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URE Interim / Quarterly Report 2022

Dec 30, 2022

52346_rns_2022-12-30_691546ca-4668-4578-9f19-0f1d4674305c.pdf

Interim / Quarterly Report

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1

Stock Code:3576

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES

Consolidated Financial Statements

With Independent Auditors’ Review Report For the Nine Months Ended September 30, 2022 and 2021

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

The independent auditors’ review report and the accompanying consolidated 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’ review report and consolidated financial statements, the Chinese version shall prevail.

2

Table of contents

Contents
1. Cover Page
2. Table of Contents
3. Independent Auditors’ Review Report
4. Consolidated Balance Sheets
5. Consolidated Statements of Comprehensive Income
6. Consolidated Statements of Changes in Equity
7. Consolidated Statements of Cash Flows
8. Notes to the Consolidated Financial Statements
(1)
Company history
(2)
Approval date and procedures of the consolidated 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
Page
1
2
3
4
5
6
7
8
8
8~9
9~14
14
14~50
50~53
53
54~55
55
55
55~56
56
59~64
56, 65~67
57, 68
57
57~58

3

==> picture [76 x 31] intentionally omitted <==

==> picture [168 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 home.kpmg/tw

Independent Auditors’ Review Report

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

Introduction

We have reviewed the accompanying consolidated balance sheets of United Renewable Energy Co., Ltd. and its subsidiaries as of September 30, 2022 and 2021, and the related consolidated statements of comprehensive income for the three months and nine months ended September 30, 2022 and 2021, as well as the changes in equity and cash flows for the nine months ended September 30, 2022 and 2021, and notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.

Scope of Review

Except as explained in the Basis for Qualified Conclusion paragraph, we conducted our reviews in accordance with Statement of Auditing Standards 65, “ Review of Financial Information Performed by the Independent Auditor of the Entity”. A review of the consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Basis for Qualified Conclusion

As stated in Note 4(b) and 13(b), the consolidated financial statements included the financial statements of certain non-significant subsidiaries, which were not reviewed by independent auditors. These financial statements reflect total assets amounting to $4,707,048 thousand and $6,235,830 thousand, constituting 15% and 20% of consolidated total assets as of September 30, 2022 and 2021; total liabilities amounting to $2,831,468 thousand and $3,899,446 thousand, constituting 19% and 23% of consolidated total liabilities as of September 30, 2022 and 2021; total comprehensive income (loss) amounting to $(39,667) thousand, $(10,537) thousand, $96,499 thousand and $(123,616) thousand, constituting (11)%, 16%, 8% and 14% of consolidated total comprehensive income (loss) for the three months and nine months ended September 30, 2022 and 2021.

Furthermore, as stated in Note 6(h), the investments accounted for using the equity method of United Renewable Energy Co., Ltd. and its subsidiaries amounting to $223,224 thousand and $225,462 thousand as of September 30, 2022 and 2021, and its shares of profit (loss) of associates accounted for using the equity method amounting to $2,649 thousand, $8,317 thousand, $7,085 thousand and $(4,303) thousand for the three months and nine months ended September 30, 2022 and 2021, were recognized solely on the financial statements prepared by these investee companies, but not reviewed by independent auditors.

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

Qualified Conclusion

Except for the adjustments, if any, as might have been determined to be necessary had the financial statements of investee companies described in the Basis for Qualified Conclusion paragraph above been reviewed by independent auditors, based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of United Renewable Energy Co., Ltd. and its subsidiaries as of September 30, 2022 and 2021, and of its consolidated financial performance for the three months and nine months ended September 30, 2022 and 2021, and its consolidated cash flows for the nine months ended September 30, 2022 and 2021 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

The engagement partners on the reviews resulting in this independent auditors’ review report are Cheng-Chien Chen and Yung-Hua Huang.

KPMG

Taipei, Taiwan (Republic of China) November 10, 2022

Notes to Readers

The accompanying consolidated financial statements are intended only to present the consolidated 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 review such consolidated financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ review report and the accompanying consolidated 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’ review report and consolidated financial statements, the Chinese version shall prevail.

4

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with the generally accepted auditing standards as of September 30, 2022 and 2021

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES

Consolidated Balance Sheets

September 30, 2022, December 31, 2021, and September 30, 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 (notes 6(aa) and 7)
1170
Notes and accounts receivable, net (note 6(e))
1180
Accounts receivable from related parties (notes 6(e)
and 7)
1200
Other receivables
1210
Other receivables from related parties (note 7)
130X
Inventories (notes 6(f) and 8)
1410
Prepayments (note 9)
1460
Non-current assets held for sale (notes (g) and 8)
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), (q) and (r))
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
(note 6(h))
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
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
September 30, 2022
Amount
%
$ 3,699,076
11
76,861
-
166,628
1
396,376
1
2,669,194
8
156,126
-
170,741
1
321,372
1
3,753,456
12
2,160,843
7
538,586
2
624,594
2
437,522
1
15,171,375
47
104,217
-
505,268
2
-
-
223,224
1
9,875,691
31
448,968
1
2,753,419
8
3,677
-
629,306
2
2,090,509
7
140,787
-
24,408
-
425,978
1
17,225,452
53
$
32,396,827
100
December 31, 2021
Amount
%
5,254,173
17
74,255
-
111,712
-
215,187
1
1,871,520
6
225,389
1
141,706
-
407,956
1
2,653,595
9
1,149,948
4
2,145,372
7
924,036
3
211,531
1
15,386,380
50
97,096
-
333,791
1
-
-
211,473
1
8,213,695
26
431,008
2
2,844,125
9
4,803
-
629,448
2
1,934,036
6
654,938
2
21,255
-
453,208
1
15,828,876
50
31,215,256
100
September 30, 2021
Amount
%
4,614,037
15
3,897
-
107,658
-
149,481
-
2,241,824
7
251,659
1
224,094
1
439,579
1
3,772,796
12
1,055,909
3
1,419,711
4
800,813
3
234,169
1
15,315,627
48
170,427
1
408,986
1
139,300
-
225,462
1
8,058,872
25
442,078
1
2,875,369
9
5,444
-
633,962
2
2,085,276
7
738,081
2
21,401
-
562,431
3
16,367,089
52
31,682,716
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 los
- current (note 6(b))
2130
Contract liabilities - current (notes 6(aa) and 7)
2170
Notes and accounts payable
2260
Liabilities related to non-current assets held for sale
(note 6(g))
2280
Lease liability - current (note 6(s))
2320
Current portion of long-term borrowings and
preference share liabilities (notes 6(p) and (r))
2399
Other current liabilities (notes 6(t) and 7)
Total current liabilities
Non-Current liabilities:
2500
Financial liabilities at fair value through profit or los
- non-current (notes 6(b) and (p))
2530
Bonds payable (note 6(q))
2540
Long-term borrowings (note 6(p))
2580
Lease liability - non-current (note 6(s))
2635
Preference share liabilities - non-current (note 6(r))
2670
Other non-current liabilities (note 6(t))
Total non-current liabilities
Total liabilities
Equity attributable to owners of parent(notes 6(x)
and (y))
3110
Ordinary shares
3200
Capital surplus
3350
Accumulated profit or loss
3400
Other equity
3500
Treasury shares
Total equity attributable to owners of parent
36XX
Non-controlling interests
Total equity
Total liabilities and equity
September 30, 2022 December 31, 2021 September 30, 2021
Amount
%
3,225,255
10
465,853
1
-
-
635,046
2
1,719,894
6
1,000,721
3
32,464
-
3,169,843
10
1,736,756
6
11,985,832
38
66,700
-
-
-
3,914,194
12
1,211,755
4
5,813
-
321,825
1
5,520,287
17
17,506,119
55
15,079,003
48
1,348
-
(1,021,476)
(3)
(590,435)
(2)
(18,699)
-
13,449,741
43
726,856
2
14,176,597
45
31,682,716
100
Amount
%
Amount
%
50,389
-
221,253
1
1,924
-
506,666
2
1,355,764
4
1,607,188
5
59,058
-
2,446,656
8
1,727,778
6
7,976,676
26
49,896
-
2,952,450
10
3,525,712
11
560,061
2
4,377
-
313,704
1
7,406,200
24
15,382,876
50
16,278,140
52
999,749
3
(1,461,427)
(5)
(667,163)
(2)
(18,699)
-
15,130,600
48
701,780
2
15,832,380
50
31,215,256
100

See accompanying notes to consolidated financial statements.

5

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the three months and nine months ended September 30, 2022 and 2021

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

4000
Net operating revenues(notes 6(aa) and 7)
5110
Operating costs(notes 6(f), (s), (v), 7 and 12)
5900
Gross gain from operations
Operating expenses(notes 6(e), (s), (v) 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(ac) and 7)
7020
Other gains and losses (notes 6(g), (i), (j) and (ac))
7050
Finance costs (notes 6(q) and (s))
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 (benefit) (note 6(w))
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
8300
Total other comprehensive income
Total comprehensive income (loss)
Net income (loss) attributable to:
Shareholders of the parent
Non-controlling interests
Total comprehensive income (loss) attributable to:
Shareholders of the parent
Non-controlling interests
Earnings (loss) per share
9750
Basic earnings (loss) per share (NT dollars) (note
6(z))
9850
Diluted earnings per share (NT dollars) (note 6(z))
For the three months ended
September 30
2022
2021
Amount
%
Amount
%
$ 4,746,401
100
3,503,823
100
4,273,718
90
3,289,099
94
472,683
10
214,724
6
172,003
4
93,040
3
200,342
4
187,447
5
16,094
-
23,900
1
83,689
2
(27,615)
(1)
472,128
10
276,772
8
555
-
(62,048)
(2)
96,506
2
80,543
2
154,112
3
(15,459)
-
(68,535)
(1)
(114,108)
(3)
2,649
-
8,317
-
2,463
-
966
-
187,195
4
(39,741)
(1)
187,750
4
(101,789)
(3)
161
-
(3,169)
-
187,589
4
(98,620)
(3)
42,135
1
126,526
4
124,221
3
(93,304)
(3)
166,356
4
33,222
1
$
353,945
8
(65,398)
(2)
$ 192,918
4
(90,749)
(3)
(5,329)
-
(7,871)
-
$
187,589
4
(98,620)
(3)
$ 312,095
7
(56,983)
(2)
41,850
1
(8,415)
-
$
353,945
8
(65,398)
(2)
$
0.12
(0.06)
$
0.11
For the nine months ended
September 30
2022
2021
Amount
%
Amount
%
13,331,294
100
10,178,474
100
11,700,582
88
9,741,056
96
1,630,712
12
437,418
4
344,387
2
328,738
3
518,563
4
634,696
6
51,174
-
74,631
1
92,963
1
47,526
-
1,007,087
7
1,085,591
10
623,625
5
(648,173)
(6)
283,510
2
207,636
2
221,220
2
(128,220)
(1)
(200,093)
(2)
(312,527)
(3)
7,085
-
(4,303)
-
5,514
-
3,630
-
317,236
2
(233,784)
(2)
940,861
7
(881,957)
(8)
6,680
-
729
-
934,181
7
(882,686)
(8)
(7,485)
-
125,156
1
355,532
3
(97,952)
(1)
348,047
3
27,204
-
1,282,228
10
(855,482)
(8)
967,305
7
(848,252)
(8)
(33,124)
-
(34,434)
-
934,181
7
(882,686)
(8)
1,219,958
10
(815,244)
(8)
62,270
-
(40,238)
-
1,282,228
10
(855,482)
(8)
0.59
(0.56)
0.55
2022
Amount
%
$ 4,746,401
100
4,273,718
90
472,683
10
172,003
4
200,342
4
16,094
-
83,689
2
472,128
10
555
-
96,506
2
154,112
3
(68,535)
(1)
2,649
-
2,463
-
187,195
4
187,750
4
161
-
187,589
4
42,135
1
124,221
3
166,356
4
$
353,945
8
$ 192,918
4
(5,329)
-
$
187,589
4
$ 312,095
7
41,850
1
$
353,945
8
$
0.12
$
0.11
2022
Amount
%
13,331,294
100
11,700,582
88
1,630,712
12
344,387
2
518,563
4
51,174
-
92,963
1
1,007,087
7
623,625
5
283,510
2
221,220
2
(200,093)
(2)
7,085
-
5,514
-
317,236
2
940,861
7
6,680
-
934,181
7
(7,485)
-
355,532
3
348,047
3
1,282,228
10
967,305
7
(33,124)
-
934,181
7
1,219,958
10
62,270
-
1,282,228
10
0.59
0.55

See accompanying notes to consolidated financial statements.

6

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the nine months ended September 30, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2021
Net loss for the nine months ended September 30, 2021
Other comprehensive income (loss) for the nine months ended September 30, 2021
Total comprehensive income (loss) for the nine months ended September 30, 2021
Offset of deficit against capital surplus
Capital reduction to offset accumulated deficits
Difference between consideration and carrying amount of subsidiaries acquired or
disposed
Non-controlling interests
Difference between the price that has not been increased in proportion to
shareholding and net value
Compensation cost and cancellation of restricted shares for employees
Disposal of investment in equity instruments designated at fair value through other
comprehensive income
Balance at September 30, 2021
Balance at January 1, 2022
Net Income for the nine months ended September 30, 2022
Other comprehensive income (loss) for the nine months ended September 30, 2022
Total comprehensive income (loss) for the nine months ended September 30, 2022
Offset of deficit against capital surplus
Non-controlling interests
Difference between the price that has not been increased in proportion to
shareholding and net value
Compensation cost and cancellation of restricted shares for employees
Balance at September 30, 2022
Attributable to ow Attributable to ow ners of parent Total equity
attributable to
owners of
parent
14,256,932
(848,252)
33,008
(815,244)
-
-
(12)
-
2,970
5,095
-
13,449,741
15,130,600
967,305
252,653
1,219,958
-
-
1,195
652
16,352,405
Non-
controlling
interest
767,182
(34,434)
(5,804)
(40,238)
-
-
12
(449)
349
-
-
726,856
701,780
(33,124)
95,394
62,270
-
(7,835)
40
-
756,255
Total equity
Share capital Capital surplus
7,877
-
-
-
(9,887)
-
(12)
-
3,291
79
-
1,348
999,749
-
-
-
(822,510)
-
1,195
20
178,454
Accumulated
profit or loss
(11,581,063)
(848,252)
-
(848,252)
9,887
11,571,175
-
-
(321)
-
(172,902)
(1,021,476)
(1,461,427)
967,305
-
967,305
822,510
-
-
-
328,388
Other equity Unearned
employees
benefits
(7,416)
-
-
-
-
-
-
-
-
5,701
-
(1,715)
(867)
-
-
-
-
-
-
867
-
Treasury
shares
(18,699)
-
-
-
-
-
-
-
-
-
-
(18,699)
(18,699)
-
-
-
-
-
-
-
(18,699)
Ordinary
shares
$ 26,650,863
-
-
-
-
(11,571,175)
-
-
-
(685)
-
$
15,079,003
$ 16,278,140
-
-
-
-
-
-
(235)
$
16,277,905
Exchange
differences on
translation of
foreign
financial
statements
(669,674)
-
(92,148)
(92,148)
-
-
-
-
-
-
-
(761,822)
(775,360)
-
260,138
260,138
-
-
-
-
(515,222)
Unrealized
gains (loss) on
financial assets
at fair value
through other
comprehensive
income
(124,956)
-
125,156
125,156
-
-
-
-
-
-
172,902
173,102
109,064
-
(7,485)
(7,485)
-
-
-
-
101,579
15,024,114
(882,686)
27,204
(855,482)
-
-
-
(449)
3,319
5,095
-
14,176,597
15,832,380
934,181
348,047
1,282,228
-
(7,835)
1,235
652
17,108,660

See accompanying notes to consolidated financial statements.

7

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

Reviewed only, not audited in accordance with generally accepted auditing standards

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the nine months ended September 30, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

For the nine months ended For the nine months ended For the nine months ended September 30
2022 2021
Cash flows from operating activities:
Profit (loss) before income tax $ 940,861 (881,957)
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense 889,577 904,732
Amortization expense 1,846 4,182
Expected credit loss 92,963 47,526
Net loss (gain) on financial assets or liabilities at fair value through profit or loss 5,877 (28,869)
Finance cost 137,979 255,686
Interest income (5,514) (3,630)
Dividends income (16,088) (14,178)
Compensation cost of restricted shares for employees 652 5,095
Share of (loss) profit of associates and joint ventures accounted for using the equity method (7,085) 4,303
Gain on disposal of property, plant and equipment and power facilities business held for sale (33,529) (94)
Loss on disposal of investment properties 648 86,004
Reversal of provisions (25,038) (102,964)
Others (141,743) (158,130)
Total adjustments to reconcile profit (loss) 900,545 999,663
Changes in operating assets and liabilities:
Contract assets - current (183,101) 25,560
Notes and accounts receivable (832,634) (264,880)
Accounts receivable from related parties 70,738 (39,839)
Other receivables 5,376 1,893
Other receivables from related parties - 40,954
Inventory (1,250,026) 522,900
Prepayments (including non-current) (1,040,373) (347,355)
Other current assets (111,211) 10,633
Contract liabilities - current 64,152 286,136
Notes and accounts payable (including related parties) 32,898 367,026
Provisions 19,604 10,694
Other current liabilities 143,474 155,156
Total changes in operating assets and liabilities (3,081,103) 768,878
Cash flows (used in) generated from operations (1,239,697) 886,584
Income taxes received (paid) 4,824 (9,272)
Net cash flows (used in) generated from operating activities (1,234,873) 877,312
Cash flows from investing activities:
Acquisition of financial assets at fair value through other comprehensive income (213,770) (27,098)
Acquisition of investments accounted for using the equity method (4,000) (60,000)
Proceeds from disposal of associates 2,469 341,827
Proceeds from disposal of subsidiaries 386,976 465,895
Acquisition of property, plant and equipment (1,968,286) (271,953)
Proceeds from disposal of property, plant and equipment and power facilities business held for sale 33,921 413
Decrease (increase) in refundable deposits 514,143 (16,789)
Acquisition of intangible assets (720) (3,890)
Decrease (increase) in other financial assets 332,390 (102,489)
Increase in other non-current assets (133,403) (105,067)
Interest received 6,856 5,458
Dividends received 17,689 14,924
Net cash flows (used in) generated from investing activities (1,025,735) 241,231
Cash flows from financing activities:
Increase in short-term loans 1,628,306 924,690
(Decrease) increase in short-term bills payable (221,300) 291,100
Proceeds from long-term borrowings 122,201 4,913,736
Repayments of long-term borrowings (648,707) (7,231,587)
Repayments of preference share liabilities (13,117) (12,704)
Payment of lease liabilities (60,012) (48,832)
Interest paid (137,221) (258,525)
Others 5,359 2,567
Net cash generated from (used in) financing activities 675,509 (1,419,555)
Effect of exchange rate changes 30,002 (39,609)
Net decrease in cash and cash equivalents (1,555,097) (340,621)
Cash and cash equivalents at beginning of period 5,254,173 4,954,658
Cash and cash equivalents at end of period $ 3,699,076 4,614,037

See accompanying notes to consolidated financial statements.

8

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

September 30, 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 “Group”) 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 Group’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 Group merged with former Gintech Energy Corporation (“ Gintech” ) and Solartech Energy Corporation (“Solartech”), with the Group as the sole surviving company. On March 31, 2019, the Group merged with former General Energy Solutions Inc. (GES), with the Group as the surviving company and GES as the dissolved entity.

(2) Approval date and procedures of the consolidated financial statements

The consolidated financial statements were approved and released by the Group’s Board of Directors on November 10, 2022.

(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 Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated 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 Group 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 consolidated 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. AND SUBSIDIARIES Notes to the Consolidated 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 Group, 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”
Content of amendment
Effective date per
IASB
The
amendments
aim
to
promote
consistency in applying the requirements
by helping companies determine whether,
in the statement of balance sheet, debt and
other
liabilities
with
an
uncertain
settlement date should be classified as
current (due or potentially due to be settled
within one year) or non-current. The
amendments
include
clarifying
the
classification requirements for debt a
company might settle by converting it into
equity.
January 1, 2023

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

The Group 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 consolidated 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

  • (a) Statement of compliance

These consolidated financial statements have been prepared in accordance with the preparation and guidelines of IAS 34 “Interim Financial Reporting” which are endorsed and issued into effect by FSC, and do not include all of the information required by the Regulations and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed and issued into effect by the FSC (hereinafter referred to IFRS endorsed by the FSC) for a complete set of the annual consolidated financial statements.

Except the following accounting policies mentioned below, the significant accounting policies adopted in the consolidated financial statements are the same as those in the consolidated financial statement for the year ended December 31, 2021. For related information, please refer to note 4 of the consolidated financial statements for the year ended December 31, 2021.

(Continued)

10

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

(b) Basis of consolidation

(i) List of subsidiaries in the consolidated financial statements:

Investor Investee Principal activity % of Ownership
December 31,
2021
September
30, 2021
Note
September
30, 2022
The Company
GES UK
New Ray Investment Corp. (“New Ray
Investment”)
DelSolar Holding Singapore Pte. Ltd. (“DelSolar
Singapore”)
DelSolar Holding (“Cayman”) Ltd. (“DelSolar
Cayman”)
NSP Systems (“BVI”) Ltd. (“NSP BVI”)
NSP UK Holding Limited (“NSP UK”)
Best Power Service Corp. (“BPS”)
NSP System Development Corp. (“NSP System”)
GES Energy Middle East FZE (“GES ME”)
Utech solar corporation (“Utech”)
Ultimate Energy Solution Limited (“UES”)
Solartech Materials Corporation (“SMC”)
Apex solar Corporation (“Apex”)
Zhongyang Corporation (“Zhongyang”)
United Renewable Energy Engineering Co. , Ltd.
(“UREE”)
Yong Liang Ltd. (“Yong Liang”)
Yong Zhou Ltd. (“Yong Zhou”)
General Energy Solutions UK Limited (“GES UK”)
ELECTRONIC J.R.C. S.R.L (“JRC”)
Dashiangying Energy Power Ltd. Co.
(“Dashiangying”)
Shinkai Energy Power Ltd. Co. (“Shinkai”)
Shanshang Energy Power Ltd. Co. (“Shanshang”)
Jiangung Energy Power Ltd. Co. (“Jiangung”)
Dungshr Energy Power Ltd. Co. (“Dungshr”)
Yanshan Energy Power Ltd. Co. (“Yanshan”)
General Energy Solutions USA. Inc. (“GES USA”)
GES JAPAN CORPORATION (“GES JAPAN”)
NCH Solar 1 Limited (“NCH Solar 1”)
GES Solar 2 Limited (“GES Solar 2”)
GES Solar 3 Limited (“GES Solar 3”)
General Energy Solutions CANADA Inc. (“GES
CANADA”)
NSP Germany
Investment company
Investment company
Investment company
Investment company
Investment company
Solar related business
Solar related business
Solar related business
Electronic component
manufacturing
Investment company
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Investment company
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Electronic component
Solar related business
Investment company
Investment company
Solar related business
Solar related business
Solar related business
Investment company
Solar related business
%
-
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
100.00
%
100.00
%
99.99
%
100.00
%
100.00
%
-
%
100.00
%
-
%
25.70
%
100.00
%
100.00
%
-
%
-
%
-
%
100.00
%
-
%
100.00
%
-
%
100.00
%
-
%
-
%
-
%
-
%
100.00
%
90.00
%
-
%
-
3
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
60.00
%
60.00
2
%
100.00
%
100.00
%
100.00
%
100.00
%
99.94
%
99.94
7
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
4
%
100.00
%
100.00
%
100.00
%
100.00
2
%
36.14
%
36.14
7
%
100.00
%
100.00
%
100.00
%
100.00
%
59.69
%
59.69
2
%
100.00
%
100.00
5
%
100.00
%
100.00
5
%
100.00
%
100.00
%
-
%
-
4
%
100.00
%
100.00
%
100.00
%
100.00
5
%
100.00
%
100.00
%
100.00
%
100.00
5
%
-
%
-
4
%
-
%
-
4
%
-
%
-
4
%
100.00
%
100.00
%
90.00
%
90.00

(Continued)

11

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

Investor Investee Principal activity % of Ownership
December 31,
2021
September
30, 2021
Note
September
30, 2022
GES USA
NSP NEVADA
GES CANADA
MEGATWO
ASSET THREE
MEGATWO, LLC (“MEGATWO”)
GES MEGAFIVE, LLC (“MEGAFIVE”)
GES MEGASIX, LLC (“MEGASIX”)
GES MEGAEIGHT, LLC (“MEGAEIGHT”)
GES MEGATWELVE, LLC(“MEGATWELVE”)
GES MEGATHIRTEEN,
LLC(“MEGATHIRTEEN”)
GES MEGASIXTEEN, LLC(“MEGASIXTEEN”)
GES MEGANINETEEN,
LLC(“MEGANINETEEN”)
GES MEGATWENTY, LLC(“MEGATWENTY”)
GES ASSET TWO, LLC(“ASSET TWO”)
GES ASSET THREE LLC(“ASSET THREE”)
SH4 SOLAR LLC(“SH4”)
Cedar Falls Solar Farm, LLC(“CEDAR FALLS”)
Schenectady Solar, LLC (“Schenectady”)
Village of Coxsackie Municipal Solar Project One,
LLC (“VOC”)
SEG MI 57 LLC(“SEG”)
Kinect Solar Fund 1, LLC(“KINECT”)
RER CT 57, LLC(“RER CT 57”)
TEV II, LLC(“TEV II”)
Heywood Solar PGS, LLC(“HEYWOOD”)
MP Solar, LLC(“MP Solar”)
Ventura Solar LLC(“Ventura”)
ILLINI POWER LLC
PS CS, LLC(“PS CS”)
Heywood Solar PGS, LLC (“HEYWOOD”)
MP Solar, LLC (“MP Solar”)
Ventura Solar, LLC (“Ventura”)
Livermore Community Solar Farm,
LLC(“Livermore”)
Industrial Park Drive Solar, LLC(“Industrial Park”)
Hillsboro Town Solar, LLC(“Hillsboro”)
ELECTRONIC J.R.C., S.R.L(“JRC”)
Munisol S.A.P.I. de C.V.(“Munisol”)
GES Asset Three Shima’s, LLC(“SHIMA’S”)
GES Asset Three Waimea, LLC(“WAIMEA”)
GES Asset Three Honokawai,
LLC(“HONOKAWAI”)
GES Asset Three Eleele, LLC(“ELEELE”)
GES Asset Three Hanalei, LLC(“HANALEI”)
GES Asset Three Kapaa, LLC(“KAPAA”)
GES Asset Three Koloa, LLC(“KOLOA”)
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
100.00
%
100.00
%
-
%
-
%
-
%
100.00
%
100.00
%
-
%
100.00
%
55.00
%
-
%
-
%
-
%
-
%
45.00
%
-
%
-
%
100.00
%
100.00
%
100.00
%
-
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
4
%
-
%
-
%
-
%
-
4
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
4
%
100.00
%
100.00
%
55.00
%
55.00
%
-
%
-
4
%
-
%
-
4
%
-
%
-
4
%
-
%
-
4
%
45.00
%
45.00
%
-
%
-
4
%
-
%
-
4
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
40.31
%
40.31
2
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00

GES Asset Three Eleele, LLC(“ELEELE”) GES Asset Three Hanalei, LLC(“HANALEI”) GES Asset Three Kapaa, LLC(“KAPAA”) GES Asset Three Koloa, LLC(“KOLOA”)

(Continued)

12

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

Investor Investee Principal activity % of Ownership
December 31,
2021
September
30, 2021
Note
September
30, 2022
MEGASIXTEEN
GES AC
TEV II
TEV Solar
AC GES Solar
DelSolar Cayman
NSP BVI
DelSolar Singapore
NSP UK
NSP System
UREE
Utech
Jiangung
GES AC SOLAR 2017, LLC (“GESAC”)
Anderson North Solar Project LLC(“ANDERSON
N.”)
Anderson South Solar Project LLC(“ANDERSON
S.”)
Flora Solar Project LLC(“Flora”)
Greenfield Solar Project LLC(“Greenfield”)
Spiceland Solar Project LLC(“Spiceland”)
TEV Solar Alpha18 LLC (“TEV Solar”)
AC GES Solar 2018 LLC(“AC GES Solar”)
Richmond 2 Solar Park, LLC(“Richmond”)
Rensselaer 2 Solar Park, LLC(“Rensselaer”)
Advance Solar Park, LLC(“Advance”)
DelSolar(“HK”)Ltd.(“DelSolar HK”)
DelSolar US Holdings(Delaware)
Corporation(“DelSolar US”)
NSP SYSTEM NEVADA HOLDING CORP(“NSP
NEVADA”)
URE NSP Corporation(“URE NSP”)
NSP HK Holding Ltd.(“NSP HK”)
Neo Solar Power Vietnam Co., Ltd.(“NSP
Vietnam”)
PV-Power-Park Pro 1 Verwaltungs GmbH(“PV-
Power-Park”)
NSP Indygen UK Ltd.(“NSP Indygen”)
Hsin Jin Optoelectronics (“Hsin Jin
Optoelectronics”)
Hsin Jin Solar Energy Co., Ltd. (“Hsin Jin Solar
Energy”)
Si Two Corp. (“Si Two”)
Tienyang Green Power Ltd. Co. (“Tienyang”)
Deyang Green Power Ltd. Co. (“Deyang”)
Shanyang Green Power Ltd. Co. (“Shanyang”)
Jeyang Green Power Ltd. Co. (“Jeyang”)
Lianzhang Energy Power Ltd. Co. (“Lianzhang”)
Lianxi Energy Power Ltd. Co. (“Lianxi”)
Liancheng Energy Power Ltd. Co. (“Liancheng”)
Feng Yang Energy Power Ltd. Co. (“Feng Yang”)
United Agriculture Ecology Ltd. Co. (“UAE”)
Jiangung Energy Power Ltd. Co. (“Jiangung”)
Yong Liang Ltd. (“Yong Liang”)
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Investment company
Investment company
Solar related business
Solar related business
Solar related business
Technical management
services
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar and agriculture-related
business
Solar related business
Solar related business
%
67.59
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
66.19
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
%
100.00
%
80.00
%
60.00
%
100.00
%
-
%
-
%
-
%
-
%
100.00
%
100.00
%
-
%
-
%
-
%
100.00
%
74.30
%
67.59
%
67.59
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
66.19
%
66.19
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
3
%
-
%
100.00
3
%
100.00
%
100.00
%
80.00
%
80.00
%
60.00
%
60.00
%
100.00
%
100.00
%
-
%
100.00
4
%
-
%
100.00
4
%
-
%
100.00
4
%
-
%
100.00
4
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
5
%
-
%
100.00
4
%
100.00
%
100.00
2
%
100.00
%
100.00
7
%
63.86
%
63.86
7

Utech Jiangung Energy Power Ltd. Co. (“Jiangung”) Jiangung Yong Liang Ltd. (“Yong Liang”)

(Continued)

13

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

Investor Investee Principal activity % of Ownership
December 31,
2021
September
30, 2021
Note
September
30, 2022
NSP HK
DelSolar HK
DelSolar US
DelSolar Development
UES
RES
XYH (Suzhou) Energy Ltd. (“XYH Suzhou”)
DelSolar (Wu Jiang) Ltd. (“DelSolar Wu Jiang”)
DelSolar Development (Delaware) LLC (“DelSolar
Development”)
Clean Focus Renewables Inc.(“CFR”)
USD1 Owner LLC(“USD1”)
Beryl Construction LLC(“Beryl”)
DSS-USF PHX LLC
DSS-RAL LLC
Renewable Energy Solution Limited(“RES”)
Gintech (Thailand) Limited(“Gintech (Thailand)”)
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Investment company
Solar related business
%
-
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
3
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
6
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00

Note 1: The subsidiary was deemed as a subsidiary of the Group in accordance with IFRS 10. Note 2: The Group disposed of all the equity shares in nine months ended September 30, 2022. Note 3: The Group had liquidated and dissolved in 2021. Note 4: The Group disposed of all the equity shares in 2021. Note 5: The Group had liquidated and dissolved in nine months ended September 30, 2022.

Note 6: The Group had been liquidating and dissolving during nine months ended September 30, 2022. Note 7: Please refer to Note 13 (a) for the details of subsidiaries.

(ii) Subsidiaries not included in the consolidated financial statements: None.

  • (c) Non-current assets held for sale (or disposal groups)

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 Group’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 Group’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)

14

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

(d) Income taxes

The income tax expenses have been prepared and disclosed in accordance with paragraph B12 of International Financial Reporting Standards 34, Interim Reporting.

Income tax expenses for the period are best estimated by multiplying pretax income for the interim reporting period by the effective annual tax rate as forecasted by the management. This should be recognized fully as tax expense for the current period.

(e) Changes in accounting policies

During 2021, the Group adjusted useful life of partial equipment to reasonably reflect the future economic benefits of the asset. The useful life of equipment is extended to 27~30 years from the date of purchase. The effect of these changes on actual and expected depreciation expense, included in cost of sales, was as follows:

(Decrease) increase in depreciation
expense
2022
$
(13,451)
2023
(13,451)
2024
(13,451)
2025
(13,451)
Later
54,924

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

The preparation of the consolidated financial statements in conformity with the Regulations and IFRSs requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

The preparation of the consolidated interim financial statements, estimates and underlying assumptions are reviewed on an ongoing basis which are in conformity with note 5 of the consolidated financial statements for the year ended December 31, 2021.

(6) Explanation of significant accounts:

Except for the following disclosures, there is no significant difference as compared with those disclosed in the consolidated financial statements for the year ended December 31, 2021. Please refer to the 2021 annual consolidated financial statements.

  • (a) Cash and cash equivalents
Cash on hand, checking accounts and demand
deposits
Time deposits
Cash and cash equivalents listed in the
consolidated cash flow statements
September 30,
2022
$ 3,690,374
8,702
$
3,699,076
December 31,
2021
5,241,731
12,442
5,254,173
September 30,
2021
4,605,537
8,500
4,614,037

(Continued)

15

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

(b) Financial assets and liabilities at fair value through profit and loss

Financial assets mandatorily measured at fair
value through profit or loss:
Derivatives not used for hedging
Foreign exchange swap contracts
Forward exchange contracts
Long call options
Embedded derivative-redemption
Total
Current
Non-current
Total
Financial liabilities designated at fair value
through profit or loss:
Derivatives not used for hedging
Short call options
Total
Current
Non-current
Total
September 30,
2022
$ 2,720
-
176,258
2,100
$
181,078
$ 76,861
104,217
$
181,078
$ 66,006
$
66,006
$ 2
66,004
$
66,006
December 31,
2021
September 30,
2021
4,443
952
2,941
2,945
157,067
170,427
6,900
-
171,351
174,324
74,255
3,897
97,096
170,427
171,351
174,324
51,820
66,700
51,820
66,700
1,924
-
49,896
66,700
51,820
66,700
December 31,
2021
September 30,
2021
4,443
952
2,941
2,945
157,067
170,427
6,900
-
171,351
174,324
74,255
3,897
97,096
170,427
171,351
174,324
51,820
66,700
51,820
66,700
1,924
-
49,896
66,700
51,820
66,700
952
2,945
170,427
-
174,324
3,897
170,427
174,324
66,700
66,700
-
66,700
66,700
  • (i) The short call options mentioned above including (1) derived from the loan contract signed with Indiana Municipal Power Agency (IMPA), and IMPA has the right to buy back all of the subsidiary shares which were designated on the specific date. Refer to note 6(p) for more details; (2) Other investor has the right to buy back preference shares of UREE in the specific period.

  • (ii) The long call options listed above were derived from the issuance of preference shares by the Group, making an agreement with the preference shareholders that the Group has the right to buy back all shares on the specific date. Refer to note 6(r) for more details.

(Continued)

16

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

(iii) The fair value of the derivatives mentioned above is estimated using the Black-Scholes options evaluation model, and the relevant parameters were as follows:

Shorting call options-MEGASIXTEEN
Estimated strike price
Expected volatility
Duration
Discount rate
Shorting call options-TEV II
Estimated strike price
Expected volatility
Duration
Discount rate
Longing call options-MEGASIXTEEN
Estimated strike price
Expected volatility
Duration
Discount rate
Longing call options-TEV II
Estimated strike price
Expected volatility
Duration
Discount rate
September 30,
2022
December 31,
2021
September 30,
2021
USD13,347
thousand dollars
USD13,347
thousand dollars
USD13,347
thousand dollars
22.0%
22.0%
33.0%
0.25 years
1 years
1.25 years
6.7473%
6.7473%
7.2898%
USD13,822
thousand dollars
USD13,822
thousand dollars
USD13,822
thousand dollars
30%
30%
25%
2.25 years
3 years
3.25 years
6.7473%
6.7473%
7.2898%
USD656 thousand
dollars
USD656 thousand
dollars
USD656 thousand
dollars
22.0%
22.0%
33.0%
0.25 years
1 years
1.25 years
6.7473%
6.7473%
7.2898%
USD704 thousand
dollars
USD704 thousand
dollars
USD704 thousand
dollars
32%
32%
27%
1.75 years
2.5 years
2.75 years
6.7473%
6.7473%
7.2898%

(iv) The Group entered into such forward exchange contracts and foreign exchange 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 financial assets mandatorily measured at fair value through profit or loss and held-fortrading financial liabilities:

(Continued)

17

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

September 30, 2022
Foreign exchange swap contracts
December 31, 2021
Foreign exchange swap contracts
Selling Forward exchange contracts
September 30, 2021
Foreign exchange swap contracts
Selling Forward exchange contracts
Currency
NTD/USD
NTD/USD
EUR/USD
NTD/USD
EUR/USD
Maturity Date
Contract Amount
(in Thousands)
October 5, 2022~October 6, 2022 NTD1,446,318/ USD46,000
January 10, 2021~ March 8, 2022 NTD1,083,250/ USD39,000
January 10, 2022
EUR2,000/ USD2,377
November 23, 2021
NTD251,640/ USD9,000
November 10, 2021~January 10,
2022
EUR5,500/USD6,499

(v) Financial instruments revalued at fair value through profit and loss were as follows:

For the three months ended
September 30,
2022
2021
Revaluation of
derivatives listed in
profit and loss
$
(97,133)
12,053
Financial assets at fair value through other comprehensive income
September 30,
2022
Equity instrument measured at fair value
through other comprehensive income:
Domestic investments
Listed ordinary shares
$ 328,958
Unlisted ordinary shares
334,750
Overseas investments - unlisted ordinary shares
8,188
Total
$
671,896
For the three months ended
September 30,
For the three months ended
September 30,
For the nine months ended
September 30,
For the nine months ended
September 30,
2021 2022
(167,678)
December 31,
2021
389,616
47,699
8,188
445,503
2021
12,053 28,615
September 30,
2021
453,653
47,699
15,292
516,644

(c) Financial assets at fair value through other comprehensive income

(i) The Group’s equity instruments are not held for trading, therefore has been designated at fair value through other comprehensive income.

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

(Continued)

18

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

  • (iii) Due to the requirement of the business development, the Group increase investment UREE preference shares $119,270 thousand in third quarter of 2022.

  • (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) During the nine months ended September 30, 2022 and 2021, the dividends of $16,088 thousand and $14,178 thousand, related to equity investments at fair value through other comprehensive income, respectively, were recognized.

  • (vi) Due to the changes in strategic layout, the Group 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 Group did not dispose any equity instruments in the nine months ended September 30, 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(ad).

  • (d) Financial assets at amortized cost
Convertible preference shares - Phanes
Holding Inc.
September 30,
2022
$
-
December 31,
2021
-
September 30,
2021
139,300
  • (i) The Group 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 Group 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 Group 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 Group 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 Group 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)

19

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

(e) Notes and accounts receivables

Notes and accounts receivable
Accounts receivable from related parties
Less: Loss Allowance
September 30,
2022
$ 2,884,239
156,127
(215,046)
$
2,825,320
December 31,
2021
2,075,173
225,413
(203,677)
2,096,909
September 30,
2021
2,504,828
251,659
(263,004)
2,493,483

The Group 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 provisions 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
121 to 150 days past due
151 to 180 days past due
More than 181 days past due
Total
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
121 to 150 days past due
151 to 180 days past due
More than 181 days past due
Total
September 30, 2022 September 30, 2022
Gross carrying
amount
Weighted-
average loss
rate
$ 2,216,732
0%~0.06%
312,533
0%~0.21%
154,439
0%~0.47%
14,831
0%~1.07%
22,983
0%~2.19%
54,152
0%~6.48%
3,629
0%~41.67%
261,067
0%~100%
$
3,040,366
December 31, 2021
Loss allowance
provision
956
657
2,758
158
3,451
66
13
206,987
215,046
Weighted-
average loss
rate
0%~0.18%
0%~0.98%
0%~2.43%
0%~6.42%
0%~11.16%
0%~25.58%
0%~56.16%
0%~100%
Loss allowance
provision
2,022
516
131
-
-
-
-
201,008
203,677

(Continued)

20

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

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
121 to 150 days past due
151 to 180 days past due
More than 181 days past due
Total
September 30, 2021 September 30, 2021
Gross carrying
amount
$ 1,721,419
145,247
176,724
41,060
-
-
19,955
652,082
$
2,756,487
Weighted-
average loss
rate
0%~0.18%
0%~0.98%
0%~2.43%
0%~6.42%
0%~11.16%
0%~25.58%
0%~56.16%
0%~100%
Loss allowance
provision
1,286
1,031
2,211
-
-
-
-
258,476
263,004

The movement in the allowance for notes and trade receivables were as follows:

Balance at January 1
Impairment loss recognized
Amounts written off
Foreign exchange gains (losses)
Balance at September 30
For the nine months ended
September 30,
2022
2021
$ 203,677
575,989
92,963
47,526
(82,528)
(359,151)
934
(1,360)
$
215,046
263,004
2022
$ 203,677
92,963
(82,528)
934
$
215,046

The aforementioned notes and accounts receivables of the Group had not been pledged as collateral.

(f) Inventories

Finished goods and products
Construction in progress
Raw materials
Work in progress
Right-of-use assets
September 30,
2022
December 31,
2021
447,809
1,169,849
884,942
150,995
-
2,653,595
September 30,
2021
$ 1,490,778
1,335,888
799,485
127,305
-
$
3,753,456
894,061
1,647,014
500,288
118,242
613,191
3,772,796

(i) The construction in progress listed above is the construction cost incurred to build the power plant that the Group is intending to sell; The right-of-use assets is the right to use property related to the aforementioned development or construction of power plants

(Continued)

21

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

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

Cost of goods sold
Unallocated production
overheads
Write-down and retirement of
inventories (Reversal of
write-downs)
Others
Total
For the three months ended
September 30,
For the three months ended
September 30,
For the nine months ended
September 30,
2022
2021
11,597,210
9,837,855
159,714
185,411
(26,970)
(171,696)
(29,372)
(110,514)
11,700,582
9,741,056
2022
$ 4,192,626
85,523
7,053
(11,484)
$
4,273,718
2021 2022
11,597,210
159,714
(26,970)
(29,372)
11,700,582

(iii) The inventories of the Group has been pledged as collateral of September 30, 2021, please refer to note 8. There were no such pledged as collateral of September 30, 2022 and December 31, 2021.

(g) Non-current assets held for sale

The Group decided to sell some foreign subsidiaries and has begun to process some selling matters, the assets and liabilities of foreign subsidiaries were presented as a disposal group held for sale, as the following.

Bank deposit
Inventories
Accounts receivable
Property, plant and equipment
Intangible assets
Restricted assets - non-current
Other assets
Assets held for sale
Bank borrowings
Other payables
Other liabilities
Lease liability - non-current
Liabilities held for sale
September 30,
2022
$ -
-
-
538,586
-
-
-
$
538,586
$ -
-
-
-
$
-
December 31,
2021
2,451
635,456
49,090
1,109,793
63,548
259,369
25,665
2,145,372
925,810
34,576
33,611
613,191
1,607,188
September 30,
2021
-
-
49,427
1,134,828
63,985
152,337
19,134
1,419,711
932,168
34,712
33,841
-
1,000,721

(Continued)

22

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

The impairment loss of $121,545 thousand and $15,791 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 consolidated statements of comprehensive income as of nine month ended September 30, 2022 and 2021, respectively.

  • (h) Investments accounted for using the equity method
Associates
Joint ventures
September 30,
2022
$ 219,402
3,822
$
223,224
December 31,
2021
208,145
3,328
211,473
September 30,
2021
222,112
3,350
225,462
  • (i) Please refer to note 13(b) for list of investments, percentage of ownership and main activities.

  • (ii) Considering the associates are not the biggest stockholders to the Group, besides, they cannot get more than half director seats or more than half of majority voting rights at the stockholder’ s meeting. Therefore, the Group only had significant influence on associates.

(iii) Associates

The Group’ s financial information on investments in individually insignificant associates accounted for using the equity method at the reporting date was as follow. This financial information was included in the consolidated financial statements:

September September 30, December 31, December 31, September 30,
2022 2021 2021
Carrying amount of individually
insignificant associates’ equity $ 219,402 208,145 222,112
For the three months ended For the nine months ended
September 30, September 30,
2022 2021 2022 2021
Attributable to the Group
Net income (loss) $ 2,649 8,317 7,085 (4,303)
Other comprehensive income 2,854 (1,696) 6,152 (9,096)
(loss)
Comprehensive income (loss) $ 5,503 6,621 13,237 (13,399)

(Continued)

23

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

  • (iv) The Group’s financial information on investments in individually insignificant joint ventures accounted for using the equity method was as follow:
The carrying amount of investments in the
individually insignificant joint ventures
September 30,
2022
$
3,822
December 31,
2021
3,328
September 30,
2021
3,350

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

  • (v) The aforementioned investments accounted for using the equity method of the Group had not been pledged as collateral.

  • (vi) The investments accounted for using the equity method and the share of profit or loss and other comprehensive income of those investments for the nine months ended September 30, 2022 and 2021 have not been reviewed.

  • (i) Loss of control over a subsidiary

During nine months ended September 30, 2022 and 2021, the Group sold all of its shares in subsidiaries and loss control of them, with the considerations of $427,897 thousand and $645,113 thousand, respectively, the disposal loss was $648 thousand and $86,004 thousand (including the effect of exchange rate changes of $82,215 thousand), which was included in other gains and losses.

The carrying amounts of assets and liabilities of subsidiary on the date of disposal were as follows:

For the nine months ended For the nine months ended
September 30,
2022 2021
Bank deposit $ 11,268 -
Receivables 55,398 -
Construction contracts receivable 1,912 -
Other current assets 97,787 98,249
Financial assets at fair value through other comprehensive income - 27,098
- non current
Property, plant and equipment 1,179,531 647,997
Other assets 162,525 80,538
Long-term liabilities (993,900) (158,221)
Current liabilities (84,422) (46,759)
Non current liabilities (249) -
Carrying amount of subsidiary’s net assets $ 429,850 648,902

(Continued)

24

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

(j) Property, plant and equipment

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

Cost:
Balance on January 1, 2022
Additions
Disposals
Reclassification
Reclassify to assets held for sale
Effect of changes in foreign
exchange rates
Balance on September 30, 2022
Balance on January 1, 2021
Additions
Disposals
Transfer in (out)
Reclassification
Reclassify to investment
property
Reclassify to lease property
Reclassify to assets held for sale
Effect of changes in foreign
exchange rates
Balance on September 30, 2021
Accumulated depreciation
Balance on January 1, 2022
Depreciation
Impairment loss
Disposals
Reclassify to assets held for sale
Effect of changes in foreign
exchange rates
Balance on September 30, 2022
Balance on January 1, 2021
Depreciation
Disposal
Transfer in (out)
Reclassification
Reclassify to investment
property
Reclassify to lease property
Reclassify to assets held for sale
Effect of changes in foreign
exchange rates
Balance on September 30, 2021
Land
$ 759,135
-
-
-
-
678
$
759,813
$ 787,322
-
-
-
-
-
-
(18,794)
(9,930)
$
758,598
$ -
-
-
-
-
-
$
-
$ -
-
-
-
-
-
-
-
-
$
-
Buildings
4,479,064
-
-
-
-
3,385
4,482,449
4,513,175
-
(979)
-
5,200
-
-
-
(48,737)
4,468,659
1,851,219
156,830
-
-
-
482
2,008,531
1,651,948
155,739
(979)
-
-
-
-
-
(7,864)
1,798,844
Machinery
and
equipment
18,659,052
95,545
(3,240,428)
13,559
-
3,086
15,530,814
19,168,372
-
(51,113)
-
149,992
-
(2,826)
-
(50,590)
19,213,835
17,196,768
419,979
-
(3,237,318)
-
221
14,379,650
17,364,601
424,768
(51,113)
-
(2,048)
-
(2,826)
-
(11,862)
17,721,520
Other
equipment
Equipment to be
inspected and
construction in
progress
5,249,960
285,492
279,444
2,224,411
(41,494)
-
1,613,242
(1,421,268)
(1,030,662)
-
429,442
129
6,499,932
1,088,764
7,519,158
222,641
17,377
406,461
(2,227)
-
(916,977)
-
30,986
(204,013)
(262,256)
-
-
-
(1,354,454)
(192,538)
(45,805)
(4,081)
4,985,802
228,470
2,171,021
-
178,396
-
121,545
-
(41,494)
-
(492,076)
-
160,508
-
2,097,900
-
2,598,464
144,666
193,364
-
(1,908)
-
(268,980)
-
(1,392)
-
(143,805)
-
-
-
(288,532)
(142,426)
(11,886)
(1,437)
2,075,325
803
Equipment to be
inspected and
construction in
progress
Equipment to be
inspected and
construction in
progress
Total
29,432,703
2,599,400
(3,281,922)
205,533
(1,030,662)
436,720
28,361,772
32,210,668
423,838
(54,319)
(916,977)
(17,835)
(262,256)
(2,826)
(1,565,786)
(159,143)
29,655,364
21,219,008
755,205
121,545
(3,278,812)
(492,076)
161,211
18,486,081
21,759,679
773,871
(54,000)
(268,980)
(3,440)
(143,805)
(2,826)
(430,958)
(33,049)
21,596,492
285,492
2,224,411
-
(1,421,268)
-
129
1,088,764
222,641
406,461
-
-
(204,013)
-
-
(192,538)
(4,081)
228,470
-
-
-
-
-
-
-
144,666
-
-
-
-
-
-
(142,426)
(1,437)
803

(Continued)

25

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

Carrying amounts:
Balance on January 1, 2022
Balance on September 30, 2022
Balance on January 1, 2021
Balance on September 30, 2021
Land
$
759,135
$
759,813
$
787,322
$
758,598
Buildings
2,627,845
2,473,918
2,861,227
2,669,815
Machinery
and
equipment
1,462,284
1,151,164
1,803,771
1,492,315
Other
equipment
3,078,939
Equipment to be
inspected and
construction in
progress
Equipment to be
inspected and
construction in
progress
Total
8,213,695
285,492
1,088,764
77,975
227,667
4,402,032 9,875,691
4,920,694 10,450,989
2,910,477 8,058,872
  • (i) Reclassify to assets held for sale, please refer to Note 6(g).

  • (ii) In the second quarter of 2021, some buildings were transferred to investment property at the fair value of the building at the date of transfer, because they were no longer used by the Group, and it was decided that the building would be leased to a third party. Please refer to Note 6(l).

  • (iii) The aforementioned property, plant and equipment of the Group had been pledged as collateral, please refer to Note 8.

  • (iv) For the nine months ended September 30, 2022, capitalized borrowing costs were $22,196 thousand relating to the acquisition of constructing factory, with capitalization rates of 1.9439%~2.79%. There were no such situation of September 30, 2021.

(k) Right-of-use assets

Carrying amount:
Balance at September 30, 2022
Balance at December 31, 2021
Balance at September 30, 2021
Land
$
370,939
$
385,988
$
392,995
Building
20,132
23,651
28,635
Machinery
and
equipment
1,631
2,695
2,198
Other
equipment
56,266
18,674
18,250
Total
448,968
431,008
442,078

In the second quarter of 2021, the Group lease the land, building, machinery and equipment and other equipment of right-of-use asset to the third party, which reclassified to investment property for $109,390 thousand. Except for the above, there were no significant additions, disposal, or recognition and reversal of the impairment losses of right-of-use assets leased by the Group for the nine months ended September 30, 2022 and 2021. Please refer to the 2021 annual consolidated financial statements for other related information.

(l) Investment property

The investment property includes the property owned by the Group. The leases of investment ~ properties contain an initial non-cancellable lease term of 3 10 years. Some leases provide the lessees with options to extend at the end of the term.

(Continued)

26

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

The details of investment property are as follows:

Carrying amount:
Balance at September 30, 2022
Balance at December 31, 2021
Balance at September 30, 2021
Properties
Land
Buildings
$
747,300
1,847,638
$
747,300
1,929,695
$
747,300
1,958,985
Right-of-use
asset
Land
158,481
167,130
169,084
Total
Land
$
747,300
$
747,300
$
747,300
2,753,419
2,844,125
2,875,369

In the second quarter of 2021, the Group lease its own buildings and the land of right-of-use asset to the third party, which reclassified to investment property $118,451 thousand and $109,390 thousand, respectively. Except for the above, there were no significant additions, disposal, or recognition and reversal of impairment losses of investment property for the nine months ended September 30, 2022 and 2021. Please refer to the 2021 annual consolidated financial statements for other related information.

The fair value of the investment property was not significantly different from those disclosed in the annual consolidated financial statements for the year ended December 31, 2021.

The investment property had been pledged as collateral for long-term borrowings, please refer to Note 8.

(m) Intangible assets

Contract with
Consultants
Carrying amount:
Balance at September 30, 2022
$
-
Balance at December 31, 2021
$
-
Balance at September 30, 2021
$
-
Contract with
Customers
-
-
-
Other
3,677
4,803
5,444
Total
3,677
4,803
5,444

Due to reclassification of the intangible asset to the asset held for sale, it decreased by $63,985 thousand for the nine months ended September 30, 2021. Except for the above, there were no significant additions, disposal, or recognition and reversal of impairment losses of intangible assets for the nine months ended September 30, 2022 and 2021. Please refer to the 2021 annual consolidated financial statements for other related information.

(Continued)

27

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

(n) Short-term borrowings

Unsecured bank loans

Power plant under construction project loans
Total

Range of interest rates
September 30,
2022
$ 1,267,187
422,734
$
1,689,921
1.8%~4.57%
December 31,
2021
50,389
-
50,389
1.85%
September 30,
2021
3,225,255
-
3,225,255
1.00%~1.90%

Please refer to Note 8 for details of the guarantee situation of the consolidated company using assets to set mortgage for bank loans.

  • (o) Short-term notes and bills payable
Commercial paper payable

Less: discounts on commercial paper payable
September 30,
2022
$ -
-
$
-
December 31,
2021
221,300
(47)
221,253
September 30,
2021
466,000
(147)
465,853

There were no significant issues, repurchases and repayments of short-term notes and bills payable for the nine months ended September 30, 2022 and 2021. Please refer to the 2021 annual consolidated financial statements for other related information.

  • (p) Long-term liabilities
Secured bank loans
Bank Loan - Syndicated loans

Bank Loan - Power Plant Project Loans
Bank Loan - Medium and Long-Term Loans
Other financing loan
Unsecured bank loans
Bank Loan - Medium and Long-Term Loans
Other financing loan
Less: Current portion
Total

Range of interest rates
September 30,
2022
$ 4,451,389
309,082
-
714,551
120,735
-
5,595,757
(2,549,560)
$
3,046,197
1.92%~4.75%
December 31,
2021
4,877,046
355,889
-
607,415
119,895
-
5,960,245
(2,434,533)
3,525,712
1.91%~4.75%
September 30,
2021
5,184,931
790,444
315,000
606,883
170,680
2,441
7,070,379
(3,156,185)
3,914,194
1.08%~4.75%

(Continued)

28

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

  • 1) The long-term loan contracts listed above will expire in November 2043.

  • 2) Except for the following, there were no significant issues, repurchases and repayments of long-term borrowings for the nine months ended September 30, 2022 and 2021. Please refer to the 2021 annual consolidated financial statements for other related information.

  • 3) Compliance with loan contracts

  • a) The Group entered into a syndicated loan contract with FMO Bank and DEG Bank. According to the terms and conditions on the contract, it requires the borrower, JRC, to maintain certain financial ratios based on their annual and semiannual consolidated financial reports, wherein the balance of the special reserve account should not be below USD$3,000 thousand. The Group intend to sell the subsidiaries and reclassify the related borrowings to liabilities held for sale, please refer to note 6(g). The subsidiary was sold in the second quarter of 2022.

  • b) The Group entered into a middle-to-long-term guaranteed loan from CATHAY BANK. According to the terms and conditions of the contract, it requires that the borrower, GES USA, to maintain certain financial ratios during the credit period. The loan had already been repaid in February 2022.

  • c) The Group entered into a long-term loan agreement with Bank SinoPac. According to the terms and conditions on the contract, it requires the borrower, Yong Liang, to maintain certain financial ratios during the credit period. The financial ratios as of 30 September 2022 are in compliance with the above requirements.

  • d) The Group entered into middle-to-long-term guaranteed loan with CATHAY BANK. According to the terms and conditions on the contract, it requires the borrower, MEGATWELVE, MEGATHIRTEEN and ASSETTHREE to maintain certain financial ratios based on its annual financial reports during the credit period. The ratios did not meet the above requirements on December 31, 2021, the Group has increased the compensation fund in accordance to the terms, and no breach of contract was committed. The loan had already been repaid in February 2022.

  • e) The Group 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 Group 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. The loan had already been repaid in the third quarter of 2021.

(Continued)

29

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

  • f) The Group entered into $6 billion syndicated loans with First Bank. According to the terms and conditions on the contract, it requires the Group 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 Group have to the 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, according to the terms on the contract, the financial ratios need not be reviewed this quarter due to the financial ratios as of 30 June 2022 are in compliance with the requirement.

  • g) The Group entered into a $4.5 billion syndicated loan with First Bank. According to the terms and conditions on the contract, it requires Utech’s to maintain certain financial ratios based on its annual financial reports during the credit period. The abovementioned syndicated loans and other loans which were lent by other banks had expired on September 30, 2022. The Group completed the negotiation to extend the maturity date to September 30, 2023, and the financial ratios before the maturity date need not be reviewed. As of September 30, 2022, the balance of bank loan was $2,302,295 thousand.

  • 4) Other loan agreements

The Group signed two long term contracts, with a duration of 25 year, with IMPA in December of 2017 and June of 2018. According to the terms and conditions of the loan, IMPA has the right to purchase all the shares of both GES AC, a company owned by the Group through MEGASIXTEEN, and AC GES, a company owned by the Group through TEV II and TEV Solar, starting from December 2022 and June 2024 respectively. Therefore, the contract includes an embedded derivative (selling a call option) that is not closely related to the main contract and is recognized as a financial liability designated at fair value through profit and loss; please refer to note 6(b) and (ad). According to the contracts, it restricts part of the consolidated entities to transfer the shares before the derivatives instrument expires; please refer to note 13(b).

The interest rates of MEGASIXTEEN and TEV II borrowing from IMPA were 4.25% and 4.75% respectively. After separating the short call option from the main contract, the adjusted loan interest rates became 11.08% and 11.38%, respectively.

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

(Continued)

30

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

(q) Bonds payable

Information about the Group’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)
For the three months ended
September 30,
2022
2021
Embedded derivative component
-revaluation loss on
redemption rights (recorded as
other gains and losses)
$
(1,500)
-
Interest expense
$
4,217
-
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)
For the three months ended
September 30,
2022
2021
Embedded derivative component
-revaluation loss on
redemption rights (recorded as
other gains and losses)
$
(1,500)
-
Interest expense
$
4,217
-
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)
For the three months ended
September 30,
2022
2021
Embedded derivative component
-revaluation loss on
redemption rights (recorded as
other gains and losses)
$
(1,500)
-
Interest expense
$
4,217
-
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)
For the three months ended
September 30,
2022
2021
Embedded derivative component
-revaluation loss on
redemption rights (recorded as
other gains and losses)
$
(1,500)
-
Interest expense
$
4,217
-
September 30,
2022
December 31,
2021
$ 3,000,000
3,000,000
(34,901)
(47,550)
$
2,965,099
2,952,450
$
2,100
6,900
$
177,366
177,366
For the nine months ended
September 30,
2022
2021
(4,800)
-
12,649
-
September 30,
2022
December 31,
2021
$ 3,000,000
3,000,000
(34,901)
(47,550)
$
2,965,099
2,952,450
$
2,100
6,900
$
177,366
177,366
For the nine months ended
September 30,
2022
2021
(4,800)
-
12,649
-
2022 2021 2022
(4,800)
12,649
-
-

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

3rd domestic unsecured 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)

31

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

3rd domestic unsecured 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) Preference share liabilities

Class A preference shares
Less: Current portion
Total
September 30,
2022
$ 10,154
(9,447)
$
707
December 31,
2021
16,500
(12,123)
4,377
September 30,
2021
19,471
(13,658)
5,813

The Group’ s subsidiaries, MEGASIXTEEN and TEV II, have issued Class A preference shares through GES AC and AC GES respectively. Relevant information was as follows:

Issuance date
Total amount issued
percentages of Class A
preference shares held by
shareholders
Issuance terms
- Voting rights
- Dividend rights
issued by MEGASIXTEEN
issued by TEV II
2017.12
2018.12
USD11,920 thousand dollars
USD10,051 thousand dollars
32.41%
33.81%
Yes
Yes
Shareholders will be given priority
to receive cumulative cash
dividend of 0.65% with a monthly
fixed Asset Management Fee each
quarter and are entitled to 99% of
profits sharing before expiration
date December 2022.
Shareholders will be given priority
to receive cumulative cash
dividend of 0.675% with a monthly
fixed Asset Management Fee each
quarter and are entitled to 99% of
sharing earned before expiration
date June 2024.
  • Others Starting from December 2022, the Group would be able to repurchase the entirety of Class A shares at contract price.

Starting from June 2024, the Group would be able to repurchase the entirety of Class A shares at contract price.

(Continued)

32

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

According to the above clauses, the Group has the financial obligation to make regular fixed payments to Class A preference shares shareholders. Therefore, the liabilities are separated and recognized as preference shares liabilities at the time of initial recognition.

In addition, the Group has the right to purchase all the Class A preference shares from the shareholders on a specified date. The above right is an embedded derivative call option, which is a financial asset designated at fair value through profit and loss at initial recognition, that is not closely related to the host contract. Please refer to note 6 (b) and (ad) for more details.

(s)

Lease liabilities

The Group leases certain land, buildings and transportation equipment for operating with lease terms of 3 ~ 20 years. The Group does not have bargain purchase options to acquire the leasehold land and buildings at the end of the lease terms. Therefore, some of these arrangements contain renewal options.

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

Current
Non-current
September 30,
2022
$
52,278
$
581,418
December 31,
2021
59,058
560,061
September 30,
2021
32,464
1,211,755

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

The amounts recognized in profit or loss were as follows:

Interest on lease liabilities
Variable lease payments not
included in the
measurement of lease
liabilities
Expenses relating to short-
term leases
Expenses relating to leases of
low-value assets, excluding
short-term leases of low-
value assets
For the three months ended
September 30,
2022
2021
$
4,153
4,275
$
15,809
3,336
$
4,464
3,565
$
110
474
For the nine months ended
September 30,
For the nine months ended
September 30,
2022
$
4,153
$
15,809
$
4,464
$
110
2022
12,968
27,667
9,648
286
2021
12,986
9,329
22,875
1,443

(Continued)

33

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

The amounts recognized in the statement of cash flows for the Group was as follow:

Total cash outflow for leases
(t)
Provisions
Warranties
Onerous contracts
Site restoration
For the nine
months ended
September 30,
2022
$
97,613
September 30,
2022
December 31,
2021
$ 112,435
92,972
39,600
64,746
50,406
8,075
$
202,441
165,793
For the nine
months ended
September 30,
2021
82,479
September 30,
2021
99,618
72,983
-
172,601

There were no significant changes in provisions for the nine months ended September 30, 2022 and 2021. Please refer to the 2021 annual consolidated financial statements for other related information.

(u) Operating lease

There were no significant changes in operating lease for the nine months ended September 30, 2022 and 2021. Please refer to the 2021 annual consolidated financial statements for other related information.

(v) Employee benefits

The pension costs incurred from the contributions to the Bureau of the Labor Insurance amounted to $14,129 thousand, $14,031 thousand, $40,293 thousand and $39,779 thousand for the three months and nine months ended September 30, 2022 and 2021, respectively.

(w) Income Taxes

  • (i) Components of income tax of the Group were as follows:
Income tax expense (income) For the three months ended
September 30,
For the three months ended
September 30,
For the nine months
ended September 30,
For the nine months
ended September 30,
2022
$
161
2021 2022
6,680
2021
729
  • (ii) For the nine months ended September 30, 2022 and 2021, there was no income tax recognized in other comprehensive income.

  • (iii) The Company's tax returns for the years through 2019 were assessed by the National Tax Bureau.

(Continued)

34

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

(x) Capital and other equity

Except for the following disclosure, there was no significant change in for capital and other equity for the periods from January 1 to September 30, 2022 and 2021. For the related information, please refer to the consolidated financial statements for the year ended December 31, 2021.

(i) Ordinary shares

Authorized share capital
Issued share capital
Total shares issued
September 30,
2022
$
36,000,000
$
16,277,905
$
1,627,791
December 31,
2021
36,000,000
16,278,140
1,627,814
September 30,
2021
36,000,000
15,079,003
1,507,900

Of the Group’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.

(ii) Capital surplus

The Company’s capital surplus includes share premium, conversion right of convertible bonds, change in equity of subsidiaries, associates and joint venture under equity method, and restricted shares for employees, etc.

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. The appropriation for legal reserve is discontinued when the balance of the legal reserve equals the total authorized capital. Aside from the aforesaid, the Company may, under its Articles of Incorporation or as required by the government, appropriate or reverse for special reserve. The remaining balance of the earnings, if any, may be appropriated according to the Board of Directors. Besides, if the distribution plan is issuing new shares, it should be appropriated according to a resolution of a shareholder’s meeting.

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

(Continued)

35

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

In principle, the Group distributes dividends via both shares and cash as their dividend policy, and cash dividends should not be less than 10% of total dividends distributed.

The offset of accumulated deficits for 2021 and 2020 had been resolved, respectively, during the shareholder’s meeting held on June 24, 2022 and May 7, 2021. Related information would be available at the Market Observation Post System website.

(iv) Treasury shares

The Group acquired treasury shares as result of merging Gintech Energy on October 1, 2018. Related information was as follow:

The
Group acquired treasury shares
Related information was as follow:
as result of merging Gintech Energy on October 1, 2018
Balance at September 30, 2022
Balance at December 31, 2021
Balance at September 30, 2021
Number of shares
held
(in thousands
of shares)
$
1,066
$
1,066
$
1,066
Carrying
Amount
18,699
18,699
18,699
Market Price
22,965
23,285
21,846

The shares of the Group 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. The change of the treasury shares was the capital reduction offset accumulated deficits.

(y) Share-based payment

(i) As of September 30, 2022, the Group's restricted share plan for employees are as follows. There were no significant changes in share-based payment for the nine months ended September 30, 2022 and 2021. Please refer to the 2021 annual consolidated financial statements for other related information.

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 Group will reduce
capital and adjust the
number of forfeited shares
The Group will reduce
capital and adjust the
number of forfeited shares

(Continued)

36

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

Information for the cost of share-based payment

Wages expense

For the nine months ended
September 30,
For the nine months ended
September 30,
2022
$
652
2021
5,095

(z) Earnings (loss) per share

Calculations on earnings (loss) per share of the Group were as follows:

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 three months ended
September 30,
2022
2021
$
192,918
(90,749)
1,626,670
1,506,138
$
0.12
(0.06)
$ 192,918
3,373
196,291
1,626,670
143,541
1,732
1,771,943
$
0.11
For the nine months ended
September 30,
For the nine months ended
September 30,
2022
$
192,918
1,626,670
$
0.12
$ 192,918
3,373
196,291
1,626,670
143,541
1,732
1,771,943
$
0.11
2022
967,305
1,626,624
0.59
967,305
10,119
977,424
1,626,624
143,541
1,732
1,771,897
0.55
2021
(848,252)
1,506,068
(0.56)

(Continued)

37

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

(aa) Revenue from contracts with customers

  • (i) Disaggregation of revenue:
Major products
Solar products
System
Other
For the three months ended
September 30,
2022
2021
$ 4,517,360
3,140,696
227,896
228,166
1,145
134,961
$
4,746,401
3,503,823
For the nine months ended
September 30,
2022
2021
12,030,927
8,751,278
861,512
938,699
438,855
488,497
13,331,294
10,178,474
For the nine months ended
September 30,
2022
2021
12,030,927
8,751,278
861,512
938,699
438,855
488,497
13,331,294
10,178,474
2022
$ 4,517,360
227,896
1,145
$
4,746,401
2022
12,030,927
861,512
438,855
13,331,294
8,751,278
938,699
488,497
10,178,474

(ii) Contract balance

Notes and accounts receivable
Contract assets
OEM contract
Construction contract
Power plant construction contract
Less: allowance for impairment
Contract liabilities
Sales of products
Construction contract
September 30,
2022
$
2,825,320
$ 139,608
256,768
-
-
$
396,376
$ 544,306
26,512
$
570,818
December 31,
2021
2,096,909
105,607
109,580
-
-
215,187
477,713
28,953
506,666
September 30,
2021
2,493,483
-
-
149,481
-
149,481
572,884
62,162
635,046

1) The details on accounts receivable and allowance for impairment, please refer to note 6(e).

  • 2) The beginning balance of contract liabilities recognized as revenue from January 1 to September 30, 2022 and 2021 were $417,251 thousand and $235,872 thousand, respectively.

(Continued)

38

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

  • 3) Contract asset is providing OEM contracts for customers that exchange equivalent consideration rights and recognized construction income which has not yet been requested until the reporting date.

  • (ab) Employee compensation and directors’ remuneration

According to the Articles of Incorporation, once the Group 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 Group 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 $37,317 thousand and $7,463 thousand, respectively, for the nine months ended September 30, 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. There were no such situation of September 30, 2021. Related information would be available at the Market Observation Post System website.

  • (ac) Non-operating Income and Expenses

  • (i) Other income

Lease income
Dividend income
Other income
For the three months ended
September 30,
For the three months ended
September 30,
For the nine months ended
September 30,
For the nine months ended
September 30,
2022
$ 50,618
16,088
29,800
$
96,506
2021 2022
148,937
16,088
118,485
283,510
2021
56,844
12,064
11,635
141,883
14,178
51,575
80,543 207,636

(Continued)

39

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

(ii) Other gains and losses

Gain (loss) on foreign
currency exchange
Gain on disposal of
property, plant and
equipment and power
facilities business
Loss on disposals of
investments
Impairment loss of non-
current assets held for
sale
(Losses) gains on
financial assets
(liabilities)
Other
For the three months ended
September 30,
For the three months ended
September 30,
For the nine months ended
September 30,
2022
2021
250,430
(16,800)
33,529
94
(648)
(101,795)
(121,545)
(15,791)
(167,678)
28,615
227,132
(22,543)
221,220
(128,220)
2022
$ 131,905
95
-
(121,545)
(97,133)
240,790
$
154,112
2021 2022
250,430
33,529
(648)
(121,545)
(167,678)
227,132
221,220

The Group didn’t fulfill the procurement agreement with the supplier K, who won the lawsuit in the high court on January 27, 2021. Therefore, the Group recognized compensation losses on December 31, 2020. The Group 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 Group according to the procurement agreement, and the FD and FE companies won the lawsuit; therefore, the Group has reached a settlement with FD and FE companies on October 26, 2022. The Group has recognized $156,800 thousand as compensation losses.

(ad) Financial Instruments

Except for the contention mentioned below, there was no significant change in the fair value of the Group’s financial instruments and degree of exposure to credit risk, liquidity risk and market risk arising from financial instruments. For the related information, please refer to the consolidated financial statements for the year ended December 31, 2021.

(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)

40

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

2) Concentration of credit risk

The Group 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 Group’s financial assets at amortized cost, accounts receivable and other receivables are all with low risk on the reporting date. Therefore, the Group measures the allowance for impairment based on the 12 months expected credit loss. Please refer to note 6(d), (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.

September 30, 2022
Non-derivative financial liabilities
Bank borrowings
Lease liabilities
Non-interest bearing liabilities
Derivative financial liabilities (Note)
Inflow
Outflow
December 31, 2021
Non-derivative financial liabilities
Bank borrowings
Short-term notes and bills payable
Lease liabilites
Non-interest bearing liabilities
Derivative financial liabilites (Note)
Inflow
Outflow
September 30, 2021
Non-derivative financial liabilities
Bank borrowing
Short-term notes and bills payable
Lease liabilities
Non-interest bearing liabilities
Derivative financial liabilities (Note)
Inflow
Outflow
Contractual
cash flows
$ 7,926,247
792,259
2,911,708
(1,466,318)
1,463,598
$ 11,627,494
$ 6,619,127
221,300
798,978
2,722,927
(1,149,027)
1,141,643
$ 10,354,948
$ 10,976,099
466,000
1,562,233
3,085,449
(432,720)
428,824
$ 16,085,885
Within 1
year
4,421,161
67,829
2,911,708
(1,466,318)
1,463,598
7,397,978
2,625,798
221,300
74,879
2,722,927
(1,149,027)
1,141,643
5,637,520
6,557,655
466,000
75,848
3,085,449
(432,720)
428,824
10,181,056
1-2 years
2,246,987
60,589
-
-
-
2,307,576
776,875
-
55,952
-
-
-
832,827
921,583
-
77,442
-
-
-
999,025
2-3 years
104,572
58,859
-
-
-
163,431
2,193,578
-
53,537
-
-
-
2,247,115
2,459,754
-
95,033
-
-
-
2,554,787
Over 3
years
1,153,527
604,982
-
-
-
1,758,509
1,022,876
-
614,610
-
-
-
1,637,486
1,037,107
-
1,313,910
-
-
-
2,351,017

(Continued)

41

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

  • Note: The call option sold derives from the loan contract signed by the Group and IMPA (please refer to note 6(p) for more details). This financial liability is recognized at fair value (please refer to note 6(b)), and has been adjusted according to the real interest rate of the contract. The relevant cash flow also reflects the contractual cash flow of the bank loan, therefore it is not included in the cash flow from derivative financial instruments.

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

  • (iii) Market risk

1) Currency risk

The Group’s significant exposure to foreign currency risk was as follow:

Financial assets
Monetary items
USD
EUR
GBP
Non-Monetary items
MYR
Financial liabilities
Monetary items
USD
EUR
September 30, 20 September 30, 20 22
NTD
4,231,032
239,419
42,922
75,269
1,872,564
198,301
De cember 31, 20 21
NTD
2,976,683
149,102
12,132
67,322
2,107,624
29,896
September 30, 2021 September 30, 2021
Foreign
currency
(in
thousands)
$ 133,156
7,686
1,218
11,448
58,932
6,366
Exchange
rate
31.7750
31.1500
35.2400
6.5750
31.7750
31.1500
Foreign
currency
(in
thousands)
107,578
4,753
325
10,580
76,170
953
Exchange
rate
27.6700
31.3700
37.3300
6.3630
27.6700
31.3700
Foreign
currency
(in
thousands)
128,958
10,684
1,152
10,350
134,128
3,847
Exchange
rate
NTD
27.8600
3,592,770
32.3400
345,521
37.5100
43,212
6.3810
66,042
27.8600
3,736,806
32.3400
124,412

The Group’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 Taiwanese Dollars would have decreased or increased and increased or decreased the net profit (loss) before tax for the nine months ended September 30, 2022 and 2021 by $24,425 thousand and $2,076 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 Group has many kinds of functional currency, the information on foreign exchange gain (loss) on monetary items is disclosed by total amount. For the nine months ended September 30, 2022 and 2021, foreign exchange gain (loss) (including realized and unrealized portions), please refer to note 6 (ac).

2) Interest rate risk

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

(Continued)

42

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES Notes to the Consolidated 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 Group management’ s assessment of the reasonably possible interest rate change.

If the interest rate had increased / decreased by 0.25%, the Group’s net income would have decreased / increased by $2,468 thousand and $2,023 thousand for the nine months ended September 30, 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 Group’ s variable interest rate deposit and loans.

In addition, the Group’ 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 Group’ 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 follows:

Prices of securities at the reporting date
Increasing 5%
Decreasing 5%
For the nine
months ended
September 30,
2022
$
16,448
$
(16,448)
For the nine
months ended
September 30,
2021
22,683
(22,683)
  • 4) Fair value of financial instruments

  • a) Fair value hierarchy

The Group’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)

43

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES Notes to the Consolidated 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 and short-term
borrowings
Accounts payable (including
related parties)
Lease liabilities
Preference share liabilities
Other financial liabilities
September 30, 2022 September 30, 2022 September 30, 2022
Book value
$
181,078
$ 328,958
342,938
$
671,896
$ 3,699,076
2,825,320
516,521
624,594
140,787
425,978
$
8,232,276
$
66,006
$ 2,965,099
7,285,678
1,367,936
633,696
10,154
1,543,772
$
13,806,335
Fair Value
Level 1
-
166,628
-
166,628
-
Level 2
2,720
162,330
-
162,330
-
Level 3
178,358
-
342,938
342,938
66,006
Total
181,078
328,958
342,938
671,896
66,006

(Continued)

44

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

Financial assets at fair value
through profit or 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
Lone-term and short-term
borrowings
Short-term notes payable
Accounts payable (including
related parties)
Lease liabilities
Preference share liabilities
Other financial liabilities
December 31, 2021 December 31, 2021 December 31, 2021
Book value
$
171,351
$ 389,616
55,887
$
445,503
$ 5,254,173
2,096,909
570,917
924,036
654,938
453,208
$
9,954,181
$
51,821
$ 2,952,450
6,010,634
221,253
1,355,764
619,119
16,500
1,367,163
$
12,542,883
Fair Value
Level 1
-
167,366
-
167,366
-
Level 2
7,384
222,250
-
222,250
-
Level 3
163,967
-
55,887
55,887
51,821
Total
171,351
389,616
55,887
445,503
51,821

(Continued)

45

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES Notes to the Consolidated 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)
Financial assets measured at
amortized cost
Other financial assets
Refundable deposits
Financial liabilities at fair value
through profit and loss
Derivative financial liabilities
Financial liabilities measured at
amortized cost
Long-term and short-term
borrowings
Short-term notes payable
Accounts payable (including
related parties)
Lease liabilities
Preference share liabilities
Other financial liabilities
September 30, 2021 September 30, 2021 September 30, 2021
Book value
$
174,324
$ 453,653
62,991
$
516,644
$ 4,614,037
2,493,483
685,074
139,300
800,813
738,081
$
9,470,788
$
66,700
$ 10,295,634
465,853
1,719,894
1,244,219
19,471
1,365,556
$
15,110,627
Fair Value
Level 1
-
158,253
-
158,253
-
Level 2
3,897
295,400
-
295,400
-
Level 3
170,427
-
62,991
62,991
66,700
Total
174,324
453,653
62,991
516,644
66,700

(Continued)

46

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

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

The Group’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.

  • 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 Group 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 is determined by reference to their 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.

(Continued)

47

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

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.

d) Reconciliation of Level 3 fair values

The changes in Level 3 fair values for the nine months ended September 30, 2022 and 2021 are as follows:

Opening balance
Additions
Total gains and losses recognized in profit
and loss
Total gains and losses recognized in other
comprehensive income
Reclassification
Effect of exchange rate changes
Ending balance
Derivative instrument -
Net of fair value measured
through profit and loss
Derivative instrument -
Net of fair value measured
through profit and loss
Non quoted equity
instrument - fair value
through other
comprehensive income
Non quoted equity
instrument - fair value
through other
comprehensive income
2022
$ 112,146
(14,493)
(1,213)
-
-
15,912
$
112,352
2021 2022
55,887
228,262
-
53,173
5,616
-
342,938
2021
82,317
-
22,249
-
-
(839)
103,727
62,991
-
-
-
-
-
62,991

As of September 30, 2022 and 2021, the total gains and losses were included in “other gains and losses” and “unrealized gains and losses of financial assets at fair value through other comprehensive income”. The relevant assets were as follows:

Total gains and losses recognized:
In gains and losses, and presented in “other gains
and losses”
In other comprehensive income, and presented in
“unrealized gains and losses from financial assets
at fair value through other comprehensive
income”
For the nine months
ended September 30,
2022
2021
$
(1,213)
22,249

$
53,173
-
For the nine months
ended September 30,
2022
2021
$
(1,213)
22,249

$
53,173
-
2022
$
(1,213)

$
53,173
22,249
-

(Continued)

48

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

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

The Group’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”.

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 follow:

Item
Financial assets
measured at fair
value through
profit and loss -
derivatives
instruments (long
call options and
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
Valuation
technique
Option pricing
model
Market Approach
Income Approach
Significant
unobservable inputs
Inter-relationship
between significant
unobservable inputs
and fair value
measurements
‧Stock price volatility
(22%~32% for
September 30, 2022 and
December 31, 2021,
25%~33% for September
30, 2021, respectively)
˙The higher the
volatility of the stock
price, the higher the
fair value of longing
the call option and
lower the fair value
of shorting the call
option
‧Discount for Lack of
Marketability (10% for
September 30, 2022)
‧Price-Book Ratio (1.89 for
September 30, 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 September 30, 2022)
‧The higher the ratio,
the lower the fair
value

(Continued)

49

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

  • f) Fair value measurements in Level 3 – sensitivity analysis of reasonably possible alternative assumptions
alternative assumptions
Financial assets measured at fair
value through profit and loss - derivatives instruments (long call
options)
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
22%~32%
22%~32%
22%~30%
22%~30%
10%
10%
1.89
1.89
15.7236%
15.7236%
Increase(+)
or
decrease(-)
The effect of fair value
fluctuations in profit and
loss
Favorable
Unfavorable
-
-
-
-
-
(1,503)
1,501
-
-
(3,974)
3,974
-
3,576
-
-
(3,576)
(34,037)
-
64,095
+0.5%
-0.5%
+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.

(ae) Financial risk management

There were no significant changes in the Group's financial risk management and policies as disclosed in the consolidated financial statements for the year ended December 31, 2021.

(af) Capital management

Management believes that the objectives, policies and processes of capital management of the Group has been applied consistently with those described in the consolidated financial statements for the year ended December 31, 2021. Also, management believes that there were no significant changes in the Group's capital management information as disclosed for the year ended December 31, 2021.

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

The Group’s investing and financing activities which did not affect the current cash flow in the nine months ended September 30, 2022 and 2021, were as follows:

(Continued)

50

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

  • (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 payable
Lease liabilities
Preference share liabilities
Bonds payable
Total liabilities from financing activities
Long-term borrowings
Short-term borrowings
Shor-term bills payable
Lease liabilities
Preference share liabilities
Total liabilities from financing activities
January 1,
2022
$ 5,960,245
50,389
221,253
619,119
16,500
2,952,450
$
9,819,956
January 1,
2021
$ 10,482,412
2,320,002
174,810
655,934
28,282
$
13,661,440
Cash flows
(526,506)
1,628,306
(221,300)
(60,012)
(13,117)
-
807,371
Cash flows
(2,317,851)
924,690
291,100
(48,832)
(12,704)
(1,163,597)
Foreign
exchange
movements
and others
162,018
11,226
47
74,589
6,771
12,649
267,300
Foreign
exchange
movements
and others
(1,094,182)
(19,437)
(57)
637,117
3,893
(472,666)
September
30, 2022
5,595,757
1,689,921
-
633,696
10,154
2,965,099
10,894,627
September
30, 2021
7,070,379
3,225,255
465,853
1,244,219
19,471
12,025,177

(7) Related-party transactions:

  • (a) Name and relationship with related parties
Name of related party Relationship with the Group
Phanes Holding Inc. Other related party
Oryx Solar System Solutions LLC Other related party
DS Energy Technology Co., Ltd. (“DS Energy”) Other related party (Note 2)
Solarbright energy Co., Ltd. (“Solarbright”) Associate
Apex Solar Corporation (“Apex”) Associate (Note 1)
Clean Focus Yield Limited (“CFY”) Other related party
Clean Focus Corporation(“CFC”) Other related party
Verde Solar Inc. Other related party
V5 Technologies Co., Ltd. Associate
Gintung energy Corporation Associate
CF MN DevCo One LLC Joint venture
CF MN DevCo Two LLC Joint venture
NSP ET CAP MN HOLDINGS LLC Joint venture

(Continued)

51

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

Note 1: A former subsidiary of the Group, 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 2: The Group has no significant influence on DS Energy in the third quarter of 2022. Therefore, only show the transactions as of June 30, 2022.

  • (b) Significant transactions with related parties

  • (i) Sales, accounts receivable and contract assets

Details of sales by the Group to related parties were as follows:

Associates For the three months ended
September 30
2022
2021
$
67,868
166,082
For the three months ended
September 30
2022
2021
$
67,868
166,082
For the nine months ended
September 30
2022
2021
For the nine months ended
September 30
2022
2021
2022
$
67,868
2022
150,165 257,159

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

Associates
Apex
Others
Other related parties
CFC
Verde Solar Inc.
Less: Impairment
allowance
September 30, 2022
Contract
Assets
27,758
-
-
-
-
27,758
December 31, 2021
Accounts
Receivable
Contract
Assets
8,431
31,821
13,665
-
126,769
-
76,549
-
(25)
-
225,389
31,821
September 30, 2021 September 30, 2021
Accounts
Receivable
$ 16,906
-
139,220
-
-
$
156,126
Accounts
Receivable
8,431
13,665
126,769
76,549
(25)
225,389
Accounts
Receivable
46,945
-
127,639
77,075
-
251,659
Contract
Assets
38,504
-
-
-
-
38,504
  • (ii) Purchases, accounts payable and contract liabilities

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

Associates For the three months ended
September 30
2022
2021
$
-
1,625
For the three months ended
September 30
2022
2021
$
-
1,625
For the nine months ended
September 30
2022
2021
For the nine months ended
September 30
2022
2021
2022
$
-
2022
3,996 6,953

(Continued)

52

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

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

Associates September 30, 2022 September 30, 2022 September 30, 2022 December
Accounts
Payable
-
December
Accounts
Payable
-
31, 2021
Contract
liabilities
23,223
September 30, 2021
Accounts
Payable
Contract
liabilities
2,132
41,788
September 30, 2021
Accounts
Payable
Contract
liabilities
2,132
41,788
Accounts
Payable
Contract
liabilities
$
-
25,386 41,788
  • (iii) The following are mainly generated from mutual advance payments for building power facilities between the Group and related parties, which were including in other receivables and other current liabilities:
Associates
Joint ventures
Other related parties
CFC
Less: Impairment allowance
Associates
Joint ventures
Other receivables Other receivables
September 30,
2022
December 31,
2021
September 30,
2021
$ 381
381
276
52,979
46,078
46,392
189,298
292,952
294,963
(12,075)
(10,515)
(10,587)
$
230,583
328,896
331,044
Other current liabilities
September 30,
2021
276
46,392
294,963
(10,587)
331,044
September 30,
2022
$ 5,259
25,029
$
30,288
December 31,
2021
165
21,795
21,960
September 30,
2021
-
21,945
21,945
  • (iv) Purchase of property, plant and equipment
Other related parties Payables on equipment (classified as other
current liabilities)
September 30,
2022
December 31,
2021
September 30,
2021
$
2,240
1,951
1,964
Payables on equipment (classified as other
current liabilities)
Payables on equipment (classified as other
current liabilities)
Payables on equipment (classified as other
current liabilities)
Payables on equipment (classified as other
current liabilities)
December 31,
2021
1,951
September 30,
2021
$
2,240
1,964
  • (v) Disposal of investee companies that adopt equity method

The Group invested in 28.67% of CFY’s shares, with the right of redemption. Both parties agreed the Group require CFY to redeem all of its shares with certain conditions. The right has been executed by the Group in 2020, with the execution price of $1,649,963 thousand. In addition, as of September 30, 2022, December 31 and September 30, 2021, the remaining balance on the above disposal amounting to $115,197 thousand, $100,315 thousand and $101,004 thousand, respectively, which has not yet be collected, accounted for as other receivables from related parties.

(Continued)

53

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

(vi) Disposal of subsidiaries

The Company disposed all of Apex’s shares to Solarbright during the second quarter of 2021, with the consideration of $198,282 thousand and the profit of $83 thousand.

  • (vii) Acquisitions of financial assets

The Company acquired the marketable securities of Top Green Energy Technologies Inc. from Apex during 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 three months ended
September 30,
2022
2021
$ 19,328
15,836
287
361
(1)
500
$
19,614
16,697
For the nine months ended
September 30,
For the nine months ended
September 30,
2022
$ 19,328
287
(1)
$
19,614
2022
52,493
922
151
53,566
2021
48,832
1,084
1,611
51,527

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

(8) Pledged assets:

The carrying amounts of pledged assets were as follows:

Pledged assets September 30,
2022
$ 3,576,229
2,493,965
-
-
1,015,156
-
140,787
-
$
7,226,137
December 31,
2021
3,908,489
2,569,975
1,253,441
-
1,345,902
-
654,938
31,342
9,764,087
September 30,
2021
Property, plant and equipment
Investment property
Non-current assets held for sale
Financial assets at fair value through other
comprehensive income
Restricted bank deposit (accounted for as other
financial assets and other non-current assets)
Inventory
Refundable deposit
Lease receivables (accounted for as other financial
assets and other non-current assets)
3,036,034
2,595,312
1,153,236
107,550
1,331,532
58,138
738,081
31,713
9,051,596

(Continued)

54

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

(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))
September 30,
2022
$
-
$
4,439
$
3,376,052
December 31,
2021
6
553
3,239,679
September 30,
2021
-
69
4,756,143
  • (ii) The Group have obtained orders for power facility construction and contracted the projects out to developers and contractors. The Group entered into construction and materials contract with several contractors, and the unpaid amounts were as follows:
Unpaid amount September 30,
2022
$
3,821,528
December 31,
2021
2,178,470
September 30,
2021
2,132,947
  • (iii) The Group agreed to have an obligation to sell the shares of the investees in the specific period, please refer to note 6(b).

  • (iv) The Group signed an electricity purchase contract with several companies. According to the contract, the Group can sell its own power plant to these companies, who are not allowed to resell electricity without authorization from the Group. The contracts are irrevocable, with contract periods ranging from 20~31 years.

  • (v) Due to power plant installations, the Group signed non-fixed lease payment agreements with others, please refer to note 6(s).

  • (vi) The Group entered into separate long-term purchase agreements with several different silicon wafer suppliers. The Group 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 Group will recognize the impairments on the prepaid amounts according to the suppliers’ operations as follows:

Advance payment
Accumulated impairment loss
September 30,
2022
$
2,094,517
$
164,853
December 31,
2021
2,100,857
164,853
September 30,
2021
2,101,227
164,853
  • (vii) As of September 30, 2022 and September 30, 2021, the Group issued guarantee for Directorate General of Customs and sales Project, amounting to $822,758 thousand and $911,160 thousand, respectively.

(Continued)

55

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

(b) Contingencies

The Group leased its plants to DU then a fire broke out in October 2017, and DU was affected and requested damages from the Group. The two parties reached a settlement in May 2019 that offset the money DU owed to the Group. However, EZ Bank, the mortgagee of DU’ s equipment, had objections to the settlement, and requested the Group to pay damages to DU, claim that the creditor’ s rights and debts could not be offset by the Group. The Group assessed that it was against DU that the creditor’s rights of DU and DU’s right to claim damages against the Group are legally offset, so EZ Bank’s request has no basis. In this case, on July 1, 2021, the court judged that the Group should pay EZ Bank $159,335 thousand. The Group 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: Please refer to note 6(ac).

(12) Others:

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

Functions
Nature
For the three months ended
September 30, 2022
For the three months ended
September 30, 2022
For the three months ended
September 30, 2022
For the three months ended
September 30, 2021
For the three months ended
September 30, 2021
For the three months ended
September 30, 2021
Operating
cost
Operating
expenses
Total Operating
cost
Operating
expenses
Total
Employee benefit expense
Salaries
Labor and health insurance
Pension
Others
Depreciation expense (Note)
Amortization expense
267,457
23,894
9,889
28,465
270,798
-
112,275
8,111
4,240
4,688
15,826
596
379,732
32,005
14,129
33,153
286,624
596
272,684
21,065
8,356
34,051
229,141
-
109,948
10,611
5,675
6,247
29,310
571
382,632
31,676
14,031
40,298
258,451
571
Functions
Nature
For the nine months ended
September 30, 2022
For the nine months ended
September 30, 2022
For the nine months ended
September 30, 2022
For the nine months ended
September 30, 2021
For the nine months ended
September 30, 2021
For the nine months ended
September 30, 2021
Operating
cost
Operating
expenses
Total Operating
cost
Operating
expenses
Total
Employee benefit expense
Salaries
Labor and health insurance
Pension
Others
Depreciation expense (Note)
Amortization expense
810,529
71,628
29,886
102,638
747,825
-
328,979
24,288
10,407
13,889
47,745
1,846
1,139,508
95,916
40,293
116,527
795,570
1,846
727,786
62,183
24,221
73,919
715,062
463
335,877
25,245
15,558
17,460
95,938
3,719
1,063,663
87,428
39,779
91,379
811,000
4,182

(Continued)

56

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

  • Note: Exclude the depreciation expense of investment property $31,336 thousand, $31,244 thousand, $94,007 thousand and $93,732 thousand during the three months and nine months ended September 30, 2022 and 2021, respectively.

(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 Group for the nine months ended September 30, 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 Group’s paid-in capital: None.

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

  • (vii) Information regarding related-parties purchases and/or sales exceeding 100 million or 20% of the Group’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.

  • (x) Significant transactions and business relationship between the parent company and its subsidiaries: Please see Table 6 attached.

  • (b) Information on investees:

The followings are the information on investees for the nine months ended September 30, 2022: Please see Table 7 attached.

(Continued)

57

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

  • (c) Information on investment in Mainland China: Please see Table 8 attached.

  • (d) Major shareholders:

Major shareholders:
Shareholding
Shareholder’s Name
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 Group’ 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:

The Group’s operating segment information and reconciliation are as follows:

For the nine months ended September 30, 2022 Solar energy
$ 12,068,142
305,082
$
12,373,224
$
599,200
Solar energy
$ 4,518,505
40,360
$
4,558,865
$
143,340
System
861,512
-
861,512
51,223
System
227,896
-
227,896
(130,558)
Others
401,640
-
401,640
(26,798)
Others
-
-
-
(12,227)
Reconciliation
and
elimination
Total
13,331,294
-
Revenue
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
For the three months ended September 30, 2022
-
(305,082)
(305,082)
-
Reconciliation
and
elimination
13,331,294
623,625
Total
4,746,401
-
Revenue
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
-
(40,360)
(40,360)
-
4,746,401
555

58

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

For the nine months ended September 30, 2021 Solar energy
$ 9,062,865
106,926
$
9,169,791
$
(375,178)
Solar energy
$ 3,200,557
63,898
$
3,264,455
$
(33,408)
System
951,152
-
951,152
(246,325)
System
240,572
-
240,572
(36,343)
Others
164,457
-
164,457
(37,834)
Others
62,694
-
62,694
(3,461)
Reconciliation
and
elimination
Total
10,178,474
-
10,178,474
(648,173)
Total
3,503,823
-
3,503,823
(62,048)
Revenue
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
For the three months ended September 30, 2021
-
(106,926)
(106,926)
11,164
Reconciliation
and
elimination
Revenue
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
-
(63,898)
(63,898)
11,164

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

FOR THE NINE MONTHS ENDED September 30, 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
1
1
The Company
The Company
The Company
GES USA
GES USA
NSP System
Yong Liang
GES USA
MEGASIXTEEN
TEV SOLAR ALPHA18 LLC
(2)
(2)
(2)
(2)
(2)
3,270,481
3,270,481
3,270,481
874,970
874,970
500,000
1,810,000
476,625
270,088
319,339
500,000
1,810,000
476,625
270,088
319,339
-
643,470
-
270,088
319,339
-
-
-
-
-
3.06
11.07
2.91
30.87
36.50
8,176,203
8,176,203
8,176,203
1,749,940
1,749,940
Y
Y
Y
Y
Y
N
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 homes pursuant 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.

Note 3: Based on the “Rules of Guarantees by GES USA,” the ceiling for the total guaranteed amount was 200% of GES USA’s net asset value, and the limit of the guaranteed amount for a single party was 100% of GES USA’s net asset value. But for business purposes, the limit on the guaranteed amount was the total of the purchases from or sales to GES USA within the most recent year. GES USA’s net asset value is based on its latest settlement financial statement.

(Continued)

~ 59 ~

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES MARKETABLE SECURITIES HELD

September 30, 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 2022.9.30 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
136,937
29,691
162,330
121,848
2,000
8,188
-
-
71,523
5,616
133,763
-
0.38%
0.35%
9.52%
1.61%
2.00%
10.00%
26.09%
28.07%
0.43%
12.14%
60.00%
100.00%
136,937
29,691
162,330
121,848
2,000
8,188
-
-
71,523
5,616
133,763
-
1
2

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.

(Continued)

~ 60 ~

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES ACQUIRED AND DISPOSED AT COSTS OR PRICES OF AT LEAST $300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE NINE MONTHS ENDED September 30, 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
(thousands)
Amount Shares
(thousands)
Amount Shares
(thousands)
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) - - (61,056)
(Note2)
41,096 (669,501)

Note 1 Due to capital reduction to cover losses.

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

Note 3 The aforementioned inter-company transactions have been eliminated in the consolidated financial statements.

(Continued)

~ 61 ~

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST $100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE NINE MONTHS ENDED September 30, 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
NSP System
NSP System
Utech
Gintech(Tailand)
Yong Liang
Apex
Subsidiary
Grandson company
Associate
Associate
Purchase
Purchase
Contracted project
Sales and
contracted project
193,760
277,651
252,005
106,471
2%
3%
52%
22%
OA 14 days after receipt
60 days from the invoice date
14 days from the invoice date
14~15 days from the invoice date






(94,877)
(140,066)

15,215
(7.77%)
(11.47%)
-%
42.10%
1
1
1,2
2

Note 1 The aforementioned inter-company transactions have been eliminated in the consolidated financial statements.

(Continued)

Note 2:The contracted company recognizes its construction revenue through percentage of completion method, and the amount of sales included.

~ 62 ~

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES

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

FOR THE NINE MONTHS ENDED September 30, 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
GES USA
DelSolar US
TEV II
Beryl
NSP NEVADA
GES UK
Gintech(Tailand)
USD1
NSP BVI
DelSolar US
GES ME
NSP NEVADA
NSP System
Munisol
Beryl
TEV Solar
CFC
GES USA
GES USA
The Company
Beryl
CFY
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Grandson company
Subsidiary
Subsidiary
Associate
Subsidiary
Subsidiary
Parent company
Associate
Other relatedparty
765,030
657,011
559,850
144,390
938,222
800,364
625,177
308,024
428,968
184,500
140,066
121,346
115,197
-
-
-
-
-
-
-
-
-
-
4.17
-
-
765,030
657,011
559,850
-
-
-
-
-
-
184,500
140,066
-
115,197
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable according to the financial situation
Receivable accordingto the schedule of signingcontracts
-
-
-
-
-
-
-
-
125,609
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

Note 1:Receivables arising from the payment of power plant construction payments or procurement transactions don’t apply to turnover rate. Note 2 The aforementioned inter-company transactions have been eliminated in the consolidated financial statements.

(Continued)

~ 63 ~

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES BUSINESS RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE NINE MONTHS ENDED September 30, 2022

TABLE 6

(In Thousands of New Taiwan Dollars)

TABLE 6 (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
No
(Note 1)
Company Name Related Party Relationship(Note 2) Intercompanytransactions
Financial Statement
Account
Amount Trading Terms Percentage of the
consolidated net
revenue or total assets
0
0
0
0
0
1
2
3
4
5
The Company
The Company
The Company
The Company
The Company
DeSolar US
NSP System
GES USA
GES USA
TEV II
DelSolar US
NSP NEVADA
GES ME
Gintech(Thailand)
Utech
Beryl
Yong Liang
Munisol
NSP NEVADA
TEV Solar
1
1
1
1
1
3
3
3
3
3
Other receivable
Other receivable
Other receivable
Purchase
Purchase
Other receivable
Sales revenue
Other receivable
Other expense payable
Other receivable
765,030
559,850
657,011
277,651
193,760
800,364
252,005
938,222
428,968
625,177
Note 3
Note 3
Note 3
Note 3
Note 3
Note 3
Note 3
Note 3
Note 3
Note 3
2%
2%
2%
2%
2%
2%
2%
3%
1%
2%

Note 1: fill in of numbers:

  1. 0 represents the parent company.

  2. The subsidiaries start with number 1.

Note 2: Relationship with counterparty are represented below:

  1. Transactions from parent company to subsidiary.

  2. Transactions from subsidiary to parent company.

  3. Transactions between subsidiaries.

Note 3: Based on general trading conditions and prices.

Note 4: The aforementioned inter-company transactions have been eliminated in the consolidated financial statements. Note 5: If other transactions do not reach 1% of the combined total revenue or total assets ratio will not be disclosed.

(Continued)

~ 64 ~

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES

INVESTEES(EXCLUDING INFORMATION ON INVESTEES IN MAINLAND CHINA)

FOR THE NINE MONTHS ENDED September 30, 2022

TABLE 7

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

TABLE 7 (In Thousands of N (In Thousands of N (In Thousands of N ew Taiwan Dollars, Unless Stated ew Taiwan Dollars, Unless Stated Otherwise)
Investor
Company
Investee Company Location Main Businesses and Products Investment Amount Balance as of September 30, 2022 Investee recognized Note
September 30, 2022 December 31, 2021 Shares
(Thousands)
% of
Ownership
Carrying Value Net Income (Loss)
of the Investee
Investment Gain
(Loss)
The Company
UES
RES
GES UK
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 Technology Co.,
Ltd.
Dashiangying
Shinkai
Shanshang
Dungshr
Yanshan
Solarbright
RES
Gintech Thailand
GES USA
NSP Germany
GES CANADA
GES JAPAN
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
Independent State of
Samoa
Thailand
US
Germany
Canada
Japan
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
Agriculture related business
Solar related business
Investment company
Solar related business
Investment company
Solar related business
Investment company
Investment company
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
USD 64,406
USD 64,155
USD
61,530
EUR
23
USD
7,025
JPY
-
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
USD 64,406
USD 64,155
USD
52,180
EUR
23
USD
12,025
JPY
273,507
62,188
155,126
7,350
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
62,188
20,920
62,766
23
5,540
-
100%
100%
100%
100%
100%
100%
100%
-
100%
-
100%
99.99%
25.70%
100%
-
100%
42.12%
28.64%
36.38%
12.14%
-
-
100%
100%
-
30%
100%
100%
100%
90%
100%
-
801,098
337,571
121,749
(72,821)
55,329
55,247
34,878
-
18,327
-
9,929
(669,501)
229,151
2,271
-
1,170,269
75,269
52,111
-
-
-
-
19,935
585
-
94,254
801,098
793,334
874,970
944
31,625
-
49,193
(262,052)
(338)
(129,288)
8,248
19,464
(439)
-
(115)
-
44
(63,374)
18,029
(3,605)
-
84,388
4,261
24,266
81,914
(6,654)
-
-
(115)
(1)
-
13,588
49,193
49,202
(33,914)
(86)
136,580
(135)
49,193
(262,052)
(338)
(129,288)
8,248
(8,329)
(439)
-
(115)
(321)
44
(63,316)
5,498
(3,605)
-
84,388
1,795
4,380
-
(934)
-
-
(115)
(1)
-
4,076
-
-
-
-
-
-
Note 9
Note 10
Note 7
Note 7
Note 7
Note 1
Note 1
Note 1
Note 11
Note 6
Note 6
Note 6
Note 1
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5、6

(Continued)

~ 65 ~

Investor Company Investee Company Location Main Businesses and
Products
Investment Amount Investment Amount Balance as of September 30, 2022 Balance as of September 30, 2022 Balance as of September 30, 2022 Investee recognized Investee recognized Note
September 30, 2022 December 31, 2021 Shares
(Thousands)
% of
Ownership
Carrying
Value
Net Income
(Loss) of the
Investee
Investment
Gain (Loss)
GES USA
GES CANADA
MEGATWO
ASSET THREE
MEGASIXTEEN
GES AC
TEV II
TEV Solar
AC GES Solar
MEGATWO
MEGAFIVE
MEGASIX
MEGAEIGHT
MEGATWELVE
MEGATHIRTEEN
MEGASIXTEEN
MEGANINETEEN
MEGATWENTY
ASSET TWO
ASSET THREE
SH4
Schenectady
SEG
KINECT
TEV II
HEYWOOD
JRC
Munisol
SHIMA’S
WAIMEA
HONOKAWAI
ELEELE
HANALEI
KAPAA
KOLOA
GES AC
ANDERSON N.
ANDERSON S.
Flora
Greenfield
Spiceland
TEV Solar
AC GES Solar
Richmond
Rensselaer
Advance
US
US
US
US
US
US
US
US
US
US
US
US
US
US
US
US
US
Dominican
Mexico
US
US
US
US
US
US
US
US
US
US
US
US
US
US
US
US
US
US
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
USD
19,594
USD
635
USD
2,627
USD
748
USD
168
USD
2,000
USD
11,981
USD
132
USD
124
USD
-
USD
2,839
USD
539
USD
-
USD
800
USD
266
USD
200
USD
1,770
USD
-
USD
18,810
USD
153
USD
526
USD
418
USD
637
USD
280
USD
761
USD
569
USD
24,942
USD
13,507
USD
11,454
USD
1,915
USD
8,631
USD
1,275
USD
100
USD
19,674
USD
19,259
USD
9,933
USD
534
USD
19,594
USD
635
USD
2,627
USD
748
USD
168
USD
2,000
USD
11,981
USD
132
USD
124
USD
-
USD
2,839
USD
539
USD
-
USD
800
USD
266
USD
200
USD
1,770
USD
9,842
USD
18,810
USD
153
USD
526
USD
418
USD
637
USD
280
USD
761
USD
569
USD
24,942
USD
13,507
USD
11,454
USD
1,915
USD
8,631
USD
1,275
USD
100
USD
19,674
USD
19,259
USD
9,933
USD
534
19,594
635
2,627
748
168
2,000
11,981
132
124
-
2,839
539
-
800
266
0.2
-
-
353,508
153
526
418
637
280
761
569
0.1
13,507
11,454
1,915
8,631
1,275
0.1
0.1
19,259
9,933
534
100%
100%
100%
100%
100%
100%
100%
100%
100%
-
100%
100%
-
100%
100%
100%
55%
-
100%
100%
100%
100%
100%
100%
100%
100%
67.59%
100%
100%
100%
100%
100%
100%
66.19%
100%
100%
100%
54,331
18,613
11,992
5,193
539
62,919
299,709
(2,552)
2,932
(390)
18,613
9,797
(23,021)
13,744
11,373
(141,030)
46,344
-
420,704
(1,337)
14,441
15,586
17,400
1,936
15,869
11,461
791,788
401,962
340,879
58,095
257,888
38,321
2,940
625,071
607,542
315,708
16,842
(4,733)
2,597
1,467
359
182
1,310
(10,799)
166
477
(23)
(285)
64
(201)
805
608
(6,487)
(3,548)
-
(4,709)
63
629
594
(305)
(356)
824
144
(7,518)
(2,586)
(2,407)
(410)
(1,687)
(254)
15
2,361
1,277
1,234
24
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 3,5
Note 5
Note 5
Note 3,5
Note 5
Note 5
Note 5
Note 5
Note 5,7
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 4,5
Note 4,5
Note 4,5
Note 4,5
Note 4,5
Note 4,5
Note 4,5
Note 4,5
Note 4,5
Note 4,5
Note 4,5

(Continued)

~ 66 ~

Investor Company Investee Company Location Main Businesses and Products Investment Amount Investment Amount Balance as of September 30, 2022 Balance as of September 30, 2022 Balance as of September 30, 2022 Investee recognized Investee recognized Note
September 30, 2022 December 31, 2021 Shares
(Thousands)
% of
Ownership
Carrying
Value
Net Income (Loss) of
the Investee
Investment
Gain (Loss)
NSP BVI
DelSolar Cayman
NSP UK
Utech
Jiangung
NSP System
UREE
DelSolar HK
NSP NEVADA
DelSolar US
DelSolar Development
USD1
NSP HK
DelSolar HK
DelSolar US
NSP NEVADA
URE NSP
NSP Indygen
Jiangung
Yong Liang
Hsin Jin Optoelectronics
Hsin Jin Solar Energy
Si Two
Lianzhang
Lianxi
Liancheng
UAE
DelSolar Wu Jiang
HEYWOOD
Livermore
Industrial Park
Hillsboro
DelSolar Development
CFR
USD1
JV2
Beryl
DSS-USF PHX LLC
DSS-RAL LLC
DevCo One
DevCo Two
Hong Kong
Hong Kong
US
US
US
UK
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
China
US
US
US
US
US
US
US
US
US
US
US
US
US
Solar related business
Investment company
Investment company
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Agriculture related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
Solar related business
USD
-
USD
125,200
USD
24,800
USD
5,125
USD
500
GBP
-
NTD
720,100
NTD
720,000
NTD
10,647
NTD
13,981
NTD
20,000
NTD
100
NTD
100
NTD
-
NTD
-
USD
120,000
USD
1,448
USD
150
USD
3,100
USD
1,862
USD
2,200
USD
14,370
USD
3,582
USD
830
USD
-
USD
370
USD
835
USD
444
USD
444
USD
-
USD
125,200
USD
24,800
USD
5,125
USD
500
GBP
-
NTD
440,100
NTD
440,000
NTD
10,647
NTD
13,981
NTD
20,000
NTD
100
NTD
100
NTD
100
NTD
100
USD
120,000
USD
1,448
USD
150
USD
3,100
USD
1,862
USD
2,200
USD
14,370
USD
3,582
USD
830
USD
-
USD
370
USD
835
USD
444
USD
444
-
125,200
3
5,125
500
-
72,010
72,000
-
-
2,000
10
10
-
-
-
-
-
-
-
-
14,370
-
-
-
-
-
-
-
100%
100%
100%
100%
100%
100%
100%
74.30%
80%
60%
100%
100%
100%
-
-
100%
45%
100%
100%
100%
100%
100%
100%
67%
100%
100%
100%
40%
40%
-
226,953
49,964
44,564
16,366
53,339
750,726
736,265
11,628
15,529
15,762
(388)
(12,452)
-
-
213,145
37,627
-
31,990
23,763
18,785
143
140,313
-
(166,235)
8,808
8,278
1,911
1,911
-
7,350
(269,383)
272
52
8,597
12,324
16,866
586
1,264
520
(347)
(50)
-
-
7,282
(3,548)
2,737
769
(1,641)
(2,476)
75,146
(62,756)
-
(276,939)
(1,527)
(885)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5,6
Note 5,7
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5
Note 5,8
Note 5
Note 1,2,5
Note 5
Note 5
Note 5
Note 1,5
Note1,5

Note 1 It is an investment accounted for using equity method and is an affiliated enterprise or a joint venture. Except for these entities, the remaining entities are all subsidiaries of the consolidated entity.The aforementioned inter-company transactions have been eliminated in the consolidated financial statements. Note 2:Although the Group holds more than half of JV2’s equity, according to the joint venture contract, all major management decisions of JV2 must be agreed by all directors. Therefore, the Group assess no control over JV2. Note 3:The Group’s structured entities.

Note 4:According to the loan contract between the Group and IMPA, the Group cannot transfer the equity of the companies before the specified date. Please refer to note6(p) for details. Note 5:The investor disclosed the profits and losses of the investment, which include the profits and losses of the investee; therefore, no disclosure is needed from the Company. Note 6 As of September 30, 2022, the company had liquidated and dissolved.

Note 7:As of September 30, 2022, the Group disposed of all the equity shares.

Note 8:As of September 30, 2022, the company is in the process of liquidation and dissolution.

Note 9 The company processed capital reduction and refunded $306,103 thousand (USD 11,000 thousand) in the first quarter of 2022.

Note 10 The company processed capital reduction and refunded $43,716 thousand (GBP 1,200 thousand) in the second quarter of 2022.

Note 11: The Group 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.

~ 67 ~

UNITED RENEWABLE ENERGY CO., LTD. AND SUBSIDIARIES INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE NINE MONTHS ENDED September 30, 2022

TABLE 8

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

TABLE 8 ( 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
September 30, 2022
Net Income (Loss)
of the Investee
(Note 2)
% Ownership of
Direct or Indirect
Investment
Investment
Gain (Loss)
Carrying Amount
as of September 30,
2022
Accumulated
Repatriation of
Investment Income
as of September 30,
2022
Outflow Inflow
DelSolar Wu Jiang Solar related
business
USD 120,000
$ 3,813,000
Note 1 USD 120,000
$ 3,813,000
- - USD 120,000
$ 3,813,000
7,282 100% 7,282 213,145 -
NSP Nanchang Solar related
business
USD 0
$ -
Note 1 USD 5,000
$ 158,875
- - USD 5,000
$ 158,875
- - - - -
Accumulated Outward Remittance for
Investments in Mainland China as of
September 30, 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
USD 149,618
9,811,443
4,558,124
4,754,112
Accumulated Outward Remittance for
Investments in Mainland China as of
September 30, 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
4,558,124
USD 149,618
4,754,112
9,811,443

Note 1 Investments Mainland China through a third region; The Group disposed of all the shares of NSP Nanchang in the third quarter of 2020. Note 2 Subsidiaries mentioned above were recognized on the basis of unaudited financial statements as September 30, 2022. Note 3 The aforementioned inter-company transactions have been eliminated in the consolidated financial statements. Note 4 The exchange rate used is the rate on September 30, 2022.

~ 68 ~