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URE Annual Report 2022

Dec 30, 2022

52346_rns_2022-12-30_2b25fcce-d86f-4db2-b523-dcdb7868f24f.pdf

Annual Report

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1

Stock Code:3576

UNITED RENEWABLE ENERGY CO., LTD.

Parent Company Only Financial Statements

With Independent Auditors’ Report For the Years Ended December 31, 2022 and 2021

Address: No.7, Lixing 3rd Road, Hsinchu Science Park, Hsinchu City 30078,Taiwan Telephone: (03)5780011

The independent auditors’ report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and parent company only financial statements, the Chinese version shall prevail.

2

Table of contents

Contents
1. Cover Page
2. Table of Contents
3. Independent Auditors’ Report
4. Balance Sheets
5. Statements of Comprehensive Income
6. Statements of Changes in Equity
7. Statements of Cash Flows
8. Notes to the Financial Statements
(1)
Company history
(2)
Approval date and procedures of the financial statements
(3)
New standards, amendments and interpretations adopted
(4)
Summary of significant accounting policies
(5)
Significant accounting assumptions and judgments, and major sources
of estimation uncertainty
(6)
Explanation of significant accounts
(7)
Related-party transactions
(8)
Pledged assets
(9)
Significant contingent liabilities and unrecognized commitments
(10) Losses due to major disasters
(11) Subsequent Events
(12) Others
(13) Other disclosures
(a) Information on significant transactions
(b) Information on investees
(c) Information on investment in mainland China
(d) Major shareholders
(14) Segment information
9. List of major account titles
Page
1
2
3
4
5
6
7
8
8
8~10
10~26
26~27
27~60
60~64
65
65~66
66
66
66~67
67~68,
69~73
68, 74
68, 75
68
68
76~86

3

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==> picture [169 x 19] intentionally omitted <==

KPMG

台北市110615信義路5段7號68樓(台北101大樓) 電 話 Tel + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, 傳 真 Fax + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) 網 址 Web kpmg.com/tw

Independent Auditors’ Report

To the Board of Directors of United Renewable Energy Co., Ltd.:

Opinion

We have audited the financial statements of United Renewable Energy Co., Ltd.(“ the Company” ), which comprise the balance sheets as of December 31, 2022 and 2021, and the statements of comprehensive income, changes in equity and cash flows for the year ended December 31, 2022 and 2021, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and its financial performance and its cash flows for the year ended December 31, 2022 and 2021, in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Account of Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirement. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Based on our judgment, the key audit matters that should be disclosed in this audit report are as follows:

  1. Revenue recognition

Please refer to note 4 (q) “ Revenue recognition” for accounting policy and note 6 (z) “ Revenue from contracts with customers” of the parent company only financial statements for further information.

Description of key audit matter:

The Company’s revenues are derived from the sales of solar modules and cells. Revenue recognition is also dependent on whether the specified sales terms in each individual contract are met. In consideration of the high volume of sales transactions, revenue recognition is one of the key areas our audit focused on.

KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

3-1

How the matter was addressed in our audit:

Our principal audit procedures included: understanding of revenue recognition policies and assessing whether revenue recognition policies are appropriate based on sales terms and revenue recognition criteria; understanding the design and process of implementation of internal controls and testing operating effectiveness; testing selected sales samples and agreeing to customer orders, delivery note and related documentation supporting sales recognition; testing sales cut-off, on a sample basis, for transactions incurred within a certain period before or after the balance sheet date by reviewing related sales terms, inspecting delivery documents, and other related supporting document to evaluate whether the revenue was recorded in proper period.

  1. Assessment of impairment of non-financial assets

Please refer to note 4 (o) “Impairment of non-financial assets” for accounting policy and note 5 “assumptions and judgments, and major sources of estimation uncertainty for impairment of non-financial assets” of the parent company only financial statements for further information.

Description of key audit matter:

The Company belongs to a high capital expenditure industry, and its production capacity is essential for the industry development. However, in an environment where market demands and technology change rapidly, existing equipment may not be economically effective in the future due to product or technology upgrades. Therefore, the assessment of long-term non-financial asset impairment is important. The process of asset impairment assessment relies on the subjective judgment of the management. It is an accounting estimate with a high degree of uncertainty. Therefore, the assessment of impairment of non-financial assets is one of the key areas our audit focused on.

How the matter was addressed in our audit:

Our principal audit procedures included: assessing the cash-generating units recognized by the management that might have internal and external signs of impairment, and considering whether all assets that required annual impairment tests have been fully included in the assessment scope; evaluating whether the evaluation method used by the management to measure the recoverable amount of each cash-generating unit complies with the International Financial Reporting Standards, and reviewing its related calculations and various assumptions used, as well as conducting sensitivity analysis on important assumptions.

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

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

In preparing the financial statements, management is responsible for assessing the Company’ s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

3-2

Auditors’ Responsibilities for the Audit of the Financial Statements

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

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

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

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

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

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

  5. Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of the investments accounted for using the equity method to express an opinion on these financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

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

3-3

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

The engagement partners on the audit resulting in this independent auditors’ report are Yung-Hua Huang and Pao-Lian Chou.

KPMG

Taipei, Taiwan (Republic of China) March 13, 2023

Notes to Readers

The accompanying parent company only financial statements are intended only to present the statement of financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such parent company only financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ audit report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and parent company only financial statements, the Chinese version shall prevail.

4

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.

Balance Sheets

December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Assets
Current assets:
1100
Cash and cash equivalents (note 6(a))
1110
Financial assets at fair value through profit or loss - current (note 6(b))
1120
Financial assets at fair value through other comprehensive income - current
(note 6(c))
1140
Contract assets - current (note 6(z))
1170
Notes and accounts receivable, net (note 6(e))
1180
Accounts receivable from related parties (note 7)
1200
Other receivables
1210
Other receivables from related parties (notes 6(d) and 7)
130X
Inventories (note 6(f))
1410
Prepayments (note 9)
1460
Non-current assets held for sale (note 6(g))
1476
Other financial assets (note 8)
1479
Other current assets
Total current assets
Non-current assets:
1510
Financial assets at fair value through profit or loss - non-current (notes 6(b)
and (q))
1517
Financial assets at fair value through other comprehensive income - non-
current (notes 6(c), 7 and 8)
1535
Financial assets at amortized cost - non-current (note 6(d))
1550
Investments accounted for using the equity method (notes 6(h) and 7)
1600
Property, plant and equipment (notes 6(j), 7 and 8)
1755
Right-of-use assets (note 6(k))
1760
Investment property, net (notes 6(l) and 8)
1780
Intangible assets (note 6(m))
1840
Deferred tax assets (note 6(v))
1915
Prepayments - non-current (note 9)
1920
Refundable deposits (note 8)
1942
Other receivables from related parties - non-current (note 7)
1990
Other non-current assets (note 8)
Total non-current assets
Total assets
December 31, 2022
Amount
%
$ 3,516,679
12
-
-
152,171
1
183,149
1
2,310,895
8
3,733
-
66,095
-
203,700
1
2,922,088
10
1,281,952
4
9,336
-
592,105
2
383,322
1
11,625,225
40
900
-
520,559
2
-
-
3,139,172
11
5,996,757
20
758,405
3
2,533,165
8
2,789
-
619,240
2
2,020,363
7
140,646
-
1,845,085
6
197,744
1
17,774,825
60
$
29,400,050
100
December 31, 2021
Amount
%
3,655,826
14
7,384
-
111,712
-
-
-
1,564,893
6
400,842
2
68,958
-
298,908
1
1,211,447
5
704,222
3
-
-
873,956
3
166,987
1
9,065,135
35
6,900
-
333,791
1
-
-
3,660,075
14
4,288,600
17
201,636
1
2,637,221
10
4,134
-
622,050
2
1,920,057
8
634,844
3
2,002,155
8
202,244
1
16,513,707
65
25,578,842
100
Liabilities and Equity
Current liabilities:
2100
Short-term borrowings (note 6(n))
2110
Short-term bills payable (note 6(o))
2120
Financial liabilities at fair value through profit or loss - current (note 6(b))
2130
Contract liabilities - current (note 6(z))
2170
Notes and accounts payable
2180
Accounts payable to related parties (note 7)
2280
Lease liability - current (note 6(r))
2320
Current portion of long-term liabilities (note 6(p))
2399
Other current liabilities (note 7)
Total current liabilities
Non-Current liabilities:
2500
Financial liabilities at fair value through profit or loss - non-current (note
6(b))
2530
Bonds payable (note 6(q))
2540
Long-term borrowings (note 6(p))
2580
Lease liability - non-current (note 6(r))
2650
Credit balance of investments accounted for using equity method (note 6(h))
2670
Other non-current liabilities (notes 6(s) and (v))
Total non-current liabilities
Total liabilities
Equity (notes 6(w) and (x))
3110
Ordinary shares
3200
Capital surplus
3350
Accumulated profit or loss
3400
Other equity
3500
Treasury shares
Total equity
Total liabilities and equity
December 31, 2022 December 31, 2021
Amount
%
-
-
-
-
-
-
337,967
1
1,077,242
4
136,307
1
26,780
-
-
-
1,775,571
7
3,353,867
13
-
-
2,952,450
12
2,657,486
10
252,628
1
995,054
4
236,757
1
7,094,375
28
10,448,242
41
16,278,140
64
999,749
4
(1,461,427)
(6)
(667,163)
(3)
(18,699)
-
15,130,600
59
25,578,842
100
Amount
%
$ 1,411,880
5
99,931
-
4,504
-
228,953
1
909,217
3
233,224
1
46,094
-
506,000
2
1,601,502
5
5,041,305
17
14,249
-
2,969,315
10
3,077,985
10
757,662
3
769,811
3
313,120
1
7,902,142
27
12,943,447
44
16,277,905
55
187,699
1
354,726
1
(345,028)
(1)
(18,699)
-
16,456,603
56
$
29,400,050
100

See accompanying notes to financial statements.

5

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.

Statements of Comprehensive Income

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

4000
Net operating revenues(notes 6(z) and 7)
5110
Operating costs (notes 6(f), (r), (u), (aa), 7 and 12)
5900
Gross gain from operations
Operating expenses(notes 6(e), (r), (u), (aa) and 12):
6100
Selling expenses
6200
General and administrative expenses
6300
Research and development expenses
6450
Impairment losses (reversal of impairment losses) on trade receivable
Total operating expense
Income (loss) from operations
Non-operating income and expenses:
7010
Other income (notes 6(t), (ab) and 7)
7020
Other gains and losses (note 6(ab))
7050
Finance costs (notes 6(q) and (r))
7060
Share of gain (loss) of associates and joint ventures accounted for using equity method (note 6(h))
7100
Interest income
Income (loss) before income tax
7950
Less: income tax expense (note 6(v))
8200
Net Income (loss)
8300
Other comprehensive income:
8310
Items that may not be reclassified subsequently to profit or loss:
8316
Unrealized gain (loss) on investments in equity instruments at fair value through other
comprehensive income
8360
Items that may be reclassified subsequently to profit or loss:
8361
Exchange differences on translation of foreign statements
8380
Share of other comprehensive income (loss) of subsidiaries accounted for using equity method
8300
Total other comprehensive income (loss)
Total comprehensive income (loss)
Earnings (loss) per share
9750
Basic earnings (loss) per share (NT dollars)(note 6(y))
9850
Diluted earnings per share (NT dollars)(note 6(y))
2022
Amount
%
$ 16,353,377
100
14,655,974
90
1,697,403
10
471,259
3
507,505
3
70,009
-
15,152
-
1,063,925
6
633,478
4
319,686
2
487,814
3
(136,533)
(1)
(318,372)
(2)
7,570
-
360,165
2
993,643
6
-
-
993,643
6
(6,652)
-
299,497
2
28,423
-
321,268
2
$
1,314,911
8
$
0.61
$
0.57
2021
Amount
%
12,027,712
100
11,558,981
96
468,731
4
352,317
3
647,413
5
100,492
1
(2,971)
-
1,097,251
9
(628,520)
(5)
284,075
2
(327,904)
(3)
(215,220)
(2)
(402,473)
(3)
1,839
-
(659,683)
(6)
(1,288,203)
(11)
-
-
(1,288,203)
(11)
61,118
-
(58,399)
-
(47,287)
-
(44,568)
-
(1,332,771)
(11)
(0.84)

See accompanying notes to financial statements.

6

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.

Statements of Changes in Equity

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2021

Net loss for the year ended December 31, 2021
Other comprehensive income (loss) for the year ended December 31, 2021
Total comprehensive income (loss) for the year ended December 31, 2021
Offset of deficit against capital surplus
Capital increase by cash
Capital reduction to offset accumulated deficits
Difference between consideration and carrying amount of subsidiaries acquired or disposed
Compensation cost and cancellation of restricted shares for employees
Disposal of investments in equity instruments at fair value through other comprehensive
income
Adjustments to capital surplus and retained earnings for changes in subsidiaries equity
Issuance of convertible bond
Compensation cost of issuing shares
Balance at December 31, 2021
Net Income for the year ended December 31, 2022
Other comprehensive income (loss) for the year ended December 31, 2022
Total comprehensive income (loss) for the year ended December 31, 2022
Changes in equity of associates and joint ventures accounted for using the equity method
Offset of deficit against capital surplus
Adjustments to capital surplus and retained earnings for changes in subsidiaries equity
Compensation cost and cancellation of restricted shares for employees
Balance at December 31, 2022
Share capital Capital surplus
7,877
-
-
-
(9,887)
792,000
-
(12)
282
-
3,291
177,366
28,832
999,749
-
-
-
10,482
(822,510)
(42)
20
187,699
Accumulated
profit or loss
(11,581,063)
(1,288,203)
-
(1,288,203)
9,887
-
11,571,175
-
-
(172,902)
(321)
-
-
(1,461,427)
993,643
-
993,643
-
822,510
-
-
354,726
Other equity Unearned
employees
benefits
(7,416)
-
-
-
-
-
-
-
6,549
-
-
-
-
(867)
-
-
-
-
-
-
867
-
Treasury shares
(18,699)
-
-
-
-
-
-
-
-
-
-
-
-
(18,699)
-
-
-
-
-
-
-
(18,699)
Total equity
Ordinary
shares
$ 26,650,863
-
-
-
-
1,200,000
(11,571,175)
-
(1,548)
-
-
-
-
16,278,140
-
-
-
-
-
-
(235)
$
16,277,905
Exchange
differences on
translation of
foreign financial
statements
(669,674)
-
(105,686)
(105,686)
-
-
-
-
-
-
-
-
-
(775,360)
-
327,920
327,920
-
-
-
-
(447,440)
Unrealized gains
(loss) on
financial assets
at fair value
through other
comprehensive
income
(124,956)
-
61,118
61,118
-
-
-
-
-
172,902
-
-
-
109,064
-
(6,652)
(6,652)
-
-
-
-
102,412
14,256,932
(1,288,203)
(44,568)
(1,332,771)
-
1,992,000
-
(12)
5,283
-
2,970
177,366
28,832
15,130,600
993,643
321,268
1,314,911
10,482
-
(42)
652
16,456,603

See accompanying notes to financial statements.

7

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.

Statements of Cash Flows

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities:
Profit (loss) before income tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Expected credit loss
Net loss (gain) on financial assets or liabilities at fair value through profit or loss
Finance cost
Interest income
Dividends income
Compensation cost of restricted shares for employees
Share of loss of subsidiaries and associates accounted for using equity method
(Gain) loss on disposal of property, plant and equipment
Gain on disposal of investments
Impairment loss on property, plant and equipment
Reversal gain of impairment
Impairment loss on financial assets
Others
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Contract assets - current
Notes and accounts receivable
Accounts receivable from related parties
Other receivables
Other receivables from related parties
Inventory
Prepayments (including non-current)
Other current assets
Contract liabilities - current
Notes and accounts payable (including related parties)
Provisions
Other current liabilities
Total changes in operating assets and liabilities
Cash inflow (used in) generated from operations
Income taxes received (paid)
Net cash flows (used in) generated from operating activities
Cash flows from investing activities:
Acquisition of financial assets at fair value through other comprehensive income
Proceeds from capital reduction of financial assets at fair value through other comprehensive
income
Acquisition of investments accounted for using equity method
Proceeds from disposal of associates
Proceeds from capital reduction of investments accounted for using equity method
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease in refundable deposits
Acquisition of intangible assets
Decrease (increase) in other financial assets
Interest received
Dividends received
Net cash flows used in investing activities
Cash flows from financing activities:
Increase in short-term loans
Decrease in short-term loans
Increase in short-term bills payable
Issuance of convertible bonds
Proceeds from long-term borrowings
Repayments of long-term borrowings
Increase in guarantee deposits received
Payment of lease liabilities
Proceeds from issuance of ordinary shares
Interest paid
Net cash generated from (used in) financing activities
Effect of exchange rate changes
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
2022
$ 993,643
779,310
2,065
15,152
17,644
76,633
(7,570)
(19,220)
652
318,372
(33,529)
(131,837)
105,248
-
-
21,641
1,144,561
(183,149)
(745,973)
398,609
26,579
459,300
(1,927,910)
(590,033)
(217,768)
(109,014)
(119,620)
28,724
(291,612)
(3,271,867)
(1,133,663)
1,434
(1,132,229)
(213,770)
-
(498,957)
518,837
96,617
(1,909,897)
33,921
495,458
(720)
287,576
7,015
26,276
(1,157,644)
1,414,348
-
100,000
-
1,310,042
(400,000)
12,364
(28,433)
-
(83,890)
2,324,431
(173,705)
(139,147)
3,655,826
$
3,516,679
2021
(1,288,203)
825,388
1,679
26,205
(11,016)
162,879
(1,839)
(14,178)
34,115
402,473
108,620
(83)
-
(3,521)
163,650
(87,010)
1,607,362
-
235,400
(242,848)
(49,145)
57,636
379,975
(406,196)
30,968
75,991
(104,878)
(103,613)
183,733
57,023
376,182
(122)
376,060
(27,098)
6,614
(439,994)
198,382
358,167
(545,548)
3,136
72,143
(3,889)
(47,501)
1,643
253,832
(170,113)
-
(2,297,495)
-
3,120,780
4,748,425
(7,486,342)
4,327
(24,610)
1,992,000
(175,764)
(118,679)
(37,119)
50,149
3,605,677
3,655,826

See accompanying notes to financial statements.

8

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.

Notes to the Financial Statements

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company history

United Renewable Energy Co., Ltd., formerly Neo Solar Power Corp., (the “Company”) was incorporated in the Republic of China on August 26, 2005. It specializes in manufacturing high-quality solar cells, solar cell modules and wafers. The Company’ s main business activities include researching, developing, designing, manufacturing and selling solar cells, as well as participating in other solar-related businesses. Its ordinary shares have been listed on the Taiwan Stock Exchange (TWSE) since January 2009.

On October 1, 2018, the Company merged with former Gintech Energy Corporation (“ Gintech” ) and Solartech Energy Corporation (“Solartech”), with the Company as the sole surviving company. On March 31, 2019, the Company merged with former General Energy Solutions Inc. (GES), with the Company as the surviving company and GES as the dissolved entity.

(2) Approval date and procedures of the financial statements

The parent company only financial statements were approved and released by the Company’s Board of Directors on March 13, 2023.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from January 1, 2022:

  • ●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”

  • ●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • ●Annual Improvements to IFRS Standards 2018–2020

  • ●Amendments to IFRS 3 “Reference to the Conceptual Framework”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Company assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2023, would not have a significant impact on its financial statements:

  • ●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”

(Continued)

9

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The following new and amended standards, which may be relevant to the Company, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:

Standards or
Interpretations
Amendments to IAS 1
“Classification of Liabilities
as Current or Non-current”
Amendments to IAS 1 “Non-
current Liabilities with
Covenants”
Content of amendment
Effective date per
IASB
Under
existing
IAS
1
requirements,
companies classify a liability as current
when they do not have an unconditional
right to defer settlement for at least 12
months after the reporting date. The
amendments has removed the requirement
for a right to be unconditional and instead
now requires that a right to defer settlement
must exist at the reporting date and have
substance.
The amendments clarify how a company
classifies a liability that can be settled in its
own shares – e.g. convertible debt.
January 1, 2024
After reconsidering certain aspects of the
2020
amendments1,
new
IAS
1
amendments clarify that only covenants
with which a company must comply on or
before the reporting date affect the
classification of a liability as current or
non-current.
Covenants with which the company must
comply after the reporting date (i.e. future
covenants) do not affect a liability’ s
classification at that date. However, when
non-current liabilities are subject to future
covenants, companies will now need to
disclose
information
to
help
users
understand the risk that those liabilities
could become repayable within 12 months
after the reporting date.
January 1, 2024

The Company is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its consolidated financial position and financial performance. The results thereof will be disclosed when the Company completes its evaluation.

(Continued)

10

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

The Company does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its financial statements:

  • ●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” and amendments to IFRS 17 “ Insurance Contracts”

  • ●IFRS16 “Requirements for Sale and Leaseback Transactions”

(4) Summary of significant accounting policies

The significant accounting policies presented in the parent company only financial statements are summarized as follows. The following accounting policies were applied consistently throughout the periods presented in the parent company only financial statements.

(a) Statement of compliance

The standalone financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

  • (b) Basis of preparation

  • (i) Basis of measurement

Except for the following significant accounts, the financial statements have been prepared on a historical cost basis:

  • 1) Financial instruments at fair value through profit or loss are measured at fair value;

  • 2) Financial assets at fair value through other comprehensive income are measured at fair value;

  • (ii) Functional and presentation currency

The functional currency of each Company entity is determined based on the primary economic environment in which the entity operates. The parent company only financial statements are presented in New Taiwan Dollar (NTD), which is the Company’ s functional currency. All financial information presented in NTD has been rounded to the nearest thousand.

(c) Foreign currencies

  • (i) Foreign currency transactions

Transactions in foreign currencies are translated into the respective functional currencies of Group entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date.

(Continued)

11

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies using the exchange rate at the date that the fair value was determined. Nonmonetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:

(ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Company disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to noncontrolling interests. When the Company disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

(d) Classification of current and non-current assets and liabilities

An asset is classified as current under one of the following criteria, and all other assets are classified as non-current.

  • (i) It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is expected to be realized within twelve months after the reporting period; or

  • (iv) The asset is cash or a cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is classified as current under one of the following criteria, and all other liabilities are classified as non-current.

An entity shall classify a liability as current when:

  • (i) It is expected to be settled in the normal operating cycle;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is due to be settled within twelve months after the reporting period; or

(Continued)

12

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • (iv) The Company does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

(e) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes should be recognized as cash equivalents.

(f) Financial instruments

Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

On initial recognition, a financial asset is classified as measured at amortized cost; fair value through other comprehensive income; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

  • 1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧ it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • ‧ its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

(Continued)

13

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • 2) Fair value through other comprehensive income (FVOCI)

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’ s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Company’s right to receive payment is established (Usually on the ex-dividend date).

  • 3) Fair value through profit or loss (FVTPL)

All financial assets not classified as amortized cost or FVOCI described as above are measured at FVTPL, including derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

  • 4) Impairment of financial assets

The Company recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, notes and accounts receivables, other receivable, leases receivable, guarantee deposit paid and other financial assets).

The Company measures loss allowances at an amount equal to lifetime ECL, except for the following which are measured as 12-month ECL:

  • ‧ debt securities that are determined to have low credit risk at the reporting date; and

  • ‧ other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Company’ s historical experience and informed credit assessment as well as forwardlooking information.

(Continued)

14

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.

12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 month after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.

The gross carrying amount of a financial asset is written off when the Company has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. For corporate customers, the Company individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Company expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’s procedures for recovery of amounts due.

5) Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

(ii) Financial liabilities and equity instruments

1) Classification of debt or equity

Debt and equity instruments issued by the Company are classified as financial liabilities or equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

(Continued)

15

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

2) Equity instrument

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

3) Treasury shares

When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is recognized in capital surplus or retained earnings (if the capital surplus is not sufficient to be written down).

4) Compound financial instruments

Compound financial instruments issued by the Company comprise convertible bonds denominated in NTD that can be converted to ordinary shares at the option of the holder, when the number of shares to be issued is fixed and does not vary with changes in fair value.

The liability component of compound financial instruments is initially recognized at the fair value of a similar liability that does not have an equity conversion option. The equity component is initially recognized at the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component.

Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.

Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortized cost using the effective interest method. The equity component of a compound financial instrument is not remeasured.

Interest related to the financial liability is recognized in profit or loss. On conversion at maturity, the financial liability is reclassified to equity and no gain or loss is recognized.

5) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

(Continued)

16

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

6) Derecognition of financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

  • (iii) Derivative financial instruments and hedge accounting

The Company holds derivative financial instruments to hedge its foreign currency and interest rate exposures. Embedded derivatives are separated from the host contract and accounted for separately if the host contract is not a financial asset and certain criteria are met.

Derivatives are initially measured at fair value. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are generally recognized in profit or loss.

(g) Inventories

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is based on the weighted-average method and includes expenditure incurred in acquiring the inventories, production or conversion costs, and other costs incurred in bringing them to their present location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

  • (h) Non-current assets held for sale

Non current assets or disposal groups comprising assets and liabilities that are highly probable to be recovered primarily through sale rather than through continuing use, are reclassified as held for sale. Immediately before classification as held for sale, the assets, or components of a disposal group, are remeasured in accordance with the Company’s accounting policies. Thereafter, generally, the assets or disposal groups are measured at the lower of their carrying amount and fair value less costs to sell. Any impairment loss on a disposal group is first allocated to goodwill, and then to the remaining assets and liabilities on a pro rata basis, except that no loss is allocated to assets not within the scope of IAS 36 – Impairment of Assets. Such assets will continue to be measured in accordance with the Company’s accounting policies. Impairment losses on assets initially classified as held for sale and any subsequent gains or losses on remeasurement are recognized in profit or loss. Gains are not recognized in excess of the cumulative impairment loss that has been recognized.

Once classified as held for sale, intangible assets and property, plant and equipment are no longer amortized or depreciated, and any equity accounted investee is no longer equity accounted.

(Continued)

17

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(i) Investment in associates

Associates are those entities in which the Company has significant influence, but not control or joint control, over their financial and operating policies.

Investments in associates are accounted for using the equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition less any accumulated impairment losses.

The parent company only financial statements include the Company’s share of the profit or loss and other comprehensive income of those associates, after adjustments to align their accounting policies with those of the Company, from the date on which significant influence commences until the date on which significant influence ceases. The Company recognizes any changes of its proportionate share in the investee within capital surplus, when an associate’s equity changes due to reasons other than profit and loss or comprehensive income, which did not result in changes in actual significant influence.

Gains and losses resulting from transactions between the Company and an associate are recognized only to the extent of unrelated Company’s interests in the associate. When the Company’s share of losses of an associate equals or exceeds its interests in an associate, it discontinues recognizing its share of further losses. After the recognized interest is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Company has incurred legal or constructive obligations or made payments on behalf of the associate.

The Company discontinues the use of the equity method and measures the retained interest at fair value from the date when its investment ceases to be an associate. The difference between the fair value of retained interest and proceeds from disposing, and the carrying amount of the investment at the date the equity method was discontinued is recognized in profit or loss. The Company accounts for all the amounts previously recognized in other comprehensive income in relation to that investment on the same basis as would have been required if the associates had directly disposed of the related assets or liabilities. If a gain or loss previously recognized in other comprehensive income would be reclassified to profit or loss (or retained earnings) on the disposal of the related assets or liabilities, the Company reclassifies the gain or loss from equity to profit or loss (as a reclassification adjustment) (or retained earnings) when the equity method is discontinued. If the Company’ s ownership interest in an associate is reduced while it continues to apply the equity method, the Company reclassifies the proportion of the gain or loss that had previously been recognized in other comprehensive income relating to that reduction in ownership interest to profit or loss.

If an investment in an associate becomes an investment in a joint venture or an investment in a joint venture becomes an investment in an associate, the Company continues to apply the equity method without remeasuring the retained interest.

(Continued)

18

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

When the Company subscribes to additional shares in an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment will differ from the amount of the Company’s proportionate interest in the net assets of the associate. The Company records such a difference as an adjustment to investments, with the corresponding amount charged or credited to capital surplus. The aforesaid adjustment should first be adjusted under capital surplus. If the capital surplus resulting from changes in ownership interest is not sufficient, the remaining difference is debited to retained earnings. If the Company’s ownership interest is reduced due to the additional subscription to the shares of the associate by other investors, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate will be reclassified to profit or loss on the same basis as would be required if the associate had directly disposed of the related assets or liabilities.

(j) Investment in subsidiaries

When preparing the parent company only financial statements, investment in subsidiaries which are controlled by the Company is accounted for using the equity method. Under the equity method, an investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of profit or loss and other comprehensive income of the subsidiary as well as the distribution received. The Company also recognized its share in the changes in the equity of subsidiaries. In subsidiaries which are controlled by the Company is accounted for preparing the consolidated statement by each period.

Changes in the Company’s ownership interest in a subsidiary that do not result in a loss of control of a subsidiary are equity transactions with owners.

(k) Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services, or for administrative purposes. Investment property is measured at cost on initial recognition, and subsequently at cost, less accumulated depreciation and accumulated impairment losses. Depreciation expense is calculated based on the depreciation method, useful life, and residual value which are the same as those adopted for property, plant and equipment.

Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount) is recognized in profit or loss.

Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.

(l) Property, plant and equipment

(i) Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

(Continued)

19

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

  • (iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.

Land is not depreciated.

The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:

  • 1) Buildings: 15~21 years

  • 2) Machinery and equipment: 4~11 years

  • 3) Other equipment: 3~20 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

  • (iv) Reclassification to investment property

A property is reclassified to investment property at its carrying amount when the use of the property changes from owner-occupied to investment property.

(m) Leases

At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

  • (i) As a leasee

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

(Continued)

20

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • - fixed payments, including in-substance fixed payments;

  • - variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • - amounts expected to be payable under a residual value guarantee; and

  • - payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • there is a change in future lease payments arising from the change in an index or rate; or

  • - there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee; or

  • - there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • - there is a change of its assessment on whether it will exercise a extension or termination option; or

  • there is any lease modifications

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Company accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Company presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.

(Continued)

21

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

The Company has selected not to recognize right-of-use assets and lease liabilities for shortterm leases of other equipment and leases of low value lease object. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

(ii) As a leasor

When the Company acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Company makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

When the Company is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease. If a head lease is a short-term lease to which the Company applies the exemption described above, then it classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, the Company applies IFRS15 to allocate the consideration in the contract.

(n) Intangible assets

  • (i) Recognition and measurement

Goodwill arising on the acquisition of subsidiaries is measured at cost, less accumulated impairment losses.

Other intangible assets, including customer relationships, patents and trademarks, that are acquired by the Company and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

(iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for current and comparative periods are 1~4 years.

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(Continued)

22

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(o) Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than inventories, contract assets, deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount. Impairment losses are recognized in profit or loss.

(p) Provisions

A provision is recognized if, as a result of a past event, the Company has a present obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.

(i) Warranties

A provision for warranties is recognized when the underlying products or services are sold, based on historical warranty data and a weighting of all possible outcomes against their associated probabilities.

(ii) Onerous contracts

A provision for onerous contracts is recognized when the expected benefits to be derived by the Company from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Company recognizes any impairment loss on the assets associated with that contract.

(iii) Site restoration

The Company makes provision for its site restoration due to the recovery cost of its power station modules estimated in accordance with Regulations Governing the Installation of Renewable Energy Power Generation Equipment by Bureau of Energy, Ministry of Economic Affairs, wherein the amount is calculated based on the scale of the power station, and the provision is recognized based on the present value of the expected costs for the site restoration.

(Continued)

23

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(q) Revenue from contracts with customers

Revenue is measured based on the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Company’s main types of revenue are explained below:

(i) Sale of goods

The Company engages in the manufacturing of solar cells and modules as well as in the development and sale of solar plant. The Company recognizes revenue when control of the products has been transferred, being when the products are delivered to the customer and when the customer obtains control of the promised assets.

The Company provides a standard warranty for sale of goods and bears the obligation to refund defects, in which the Company recognizes a warranty liability provision for this obligation.

A receivable is recognized when the goods are delivered as this is the point in time that the Company has a right to an amount of consideration that is unconditional.

(ii) Construction contracts

Customers provide construction contracts with specifications while the solar plants are still under construction. Because the customer controls the asset during the construction period, the Company recognizes revenue over time on the basis of the construction costs incurred to date as a proportion of the total estimated costs of the contract. The customer pays the fixed amount according to payment schedule. If the Company has recognized revenue, but not issued a bill, then the entitlement to consideration is recognized as a contract asset. The contract asset is transferred to receivables when the entitlement to payment becomes unconditional. For some variable considerations, accumulated experience is used to estimate the amount of variable consideration, using the expected value method.

If the Company cannot reasonably measure its progress towards complete satisfaction of the performance obligation of a construction contract, the Company shall recognize revenue only to the extent of the costs expected to be recovered.

Estimates of revenues, costs or extent of progress toward completion are revised if circumstances change. Any resulting increases or decreases in estimated revenues or costs are reflected in profit or loss in the period in which the circumstances that give rise to the revision become known by management.

  • (iii) Power electric revenue

The Company recognized its power electric revenue based on the actual electric units and electric rate.

(Continued)

24

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(iv) Financing components

The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Company does not adjust any of the transaction prices for the time value of money.

(r) Employee benefits

(i) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided.

(ii) Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(s) Share-based payment

The grant-date fair value of equity-settled share-based payment arrangements granted to employees is generally recognized as an expense, with a corresponding increase in equity, over the vesting period of the awards. The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized is based on the number of awards that meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant-date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes.

(t) Income taxes

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

(Continued)

25

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

  • (i) temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

  • (ii) temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

(iii) taxable temporary differences arising on the initial recognition of goodwill.

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized.

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date, and reflect uncertainty related to income taxes, if any.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) the Company has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • (ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • 1) the same taxable entity; or

  • 2) different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

(u) Earnings per share

The Company discloses the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as employee compensation.

(Continued)

26

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(v) Operating segments

The Company discloses the operating segment information in the consolidated financial statements. Therefore, the company does not disclose the operating segment information in the parent company only financial statements.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty

The management, when preparing the standalone financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, must make judgments, estimates and assumptions which will affect the adopted accounting policies and the assets, liabilities, revenues and expense amounts. The actual results could differ from those estimates.

The management continues to review the estimates and underlying assumptions, and changes in accounting estimates are recognized in the period in the period of change and affected future period.

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the parent company only financial statements is as follows:

  • (a) For the judgment regarding significant influence of investees, please refer to the 2022 consolidated financial statements.

  • (b) Judgment of whether the Company has substantive control over its investees:

The Company is not a controlling shareholder to the associates and it also cannot obtain more than half of the voting rights at board of directors or a shareholders’ meeting. Therefore, it is determined that the Company only has significant influence on its associates.

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year is as follows:

  • (a) Impairment assessment of non-financial asset

In the process of evaluating the potential impairment of assets, the Company is required to make subjective judgments in determining the stand-alone cash flows, useful lives, expected future income and expenses related to the specific asset groups considering of the nature of the industry. Any changes in these estimates based on changed economic conditions or business strategies could result in significant impairment losses or reversal in future years.

The Company’ s accounting policies and disclosure has adopted the fair value to measure its financial, non-financial assets and liabilities. The company has established relevant internal control systems for fair value measurement, including assigning personnel to review significant fair value measurements (including third-level fair value), and regularly review significant unobservable input values and adjustments.

The Company strives to use market observable inputs when measuring assets and liabilities. Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments are as follows:

(Continued)

27

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • (a) Level I: quoted prices (unadjusted) in active markets for identifiable assets or liabilities.

  • (b) Level II: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (ie as prices) or indirectly (ie derived from prices).

  • (c) Level III: inputs for the assets or liability that are not based on observable market data.

For any transfer within the fair value hierarchy, the impact of the transfer is recognized on the reporting date. Please refer to Note 6(ac) for assumptions used in measuring fair value.

(6) Explanation of significant accounts:

  • (a) Cash and cash equivalents
Cash on hand, checking accounts and demand deposits
Time deposits
Cash and cash equivalents listed in the cash flow statements
December 31,
2022
$ 3,516,478
201
$
3,516,679
December 31,
2021
3,651,884
3,942
3,655,826

Please refer to note 6(ac) for the interest rate risk, and the fair value sensitivity analysis of the financial assets and liabilities of the Company.

  • (b) Financial assets and liabilities at fair value through profit and loss
December 31,
2022
Financial assets mandatorily measured at fair value through
profit or loss:
Derivatives not used for hedging
Foreign exchange swap contracts
$ -
Forward exchange contracts
-
Embedded derivatives - redemption
900
Total
$
900
Current
$ -
Non-current
900
Total
$
900
Financial liabilities designated at fair value through profit or loss:
Derivatives not used for hedging
Short call options
$ 14,249
Foreign exchange swap contracts
4,504
Total
$
18,753
Current
$ 4,504
Non-current
14,249
Total
$
18,753
December 31,
2021
4,443
2,941
6,900
14,284
7,384
6,900
14,284
-
-
-
-
-
-

(Continued)

28

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • (i) The Company entered into such foreign exchange forward contracts and cross-currency swap contracts to mitigate risks that arises from exposure to exchange rate risk in business operations. The following derivative instruments, without the application of hedge accounting, were classified as mandatorily measured at fair value through profit or loss and held-fortrading financial liabilities:
December 31, 2022
Foreign exchange swap contracts
Foreign exchange swap contracts
December 31, 2021
Foreign exchange swap contracts
Selling Forward exchange contracts
Currency
USD/NTD
USD/CNY
NTD/USD
EUR/USD
Maturity Date
Contract Amount
(in Thousands)
January 6, 2023~
January 18, 2023
USD40,000/ NTD1,223,862
February 15, 2023
USD218/ CNY1,513
January 10, 2022~
March 8, 2022
NTD1,083,250/ USD39,000
January 10, 2022
EUR2,000/ USD2,377
  • (ii) Financial instruments revalued at fair value through profit and loss were as follows:
Revaluation of derivatives listed in profit and loss For the years ended
December 31,
For the years ended
December 31,
2022
$
(131,357)
2021
16,959
  • (c) Financial assets at fair value through other comprehensive income
Equity instrument measured at fair value through other
comprehensive income:
Domestic investments
Listed ordinary shares
Unlisted ordinary shares
Overseas investments - unlisted ordinary shares
Total
December 31,
2022
$ 333,541
331,001
8,188
$
672,730
December 31,
2021
389,616
47,699
8,188
445,503
  • (i) The Company’s equity instruments are not held for trading, therefore has been designated at fair value through other comprehensive income.

  • (ii) To strengthen the strategic layout, the Company increase investment EVERGREEN AVIATION TECHNOLOGIES CORPORATION ("EGAT") ordinary shares $94,500 thousand in first quarter of 2022.

  • (iii) Due to the requirement of the business development, the Company increase investment United Renewable Energy Engineering Co., Ltd. ("UREE") preference shares $119,270 thousand in third quarter of 2022.

(Continued)

29

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • (iv) Please refer to note 13(a) for details on the above mentioned equity instruments and fair value, among which the shares of ThinTech Materials Technology Co., Ltd. (“ TTMC” ) were privately placed and its ordinary shares are subject to transfer restrictions in accordance with Article 43-8 of the Securities and Exchange Act.

  • (v) The Company recognized dividend income of $19,220 thousand and $14,178 thousand for the years ended December 31, 2022 and 2021, respectively, from the financial assets designated at fair value through other comprehensive income.

  • (vi) Due to the changes in strategic layout, the Company has sold its shares held in Apex and realized a loss of $172,902 thousand, which was reclassified from other equity to retained earnings during the six months ended June 30, 2021. The Company did not dispose any equity instruments in the 2022. During the period, the accumulated gains and losses were not transferred into equity.

(vii) For credit risk and market risk, please refer to note 6(ac).

(viii) The Financial assets of the Company had been pledged as collateral, please refer to note 8.

  • (d) Financial assets at amortized cost
Financial assets at amortized cost
Convertible preference shares - Phanes Holding Inc. December 31,
2022
$
-
December 31,
2021
-
  • (i) The Company assessed its expected cash flows until maturity, which covers the entirety of interests and principle, and therefore, measured at amortized costs.

  • (ii) Phanes Holding Inc. a project developer, is an overseas unlisted company. In order to build a long-term cooperative strategic relationship with Phanes Holding Inc. the Company subscribed to the entire five-year callable preference shares (C-Shares III) for 24,000 shares, at par value, amounting to USD5,000 thousand. According to the future recoverability which based on the preference shares cash flow assessment, the Company recognized impairment loss on financial assets during the fourth quarter of 2021.

  • (iii) The above preference shares carried no voting rights and no dividend rights. Instead they carried preferential rights on dividends specified at 7% of the par value. The preference shares can be redeemed prior to, or later than, the maturity date under the agreement between the Company and Phanes Holding Inc. As of December 31, 2021, the interest receivables, classified as other receivables from related parties, amounted to $29,176 thousand. The Company recognized the interest receivable mentioned above as expected credit losses in the fourth quarter of 2021, classified as other gains and losses.

  • (iv) Financial assets at amortized cost had not been pledged as collateral.

(Continued)

30

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(e) Notes and accounts receivables

Notes and accounts receivable
Accounts receivable from related parties
Less: Loss Allowance
December 31,
2022
$ 2,527,937
3,733
(217,042)
$
2,314,628
December 31,
2021
1,766,758
400,867
(201,890)
1,965,735
  • (i) The Company applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, accounts receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information. The loss allowance provision were determined as follows:
Current
1 to 30 days past due
31 to 60 days past due
61 to 90 days past due
91 to 120 days past due
151 to 180 days past due
More than 181 days past due
Total
December 31, 2022 December 31, 2022
Gross carrying
amount
$ 1,995,745
165,607
32,302
49,293
2,703
14,708
271,312
$
2,531,670
Weighted-
average loss
rate
0%~0.06%
0%~0.21%
0%~0.47%
0%~1.07%
0%~2.19%
0%~41.67%
0%~100%
Loss allowance
provision
1,018
301
120
245
59
-
215,299
217,042
Current
1 to 30 days past due
31 to 60 days past due
More than 181 days past due
Signs of Counterparty Default
Total
December 31, 2021 December 31, 2021
Gross carrying
amount
$ 1,660,802
249,934
5,619
54,981
196,289
$
2,167,625
Weighted-
average loss
rate
0%~0.18%
0%~0.98%
0%~2.43%
0%~100%
100%
Loss allowance
provision
2,022
516
131
2,932
196,289
201,890

(Continued)

31

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • (ii) The movement in the allowance for notes and trade receivables were as follows:
Balance at January 1
Impairment loss recognized (reversed)
Amounts written off
Balance at December 31
For the years ended December 31,
2022
2021
$ 201,890
333,011
15,152
(2,971)
-
(128,150)
$
217,042
201,890
2022
$ 201,890
15,152
-
$
217,042
  • (iii) The aforementioned notes and accounts receivables of the Company had not been pledged as collateral.

(f) Inventories

Finished goods and products

Raw materials
Work in progress
Construction in progress
December 31,
2022
$ 2,073,784
707,758
102,380
38,166
$
2,922,088
December 31,
2021
318,859
716,275
137,477
38,836
1,211,447
  • (i) The construction in progress listed above is the construction cost incurred to build the power plant that the Company is intending to sell.

  • (ii) The details of the cost of sales were as follows:

For the years ended For the years ended
December 31,
2022 2021
Cost of goods sold $ 14,455,920 11,598,316
Unallocated production overheads 229,167 187,093
Write-down and retirement of inventories (reversal of write- 37,155 (103,739)
downs)
Others (66,268) (122,689)
Total $ 14,655,974 11,558,981

(iii) The inventories of the Company had not been pledged as collateral.

(Continued)

32

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(g) Non-current assets held for sale

The Company decided to sell some machines and has begun to deal with the selling matters. These machines were recognized as non-current assets held for sale. As of December 31, 2022, the amount of non-current assets held for sale are $9,336 thousands. There were no such situation during 2021.

The details are as follows:

Property, plant and equipment December 31,
2022
$
9,336

The impairment loss of $71,302 thousand resulting from measuring at the lower of other carrying amount and fair value less costs to sell shall be disclosed as other gains and losses in the statements of comprehensive income as of twelve month ended December 31, 2022.

  • (h) Investments accounted for using the equity method
Subsidiaries
Credit balance of investments accounted for using equity method
Associates
December 31,
2022
$ 2,137,675
769,811
2,907,486
231,686
$
3,139,172
December 31,
2021
2,456,876
995,054
3,451,930
208,145
3,660,075
  • (i) Please refer to note 13(b) for list of investments, percentage of ownership and main activities.

  • (ii) Subsidiaries

Please refer to the 2022 annual consolidated financial statements for other related information.

(iii) Associates

The Company’s financial information on investments in individually insignificant associates accounted for using equity method at the reporting date was as follows. This financial information was included in the parent company only financial statements:

Carrying amount of individually insignificant associates’
equity
December 31,
2022
$
231,686
December 31,
2021
208,145

(Continued)

33

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Attributable to the Company
Net income (loss)
Other comprehensive income (loss)
Comprehensive income (loss)

(iv) The Company has no significant influence on DS Energy Technology Co., Ltd. (“DS Energy”) in the third quarter of 2022, hence it was reclassified financial assets at fair value through other comprehensive income. Please refer to note 6(c) for details.

  • (v) The Investment by equity method of the Company had not been pledged as collateral.

(i) Loss of control over a subsidiary

The company disposed of all shares of its subsidiaries and lost control of them during 2022 and 2021, with the considerations of $536,537 thousand and $198,282 thousand, respectively. The disposal gain was $131,837 thousand and $83 thousand, which was included in other gains and losses in the comprehensive income statement.

The book amounts of assets and liabilities of Company as of the disposal date are as follows:

For the years ended For the years ended
December 31,
2022 2021
Bank desposit $ 43,261 -
Receivables 55,398 -
Constructions contracts receivable 1,912 -
Inventories 635,711 -
Other current assets 28,302 44,053
Financial assets at fair value through other comprehensive income - 27,098
- non current
Property, plant and equipment 1,179,531 249,803
Other assets 346,490 80,538
Other payables-related parties (163,022) -
Long-term borrowings (993,900) (158,221)
Constructions contracts payable (149) -
Lease liabilities (614,426) -
Current liabilities (83,387) (45,072)
Carrying amount of subsidiary’s net assets $ 435,721 198,199

(Continued)

34

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(j) Property, plant and equipment

The movements of cost, depreciation and impairment loss of the property, plant and equipment of the Company were as follows:

Cost:
Balance on January 1, 2022
Additions
Disposoals
Reclassification
Reclassification-inventory
transferred for self-use
Transferred from investment
property
Reclassify to assets held for sale
Balance on December 31, 2022
Balance on January 1, 2021
Additions
Disposoals
Reclassification
Reclassify to lease property
Balance on December 31, 2021
Accumulated depreciation
Balance on January 1, 2022
Depreciation
Impairment loss
Disposoals
Transferred from investment
property
Reclassify to assets held for sale
Balance on December 31, 2022
Balance on January 1, 2021
Depreciation
Disposoals
Reclassify to lease property
Balance on December 31, 2021
Carrying amounts:
Balance on December 31, 2022
Balance on January 1, 2021
Balance on December 31, 2021
Land
$ 689,296
-
-
-
-
-
-
$
689,296
$ 689,296
-
-
-
-
$
689,296
$ -
-
-
-
-
-
$
-
$ -
-
-
-
$
-
$
689,296
$
689,296
$
689,296
Buildings
3,398,337
-
-
-
-
45
-
3,398,382
3,386,386
-
(979)
12,930
-
3,398,337
1,409,480
160,980
38
-
28
-
1,570,526
1,252,009
158,450
(979)
-
1,409,480
1,827,856
2,134,377
1,988,857
Machinery
and
equipment
15,522,571
-
(3,240,428)
19,969
-
-
(921,424)
11,380,688
16,140,596
-
(828,273)
213,074
(2,826)
15,522,571
14,379,256
428,945
101,283
(3,237,319)
-
(912,514)
10,759,651
14,588,442
515,062
(721,422)
(2,826)
14,379,256
621,037
1,552,154
1,143,315
Other
equipment
578,399
-
(41,494)
1,676,154
-
-
(22,866)
2,190,193
462,960
-
(56,512)
171,951
-
578,399
387,399
56,148
3,927
(41,494)
-
(22,440)
383,540
416,431
22,575
(51,607)
-
387,399
1,806,653
46,529
191,000
Equipment to be
inspected and
construction in
progress
276,132
2,293,549
-
(1,698,354)
180,588
-
-
1,051,915
16,878
661,765
-
(402,511)
-
276,132
-
-
-
-
-
-
-
-
-
-
-
-
1,051,915
16,878
276,132
Total
20,464,735
2,293,549
(3,281,922)
(2,231)
180,588
45
(944,290)
18,710,474
20,696,116
661,765
(885,764)
(4,556)
(2,826)
20,464,735
16,176,135
646,073
105,248
(3,278,813)
28
(934,954)
12,713,717
16,256,882
696,087
(774,008)
(2,826)
16,176,135
5,996,757
4,439,234
4,288,600

(i) The Company sold the equipment to non-related parties during 2022 with the considerations of $33,921 thousand, and the gain of disposal was $33,529 thousand. There were no such situation during 2021.

(Continued)

35

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(ii) Impairment loss

Due to the transformation of busine strategy, the Company considered that some of the equipment are insufficient which may not be recovered the future economic benefit. Therefore, the Company recognized impairment loss $33,946 thousand in 2022, which was included in other gains and losses. There were no such situation during 2021.

(iii) Collateral

Property, plant and equipment were pledged as collateral, please refer to Note 8.

  • (iv) Reclassify to assets held for sale, please refer to Note 6(g)

  • (v) For the year ended December 31, 2022, capitalized borrowing costs were $23,813 thousand relating to the acquisition of constructing factory, with capitalization rates of 2.53%~3.03%. There were no such situation during 2021.

  • (k) Right-of-use assets

Cost:
Balance at January 1, 2022
Additions
Deductions
Balance at December 31, 2022
Balance at January 1, 2021
Additions
Deductions
Balance at December 31, 2021
Accumulated depreciation :
Balance at January 1, 2022
Additions
Deductions
Balance at December 31, 2022
Balance at January 1, 2021
Additions
Deductions
Balance at December 31, 2021
Carrying amount:
Balance at December 31, 2022
Balance at January 1, 2021
Balance at December 31, 2021
Land
$ 196,207
709
(474)
$
196,442
$ 196,488
-
(281)
$
196,207
$ 18,932
6,185
(474)
$
24,643
$ 12,761
6,384
(213)
$
18,932
$
171,799
$
183,727
$
177,275
Building
37,212
575,001
(5,784)
606,429
5,376
31,836
-
37,212
18,177
18,468
(5,554)
31,091
2,963
15,214
-
18,177
575,338
2,413
19,035
Machinery
and
equipment
2,863
-
(587)
2,276
587
2,276
-
2,863
891
455
(587)
759
522
369
-
891
1,517
65
1,972
Other
equipment
9,891
10,539
(4,525)
15,905
9,363
528
-
9,891
6,537
4,090
(4,473)
6,154
3,241
3,296
-
6,537
9,751
6,122
3,354
Total
246,173
586,249
(11,370)
821,052
211,814
34,640
(281)
246,173
44,537
29,198
(11,088)
62,647
19,487
25,263
(213)
44,537
758,405
192,327
201,636

(Continued)

36

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(l) Investment property

The investment property includes the property owned by the Company. The irrevocable period of leasing the investment property is 3~10 years, parts of contracts stipulate that the lessee has options to extend the period upon expiration.

The details of investment property are as follows:

Cost or deemed cost:
Balance at January 1, 2022
Transferred to property, plant and
equipment
Balance at December 31, 2022
Balance at January 1, 2021
(i.e., ending balance)
Accumulated depreciation and
impairment loss:
Balance at January 1, 2022
Depreciation for the year
Transferred to property, plant and
equipment
Balance at December 31, 2022
Balance at January 1, 2021
Depreciation for the year
Balance at December 31, 2021
Carrying amount:
Balance at December 31, 2022
Balance at December 31, 2021
Fair value:
Balance at December 31, 2022
Balance at December 31, 2021
Properties
Land
Buildings
$ 747,300
2,510,319
-
(45)
$
747,300
2,510,274
$
747,300
2,510,319
$ -
687,624
-
101,350
-
(28)
$
-
788,946
$ -
586,275
-
101,349
$
-
687,624
$
747,300
1,721,328
$
747,300
1,822,695
Right-of-use
asset
Land
Total
75,293
3,332,912
-
(45)
75,293
3,332,867
75,293
3,332,912
8,067
695,691
2,689
104,039
-
(28)
10,756
799,702
5,378
591,653
2,689
104,038
8,067
695,691
64,537
2,533,165
67,226
2,637,221
$
3,123,137
$
3,158,358
Land
$ 747,300
-
$
747,300
$
747,300
$ -
-
-
$
-
$ -
-
$
-
$
747,300
$
747,300

Since the investment property listed above lacks comparable market information, its fair value is determined by the management authority of the Company with reference to the latest transaction price in the neighboring area where the individual investment property is located, and fair value is measured in accordance with the third-level fair value.

(Continued)

37

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Investment property includes several commercial real estates leased to others. Each lease contract includes the original irrevocable period of 3 ~ 10 years, and the subsequent lease period is negotiated with the lessee, and no contingent rent is collected. Please refer to note 6(t) for other related information.

As of December 31, 2022 and 2021, the investment property had been pledged as collateral, please refer to Note 8.

(m) Intangible assets

The cost, amortization and impairment of the intangible assets of the Company for the years ended December 31, 2022 and 2021, were as follows:

Cost:
Balance at January 1, 2022
Additions
Balance at December 31, 2022
Balance at January 1, 2021
Additions
Balance at December 31, 2021
Accumulated amortization and impairment losses:
Balance at January 1, 2022
Amortization
Balance at December 31, 2022
Balance at January 1, 2021
Amortization
Balance at December 31, 2021
Carrying value:
Balance at December 31, 2022
Balance at January 1, 2021
Balance at December 31, 2021
Computer
software cost
$ 13,132
720
$
13,852
$ 9,243
3,889
$
13,132
$ 8,998
2,065
$
11,063
$ 7,319
1,679
$
8,998
$
2,789
$
1,924
$
4,134

The intangible assets of the Company had not been pledged as collateral.

(n) Short-term borrowings

Unsecured bank loans

Range of interest rates
December 31,
2022
$
1,411,880
2.101%~5.85%
December 31,
2021
-
-

For the collateral for borrowings, please refer to Note 8.

(Continued)

38

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(o) Short-term bills payable

Commercial paper payable
Less: discounts on commercial paper payable
December 31,
2022
$ 100,000
(69)
$
99,931
December 31,
2021
-
-
-

(p) Long-term liabilities

(i) Long-term borrowings

Secured bank loans
Bank Loan - Syndicated loans
Bank Loan - Power Plant Project Loans
Bank Loan - Medium and Long Term Loans
Unsecured bank loans
Bank Loan - Medium and Long Term Loans
Less: Current portion
Total
Range of interest rates
December 31,
2022
$ 2,273,943
110,042
1,000,000
200,000
3,583,985
(506,000)
$
3,077,985
2.525%~2.875%
December 31,
2021
2,657,486
-
-
-
2,657,486
-
2,657,486
2.53%

1) The long term loan contracts listed above will expire in February 2027.

  • 2) Compliance with loan contracts

The Company entered into $6 billion syndicated loans with First Bank in the third quarter of 2021. According to the terms and conditions on the contract, it requires the Company to maintain certain financial ratios based on its annual and semiannual consolidated financial reports during the credit period. As of December 31, 2021, although the Interest Protection Multiples (IPM) did not meet the above requirements, no breach of contract was committed. Instead, the Company has to pay compensation fees to all joint credit banks each month until the next utilization date or the base date of interest rate adjusted to improve the financial ratio. In addition, the financial ratios as of 31 December 2022 are in compliance with the requirement.

The Company entered into $10.13 billion and $0.5 billion syndicated loans with First Bank. According to the terms and conditions on the contract, it requires the Company to maintain certain financial ratios based on its annual and semiannual consolidated financial reports during the credit period. The ratios did not meet the above requirements on June 30, 2021 and the Company had paid compensation fees to all joint credit banks each month. The loan had already been repaid in the third quarter of 2021.

(Continued)

39

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • (ii) Please refer to Note 8 for details of the guarantee situation of the company using assets to set mortgage for bank loans.

(q) Bonds payable

Information about the Company’s issuance of secured convertible bonds is as follows:

Issuance amount
Unamortized discount
Ending balance of bonds payable
Embedded derivative component-redemption rights (recorded
as financial assets at fair value through profit or loss - non-
current)
Equity component-conversion right (recorded as capital
surplus)
Embedded derivative component-revaluation loss (profit) on
redemption rights (recorded as other gains and losses)
Interest expense
December 31,
2022
December 31,
2021
$ 3,000,000
3,000,000
(30,685)
(47,550)
$
2,969,315
2,952,450
$
900
6,900
$
177,366
177,366
For the years ended
December 31,
2022
2021
$
(6,000)
909
$
16,865
3,045

The issuance information on the secured convertible bonds was as follows:

3rd domestic secured convertible bonds

Issuance amount $3,000,000 thousand Issuance date 2021.10.25 Issuance price At 104.18% of par value Coupon rate 0% Issuance period 2021.10.25~2024.10.25 Trustee bank Bank SinoPac Guarantee agencies FIRST BANK and others Redemption rights The Company may redeem the bonds at face value with cash after January 26, 2022, and before September 14, 2024 that if the closing price of the common shares on TWSE on each trading day during a period of 30 consecutive trading dates exceeds at least 30% of the conversion price or if the outstanding balance of the bonds is less than 10% of the issuance amount.

Put option None

(Continued)

40

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

3rd domestic secured convertible bonds

Conversion period of convertible bonds

Conversion price

Each holder of the bonds will have the right at any time during the period from January 26, 2022, to October 25, 2024, to convert their bonds through Taiwan Depository & Clearing Corporation (“TDCC”). It is requested to the Company’ s stock agency to convert the convertible bonds held into the Company’s ordinary shares in accordance with these regulations.

The conversion price is set at $20.9 per share at the time of issuance. In the event of an adjustment to the conversion price of the Company’s ordinary shares that complies with the terms of issuance, the conversion price shall be adjusted according to the formula specified in the terms of issuance.

(r) Lease liabilities

Carrying amount of the lease liabilities of the Company were as follows:

Current
Non-current
December 31,
2022
$
46,094
$
757,662
December 31,
2021
26,780
252,628

For the maturity analysis, please refer to note 6(ac) financial instruments.

The amounts recognized in profit or loss were as follows:

For the years ended For the years ended
December 31,
2022 2021
Interest on lease liabilities $ 8,959 9,157
Variable lease payments not included in the measurement of lease $ 15,770 4,812
liabilities
Expenses relating to short-term leases $ 11,605 23,795
Expenses relating to leases of low-value assets, excluding short-
term leases of low-value assets $ 168 137

The amounts recognized in the statement of cash flows for the Company was as follows:

Total cash outflow for leases For the years ended
December 31,
For the years ended
December 31,
2022
$
64,935
2021
62,511

(Continued)

41

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(s) Provisions

Balance at January 1, 2022
Provisions made during the year
Provisions reversed during the year
Balance at December 31, 2022
Balance at January 1, 2021
Provisions made during the year
Provisions reversed during the year
Balance at December 31, 2021
Warranties
$ 92,072
28,724
-
$
120,796
$ 87,946
23,801
(19,675)
$
92,072
Onerous
contract
64,637
-
(64,637)
-
175,916
31
(111,310)
64,637
Site
restoration
3,540
69,339
-
72,879
-
3,540
-
3,540
Total
160,249
98,063
(64,637)
193,675
263,862
27,372
(130,985)
160,249
  • (i) The Company’s warranty provision is mainly related to product sales, wherein the estimate was based on historical warranty trends and may vary as a result of the entry of new materials, altered manufacturing processes or other events affecting the product quality.

  • (ii) The Company’s provision for onerous contract liabilities was due to the signing of a long term purchase contract with the silicon raw material supplier. According to the contract, the Company purchases material at a fixed price and deducts the advance payment. In response to fluctuations in the spot market price, the Company has recognized the relevant liabilities.

  • (iii) The provision made by the Company for its site restoration cost is recognized under the provision for the module recovery expense in accordance with Regulations Governing the Installation of Renewable Energy Power Generation Equipment and the expected costs for the site restoration.

  • (t) Operating lease

The Company leases out its investment property and other assets. The Company has classified these leases as operating leases, because it does not transfer substantially all of the risks and rewards incidental to the ownership of the assets.

A maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date are as follows:

Less than one year
One to five years
More than five years
Total undiscounted lease payments
December 31,
2022
$ 287,912
148,498
8,201
$
444,611
December 31,
2021
286,919
432,043
12,480
731,442

Rental income generated from investment properties in 2022 and 2021 (relating expenses are already deducted), please refer to Note 6(ab).

(Continued)

42

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(u) Employee benefits

The Company allocates 6% of each employee’ s monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act.

The pension costs incurred from the contributions to the Bureau of the Labor Insurance amounted to $55,181 thousand and $49,618 thousand for the years ended December 31, 2022 and 2021, respectively.

  • (v) Income Taxes

  • (i) The components of income tax in the years 2022 and 2021 were as follows:

Income tax expense For the years ended
December 31,
2022
2021
$
-
-
For the years ended
December 31,
2022
2021
$
-
-
2022
$
-
-
  • (ii) For the years ended December 31, 2022 and 2021, there was no income tax recognized in other comprehensive income.

  • (iii) Reconciliation of income tax and profit before tax for 2022 and 2021 was as follows:

Profit (loss) excluding income tax

Income tax using the Company’s domestic tax rate

Tax effect of permanent differences
Change in unrecognized deferred tax asset
Total
For the years ended
December 31,
For the years ended
December 31,
2022
$
993,643
$ 198,729
(55,688)
(143,041)
$
-
2021
(1,288,203)
(257,641)
(75,657)
333,298
-

(iv) Deferred tax assets and liabilities

  • 1) Unrecognized deferred tax assets

Deferred tax assets and liabilities have not been recognized in respect of the following items:

Deferred tax assets
Tax losses
Tax effect of deductible Temporary Differences
December 31,
2022
$ 2,381,558
1,830,543
$
4,212,101
December 31,
2021
2,321,642
2,061,355
4,382,997

(Continued)

43

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • A. Tax loss refers to the loss of the 10 years prior to verification by the tax collection authority, which is deducted from the net profit of the current year and then certified as income tax. As of December 31, 2022, the company has recognized and not yet recognized tax losses on deferred income tax assets for the following periods of deduction:
Loss before The last year for which
The annual loss deduction deduction may be made
2012 (Approved) $ 824,497 2022
2013 (Approved) 43,169 2023
2014 (Approved) 7,397 2024
2015 (Approved) 255,771 2025
2016 (Approved) 1,230,640 2026
2017 (Approved) 1,973,963 2027
2018 (Approved) 2,943,320 2028
2019 (Approved) 2,861,383 2029
2020 (Approved) 2,378,373 2030
2021 (Filed) 1,859,330 2031
2022 (Estimation) 626,148 2032

The Company have not recognized any deferred tax liabilities in December 31, 2022 and 2021.

  • 2) Recognized deferred tax assets and liabilities

Changes in the amount of deferred tax assets and liabilities for 2022 and 2021 were as follows:

Deferred tax asset
Balance on January 1, 2022
Recognized in profit or loss
Balance on December 31, 2022
Balance on January 1, 2021
Recognized in profit or loss
Balance on December 31, 2021
Depreciation of
property, plant
and equipment
$ -
-
$
-
-
-
$
-
Allowance for
inventory
valuation loss
-
-
-
-
-
-
Loss carry
forwards and
others
622,050
(2,810)
619,240
622,822
(772)
622,050
Total
622,050
(2,810)
619,240
622,822
(772)
622,050

(Continued)

44

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Deferred tax liabilities
Balance on January 1, 2022
Recognized in profit or loss
Balance on December 31, 2022
Balance on January 1, 2021
Recognized in profit or loss
Balance on December 31, 2021
Unrealized
exchange gain or
loss
$ -
33,678
$
33,678
-
-
$
-
Unrealized gains
on financial
instruments at
fair value
through profit
or loss
36,488
(36,488)
-
34,285
2,203
36,488
Other
7,301
-
7,301
10,276
(2,975)
7,301
Total
43,789
(2,810)
40,979
44,561
(772)
43,789

(v) The Company’ s tax returns for the years through 2020 were assessed by the National Tax Bureau.

  • (w) Capital and other equity

  • (i) Ordinary shares

Authorized share capital
Issued share capital
Total shares issued
December 31,
2022
$
36,000,000
$
16,277,905
$
1,627,791
December 31,
2021
36,000,000
16,278,140
1,627,814

Of the Company’ s authorized shares, $80,000 thousand shares had been reserved for the issuance of employee share options.

Resolutions were approved during the general meetings of the shareholders held on May 7, 2021, to reduce capital to cover accumulated deficits $11,571,175 thousand, and has already gotten the approval from the competent authority.

A resolution was passed during the board meeting held on July 6, 2021 for the issuance of 120,000 thousand ordinary shares for cash under public subscription, with par value of $10 per share, issued at a promium of $16.6. The Company has received the approval from the Financial Supervisory Commission for its capital increase on Spetember 22, 2021, with October 17, 2021 as the base date.

(ii) Capital surplus

The Company’ s capital surplus includes share premium, Conversion of convertible bonds, subsidiaries, number of changes in ownership of associates and joint venture recognized by equity method, and employee stock option, etc.

(Continued)

45

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Both resolutions were approved during the general meetings of the shareholders held on June 24, 2022 and May 7, 2021 to offset the deficit against the capital surplus of $822,510 thousand and $9,887 thousand, respectively.

(iii) Retained Earnings

According to the Articles of Incorporation, after tax earnings are initially used to offset cumulative losses, and 10% of the remainder is set aside as a legal reserve, except when the legal reserve of the Company reaches its paid in capital, setting aside or reversing special reserve in accordance with the laws and regulations, and then any remaining profit together with any undistributed retained earnings shall be used by the Company’s board of directors as the basis for proposing a distribution plan, which will be resolved in the shareholders’ meeting for the distribution of dividends and bonuses to shareholders.

In accordance with the Company Law, two thirds of authorized board of directors must be present, and more than half of the directors present will reach an agreement to distribute the dividends and bonuses or all or a portion of the legal reserve and capital reserve as stipulated in Item 1 of Article 241 of the Company Law in the form of cash, which is reported to the meeting of shareholders.

The Articles of Incorporation of the Company also stipulate a dividend policy that the issuance of share dividends takes precedence over the payment of cash dividends. In principle, cash dividends should be not less than 10% of total dividends distributed.

On June 24, 2022 and May 7, 2021, the Company has accumulated deficit and the Company’s board of directors resolved not to appropriate the earnings. Related information can be found on the Market Observation Post System website of the Taiwan Stock Exchange.

(iv) Treasury shares

The Company acquired treasury shares as result of merging Gintech Energy on October 1, 2018. Related information were as follows:

Balance at December 31, 2022
Balance at December 31, 2021
Number of shares
held
(in thousands
of shares)
$
1,066
$
1,066
Carrying
Amount
18,699
18,699
Market Price
22,006
23,285

The shares of the Company held by Utech has been treated as treasury shares. They were same as general shareholders except for the rights of cash injection and the rights of voting.

(Continued)

46

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(x) Share-based payment

As of December 31,2022 and 2021, the Company’s restricted share plan for employees are as follow:

(i) Restricted employee shares

Grant date
Number of shares granted (in thousand shares)
Contract term
Recipients
Vested conditions
Other conditions
Restricted share plan for employees
Issued in 2020
Issued in 2019
August 11, 2020
November 11, 2019
795
2,205
2 years
2 years
Employees of the Company Employees of the Company
Still in service two years
after the grant date
Still in service two years
after the grant date
The Company will reduce
capital and adjust the
number of unowned shares
The Company will reduce
capital and adjust the
number of unowned shares

Relevant information of the new restricted employee shares of the Company is as follows:

Expressed in Thousands of shares

Outstanding at 1 January (number)
Vested during the year (number)
Reduction during the year (number)
Forfeited during the year (number)
Outstanding at 31 December (number)
For the years ended
December 31,
2022
2021
148
1,486
(124)
(568)
-
(615)
(24)
(155)
-
148
For the years ended
December 31,
2022
2021
148
1,486
(124)
(568)
-
(615)
(24)
(155)
-
148
2022
148
(124)
-
(24)
-
1,486
(568)
(615)
(155)
148

(ii) Information for the cost of share-based payment

For the years ended
December 31,
2022 2021
Wages expense $ 652 5,283

(iii) Cash capital increase to retain employee stock options

A resolution was passed during the board meeting held on July 6, 2021 for the issuance of 120,000 thousand ordinary shares for cash, some of them are legally reserved as employee subscriptions, with October 5, 2021 as the given date and October 17, 2021 as the base date.

The remuneration costs recognized by the Company in 2021 were 28,832 thousand.

(Continued)

47

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(y) Earnings (loss) per share

Calculations on earings (loss) per share of the Company were as follow:

Basic earnings (loss) per share:
Profit (loss) attributable to ordinary shareholders of the
Company
Weighted average number of ordinary shares outstanding (in
thousands of shares)
Earnings (loss) per share
Diluted earnings per share:
Profit attributable to ordinary shareholders of the Company
Bonds discount and amortized issuance costs
Total amount
Weighted average number of ordinary shares outstanding (in
thousands of shares)
Effect of convertible bonds (in thousands of shares)
Effect of employee bonuses (in thousands of shares)
Weighted average number of ordinary shares (diluted) (in
thousands of shares)
Diluted earnings per share
For the years ended
December 31,
For the years ended
December 31,
2022
$
993,643
1,626,649
$
0.61
$ 993,643
13,492
1,007,135
1,626,649
143,541
1,930
1,772,120
$
0.57
2021
(1,288,203)
1,526,215
(0.84)

The ordinary share equivalents of the Company were not included in this calculation due to their anti-dilutive effects in 2021.

(z) Revenue from contracts with customers

  • (i) Disaggregation of revenue:
Major products
Solar products
Other
For the years ended
December 31,
For the years ended
December 31,
2022
$ 15,747,577
605,800
$
16,353,377
2021
11,376,070
651,642
12,027,712

(Continued)

48

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(ii) Contract balance

Notes and accounts receivable
Contract assets
Construction contract
Less: allowance for impairment
Contract liabilities
Sales of products
Construction contract
December 31,
2022
$
2,314,628
$ 183,149
-
$
183,149
$ 228,953
-
$
228,953
December 31,
2021
1,965,735
-
-
-
335,335
2,632
337,967
January 1,
2021
1,971,356
-
-
-
261,976
-
261,976
  • 1) For details on accounts receivable and allowance for impairment, please refer to note 6(e).

  • 2) The beginning balance of contract liabilities recognized as revenue for the years ended December 31, 2022 and 2021 were $295,634 thousand and $192,892 thousand respectively.

  • 3) Contract asset has been recognized construction income which has not yet been requested until the reporting date.

  • (aa) Employee compensation and directors’ remuneration

According to the Articles of Incorporation, once the Company has annual profit, it should appropriate no less than 3% of the profit to its employees and 2% or less to its directors and supervisors as remuneration. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit.

The recipients of above-mentioned remuneration may include employees of controlling or affiliated companies who meet certain conditions, and the relevant conditions and methods are authorized by the Board of Directors or by persons authorized by them.

The remunerations to employees and directors amounted to $39,857 thousand and $3,986 thousand, respectively, in 2022. The estimated amounts mentioned above are calculated based on the net profit before tax excluding the remunerations to employees and directors of each period, multiplied by the percentage of remunerations to employees and directors as specified in the Company’ s articles. These remunerations were expensed under operating costs or expenses for each period. If there are any subsequent adjustments to the actual remuneration amounts after the annual shareholder’ meeting, the adjustment will be regarded as changes in accounting estimates and will be reflected in profit or loss in the following year. Shares distributed to employees as employee’ remuneration are calculated based on the closing price of the Company’s shares on the day before the approval by the Board of Directors. Due to net loss before tax for the year ended December 31, 2021, the Company didn’t estimate its employee compensation and directors’ remuneration. Related information would be available at the Market Observation Post System website.

(Continued)

49

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(ab) Non-operating Income and Expenses

(i) Other income

Other income
Lease income
Dividend income
Service income
Other income
For the years ended
December 31,
2022
$ 185,857
19,220
17,396
97,213
$
319,686
2021
192,849
14,178
47,058
29,990
284,075

(ii) Other gains and losses

Gain on foreign currency exchange
Gain on disposals of investments
Expected credit losses
Impairment loss on financial assets
Other
For the years ended
December 31,
2022
2021
$ 206,180
12,171
131,837
83
-
(29,176)
-
(163,650)
149,797
(147,332)
$
487,814
(327,904)
For the years ended
December 31,
2022
2021
$ 206,180
12,171
131,837
83
-
(29,176)
-
(163,650)
149,797
(147,332)
$
487,814
(327,904)
2022
$ 206,180
131,837
-
-
149,797
$
487,814
(327,904)

The Company didn’t fulfill the procurement agreement with the supplier K, who won the lawsuit in the high court on January 27, 2021. Therefore, the Company recognized compensation losses on December 31, 2020. The Company has reached a settlement with the supplier K on August 19, 2022, and has reversed compensation losses $526,152 thousand.

Besides, the clients FD and FE companies claimed damages from the Company according to the procurement agreement. The Company has reached a settlement with FD and FE companies on October 26, 2022 and recognized $156,800 thousand as compensation losses.

  • (ac) Financial Instruments

(i) Credit risk

  • 1) Credit risk exposure

The carrying amount of financial assets and contract assets represents the maximum amount exposed to credit risk.

(Continued)

50

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

2) Concentration of credit risk

The Company has a large customer base, and is diversified across different industries and geographical locations, not related to each other, therefore, the concentration of credit risk is not large.

3) Credit risk of receivables and debt securities

The Company’s accounts receivable and other receivables are all with low risk on the reporting date. Therefore, the Company measures the allowance for impairment based on the 12 months expected credit loss. Please refer to note 6(d) and note 6(e) for relevant credit risk information.

(ii) Liquidity risk

The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.

December 31, 2022
Non-derivative financial liabilities
Bank borrowings
Lease liabilities
Non-interest bearing liabilities
Short-term bills payable
Derivative financial liabilities
Inflow
Outflow
December 31, 2021
Non-derivative financial liabilities
Bank borrowings
Lease liabilites
Non-interest bearing liabilities
Derivative financial liabilities
Inflow
Outflow
Contractual
cash flows
$ 5,163,326
1,045,961
2,592,172
100,000
(1,230,535)
1,235,039
$ 8,905,963
$ 2,810,974
416,731
2,920,673
(1,149,027)
1,141,643
$ 6,140,994
Within 1
year
2,017,949
54,999
2,592,172
100,000
(1,230,535)
1,235,039
4,769,624
68,210
35,361
2,920,673
(1,149,027)
1,141,643
3,016,860
1-2 years
2,540,860
52,897
-
-
-
-
2,593,757
658,098
16,579
-
-
-
674,677
2-3 years
319,925
51,259
-
-
-
-
371,184
2,084,666
14,562
-
-
-
2,099,228
Over 3
years
284,592
886,806
-
-
-
-
1,171,398
-
350,229
-
-
-
350,229

The Company does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.

(Continued)

51

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(iii) Market risk

1) Currency risk

The Company’s significant exposure to foreign currency risk was as follows:

Financial assets
Monetary items
USD
EUR
GBP
Non-Monetary items
USD
GBP
MYR
Financial liabilities
Monetary items
USD
EUR
December 31, 2022
Foreign
currency
(in thousands)
Exchange
rate
NTD
$ 112,105
30.7300
3,444,987
5,878
32.7500
192,505
8
37.0400
296
80,854
30.7300
2,484,643
1,481
37.0400
54,839
12,098
6.6920
80,960
64,803
30.7300
1,991,396
5,437
32.7500
178,062
December 31, 2022
Foreign
currency
(in thousands)
Exchange
rate
NTD
$ 112,105
30.7300
3,444,987
5,878
32.7500
192,505
8
37.0400
296
80,854
30.7300
2,484,643
1,481
37.0400
54,839
12,098
6.6920
80,960
64,803
30.7300
1,991,396
5,437
32.7500
178,062
December 31, 2021 December 31, 2021
Foreign
currency
(in thousands)
$ 112,105
5,878
8
80,854
1,481
12,098
64,803
5,437
Exchange
rate
30.7300
32.7500
37.0400
30.7300
37.0400
6.6920
30.7300
32.7500
Foreign
currency
(in thousands)
101,623
4,753
268
107,289
2,546
10,580
55,958
743
Exchange
rate
NTD
27.6700
2,811,908
31.3700
149,102
37.3300
10,004
27.6700
2,968,680
37.3300
95,029
6.3630
67,322
27.6700
1,548,358
31.3700
23,308

The Company’ s exposure to currency risk arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents, accounts and other receivables, and accounts and other payables that are denominated in foreign currency. The weakening or strengthening of 1% on the above mentioned foreign currency against the New Taiwan Dollars would have decreased or increased and increased or decreased the net profit (loss) before tax for the years ended 2022 and 2021 by $14,683 thousand and $13,993 thousand, respectively. The analysis assumes that all other variables remain constant. The analysis is performed on the same basis for the two periods.

Since the Company has many kinds of functional currency, the information on foreign exchange gain (loss) on monetary items is disclosed by total amount. For the years ended 2022 and 2021, foreign exchange gain (loss) (including realized and unrealized portions), please refer to note 6(ab).

2) Interest rate risk

Please refer to the notes on liquidity risk management and interest rate exposure of the Company’s financial assets and liabilities.

(Continued)

52

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments on the reporting date. Regarding liabilities with variable interest rates, the analysis is based on the assumption that the amount of liabilities outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 0.25% when reporting to management internally, which also represents the Company management’s assessment of the reasonably possible interest rate change.

If the interest rate had increased / decreased by 0.25%, the Company’s net income would have decreased / increased by $87 thousand and increased / decreased by $3,113 thousand for the years ended December 31, 2022 and 2021 with all other variable factors remaining constant. This is mainly due to the exposure of the fair value interest rate risk of the Company’s variable interest rate deposit and loans.

In addition, the Company’ s financial assets and liabilities with fixed interest rate are measured at amortized cost. The profit and loss of financial instruments are unaffected by fluctuations in interest rate on the reporting date, therefore, no sensitivity analysis has been disclosed.

3) Other market price risk

The Company’ s exposure to price risk on equity investments mainly arises from the investment of financial assets measured at fair value through other comprehensive income. If the price of the securities fluctuates on the reporting date (the sensitivity analyses for the changes in the securities price at the reporting date were performed using the same basis for the profit and loss), the impact on the consolidated income items are as follow:

the same basis for the profit and loss), the impact on the
follow:
consolidated income items are as
Prices of securities at the reporting date
Increasing 5%

Decreasing 5%
For the years ended
December 31,
2022
2021
$
16,677
19,481
$
(16,677)
(19,481)
2022
$
16,677
$
(16,677)
  • 4) Fair value of financial instruments

  • a) Fair value hierarchy

The Company’s financial assets and liabilities measured at fair value through profit and loss, financial assets and liabilities for hedging and financial assets measured at fair value through other comprehensive income are measured at fair value on a recurring basis. The carrying amount and fair value of various types of financial assets and liabilities (including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required) are listed as follows:

(Continued)

53

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Financial assets at fair value
through profit and loss
Derivative financial assets
Financial assets at fair value through
other comprehensive income
Listed domestic stocks
Non-quoted equity instruments
measured at fair value
Subtotal
Financial assets measured at
amortized cost
Cash and cash equivalent
Accounts receivable (including
related parties)
Other receivables (including
related parties)
Other financial assets
Refundable deposits
Other non-current assets
Financial liabilities at fair value
through profit and loss
Derivative financial liabilities
Financial liabilities measured at
amortized cost
Bonds payable
Long-term borrowings
Short-term bills payable
Accounts payable (including
related parties)
Lease liabilities
Other financial liabilities
December 31, 2022 December 31, 2022 December 31, 2022
Book value
$
900
$ 333,541
339,189
$
672,730
$ 3,516,679
2,314,628
2,114,880
592,105
140,646
197,744
$
8,876,682
$
18,753
$ 2,969,315
4,995,865
99,931
1,142,441
803,756
1,449,731
$
11,461,039
Fair Value
Level 1
-
152,171
-
152,171
-
Level 2
-
181,370
-
181,370
4,504
Level 3
900
-
339,189
339,189
14,249
Total
900
333,541
339,189
672,730
18,753

(Continued)

54

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

December 31, 2021 December 31, 2021 December 31, 2021
Book value
$
14,284
$ 389,616
55,887
$
445,503
$ 3,655,826
1,965,735
2,370,021
873,956
634,844
202,244
$
9,702,626
$ 2,952,450
2,657,486
1,213,549
279,408
1,707,124
$
8,810,017
Fair Value
Level 1
-
167,366
-
167,366
Level 2
7,384
222,250
-
222,250
Level 3
6,900
-
55,887
55,887
Total
14,284
Financial assets at fair value
through profit and loss
Derivative financial assets
Financial assets at fair value through
other comprehensive income
Listed domestic stocks
Non-quoted equity instruments
measured at fair value
Subtotal
Financial assets measured at
amortized cost
Cash and cash equivalent
Accounts receivable (including
related parties)
Other receivables (including
related parties)
Other financial assets
Refundable deposits
Other non-current assets
Financial liabilties measured at
amortized cost
Bonds payable
Long term borrowings
Accounts payable (including
related parties)
Lease liabilities
Other financial liabilities
389,616
55,887
445,503

b) Valuation techniques for financial instruments not measured at fair value

The Company’ s valuation techniques and assumptions used for financial instruments not measured at fair value are as follows:

  • i) Financial assets measured at amortized cost

If the quoted prices in active markets are available, the market price is established as the fair value. However, if quoted prices in active markets are not available, the estimated valuation or prices used by competitors are adopted.

(Continued)

55

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

ii) Financial liabilities measured at amortized cost

If there is quoted price generated by transactions, the recent transaction price and quoted price data is used as the basis for fair value measurement. However, if no quoted prices are available, the discounted cash flows are used to estimate fair values.

  • c) Valuation techniques for financial instruments measured at fair value

  • i) Non-derivative financial instruments

If the financial instruments have a quoted price in an active market, the fair value should be determined on that price. The price quoted in major exchanges and over-the-counter trading are all considered basis for fair value determination for listed equity instruments.

A financial instrument is regarded as being quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm’ s- length basis. Quoted market prices may not be indicative of the fair value of an instrument if the activity in the market is infrequent, the market is not well-established, only small volumes are traded, or bid-ask spreads are very wide.

The financial instruments held by the Company are distinguished according to the evaluation sources used to determine its fair value as follows:

  • Financial instruments with an active market: including listed company stocks and fund beneficiary certificates, etc. The fair value of these instruments are determined by reference to theirs respective market quotes.

  • Financial instruments without active market: Fair value is based on valuation techniques or reference counterparty quotes. The fair value obtained through evaluation techniques can refer to the current fair value of other financial instruments with similar conditions and characteristics, discounted cash flow method or other evaluation techniques, including calculations based on market information available on the date of the consolidated balance sheet.

ii) Derivative financial instruments

Measurement of the fair value of derivative instruments is based on the valuation techniques generally accepted by market participants such as the discounted cash flow or option pricing models; forward foreign exchange contracts are usually evaluated based on the current forward exchange rate, and the fair value of other types of derivative financial instruments are determined based on appropriate option pricing models (such as the BlackScholes model) or other evaluation methods.

(Continued)

56

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

d) Reconciliation of Level 3 fair values

The changes in Level 3 fair values for the years ended December 31, 2022 and 2021 are as follow:

Opening balance
Additions
Total gains and losses
recognized in profit and loss
Total gains and losses
recognized in other
comprehensive income
Capital reduction and return of
subscription
Reclassified
Ending balance
Financial assets at fair
value through profit or
loss– current
Financial assets at fair
value through profit or
loss– current
Non quoted equity
instrument - fair value
through other
comprehensive incmoe
Non quoted equity
instrument - fair value
through other
comprehensive incmoe
2022
$ 6,900
(14,493)
(5,756)
-
-
-
$
(13,349)
2021 2022
55,887
228,262
-
49,424
-
5,616
339,189
2021
-
5,991
909
-
-
-
35,893
27,098
-
-
(7,104)
-
55,887
6,900

As of December 31, 2022 and 2021, the total gains and losses were included in “ unrealized gains and losses of financial assets at fair value through other comprehensive income”. The relevant assets were as follow:

2022
Total gains and losses recognized:
In gains and losses, and presented in “other gains and losses”
$
(5,756)
In other comprehensive income, and presented in “unrealized
gains and losses from financial assets at fair value through
other comprehensive income”
$
49,424
2021
909
-

e) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

The Company’s financial instruments that use Level 3 inputs to measure fair value include “financial assets measured at fair value through profit or loss – derivative instruments” and “ fair value through other comprehensive income – equity investments”.

(Continued)

57

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Most of the fair value classified as Level 3 are singular significant unobservable input value, except for equity investments without an active market, which has multiple significant unobservable input data. The significant unobservable input values of equity instruments without an active market are independent of each other, thus there are no correlation between them.

Quantified information of significant unobservable inputs was as follows:

Inter-relationship between significant unobservable inputs and fair value measurements ‧The higher the volatility of the stock price, the lower the fair value of shorting the call option

Inter-relationship
between significant
unobservable inputs
Item Valuation
technique
Option pricing
model
Market Approach
Income Approach
Significant
unobservable inputs
and fair value
measurements
‧Stock price volatility
(27.82% for December
31, 2022)
‧The higher the
volatility of the stock
price, the lower the
fair value of shorting
the call option
‧Discount for Lack of
Marketability (10% for
December 31, 2022)
‧Price Book Ratio (1.8 for
December 31, 2022)
˙The higher the
Discount for Lack of
Marketability, the
lower the fair value
˙The higher the ratio,
the higher the fair
value
‧Discount rate (15.7236% for
December 31, 2022)
‧The higher the ratio,
the lower the fair
value
Financial assets
measured at fair
value through
profit and loss -
derivative
instruments (short
call options)
Financial assets
measured at fair
value through
other
comprehensive
income - equity
instruments
without an active
market
Financial assets
measured at fair
value through
other
comprehensive
income - equity
instruments
without an active
market

(Continued)

58

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • f) Fair value measurements in Level 3 – sensitivity analysis of reasonably possible alternative assumptions
Financial assets measured at fair
value through profit and loss -
derivatives instruments (short call
options)
Financial assets measured at fair
value through other
comprehensive income - equity
instruments without an active
market
Financial assets measured at fair
value through other
comprehensive income - equity
instruments without an active
market
Financial assets measured at fair
value through other
comprehensive income - equity
instruments without an active
market
Input value
27.82%
27.82%
10%
10%
1.8
1.8
15.7236%
15.7236%
Increase(+)
or
decrease(-)
The effect of fair value
fluctuations in profit and
loss
Favorable
Unfavorable
-
-
-
-
-
(3,784)
3,784
-
3,405
-
-
(3,405)
-
(34,037)
64,095
-
The effect of fair value
fluctuations
in other comprehensive
income
Favorable
Unfavorable
485
-
-
(483)
-
-
-
-
-
-
-
-
-
-
-
-
Favorable
-
-
-
3,784
3,405
-
-
64,095
+0.5%
-0.5%
+5%
-5%
+5%
-5%
+3%
-3%

The favorable and unfavorable effects represent the changes in fair value, which is based on a variety of unobservable inputs calculated using a valuation technique. The analysis above only reflects the effects of changes in a single input, and it does not include the interrelationships with another input.

  • (ad) Financial risk management

  • (i) Overview

The Company is exposed to the following risks arising from financial instruments:

  • 1) Credit risk

  • 2) Liquidity risk

  • 3) Market risk

Note 6(ac) presents detailed information on exposure to each of the above risks and on the objectives, policies, and processes for measuring and managing risk.

(Continued)

59

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • (ii) The Company’ s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect the changes in market conditions and the Company’ s activities. The Company, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Company Audit Committee ensures that the supervision of the management is in compliance with the Company’ s risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The Company Audit Committee is assisted in its oversight role by an Internal Audit. The Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

(ae) Capital management

The Company’s objectives for managing capital to safeguard its capacity to continue to operate, to continue to provide a return for shareholders, to maintain the interest of other related parties, and to maintain an optimal capital structure to reduce the cost of capital.

The main management of the Company regularly reviews the Company’s capital structure, including the cost of various capital and related risks. In order to maintain or adjust the capital structure, the Company may adjust the dividend payment to the shareholders, reduce the capital for redistribution to shareholders, issue new shares, or sell assets to settle any liabilities. There were no such significant changes in the debt ratio at December 31, 2022 and 2021.

  • (af) Investing and financing activities not affecting current cash flow

The Company’s investing and financing activities which did not affect the current cash flow in the years ended December 31, 2022 and 2021, were as follows:

  • (i) Acquisition of Right-of-use assets by lease, please refer to note 6(k).

  • (ii) Reconciliation of liabilities arising from financing activities were as follows:

Long-term borrowings
Short-term borrowings
Shor-term bills paybale
Lease liabilities
Bonds payable
Total liabilities from financing activities
January 1,
2022
$ 2,657,486
-
-
279,408
2,952,450
$
5,889,344
Cash flows
910,042
1,414,348
100,000
(28,433)
-
2,395,957
Foreign
exchange
movements
and others
16,457
(2,468)
(69)
552,781
16,865
583,566
December
31, 2022
3,583,985
1,411,880
99,931
803,756
2,969,315
8,868,867

(Continued)

60

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Long-term borrowings
Short-term borrowings
Lease liabilities
Bonds payable
Total liabilities from financing activities
January 1,
2021
$ 5,424,327
2,320,002
269,451
-
$
8,013,780
Cash flows
(2,737,917)
(2,297,495)
(24,610)
3,120,780
(1,939,242)
Foreign
exchange
movements
and others
(28,924)
(22,507)
34,567
(168,330)
(185,194)
December
31, 2021
2,657,486
-
279,408
2,952,450
5,889,344

(7) Related-party transactions:

(a) Name and relationship with related parties

Name and relationship with related parties
Relationship with the
Name of related party Company
Beryl Construction LLC Subsidiary
DelSolar US Holdings(Delaware) Corporation (“DelSolar US”) Subsidiary
ELECTRONIC J.R.C. S.R.L. (“JRC”) Subsidiary(Note 3)
General Energy Solutions USA. Inc. ("GES USA") Subsidiary
GES Energy Middle East FZE ("GES ME") Subsidiary
Gintech (Thailand) Limited (“Gintech (Thailand)”) Subsidiary
NSP SYSTEM NEVADA HOLDING CORP. (“NSP NEVADA”) Subsidiary
NSP Systems (BVI) Ltd. (“NSP BVI”) Subsidiary
URE NSP CORPORATION Subsidiary
Dashiangying Energy Power Ltd. Co. Subsidiary(Note 7)
Shanshang Energy Power Ltd. Co. Subsidiary
Zhongyang Corporation Subsidiary
Yong Zhou Ltd. Subsidiary
Yong Liang Ltd. (“Yong Liang”) Subsidiary
DelSolar (Wu Jiang) Ltd. Subsidiary
Solartech Materials Corporation Subsidiary
Hsin Jin Optoelectronics Subsidiary
Yanshan Energy Power Ltd. Co. Subsidiary(Note 7)
Jiangung Energy Power Ltd. Co. (“Jiangung”) Subsidiary
Utech Solar Corporation (“Utech”) Subsidiary
Best Power Service Corp.(“Best Power”) Subsidiary(Note 3)
NSP System Development Corp.(“NSP System”) Subsidiary
Hsin Jin Solar Energy Co., Ltd. Subsidiary

(Continued)

61

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Relationship with the
Name of related party Company
Shinkai Energy Power Ltd. Co. Subsidiary(Note 7)
Si Two Corp. Subsidiary
United Agriculture Ecology Ltd. Co. Subsidiary(Note 7)
United Renewable Energy Engineering Co., Ltd (“UREE”) Other related party(Note 4)
Lianxi Energy Power Ltd. Co. Subsidiary
Liancheng Energy Power Ltd. Co. Subsidiary(Note 7)
Lianzhang Energy Power Ltd. Co. Subsidiary
Shanyang Green Power Ltd. Co. Subsidiary(Note 2)
Tienyang Green Power Ltd. Co. Subsidiary(Note 2)
Deyang Green Power Ltd. Co. Subsidiary(Note 2)
Feng Yang Energy Power Ltd. Co. Subsidiary(Note 2)
Jeyang Green Power Ltd. Co. Subsidiary(Note 2)
Phanes Holding Inc Other related party
ThinTech Materials Technology Co., Ltd.(“ThinTech”) Other related party(Note 6)
Clean Focus Corporation(“CFC”) Other related party(Note 1)
Clean Focus Yield Limited(“CFY”) Other related party(Note 1)
Solarbright energy Co., Ltd. (“Solarbright”) Associate
Gintung energy Corporation Associate
V5 Technologies Co., Ltd. Associate
DS Energy Technology Co., Ltd. (“DS Energy”) Associate (Note 6)
Apex Solar Corporation(“Apex”) Associate (Note 5)
  • Note 1: Due to the fact that the directors of CFY are the same as those of the Company, therefore, the Company has significant control over CFY; hence CFY and its subsidiaries were listed as other related parties of the Company.

  • Note 2: The Company disposed Shanyang Green Power Ltd Co.,Tienyang Green Power Ltd Co.,Deyang Green Power Ltd Co., Feng Yang Energy Power Ltd Co. and Jeyang Green Power Ltd. Co.’s shares in November 2021.

  • Note 3: The Company disposed Best Power and JRC in Feburary and May, 2022, recpectively.

  • Note 4: A former subsidiary of the Company, wherein the Company disposed UREE in first quarter of 2022, and invested preference shares of UREE in third quarter of 2022, hence UREE was listed as an other related party.

(Continued)

62

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Note 5: A former subsidiary of the Company, wherein the Company disposed all of Apex’s shares to Solarbright during the second quarter of 2021, hence Apex was listed as an associate.

Note 6: The Company has no significant influence on ThinTech and DS Energy in the third quarter of 2022.

Note 7: Liquidated and dissolved in 2022.

  • (b) Significant transactions with related parties

  • (i) Sales and accounts receivable

Details of sales (discount) by the Company to related parties were as follows:

Subsidiaries
Associates
For the years ended
December 31,
For the years ended
December 31,
2022
$ 142,848
45,437
$
188,285
2021
403,620
198,720
602,340

The terms of sale between the Company and related parties are negotiated by both parties based on the market conditions of the relevant products. The details of the accounts receivable from the above transactions were as follows:

Subsidiaries
Gintech (Thailand)
Yong liang
Others
Associates
Less: Impairment allowance
December 31,
2022
$ -
3,733
-
-
-
$
3,733
December 31,
2021
233,914
115,506
37,782
13,665
(25)
400,842
  • (ii) Purchases, accounts payable and contract liabilities

Details of purchases by the Company to related parties were as follows:

Subsidiaries For the years ended
December 31,
For the years ended
December 31,
2021
1,311,092

(Continued)

63

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

The terms of the purchase between the Company and related parties are based on conditions agreed upon by both parties. The details of the accounts payable and contract liabilities from the above transactions were as follows:

Subsidiaries
Gintech (Thailand)
Utech
JRC
  • (iii) The following are mainly generated from mutual advance payments for building power facilities between the Company and related parties, which were including in other receivables and other current liabilities:
Subsidiaries
DelSolar US
GES ME
NSP NEVADA
NSP System
GES USA
Others
Associates
Subsidiaries
NSP BVI
Others
Other receivables Other receivables
December 31,
2022
December 31,
2021
$ 739,870
666,196
635,404
572,132
416,071
487,523
144,361
244,361
-
72,495
112,698
257,975
381
381
$
2,048,785
2,301,063
Other current liabilities
December 31,
2022
December 31,
2021
$ -
251,793
7,650
7,114
$
7,650
258,907
December 31,
2021
666,196
572,132
487,523
244,361
72,495
257,975
381
2,301,063
December 31,
2021
251,793
7,114
258,907

(Continued)

64

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(iv) Purchase of property, plant and equipment

Subsidiaries For the years ended
December 31,
2022
2021
$
98,933
164,864
Payables on equipment
(classified as other current
liabilities)
December 31,
2022
December 31,
2021
73,233
46,301
Payables on equipment
(classified as other current
liabilities)
December 31,
2022
December 31,
2021
73,233
46,301
2022
$
98,933
December 31,
2021
46,301

(v) Other income

Subsidiaries
NSP System
Others
Associates
Other related parties
For the years ended
December 31,
For the years ended
December 31,
2022
$ 12,028
3,617
6,304
6,483
$
28,432
2021
42,028
3,468
6,384
5,734
57,614
  • (vi) Dispose of investee companies that adopt equity method

The Company disposed shares of Apex to Solarbright during the year of 2021, with the price and profit of $198,282 thousand and $83 thousand respectively; Dispose shares of Jiangung to Utech, with the price and profit (recorded as capital surplus) of $100 thousand and $36 thousand respectively.

  • (vii) Acquisitions of financial assets

The Company acquired the marketable securities of Top Green Energy Technologies Inc. from Apex in the second quarter of 2021, with the consideration of $27,098 thousand.

(c) Key management personnel compensation

Short-term employee benefits
Post-employment benefits
Share-based payments
Total
For the years ended
December 31,
For the years ended
December 31,
2022
$ 62,681
1,235
151
$
64,067
2021
59,117
1,361
3,776
64,254

Please refer to note 6(x) for further explanations related to share-based payments.

(Continued)

65

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

(8) Pledged assets:

The carrying amounts of pledged assets were as follows:

Pledged assets December 31,
2022
$ 2,398,444
2,468,628
789,849
504,755
140,646
$
6,302,322
December 31,
2021
Property, plant and equipment
Investment property
Restricted bank deposit (accounted for as other financial assets and
other non-current assets)
Financial assets at fair value through other comprehensive income
Refundable deposit
2,549,828
2,569,975
1,076,200
-
634,844
6,830,847

(9) Significant contingent liabilities and unrecognized commitments:

  • (a) Unrecognized contract commitments

  • (i) Unrecognized contract commitments

Unused letter of credit (in USD thousand)
Unused letter of credit (in EUR thousand)
Bank guarantee (Note 13(a))
December 31,
2022
$
-
$
7,961
$
1,929,270
December 31,
2021
6
553
2,726,400
  • (ii) The Company have obtained orders for power facility construction and contracted the projects out to contractors. The Company entered into construction and materials contract with several contractors, and the unpaid amounts were as follows:
Unpaid amount December 31,
2022
$
1,071,930
December 31,
2021
931,289
  • (iii) The Company agreed to have an obligation to sell the shares of the investees in the specific period, please refer to Note 6(b).

  • (iv) Due to power plant installations, the Company signed non-fixed lease payment agreements withothers, please refer to Note 6(r).

(Continued)

66

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • (v) The Company entered into separate long-term purchase agreements with several different silicon wafer suppliers. The Company has to make advance payments as guarantee and the suppliers shall meet the supply of materials in accordance with the contract terms. The advance payment may not be used for any other purposes than to deduct the payables arising from the purchase which is decided by both parties according to market price. In addition, the Company will recognize the impairments on the prepaid amounts according to the suppliers’ operations as follows:
Advance payment
Accumulated impairment loss
December 31,
2022
$
2,091,757
$
164,853
December 31,
2021
2,100,857
164,853
  • (vi) As of December 31, 2022 and 2021, the Company issued guarantee for Directorate General of Customs and sales Project, amounting to $804,976 thousand and $862,670 thousand, respectively.

  • (b) Contingencies

The company leased its plants to DU then a fire broke out in October 2017, and DU was affected and requested damages from the Company. The two parties reached a settlement in May 2019 that offset the money DU owed to the Company. However, EZ bank, the mortgagee of DU’s equipment, had objections to the settlement, and requested the Company to pay damage to DU claim that the creditor’s rights of DU and DU’s right to claim damages against the Company are legally offset, so EZ bank’s request has no basis. In this case, on July 1,2021, the court judged that the Company should pay EZ bank $159,335 thousand. The company has appointed a lawyer to file an appeal on the grounds that the judgment was unreasonably flawed.

(10) Losses due to major disasters: None

(11) Subsequent Events: None

(12) Others:

Employee benefits, depreciation and amortization expense are summarized based on functions as follows:

Functions
Nature
For the years ended December 31,
2022
For the years ended December 31,
2022
For the years ended December 31,
2022
For the years ended December 31,
2021
For the years ended December 31,
2021
For the years ended December 31,
2021
Operating
cost
Operating
expenses
Total Operating
cost
Operating
expenses
Total
Employee benefit expense
Salaries
Labor and health insurance
Pension
Remuneration of directors
Others
Depreciation expense (Note)
Amortization expense
913,672
93,883
39,866
-
125,673
632,508
-
344,161
25,598
15,315
12,266
13,695
42,763
2,065
1,257,833
119,481
55,181
12,266
139,368
675,271
2,065
801,685
83,232
33,077
-
111,099
627,216
-
357,509
29,396
16,541
8,280
16,197
94,134
1,679
1,159,194
112,628
49,618
8,280
127,296
721,350
1,679

(Continued)

67

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

Note: Exclude the depreciation expense of investment property $104,039 thousand during 2022 and $104,038 thousand during 2021 , respectively.

The additional information of headcount and employee benefit are follows:

Headcount
The number of non-employee director
Average cost of employee benefits
Average cost of salaries
Average of salaries expense variation
Remuneration of supervisors

Employee remuneration includes basic salary for fixed items, bonuses for allowances and variable items, dividends, and other rewards in the form of stocks. The actual salary received will be determined based on factors such as seniority, rank, work performance, overall contribution, and special achievements.

The manager is responsible for the Company’s business performance. The remuneration is issued based on the employee’ s remuneration policy, target achievement status, future risks, current year’ s employee bonus payment policy, and reference to the past payment situation, as well as peer salary level verification, which will be implemented after a review and an evaluation have been made by the remuneration committee, to be submitted to the board of directors for approval.

The Company’s remuneration to directors includes the directors’ remuneration and monthly transportation allowance. It is set out in accordance with Article 33 of the Company’s articles of association. However, independent directors of the Company receive a fixed monthly remuneration, and is excluded in the distribution of earnings.

(13) Other disclosures:

  • (a) Information on significant transactions:

The followings were the information on significant transactions required by the “ Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Company for the years ended December 31, 2022:

  • (i) Lending to other parties: None

  • (ii) Guarantee and Endorsement for other parties: Please see Table 1 attached.

  • (iii) Information regarding securities held at the reporting date (subsidiaries, associates and joint ventures not included): Please see Table 2 attached.

  • (iv) Information regarding purchase or sale of securities for the period exceeding 300 million or 20% of the Group’s paid-in capital: Please see Table 3 attached.

  • (v) Information on acquisition of real estate with purchase amount exceeding 300 million or 20% of the Company’s paid-in capital: None.

(Continued)

68

UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements

  • (vi) Information regarding receivables from disposal of real estate exceeding 300 million or 20% of the Company’s paid-in capital:None

  • (vii) Information regarding related-parties purchases and/or sales exceeding 100 million or 20% of the Compnay’s paid-in capital: Please see Table 4 attached.

  • (viii) Information regarding receivables from related-parties exceeding 100 million or 20% of the Company’s paid-in capital: Please see Table 5 attached.

  • (ix) Information regarding trading in derivative financial instruments: Please refer to Note 6(b) for related information.

  • (b) Information on investees:

The followings are the information on investees for the years ended December 31, 2022: Please see Table 6 attached.

  • (c) Information on investment in Mainland China : Please see Table 7 attached.

  • (d) Major shareholders:

Major shareholders:
Shareholder’s Name Shareholding
Shares Percentage
National Development Fund, Executive Yuan 99,084,679 %
6.08
Management Committee of Yaohua Glass Corporation Ltd. 94,573,203 %
5.80
  • Note 1: This Table provides the information of number of ordinary shares and special shares which were delivered through non-physical registration (including treasury shares) owned by major shareholders with ownership of 5% or greater and was calculated by Taiwan Depository & Clearing Corporation using the last business day at the end of the quarter. There might be a difference between the share capital listed on the Company’s financial statements and the actual number of shares delivered through non-physical registration due to different basis of calculation.

  • Note 2: If the shareholder delivered the shares to the trust, the above information would be revealed by the individual trust account under fiduciary account opened by the trustee. As for the shareholders handled the insider ownership declarations with shareholdings over 10% in accordance with the Securities and Exchange Act, their shareholdings include the shares owned by themselves plus the shares delivered to the trust which they have the right on allocating the trust properties, please refer to the Market Observation Post System website for information about insider ownership declaration.

(14) Segment information:

Please see the Consolidated Financial Statements for the year ended December 31, 2022.

UNITED RENEWABLE ENERGY CO., LTD. ENDORSEMENTS/GUARANTEES PROVIDED

FOR THE YEAR ENDED December 31, 2022

TABLE 1

(In Thousands of New Taiwan Dollars)

No. Endorser/Guarantor Counter-party of guarantee
and endorsement
Counter-party of guarantee
and endorsement
Limit on
Endorsement/
Guarantee Given on
Behalf of Each Party
Maximum Amount
Endorsed/
Guaranteed During
the Period
Outstanding
Endorsement/
Guarantee at
the End of the
Period
Actual
Borrowing
Amount
Amount
Endorsed/
Guaranteed by
Collateral
Ratio of
Accumulated
Endorsement/
Guarantee to Net
Equity in Latest
Financial
Statements(%)
Maximum amount
for
guarantees and
endorsements
Endorsement/
Guarantee
Given by Parent
on Behalf of
Subsidiaries
Endorsement/
Guarantee
Given by
Subsidiaries on
Behalf of
Parent
Endorsement/
Guarantee
Given on
Behalf of
Companies in
Mainland
China
Name Relationship
with the
Company
0
0
0
0
The Company
The Company
The Company
The Company
NSP System
Yong Liang
GES USA
UREE
(2)
(2)
(2)
(6)
3,291,321
3,291,321
3,291,321
3,291,321
500,000
1,810,000
482,850
119,270
-
1,810,000
-
119,270
-
701,046
-
-
-
-
-
-
-
11.00
-
0.72
8,228,302
8,228,302
8,228,302
8,228,302
Y
Y
Y
N
N
N
N
N
N
N
N
N

Note 1�The relation between guarantor and guarantee �

  • (1)Ordinary business relationship.

  • (2)Subsidiary which owned more than 50 percent by the guarantor.

(3)An investee owned more than 50 percent in total by both the guarantor and its subsidiary.

  • (4)An investee owned more than 90 percent by the guarantor or its subsidiary.

(5)Fulfillment of contractual obligations by providing mutual endorsements and guarantees for peer or joint builders in order to undertake a construction project.

  • (6)An entity that is guaranteed and endorsed by all capital contributing shareholders in proportion to their shareholding percentages.

  • (7)The companies in the same industry provide among themselves joint and several securities for a performance guarantee of a sales contract for per-construction homespursuant to the Consumer Protection Act for each other.

Note 2�In accordance with the “Rules of Guarantees by the Company,” the ceiling for the total guaranteed amount was 50% of the Company’s net asset value, and the limit on the guaranteed amount for a single party was 20% of the Company’s net asset value. But for business purposes, the limit of the guaranteed amount was the total of the purchases from or sales to the Company within the most recent year.

(Continued)

~ 69 ~

UNITED RENEWABLE ENERGY CO., LTD. MARKETABLE SECURITIES HELD

FOR THE YEAR ENDED December 31, 2022

TABLE 2

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

TABLE 2 (In Thousands of New Taiwan Dollars, Unless Stated Ot (In Thousands of New Taiwan Dollars, Unless Stated Ot (In Thousands of New Taiwan Dollars, Unless Stated Ot (In Thousands of New Taiwan Dollars, Unless Stated Ot herwise)
Holding
Company Name
Type and Name of Marketable Securities Relationship
with the Holding
Company
Financial Statement Account 2022.12.31 Note
Number of Shares Carrying
Amount
Percentage of
Ownership
Fair Value
The Company Shares
CTCI Corporation
GIGA SOLAR MATERIALS
CORPORATION
ThinTech Materials Technology Co., Ltd.
Taiwan Speciality Chemicals Corporation
NTNU Innovation Investment Holding
Company
ASIA GLOBAL VENTURE CAPITAL II
CO., LTD
SUN APPENNINO CORPORATION
FICUS CAPITAL CORPORATION
EVERGREEN
AVIATION TECHNOLOGIES
CORPORATION
DS Energy Technology Co., Ltd.
United Renewable Energy Engineering Co.
,Ltd.
Convertible preference shares-Phanes Holding
Inc.
-
-
-
-
-
-
-
-
-
-
Other related
party
Other related
party
Financial assets at fair value through other comprehensive income- current
Financial assets at fair value through other comprehensive income- current
Financial assets at fair value through other comprehensive income- non-current
Financial assets at fair value through other comprehensive income- non-current
Financial assets at fair value through other comprehensive income- non-current
Financial assets at fair value through other comprehensive income- non-current
Financial assets at fair value through other comprehensive income- non-current
Financial assets at fair value through other comprehensive income- non-current
Financial assets at fair value through other comprehensive income- non-current
Financial assets at fair value through other comprehensive income- non-current
Financial assets at fair value through other comprehensive income- non-current
Financial assets at amortized cost- non-current
3,003
266
7,000
2,226
200
531
-
-
1,500
1,450
57,300
24
125,675
26,496
181,370
121,848
2,000
8,188
-
-
68,108
5,616
133,429
-
0.38%
0.29%
9.52%
1.61%
2.00%
10.00%
26.09%
28.07%
0.43%
12.14%
60.00%
100.00%
125,675
26,496
181,370
121,848
2,000
8,188
-
-
68,108
5,616
133,429
-
1
2
3

Note 1�It is a private stock which subject to transfer restrictions in accordance with Article 43-8 of the Securities and Exchange Act. Note 2�It is preference share. The shareholding ratio listed here is calculated based on the number of shares. Note 3�Please refer to Note 6 (d) for relevant information.

(Continued)

~ 70 ~

UNITED RENEWABLE ENERGY CO., LTD.

MARKETABLE SECURITIES ACQUIRED AND DISPOSED AT COSTS OR PRICES OF AT LEAST $300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED December 31, 2022

TABLE 3

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

TABLE 3 (In Thousands of New Taiwan Dollars, U (In Thousands of New Taiwan Dollars, U (In Thousands of New Taiwan Dollars, U (In Thousands of New Taiwan Dollars, U nless Stated Otherwise) nless Stated Otherwise)
Company Name Type and Name of
Marketable Securities
Financial Statement Account Counterparty Relationship Beginning Balance Acquisition Disposal Ending Balance
Shares Amount Shares Amount Shares Amount Carrying
Amount
Gain (Loss)
on Disposal
Shares
(thousands)
Amount
The Company Shares
Shares-Utech
Investment accounted for using the
equity method
(Note1) Subsidiary 28,491 (988,430) 37,999 379,985 (25,394) - - (92,593)
(Note2)
41,096 (701,038)

Note 1 � Due to capital increase by cash and capital reduction to cover losses.

Note 2 � Included share of loss (gains) of associates accounted for using equity method and cumulative translation adjustment.

~ 71 ~

UNITED RENEWABLE ENERGY CO., LTD.

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST $100 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED December 31, 2022

TABLE 4

(In Thousands of New Taiwan Dollars)

TABLE 4 (In Th (In Th ousands of New Taiwan D ousands of New Taiwan D ollars)
Buyer/Seller Related Party Relationship Transaction Details Abnormal Transaction Notes/Accounts Receivable
(Payable)
Note
Purchase/
Sale
Amount % to Total Payment Terms Unit Price Payment
Terms
Ending
Balance
% to Total
The Company
The Company
Utech
Gintech(Tailand)
Subsidiary
Grandson company
Purchase
Purchase
335,237
277,651
2%
2%
OA 14 days after receipt
60 days from the invoice date
-
-
-
-
(97,764)
(135,460)
(8.56%)
(11.86%)

Note �The aforementioned inter-company transactions have been eliminated in the consolidated financial statements.

(Continued)

~72 ~

UNITED RENEWABLE ENERGY CO., LTD.

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED December 31, 2022

TABLE 5

(In Thousands of New Taiwan Dollars)

TABLE 5 (In Th (In Th ousands of New T aiwan Dollars)
Company Name Related Party Relationship Ending Balance Turnover Rate
(Note1)
Overdue Amount Received in
Subsequent Period
Allowance for
Impairment Loss
Amount Actions Taken
The Company
The Company
The Company
The Company
DelSolar US
GES ME
NSP NEVADA
NSP System
Subsidiary
Subsidiary
Subsidiary
Subsidiary
739,870
635,404
416,071
144,361
-
-
-
-
739,870
635,404
416,071
-
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable accordingto the financial situation
-
-
-
-
-
-
-
-

Note 1�Receivables arising from the payment of power plant construction payments or procurement transactions don’t apply to turnover rate.

(Continued)

~ 73 ~

UNITED RENEWABLE ENERGY CO., LTD.

INVESTEES(EXCLUDING INFORMATION ON INVESTEES IN MAINLAND CHINA)

FOR THE YEAR ENDED December 31, 2022

TABLE 6

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

TABLE 6 (In Thousands of Ne (In Thousands of Ne (In Thousands of Ne w Taiwan Dollars, Unless Stated w Taiwan Dollars, Unless Stated Otherwise)
Investor
Company
Investee Company Location Main Businesses and Products Investment Amount Balance as of December 31, 2022 Investee recognized Note
December 31, 2022 December 31, 2021 Shares
(Thousands)
% of
Ownership
Carrying Value Net Income (Loss)
of the Investee
Investment Gain
(Loss)
The Company UES
DelSolar Cayman
NSP BVI
GES ME
NSP UK
NSP System
Zhongyang
UREE
DelSolar Singapore
BPS
SMC
Utech
Yong Liang
Yong Zhou
JRC
GES UK
TSST
V5 Technology
Gintung
DS Energy
Dashiangying
Shinkai
Shanshang
United Intelligence
Yanshan
Solarbright
Independent State of
Samoa
Cayman Islands
British Virgin Islands
The United Arab
Emirates
UK
Taiwan
Taiwan
Taiwan
Singapore
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Dominican
UK
Malaysia
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Investment company
Investment company
Investment company
Solar related business
Investment company
Solar related business
Solar related business
Solar related business
Investment company
Solar related business
Solar related business
Electronic component
manufacturing
Solar related business
Solar related business
Solar related business
Investment company
Solar related business
Electronic component
manufacturing and selling
Electronic component
manufacturing
Solar related business
Agriculture related business
Agriculture related business
Solar related business
Electronic component related
business
Agriculture related business
Solar related business
NTD 1,918,131
NTD 4,906,789
NTD 164,294
NTD 418,805
NTD 28,165
NTD 144,200
NTD 24,121
NTD
-
NTD 29,743
NTD
-
NTD 9,720
NTD 1,477,049
NTD 249,000
NTD 59,000
NTD
-
NTD 2,747,371
NTD 417,692
NTD 114,084
NTD 34,341
NTD 14,500
NTD
-
NTD
-
NTD 20,100
NTD 2,100
NTD
-
NTD 30,000
NTD 1,918,131
NTD 4,906,789
NTD 470,424
NTD 418,805
NTD 71,881
NTD 144,200
NTD 24,121
NTD 25,300
NTD 29,743
NTD 6,000
NTD 9,720
NTD 1,097,064
NTD 249,000
NTD 46,500
NTD 431,397
NTD 2,644,899
NTD 417,692
NTD 114,084
NTD 34,341
NTD 10,500
NTD 100
NTD 100
NTD 20,100
NTD 2,100
NTD 100
NTD 30,000
62,188
155,126
2,301
4
580
14,420
3,500
-
1,250
-
1,000
41,096
24,900
-
-
89,133
97,701
7,789
13,460
1,450
-
-
2,010
210
-
9,000
100%
100%
100%
100%
100%
100%
100%
-
100%
-
100%
99.99%
25.70%
100%
-
100%
42.12%
26.23%
36.38%
12.14%
-
-
100%
100%
-
30%
892,543
323,972
117,761
(68,773)
54,840
29,374
34,792
-
17,308
-
9,947
(701,038)
206,417
1,095
-
1,201,833
80,960
59,142
-
-
-
-
17,024
580
-
91,584
89,078
(273,494)
(328)
(129,963)
4,960
4,192
(524)
-
(521)
-
62
(94,919)
20,249
(4,781)
-
103,950
9,538
21,063
157,032
(6,654)
-
-
(3,025)
(6)
-
7,878
89,078
(273,494)
(328)
(129,963)
4,960
(21,328)
(524)
-
(521)
(321)
62
(94,854)
6,068
(4,781)
-
103,950
4,018
2,165
-
(934)
-
-
(3,025)
(6)
-
1,406
Note 2
Note 3
Note 1
Note 1
Note 1
Note 4
Note 5
Note 5
Note 5

Note 1 � As of December 31, 2022, the Company disposed of all the equity shares. Note 2�The Company processed capital reduction and refunded $306,103 thousand (USD 11,000 thousand) in the first quarter of 2022.

Note 3�The Company processed capital reduction and refunded $43,716 thousand (GBP 1,200 thousand) in the second quarter of 2022.

Note 4� The Company has no significant influence on the company in the third quarter of 2022, hence it was reclassified to financial assets at fair value through other comprehensive income. Please refer to note6(c) for details. Note 5�As of December 31, 2022, the Company had liquidated and dissolved.

~ 74 ~

UNITED RENEWABLE ENERGY CO., LTD. INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE YEAR ENDED December 31, 2022

TABLE 7

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

TABLE 7 ( In Thousands of New Taiwa n Dollars, Unless Stated Otherwise)
Investee Company Main Businesses
and Products
Paid-in Capital Method of
Investment
Accumulated Outward Remittance
for Investment from Taiwan as of
January 1, 2022
Investment flows Accumulated Outward Remittance
for Investment from Taiwan as of
December 31, 2022
Net Income (Loss)
of the Investee
% Ownership of
Direct or Indirect
Investment
Investment
Gain (Loss)
Carrying Amount
as of December
31, 2022
Accumulated
Repatriation of
Investment Income
as of December
31, 2022
Outflow Inflow
DelSolar Wu Jiang Solar related
business
USD 120,000
$ 3,687,600
Note 1 USD 120,000
$ 3,687,600
- - USD 120,000
$ 3,687,600
3,421 100% 3,421 206,550 -
NSP Nanchang Solar related
business
USD 0
$ -
Note 1 USD 5,000
$ 153,650
- - USD 5,000
$ 153,650
- - - - -
USD 149,618
Upper Limit on the Amount of
Investment Stipulated by the
Investment Commission, MOEA
9,873,962
USD 143,450
4,408,219
4,597,761
Accumulated Outward Remittance for
Investments in Mainland China as of
December 31, 2022
(US$ in Thousands)
Investment Amount Authorized by
the Investment Commission,
MOEA
(US$ in Thousands)
Accumulated Outward Remittance for
Investments in Mainland China as of
December 31, 2022
(US$ in Thousands)
Investment Amount Authorized by
the Investment Commission,
MOEA
(US$ in Thousands)
Upper Limit on the Amount of
Investment Stipulated by the
Investment Commission, MOEA
USD 143,450
4,408,219
USD 149,618
4,597,761
9,873,962

Note 1�Investments Mainland China through a third region; The Company disposed of all the shares of NSP Nanchang in the third quarter of 2020. Note 2 � The exchange rate used is the rate on December 31, 2022.

~ 75 ~

76

United Renewable Energy Co., Ltd.

Statement of cash and cash equivalents

December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Item Description Amount
Cash
Petty cash and cash on hand
$ 351
Bank deposits
Check deposits
20,487
Demand deposits 2,853,337
Time deposits 201
Foreign currency deposit (USD:18,402 thousand;
JPY:38 thousand; CNY:2 thousand; EUR:2,335
thousand; GBP:8 thousand) 642,303
$ 3,516,679
Note: The foreign currency exchange rates on the balance sheet date are as follows:
USD dollar currency:30.73
JPY dollar currency:0.2319
CNY dollar currenry:4.409
EUR dollar currenry:32.75
GBP dollar currenry:37.04

77

United Renewable Energy Co., Ltd.

Statement of trade receivables

December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Customer Name
Non-related parties
Client EI
Client FG
Others (less than 10% for each customer)
Subtotal
Less: Loss allowance
Total
Description
Amount
Operating
$ 544,916

522,606

1,460,415
2,527,937
217,042
$
2,310,895

Note1:Accounts receivable – related party is not included in the accounts receivable referred to above. Please refer to Note 7 to the financial statements for details.

78

United Renewable Energy Co., Ltd.

Statement of inventories

December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Item
Finished goods
Work in progress
Raw materials
Construction in progress
Subtotal
Less: Allowance for reduction of inventory to market
Total
Amount Amount
Cost
$ 2,108,170
109,342
919,381
38,166
3,175,059
(252,971)
$
2,922,088
Net realizable
value
2,210,043
168,874
804,138
38,166
3,221,221

Statement of other current assets

Item
Tax Overpaid Retained for Offsetting the
Future Tax Payable
Temporary payments
Others (individual amount does not exceed 5%)
Description
Amount
$ 219,525
161,645
2,152
$
383,322

79

United Renewable Energy Co., Ltd.

Statement of changes in investments accounted for using the equity method

For the year ended December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Investee
Company Name
Investment in subsidiaries
General Energy Solutions UK Limited
Ultimate Energy Solution Limited
NSP Systems (BVI) Ltd.
DelSolar Holding (Cayman) Ltd.
GES Energy Middle East FZE
Yong Liang Ltd.
NSP UK Holding Limited
NSP System Development Corp.
Zhongyang Corporation
Best Power Service Corp.
DelSolar Holding Singapore Pte. Ltd.
United Renewable Energy Engineering
Co., Ltd
Solartech Materials Corporation
Yong Zhou Ltd.
ELECTRONIC J.R.C. S.R.L
Dashiangying Energy Power Ltd. Co.
Shinkai Energy Power Ltd. Co.
Shanshang Energy Power Ltd. Co.
United intelligence Co., Ltd.
Yanshan Energy Power Ltd. Co.
Utech Solar Corporation
Subtotal
Investment in associates
TS Solartech SDN BHD
V5 Technologies Co., Ltd.
DS Energy Technology Co., Ltd.
Gintung energy Corporation
Solarbright energy Co., Ltd.
Subtotal
Total
Credit balance of investments accounted f
equity method
Total
Beginning balance
Shares (in
thousands)
Amount
85,433
$ 967,836
62,188
744,279
18,350
410,708
155,126
562,548
4
58,552
24,900
232,998
1,780
95,030
14,420
70,327
3,500
38,168
600
10,316
1,250
16,067
2,530
5,871
1,000
9,885
-
(6,624)
145
208,689
10
7
10
7
2,010
20,049
210
586
10
7
28,491
(988,430)
2,456,876
97,701
67,321
7,790
46,495
1,050
2,550
13,460
-
9,000
91,779
208,145
2,665,021
or using the
995,054
$
3,660,075
Addit ions
Amount
102,472
-
-
-
-
-
-
-
-
-
-
-
-
12,500
-
-
-
-
-
-
379,985
494,957
-
-
4,000
-
-
4,000
498,957
Decr ease
Amount
-
-
(306,130)
-
-
-
(43,716)
-
-
(9,995)
-
(5,871)
-
-
(246,703)
(7)
(7)
-
-
(7)
-
(612,436)
-
-
(5,616)
-
-
(5,616)
(618,052)
Cumulative
translation
adjustment

188,183
59,186
13,511
34,918
2,638
-
(1,434)
-
-
-
1,762
-
-
-
19,535
-
-
-
-
-
-
318,299
9,621
-
-
-
-
9,621
327,920
Share of
income (loss)
for using
equity method
103,950
89,078
(328)
(273,494)
(129,963)
6,068
4,960
(21,328)
(524)
(321)
(521)
-
62
(4,781)
-
-
-
(3,025)
(6)
-
(94,854)
(325,027)
4,018
2,165
(934)
-
1,406
6,655
(318,372)
Other
(160,608)
-
-
-
-
(2,303)
-
-
-
-
-
-
-
-
18,479
-
-
-
-
-
2,261
(142,171)
-
10,482
-
-
-
10,482
(131,689)
Dividends
income
from
subsidiary
-
-
-
-
-
(2,603)
-
-
(2,852)
-
-
-
-
-
-
-
-
-
-
-
-
(5,455)
-
-
-
-
(1,601)
(1,601)
(7,056)
Adjustments
from
unrealized
gain (loss)
-
-
-
-
-
(27,743)
-
(19,625)
-
-
-
-
-
-
-
-
-
-
-
-
-
(47,368)
-
-
-
-
-
-
(47,368)
Ending balance Amount
1,201,833
892,543
117,761
323,972
(68,773)
206,417
54,840
29,374
34,792
-
17,308
-
9,947
1,095
-
-
-
17,024
580
-
(701,038)
2,137,675
80,960
59,142
-
-
91,584
231,686
2,369,361
769,811
3,139,172
Net asset
value
Note
1,206,850
Note 1
892,543
117,761
Note 6
323,972
(68,773)
993,155
Note 7
54,840
Note 6
83,334
Note 7
34,792
-
Note 2
17,308
-
Note 2
9,947
1,095
Note 1
-
Note 2
-
Note 3
-
Note 3
17,024
580
-
Note 3
156,360
Note 4
3,840,788
197,437
225,475
-
(72,737)
308,471
658,646
4,499,434
Shares (in
thousands)
85,433

62,188
18,350
155,126
4
24,900
1,780
14,420
3,500
600
1,250
2,530
1,000
-
145
10
10
2,010
210
10
28,491
97,701
7,790
1,050
13,460
9,000
or using the
Shares (in
thousands)
3,700
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
37,999
-
-
400
-
-
Shares (in
thousands)
-
-
(16,049)
-
-
-
(1,200)
-
-
(600)
-
(2,530)
-
-
(145)
(10)
(10)
-
-
(10)
(25,394)
-
-
(1,450)
-
-
Shares (in
thousands)
89,133
62,188
2,301
155,126
4
24,900
580
14,420
3,500
-
1,250
-
1,000
-
-
-
-
2,010
210
-
41,096
97,701
7,790
-
13,460
9,000
Share holding
ratio(%)
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
25.70
%
100.00
%
100.00
%
100.00
%
-
%
100.00
%
-
%
100.00
%
100.00
%
-
%
-
%
-
%
100.00
%
100.00
%
-
%
99.99
%
42.12
%
26.23
%
-
%
36.38
%
30.00

Note 1: This year increase due to capital increase by cash in 2022. Note 2: This year decrease due to disposed off the shares. Note 3: This year decrease due to liquidation and dissolution. Note 4: This year increase and decrease due to capital increase by cash, capital reduction , and amortization of asset impairment. Note 5: This year decrease due to the Company has no significant influence,hence it was reclassified to financial assets through other comprehensive income. Note 6: This year decrease due to Capital reduction and return of subscription.

Note 7: This year decrease due to detterred unrealized gain (loss) adjustment.

80

United Renewable Energy Co., Ltd.

Statement of financial assets at fair value through other comprehensive income

December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Investee
Company Name
Current:
Domestic listed ordinary shares
CTCI Corporation
GIGA SOLAR MATERIALS CORPORATION.
Subtotal
Non-Current:
Domestic listed ordinary shares
ThinTech Materials Technology Co., Ltd.
GIGA SOLAR MATERIALS CORPORATION.
Domestic unlisted ordinary shares
Taiwan Speciality Chemicals Corporation
NTNU Innovation Investment Holding Company
EVERGREEN AVIATION TECHNOLOGIES
CORPORATION
United Renewable Energy Engineering Co. , Ltd.
DS Energy Technology Co., Ltd.
Subtotal
Overseas unlisted ordinary shares
ASIA GLOBAL VENTURE CAPITAL II CO., LTD.
SUN APPENNINO CORPORATION
FICUS CAPITAL CORPORATION
Subtotal
Total
Beginning balance
Shares
(in thousands)
Amount
Beginning balance
Shares
(in thousands)
Amount
Additi ons
Amount
-
55,654
55,654
-
-
-
-
94,500
133,763
5,616
233,879
-
-
-
289,533
Decr ease
Amount
-
-
-
(55,654)
-
-
-
-
-
(55,654)
-
-
-
(55,654)
Gain (loss) on
financial assets at
fair value
through other
comprehensive
income
13,963
(29,158)
(15,195)
(40,880)
-
76,149
-
(26,392)
(334)
-
8,543
-
-
-
(6,652)
Ending b alance
Amount
125,675
26,496
152,171
181,370
-
121,848
2,000
68,108
133,429
5,616
512,371
8,188
-
-
8,188
672,730
Accumulated
impairment
loss
Guarantee or
collateral
provided
Note
None
None
Note 1
Yes
Note 2 and 5
None
Note 1
Yes
Note 5
None
Yes
Note 3 and 5
Yes
Note 4 and 5
None
Note 1
None
None
None
Shares
(in thousands)
Shares
(in thousands)
-
266
-
-
-
-
1,500
57,300
1,450
-
-
-
Shares
(in thousands)
-
-
-
(266)
-
-
-
-
-
-
-
-
Shares
(in thousands)
3,003
266
7,000
-
2,226
200
1,500
57,300
1,450
531
-
-
3,003
-
7,000
266
2,226
200
-
-
-
531
-
-
$ 111,712
-
111,712
222,250
55,654
45,699
2,000
-
-
-
325,603
8,188
-
-
8,188
$
445,503
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A

Note 1: Reclassication by the nature.

Note 2: ThinTech Materials Technology Co., Ltd. is private stock shares, according to Article 43-8 of the Securities and Exchange Act, the fair value of financial products that are subjected to transfer restrictions and cannot be sold due to an active market but subject to closed restrictions is determined on the basis of relevant market prices.

Note 3: Due to the strengthen the strategic layout, the Company increase investment EVERGREEN AVIATION TECHNOLOGIES CORPORATION ("EGAT") in first quarter of 2022.

Note 4: Due to the requirement of the business development, the Company increase investment UREE preference shares in third quarter of 2022.

Note 5: The financial assets had been pledged as collateral for long-term borrowings, please refer to Note 8.

81

United Renewable Energy Co., Ltd.

Statement of changes in property, plant and equipment

For the year ended December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Please refer to Note 6 (j) for relevant information of property, plant and equipment.

Statement of changes in right-of-use assets

Please refer to Note 6 (k) for relevant information of right for use assets.

Statement of changes in investment property

Please refer to Note 6 (l) for relevant information of investiment property.

Statement of changes in intangible assets

Please refer to Note 6 (m) for relevant information of intangible assets.

82

United Renewable Energy Co., Ltd.

Statement of account payables

December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Supplier Name
Non-related parties:
Company FH
Others (individual amount does not exceed 10%)
Total
Note1: Accounts payable resulting from business activities.
Description
Amount
Operation
$ 90,688

818,529
$
909,217
Description
Amount
Operation
$ 90,688

818,529
$
909,217

Note2: Accounts payable – related parties were not included in the above accounts. Please refer to Note 7 to the financial statements for details.

Statement of other current liabilities

Item Description Amount
Salary Payables and bonuses $ 253,635
Provision for short-term liabilities for 131,190
sales returns and discounts
Others (individual amount does not Payables for equipment, labor and health insurance,
exceed 5%) and utilities 1,216,677
$ 1,601,502

83

United Renewable Energy Co., Ltd.

Statement of lease liabilities

December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Item
Description
Land
Plant land
Buildings
Office、warehouse and power station roof
Equipment
Business machine
Other assets
Company car
Less: Lease liabilities due within one year
Rental Period
2007.08~2037.12
2017.03~2042.12
2021.05~2026.04
2020.03~2025.10
Discount rate
Amount
3.26%
$ 249,632
2.83%~3.37%
542,763
%
2.11
1,544
2.02%~2.83%
9,817
803,756
46,094
$
757,662

Statement of short-term borrowings

Bank
Bank FI
Bank FJ
Bank FK
Others (individual amount
does not exceed 10%)
Total
Type
Unsecured bank loans
Unsecured bank loans
Unsecured bank loans
Unsecured bank loans
Balance
end of year
$ 476,570
400,000
202,835
332,475
$
1,411,880
Contract Period
Mortgage or
guarantee
111.08.31-112.08.31
No collateral
111.04.08-112.04.08

111.02.27-112.02.27

111.03.29-112.12.13

84

United Renewable Energy Co., Ltd.

Statement of long-term borrowings

December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Lender
Syndicated loans
Bank FL
Bank FK
Bank FL
Less: Current Protion
Total
Type
Secured bank loans
Secured bank loans
Power Plant Project loans
Unsecured bank loans
Balance
end of year
$ 2,273,943
1,000,000
110,042
200,000
(506,000)
$
3,077,985
Period
Mortgage or
guarantee
110.07.22-113.07.22 Please refer Note8
111.12.28-116.02.28

111.09.30-113.11.09

111.12.28-114.12.28
No collateral

Statement of operating revenue

For the year ended December 31, 2022

Item
Solar cells and modules
Others (Note)
Sales returns and allowance
Description
Amount
59,616 thousand pieces
$ 16,144,218
602,617
(393,458)
$
16,353,377

Note: Construction revenue and sale of electricity.

85

United Renewable Energy Co., Ltd.

Statement of operating costs

For the year ended December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Item Amount
Raw materials
Raw materials, beginning of year $ 716,275
Add: Purchases 5,964,415
Less: Raw materials, end of year (707,758)
Transfer to expense, disposal, and others (334,750)
Rsw materials used for the year 5,638,182
Direct labor 669,584
Manufacturing expenses 1,858,589
Manufacturing cost 8,166,355
Add: Beginning WIP goods (including construction in progress) 176,313
Transfer to expense, disposal, and others (including construction in progress) (2,392)
Less: Ending WIP goods (140,546)
Costs of finished goods 8,199,730
Add: Beginning finished goods 318,859
Purchases 7,631,389
Less: Finished goods at end of period (2,073,784)
Transfer to expense, disposal, and others (174,756)
Cost of goods sold 13,901,438
Add: Unamortized fixed manufacturing expense 229,167
Power plant maintenance cost 33,126
Cost of electricity sold 55,851
Construction cost 436,392
Operating cost $ 14,655,974

86

United Renewable Energy Co., Ltd.

Statement of operating expense

For the year ended December 31, 2022

(Expressed in thousands of New Taiwan Dollars)

Item
Salaries expense
Freight expenses
Commission fee
Certification fee
Others (individual amount does not exceed 10%)
Selling expenses
$ 57,853
209,300
116,770
1,504
85,832
$
471,259
Administrative
expenses
262,371
2,015
-
180
242,939
507,505
Research and
development
expenses
36,203
492
-
8,862
24,452
70,009