limited
TRI Electronic (Shenzhen) Limited
TRI Electronic (Suzhou) Limited
TRI Electronic (Shenzhen) Limited
TRI KOREA CO., Ltd.
TRI Electronic (Suzhou) Limited
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
1
1
1
1
1
3
2
2
2
2
Sales revenue
Sales revenue
Accounts receivable
Accounts receivable
Other receivables
Other receivables
Service revenue
Service revenue
Service revenue
Service revenue
248,337
$ 282,880
252,726
68,813
59,642
26,634
41,821
52,123
22,514
16,747
Note 3
Note 3
Note 3
Note 3
Note 8
Note 5
Notes 6 and 7
Notes 6 and 7
Notes 6 and 7
Notes 6 and 7
7
8
3
1
1
-
1
1
1
-
  • 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 two categories:

  • (1) Parent company to subsidiary.

  • (2) Subsidiary to parent company.

(3) Subsidiary to subsidiary.

Note 3: Selling prices to the parent company and the Mainland China investees are determined based on 30% to 60% of the standard sales price. The credit term is 90 to 120 days after acceptance and was the same with the third parties.

Note 4: Only related party transactions in excess of $10,000 are disclosed. Corresponding transactions from the other side are not disclosed.

  • Note 5: Loans to others.

  • Note 6: Companies signed agency agreements with subsidiaries and second-tier subsidiary, and the subsidiaries and second-tier subsidiary act as product sales agent.

Note 7: Commission revenue was based on agency contract, others were based on agreed conditions.

  • Note 8: Other receivables refer to reclassifications from past due receivables.

  • Note 9: The above inter-company transactions between companies within the Group are eliminated when preparing consolidated financial statements.

Table 5 Page 1

Test Research, Inc. and Subsidiaries

Information on investees

Table 6

Expressed in thousands of NTD (Except as otherwise indicated)

Six months ended June 30, 2022

Investor Investee Location Main business
activities
Initial investment amount Initial investment amount Shares held as atJune30,2022 Shares held as atJune30,2022 Shares held as atJune30,2022 Net profit (loss) of the
investee for the six
months ended June 30,
2022
Investment income
(loss) recognised by
the Company for the
six months ended June
30,2022
Footnote
Balance as at
June30,2022
Balance as at
December 31,
2021
Number of
shares
Ownership
(%)
Bookvalue
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
Test Research, Inc.
TRI MALAYSIA SDN. BHD
TRI INVESTMENTS LIMITED
TEST RESEARCH USA, INC.
TRI TEST RESEARCH EUROPE
GMBH
TRI JAPAN CORPORATION
TRI MALAYSIA SDN. BHD
TRI KOREA CO., Ltd.
TEST RESEARCH INNOVATION
VIETNAM COMPANY LIMITED
Samoa
United States
Germany
Japan
Malaysia
South Korea
Vietnam
Investment
holdings
Trading
Trading
Trading
Trading
Trading
Trading
219,811
$ 61,299
17,679
10,750
2,066
10,591
4,153
219,811
$ 61,299
17,679
10,750
2,066
10,591
4,153
6,724,109
1,518,935
-
720
1,000,000
80,000
-
100
100
100
100
100
100
100
1,093,538
$ 61,892
13,102
16,947
27,784
12,955
9,730
87,798
$ 696)
(
847
5,236
7,772
412
4,647
90,001
$ 696)
(
847
5,236
7,772
41)
(
4,647
Note 2
None
Note 1
None
None
Note 2
None

Note 1: A limited liability company.

Note 2: The investment loss included the elimination of intercompany transactions.

Table 6 Page 1

Test Research, Inc. and Subsidiaries

Information on investments in Mainland China - Basic information

Six months ended June 30, 2022

Table 7

Expressed in thousands of NTD (Except as otherwise indicated)

Investee in
Mainland China
Main business
activities
Paid-in capital
(Note 3)
Investment method
(Note 1)
Accumulated amount
of remittance from
Taiwan to Mainland
China as of
January 1, 2021
(Note 3)
Amount remitted from
Taiwan to Mainland China/
Amount remitted back to
Taiwan for the six months
ended June 30,2022
Amount remitted from
Taiwan to Mainland China/
Amount remitted back to
Taiwan for the six months
ended June 30,2022
Accumulated
amount
of remittance
from Taiwan to
Mainland China
as of June 30,
2022(Note 3)
Net income of
investee for
the six months
ended June
30,2022
Ownership
held by the
Company
(direct or
indirect)
Investment income
recognised
by the Company for
the six months
ended June 30,
2022(Note 2(2)C.)
Book value of
investments in
Mainland China
as of June 30,
2022(Note 5)
Accumulated
amount of
investment
income
remitted back to
Taiwan as of
June 30,2022
Footnote
Remitted to
Mainland
China
Remitted
back to
Taiwan
TRI Electronic (Shenzhen)
Limited
TRI Electronic
(Suzhou)
Limited
TRI Electronic
(Shanghai)
Limited
Companyname
Manufacture and
sales of test
equipment
$ 90,646
Manufacture and
sales of test
equipment
76,943
Import and export
of equipment,
consulting and
after-sale
maintenance
service of
equipment
115,908
Accumulated amount of remittance from
Taiwan to Mainland China as of June
30,2022(Note 3)
2
$ 22,290
2
59,440
2
115,908
Investment amount approved by the
Investment Commission of the Ministry of
Economic Affairs(MOEA) (Note 3)
$ - $ -
-
-
-
-
Ceiling on investments in
Mainland China imposed by
the Investment Commission
of MOEA(Note 4)
$ 22,290
59,440
115,908
$ 30,432
60,144
( 2,779)
100
100
100
$ 30,432
60,144
( 2,779)
$ 738,203
275,431
79,904
$ -
-
-
Test Research, Inc. $ 197,638 $ 276,688 $ 3,871,725

Note 1: Investment methods are classified into the following three categories:

  • (1) Directly invest in a company in Mainland China.

  • (2) Through investing in an existing company in the third area, which then invested in the investee in Mainland China. (Reinvested through TRI INVESTMENTS LIMITED)

  • (3) Based on the investees’ financial statements which were not reviewed by audiors.

Note 2: In the ‘Investment income (loss) recognised by the Company for the six months ended June 30, 2022’ column:

  • (1) It should be indicated if the investee was still in the incorporation arrangements and had not yet any profit during this period.

  • (2) Indicate the basis for investment income (loss) recognition in the number of one of the following three categories:

  • A. The financial statements were audited and attested by international accounting firm which has cooperative relationship with accounting firm in R.O.C.

  • B. The financial statements were audited and attested by R.O.C. parent company’s CPA.

  • C. Others.

Note 3: The amount was originally denominated in USD and was translated to NTD at the exchange rate (1:29.72) prevailing at the balance sheet date.

Note 4: The highest of $80,000, 60% of the stockholder's equity and 60% of consolidated net assets.

Note 5: Including net changes of realised and unrealised profit from sales.

Table 7 Page 1

Test Research, Inc. and Subsidiaries Major shareholders information

June 30, 2022

Table 8

Table 8
Name of major shareholders
Shares
Number of shares held Ownership (%)
Chieh-Yuan, Chen 37,889,235 16.04%
Mei-Hsing, Yeh 17,338,054 7.33%
Der-Hsin Investment Co., Ltd. 13,464,174 5.69%
  • Note 1: The major shareholders information was derived from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialised form which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation. The share capital reflected in the financial statements may be different from the actual number of shares in dematerialised form due to the difference in the calculation basis.

  • Note 2: If the aforementioned data contains shares which were held in trust by the shareholders, the data is disclosed as a separate account of the client which was set by the trustee. As for the shareholder who reports share equity as an insider whose shareholding ratio is greater than 10%, in accordance with the Securities and Exchange Act, the shareholding ratio includes the self-owned shares and shares held in trust, and at the same time, the shareholder has the power to decide how to allocate the trust assets. For the information on reported share equity of insider, please refer to the Market Observation Post System.

Table 7 Page 1