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TYNTEK — Interim / Quarterly Report 2022
Dec 29, 2022
52074_rns_2022-12-29_5fd4b3b8-4a8f-4375-be48-fe2249d0825a.pdf
Interim / Quarterly Report
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Stock Code: 2426
TYNTEK Corporation and Its Subsidiaries
Consolidated Financial Statements and Independent Auditors' Review Report For the Three Months Ended March 31, 2022 and 2021
Address: No. 15, Kezhong Rd., Zhunan Township, Miaoli County, Hsinchu Science Park TEL: (037)582997
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 Chineselanguage auditors’ report and financial statements shall prevail.
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Table of Contents
| Item I. Cover II. Table of Contents III. Independent Auditors' Review Report IV. Consolidated balance sheet V. Consolidated Statements of Comprehensive Income VI. Consolidated Statements of Changes Equity VII. Consolidated Statements of Cash Flows VIII. Notes to consolidated financial statements (I) Organization and operations (II) The Authorization of Financial Statements (III) Application of New and Revised International Financial Reporting Standards (IV) Summary of Significant Accounting Policies (V) Critical Accounting Judgements and Key Sources of Estimation and Uncertainty (VI) Summary of Significant Accounting Items (VII) Related party transaction (VIII) Pledged Assets (IX) Significant Contingent Liabilities and Unrecognized Commitments (X) Significant assets and liabilities denominated in foreign currencies (XI) Additional Disclosures 1. Information about significant transactions 2. Information about investees 3. Information on investments in mainland China 4. Information on main investors (XII) Segments Information |
Page 1 2 3~4 5 6~7 8 9~10 11 11 11~12 12~14 15 15~52 52~56 56 56~57 57~58 58~59 58~59 59 59, 67 59~60 |
No. of Notes of Financial Statements |
|---|---|---|
| - - - - - - - I II III. IV V VI~XXXI XXXII XXXIII XXXIV XXXV XXXVI XXXVI XXXVI XXXVI XXXVII |
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Independent Auditors' Review Report
To TYNTEK Corporation,
Introduction
We have reviewed the accompanying consolidated balance sheets of TYNTEK Corporation (the “Company”) and its subsidiaries (collectively, the “Group”) for the three months ended March 31, 2022 and 2021 and the relevant consolidated statements of comprehensive income, changes in equity and cash flows for the three months then ended, and relevant notes, including a summary of significant accounting policies “(collectively referred to as the consolidated financial statements)”. It is the management's responsibility to prepare the consolidated financial statements that fairly present the Group’s consolidated financial position in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Accounting Standard (IAS) 34 “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China. Our responsibility is to draw conclusions on the consolidated financial statements as per the review results. Scope
Except as stated in the Basis for Qualified Conclusion paragraph, we conducted the review in accordance with the "Review of Financial Statements" of the Statements on Auditing Standard No. 65. The procedures to be carried out in reviewing the consolidated financial statements include inquiry (mainly with the person in charge of financial and accounting affairs), analytical procedures, and other review procedures. The scope of a review is substantially smaller than that of an audit and therefore 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 mentioned in Note 12 to the consolidated financial statements, the non-material subsidiaries’ financial statements for the same period included in the above consolidated financial statements have not been reviewed by us, and their total assets as at March 31, 2022 and 2021 were NT$1,032,644,000 and NT$1,191,028,000, respectively, accounting for 17% and 19% of the total consolidated assets, respectively; total liabilities were NT$198,703,000 and NT$224,525,000, respectively, representing 10% and 9% of the total consolidated liabilities, respectively; total consolidated comprehensive income (loss) for the three months ended March 31, 2022 and 2021 was NT$(25,402),000 and NT$27,009,000 respectively, accounting for (84)% and 30% of the total consolidated comprehensive income (loss), respectively As stated in Note 13 to the consolidated financial statements, the balances of investments using the equity method as at March 31, 2022 and 2021 were NT$178,978,000 and NT$157,068,000, respectively; the investment income as at March 31, 2022 and 2021 was NT$3,293,000 and NT$4,071,000, respectively. In addition, Note 36 to the consolidated financial statements discloses the relevant information on the investees, and the information on said investees was not reviewed by the CPAs.
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Qualified Conclusion
According to our review results, except that the financial statements of non-material subsidiaries and associates described in the Basis for Qualified Conclusion paragraph may result in adjustment to the consolidated financial statements and the information on investees if reviewed by us, we have determined that the foregoing consolidated financial statements have been prepared in all material respects in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IAS 34 “Interim Financial Reporting” as endorsed and issued into effect by the FSC, with a fair presentation of the Group’s consolidated financial position as of March 31, 2022 and 2021 as well as consolidated financial performance and consolidated cash flows for three months ended March 31, 2022 and 2021.
Deloitte Taiwan CPA Su-Li Fang
CPA Chen, Ming-Hui
The Financial Supervisory Commission Securities and Futures Commission Approval R.O.C. Approved No. Document No. Jing-Guang-Zheng-Liu No. 0940161384 Tai-Cai-Zeng-VI No. 0930128050
May 4, 2022
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TYNTEK Corporation and Its Subsidiaries Consolidated balance sheet
As of March 31, 2022, December 31, 2021, and March 31, 2021
Unit: NTD thousands
| Code 1100 1110 1120 1136 1150 1170 1180 1200 130X 1410 1476 1479 11XX 1510 1517 1535 1550 1600 1755 1760 1780 1840 1915 1920 1980 1990 15XX 1XXX |
Asset CURRENT ASSETS Cash and cash equivalents (Notes 6 and 31) Financial assets at fair value through profit or loss - current (Note 7 and 31) Financial assets at fair value through profit or loss - current (Note 8 and 31) Financial assets at amortized cost - current (Note 9, 31 and 33) Notes receivable, net (Note 10, 31) Accounts receivable, net (Notes 10, 25, and 31) Accounts receivable - related parties, net (Notes 10, 25, 31, and 32) Other receivables (Notes 10 and 31) Inventories (Note 11) Prepayments (Note 17) Other financial assets - current (Notes 19, 31 and 33) Other current assets - others (Note 18) Total current assets non-current assets Financial assets at fair value through profit or loss - non-current (Note 7 and 31) Financial assets at fair value through profit or loss - non-current (Note 8 and 31) Financial assets at amortized cost - non-current (Note 9, 31 and 33) Investments accounted for using equity method (Note 13) Property, plant and equipment (Notes 14 and 33) Right-of-use assets (Note 15) Investment property, net (Note 14) Other intangible assets (Note 16) Deferred tax assets (Note 27) Prepayments for equipment (Note 34) Refundable deposits (Note 31) Other financial assets - non-current (Notes 18, 31 and 33) Other non-current assets - others (Note 18) Total non-current assets Total assets |
March 31, 2022 (reviewed) Amount % $ 1,477,348 24 401,367 7 - - 1,000 - 11,133 - 890,677 15 67,410 1 68,756 1 880,810 14 23,808 - 7,836 - 5,981 - 3,836,126 62 52,205 1 62,474 1 6,615 - 178,978 3 1,711,770 28 97,528 2 - - 7,637 - 63,992 1 141,602 2 1,897 - 87 - 4,605 - 2,329,390 38 $ 6,165,516 100 |
Dec. 31, 2021 (audited) Amount % $ 1,145,382 18 583,316 9 - - 44,191 1 21,863 - 998,356 16 84,274 1 67,529 1 843,782 14 22,725 1 3,593 - 6,046 - 3,821,057 61 263,055 4 74,231 1 6,615 - 175,738 3 1,686,193 27 99,949 2 - - 1,561 - 81,287 1 98,416 1 1,963 - - - 4,622 - 2,493,630 39 $ 6,314,687 100 |
March 31, 2021 (reviewed) Amount % $ 501,003 8 595,052 10 19,347 - 520,442 8 15,304 - 989,574 16 990 - 67,741 1 747,622 12 24,276 1 9,186 - 4,238 - 3,494,775 56 336,909 5 64,280 1 6,566 - 157,068 2 1,690,329 27 107,609 2 220,610 4 1,942 - 88,088 1 66,406 1 2,064 - 43,547 1 3,919 - 2,789,337 44 $ 6,284,112 100 |
Code 2100 2120 2130 2150 2170 2180 2200 2230 2280 2320 2313 2399 21XX 2540 2550 2570 2580 2630 2640 2645 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 31XX 36XX 3XXX |
LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 19, 31, and 33) Financial liabilities at fair value through profit or loss - current (Note 7 and 31) Contract liabilities - Current (Note 25) Notes payable (Notes 20 and 31) Accounts payable (Notes 20 and 31) Accounts payable to related parties (Notes 20, 31 and 32) Other payables (Notes 21, 31, and 32) Current tax liabilities (Note 27) Lease liabilities - current (Notes 15 and 31) Current portion of long-term liabilities (Notes 19, 31, and 33) Unearned revenue (Notes 21, 29, and 31) Other current liabilities (Note 21) Total current liabilities non-current liabilities Long-term borrowings (Notes 19, 31, and 33) Provisions - non-current (Note 22) Deferred tax liabilities (Note 27) Lease liabilities - non-current (Notes 15 and 31) Long-term deferred revenue (Notes 19, 29, and 31) Defined benefit liability - non-current (Note 23 Guarantee deposits received (Note 31) Total non-current liabilities Total liabilities Equity attributable to owners of the company (Note 24) Ordinary shares Capital surplus Retained earnings Statutory reserves Special reserves Cumulative profit or loss Total retained earnings Other equities Total equity attributable to owners of the company Non-controlling interests (Notes 12 and 24) Total equity TOTAL LIABILITIES AND EQUITY |
March 31, 2022 (reviewed) Amount % $ 119,695 2 988 - 965 - 9,767 - 393,895 6 3,361 - 546,399 9 69,013 1 8,575 - 122,200 2 4,413 - 28,784 1 1,308,055 21 482,799 8 15,636 - 6,752 - 87,624 1 661 - 35,732 1 2,349 - 631,553 10 1,939,608 31 3,006,223 49 243,625 4 214,568 4 55,815 1 693,493 11 963,876 16 26,262) ( 1) 4,187,462 68 38,446 1 4,225,908 69 $ 6,165,516 100 |
Dec. 31, 2021 (audited) Amount % $ 157,977 3 - - 303 - 4,911 - 454,548 7 6,453 - 275,540 4 62,522 1 8,899 - 116,558 2 4,631 - 31,587 1 1,123,929 18 529,091 8 16,807 - 15,325 - 89,618 2 1,031 - 37,905 1 4,545 - 694,322 11 1,818,251 29 3,006,223 47 243,639 4 214,568 3 55,815 1 960,086 15 1,230,469 19 22,435) - 4,457,896 70 38,540 1 4,496,436 71 $ 6,314,687 100 |
March 31, 2021 (reviewed) |
March 31, 2021 (reviewed) |
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount $ 1,477,348 401,367 - 1,000 11,133 890,677 67,410 68,756 880,810 23,808 7,836 5,981 3,836,126 52,205 62,474 6,615 178,978 1,711,770 97,528 - 7,637 63,992 141,602 1,897 87 4,605 2,329,390 $ 6,165,516 |
Amount $ 1,145,382 583,316 - 44,191 21,863 998,356 84,274 67,529 843,782 22,725 3,593 6,046 3,821,057 263,055 74,231 6,615 175,738 1,686,193 99,949 - 1,561 81,287 98,416 1,963 - 4,622 2,493,630 $ 6,314,687 |
Amount $ 501,003 595,052 19,347 520,442 15,304 989,574 990 67,741 747,622 24,276 9,186 4,238 3,494,775 336,909 64,280 6,566 157,068 1,690,329 107,609 220,610 1,942 88,088 66,406 2,064 43,547 3,919 2,789,337 $ 6,284,112 |
Amount $ 119,695 988 965 9,767 393,895 3,361 546,399 69,013 8,575 122,200 4,413 28,784 1,308,055 482,799 15,636 6,752 87,624 661 35,732 2,349 631,553 1,939,608 3,006,223 243,625 214,568 55,815 693,493 963,876 26,262) 4,187,462 38,446 4,225,908 $ 6,165,516 |
Amount $ 157,977 - 303 4,911 454,548 6,453 275,540 62,522 8,899 116,558 4,631 31,587 1,123,929 529,091 16,807 15,325 89,618 1,031 37,905 4,545 694,322 1,818,251 3,006,223 243,639 214,568 55,815 960,086 1,230,469 22,435) 4,457,896 38,540 4,496,436 $ 6,314,687 |
Amount $ 521,989 - 2,465 7,131 373,046 1,957 425,389 26,951 43,405 160,082 629 24,411 1,587,455 693,712 14,704 16,373 96,198 1,299 46,996 13,974 883,256 2,470,711 3,006,223 227,999 214,568 55,815 320,243 590,626 49,265) 3,775,583 37,818 3,813,401 $ 6,284,112 |
% | ||||||||||
( |
( |
( |
8 - - - 6 - 7 - 1 3 - - 25 11 - - 2 - 1 - 14 39 48 4 3 1 5 9 ( 1) 60 1 61 100 |
The accompanying notes are an integral part of the consolidated financial statements
(With Deloitte & Touche review report dated May 4, 2022)
Chairman: Lee, Biing-Jye
Manager: Will Chou
Head of Accounting: Hsiao-Ping Li
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TYNTEK Corporation and Its Subsidiaries
Consolidated Statements of Comprehensive Income
For the Three Months Ended March 31, 2022 and 2021
(Reviewed only; not audited as per the auditing standards generally accepted in the Republic of China)
Unit: NTD thousands; EPS in NTD
| Code 4000 Operating revenue (Notes 25 and 32) 5000 Operating costs (Notes 11, 26, and 32) 5900 Gross income from operations Operating expenses (Notes 23 and 26) 6100 Selling and marketing expenses 6200 Administrative expenses 6300 Research and development expenses 6000 Total operating expenses 6500 Other income and expenses, net (Note 26) 6900 Operating profit Non-operating income and expense 7100 Interest revenue (Note 26) 7010 Other income (Note 26) 7020 Other gains or losses (Note 26) 7050 Financial costs (Note 26) 7060 Share of profit or loss of associates accounted for using equity method (Note 13) 7000 Non-operating income and expense Total 7900 Net income before tax 7950 Income tax expense (Note 27) 8200 Net income Other comprehensive income Items that will not be reclassified subsequently to profit or loss: |
January 1, 2022 to March 31, 2022 Amount % $ 683,131 100 512,655 75 170,476 25 10,524 1 46,018 7 33,635 5 90,177 13 - - 80,299 12 378 - 2,389 - ( 31,573 ) ( 5 ) ( 3,408 ) - 3,293 1 ( 28,921) ( 4) 51,378 8 ( 17,382) ( 3) 33,996 5 |
January 1, 2022 to March 31, 2022 Amount % $ 683,131 100 512,655 75 170,476 25 10,524 1 46,018 7 33,635 5 90,177 13 - - 80,299 12 378 - 2,389 - ( 31,573 ) ( 5 ) ( 3,408 ) - 3,293 1 ( 28,921) ( 4) 51,378 8 ( 17,382) ( 3) 33,996 5 |
January 1, 2022 to March 31, 2022 Amount % $ 683,131 100 512,655 75 170,476 25 10,524 1 46,018 7 33,635 5 90,177 13 - - 80,299 12 378 - 2,389 - ( 31,573 ) ( 5 ) ( 3,408 ) - 3,293 1 ( 28,921) ( 4) 51,378 8 ( 17,382) ( 3) 33,996 5 |
January 1, 2021 to March 31, 2021 |
January 1, 2021 to March 31, 2021 |
January 1, 2021 to March 31, 2021 |
January 1, 2021 to March 31, 2021 |
|---|---|---|---|---|---|---|---|
| Amount $ 683,131 512,655 170,476 10,524 46,018 33,635 90,177 - 80,299 378 2,389 31,573 ) 3,408 ) 3,293 28,921) 51,378 17,382) 33,996 |
Amount $ 759,434 615,339 144,095 9,944 44,627 34,695 89,266 15) 54,814 660 1,068 29,777 5,501 ) 4,071 30,075 84,889 9,375) 75,514 |
% | |||||
( ( ( ( |
( ( ( |
( ( ( |
( ( |
100 81 19 1 6 5 12 - 7 - - 4 1 ) 1 4 11 1) 10 |
(Continued on next page)
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(Continued from previous page)
| (Continued from previous page) | |||||||
|---|---|---|---|---|---|---|---|
| Code 8316 Unrealized gains (losses) on investments in equity instruments at FVTOCI 8349 Income tax relating to items that will not be reclassified subsequently to profit or loss 8360 Items that may be reclassified subsequently to profit or loss: 8361 Exchange Differences in Translating the Financial Statements of Foreign Operations 8399 Income tax income related to the components of other comprehensive income 8300 Other comprehensive income in this period (net amount after tax) 8500 Total comprehensive income in the current period 8600 Net income (loss) attributable to: 8610 Owners of the company 8620 Non-controlling interests 8700 Total comprehensive income attributable to: 8710 Owners of the company 8720 Non-controlling interests Earnings per share (Note 28) 9710 Basic 9810 Diluted |
January 1, 2022 to March 31, 2022 Amount % ( $ 14,643 ) ( 2 ) 2,608 - 10,386 1 ( 2,052) - ( 3,701) ( 1) $ 30,295 4 $ 34,029 5 ( 33) - $ 33,996 5 $ 30,202 4 93 - $ 30,295 4 $ 0.11 $ 0.11 |
January 1, 2021 to March 31, 2021 |
|||||
| Amount $ 14,643 ) 2,608 10,386 2,052) 3,701) $ 30,295 $ 34,029 33) $ 33,996 $ 30,202 93 $ 30,295 $ 0.11 $ 0.11 |
Amount $ 21,293 4,540 ) 3,576 ) 710 13,887 $ 89,401 $ 74,954 560 $ 75,514 $ 88,867 534 $ 89,401 $ 0.25 $ 0.25 |
% | |||||
| ( ( ( ( |
( ( |
( ( |
( |
3 1 ) - - 2 12 10 - 10 12 - 12 |
The accompanying notes are an integral part of the consolidated financial statements (With Deloitte & Touche review report dated May 4, 2022)
Accounting Supervisor: Li, Hsiao-Ping
Chairman: Lee, Biing-Jye
Manager: Will Chou
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TYNTEK Corporation and Its Subsidiaries
Consolidated Statements of Changes Equity
For the Three Months Ended March 31, 2022 and 2021
(Reviewed only; not audited as per the auditing standards generally accepted in the Republic of China)
Unit: NTD thousands
| Code A1 Balance at January 1, 2021 Earning appropriation and distribution for 2020 B1 Appropriated as statutory reserves B17 Reversed special reserve B5 Cash dividend to shareholders C7 Changes in associates and joint ventures accounted for using the equity method D1 Net income from January 1, 2021 through March 31, 2021 D3 Other comprehensive income from January 1, 2021 through March 31, 2021 D5 Comprehensive income from January 1, 2021 through March 31, 2021 Z1 Balance at March 31, 2021 A1 Balance at January 1, 2022 Earning appropriation and distribution for 2021 B5 Cash dividend to shareholders C7 Changes in associates and joint ventures accounted for using the equity method D1 Net income from January 1, 2022 through March 31, 2022 D3 Other comprehensive income from January 1, 2022 through March 31, 2022 D5 Comprehensive income from January 1, 2022 through March 31, 2022 O1 Decrease in non-controlling interests Z1 Balance at March 31, 2022 |
Equity attributable to owners ofthe | Equity attributable to owners ofthe | Equity attributable to owners ofthe | company | company | Total $ 3,908,878 - - 225,467 ) 3,305 74,954 13,913 88,867 $ 3,775,583 $ 4,457,896 300,622 ) 14 ) 34,029 3,827) 30,202 - $ 4,187,462 |
Non-controlling interests $ 37,284 - - - - 560 ( 26) 534 $ 37,818 $ 38,540 - - ( 33 ) 126 93 ( 187) $ 38,446 |
Totalequity | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share capital Shares (Thousands) Amount 300,621 $ 3,006,223 - - - - - - - - - - - - - - 300,621 $ 3,006,223 300,621 $ 3,006,223 - - - - - - - - - - - - 300,621 $ 3,006,223 |
Capitalsurplus $ 224,694 - - - 3,305 - - - $ 227,999 $ 243,639 - 14 ) - - - - $ 243,625 |
Retained earnings | Undistributed earnings $ 466,022 28,486 ) 33,220 225,467 ) - 74,954 - 74,954 $ 320,243 $ 960,086 300,622 ) - 34,029 - 34,029 - $ 693,493 |
Other equities Exchange Differences in Translating the Financial Statements of Foreign Operations Unrealized gain (loss) on financial assets atFVTOC ( $ 20,929 ) ( $ 42,249 ) - - - - - - - - - - ( 2,840) 16,753 ( 2,840) 16,753 ($ 23,769) ($ 25,496) ( $ 22,851 ) $ 416 - - - - - - 8,208 ( 12,035) 8,208 ( 12,035) - - ($ 14,643) ($ 11,619) |
||||||||||||
| Exchange Differences in Translating the Financial Statements of Foreign Operations ( $ 20,929 ) - - - - - ( 2,840) ( 2,840) ($ 23,769) ( $ 22,851 ) - - - 8,208 8,208 - ($ 14,643) |
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| Shares (Thousands) 300,621 - - - - - - - 300,621 300,621 - - - - - - 300,621 |
Statutoryreserves $ 186,082 28,486 - - - - - - $ 214,568 $ 214,568 - - - - - - $ 214,568 |
Special reserve $ 89,035 - 33,220 ) - - - - - $ 55,815 $ 55,815 - - - - - - $ 55,815 |
||||||||||||||
( |
( |
( ( ( |
( ( ( ( ( ( |
( ( ( ( ( |
( ( ( ( |
( ( ( |
( ( ( ( ( |
$ 3,946,162 - - 225,467 ) 3,305 75,514 13,887 89,401 $ 3,813,401 $ 4,496,436 300,622 ) 14 ) 33,996 3,701) 30,295 187) $ 4,225,908 |
The accompanying notes are an integral part of the consolidated financial statements (With Deloitte & Touche review report dated May 4, 2022)
Chairman: Lee, Biing-Jye
Manager: Will Chou
Accounting Supervisor: Li, Hsiao-Ping
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TYNTEK Corporation and Its Subsidiaries
Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 2022 and 2021
(Reviewed only; not audited as per the auditing standards generally accepted in the Republic of
China)
Unit: NTD thousands
| Code CASH FLOWS FROM OPERATING ACTIVITIES A10000 Net income before tax for this period A20010 Adjustments for: A20100 Depreciation expense A20200 Amortization expenses A20400 Net loss (gain) on financial assets and liabilities at FVTPL A20900 Financial costs A21200 Interest income A22300 Share of profit or loss of associates accounted for using equity method A22500 Losses on disposal of property, plant and equipment A23200 Gains on disposal of investments accounted for using equity method A23800 Losses on inventory valuation and obsolescence losses A24100 Unrealized gains on foreign currency exchange A30000 Changes in operating assets and liabilities A31130 Note receivable A31150 Trade receivable A31180 Other receivables A31200 Inventories A31230 Prepayments A31240 Other current assets A32130 Note payable A32125 contract liability A32150 Accounts payable A32180 Other payables A32200 Provisions A32230 Other current liabilities A32240 Net defined benefit liability A33000 Cash from operations A33300 Interest paid A33500 Income tax paid AAAA Net cash inflow (outflow) from operating activities |
January 1, 2022 to March 31, 2022 $ 51,378 64,672 262 68,699 3,408 ( 378 ) ( 3,293 ) - - 783 ( 27,169 ) 10,730 146,502 ( 1,591 ) ( 37,811 ) ( 1,066 ) 65 4,856 662 ( 63,498 ) ( 24,172 ) ( 1,171 ) ( 2,803 ) ( 2,173) 186,892 ( 2,703 ) ( 1,613) 182,576 |
January 1, 2021 to March 31, 2021 |
January 1, 2021 to March 31, 2021 |
|---|---|---|---|
( ( ( ( ( ( ( ( ( ( ( ( ( |
( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( |
$ 84,889 60,743 227 26,426 ) 5,501 660 ) 4,071 ) 15 149 ) - 19,883 ) 6,080 ) 130,682 ) 1,229 ) 18,897 ) 8,185 ) 109 880 243 30,346 5,085 ) 724 ) 1,485 ) 262) 40,865 ) 5,549 ) 1,359) 47,773) |
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|---|---|---|---|
| Code Cash flows from investing activities B00010 Acquisition of financial assets at FVTOCI B00050 Disposal of financial assets at amortized cost B00100 Purchase of financial assets at fair value through profit or loss B00200 Disposal of financial assets at FVTPL B01800 Acquisition of long-term investments in equity using equity method B01900 Disposal of long-term investments in equity using equity method B02700 Acquisition of property, plant and equipment B02800 Proceeds from disposal of property, plant and equipment B03800 Decrease in refundable deposits B04500 Acquisition of intangible assets B06500 Increase in other financial assets B07100 Increase in prepayments for equipment B07500 Interest received BBBB Net cash inflows from investing activities Cash flows from financing activities C00100 Increase in short-term borrowings C00200 Decrease in short-term borrowings C01600 Proceeds from long-term borrowings C01700 Repayments of long-term borrowings C03000 Decrease in guarantee deposits received C04020 Repayment of the principal portion of leases C05800 Changes in non-controlling interests CCCC Net cash outflows from financing activities DDDD Effects of exchange rate changes on the balance of cash held in foreign currencies EEEE Increase (decrease) in cash and equivalents E00100 Balance of cash and cash equivalents at the beginning of the period E00200 Balance of cash and cash equivalents at the end of the period |
January 1, 2022 to March 31, 2022 ( $ 2,886 ) 43,518 - 322,642 - - ( 98,903 ) 28 66 ( 6,336 ) ( 4,330 ) ( 31,847 ) 742 222,694 94,289 ( 134,532 ) 25,000 ( 66,238 ) ( 2,196 ) ( 2,318 ) ( 187) ( 86,182) 12,878 331,966 1,145,382 $ 1,477,348 |
January 1, 2021 to March 31, 2021 |
|
| ( ( ( ( ( ( ( ( ( ( ( |
( ( ( ( ( ( ( ( ( ( ( ( |
$ - 44,123 20,754 ) 427 1,470 ) 5,026 30,920 ) 1,375 112 - 36,470 ) 31,060 ) 401 69,210) 220,291 217,844 ) - 40,385 ) 2,206 ) 2,267 ) - 42,411) 4,648 154,746 ) 655,749 $ 501,003 |
The accompanying notes are an integral part of the consolidated financial statements (With Deloitte & Touche review report dated May 4, 2022)
Chairman: Lee, Biing-Jye
Manager: Accounting Supervisor: Will Chou Li, Hsiao-Ping
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TYNTEK Corporation and Its Subsidiaries
Notes to consolidated financial statements
For the Three Months Ended March 31, 2022 and 2021
(Reviewed only; not audited as per the auditing standards generally accepted in the Republic of China)
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
I. Organization and operations
TYNTEK Corporation (hereinafter referred to as the "Company") was incorporated on April 4, 1987 in accordance with the Company Act of R.O.C. The main businesses are research and development, manufacturing, and sales of relevant products, including gallium arsenide, infrared, light-emitting diodes, laser diodes, phototransistors, photodiodes, single crystal and epitaxy, crystal grains, optoelectronic systems, radio transmitters, and other electrical devices that can generate radio radiant energy.
The Company’s shares had been listed for trading in Taipei Exchange (TEPx) since November 1998, and were approved by the Securities and Futures Commission, Ministry of Finance (currently known as the Securities and Futures Bureau, Financial Supervisory Commission) to be listed on the Taiwan Stock Exchange for trading instead since September 2000.
The consolidated financial statements of the Company and its subsidiaries are presented in the Company’s functional currency, the New Taiwan dollar.
II. The Authorization of Financial Statements
The consolidated financial statements were approved by the board of directors and authorized for issue on May 4, 2022.
III. Application of New and Revised International Financial Reporting Standards
- (I) Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)
The application of the amendments to the IFRSs endorsed and issued into effect by the FSC does not have material impact on the Group’s accounting policies.
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(II) The IFRSs issued by the International Accounting Standards Board (IASB) but not
yet endorsed and issued into effect by the FSC
| yet endorsed and issued into effect by the FSC | |
|---|---|
| New, Revised or Amended 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” Amendments of IFRS 17 Amendment to IFRS 17 (Initial Application of IFRS 17 and IFRS 9—Comparative Information) Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 1 "Disclosure of Accounting Policies” Amendments to IAS 8 "Definition of Accounting Estimates" Amendments to IAS 12 (Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction) |
Effective Date Issued by IASB (Note 1) |
| To be determined January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 (Note 2) January 1, 2023 (Note 3) January 1, 2023 (Note 4) |
Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.
- Note 2: The amendments apply to the annual reporting periods beginning on or after January 1, 2023 prospectively.
Note 3: The amendments apply to changes in accounting estimates and changes in accounting policies that occur during the annual reporting periods beginning on or after January 1, 2023.
- Note 4: The amendments apply to transactions occurring after January 1, 2022, except for the recognition of temporary differences in lease and
decommissioning obligations as deferred tax at January 1, 2022.
As of the publication date of the consolidated financial statements, the Group is continuing to assess the impact of amendments to other standards and interpretations on the Group’s financial position and financial performance, and will disclose relevant impacts when the assessment is completed.
IV. Summary of Significant Accounting Policies
- (I) Statement of compliance
The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34 “Interim Financial Reporting” as endorsed and issued into effect by the FSC.
- 12 -
The consolidated financial statements do not contain all the information that needs to be disclosed in the annual financial statements as required by IFRSs.
(II) Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis except for the financial instruments measured at fair value and the net defined liabilities recognized at the present value of the defined benefit obligation less the fair value of plan assets.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:
-
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.
-
Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).
-
Level 3 inputs are unobservable inputs for the asset or liability.
(III) Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (subsidiaries). Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statements of comprehensive income from the effective dates of acquisition up to the effective dates of disposal. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company. All intra-group transactions, balances, income, and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests have been adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted
- 13 -
and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.
When the Group loses control over a subsidiary, the gains or losses on the disposal are the differences between the following two: (1) The sum of the fair value of the consideration received and the fair value of the remaining investment in the former subsidiary on the date of loss of control, and ( 2) the sum of the carrying amounts of the assets (including goodwill), liabilities, and non-controlling interests of the former subsidiary on the day of loss of control. All amounts recognized in other comprehensive income related to said subsidiary are accounted for on the same basis as the one adopted for the Group's direct disposal of the relevant assets or liabilities.
The remaining investment in the former subsidiary is adopted as the amount of financial assets initially recognized at FVTPL based on the fair value at the date of loss of control.
For details of subsidiaries, ownership percentage, and businesses, please refer to Note 12 and Table 3.
- (IV) Other significant accounting policies
In addition to the information below, please refer to the summary of significant accounting policies in the 2021 consolidated financial statements.
- Defined post-employment benefits
The pension cost in the interim period is calculated at actuarially determined pension cost rate at the end of the prior year, from the beginning of the year to the end of this period and adjusted as per major market fluctuations in this period, revisions of major plans, settlement, or other major one-off events. 2. Income tax
The income tax expense represents the sum of the tax currently payable and deferred tax. Income tax for the interim period is assessed on an annual basis and is calculated as per the interim pre-tax income at the tax rate applicable to the estimated total annual earnings. The effect of changes in tax rates due to amendments to the tax law in the interim period is consistent with the accounting principles adopted for the transactions that are taxed and is recognized in profit or loss, other comprehensive income, or in equity directly in the period in which it occurs.
- 14 -
V. Critical Accounting Judgements and Key Sources of Estimation and Uncertainty
In the application of the Group’s accounting policies, the management is required to make judgments, estimations, and assumptions about the relevant information that is not readily accessible from other sources based on historical experience and other relevant factors. Actual results may differ from these estimates.
The Group will include the recent developments of the COVID-19 pandemic, RussoUkrainian War, and relevant international sanctions and their potential impacts on the economic environment in the consideration for estimation of cash flows, growth rates, discount rates, and profitability, and other relevant critical accounting estimates. The management will continue to examine the estimates and basic assumptions. If an amendment to estimates only affects the current period, it shall be recognized in the period of said amendment; if an amendment to accounting estimates affects the current year and future periods, it shall be recognized in the period of said amendment and future periods.
Please refer to the 2021 consolidated financial statements for the details of key sources of uncertainty over critical accounting judgments, assumptions, and estimation adopted in these financial statements.
VI. Cash and equivalents
| Cash and equivalents | ||||
|---|---|---|---|---|
Cash on hand and petty cash Check and demand (current) deposit Cash equivalents (investments with original maturity date of less than 3 months) Time deposits |
March 31, 2022 $ 742 476,606 1,000,000 $ 1,477,348 |
Dec. 31, 2021 $ 660 644,722 500,000 $ 1,145,382 |
March 31, 2021 | |
| $ 647 500,356 - $ 501,003 |
The interest rate ranges of bank demand deposits and time deposits at the balance sheet date are as follows:
| sheet date are as follows: | |||
|---|---|---|---|
Cash in banks |
March 31, 2022 0.001%~0.320 % |
Dec. 31, 2021 0.001%~0.200% |
March 31, 2021 |
0.001%~0.200 % |
- 15 -
VII. Financial instruments at FVTPL
| Financial assets-current Financial assets designated as at FVTPL Derivatives (not designated for hedging) - Forward foreign exchange contracts (2) Non-derivative financial assets - Domestic listed stocks - Gold passbook Hybrid financial assets - structured deposit (1) Financial assets-non-current Financial assets designated as at FVTPL Non-derivative financial assets - Foreign unlisted stocks Hybrid financial assets - wealth management products (1) Financial liability-current Financial assets designated as at FVTPL Derivatives (not designated for hedging) - Forward foreign exchange contracts (2) |
March 31, 2022 $ - 401,352 15 - $ 401,367 $ 52,205 - $ 52,205 $ 988 |
Dec. 31, 2021 $ 496 582,805 15 - $ 583,316 $ 87,201 175,854 $ 263,055 $ - |
March 31, 2021 | March 31, 2021 | |
|---|---|---|---|---|---|
| $ - 594,949 15 88 $ 595,052 $ 115,021 221,888 $ 336,909 $ - |
-
(I) The structured deposit and wealth management product contracts signed between the Group and the banks. The structured deposits and wealth management products include an embedded derivative that is not closely related to the host contract. Since the host contract included in the hybrid contract is an asset within the scope of IFRS 9, the hybrid contract is mandatorily classified as at FVTPL.
-
(II) The unexpired forward foreign exchange contracts without hedge accounting applied on the balance sheet date are as follows:
-
16 -
March 31, 2022
| March 31, 2022 | |||
|---|---|---|---|
| Sale of forward foreign exchange |
Currency USD: NTD USD: NTD USD: NTD |
Duration March 14, 2022 to April 20, 2022 March 14, 2022 to May 20, 2022 March 14, 2022 to June 21, 2022 |
Contract amount (NTD thousands) |
| USD2,000 USD1,900 USD2,000 |
Dec. 31, 2021
Contract amount (NTD Currency Duration thousands) Sale of forward USD: NTD Oct. 6, 2021, to Jan. 20, 2022 USD2,000 foreign exchange
The Company's purpose of engaging in forward foreign exchange transactions is to hedge risks arising from foreign currency assets and liabilities due to exchange rate fluctuations. As the forward foreign exchange contracts held by the Company do not meet the conditions for effective hedging, hedge accounting is not applicable.
VIII. Financial assets at FVTOCI
| Financial assets at FVTOCI | |||||
|---|---|---|---|---|---|
| Equity instrument Current Domestic investment Listed stocks Para Light Electronics Co., Ltd. Non-current Domestic investment Stocks listed on TWSE/TPEx and emerging stock markets Brightek Optoelectronic Co., Ltd. Unlisted stocks Chipwell Tech Corporation Chipstar Tech Corporation |
March 31, 2022 $ - $ 43,809 12,412 6,253 $ 62,474 |
Dec. 31, 2021 $ - $ 56,845 9,526 7,860 $ 74,231 |
March 31, 2021 | ||
| $ 19,347 $ 48,991 9,526 5,763 $ 64,280 |
The Group has invested in the common stocks of the above-mentioned companies in accordance with medium and long-term strategic purposes, and expects to make profits through long-term investments. The management of the Group believes that if the shortterm fair value fluctuations of these investments are recognized in profit or loss, it is inconsistent with the aforementioned long-term investment plan, so it has elected to designate these investments as at FVTOCI.
- 17 -
IX. Financial assets at amortized cost
| Current Time deposits with original maturity date of more than 3 months - pledge Time deposits with original maturity date of less than 3 months - pledge Non-current Time deposits with original maturity date of more than 1 year - pledge |
March 31, 2022 $ - 1,000 $ 1,000 $ 6,615 |
Dec. 31, 2021 $ 36,528 7,663 $ 44,191 $ 6,615 |
March 31, 2021 | March 31, 2021 | |
|---|---|---|---|---|---|
| $ 181,861 338,581 $ 520,442 $ 6,566 |
As of March 31, 2022, December 31, 2021, and March 31, 2021, the interest rate range of the pledged time deposits with the original maturity date of less 3 months and the those with more than 3 months were 0.56%, 0.20%–0.26%, and 0.20%– 2.35% per annum, respectively.
As of March 31, 2022, December 31, 2021, and March 31, 2021, the interest rate range of the pledged time deposits with original maturity date of over one year was both 0.755%–0.815%.
For information on pledged financial assets measured at amortized cost, please refer to Note 33.
X. Notes receivable, accounts receivable, and other receivables
| Note receivable At amortized cost From operations Trade receivable At amortized cost Gross carrying amount Less: Allowance for impairment loss Accounts receivable - related parties |
March 31, 2022 $ 11,133 $ 902,111 ( 11,434) ( 890,677 67,410 $ 958,087 $ |
Dec. 31, 2021 $ 21,863 $ 1,010,311 11,955) 998,356 84,274 $ 1,082,630 |
March 31, 2021 | March 31, 2021 | |
|---|---|---|---|---|---|
( |
( |
$ 15,304 $ 1,001,529 11,955) 989,574 990 $ 990,564 |
(Continued on next page)
- 18 -
(Continued from previous page)
| ed from previous page) | ||||||
|---|---|---|---|---|---|---|
| March | 31, 2022 | Dec. 31, 2021 | March | 31, 2021 | ||
| Other receivables |
||||||
| Proceeds from disposal of right- | ||||||
| of-use assets receivable | ||||||
| (Note) | $ | 59,729 | $ | 57,581 | $ | 57,581 |
| Business tax refund receivable | 8,749 | 9,263 | 9,104 | |||
| Others |
278 | 685 | 1,056 | |||
| $ | 68,756 | $ | 67,529 | $ | 67,741 |
Note: As for the proceeds from disposal of right-of-use assets receivable, the Group signed a state-owned land use right recovery agreement with the sub-center of the Donghu New Technology Development Zone, Wuhan Land Consolidation and Reserve Center, China, in the first half of 2020. The total price is CNY 61,624,000 (approximately NT$269,729,000) to recover part of the land use rights of Yuanmao Opto-electronic Technology (Wuhan) Co., Ltd. located in Wuhan, mainland China. As of March 31, 2021, the balance of the proceeds from the disposal in the amount of CNY 13,255,000 (approximately NT$59,729,000) has not been recovered (see Note 15).
- (I) Notes and accounts receivable
The average credit period for customers is net 30 to 180 days after the account day. In addition to the loss allowance for individual customers’ actual credit impairment loss, the Group refers to historical experience, considers individual customers’ financial status, industries, competitive advantages, and prospects, and divides them into different risk groups and recognizes loss allowances for each group based on their expected loss rates. In addition, a 100% loss allowance is recognized for accounts receivable with an account opened for over 365 days and no other credit guarantee provided.
In order to reduce credit risk, the management of the Group is responsible for the determination of credit limit, credit approval, and other monitoring procedures to ensure that appropriate actions have been taken in the recovery of overdue receivables. In addition, the Group reviews the recoverable amount of the receivables one by one at the balance sheet date to ensure that the appropriate impairment loss is recognized for uncollectible receivables. In this regard, the management of the Group believes the Group’s credit risk was significantly reduced.
- 19 -
The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of lifetime expected loss provision for all trade receivables.
If there is evidence that the counterparty is facing serious financial difficulties and the Group cannot reasonably expect to recover the amount, the Group directly writes off the relevant accounts receivable, but will continue to try to collect the receivable. The recovered amount is recognized in profit or loss.
The aging analysis of notes and accounts receivable is as follows:
March 31, 2022
| March 31, 2022 | |||||||
|---|---|---|---|---|---|---|---|
| Gross carrying amount Loss allowance (lifetime ECLs) Amortized cost Dec. 31, 2021 Gross carrying amount Loss allowance (lifetime ECLs) Amortized cost March 31, 2021 Gross carrying amount Loss allowance (lifetime ECLs) Amortized cost |
1–120 days after account day $ 796,564 - $ 796,564 1–120 days after account day $ 825,066 - $ 825,066 1–120 days after account day $ 817,257 - $ 817,257 |
121–180 days after account day $ 165,389 - $ 165,389 121–180 days after account day $ 280,396 ( 969) $ 279,427 121–180 days after account day $ 183,112 - $ 183,112 |
181–365 days after account day $ 8,318 ( 1,051) $ 7,267 181–365 days after account day $ 77 ( 77) $ - 181–365 days after account day $ 6,527 ( 1,028) $ 5,499 |
Over 365 days $ 10,383 ( 10,383) $ - Over 365 days $ 10,909 ( 10,909) $ - Over 365 days $ 10,927 ( 10,927) $ - |
Total | ||
( |
$ 980,654 11,434) $ 969,220 Total |
||||||
( |
$ 1,116,448 11,955) $ 1,104,493 Total |
||||||
( |
( |
$ 1,017,823 ( 11,955) $ 1,005,868 |
The information on the movements in the loss allowance for notes and accounts receivable is as follows:
| receivable is as follows: | |||
|---|---|---|---|
| Beginning retained earnings Less: Write-off in this period Ending balance |
January 1, 2022 to March 31, 2022 $ 11,955 ( 521) $ 11,434 |
January 1, 2021 to March 31, 2021 |
|
( |
$ 11,955 - $ 11,955 |
- 20 -
(II) Other receivables
In order to reduce credit risk, the management of the Group will consider the publicly available financial information to give appropriate internal ratings for items without external information on ratings.
The Group considers the historical default loss rate, the debtor's current financial position, and business forecast for the industry in which it is located to measure the 12-month ECLs or lifetime ECLs of other receivables.
XI. Inventories
| Inventories | |||||
|---|---|---|---|---|---|
| Finished goods Work in process Raw materials |
March 31, 2022 $ 364,598 250,489 265,723 $ 880,810 |
Dec. 31, 2021 $ 333,237 254,939 255,606 $ 843,782 |
March 31, 2021 | ||
| $ 236,519 313,700 197,403 $ 747,622 |
The inventory-related costs of sales during the three months ended March 31, 2022 and 2021 were NT$512,655,000 and NT$615,339,000, respectively.
The cost of sales during the three months ended March 31, 2022 and 2021 included the inventory valuation losses of NT$783 and NT$0, respectively.
XII.
Subsidiary
(I) Subsidiaries included in consolidated financial statements
The detailed information of the subsidiaries at the end of the reporting period was as follows:
| Investor | Investee | Main Business | Ownership (%) | Ownership (%) | Ownership (%) | Description |
|---|---|---|---|---|---|---|
| March 31, 2022 |
Dec. 31, 2021 |
March 31, 2021 100.00 100.00 21.43 94.44 40.79 100.00 100.00 100.00 100.00 100.00 |
||||
| The Company Long Benefit TEK Holding Co., Ltd. Keyway International L.L.C. Keeper Technology Global Unity Int’l Co., Ltd. Creation New Technology Inc. |
TEK Holding Co., Ltd. Long Benefit Investment Co., Ltd. (Long Benefit) Keeper Technology Co. Ltd. (Keeper Technology) Xu Qi Co., Ltd. (Xu Qi) Keeper Technology Keyway International L.L.C. Yuanmao Opto- electronic Technology (Wuhan) Co., Ltd. Global Unity Int’l Co., Ltd. Creation New Technology Inc. Kaishin Technology (Wuhan) Corporation |
Investment in various overseas businesses General investment Mechanical installation, retail and wholesale of electronic materials, automobile and scooter parts and accessories, traffic sign equipment and other machinery, as well as manufacturing of lighting equipment and other machinery Manufacturing of lighting equipment Mechanical installation, retail and wholesale of electronic materials, automobile and scooter parts and accessories, traffic sign equipment and other machinery, as well as manufacturing of lighting equipment and other machinery Investment in various overseas businesses Other light-emitting diode production and sales business Investment in various overseas businesses Investment in various overseas businesses R&D and manufacturing of LED lighting equipment products, electronic component manufacturing, automobile parts manufacturing, as well as electrical appliances and audiovisual electronic products manufacturing |
100.00 100.00 21.43 - 40.79 100.00 100.00 100.00 100.00 100.00 |
100.00 100.00 21.43 94.44 40.79 100.00 100.00 100.00 100.00 100.00 |
Note 1 Note 1 Note 1 Notes 1 and 2 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 |
- 21 -
Note 1: It is a non-material subsidiary whose financial statements were not reviewed by a CPA. Note 2: Xuqi Company’s liquidation was completed in March 2022.
XIII. Investments accounted for using equity method
Investments in Associates
| Investments in Associates | |||||
|---|---|---|---|---|---|
| Material associates Hsinjing Holding Co. Ltd. (Hsinjing) Associates that are not individually material Less: Accumulated impairment |
March 31, 2022 $ 149,547 36,930 186,477 ( 7,499) $ 178,978 |
Dec. 31, 2021 $ 149,194 34,043 183,237 7,499) $ 175,738 |
March 31, 2021 | ||
( |
( |
( |
$ 130,909 33,658 164,567 7,499) $ 157,068 |
(I) Material associates
The Group's percentages of ownership interests and voting rights in associates at the balance sheet date are as follows:
| Company name Hsinjing (formerly known as Tynsolar) |
Percentage | of ownership and voting rights | of ownership and voting rights |
|---|---|---|---|
| March 31, 2022 22.79% |
Dec. 31, 2021 22.79% |
March 31, 2021 | |
| 22.79% |
Refer to Table 3 in Note 36 “Information on Investees” for the nature of business, principal places of business, and countries of incorporation of the associates above.
The Group adopts the equity method to measure the above-mentioned associates, and its share of profits and losses and other comprehensive income is calculated based on financial statements were not reviewed by a CPA.
The information on Level 1 fair value of associate with open market quotes is as follows:
| follows: | |||||
|---|---|---|---|---|---|
| Company name Hsinjing |
March 31, 2022 $ 627,241 |
Dec. 31, 2021 $ 674,395 |
March 31, 2021 | ||
| $ 900,380 |
(II) Aggregate information on associates that are not individually material
| The Group’s share of Net loss for this period |
January 1, 2022 to March 31, 2022 $ 2,888 |
January 1, 2021 to March 31, 2021 |
January 1, 2021 to March 31, 2021 |
|---|---|---|---|
| ( | $ 758) |
Refer to Table 3 in Note 36 “Information on Investees” for the nature of business, principal places of business, and countries of incorporation of the associates above.
The Group adopts the equity method to measure the above-mentioned associates that are not individually material, and its share of profits and losses and other
- 22 -
comprehensive income is calculated based on financial statements that were not reviewed by a CPA.
XIV. Property, plant, and equipment
(I) Self-use
| Self-use | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Cost Balance at January 1, 2022 Additions Disposal Reclassification Net exchange differences Balance at March 31, 2022 Accumulated depreciation and impairment Balance at January 1, 2022 Depreciation expense Disposal Net exchange differences Balance at March 31, 2022 Net amount at March 31, 2022 Net amount as at December 31, 2021 and January 1, 2022 Balance at January 1, 2021 Additions Disposal Reclassification Net exchange differences Balance at March 31, 2021 Accumulated depreciation and impairment Balance at January 1, 2021 Depreciation expense Disposal Net exchange differences Balance at March 31, 2021 Net amount at March 31, 2021 Net amount as at December 31, 2020 and January 1, 2021 |
Self-owned land |
Building | Equipment | Leased Improvements |
Other Equipment |
Unfinished construction and asset to be checked and accepted |
Total | ||
| $ 62,273 - - - - $ 62,273 $ - - - - $ - $ 62,273 $ 62,273 $ 62,273 - - - - $ 62,273 $ - - - - $ - $ 62,273 $ 62,273 |
( ( |
$ 1,794,181 71,711 - 11,760 12,550 $ 1,890,202 $ 658,669 25,469 - 7,893 $ 692,031 $ 1,198,171 $ 1,135,512 $ 1,777,241 2,118 - 2,212 2,214) $ 1,779,357 $ 568,453 24,640 - 1,491) $ 591,602 $ 1,187,755 $ 1,208,788 |
$ 2,158,294 15,698 ( 1,636 ) 20,778 8,136 $ 2,201,270 $ 1,743,116 33,955 ( 1,608 ) 7,020 $ 1,782,483 $ 418,787 $ 415,178 $ 2,042,448 5,105 ( 4,035 ) 4,288 ( 1,653) $ 2,046,153 $ 1,634,266 30,397 ( 2,894 ) ( 1,355) $ 1,660,414 $ 385,739 $ 408,182 |
$ 21,639 3,358 ( 519 ) - - $ 24,478 $ 21,467 140 ( 519 ) - $ 21,088 $ 3,390 $ 172 $ 23,793 - - - - $ 23,793 $ 23,504 34 - - $ 23,538 $ 255 $ 289 |
$ 116,692 1,841 ( 2,728 ) - 227 $ 116,032 $ 87,430 2,554 ( 2,728 ) 183 $ 87,439 $ 28,593 $ 29,262 $ 120,617 380 ( 548 ) ( 120 ) ( 38) $ 120,291 $ 90,796 2,765 ( 299 ) ( 36) $ 93,226 $ 27,065 $ 29,821 |
$ 43,796 - - ( 43,877 ) 637 $ 556 $ - - - - $ - $ 556 $ 43,796 $ 5,240 22,204 - - ( 202) $ 27,242 $ - - - - $ - $ 27,242 $ 5,240 |
$ 4,196,875 92,608 ( 4,883 ) ( 11,339 ) 21,550 $ 4,294,811 $ 2,510,682 62,118 ( 4,855 ) 15,096 $ 2,583,041 $ 1,711,770 $ 1,686,193 $ 4,031,612 29,807 ( 4,583 ) 6,380 ( 4,107) $ 4,059,109 $ 2,317,019 57,836 ( 3,193 ) ( 2,882) $ 2,368,780 $ 1,690,329 $ 1,714,593 |
- 23 -
Depreciation expenses of the property, plant and equipment are calculated on a straight-line basis over their estimated useful lives as shown in the following:
| basis over their estimated useful | lives as shown in the follo |
|---|---|
| Buildings | |
| Main buildings | 15 to 55 years |
| Electromechanica | |
| l power equipment | 8 to 10 years |
| Engineering | |
| systems | 1.5 to 15 years |
| Equipment | 1 to 20 years |
| Leased Improvements | 9 to 15 years |
| Other Equipment | 1 to 17 years |
Please refer to Note 33 for the amount of property, plant and equipment pledged for loans.
(II) Investment Property
| for loans. Investment Property |
||||||
|---|---|---|---|---|---|---|
| Cost Jan. 1, 2021 March 31, 2021 Accumulated depreciation and impairment Jan. 1, 2021 Depreciation expense March 31, 2021 Net amount at March 31, 2021 |
Investment property that has been completed | |||||
| Land $ 216,119 $ 216,119 $ - - $ - $ 216,119 |
Building $ 22,314 $ 22,314 $ 17,469 354 $ 17,823 $ 4,491 |
Total | ||||
| $ 238,433 $ 238,433 $ 17,469 354 $ 17,823 $ 220,610 |
Investment property includes land and buildings, of which buildings are depreciated on a straight-line basis based on 55 years of useful life.
Due to the infrequent transactions in the comparable market and the inability to obtain reliable alternative fair value estimates for the Company’s investment property, the fair value cannot be determined reliably.
All the Company’s investment property is self-owned equity.
The actual selling price exceeded the carrying amount of the relevant net assets, so when these units were classified as non-current assets held for sale, there was no impairment loss that shall be recognized.
The Group signed a property transaction contract with a non-related person in May 2021 to dispose of the Group’s land and buildings in Xiangshan District, Hsinchu
- 24 -
City, at a total price of NT$607,865,000. The transfer procedure was completed in November 2021.
XV. Lease arrangements
- (I) right-of-use asset
| November 2021. se arrangements right-of-use asset |
|||
|---|---|---|---|
Right-of-use assets amounts Land (Note) Buildings Transport Equipment Other Equipment |
March 31, 2022 $ 85,435 11,053 162 878 $ 97,528 |
Dec. 31, 2021 $ 86,104 12,495 338 1,012 $ 99,949 |
March 31, 2021 |
| $ 88,507 16,821 866 1,415 $ 107,609 |
| The additions of the right-of- use assets Depreciation charge for right- of-use assets Land Buildings Transport Equipment Other Equipment |
January 1, 2022 to March 31, 2022 $ - $ 802 1,442 176 134 $ 2,554 |
January 1, 2021 to March 31, 2021 |
January 1, 2021 to March 31, 2021 |
|---|---|---|---|
| $ 363 $ 801 1,442 176 134 $ 2,553 |
Note: The Group signed a state-owned land use right recovery agreement with the sub-
center of the Donghu New Technology Development Zone, Wuhan Land Consolidation and Reserve Center, China, in the first half of 2020. The total price is CNY 61,624,000 (approximately NT$269,729,000) to recover part of the land use rights of Yuanmao Opto-electronic Technology (Wuhan) Co., Ltd. located in Wuhan, mainland China. See Note 10.
Except for the additions and depreciation listed above, the Group did not have significant subleases and impairment during the three months ended March 31, 2022 and 2021.
(II) lease liabilities
| and 2021. lease liabilities |
|||
|---|---|---|---|
Lease liabilities amounts Current Non-current |
March 31, 2022 $ 8,575 $ 87,624 |
Dec. 31, 2021 $ 8,899 $ 89,618 |
March 31, 2021 |
| $ 43,405 $ 96,198 |
- 25 -
Range of discount rate for lease liabilities is as follows:
Land Buildings Transport Equipment Other Equipment |
March 31, 2022 1.80% 2.50% 1.90%~2.50% 1.79%~1.80% |
Dec. 31, 2021 1.80% 2.50% 1.90%~2.50% 1.79%~1.80% |
March 31, 2021 |
|---|---|---|---|
| 1.80% 1.80%~2.50% 1.90%~2.50% 1.79%~1.80% |
(III) Material lease-in activities and terms
The Group has leased land and built buildings for offices. The lease term is 37 years. Upon the termination of the lease term, the Group does not have preferential rights to acquire the land and buildings leased, and it is agreed that the Group shall not
lease, sublease, or transfer all (including the right to use the parking space) or part of
the asset leased, or in other methods in disguise, to third parties without the consent of the lessor.
(IV) Other lease information
| the lessor. Other lease information |
|||
|---|---|---|---|
| Short-term lease expense Total cash outflow for leases |
January 1, 2022 to March 31, 2022 $ 69 ($ 2,848) |
January 1, 2021 to March 31, 2021 |
|
( |
( |
$ 214 $ 2,995) |
XVI. Other intangible assets
| Other intangible assets | |||||
|---|---|---|---|---|---|
| Cost Balance at January 1, 2022 Acquired separately Net exchange differences Balance at March 31, 2022 Accumulated amortization Balance at January 1, 2022 Amortization expenses Net exchange differences Balance at March 31, 2022 Net amounts at December 31, 2021 and January 1, 2022 Net amount at March 31, 2022 |
Computer software $ 31,508 6,336 205 $ 38,049 $ 31,024 241 203 $ 31,468 $ 484 $ 6,581 |
Other intangible assets $ 1,492 - - $ 1,492 $ 415 21 - $ 436 $ 1,077 $ 1,056 |
Total | ||
| $ 33,000 6,336 205 $ 39,541 $ 31,439 262 203 $ 31,904 $ 1,561 $ 7,637 |
(Continued on next page)
- 26 -
(Continued from previous page)
| Cost Balance at January 1, 2021 Net exchange differences ( Balance at March 31, 2021 Accumulated amortization Balance at January 1, 2021 Amortization expenses Net exchange differences ( Balance at March 31, 2021 Net amounts at December 31, 2020 and January 1, 2022 Net amount at March 31, 2021 |
Computer software Other intangible assets $ 31,338 $ 10,822 42) - ( $ 31,296 $ 10,822 $ 30,329 $ 9,659 206 21 39) - ( $ 30,496 $ 9,680 $ 1,009 $ 1,163 $ 800 $ 1,142 |
Total $ 42,160 42) $ 42,118 $ 39,988 227 39) $ 40,176 $ 2,172 $ 1,942 |
|---|---|---|
Amortization expenses of the property, plant and equipment are calculated on a straight-line basis over their estimated useful lives as shown in the following:
| basis over their estimated useful | lives as shown in the fol |
|---|---|
| Computer software | 1 to 6 years |
| Other intangible assets | 1 to 18 years |
XVII. Prepayments
| Prepayments | |||||
|---|---|---|---|---|---|
Current Input VAT Prepayment for purchases Offset against value-added tax payable Others Other assets Other financial assets-current Restricted demand deposits Other financial assets-non- current Restricted demand deposits |
March 31, 2022 $ 11,312 883 120 11,493 $ 23,808 March 31, 2022 $ 7,836 $ 87 |
Dec. 31, 2021 $ 5,445 585 100 16,595 $ 22,725 Dec. 31, 2021 $ 3,593 $ - |
March 31, 2021 | ||
| $ 8,689 6,168 147 9,272 $ 24,276 March 31, 2021 |
|||||
| $ 9,186 $ 43,547 |
XVIII. Other assets
(Continued on next page)
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(Continued from previous page)
| ed from previous page) | |||
|---|---|---|---|
Current Payments for others Other current assets Non-current Long-term prepayments |
March 31, 2022 $ 3,670 2,311 $ 5,981 $ 4,605 |
Dec. 31, 2021 $ 3,585 2,461 $ 6,046 $ 4,622 |
March 31, 2021 $ 3,361 877 $ 4,238 $ 3,919 |
For other information on financial assets pledged or mortgaged, please refer to Note 33.
XIX. Loan
- (I) Short-term borrowings
| an Short-term borrowings |
||||
|---|---|---|---|---|
Secured borrowings Bank loans Unsecured borrowings Credit borrowings and borrowings for purchase of materials |
March 31, 2022 $ 66,600 53,095 $ 119,695 |
Dec. 31, 2021 $ 48,000 109,977 $ 157,977 |
March 31, 2021 | |
| $ 443,113 78,876 $ 521,989 |
The interest rates of bank borrowings during the three months ended March 31,
2022 and 2021 were 0.90%–2.15%, 0.90%–2.20%, and 0.88%–2.04%, respectively. Please refer to Note 33 for details of pledge and security for borrowings.
(II) Long-term borrowings
| Long-term borrowings | |||
|---|---|---|---|
Secured borrowings Syndicated loan (1) Loan project for return to Taiwan for investment (2) Bank revolving borrowings (3) Bank loan (4) Unsecured borrowings Loan project for return to Taiwan for investment (2) Less: Current portion Government grant discount (2) Long-term borrowings |
March 31, 2022 $ - 98,251 24,861 466,667 16,400 ( 122,200 ) ( 1,180) $ 482,799 |
Dec. 31, 2021 $ - 139,350 - 491,667 16,400 ( 116,558 ) ( 1,768) $ 529,091 |
March 31, 2021 |
| $ 726,180 112,100 1,042 - 16,400 ( 160,082 ) ( 1,928) $ 693,712 |
-
28 -
-
The syndicated loan is a syndicated credit agreement signed between the Company and five participating banks including Bank of Taiwan. In accordance with the relevant terms of the loan agreement, it is stated in the first supplementary agreement for the syndicated loan that the review shall be conducted every six months during the term of the agreement (from November 2017 to November 2022), and the following financial ratios and regulations shall be maintained:
-
(1) Current ratio: The ratio of current assets to current liabilities, which shall not be less than 100%;
-
(2) Debt ratio: The ratio of total liabilities to net value of tangible assets, which shall not be higher than 200%;
-
(3) Interest coverage ratio: The ratio of pre-tax net income plus interest expense and the sum of depreciation and amortization to interest expense, which shall not be less than 300%;
(4) Net value of tangible assets: The net value less the amount of intangible assets, which shall be maintained at NT$3,000,000,000 thousand or more. The aforementioned financial ratios and regulations shall be calculated based on the annual and semi-annual consolidated financial statements audited/reviewed by CPAs. If the above agreed financial ratios and regulations are not met, adjustments and improvements shall be made before the date of the next issue of the consolidated financial report. The adjustment period shall not be regarded as a breach of the agreement for the time being. The Company and the loan facility management bank may renegotiate the relevant financial ratios, but the renegotiated financial ratios and standards must be approved as resolved by the majority of the participating banks in the agreement.
The Group takes out a medium-to-long-term bank loan. According to the agreement, the expiry date of 24 months from the date of taking out the loan is the first period, and every three months thereafter is a period. The principal shall be amortized and repaid on the expiry date of each period. The maturity date is November 2020, and the interest rate was 1.79% as at March 31, 2021. The Group has repaid the remaining amount of NT$548,400,000 early in November 2021.
-
29 -
-
The loan project for return to Taiwan for investment is based on the program of "Loan for Welcoming Overseas Taiwanese Businesspeople to Return to Taiwan for Investment" launched by the National Development Fund, Executive Yuan. Since March 2020, the Group has successively taken out medium-term bank loans from domestic banks with maturity dates between October 14, 2024 and December 25, 2026, and the Company shall repay the principal and interest in an amortized manner on a monthly basis. The interest rates of bank borrowings were 0.45%–1.00% as at March 31, 2022 and 0.37%–1.00% as at December 31, 2021 and March 31, 2021.
-
The bank revolving loans are new bank loans of NT$5,000,000 and NT$20,00,000 obtained by the Group on February 25, 2022 and March 18, 2022, respectively, with the maturity dates of February 25, 2025 and March 18, 2025, respectively, and the principal and interest are amortized and repaid on a monthly basis. The interest rates of bank borrowings were 2.15% and 2.30% as of March 31, 2022 and 2021, respectively.
-
The bank loan is a loan ofNT$500,000,000 taken out by the Group on November 8, 2021. The loan term ends on November 8, 2026. The purpose of the loan is to repay the balance of the 2017 syndicated loan. The principal and interest are amortized on a monthly basis, and the bank borrowing interest rates were 1.28% and 1.00% as at March 31, 2022 and December 31, 2021. Please refer to Note 33 for details of pledge and security for borrowings.
XX. Note payable and accounts payable
March 31, 2022 Dec. 31, 2021 March 31, 2021
| Note payable From operations Accounts payable From operations - related parties From operations - non-related parties |
$ 9,767 $ 3,361 393,895 $ 397,256 |
$ 4,911 $ 6,453 454,548 $ 461,001 |
$ 7,131 $ 1,957 373,046 $ 375,003 |
|---|---|---|---|
- 30 -
XXI. Other liabilities
| XXI. | Other liabilities | ||||||
|---|---|---|---|---|---|---|---|
| XXII. | Current Other payables Dividends payable Employee compensation and remuneration of directors payable Wages, salaries, and bonuses payable Expenses payable Labor and health insurance premium and pension payable Equipment payment payable Others Unearned revenue Government grants (Note 29) Other current liabilities Refund liabilities Custodial receipts Temporary credit Others Provisions Non-current Employee benefits (Note) Balance at January 1, 2022 Increase for the current period Used for the current period Balance at March 31, 2022 Balance at January 1, 2021 Increase for the current period Used for the current period Balance at March 31, 2021 |
March 31, 2022 $ 300,622 93,750 60,256 35,823 15,438 8,228 32,282 $ 546,399 $ 4,413 $ 22,072 3,270 275 3,167 $ 28,784 March 31, 2022 $ 15,636 |
Dec. 31, 2021 March 31, 2021 $ - $ 225,467 87,158 48,510 88,929 62,419 30,777 41,757 19,171 14,182 14,524 4,010 34,981 29,044 $ 275,540 $ 425,389 $ 4,631 $ 629 $ 23,490 $ 16,579 4,488 3,905 559 878 3,050 3,049 $ 31,587 $ 24,411 Dec. 31, 2021 March 31, 2021 $ 16,807 $ 14,704 Employee benefits $ 16,807 528 ( 1,699) $ 15,636 $ 15,428 460 ( 1,184) $ 14,704 |
March 31, 2021 | |||
$ 225,467 48,510 62,419 41,757 14,182 4,010 29,044 $ 425,389 $ 629 $ 16,579 3,905 878 3,049 $ 24,411 March 31, 2021 |
|||||||
| $ 16,807 | |||||||
( ( |
$ 16,807 528 1,699) $ 15,636 $ 15,428 460 1,184) $ 14,704 |
Note: Provision for employee benefits liability is the estimate of employee long-term
service bonuses (medals).
- 31 -
XXIII. Post-employment benefit plans
The pension expenses related to defined benefit plans recognized for the three months ended March 31, 2022 and 2021 are calculated at the pension cost rate actuarially determined on December 31, 2021 and 2020, respectively, and the amounts were NT$203,000 and NT$243,000, respectively.
XXIV. Equity
| IV.Equity | ||||
|---|---|---|---|---|
| (I) Ordinary shares Authorized shares (in thousands) Authorized capital Issued and paid shares (in thousands) Issued capital |
March 31, 2022 500,000 $ 5,000,000 300,621 $ 3,006,223 |
Dec. 31, 2021 500,000 $ 5,000,000 300,621 $ 3,006,223 |
March 31, 2021 | |
| 500,000 $ 5,000,000 300,621 $ 3,006,223 |
The ordinary shares issued, with a par value of NT$10 per share, are entitled to one voting right per share and to the right to receive dividends. (II) Capital surplus
| Capital surplus | |||
|---|---|---|---|
May be used to offset a deficit, distributed as cash dividends, or transferred to share capital (1) Shares premium from issuance Premium of corporate bond conversion The difference between the equity price and the book value of acquisition or disposal of subsidiary May be used to offset a deficit only Changes in the net equity of subsidiaries and associates accounted for using equity method (2) Treasury stock transaction Expired employees share option Others (Note) |
March 31, 2022 $ 6 28,983 ( 3,064 ) 81,986 37,403 16,410 81,901 $ 243,625 |
Dec. 31, 2021 $ 6 28,983 ( 3,064 ) 82,000 37,403 16,410 81,901 $ 243,639 |
March 31, 2021 |
| $ 6 28,983 ( 3,064 ) 66,360 37,403 16,410 81,901 $ 227,999 |
- 32 -
Note: Reclassified from the difference in the repurchase of the convertible corporate
bonds.
-
Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and once a year).
-
This type of capital surplus is the effect of equity transactions recognized due to changes in the Company’s equity or the adjustment to the capital surplus of the subsidiary accounted for using the equity method by the Company when the Company has not actually acquired or disposed of the equity of the subsidiary.
The changes in capital surplus are as follows:
| The changes in capital surplus are as follows: | ||
|---|---|---|
| Balance at January 1, 2022 Adjustment to the capital surplus of subsidiaries accounted for using equity method Balance at March 31, 2022 Balance at January 1, 2021 Adjustment to the capital surplus of subsidiaries accounted for using equity method Balance at March 31, 2021 |
Changes in the net equity of subsidiaries and associates accounted for using equity method |
|
( |
$ 82,000 14) $ 81,986 $ 63,055 3,305 $ 66,360 |
(III) Retained earnings and dividends policy
As per the Company’s Articles of Incorporation regarding the earnings distribution policy, the Company's earnings distribution or loss compensation shall be proposed by the board of directors after the end of each semi-annual fiscal period. In the case of issue of new shares, it shall be submitted to the shareholders’ meeting for a resolution. Any cash distribution of dividend, profit, legal reserve, or capital surplus, either in whole or in part, must be resolved in a board meeting with more than twothirds of the board present, voted in favor by more than half of attending directors, and reported in the upcoming shareholder meeting.
According to the earnings distribution policy under the Company’s Articles of Incorporation, if there is a surplus as per the annual financial statements, the Company shall pay all taxes in accordance with the law and compensate the cumulative deficit
- 33 -
first, and then allocate 10% as a legal reserve in accordance with the law unless it has reached the same amount of the Company’s paid-in capital. Where there is any remaining balance, the Company shall allocate amount as or reverse the special reserve according to laws and regulations. If there is still any balance left, together with the cumulative undistributed earnings, the board of directors shall draft an earnings distribution proposal and submit it to the shareholders’ meeting to resolve the distribution of shareholders’ dividends. For information on the policy of the employee compensation and remuneration of directors and supervisors as in the Company's Articles of Incorporation, refer to Note 26(8) regarding employee compensation and remuneration of directors.
In addition, according to the Company's Articles of Incorporation, the Company adopts a dividend policy that allows the board of directors to propose dividends after taking into consideration its future capital requirements, long-term financial plans, and shareholders' needs for cash inflow. Profit sharing to shareholders can be paid in cash or shares, provided that the cash portion does not amount to less than 10% of total profit sharing.
Appropriation of earnings to legal reserve shall be made until the reserve equals the Company’s paid-in capital. Legal reserves may be used to offset the deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.
The Company's 2021 and 2020 earnings distribution proposals are as follows:
| Appropriated as statutory reserves Reversed special reserve Cash dividends Cash dividend per share (NTD) |
2021 $ 71,480 $ 18,292 $ 300,622 $ 1.00 |
2020 | ||
|---|---|---|---|---|
( |
$ 28,486 $ 33,220) $ 225,467 $ 0.75 |
The above cash dividends proposals have been approved by the board of directors on February 22, 2022 and March 25, 2021, respectively, and the remaining items for earnings distribution for 2020 were adopted at the general shareholders' meeting on July 2, 2021. The 2021 earnings distribution proposal is pending a resolution at the shareholders' meeting expected to be held on June 8, 2022.
- 34 -
(IV) Special reserves
| Special reserves | |||
|---|---|---|---|
| Beginning retained earnings Appropriated as (reversed) special reserve Amount debited to (reversed) other equity items Ending balance |
January 1, 2022 to March 31, 2022 $ 55,815 - $ 55,815 |
January 1, 2021 to March 31, 2021 |
|
( |
$ 89,035 33,220) $ 55,815 |
-
(V) Other items of equity
-
Exchange Differences in Translating the Financial Statements of Foreign
- Operations
| Operations | ||
|---|---|---|
| January 1, 2022 to March 31, 2022 Beginning retained earnings ( $ 22,851 ) Incurred in this period Exchange differences on translating the financial statements of foreign operations 10,260 Relevant income taxes ( 2,052) Ending balance ($ 14,643) 2. Unrealized gain (loss) on financial assets at FVTOC January 1, 2022 to March 31, 2022 Beginning retained earnings $ 416 Incurred in this period through other comprehensive income Equity instrument ( 14,643 ) Relevant income taxes 2,608 Other comprehensive income recognized for the period (12,035) Ending balance ($ 11,619) |
January 1, 2021 to March 31, 2021 |
|
| ( $ 20,929 ) ( 3,550 ) 710 ($ 23,769) January 1, 2021 to March 31, 2021 |
||
| ( ( ( |
$ 42,249) 21,293 4,540) 16,753 $ 25,496) |
- 35 -
(VI) Non-controlling interests
| (VI) | Non-controlling interests | |||
|---|---|---|---|---|
| XXV. XXVI. (I) (II) |
Beginning retained earnings Share attributable to non- controlling interests Net income (loss) for this period Exchange Differences in Translating the Financial Statements of Foreign Operations Changes in non-controlling interests Ending balance Revenue Sales revenue Others Contract balance March 31, 2022 Accounts receivable (Note 10) $ 958,087 Lease liabilities - current Sales $ 965 Net income Net amount of other gains (losses) Losses on disposal of property, plant and equipment Interest income Cash in banks Financial assets at amortized cost |
January 1, 2022 to March 31, 2022 January 1, 2021 to March 31, 2021 $ 38,540 $ 37,284 ( 33 ) 560 126 ( 26 ) ( 187) - $ 38,446 $ 37,818 January 1, 2022 to March 31, 2022 January 1, 2021 to March 31, 2021 $ 631,730 $ 699,082 51,401 60,352 $ 683,131 $ 759,434 Dec. 31, 2021 March 31, 2021 Jan. 1, 2021 $ 1,082,630 $ 990,564 $ 857,076 $ 303 $ 2,465 $ 2,222 January 1, 2022 to March 31, 2022 January 1, 2021 to March 31, 2021 $ - ($ 15) January 1, 2022 to March 31, 2022 January 1, 2021 to March 31, 2021 $ 134 $ 189 244 471 $ 378 $ 660 |
January 1, 2021 to March 31, 2021 |
|
| $ 37,284 560 ( 26 ) - $ 37,818 January 1, 2021 to March 31, 2021 |
||||
2021 |
||||
| ($ 15) January 1, 2021 to March 31, 2021 |
||||
| $ 189 471 $ 660 |
- 36 -
(III) Other income
| (III) Other income |
|||
|---|---|---|---|
| Rent income Subsidy income Others (IV) Other gains or losses Net foreign exchange gains Net loss (gain) on financial assets and liabilities at FVTPL Gains on disposals of investments Miscellaneous expenditure (V) Financial costs Interest on bank loans Interest on lease liabilities (VI) Depreciation and amortization Property, plant, and equipment right-of-use asset Investment Property Intangible asset An analysis of depreciation by function Operating cost Operating expenses An analysis of intangible asset amortization expenses by function Operating cost Administrative expenses R&D expenses |
January 1, 2022 to March 31, 2022 $ 317 1,285 787 $ 2,389 January 1, 2022 to March 31, 2022 $ 38,056 ( 68,699 ) - ( 930) ($ 31,573) January 1, 2022 to March 31, 2022 $ 2,947 461 $ 3,408 January 1, 2022 to March 31, 2022 $ 62,118 2,554 - 262 $ 64,934 $ 55,668 9,004 $ 64,672 $ 2 239 21 $ 262 |
January 1, 2021 to March 31, 2021 |
|
| $ 301 - 767 $ 1,068 January 1, 2021 to March 31, 2021 |
|||
| $ 3,233 26,426 149 ( 31) $ 29,777 January 1, 2021 to March 31, 2021 |
|||
| $ 4,987 514 $ 5,501 January 1, 2021 to March 31, 2021 |
|||
| $ 57,836 2,553 354 227 $ 60,970 $ 52,684 8,059 $ 60,743 $ 2 203 22 $ 227 |
- 37 -
(VII) Employee benefits expense
| Employee benefits expense | |||
|---|---|---|---|
| Post-employment benefits Defined contribution plans Defined benefit plans (Note 23) Short-term employee benefits An analysis by function Operating cost Operating expenses |
January 1, 2022 to March 31, 2022 $ 5,330 203 5,533 174,901 $ 180,434 $ 128,570 51,864 $ 180,434 |
January 1, 2021 to March 31, 2021 |
|
| $ 4,934 243 5,177 175,360 $ 180,537 $ 129,331 51,206 $ 180,537 |
(VIII) Employees’ compensation and remuneration of directors
The Articles of Incorporation of the Company stipulate that the employees’ compensation and remuneration of directors shall be appropriated at the rates from 5%–15% and no higher than 5%, respectively, of net income before tax and net of employees’ compensation and remuneration of directors. The compensation and remuneration for the three months ended March 31, 2020 was not estimated due to a loss before tax. The estimated employees’ compensation and directors’ remuneration for the three months ended March 31, 2021 are as follows:
Ratio
| for the three months ended March 31, Ratio |
2021 are as follows: | ||
|---|---|---|---|
| Employee compensation Directors' remuneration Amount Employee compensation Directors' remuneration |
January 1, 2022 to March 31, 2022 10% 1.5% January 1, 2022 to March 31, 2022 $ 5,732 $ 860 |
January 1, 2021 to March 31, 2021 |
|
| 8% 4% January 1, 2021 to March 31, 2021 |
|||
| $ 6,852 $ 2,937 |
If there is a change in the proposed amounts after the annual consolidated financial statements were authorized for issue, the differences are recorded as a change in accounting estimate and will be reflected in the following year.
- 38 -
The employees’ compensation and remuneration of directors for 2021 and 2020 were approved by the board of directors on February 22, 2022 and March 25, 2021, respectively, were as below:
| Employee compensation Directors' remuneration |
2021 Cash Stocks $ 61,702 $ - 11,580 - |
2020 | 2020 |
|---|---|---|---|
| Cash | Cash | Stocks $ - - |
|
| $ 61,702 11,580 |
$ 26,907 11,532 |
There is no difference between the actual amounts of 2021 and 2020 employees’ compensation and remuneration of directors paid and the amounts recognized in the consolidated financial statements for the years ended December 31, 2021 and 2020.
Information on the 2021 and 2020 employees’ compensation and remuneration of directors resolved by the Company’s board of directors is available on the Market Observation Post System website of the Taiwan Stock Exchange.
(IX) Foreign exchange gains (losses)
| Foreign exchange gains (losses) | |||
|---|---|---|---|
| Foreign exchange gains Total foreign exchange losses Net gains |
January 1, 2022 to March 31, 2022 $ 47,979 ( 9,923) $ 38,056 |
January 1, 2021 to March 31, 2021 |
|
( |
( |
$ 32,437 29,204) $ 3,233 |
(X) Impairment loss
| Impairment loss | |||
|---|---|---|---|
| Inventories (including operating costs) |
January 1, 2022 to March 31, 2022 $ 783 |
January 1, 2021 to March 31, 2021 |
|
| $ - |
XXVII. Income tax
- (I) Income tax recognized in profit or loss
Major components of tax expense were as follows:
| Tax currently payable Incurred in this period Deferred tax Incurred in this period Income tax expense recognized in profit or loss |
January 1, 2022 to March 31, 2022 $ 8,104 9,278 $ 17,382 |
January 1, 2021 to March 31, 2021 |
January 1, 2021 to March 31, 2021 |
|---|---|---|---|
| $ 8,139 1,236 $ 9,375 |
- 39 -
(II) Income tax recognized in other comprehensive income
| Deferred tax Incurred in this period - Translation of foreign operations - Unrealized gain (loss) on financial assets at FVTOC Income tax recognized in other comprehensive income |
January 1, 2022 to March 31, 2022 ( $ 2,052 ) 2,608 $ 556 |
January 1, 2021 to March 31, 2021 |
January 1, 2021 to March 31, 2021 |
|---|---|---|---|
( ( |
$ 710 4,540) $ 3,830) |
(III) Income tax assessments
The Company’s profit-seeking enterprise income tax returns before 2018 and 2020 had been examined and approved by the tax authorities.
XXVIII. Earnings per share (EPS)
| Earnings per share (EPS) | |||
|---|---|---|---|
| Basic earnings per share Diluted earnings per share |
January 1, 2022 to March 31, 2022 $ 0.11 $ 0.11 |
Unit: NT$ Per Share January 1, 2021 to March 31, 2021 |
|
| $ 0.25 $ 0.25 |
The net income and weighted average number of ordinary shares outstanding in calculating earnings per share were as follows:
Net income
| Net income | |||
|---|---|---|---|
| Net income in the computation of diluted earnings per share Number of shares Weighted average number of ordinary shares in computation of basic earnings per share Effect of potentially dilutive ordinary shares: Employee compensation Weighted average number of ordinary shares used in the computation of diluted earnings per share |
January 1, 2022 to March 31, 2022 January 1, 2021 to March 31, 2021 $ 34,029 $ 74,954 Unit: Thousand Shares January 1, 2022 to March 31, 2022 January 1, 2021 to March 31, 2021 300,621 300,621 1,555 1,077 302,176 301,698 |
January 1, 2021 to March 31, 2021 |
|
| 300,621 1,077 301,698 |
If the Group may choose to distribute employee compensation in cash or shares, it
assumes the entire amount of the compensation would be settled in shares and the resulting potential shares are included in the weighted average number of shares
- 40 -
outstanding used in the computation of diluted earnings per share if the effect is dilutive. Such a dilutive effect of the potential shares is included in the computation of diluted earnings per share until the shareholders resolve the number of shares to be distributed to employees at their meeting in the following year.
XXIX. Government grants
As of March 31, 2022, the Company has obtained a government loan of NT$155,750,000 with preferential interest rates under the Action Plan for Welcoming Overseas Taiwanese Businesses to Return to Invest in Taiwan for capital expenditure and purchase of equipment. The loan will be repaid in installments over a period of five to seven years. The fair value of the loan is estimated to be NT$152,959,000 based on the market interest rate of 0.87% to 1.95% when the loan was taken out. The difference between the amount obtained and the fair value of the loan is in the amount of NT$2,791,000 as a government low-interest loan grant and recognized as unearned revenue. The unearned revenue is reclassified to profit or loss over the useful life of the relevant assets. Other income recognized by the Company during the three months ended March 31, 2022 and 2021 was NT$192,000 and NT$157,000, respectively, and the loan interest expenses recognized were NT$272,000 and NT$221,000, respectively.
If the Company fails to meet the requirements of the project loan regulations during the loan term and the National Development Fund has to stop the loan, and when the processing fee should be charged, the Company shall pay at the initial agreed interest rate plus the annual interest rate.
In addition, the Company has obtained a grant of NT$3,894,000 under the Demonstration and Promotion Subsidy Program for the Energy Conservation Performance Guarantee Project and is expected to achieve the energy saving rate of 30% in April 2022 as promised in the project proposal. After the remaining grant of NT$9,088,000 is received, the grant will be recognized in income.
XXX. Capital risk management
In accordance with the overall business environment and the Group’s future development, the Group’s capital structure is regularly reviewed by the main management personnel in consideration of external competition, changes in the environment, and other factors. The review includes consideration for various types of capital costs and relevant risks to determine an appropriate capital structure of the Group. The purpose is to satisfy the Group’s requirements for working capital, research and development expenses, and dividend expenditures in the future, while ensuring that the Group can continue to operate,
- 41 -
give back to shareholders, and take into account the interests of other stakeholders, and maintaining the best capital structure to enhance shareholders’ value on a long term.
The capital structure of the Group consists of net debt (borrowings less cash and cash equivalents) and equity attributable to owners of the Company (comprising share capital, capital surplus, retained earnings, and other equity items), as well as noncontrolling interests.
The Group is not subject to any externally imposed capital requirements.
Key management personnel of the Group reviews the capital structure annually. As part of this review, the key management personnel considers the cost of capital and the risks associated with each class of capital. Under the suggestions of the key management personnel, the Group may pay dividends, issue new shares, buy back shares, and issue new debts or repay old debts to balance the overall capital structure.
XXXI. Financial instruments
- (I) Fair value—financial instruments not at fair value
The carrying amount of the Group’s financial assets and liabilities measured at amortized cost was close to their fair value in the financial statements at the end of the financial reporting period.
-
(II) Fair value—financial instruments at fair value on a recurring basis
-
Degree of fair value measurements
March 31, 2022
| March 31, 2022 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Financial assets at FVTPL Domestic listed stocks Foreign unlisted stocks Gold passbook Total Financial assets at FVTOCI Investment in equity instruments - Domestic stocks listed on TWSE/TPEx and emerging stock markets - Domestic unlisted stocks Total Financial liability at FVTPL Derivatives |
Level 1 $ 401,352 - 15 $ 401,367 $ 43,809 - $ 43,809 $ 988 |
Level 2 $ - - - $ - $ - - $ - $ - |
Level 3 $ - 52,205 - $ 52,205 $ - 18,665 $ 18,665 $ - |
Total | ||||
| $ 401,352 52,205 15 $ 453,572 $ 43,809 18,665 $ 62,474 $ 988 |
- 42 -
Dec. 31, 2021
| Dec. 31, 2021 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Financial assets at FVTPL Domestic listed stocks Foreign unlisted stocks Wealth management products Gold passbook Derivatives Total Financial assets at FVTOCI Investment in equity instruments - Stocks listed in emerging stock markets and unlisted stocks March 31, 2021 Financial assets at FVTPL Domestic listed stocks Foreign unlisted stocks Wealth management products Structured deposit Gold passbook Total Financial assets at FVTOCI Investment in equity instruments - Domestic listed stocks - Stocks listed in emerging stock markets and unlisted stocks Total |
Level 1 $ 582,805 - - 15 496 $ 583,316 $ 56,845 Level 1 $ 594,949 - - - 15 $ 594,964 $ 19,347 - $ 19,347 |
Level 2 $ - - 175,854 - - $ 175,854 $ - Level 2 $ - - 221,888 88 - $ 221,976 $ - - $ - |
Level 3 $ - 87,201 - - - $ 87,201 $ 17,386 Level 3 $ - 115,021 - - - $ 115,021 $ - 64,280 $ 64,280 |
Total | ||||
| $ 582,805 87,201 175,854 15 496 $ 846,371 $ 74,231 Total |
||||||||
| $ 594,949 115,021 221,888 88 15 $ 931,961 $ 19,347 64,280 $ 83,627 |
There were no transfers between Level 1 and Level 2 fair value during the three months ended March 31, 2022 and 2021.
- Valuation techniques and inputs applied for Level 2 fair value measurement
| Class of financial instruments Structured deposits and wealth management products |
Valuation technique and inputs |
|---|---|
| Discounted cash flow method: Discounted at a discount rate that reflects the current interest rate of a financial product at the end of the period. |
-
Reconciliation of Level 3 fair value measurements of financial instruments
-
43 -
January 1, 2022 to March 31, 2022
| January 1, 2022 to March 31, 2022 | |||
|---|---|---|---|
| Financial asset Beginning retained earnings Purchases Recognized in profit or loss (other gains or losses) Recognized in other comprehensive income (unrealized gain (loss) on financial assets at FVTOC) Ending balance January 1, 2021 to March 31, 2021 |
Financial assets at FVTPL Equity instrument $ 87,201 - ( 34,996 ) - $ 52,205 Financial assets at FVTPL Equity instrument $ 142,166 ( 27,145 ) - $ 115,021 |
Financial assets at FVTOCI |
|
| Equity instrument | |||
| $ 17,386 2,886 - ( 1,607) $ 18,665 Financial assets at FVTOCI |
|||
Financial asset Beginning retained earnings Recognized in profit or loss (other gains or losses) Recognized in other comprehensive income (unrealized gain (loss) on financial assets at FVTOC) Ending balance |
|||
| Equity instrument | |||
| $ 41,754 - 22,526 $ 64,280 |
- Valuation techniques and inputs applied for Level 3 fair value measurement
The fair value of domestic stocks traded on emerging stock markets is estimated based on the closing prices of the stocks in the emerging stock markets and the liquidity. Investments in domestic unlisted equity are estimated by the market approach based on the transaction price of comparable targets, and the difference between the evaluation target and the comparable target is considered to estimate the value of the target evaluated using an appropriate multiplier.
Price-book ratio Liquidity Discounts |
March 31, 2022 1.20~20.67 30% |
Dec. 31, 2021 1.35~16.67 30% |
March 31, 2021 |
|---|---|---|---|
| 1.30~18.12 30% |
- 44 -
(III) Categories of financial instruments
March 31, 2022 Dec. 31, 2021 March 31, 2021
| Financial asset | ||||||
|---|---|---|---|---|---|---|
| Financial assets as at | ||||||
| FVTPL | ||||||
| Financial assets | ||||||
| designated as at | ||||||
| FVTPL |
$ | 453,572 |
$ | 846,371 |
$ | 931,961 |
| Financial assets at | ||||||
| amortized cost (Note 1) | 2,532,759 |
2,373,766 |
2,156,417 | |||
| Financial assets at | ||||||
| FVTOCI | ||||||
| Investment in equity | ||||||
| instruments | 62,474 | 74,231 | 83,627 | |||
| Financial liability | ||||||
| Financial assets as at | ||||||
| FVTPL | ||||||
| Financial assets | ||||||
| designated as at | ||||||
| FVTPL |
$ | 988 |
$ | - |
$ | - |
| Amortized cost (Note 2) |
1,685,539 |
1,555,285 |
2,199,208 |
Note 1: The balances include financial assets measured at amortized cost, which comprise cash and cash equivalents, notes receivable, accounts receivable (including from related parties), other receivables, other financial assets, and refundable deposits.
Note 2: The balances included financial liabilities measured at amortized cost, which comprise short-term borrowings, notes payable, accounts payable (including to related parties), other payables, current portion of long-term borrowings, unearned revenue, long-term borrowings, long-term deferred revenue, and guarantee deposits received.
(IV) Financial risk management objective and policies
The Group's main financial instruments include equity investment, accounts receivable, accounts payable, corporate bond payable, borrowings, and lease liabilities. The Group's financial management department provides services to various business units, coordinates the operations in the domestic and international financial markets, and supervises and manages the financial risks related to the Group's operations by analyzing internal risk reports based on the degree and breadth of risks. These risks include market risk (including currency risk, interest rate risk, and other price risks), credit risk, and liquidity risk.
- 45 -
The Group uses derivative financial instruments to avoid risk exposure to mitigate the impact of these risks. The use of derivative financial instruments is regulated by the policies adopted by the Group's board of directors, which are written principles for exchange rate risk, interest rate risk, credit risk, the use of derivative financial instruments and non-derivative financial instruments, and the investment of remaining working capital. Compliance with policies and exposure limits is being reviewed by the internal auditors continuously. The Group does not trade financial instruments (including derivative financial instruments) for speculative purposes.
- Market risk
The main financial risks for the Group’s operating activities are the risk of changes in foreign currency exchange rates (see (1) below) and the risk of changes in interest rates (see (2) below). The Group engages in foreign currency options and other derivative financial instruments to manage the foreign exchange rate risk.
The Group's exposure to the market risk of financial instruments and its management and measurement methods for the risk exposure have remained unchanged.
- (1) Exchange rate risk
The Group is engaged in sale and purchase transactions denominated in foreign currencies, which has caused the Group to be exposed to the risk of exchange rate fluctuations. Approximately 81.34% of the Group's sales are not denominated in the functional currency, and approximately 63.09% of the cost is not denominated in the functional currency. The Group's management of the exposure to the exchange rate risk is to use foreign currency options to manage risks within the scope permitted by the policy.
The carrying amounts of the Group’s foreign currency-denominated monetary assets and monetary liabilities (including those eliminated on consolidation) at the balance sheet date are set out in Note 35.
Sensitivity analysis
The Group was mainly affected by the fluctuations in the exchange rates of USD, JPY, and CNY.
The following table details the Group’s sensitivity analysis when the New Taiwan dollar (functional currency) increases and decreases by 1% against each relevant foreign currency. The sensitivity to a 1% change in
- 46 -
New Taiwan dollars is used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis only included monetary items in foreign currencies in circulation, and the year-end translation was adjusted with a 1% change in the exchange rates. The positive numbers in the table below indicate the amount by which the net income before tax will be reduced when the New Taiwan dollar appreciates by 1% against the relevant currencies; when the New Taiwan dollar depreciates by 1% against the relevant foreign currencies, the net income before tax will be the negative number of the same amount.
| Gains (losses) |
Impact | of USD January 1, 2021 to March 31, 2021 $ 8,563(i) |
Impact | of JPY January 1, 2021 to March 31, 2021 ( $ 1,351)(ii) |
Impact | ofCNY |
|---|---|---|---|---|---|---|
| January 1, 2022 to March 31, 2022 $ 6,052(i) |
January 1, 2022 to March 31, 2022 ( $ 907)(ii) |
January 1, 2022 to March 31, 2022 $ 2,742(iii) |
January 1, 2021 to March 31, 2021 |
|||
| $ 6,475(iii) |
-
(i) Mainly derived from the Group's USD-denominated receivables and payables still outstanding at the balance sheet date, against which a cash flow hedge has not been conducted.
-
(ii) Mainly derived from the Group's JPY-denominated receivables and payables still outstanding at the balance sheet date, against which a cash flow hedge has not been conducted.
-
(iii) Mainly derived from the Group's CNY-denominated receivables and payables still outstanding at the balance sheet date, against which a cash flow hedge has not been conducted.
-
(2) Interest rate risk
Because individual entities within the Group borrow funds at fixed and floating interest rates at the same time, the exposure to the interest rate risk arises. The Group manages the interest rate risk by maintaining an appropriate combination of fixed and floating interest rates.
The carrying amounts of the Group’s financial assets and financial liabilities with exposure to the interest rate risk at the balance sheet date are as follows:
- 47 -
March 31, 2022 Dec. 31, 2021 March 31, 2021
| Fair value interest rate | |||
|---|---|---|---|
| risk | |||
| -Financial assets | $ 1,004,500 $ | 547,691 $ | 523,919 |
| -Financial | |||
| liabilities | 97,956 | 116,677 | 337,389 |
| Cash flow interest rate | |||
| risk | |||
| -Financial assets | 487,186 |
650,978 | 554,582 |
| -Financial | |||
| liabilities | 626,739 | 686,949 | 1,038,393 |
Sensitivity analysis
The sensitivity analysis below is determined based on the exposure to the interest rate risk of derivatives and non-derivatives at the balance sheet date. For liabilities with floating interest rates, the analysis method is based on the assumption that the amount of liabilities outstanding at the balance sheet date is in outstanding throughout the reporting period. The sensitivity to a 1% change in interest rate is used when reporting the interest rate risk internally to key management personnel of the Group and also represents the management’s assessment of the reasonably possible change in interest rates.
If the interest rate increased/decreased by 1% and all other variables remain unchanged, the Group’s net income before tax during the three months ended March 31, 2022 and 2021 would have decreased/increased by NT$19,000 and NT$45,000, respectively, mainly due to the Group’s borrowings with variable interest rates.
The Company's sensitivity to interest rates decreased during this period, mainly due to a decrease in debt instruments at floating rates.
(3) Other price risk
The Group's exposure to the equity price risk is due to the investment in the listed equity securities. The equity investment is not held for trading but for strategic investment purposes. The Group does not actively engage in investments. The Group's equity price risk is mainly concentrated on Taiwan Stock Exchange’s equity instruments in specific industries.
Sensitivity analysis
The sensitivity analysis below is based on the equity price risk exposure at the balance sheet date.
- 48 -
If the equity price increased/decreased by 1%, the profit or loss before tax during the three months ended March 31, 2022 and 2021 would have increased/decreased by NT$4,014,000 and NT$5,949,000, respectively, due to the increase/decrease in the fair value of financial assets at FVTPL. Other comprehensive income before tax during the three months ended March 31, 2022 and 2021 would have increased/decreased by NT$438,000 and NT$193,000, respectively, due to the increase/decrease in the fair value of financial assets at FVTOCI.
The Group's sensitivity to the price risk decreased during this period because of the decrease in investment in equity securities held.
- Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Group. At the balance sheet date, the Group’s maximum exposure to credit risk which will cause a financial loss to the Group due to failure of counterparties to perform an obligation and financial guarantees provided by the Company could arise from:
-
(1) The carrying amount of the financial assets recognized in the consolidated balance sheet.
-
(2) The amount of contingent liabilities arising from the financial guarantee provided by the Group.
The policy adopted by the Group is to conduct transactions only with reputable counterparties, and obtain sufficient guarantees under necessary circumstances to reduce the risk of financial losses due to defaults. The Group only conducts transactions with companies whose ratings are equal to or higher than the investment grade Such information is provided by independent rating agencies; if such information is not available, the Group will refer to other publicly available financial information and mutual transaction records to rate its major customers. The Group continuously monitors credit risk and the credit rating of its counterparties, and distributes the total transaction amount to customers with qualified credit ratings, and controls the exposure to credit risk through the counterparty credit limits that are reviewed and approved by the financial management department every year.
In order to mitigate the credit risk, the management of the Group assigns a dedicated team responsible for the determination of credit limits, credit approval,
- 49 -
and other monitoring procedures to ensure that appropriate actions have been taken in the recovery of overdue receivables. In addition, the Group reviews the recoverable amount of the receivables one by one at the balance sheet date to ensure that the appropriate impairment loss is recognized for uncollectible receivables. In this regard, the management of the Group believes the Group’s credit risk was significantly reduced.
The credit risk on liquid funds and derivatives is not high because the counterparties are banks with high credit ratings assigned by international creditrating agencies.
The Group's customer base is large and unrelated, so the concentration of credit risk is not high.
3. Liquidity risk
The Group manages and maintains sufficient cash and cash equivalents to support its operations and mitigate the impact of cash flow fluctuations. The management of the Group monitors the use of the bank financing facilities and ensures compliance with the terms of the borrowing terms.
Bank borrowings were an important source of liquidity for the Group. As of March 31, 2022, December 31, 2021, and March 31, 2021, for the Group’s unutilized credit facilities, please refer to (3) below for description of financing facilities.
(1) Liquidity and interest rate risk tables for non-derivative financial liabilities
The remaining contractual maturity analysis of non-derivative financial liabilities was based on the earliest date at which the Group might be required to repay and was compiled based on the undiscounted cash flows of financial liabilities (including principal and estimated interest). Therefore, the bank borrowings with a repayment on demand clause were included in the earliest time period, regardless of the probability of exercise of the right by banks. The maturity analysis of other nonderivative financial liabilities was compiled in accordance with the agreed repayment date.
- 50 -
| March 31, 2022 Non-derivative financial liabilities Non-interest-bearing liabilities Note payable and accounts payable Other payables (Note) Floating interest rate instruments Fixed interest rate instruments lease liabilities |
Less than 1 year $ 407,023 374,339 159,288 81,428 10,294 $ 1,032,372 |
Over 1 year | |
|---|---|---|---|
| $ - - 467,450 16,528 115,004 $ 598,982 |
Further information on the analysis of undiscounted lease liabilities maturity dates is as follows:
lease liabilities Dec. 31, 2021 |
Less than OneYear |
1-5Years | 1-5Years | 1-5Years | 5-10Years | 10-15Years | 10-15Years | 10-15Years | 15-20Years | 15-20Years | 15-20Years | Over 20 Years |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| $ 16,193 |
$ | |||||||||||||||
| $ 465,912 315,167 156,091 116,677 10,668 $ 1,064,515 |
$ - - 530,858 - 117,410 $ 648,268 |
Further information on the analysis of undiscounted lease liabilities maturity dates is as follows:
lease liabilities |
Less than OneYear |
1-5Years | 5-10Years | 10-15Years | 10-15Years | 15-20Years | 15-20Years | Over 20 Years |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| $ 10,668 |
$ 20,523 |
$ 16,193 |
$ 16,193 |
$ 16,193 |
$ 48,308 |
- 51 -
March 31, 2021
| March 31, 2021 | |||
|---|---|---|---|
| Non-derivative financial liabilities Non-interest-bearing liabilities Note payable and accounts payable Other payables (Note) Floating interest rate instruments Fixed interest rate instruments lease liabilities |
Less than 1 year $ 382,134 328,923 342,753 337,389 45,331 $ 1,436,530 |
Over 1 year | |
| $ - - 695,640 - 125,298 $ 820,938 |
Further information on the analysis of undiscounted lease liabilities maturity dates is as follows:
Less than Over 20 One Year 1-5 Years 5-10 Years 10-15 Years 15-20 Years Years lease liabilities $ 45,331 $ 25,981 $ 16,193 $ 16,193 $ 16,193 $ 50,738
Note: The other payables mentioned above do not include salaries payable and pensions payable.
- (2) Financing facilities
| Financing facilities | ||||
|---|---|---|---|---|
Unsecured bank borrowings facility - Amount used - Amount unused Secured bank borrowings facility - Amount used - Amount unused |
March 31, 2022 $ 69,495 1,057,505 $ 1,127,000 $ 656,380 881,620 $ 1,538,000 |
Dec. 31, 2021 $ 126,377 1,030,623 $ 1,157,000 $ 679,017 1,120,983 $ 1,800,000 |
March 31, 2021 | |
| $ 95,038 1,107,399 $ 1,202,437 $ 1,280,745 1,762,065 $ 3,042,810 |
XXXII. Related party transaction
Balances and transactions between the Company and its subsidiaries have all been eliminated on consolidation and are not disclosed in this note. The transactions between the Group and other related parties are as follows.
-
(I) Related party name and category
-
52 -
| Related Party Name Associate Coretech Optical Co., Ltd. Hsinjing Holding Co., Ltd. Substantive related party Summit-tech Resource Corp. Epistar Corporation Lextar Electronics Corporation Prolight Opto Technology Corporation best Epitaxy Manufacturing Co. Ltd. Lextar Electronics (Chuzhou) Corp. iReach Corporation Li, Bin-Jie Raymond Sheu Wang, Wen-Hu |
Related Party Category |
|---|---|
| Associate by investment using the equity method Associate by investment using the equity method Substantive related party before Jul. 2, 2021 (Note 1) Its parent company is a director of the Company (Note 2). Its parent company is a director of the Company (Note 2). Its parent company is a director of the Company (Note 3). Its parent company is a director of the Company (Note 3). Its parent company is a director of the Company (Note 3). Its parent company is a director of the Company (Note 3). Key managerial officer (the Chairman of the Company) Key management personnel Key management personnel |
-
Note 1: The Company’s supervisor is a relative within the second degree of kinship of the former Chairman of the Company. On July 2, 2021, the Company’s board of directors re-elected a new chairman due to the end of the term of office of the former one. As the former chairman did not hold another position, Summit-tech Resource Corp. is not a related party, so the amounts of transactions after the date will not be disclosed.
-
Note 2: The Company’s board of directors re-elected a new chairman on July 2, 2021. As the Chairman of the Company also serves as the Chairman of Ennostar Inc. (hereinafter referred to as "Ennostar"), and Epistar Corporation and Lextar Electronics Corporation is a subsidiary of Ennostar, so it is determined to be a substantive related party.
-
Note 3: The Company’s board of directors re-elected a new chairman on July 2, 2021. As the Chairman of the Company also serves as the Chairman of Ennostar, and best Epitaxy Manufacturing Co. Ltd. and Prolight Opto Technology Corporation are the sub-subsidiaries of Ennostar, so it is determined to be a substantive related party.
-
53 -
(II) Operating income
| Operating income | ||||
|---|---|---|---|---|
| Line Item Sale |
Category of related party/Name Substantive related party Lextar Electronics Corporation Lextar Electronics (Chuzhou) Corp. Summit-tech Resource Corp. Others |
January 1, 2022 to March 31, 2022 $ 38,205 4,659 - 392 $ 43,256 |
January 1, 2021 to March 31, 2021 |
|
| $ - - 2,970 - $ 2,970 |
The selling prices to related parties are equivalent to those to ordinary customers, and the payment terms are implemented in accordance with the Group's payment policy.
(III) Purchase of goods
| policy. Purchase of goods |
||||
|---|---|---|---|---|
| Line Item Inventories - raw materials |
Category of related party/Name Substantive related party Epistar Corporation Summit-tech Resource Corp. best Epitaxy Manufacturing Co. Ltd. |
January 1, 2022 to March 31, 2022 $ 3,172 - 55 $ 3,227 |
January 1, 2021 to March 31, 2021 |
|
| $ - 3,644 - $ 3,644 |
The purchase prices from related parties are equivalent to those to ordinary clients, and the purchase terms are implemented in accordance with the Group’s policy.
(IV) Receivables from related parties
| Line Item | Category of related party/Name Substantive related party Lextar Electronics Corporation Lextar Electronics (Chuzhou) Corp. Summit-tech Resource Corp. Others |
March 31, 2022 $ 58,093 8,078 - 1,239 $ 67,410 |
Dec. 31, 2021 $ 72,623 8,486 - 3,165 $ 84,274 |
March 31, 2021 | March 31, 2021 |
|---|---|---|---|---|---|
| Accounts receivable - related parties |
$ - - 990 - $ 990 |
- 54 -
The Group's selling prices to related parties are equivalent to those to ordinary customers, and the payment terms are implemented in accordance with the Group's payment policy. No guarantee is received for the accounts receivable from related parties still outstanding. No loss allowance was provided for accounts receivable from related parties during the three months ended March 31, 2022 and 2021.
(V) Payables to related parties (excluding loans from related parties)
| Line Item Accounts payable - related parties Other receivables - related parties |
Category of related party/Name Substantive related party Epistar Corporation Summit-tech Resource Corp. best Epitaxy Manufacturing Co. Ltd. Substantive related party Epistar Corporation Summit-tech Resource Corp. |
March 31, 2022 $ 3,331 - 30 $ 3,361 $ 283 - $ 283 |
Dec. 31, 2021 $ 6,122 - 331 $ 6,453 $ 39 - $ 39 |
March 31, 2021 | March 31, 2021 |
|---|---|---|---|---|---|
| $ - 1,957 - $ 1,957 $ - 925 $ 925 |
The Group's purchase price from related parties are handled in accordance with the general purchase terms; the payment period to related parties and non-related parties is implemented in accordance with the Company's payment policy.
No guarantee is provided for the balance of the outstanding accounts payable to related parties.
(VI) Contract processing
The processing fees to the Group's substantive related parties contracted to process products for the Company during the three months ended March 31, 2022 and 2021 were NT$0 and NT$2,815,000, respectively. As of March 31, 2022 and 2021, the outstanding balance was NT$0 and NT$925,000, respectively, accounted for under the processing expense payable. The pricing of the contract processing expenses is not able to be compared with other manufacturers' OEM prices and conditions because the Group did not commission other manufacturers for contract processing.
- 55 -
(VII) Transactions with other related parties
Category of related Line Item party March 31, 2022 March 31, 2021 Operating expenses - Substantive related miscellaneous party expenses Epistar $ 270 $ - Corporation
- (VIII) The joint guarantor of the Group’s borrowings and actual amount used is as follows:
==> picture [412 x 54] intentionally omitted <==
- (IX) Compensation of key management personnel
| Short-term employee benefits Post-employment benefits |
January 1, 2022 to March 31, 2022 $ 8,745 135 $ 8,880 |
January 1, 2021 to March 31, 2021 |
January 1, 2021 to March 31, 2021 |
|---|---|---|---|
| $ 9,883 143 $ 10,026 |
The remuneration of directors and other key management personnel was determined by the remuneration committee based on the performance of individuals and market trends.
XXXIII. Pledged Assets
The following assets have been provided as collateral for financing loans and security for tariff of imported raw materials and provisional seizures in penalty cases:
March 31, 2022 Dec. 31, 2021 March 31, 2021
| Restricted time deposits (accounted for in financial assets at amortized cost) Restricted bank demand deposits (accounted for in financial assets) Land Buildings |
$ 7,615 7,923 62,273 646,411 $ 724,222 |
$ 50,806 3,593 62,273 651,283 $ 767,955 |
$ 483,568 52,733 62,273 665,897 $ 1,264,471 |
|---|---|---|---|
XXXIV. Significant Contingent Liabilities and Unrecognized Commitments
Except for those already mentioned in other notes, the Group's significant commitments as of the balance sheet date are as follows:
-
56 -
-
(I) As of March 31, 2022, December 31, 2021, and March 31, 2021, the balance of unused letters of credit issued by the Group for imported raw materials and equipment was equivalent to NT$10,655,000, NT$7,410,000, and NT$17,743,000, respectively.
-
(II) As of March 31, 2022, the total price of the uncompleted important equipment and engineering procurement contracts of the Group was equivalent to NT$311,801,000; an amount of NT$130,083,000 had been paid, and the remaining amount of NT$181,718,000 had not been paid.
XXXV. Significant assets and liabilities denominated in foreign currencies
The following information was aggregated by the foreign currencies other than functional currencies of the Group and the exchange rates between foreign currencies and respective functional currencies were disclosed. The significant assets and liabilities denominated in foreign currencies were as follows:
March 31, 2022
| March 31, 2022 | |||
|---|---|---|---|
| Foreign currency asset Monetary items USD CNY JPY Foreign currency liabilities Monetary items USD CNY JPY Dec. 31, 2021 Foreign currency asset Monetary items USD CNY JPY Foreign currency liabilities Monetary items USD CNY JPY |
Foreign currency $ 21,320 64,154 64,394 176 3,298 449,916 Foreign currency $ 28,661 81,080 2,547 1,013 3,980 617,421 |
Exchange rate 28.63 4.51 0.24 28.63 4.51 0.24 Exchange rate 27.68 4.34 0.24 27.68 4.34 0.24 |
Carrying amount |
| $ 610,285 289,077 15,152 5,038 14,861 105,865 Carrying amount |
|||
| $ 793,336 352,212 613 28,040 17,289 148,489 |
- 57 -
March 31, 2021
| March 31, 2021 | |||
|---|---|---|---|
| Foreign currency asset Monetary items USD CNY JPY Foreign currency liabilities Monetary items USD CNY JPY |
Foreign currency $ 32,016 152,407 3,467 $ 2,006 3,362 527,831 |
Exchange rate 28.54 4.34 0.26 28.54 4.34 0.26 |
Carrying amount |
| $ 914,033 662,056 893 $ 57,241 14,605 136,022 |
The amounts of the Group’s foreign currency exchange gains as of March 31, 2022 and March 31, 2021 were NT$38,056,000 and NT$3,233,000, respectively. Due to the wide variety of foreign currency transactions and the functional currencies of the entities of the Group, it is impossible to disclose the foreign currency exchange gains and losses based on each foreign currency of significance.
XXXVI. Additional Disclosures
-
(I) Information on significant transactions and (II) investees:
-
Financing provided to others: (Table 1)
-
Marketable securities held (excluding investment in subsidiaries, associates, and joint venture equity): Table 2.
-
Marketable securities acquired or sold at costs or prices at least NT$300 million or 20% of the paid-in capital: None.
-
Acquisition of individual property at costs of at least NT$300 million or 20% of the paid-in capital: None.
-
Disposal of individual property at costs of at least NT$300 million or 20% of the paid-in capital: None.
-
Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: None.
-
Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: None.
-
Trading in derivative instruments: None.
-
58 -
-
Other: Significant transactions between the parent company and its subsidiaries: Table 6.
-
Information on investees: Table 3.
-
(III) Information on investments in mainland China:
-
Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area: Table 4.
-
Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses: Table 5.
-
(IV) Information on major shareholders: List of all shareholders with ownership of 5 percent or greater showing the names and the number of shares and percentage of ownership held by each shareholder: Table 7.
XXXVII. Segment Information
Information reported to the chief operating decision-maker for resource allocation and segment performance assessment focuses on types of goods or services delivered or provided. The Group’s segments to be reported are as follows:
-
(I) Compound semiconductor components
-
(II) Si Component Operation Center
Segment revenues and results
The following was an analysis of the Group’s revenue and results by the reporting department:
| department: | |||||
|---|---|---|---|---|---|
| Compound semiconductor components Si Component Operation Center Others Total revenue of continuing operations |
Segment | Revenue January 1, 2021 to March 31, 2021 $ 296,227 402,855 60,352 $ 759,434 |
segment profit or loss | ||
| January 1, 2022 to March 31, 2022 $ 235,175 396,555 51,401 $ 683,131 |
January 1, 2022 to March 31, 2022 $ 33,300 45,713 1,286 80,299 |
January 1, 2021 to March 31, 2021 |
|||
| $ 11,838 37,775 5,201 54,814 |
(Continued on next page)
- 59 -
(Continued from previous page)
| ed from previous page) | |||||
|---|---|---|---|---|---|
| Share of profit (loss) on associates using the equity method Interest income Gains on disposal of investments accounted for using equity method Net foreign exchange gains Net loss (gain) on financial assets and liabilities at FVTPL Financial costs Other income Net income before tax |
Segment | Revenue January 1, 2021 to March 31, 2021 |
segment profit or loss | ||
| January 1, 2022 to March 31, 2022 |
January 1, 2022 to March 31, 2022 3,293 378 - 38,056 ( 68,699 ) ( 3,408 ) 1,459 $ 51,378 |
January 1, 2021 to March 31, 2021 |
|||
| ( ( |
( |
4,071 660 149 3,233 26,426 5,501 ) 1,037 $ 84,889 |
The segment revenue above is all generated from transactions with external customers. There were no inter-segment sales during the three months ended March 31, 2022 and 2021.
Segment gains refer to the profits earned by each segment, excluding the headquarters’ administrative costs and directors’ remuneration to be allocated, share of profits and losses on associates using the equity method, interest income, gains or losses on disposal of property, plant and equipment, gains on disposal of non-current assets held for sale, net foreign exchange gains or losses, gains or losses on financial instruments, financial costs, and income tax expenses. This is the measure reported to the chief operating decision-maker for resource allocation and assessment of segment performance.
- 60 -
TYNTEK Corporation and Its Subsidiaries
Financing provided to others
For the Three Months Ended March 31, 2022
Table 1
Unit: NTD thousands
| Serial No. |
Lender | Borrower | Financial Statement Account |
Related Party Status |
Maximum Balance for the Period |
Ending balance |
Transaction Amounts |
Interest Rate (Note 3) |
Category of Financing Provided |
Business Transaction Amounts |
Reasons for Necessity of Short-term Financing |
Loss Allowance |
Collateral | Collateral | Limit of Financing to Individual Borrower (Note 1) |
Total Limit of Financing Provided (Note 2) |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Value |
||||||||||||||||
| 0 | TYNTEK Corporation |
Keeper Technology |
Other receivables - related parties |
Yes | $ 10,000 | $ 10,000 | $ 8,000 | Floating interest rate |
Need for short- term financing |
$ - |
Working capital and repayment of borrowings |
$ - | - |
$ - | $ 418,746 | $ 837,492 |
Note 1: TYNTEK Corporation's limit of financing to individual borrowers does not exceed 10% of the net value stated in the most recent financial statements reviewed/audited by CPAs.
Note 2: TYNTEK Corporation's total limit of financing to borrowers does not exceed 20% of the net value stated in the most recent financial statements reviewed/audited by CPAs.
Note 3: TYNTEK Corporation's interest rate ranges of financing to others are based on the borrowing interest rate of financial institutions plus 5%. The interest rate as of March 31, 2022 was 2.30%.
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TYNTEK Corporation and Its Subsidiaries
Marketable Securities Held at the End of Year
As of March 31, 2022
Table 2
Unit: In Thousands of New Taiwan Dollars/Thousand Units/Thousand Shares
| Holding Company Name |
Type and Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account | March 31, 2021 | March 31, 2021 | Remarks | ||
|---|---|---|---|---|---|---|---|---|
Number of Shares/Units |
Carrying amount | Percentage of Ownership |
Market price | |||||
| TYNTEK Corporation Long Benefit Investment Co., Ltd. |
Unity Opto/stock/common stock First Commercial Bank/gold passbook Fittech Co., Ltd./stock/common stock Fujian Zhaoyuan Photoelectric Co., Ltd. Unity Opto/stock/common stock Chipwell Tech Corporation/stock/common stock Brightek Optoelectronic Co., Ltd./stock/common stock Hanpin Electron Co., Ltd./stock/common stock Elite Advanced Laser Corporation/stock/common stock Fittech Co., Ltd./stock/common stock Chipwell Tech Corporation/stock/common stock Chipstar Tech Corporation/stock/common stock |
None None Investee with 0.38% of shares held Investee with 4.28% of shares held None Investee with 2.78% of shares held Investee with 1.69%% of shares held None None Investee with 2.38% of shares held Investee with 0.79% of shares held Investee with 10.95% of shares held |
Financial assets at FVTPL - Current Financial assets at FVTPL - Current Financial assets at FVTPL - Current Financial assets at FVTPL - Non-current Financial assets at FVTOCI - current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - Current Financial assets at FVTPL - Current Financial assets at FVTPL - Current Financial assets at FVTOCI - non-current Financial assets at FVTOCI -non-current |
264 - 275 - 836 554 1,020 220 70 1,740 158 698 |
$ - 15 53,560 52,205 - 8,827 43,809 5,896 3,455 338,441 3,585 6,253 |
- - 0.38 4.28 - 2.78 1.69 - - 2.38 0.79 10.95 |
$ - 15 53,560 52,205 - 8,827 43,809 5,896 3,455 338,441 3,585 6,253 |
Note 1 Note 1 |
Note 1: Because the public company Unity Opto Technology co., Ltd. (hereinafter referred to as Unity Opto) failed to publish its financial statements for 2019 Q4 prior to a deadline, it was sanctioned by the Taiwan Stock Exchange on April 1, 2020, and it stock was stopped to be traded starting from April 7, 2020. After prudent evaluation, the Group recognized all shares of Unity Opto held as financial asset valuation losses. Note 2: Refer to Table 3 for the information on subsidiaries and associates.
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TYNTEK Corporation and Its Subsidiaries
Information on Investees
For the Three Months Ended March 31, 2022
Table 3
Unit: In Thousands of New Taiwan Dollars/Thousand Shares
| Investor | Investor Company | Location | Main Businesses and Products | InvestmentAmount | InvestmentAmount | As | of March31,2021 | of March31,2021 | Gains (losses) on investee |
Gains (losses) on investment recognized by the Company |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2021 | March 31, 2020 | Shares | Percentage (%) |
Carrying amount | |||||||
| TYNTEK Corporation TEK Holding Co., Ltd. Long Benefit Investment Co., Ltd. Keeper Technology Global Unity Int’l Co., Ltd. |
TEK Holding Co., Ltd. Long Benefit Investment Co., Ltd. Hsinjing Holding Co., Ltd. Coretech Optical Co., Ltd. Keeper Technology Xu Qi Co., Ltd. Keyway International L.L.C. Coretech Optical Co., Ltd. Keeper Technology Global Unity Int’l Co., Ltd. Creation New Technology Inc. |
3RD FLOOR, YAMRAJ BUILDING, MARKET SQUARE, ROAD TOWN, TORTOLA, BRITISH VIRGIN ISLANDS. No. 15, Kezhong Road, Dingpu Village, Zhunan Township, Miaoli County 3F-1, No. 193, Fuxing 2nd Road, Zhubei City, Hsinchu County 7F-6, No. 35, Xintai Road, Zhubei City, Hsinchu County No. 29, Wuquan 7th Road, Wugu District, New Taipei City No. 1387, Renai Road, Zhunan Township, Miaoli County 3500 South Dupont Highway, Dover, Delaware 19901,U.S.A. 7F-6, No. 35, Xintai Road, Zhubei City, Hsinchu County No. 29, Wuquan 7th Road, Wugu District, New Taipei City Level 3, Alexander House, 35 Cybercity, Ebene, Mauritius Vistra Corporate Services Centre, Ground Floor NPF Building, Beach Road. Apia Samoa |
Investment in various overseas businesses General investment General investment Machinery, electronic components, power generation, transmission, and distribution machinery, as well as precision equipment manufacturing Mechanical installation, retail and wholesale of electronic materials, automobile and scooter parts and accessories, traffic sign equipment and other machinery, as well as manufacturing of lighting equipment and other machinery Manufacturing of lighting equipment Investment in various overseas businesses Machinery, electronic components, power generation, transmission, and distribution machinery, as well as precision equipment manufacturing Mechanical installation, retail and wholesale of electronic materials, automobile and scooter parts and accessories, traffic sign equipment and other machinery, as well as manufacturing of lighting equipment and other machinery Investment in various overseas businesses Investment in various overseas businesses |
$ 258,290 185,000 591,378 5,000 30,000 - 258,768 25,228 48,977 32,376 32,376 |
$ 258,290 185,000 591,378 5,000 30,000 8,500 258,768 25,228 48,977 32,376 32,376 |
6,700 37,184 17,794 200 3,000 - - 2,000 5,711 1,000 1,000 |
100.00 100.00 22.79 2.08 21.43 - 100.00 20.81 40.79 100.00 100.00 |
$ 284,280 501,986 149,547 2,674 21,808 - 281,413 26,757 41,509 9,230 9,230 |
$ 4,509 ( 40,201 ) 1,647 12,615 ( 86 ) - 4,509 12,615 ( 86 ) ( 70 ) ( 70 ) |
$ 4,509 ( 40,201 ) 375 263 ( 18 ) - 4,509 2,625 ( 35 ) ( 70 ) ( 70 ) |
Note 1 |
Note: Xuqi Co., Ltd.’s liquidation was completed in March 2022.
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Unite: In Thousands of New Taiwan Dollars, Unless Stated Otherwise
TYNTEK Corporation and Its Subsidiaries Information on investments in mainland China For the Three Months Ended March 31, 2022
Table 4
I. Information on investments in mainland China:
(I) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, gains or losses on investment, carrying amount of the investment, and repatriations of investment income:
| Name of Investee | Main Businesses and Products |
Paid-in Capital | Method of Investments |
Accumulated Investment Amount from Taiwan at Beginning of Period |
Investment Flows | Investment Flows | Accumulated Investment Amount from Taiwan at End of Period |
% Ownership of Direct or Indirect Investment |
Gains (losses) on Investment |
Carrying Amount of Investments at End of Period |
The Repatriated Proceeds of Investments as of This Period |
|---|---|---|---|---|---|---|---|---|---|---|---|
Outward |
Inward | ||||||||||
| Yuanmao Opto- electronic Technology (Wuhan) Co., Ltd. Fujian Zhaoyuan Photoelectric Co., Ltd. Kaishin Technology (Wuhan) Corporation |
Other light-emitting diode production and sales business Other light-emitting diode production and sales business R&D and manufacturing of LED lighting equipment products, electronic component manufacturing, automobile parts manufacturing, as well as electrical appliances and audiovisual electronic products manufacturing |
$ 258,290 (USD 6,700,000 ) 6,692,823 (CNY $1,437,000,000) ) 32,376 (USD $1,000,000 ) |
Investment in China via a company set up in a third region Direct investment in companies in China Investment in China via a company set up in a third region |
$ 475,208 ( USD $14,500,000) ) 468,652 ( USD 8,565,000 and CNY 45,890,000 ) 32,376 ( USD $1,000,000 ) |
$ - - - |
$ 216,918 ( USD7,800,000) - - |
$ 258,290 ( USD 6,700,000 ) 468,652 ( USD 8,565,000 and CNY 45,890,000 ) 32,376 ( USD $1,000,000 ) |
100% 4.28% (Note) 62.22% |
$ 4,510 - ( 44 ) |
$ 281,396 52,205 5,743 |
$ - - - |
Note: The Group failed to subscribe to shares arising from capital increase in the proportion of the ownership and disposed of a portion of its investment equity in the company in June 2018, and thus lost significant influence. Therefore, it was reclassified as financial assets measured at FVTPL.
(II) Limit on investment amount in mainland China:
| Limit on investment amount in mainland China: | ||
|---|---|---|
| Accumulated Outward Remittance for Investment in Mainland China as of December 31, 2021 |
Investment Amount Authorized by Investment Commission, MOEA |
Limit on Investment Amount Stipulated by Investment Commission, MOEA |
| $742,324 (USD 15,749,000 and CNY 45,890,000) |
$742,370 (USD 23,042,000) |
$2,512,477 |
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TYNTEK Corporation and Its Subsidiaries
Significant Transactions with Investee Companies in Mainland China, Either Directly or Indirectly Through a Third Party, and Their Prices, Payment Terms, Unrealized Gains Or Losses, and Relevant Information For the Three Months Ended March 31, 2022
Table 5
Unite: In Thousands of New Taiwan Dollars, Unless Stated Otherwise
| Name of Investee | Transaction Type | Amount | Transaction Terms | Transaction Terms | Accounts Receivable (Payable) | Accounts Receivable (Payable) | Unrealized Gains or Losses |
|
|---|---|---|---|---|---|---|---|---|
| Price | Payment Term | Comparison with General Transaction |
Balance | Percentage | ||||
| Yuanmao Opto-electronic Technology (Wuhan) Co., Ltd. |
Contract processing | $ 41,827 (Processing expense) |
By negotiation |
T/T | O/A with net 120 days |
Processing expense payable $ 14,863 |
2.72% | $ - |
- 65 -
TYNTEK Corporation and Its Subsidiaries
Significant Transactions Between the Parent Company and Its Subsidiaries
For the Three Months Ended March 31, 2022
Table 6
Unit: NTD thousands
| Serial No. (Note 1) |
Transaction Company | Counterparty | Relationship with Counterparty (Note 2) |
Transaction | |||
|---|---|---|---|---|---|---|---|
| Account | Amount (Note 4) |
Transaction Terms | Percentage in Consolidated Total Revenue or Total Assets (Note 3) |
||||
| 0 | TYNTEK Corporation | Yuanmao Opto-electronic Technology (Wuhan) Co., Ltd. Long Benefit Investment Co., Ltd. Keeper Technology Xu Qi Co., Ltd. |
1 1 1 1 |
Processing expense Expenses payable Sale Trade receivable Rent income Other receivables Interest income Other receivables |
$ 41,827 14,863 84 84 34 8,016 45 3,186 |
The pricing of the contract processing expenses is not able to be compared with other manufacturers' OEM prices and conditions because the Group did not commission other manufacturers for contract processing. Same as general payment terms The Company's selling prices to related parties are equivalent to those to general customers Same as general payment collection terms - Same as general payment collection terms - Same as general payment collection terms |
6.12% 0.24% - - - 0.13% - 0.05% |
Note 1: The types of business transactions are indicated by the following numbers shown in the No. column:
-
0 - ITEQ (parent company).
-
The subsidiaries are coded sequentially beginning from “1” by each individual company.
Note 2: The transaction relationships are as follows. Please indicate the type:
1 Parent to subsidiary
2 Subsidiary to parent
3 Subsidiary to subsidiary
Note 3: For the calculation of the ratio of the transaction amount to the consolidated total revenue or total assets, if it is an asset-liability account, it is calculated based on the ending balance as a percentage of the consolidated total assets; if it is a profit-loss account, it is calculated based on the accumulated amount throughout the year as a percentage of the consolidated total revenue.
Note 4: The transactions between the parent and subsidiaries have been eliminated when the consolidated financial statements are prepared.
- 66 -
TYNTEK Corporation Information on main investors
As of March 31, 2022
Table 7
| Name of major shareholder | Shares | |
|---|---|---|
| Shares held (shares) | Shares Ratio | |
| Ennostar Inc. | 23,799,000 | 7.91% |
Note: The information on major shareholders in this table is calculated by Taiwan Depository & Clearing Corporation on the last business day at the end of the quarter when the shareholders as a whole hold at least 5% of the ordinary shares and preference shares with the dematerialized registration and delivery (including treasury shares) completed. The share capital in the Company's consolidated financial statements and the actual number of shares with the dematerialized registration and delivery completed may differ due to different calculation bases.
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