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WEC Interim / Quarterly Report 2021

Dec 30, 2021

52017_rns_2021-12-30_cfc8405a-8d10-40b1-81cf-bd7023928394.pdf

Interim / Quarterly Report

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Winbond Electronics Corporation and Subsidiaries

Consolidated Financial Statements for the Nine Months Ended September 30, 2021 and 2020 and Independent Auditors' Review Report

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Deloltte & Touche 20F, Taipei Nan Shari Plaza No. 100, Songren Rd, Xinyi DISL, Talpel 11073. Talwan

Tel +886 (2) 2725-9988 Fax:+886 (2) 405176888 www.deloitte.com.rw

INDEPENDENT AUDITORS' REVIEW REPORT

The Board ofDirectors and Shareholders Winbond Electronics Corporation

Introduction

We have reviewed the accompanying consolidated financial statements of Winbond Electronics Corporation and its subsidiaries (the Group) as of September 30, 2021 and 2020, and the consolidated statements of comprehensive income for the three-month periods ended September 30, 2021 and 2020 and for the nine-month periods ended September 30, 2021 and 2020, as well as the consolidated statements of changes in equity and cash flows for the nine—month periods ended September 30, 2021 and 2020, and the notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation ofthe 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". Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.

Scope of Review

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

Conclusion

Based on our reviews, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of September 30, 2021 and 2020, its consolidated financial performance for the three-month periods ended September 30, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the nine-month periods then ended September 30, 2021 and 2020 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 Kenny Hong and Wen—Yea Shyu. 927 *7 WW Wt

Deloitte & Touche Taipei, Taiwan Republic of China

November 4, 2021

Notice to Readers

The accompanying consolidatedfinancial statements are intended only to present the consolidated financial position, financial petformance and cash flows in accordance with accountingprinciples andpractices generally accepted in the Republic ofChina and not those ofany otherjurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally applied in the Republic ofChina. For the convenience of readers, the independent auditors' review report and the accompanying

consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. Ifthere is any conflict between the English version and the original Chinese version or any difference in the interpretation ofthe two versions, the Chinese-language independent auditors' review report and consolidatedfinancial statements shall prevail.

CONSOLIDATED BALANCE SHEETS (In Thousands of New Taiwan Dollars)

September 30, 2021 December 31, 2020 September 30, 2020
ASSETS (Reviewed)
Amount
% (Audited)
Amount
% (Reviewed)
Amount
%
CURRENT ASSETS
Cash and cash equivalents (Note 6) \$
22,340,398
16 \$
11,744,306
9 \$
9,235,795
8
Current financial assets at fair value through profit or loss (Note 7) 125,499 - 51,603 - 61,858 -
Current financial assets at fair value through other comprehensive income (Note 8) 10,096,228 7 8,837,227 7 6,710,352 5
Notes and accounts receivable, net (Note 9) 12,253,370 9 9,707,378 8 10,398,096 9
Accounts receivable due from related parties, net (Note 31) 690,593 - 77,760 - 64,333 -
Other receivables (Note 10) 1,285,313 1 1,973,584 2 2,663,086 2
Inventories (Note 11)
Other current assets
15,270,998
1,093,596
11
1
14,141,414
997,529
11
1
14,356,530
1,722,007
12
1
Total current assets 63,155,995 45 47,530,801 38 45,212,057 37
NON-CURRENT ASSETS
Non-current financial assets at fair value through other comprehensive income (Note 8) 3,098,821 2 2,239,987 2 2,252,823 2
Investments accounted for using equity method (Note 12) 7,032,663 5 6,241,789 5 3,982,876 3
Property, plant and equipment (Note 13) 59,995,867 43 61,452,516 49 61,884,457 51
Right-of-use assets (Note 14) 2,872,507 2 3,200,332 2 3,246,266 3
Investment properties (Note 15) 2,112,852 1 2,466,667 2 2,501,693 2
Intangible assets (Note 16) 985,304 1 891,380 - 877,284 1
Deferred income tax assets (Note 4) 748,316 1 908,560 1 981,407 1
Other non-current assets (Note 6) 645,165 - 1,111,208 1 544,419 -
Total non-current assets 77,491,495 55 78,512,439 62 76,271,225 63
TOTAL \$ 140,647,490 100 \$ 126,043,240 100 \$ 121,483,282 100
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Note 17) \$
1,550,788
1 \$
1,821,210
2 \$
1,591,112
1
Current financial liabilities at fair value through profit or loss (Note 7) 2,634 - 3,191 - - -
Notes and accounts payable
Accounts payable due to related parties (Note 31)
6,709,402
1,440,205
5
1
6,571,429
1,666,003
5
1
6,449,218
1,633,906
5
2
Payables on machinery and equipment 3,333,318 2 2,197,953 2 2,330,495 2
Other payables 8,167,558 6 6,123,460 5 6,244,867 5
Current tax liabilities (Note 4) 1,957,079 1 252,309 - 339,536 -
Provisions - current (Note 19) 551,784 - 928,719 1 927,168 1
Lease liabilities - current (Note 14) 344,789 - 388,401 - 389,904 1
Long-term borrowings - current portion (Note 17) 3,685,000 3 5,000,000 4 4,000,000 3
Other current liabilities 698,676 1 522,331 - 307,470 -
Total current liabilities 28,441,233 20 25,475,006 20 24,213,676 20
NON-CURRENT LIABILITIES
Bonds payable (Note 18) 10,051,910 7 11,151,668 9 11,625,027 10
Long-term borrowings (Notes 17 and 27) 10,285,283 7 9,381,845 7 12,732,993 10
Provisions - non-current (Note 19)
Lease liabilities - non-current (Note 14)
3,030,583
2,766,172
2
2
3,293,313
3,119,221
3
3
3,286,589
3,181,656
3
3
Net defined benefit liabilities - non-current (Note 4) 2,557,492 2 2,722,544 2 2,702,539 2
Other non-current liabilities 484,684 1 306,956 - 250,977 -
Total non-current liabilities 29,176,124 21 29,975,547 24 33,779,781 28
Total liabilities 57,617,357 41 55,450,553 44 57,993,457 48
EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT (Note 21)
Share capital 39,800,002 28 39,800,002 32 39,800,002 33
Capital surplus 7,874,633 6 7,770,865 6 7,602,083 6
Retained earnings
Legal reserve 2,074,570 1 1,913,317 2 1,913,317 2
Unappropriated earnings 16,612,199 12 8,094,753 6 7,704,680 6
Exchange differences on translation of foreign financial statements (734,711) - (271,328) - (254,729) -
Unrealized gains on financial assets measured at fair value through other comprehensive
income
10,484,473 7 8,141,510 6 3,648,328 3
Total equity attributable to owners of the parent 76,111,166 54 65,449,119 52 60,413,681 50
NON-CONTROLLING INTERESTS 6,918,967 5 5,143,568 4 3,076,144 2
Total equity 83,030,133 59 70,592,687 56 63,489,825 52
TOTAL \$ 140,647,490 100 \$ 126,043,240 100 \$ 121,483,282 100

The accompanying notes are an integral part of the consolidated financial statements

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)

Three Months Ended September 30 Nine Months Ended September 30
2021 2020 2021 2020
Amount % Amount % Amount % Amount %
OPERATING REVENUE
(Note 22) \$ 27,014,730 100 \$ 16,033,721 100 \$ 73,574,247 100 \$ 40,335,319 100
OPERATING COSTS
(Note 11) 14,917,539 55 11,710,690 73 42,813,489 58 29,487,664 73
GROSS PROFIT 12,097,191 45 4,323,031 27 30,760,758 42 10,847,655 27
OPERATING EXPENSES
Selling expenses
General and administrative
681,379 2 428,878 3 1,959,431 3 1,051,462 3
expenses 1,525,987 6 999,832 6 4,228,530 6 2,093,921 5
Research and development
expenses 3,936,358 15 2,742,806 17 11,636,011 16 6,631,978 17
Expected credit (gain) loss
(Note 9)
5,024 - 38,972 - 70,291 - 50,142 -
Total operating
expenses 6,148,748 23 4,210,488 26 17,894,263 25 9,827,503 25
INCOME FROM
OPERATIONS 5,948,443 22 112,543 1 12,866,495 17 1,020,152 2
NON-OPERATING INCOME
AND EXPENSES
Interest income
13,660 - 9,091 - 41,364 - 38,323 -
Dividend income (Note 8) 342,364 1 159,840 1 404,364 1 227,534 1
Gain from bargain purchase
(Note 28) - - 218,968 1 - - 218,968 1
Other income (Notes 14
and 27)
94,649 - 68,794 - 376,108 1 97,866 -
Share of profit (loss) of
associates 180,743 1 27,436 - 199,860 - 64,752 -
Gains (losses) on disposal
of property, plant and
equipment
2,407 - 4,115 - 166,004 - (5,889) -
Gains (losses) on disposals
of intangible assets (4,803) - - - (4,803) - - -
Gains (losses) on disposal
of investments - - - - (436) - - -
Gains (losses) on disposal
of non-current held for
sale assets - - - - 30,371 - - -
Gains (losses) on foreign
exchange (Note 35) 22,693 - (2,120) - (92,904) - (51,120) -
Gains (losses) on financial
instruments at fair value
through profit or loss (387) - 29,610 - 25,956 - 50,071 -
Interest expense (Notes 14
and 27) (42,561) - (73,339) - (183,178) - (209,233) (1)
Other expenses
Impairment loss recognized
(100,777) - (64,966) - (377,416) (1) (144,366) -
on property, plant and
equipment (692,003) (3) - - (782,949) (1) - -
Total non-operating
income and
expenses (184,015) (1) 377,429 2 (197,659) - 286,906 1
(Continued)

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)

Three Months Ended September 30 Nine Months Ended September 30
2021 2020 2021 2020
Amount % Amount % Amount % Amount %
INCOME BEFORE INCOME
TAX
\$
5,764,428
21 \$
489,972
3 \$ 12,668,836 17 \$
1,307,058
3
INCOME TAX EXPENSE
(Notes 4 and 25)
977,254 3 112,979 - 2,393,037 3 173,338 -
NET INCOME 4,787,174 18 376,993 3 10,275,799 14 1,133,720 3
OTHER COMPREHENSIVE
INCOME (LOSS)
Components of other
comprehensive income
(loss) that will not be
reclassified to profit or
loss:
Unrealized gains (losses)
from investments in
equity instruments at
fair value through
other comprehensive
income
Share of other
comprehensive income
(loss) of associates
accounted for using the
(2,568,537) (10) 427,524 3 2,141,144 3 (575,012) (2)
equity method
Components of other
comprehensive income
(loss) that will be
reclassified to profit or
loss:
Exchange differences on
(1,941,596) (7) 390,606 2 645,866 1 (539,394) (1)
translation of foreign
financial statements
(71,604) - (125,198) (1) (781,967) (1) (182,733) -
Other comprehensive
income (loss)
(4,581,737) (17) 692,932 4 2,005,043 3 (1,297,139) (3)
TOTAL COMPREHENSIVE
INCOME (LOSS)
\$
205,437
1 \$
1,069,925
7 \$ 12,280,842 17 \$
(163,419)
-
NET INCOME
ATTRIBUTABLE TO:
Owners of the parent
Non-controlling interests
\$
4,478,033
309,141
17
1
\$
331,124
45,869
2
-
\$
9,400,565
875,234
13
1
\$
953,609
180,111
2
1
\$
4,787,174
18 \$
376,993
2 \$ 10,275,799 14 \$
1,133,720
3
TOTAL COMPREHENSIVE
INCOME (LOSS)
ATTRIBUTABLE TO:
Owners of the parent
Non-controlling interests
\$
(85,745)
291,182
-
1
\$
1,068,551
1,374
7
-
\$ 11,354,279
926,563
16
1
\$
(274,628)
111,209
-
-
\$
205,437
1 \$
1,069,925
7 \$ 12,280,842 17 \$
(163,419)
-
EARNINGS PER SHARE
(Note 26)
Basic
\$
1.13
\$
0.08
\$
2.36
\$
0.24
Diluted \$
1.12
\$
0.08
\$
2.36
\$
0.24

The accompanying notes are an integral part of the consolidated financial statements. (Concluded)

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

Non-controlling
Interests
Total Equity
Equity Attributable to Owners of the Parent
Other Equity
Retained Earnings Exchange
Differences on
Translation of
Foreign
Unrealized Gains
(Losses) on
Financial Assets
Measured at Fair
Value Through
Other
Share Capital Capital Surplus Legal Reserve Unappropriated
Earnings
Financial
Statements
Comprehensive
Income
Total Non-controlling
Interests
Total Equity
BALANCE, JANUARY 1, 2020 \$ 39,800,002 \$ 7,536,396 \$ 1,798,091 \$ 6,995,451 \$ (119,246) \$ 5,009,928 \$ 61,020,622 \$ 2,836,565 \$ 63,857,187
Appropriation of 2019 earnings (Note 21)
Legal reserve
Cash dividends
-
-
-
-
115,226
-
(115,226)
(398,000)
-
-
-
-
-
(398,000)
-
-
-
(398,000)
Total appropriations - - 115,226 (513,226) - - (398,000) - (398,000)
Net income for the nine months ended September 30, 2020 - - - 953,609 - - 953,609 180,111 1,133,720
Other comprehensive income (loss) for the nine months ended September 30, 2020 - - - - (135,483) (1,092,754) (1,228,237) (68,902) (1,297,139)
Total comprehensive income (loss) for the nine months ended September 30, 2020 - - - 953,609 (135,483) (1,092,754) (274,628) 111,209 (163,419)
Changes in ownership interests in subsidiaries - 65,687 - - - - 65,687 261,035 326,722
Disposal of investments in equity instruments designated at fair value through other
comprehensive income (Notes 8 and 21)
- - - 268,846 - (268,846) - - -
Changes in non-controlling interests - - - - - - - (132,665) (132,665)
BALANCE, SEPTEMBER 30, 2020 \$ 39,800,002 \$ 7,602,083 \$ 1,913,317 \$ 7,704,680 \$ (254,729) \$ 3,648,328 \$ 60,413,681 \$ 3,076,144 \$ 63,489,825
BALANCE, JANUARY 1, 2021 \$ 39,800,002 \$ 7,770,865 \$ 1,913,317 \$ 8,094,753 \$ (271,328) \$ 8,141,510 \$ 65,449,119 \$ 5,143,568 \$ 70,592,687
Appropriation of 2020 earnings (Note 21)
Legal reserve appropriated
Cash dividends
-
-
-
-
161,253
-
(161,253)
(796,000)
-
-
-
-
-
(796,000)
-
-
-
(796,000)
Total appropriations - - 161,253 (957,253) - - (796,000) - (796,000)
Net income for the nine months ended September 30, 2021 - - - 9,400,565 - - 9,400,565 875,234 10,275,799
Other comprehensive income (loss) for the nine months ended September 30, 2021 - - - - (463,383) 2,417,097 1,953,714 51,329 2,005,043
Total comprehensive income (loss) for the nine months ended September 30, 2021 - - - 9,400,565 (463,383) 2,417,097 11,354,279 926,563 12,280,842
Changes in ownership interests in subsidiaries - 103,768 - - - - 103,768 997,624 1,101,392
Disposal of investments in equity instruments designated at fair value through other
comprehensive income (Notes 8 and 21)
- - - 74,134 - (74,134) - - -
Changes in non-controlling interests - - - - - - - (148,788) (148,788)
BALANCE, SEPTEMBER 30, 2021 \$ 39,800,002 \$ 7,874,633 \$ 2,074,570 \$ 16,612,199 \$ (734,711) \$ 10,484,473 \$ 76,111,166 \$ 6,918,967 \$ 83,030,133

The accompanying notes are an integral part of the consolidated financial statements

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

Nine Months Ended September
2021 30
2020
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax \$
12,668,836
\$
1,307,058
Adjustments for:
Depreciation expense 8,405,591 6,781,646
Amortization expense 213,992 152,765
Expected credit (gain) loss recognized on accounts receivable 70,291 50,142
Interest expense 183,178 209,233
Interest income (41,364) (38,323)
Dividend income (404,364) (227,534)
Gain from bargain purchase - (218,968)
Share of (profit) loss of associates (199,860) (64,752)
(Gains) losses on disposal of property, plant and equipment (166,004) 5,889
(Gains) losses on disposal of non-current held
for sale assets
(30,371) -
(Gains) losses on financial assets or liabilities at fair value through
profit or loss 84 -
Impairment loss on property, plant and equipment 782,949 -
(Gains) loss on disposal of intangible assets 4,803 -
(Gains) losses on other items - (5)
Changes in operating assets and liabilities
(Increase) decrease in financial assets and liabilities at fair value
through profit or loss 21,631 17,336
(Increase) decrease in notes and accounts receivable (2,601,690) (1,115,621)
(Increase) decrease in accounts receivable due from related parties (612,832) 7,776
(Increase) decrease in other receivables 228,715 (118,930)
(Increase) decrease in inventories (1,129,584) 588,715
(Increase) decrease in other current assets (355,291) 61,238
(Increase) decrease in other non-current assets (1,142) (2,970)
Increase (decrease) in notes and accounts payable 137,973 (156,079)
Increase (decrease) in accounts payable due to related parties (225,798) (807,886)
Increase (decrease) in other payables 2,120,481 105,684
Increase (decrease) in other current liabilities 176,345 79,100
Increase (decrease) in other non-current liabilities (258,072) (40,472)
Cash flows generated by (used in) operations 18,988,497 6,575,042
Interest received 36,461 44,547
Dividends received 404,364 227,534
Interest paid (364,734) (338,247)
Income taxes paid (529,856) (80,845)
Net cash flows generated by (used in) operating activities 18,534,732 6,428,031

(Continued)

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

Nine Months Ended September 30
2021 2020
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or loss
Acquisitions of financial assets at fair value through other
\$ (55,129) \$ -
comprehensive income
Proceeds from disposal of financial assets at fair value through other
(169,189) (535,772)
comprehensive income 235,167 656,226
Proceeds from capital reduction of financial assets at fair value through
other comprehensive income
4,500 2,250
Net cash flow from acquisition of subsidiaries (77,934) (6,928,207)
Proceeds from disposal of non-current held for sale assets 279,897 -
Acquisitions of property, plant and equipment (6,947,199) (6,332,205)
Proceeds from disposal of property, plant and equipment 948,527 15,349
(Increase) decrease in refundable deposits 465,752 7,338
(Increase) decrease in other receivables -
time deposits
3,188 146,046
Acquisitions of intangible assets (200,645) (372,421)
Net cash flows generated by (used in) investing activities (5,513,065) (13,341,396)
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in short-term borrowings (270,422) 591,112
Proceeds from long-term borrowings 1,700,000 5,100,000
Repayments of long-term borrowings (2,100,000) (2,247,040)
Cash dividends paid (796,000) (398,000)
Proceeds from issuing bonds - 1,998,428
Change in non-controlling interests
Repayments of lease liabilities
(148,788)
(287,258)
(132,665)
(171,564)
Net cash flows generated by (used in) financing activities (1,902,468) 4,740,271
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS (523,107) (59,018)
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
10,596,092 (2,232,112)
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
PERIOD
11,744,306 11,467,907
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD \$ 22,340,398 \$ 9,235,795

The accompanying notes are an integral part of the consolidated financial statements. (Concluded)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, Not Audited)

1. GENERAL INFORMATION

Winbond Electronics Corporation (the "Company") was incorporated in the Republic of China (ROC) on September 29, 1987 and is engaged in the design, development, manufacture and marketing of Very Large Scale Integration (VLSI) integrated circuits (ICs) used in a variety of microelectronic applications.

The Company's shares have been listed on the Taiwan Stock Exchange Corporation since October 18, 1995. Walsin Lihwa Corporation is a major shareholder of the Company and held approximately 22% ownership interest in the Company as of September 30, 2021 and 2020.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the board of directors on November 4, 2021.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the "IFRSs") endorsed and issued into effect by the Financial Supervisory Commission (FSC).

The initial application of the IFRSs endorsed and issued into effect by the FSC did not have material impact on the Group's accounting policies.

b. The IFRSs endorsed by the FSC for application starting from 2022

New IFRSs Effective Date
Announced by IASB
"Annual Improvements to IFRS Standards 2018-2020" January 1, 2022 (Note
1)
Amendments to IFRS 3 "Reference to the Conceptual Framework" January 1, 2022 (Note
2)
Amendments to IAS 16 "Property, Plant and Equipment
-
Proceeds
January 1, 2022 (Note
3)
before Intended Use"
Amendments to IAS 37
"Onerous Contracts -
Cost of Fulfilling a
January 1, 2022 (Note
4)
Contract"

Note 1: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 "Agriculture" will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 "First-time Adoptions of IFRSs" will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

Note 2: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.

  • Note 3: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
  • Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group's financial position and financial performance and will disclose the relevant impact when the assessment is completed.

c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC

New IFRSs Effective Date
Announced by IASB (Note 1)
Amendments to IFRS 10 and IAS 28 "Sale or Contribution of Assets To be determined by IASB
between An Investor and Its Associate or Joint Venture"
IFRS 17 "Insurance Contracts" January 1, 2023
Amendments to IFRS 17
"Insurance Contracts"
January 1, 2023
Amendments to IAS 1 "Classification of Liabilities as Current or January 1, 2023
Non-current"
Amendments to IAS 1
"Disclosure of Accounting Policies"
January 1, 2023
(Note
2)
Amendments to IAS 8
"Definition of Accounting Estimates"
January 1, 2023 (Note
3)
Amendments to IAS 12 "Deferred Tax related to Assets and January 1, 2023 (Note 4)
Liabilities arising from a Single Transaction"
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
  • Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
  • Note 3: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.
  • Note 4: Except that deferred taxes will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.

Amendments to IAS 12 "Deferred Tax related to Assets and Liabilities Arising from a Single Transaction"

The amendments clarify that the initial recognition exemption under IAS 12 does not apply to transactions in which equal taxable and deductible temporary differences arise on initial recognition. The Group will recognize a deferred tax asset (to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilized) and a deferred tax liability for all deductible and taxable temporary differences associated with leases and decommissioning obligations on January 1, 2022, and recognize the cumulative effect of initial application in retained earnings at that date. The Group will apply the amendments prospectively to transactions other than leases and decommissioning obligations that occur on or after January 1, 2022.

Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group's financial position and financial performance and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Except for the following significant accounting policies, please refer to the consolidated financial statements for the year ended December 31, 2020.

Statement of Compliance

These interim consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34 "Interim Financial Reporting" as endorsed and issued into effect by the FSC. Disclosure information included in the interim consolidated financial statements do not present all the disclosures required for a complete set of annual financial statements.

Basis of Preparation

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments and defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets. Historical cost is generally based on the fair value of the consideration given in exchange for assets.

Basis of Consolidation

a. Principles for preparing consolidated financial statements

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company. Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of comprehensive income from the effective dates of acquisitions up to the effective dates of disposals, as appropriate. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company. All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.

Attribution of total comprehensive income to non-controlling interests

Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Changes in the Group's ownership interests in existing subsidiaries

Changes in the Group's ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.

b. Subsidiaries included in consolidated financial statements

% of Ownership
Investor Investee Main Business September 30,
2021
December 31,
2020
September 30,
2020
The Company Winbond International Corporation
("WIC")
Investment holding 100.00 100.00 100.00
WIC Winbond Electronics Corporation America
("WECA")
Design, sales and service of
semiconductor
100.00 100.00 100.00
The Company Landmark Group Holdings Ltd.
("Landmark")
Investment holding 100.00 100.00 100.00
Landmark Winbond Electronics Corporation Japan
("WECJ")
Research, development, sales and
after-sales service of semiconductor
100.00 100.00 100.00
Landmark
The Company
Peaceful River Corp. ("PRC") (Note 1)
Winbond Electronics (HK) Limited
Investment holding
Sales of semiconductor and investment
-
100.00
-
100.00
100.00
100.00
WEHK ("WEHK")
Winbond Electronics (Suzhou) Limited
("WECN")
holding
Design, development and marketing of
VLSI integrated ICs
100.00 100.00 100.00
The Company Pine Capital Investment Limited ("PCI") Investment holding 100.00 100.00 100.00
The Company Winbond Technology LTD ("WTL") Design and service of semiconductor 100.00 100.00 100.00
The Company Callisto Holdings Limited ("Callisto") Electronic commerce and investment
holding
100.00 100.00 100.00
Callisto Callisto Technology Limited ("CTL") Electronic commerce and investment
holding
100.00 100.00 100.00
The Company Winbond Electronics Germany GmbH
("WEG")
Marketing service of semiconductor 100.00 100.00 100.00
The Company Great Target Development Ltd. ("GTD") Investment holding 100.00 100.00 100.00
GTD GLMTD Technology Private Limited
("GLMTD")
Sales and service of semiconductor 99.99 99.99 99.99
The Company Nuvoton Technology Corporation ("NTC")
(Note 2)
Research, design, development,
manufacture and marketing of Logic
IC, 6 inch wafer product, test, and
OEM
52.00 55.00 60.00
NTC Marketplace Management Limited
("MML")
Investment holding 100.00 100.00 100.00
MML Goldbond LLC ("GLLC") Investment holding 100.00 100.00 100.00
GLLC Nuvoton Electronics Technology
(Shanghai) Limited ("NTSH")
Provide project of sale in China and
repairing, testing and consulting of
software and leasing business
100.00 100.00 100.00
GLLC Winbond Electronics (Nanjing) Ltd.
("WENJ")
Computer software service (except I.C.
design)
100.00 100.00 100.00
NTSH Song Zhi Electronics Technology (Suzhou)
("Song Zhi Suzhou")
Provide development, consult and
equipment lease of semiconductor
100.00 - -
NTC Nuvoton Technology Corp. America
("NTCA")
Design, sales and service of
semiconductor
100.00 100.00 100.00
NTC Nuvoton Investment Holding Ltd. ("NIH") Investment holding 100.00 100.00 100.00
NIH
NTC
Nuvoton Technology Israel Ltd. ("NTIL")
Nuvoton Electronics Technology (H.K.)
Limited ("NTHK")
Design and service of semiconductor
Sales of semiconductor
100.00
100.00
100.00
100.00
100.00
100.00
NTHK Nuvoton Electronics Technology
(Shenzhen) Limited ("NTSZ")
Computer software service (except I.C.
design), wholesale business for
100.00 100.00 100.00
computer, supplement and software
NTC Song Yong Investment Corporation ("SYI") Investment holding 100.00 100.00 100.00
NTC
NTC
Nuvoton Technology India Private Limited
("NTIPL")
Nuvoton Technology Singapore Pte. Ltd.
Design, sales and service of
semiconductor
Design, sales and service of
100.00
100.00
100.00
100.00
100.00
100.00
NTC ("NTSPL")
Nuvoton Technology Korea Limited
semiconductor
Design, sales and service of
100.00 100.00 100.00
NTC ("NTKR")
Nuvoton Technology Holdings Japan
semiconductor
Investment holding
100.00 100.00 100.00
NTHJ ("NTHJ") (Note 3)
Nuvoton Technology Corporation Japan
Design, sales and service of 100.00 100.00 100.00
NTCJ ("NTCJ", former "PSCS") (Note 3)
Atfields Manufacturing Technology
semiconductor
Design and service of semiconductor
100.00 100.00 100.00
Corporation ("AMTC", former "PIDE")
(Note 3)
NTCJ Miraxia Edge Technology Corporation
("METC", former "PIDST") (Note 3)
Design and service of semiconductor 100.00 100.00 100.00

Note 1: PRC completed the liquidation and legal procedures in November 2020. The date of dissolution was on November 26, 2020.

  • Note 2: In May 2020, NTC issued 20 thousand units of unsecured convertible bonds in Taiwan. During 2021, due to the conversion of unsecured convertible bonds by the bondholders, the ownership directly held by the Company dropped to 52% as of September 30, 2021.
  • Note 3: NTC purchased the semiconductor business of Panasonic Corporation on September 1, 2020 and held NTHJ, NTCJ (former "PSCS"), AMTC (former "PIDE"), and METC (former "PIDST") with 100% ownership. Refer to Note 28 to the consolidated financial statements.

Other Significant Accounting Policies

a. Retirement benefits

Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the period adjusted for significant market fluctuations since that time and for significant plan amendments, settlements, or other significant one-off events.

b. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax. Interim period income taxes are assessed on an annual basis and calculated by applying to an interim period's pre-tax income tax rate that would be applicable to expected total annual earnings.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Group's accounting policies, management is required to make judgments, estimations and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

The Group considers the recent development of the COVID-19 in Taiwan and its economic environment implications when making its critical accounting estimates in cash flow projections, growth rate, discount rate, profitability, etc. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

The Group's critical accounting judgments and key sources of estimation uncertainty are referenced to the consolidated financial statements for the year ended December 31, 2020.

6. CASH AND CASH EQUIVALENTS

September 30, December 31, September 30,
2021 2020 2020
Cash and deposits in banks
Repurchase agreements collateralized by bonds
\$
19,657,391
2,683,007
\$
9,311,306
2,433,000
\$
8,679,595
556,200
\$ \$ \$
22,340,398 11,744,306 9,235,795

a. The Group has time deposits pledged to secure land and building leases, customs tariff obligations, borrowings and sales deposits which are reclassified to "other non-current assets". Time deposits pledged as security at the end of the reporting period were as follows:

September 30, December 31, September 30,
2021 2020 2020
Time deposits \$ \$ \$
233,656 773,119 218,246

b. The Group has partial time deposits which were not held for the purpose of meeting short-term cash commitments and are reclassified to "other receivables". These partial time deposits at the end of the reporting period were as follows (refer to Note 10 to the consolidated financial statements):

September 30, December 31, September 30,
2021 2020 2020
Time deposits \$ \$ \$
194,301 197,489 301,679

7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

September 30,
2021
December 31,
2020
September 30,
2020
Financial assets at FVTPL -
current
Derivative financial assets (not under hedge
accounting)
Forward exchange contracts \$
12,948
\$
33,531
\$
50,260
Foreign exchange swap contracts
Right of redemption of convertible bonds
- 8,977 4,066
(Note 18) 1,806 9,095 7,532
Non-derivative financial assets
Overseas unlisted stocks 55,700 - -
Mutual funds 55,045 - -
\$
125,499
\$
51,603
\$
61,858
Financial liabilities at FVTPL -
current
Derivative financial assets (not under hedge
accounting)
Forward exchange contracts \$
2,634
\$
3,191
\$
-

a. At the date of balance sheet, the outstanding derivative foreign exchange contracts not under hedge accounting were as follows:

September 30, 2021 Currencies Maturity Date Contract Amount
(In Thousands)
Sell forward exchange contracts USD to NTD 2021.10.01-2021.12.17 USD382,000/NTD10,625,766
Sell forward exchange contracts RMB to NTD 2021.10.15-2021.10.29 RMB47,000/NTD201,875
December 31, 2020
Sell forward exchange contracts USD to NTD 2021.01.08-2021.03.26 USD187,000/NTD5,307,824
Sell forward exchange contracts RMB to NTD 2021.01.08-2021.02.19 RMB54,000/NTD232,017
Buy forward exchange contracts NTD to USD 2021.01.27-2021.03.17 NTD1,361,320/USD49,000
Foreign exchange swap contracts USD to NTD 2021.01.15-2021.03.19 USD65,000/NTD1,847,107
September 30, 2020
Sell forward exchange contracts USD to NTD 2020.10.05-2020.12.18 USD211,000/NTD6,178,065
Sell forward exchange contracts RMB to NTD 2020.10.16-2020.12.18 RMB294,500/NTD1,245,399
Buy forward exchange contracts NTD to USD 2020.10.16-2020.12.08 NTD1,425,030/USD49,000
Foreign exchange swap contracts USD to NTD 2020.11.06-2020.12.04 USD36,000/NTD1,046,930
  • b. The redemption right of convertible bonds was the result of the issuance of unsecured bonds by NTC in the second quarter of 2020, refer to Note 18 to the consolidated financial statements.
  • c. The Group entered into derivative financial instruments contracts to manage exposures to exchange rate fluctuations of foreign currency denominated assets and liabilities. The derivative financial instruments contracts entered into by the Group did not meet the criteria of hedge accounting; therefore, the Group did not apply hedge accounting treatment.

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

Equity instruments at FVTOCI:

September 30,
2021
December 31,
2020
September 30,
2020
Domestic listed and emerging stocks
Walsin Lihwa Corporation \$
5,594,400
\$
4,284,600
\$
3,563,100
Walsin Technology Corporation 1,315,818 1,982,327 1,328,718
Hannstar Display Corporation 2,280,003 1,845,003 1,272,002
Walton Advanced Engineering Inc. 858,574 690,864 491,615
Nyquest Technology Co., Ltd. 245,025 80,685 56,843
Brightek Optoelectronic Co., Ltd. 1,767 894 801
Domestic unlisted stocks
United Industrial Gases Co., Ltd. 422,400 396,000 422,400
Yu-Ji Venture Capital Co., Ltd. 10,193 14,479 11,992
Harbinger III Venture Capital Corp. 113 107 106
Others 19,580 17,970 17,450
Overseas listed stocks
Tower Semiconductor LTD. - 232,110 469,902
Everspin Technologies, Inc. 47,433 34,433 54,917
Overseas
unlisted stocks
Autotalks Ltd. -
Preferred E. Share
557,000 569,600 582,000
Tower Partners Semiconductor Co., Ltd.
("TPSCo.") 1,250,726 512,812 450,882
JVP VIII, L.P. 413,660 239,869 228,608
JVP X Funds 167,100 106,800 -
Kneron Holding Company - 56,960 -
TEGNA Electronics Private Limited 11,257 11,701 11,839
Symetrix Corporation -
preferred A shares
- - -
\$
13,195,049
\$
11,077,214
\$
8,963,175
Current \$
10,096,228
\$
8,837,227
\$
6,710,352
Non-current 3,098,821 2,239,987 2,252,823
\$
13,195,049
\$
11,077,214
\$
8,963,175

These investments in equity instruments are held for medium to long-term strategic purposes. Accordingly, the management decided to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the Group's strategy of holding these investments for long-term purposes.

For the nine months ended September 30, 2021 and 2020, the Group disposed the shares for the adjustment of the investment position. The unrealized gains on financial assets at fair value through other comprehensive income of NT\$74,134 thousand and NT\$268,846 thousand were transferred to retained earnings, respectively.

For the three months ended and nine months ended September 30, 2021 and 2020, the dividend income were NT\$342,364 thousand and NT\$159,840 thousand, NT\$404,364 thousand and NT\$227,534 thousand, respectively. The dividend income were all related to investments held at September 30, 2021 and 2020.

NTC acquired the Preferred A Shares of the Symetrix Corporation through the combination of Panasonic semiconductor business on September 1, 2020. The entitled rights of the Preferred A Shares were as follows:

  • a. Each Preferred A Share grants its holder a number of votes equal to the number of votes per ordinary share.
  • b. In the event of liquidation, the Preferred A Shares shall be prior to ordinary shares.
  • c. The investor shall have the right to nominate board directors.
  • d. The conversion rights (Each Preferred A Share converts ten ordinary shares).

9. NOTES AND ACCOUNTS RECEIVABLE

September 30,
2021
December 31,
2020
September 30,
2020
Notes receivable \$ - \$ 262 \$ -
Accounts receivable
At amortized cost
Gross carrying amount
Less: Allowance for impairment loss
12,575,828
(322,458)
9,973,875
(266,759)
10,577,178
(179,082)
\$
12,253,370
\$ 9,707,378 \$ 10,398,096

The average credit period of sales of goods was 30 to 60 days. No interest was charged on accounts receivable. The Group adopted a policy of only dealing with entities that are rated the equivalent of investment grade or higher and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. Credit rating information is supplied by independent rating agencies where available and, if not available, the Group uses other publicly available financial information and its own trading records to rate its major customers. The Group's exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved annually.

In order to minimize credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Group's credit risk was significantly reduced.

The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of lifetime expected loss provision for all accounts receivable. The expected credit losses on accounts receivable are estimated using a provision matrix by reference to past default experience of the debtor and an analysis of the debtor's current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecast direction of conditions at the reporting date. The Group estimates expected credit losses based on past due days. As the Group's historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished between the Group's different customer base.

The Group writes off accounts receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. For accounts receivable that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.

The following table details the loss allowance of accounts receivable based on the Group's provision matrix.

Not Overdue Overdue
under 30 Days
Overdue
31-90 Days
Overdue
91-180 Days
Over 180 Days Total
Expected credit loss rate 0.1-2% 2% 10% 20% 50-100%
Gross carrying amount
Loss allowance (Lifetime ECL)
\$ 12,319,339
(198,423)
\$
120,530
(2,411)
\$
6,873
(687)
\$
29
(6)
\$
129,057
(120,931)
\$ 12,575,828
(322,458)
Amortized cost \$ 12,120,916 \$
118,119
\$
6,186
\$
23
\$
8,126
\$ 12,253,370
December 31, 2020
Not Overdue Overdue
under 30 Days
Overdue
31-90 Days
Overdue
91-180 Days
Over 180 Days Total
Expected credit loss rate 0.1-2% 2% 10% 20% 50-100%
Gross carrying amount
Loss allowance (Lifetime ECL)
\$
9,663,403
(134,523)
\$
143,331
(2,867)
\$
41,969
(4,197)
\$
-
-
\$
125,172
(125,172)
\$
9,973,875
(266,759)
Amortized cost \$
9,528,880
\$
140,464
\$
37,772
\$
-
\$
-
\$
9,707,116

September 30, 2021

September 30, 2020

Not Overdue Overdue
under 30 Days
Overdue
31-90 Days
Overdue
91-180 Days
Over 180 Days Total
Expected credit loss rate 0.1-2% 2% 10% 20% 50-100%
Gross carrying amount
Loss allowance (Lifetime ECL)
\$ 10,393,036
(157,343)
\$
44,656
(893)
\$
70,510
(7,051)
\$
68,976
(13,795)
\$
-
-
\$ 10,577,178
(179,082)
Amortized cost \$ 10,235,693 \$
43,763
\$
63,459
\$
55,181
\$
-
\$ 10,398,096

The movements of loss allowance of accounts receivable were as follows:

Nine Months Ended September 30
2021 2020
Balance at January 1 \$
266,759
\$
148,353
Add: Acquisitions through business combinations - 806
Add: Recognized impairment loss 70,291 50,142
Less: Amounts written off - (18,844)
Effect of exchange rate changes (14,592) (1,375)
Balance at September 30 \$
322,458
\$
179,082

Refer to Note 30 to the consolidated financial statements for details of NTC's factoring agreements for accounts receivable.

10. OTHER RECEIVABLES

September 30,
2021
December 31,
2020
September 30,
2020
Business tax refund receivable \$ 359,660 \$ 367,130 \$ 553,422
Time deposits (Note 6) 194,301 197,489 301,679
Technical service receivables 137,975 175,667 181,891
Royalty receivables 116,893 425,453 334,783
Receivables for acquisition price adjustment - 520,890 520,890
Pension payments on behalf of another party - - 286,411
Others 476,484 286,955 484,010
\$ 1,285,313 \$ 1,973,584 \$ 2,663,086

11. INVENTORIES

September 30, December 31, September 30,
2021 2020 2020
Finished goods \$ \$ \$
3,534,301 3,214,933 3,797,739
Work-in-process 10,772,178 9,988,731 9,662,472
Raw materials and supplies 952,413 931,989 896,319
Inventories in transit 12,106 5,761 -
\$ \$ \$
15,270,998 14,141,414 14,356,530

a. Operating costs for the three months ended and nine months ended September 30, 2021 and 2020 included inventory (reversal of) write-downs for the decline in market value, obsolescence and scrap of inventories were NT\$(54,673) thousand, NT\$(35,077) thousand, NT\$742,097 thousand and NT\$(212,369) thousand, respectively.

b. Unallocated fixed manufacturing costs recognized as cost of sales for the three months ended and nine months ended, September 30, 2021 and 2020, were NT\$193,860 thousand, NT\$192,708 thousand, NT\$460,466 thousand and NT\$538,030 thousand, respectively.

12. INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD

Investments in Associates

September 30, December 31, September 30,
2021 2020 2020
Associates that are not individually material \$ \$ \$
Chin Xin Investment Co., Ltd. 7,003,833 6,211,869 3,982,169
Hwa Bao Botanic Conservation Corp. 28,830 29,920 707
\$ \$ \$
7,032,663 6,241,789 3,982,876

On September 24, 2020, the board of directors of Hwa Bao Botanic Conservation Corp. ("Hwa Bao") resolved to issue 19,500 thousand ordinary shares, which increased the share capital issued. The Company subscribed 2,925 thousand shares of the ordinary shares with a par value of NT\$10. As of September 30, 2021, the Company held 3,000 thousand shares of Hwa Bao and owned 15% of directly ownership interest; because the main shareholders of Hwa Bao is Chin Xin Investment Co., Ltd., and its ownership interest were 70%. The Company accounted for the equity investment in Hwa Bao using equity method for its consolidated ownership interest of Hwa Bao was 41%.

As of September 30, 2021, the Company held 182,841 thousand shares of Chin Xin Investment Co., Ltd. with a 38% ownership interest.

The Group's investments accounted for using equity method and the shares of profit or loss and other comprehensive income of those investments for the nine months ended September 30, 2021 and 2020 were based on the associates' financial statements reviewed by independent auditors.

13. PROPERTY, PLANT AND EQUIPMENT

September 30,
2021
December 31,
2020
September 30,
2020
Land \$
3,103,107
\$
3,322,387
\$
3,318,326
Buildings 12,221,149 13,339,927 13,642,968
Machinery and equipment 28,476,950 34,238,232 35,322,385
Other equipment 949,468 947,273 971,491
Construction in progress and prepayments for
purchase of equipment 15,245,193 9,604,697 8,629,287
\$
59,995,867
\$
61,452,516
\$
61,884,457
Land Buildings Machinery and
Equipment
Other Equipment Construction in
Progress and
Prepayments for
Purchase of
Equipment
Total
Cost
Balance at January 1, 2021
Additions
\$
3,322,387
-
\$
50,113,861
228,042
\$ 182,256,279 1,827,984 \$
7,750,795
326,062
\$
9,639,168
5,873,706
\$ 253,082,490 8,255,794
Business combinations - subsequent
adjustment of fair values
- - 437,628 - - 437,628
Disposals - (8,297) (1,822,705) (97,131) - (1,928,133)
Reclassified - 106,919 133,608 11,078 (251,605) -
Effect of exchange rate changes (219,280) (1,955,931) (5,059,402) (359,072) (16,076) (7,609,761)
Balance at September 30, 2021 \$
3,103,107
\$
48,484,594
\$ 177,773,392 \$
7,631,732
\$
15,245,193
\$ 252,238,018
(Continued)
Land Buildings Machinery and
Equipment
Other Equipment Construction in
Progress and
Prepayments for
Purchase of
Equipment
Total
Accumulated depreciation and
impairment
Balance at January 1, 2021
Depreciation expense
Disposals
Impairment loss
Reclassified
Effect of exchange rate changes
\$
-
-
-
-
-
-
\$
36,773,934
1,242,469
(8,272)
-
79
(1,744,765)
\$ 148,018,047
6,509,074
(1,056,978)
782,949
31,168
(4,987,818)
\$
6,803,522
286,294
(80,360)
-
428
(327,620)
\$
34,471
-
-
-
(31,675)
(2,796)
\$ 191,629,974
8,037,837
(1,145,610)
782,949
-
(7,062,999)
Balance at September 30, 2021 \$
-
\$
36,263,445
\$ 149,296,442 \$
6,682,264
\$
-
\$ 192,242,151
Cost
Balance at January 1, 2020
Acquisitions through business
combinations
Additions
Disposals
Reclassified
Effect of exchange rate changes
\$
1,122,431
2,223,578
-
-
-
(27,683)
\$
29,554,461
19,948,652
474,413
(7,940)
290,287
(236,866)
\$ 126,895,051
52,749,498
3,567,283
(754,641)
244,765
(608,236)
\$
4,101,447
3,592,196
209,144
(56,342)
5,671
(48,705)
\$
7,573,498
110,089
2,686,827
-
(1,704,968)
(1,682)
\$ 169,246,888
78,624,013
6,937,667
(818,923)
(1,164,245)
(923,172)
Balance at September 30, 2020 \$
3,318,326
\$
50,023,007
\$ 182,093,720 \$
7,803,411
\$
8,663,764
\$ 251,902,228
Accumulated depreciation and
impairment
Balance at January 1, 2020
Acquisitions through business
combinations
Depreciation expense
Disposals
Reclassified
Effect of exchange rate changes
\$
-
-
-
-
-
-
\$
17,948,607
17,667,303
980,508
(7,722)
-
(208,657)
\$
90,955,957
51,732,718
5,419,392
(741,977)
1,294
(596,049)
\$
3,365,210
3,384,282
174,044
(47,986)
-
(43,630)
\$
-
36,176
-
-
(1,294)
(405)
\$ 112,269,774
72,820,479
6,573,944
(797,685)
-
(848,741)
Balance at September 30, 2020 \$
-
\$
36,380,039
\$ 146,771,335 \$
6,831,920
\$
34,477
\$ 190,017,771
(Concluded)
  • a. As of September 30, 2021, December 31, 2020 and September 30, 2020, the carrying amounts of NT\$20,707,726 thousand, NT\$22,133,327 thousand and NT\$23,067,601 thousand of property, plant and equipment were pledged to secure long-term borrowings and corporate bonds.
  • b. Information about capitalized interest
Three Months Ended
September 30
Nine Months Ended
September 30
2021 2020 2021 2020
Capitalized interest amounts \$
65,960
\$
47,553
\$
173,230
\$
123,988
Capitalized interest rates 1.79% 1.79% 1.79% 1.79%

c. In the third quarter of 2021, the Group recognized an impairment loss of NT\$782,949 thousand for certain machinery and equipment which will not be used in the future after evaluation.

14. LEASE ARRANGEMENTS

a. Right-of-use assets

September 30,
2021
December 31,
2020
September 30,
2020
Carrying amounts
Land
Buildings
Machinery and equipment
Other equipment
\$ 1,744,964
296,304
797,489
33,750
\$ 1,825,502
382,761
940,670
51,399
\$ 1,835,215
395,476
956,753
58,822
\$ 2,872,507 \$ 3,200,332 \$ 3,246,266
Three Months Ended September 30 Nine Months Ended September 30
2021 2020 2021 2020
Additions to right-of-use assets
Additions
Acquisitions through
\$
-
\$ 56,185 \$ 24,966 \$ 159,999
business combinations - 997,787 - 997,787
\$
-
\$ 1,053,972 \$ 24,966 \$ 1,157,786
Depreciation charge for
right-of-use assets
Land
Buildings
\$
26,845
30,201
\$ 26,558
26,660
\$ 80,537
91,375
\$ 79,675
78,441
Machinery and equipment
Other equipment
16,957
8,131
6,231
8,602
52,165
24,410
6,231
24,821
\$
82,134
\$ 68,051 \$ 248,487 \$ 189,168
Income from the subleasing of
right-of-use assets (recorded
as "other income")
\$
509
\$ 67 \$ 1,543 \$ 1,224
b. Lease
liabilities
September 30,
2021
December 31,
2020
September 30,
2020
Carrying amounts
Current
Non-current
\$
\$
344,789
2,766,172
\$
\$
388,401
3,119,221
\$
\$
389,904
3,181,656

Range of discount rate for lease liabilities are as follows:

September 30,
2021
December 31,
2020
September 30,
2020
Land 1.76%-2.47% 1.76%-2.47% 1.76%-2.47%
Buildings 0.33%-3.75% 0.33%-3.75% 0.33%-3.75%
Machinery and equipment 0.26%-0.80% 0.33%-0.80% 0.33%-0.80%
Other equipment 0.26%-3.61% 0.26%-3.61% 0.33%-3.61%

For the three months ended and nine months ended September 30, 2021 and 2020, the interest expense under lease liabilities amounted to NT\$14,085 thousand, NT\$13,181 thousand, NT\$43,491 thousand and NT\$39,782 thousand, respectively.

c. Material lease-in activities and terms

NTC leased low-voltage protection equipments in Japan, and the lease terms will expire in 2021 to 2035.

The Company and NTC leased lands from Science Park Bureau, and the lease term will expire in 2023, 2027 and 2037, respectively, which can be extended after the expiration of the lease periods.

NTC leased a land from Taiwan Sugar Corporation under a twenty-year term from October 2014 to September 2034, which can be extended after expiration of the lease periods. The chairman of NTC is a joint guarantor of such lease, refer to Note 31 to the consolidated financial statements.

The Group leased some of the offices in the United States, China, Hong Kong, Japan, Israel, India, Korea and part in Taiwan, and the lease terms will expire between 2021 and 2029 which can be extended after the expiration of the lease periods.

d. Subleases

NTC subleases its right-of-use assets for buildings under operating leases with lease terms of 5 years.

The maturity analysis of lease payments receivable under operating subleases is as follows:

September 30, December 31, September 30,
2021 2020 2020
Year 1 \$ \$ \$
2,076 1,632 1,632
Year 2 2,076 1,632 1,632
Year 3 519 1,223 1,631
\$ \$ \$
4,671 4,487 4,895

To reduce the residual asset risk related to the subleased asset at the end of the relevant sublease, the lease contract between NTC and the lessee includes the receipt of the deposits and the compensation for damage due to the lack of management and maintenance.

e. Other lease information

September 30 Three Months Ended Nine Months Ended
September 30
2021 2020 2021 2020
Expenses relating to short-term
leases \$
64,572
\$
7,896
\$
176,904
\$
13,803
Expenses relating to low-value
asset leases \$
163
\$
221
\$
474
\$
607
Expenses relating to variable
lease payments not included
in the measurement of lease
liabilities \$
4,059
\$
5,245
\$
11,929
\$
17,715
Total cash outflow for leases \$
175,828
\$
94,564
\$
520,584
\$
243,357

The Group leases certain building qualify as short-term leases and certain other equipment qualify as low-value lease. The Group has elected to apply the recognition exemption and thus, did not recognize right-of-use assets and lease liabilities for these leases.

Lease-out arrangements under operating leases for investment properties are set out in Note 15 to the consolidated financial statements.

15. INVESTMENT PROPERTIES

September 30, December 31, September 30,
2021 2020 2020
Investment properties, net \$ \$ \$
2,112,852 2,466,667 2,501,693

NTC acquired investment properties in Niigata and Toyama, Japan through business combinations on September 1, 2020. The fair value of such investment properties were NT\$2,503,591 thousand based on the purchase price allocation report. As of September 30, 2021, NTC's management team evaluated the fair value of investment properties and determined that the fair value of the investment properties had not changed significantly.

NTC's other investment properties is in Shen-Zhen, China. As of December 31, 2020 and 2019, the fair value of such investment properties were both approximately NT\$200,000 thousand, which was referred by the neighborhood transactions. As of September 30, 2021 and 2020, NTC's management team evaluated the fair value of investment properties and determined that the fair value of the investment properties had not changed significantly.

September 30
2021 2020
Cost
Balance at January 1 \$
9,090,968
\$
98,511
Acquisitions through business combinations - 9,072,159
Disposals (1,176) -
Effect of exchange rate changes (889,937) (104,952)
Balance at September 30 8,199,855 9,065,718
(Continued)
September 30
2021 2020
Accumulated depreciation and impairment
Balance at January 1 \$
6,624,301
\$
54,304
Acquisitions through business combinations - 6,568,568
Disposals (1,176) -
Depreciation expense 117,834 17,101
Effect of exchange rate changes (653,956) (75,948)
Balance at September 30 6,087,003 6,564,025
Investment properties, net \$
2,112,852
\$
2,501,693
(Concluded)

The investment properties were leased out for 3 to 12 years. The lease contracts contain market review clauses in the event that the lessees exercise their options to extend. The lessees do not have bargain purchase options to acquire the investment properties at the expiry of the lease periods.

As of September 30, 2021, the carrying amounts of NT\$448,699 thousand of investment properties of NTC were pledged to secure long-term borrowings.

The maturity analysis of NTC's lease payments receivable under operating leases of investment properties is as follows:

September 30,
2021
December 31,
2020
September 30,
2020
Year 1 \$
203,997
\$ 265,390 \$ 266,560
Year 2 160,605 203,485 226,271
Year 3 160,605 178,214 179,181
Year 4 160,605 159,218 179,181
Year 5 160,605 102,231 179,181
More than five years 883,328 741,175 -
\$
1,729,745
\$ 1,649,713 \$ 1,030,374

To reduce the residual asset risk related to the subleased asset at the end of the relevant sublease, the lease contract between NTC and the lessee includes the receipt of the deposits and the compensation for damage due to the lack of management and maintenance.

16. INTANGIBLE ASSETS

September 30, December 31, September 30,
2021 2020 2020
Deferred technical assets, net
Other intangible assets, net
\$
623,189
362,115
\$
561,869
329,511
\$
671,966
205,318
\$ \$ \$
985,304 891,380 877,284
Deferred
Technical
Assets
Other
Intangible
Assets
Total
Cost
Balance at January 1, 2021
Additions
Disposals
Effect of exchange rate changes
\$
19,550,666
210,786
(5,592)
(5,774)
\$
1,452,139
97,605
-
(129,498)
\$
21,002,805
308,391
(5,592)
(135,272)
Balance at September 30, 2021 \$
19,750,086
\$
1,420,246
\$
21,170,332
Accumulated amortization and impairment
Balance at January 1, 2021
Amortization expenses
Disposals
Effect of exchange rate changes
Balance at September 30, 2021
\$
18,988,797
142,753
(789)
(3,864)
\$
19,126,897
\$
1,122,628
45,199
-
(109,696)
\$
1,058,131
\$
20,111,425
187,952
(789)
(113,560)
\$
20,185,028
Cost
Balance at January 1, 2020
Additions
Acquisitions through business combinations
Disposals
Effect of exchange rate changes
\$
19,088,675
415,625
-
-
(6,129)
\$
58,896
100,576
1,200,865
(2,972)
(14,132)
\$
19,147,571
516,201
1,200,865
(2,972)
(20,261)
Balance at September 30, 2020 \$
19,498,171
\$
1,343,233
\$
20,841,404
Accumulated amortization and impairment
Balance at January 1, 2020
Amortization expenses
Acquisitions through business combinations
Disposals
Effect of exchange rate changes
\$
18,717,601
113,020
-
-
(4,416)
\$
22,248
13,705
1,117,819
(2,972)
(12,885)
\$
18,739,849
126,725
1,117,819
(2,972)
(17,301)
Balance at September 30, 2020 \$
18,826,205
\$
1,137,915
\$
19,964,120

The amounts of deferred technical assets were the technical transfer fees in connection with certain technical transfer agreements. The above technical assets pertained to different products or process technology. The assets were depreciated on a straight-line basis from the commencement of production or over the estimated useful life of the assets. The estimated useful lives of technical assets were based on the economic benefits generated from the assets or the terms of the technical asset contracts.

17. BORROWINGS

a. Short-term borrowings

September 30, 2021 December 31, 2020 September 30, 2020
Interest Rate Interest Rate Interest Rate
% Amount % Amount % Amount
Secured borrowings
Bank of Taiwan (Note 6) - \$
-
4.35 \$
1,544,910
4.35 \$
1,291,112
CTBC Bank Co., Ltd. 1.29 74,700 1.29 276,300 - -
\$
74,700
\$
1,821,210
\$
1,291,112
Unsecured borrowings
DBS Bank (Taiwan) Ltd. 0.31-0.33 \$
805,256
- \$
-
- \$
-
CTBC Bank Co., Ltd. 0.35-0.40 451,056 - - - -
Taishin International
Bank Co., Ltd.
0.45 188,933 - - - -
Hua Nan Commercial
Bank, Ltd. 0.48 30,843 - - - -
Taiwan Cooperative Bank - - - - 1.00 300,000
\$
1,476,088
\$
-
\$
300,000

The secured borrowings of CTBC Bank Co., Ltd. are secured and guaranteed by the Company to NTCJ. According to the contract, the Company is required to maintain specific financial covenants, including current ratio, debt ratio and total equity shall not be less than a specific amount every half year. Additionally, the principal and interest coverage ratio should be also maintained every half year. The computations of financial ratios mentioned above will be based on the audited (reviewed) consolidated financial statements.

b. Long-term borrowings

Period Interest Rate September 30,
2021
December 31,
2020
September 30,
2020
Secured borrowings
Bank of Taiwan syndicated loan (IV)
Bank of Taiwan syndicated loan (V)
2016.08.15-2021.12.29
2019.01.14-2026.09.19
1.79%-1.81%
1.89%
\$
2,900,000
7,850,000
\$
5,000,000
7,050,000
\$
7,000,000
6,550,000
Unsecured borrowings
The Export - Import Bank of ROC 2019.09.20-2026.09.21 0.92% 500,000 500,000 500,000
The Export - Import Bank of ROC 2020.08.25-2027.08.25 0.92% 1,000,000 1,000,000 1,000,000
Taiwan Cooperative Bank (Note 27) 2020.12.28-2027.12.15 0.50% 1,000,000 1,000,000 -
Chang Hwa Bank (Note 27) 2021.06.29-2028.06.15 0.5%-0.70% 900,000 - -
CTBC Bank Co., Ltd. 2020.08.24-2022.08.24 1.58% - - 800,000
Bank of Taiwan 2020.08.24-2023.08.24 1.42% - - 1,000,000
14,150,000 14,550,000 16,850,000
Less: Current portion (3,685,000) (5,000,000) (4,000,000)
Less: Syndication agreement
management fee (82,287) (108,327) (117,007)
Less: Government loan discount (97,430) (59,828) -
(Note 27)
\$ 10,285,283 \$
9,381,845
\$ 12,732,993

1) Bank of Taiwan Syndicated Loan (IV)

a) On August 15, 2016, the Company entered into a syndicated loan, with a group of financial institutions, to procure equipment for 12-inch fab, repay bank loans and augment medium-term working capital. The credit line was divided into part A and B, which amounted to NT\$10 billion and NT\$2 billion, respectively; and the total line of credit amounted to NT\$12 billion.

  • b) Part A will be repaid every six months from December 29, 2019 until maturity, and part B will be repaid every six months from December 29, 2018 until maturity.
  • c) Refer to Note 13 to the consolidated financial statements for collateral on bank borrowings.
  • d) The Company is required to maintain certain financial covenants, including current ratio, debt ratio and tangible net equity, on June 30 and December 31 during the tenors of the loans. Additionally, the principal and interest coverage should be also maintained on June 30 and December 31 during the tenors of the loans. The computations of financial ratios mentioned above are done based on the audited (reviewed) consolidated financial statements.
  • 2) Bank of Taiwan Syndicated Loan (V)
  • a) On January 14, 2019, the Company entered into a syndicated loan, with a group of financial institutions, to procure equipment for fab. The credit line amounted to NT\$42 billion. The principal will be repaid every six months from September 19, 2022 until maturity.
  • b) Refer to Note 13 to the consolidated financial statements for collateral on bank borrowings.
  • c) The Company is required to maintain certain financial covenants, including current ratio, debt ratio and total equity, on June 30 and December 31 during the tenors of the loans. Additionally, the principal and interest coverage should be also maintained on June 30 and December 31 during the tenors of the loans. The computations of financial ratios mentioned above are done based on the audited (reviewed) consolidated financial statements.
  • 3) The proceeds of the unsecured borrowings from the Export-Import Bank of ROC, CTBC Bank Co., Ltd. and Bank of Taiwan were provided NTC for investing in Autotalks Ltd. and acquiring Panasonic Semiconductor Solutions., Co., Ltd.
  • 4) The Taiwan Cooperative Bank medium-term loan is a government grant discounted interest loan. Refer to Note 27 to the consolidated financial statements. The principal will be repaid every month from January 15, 2024 until maturity.
  • 5) The Chang Hwa Bank medium-term loan is a government grant discounted interest loan. Refer to Note 27 to the consolidated financial statements. The principal will be repaid every month from July 15, 2024 until maturity.
  • 6) On May 17, 2021, NTCJ signed a syndicated loan with CTBC and a group of financial institutions to pay outstanding debt and enrich operating capital, and the line of credit amounted to JYP\$30 billion. This syndicated loan have the Company as a joint guarantor and promise to maintain a certain operational control as stated in the agreement. Additionally, NTCJ and the Company is required to maintain certain financial covenants. The computations of financial ratios mentioned above are done based on the audited (reviewed) consolidated financial statements. As of September 30, 2021, the syndicated loan is undrawn.
  • 7) According to the contract of the CTBC Bank loan, NTC is required to maintain specific financial covenants, including current ratio, debt ratio and tangible net equity shall not be less than a specific amount every half year. The computations of financial ratios mentioned above are done based on the audited (reviewed) consolidated financial statements.

18. BONDS PAYABLE

September 30, December 31, September 30,
2021 2020 2020
Domestic secured bonds
Domestic unsecured bonds
\$
9,953,009
98,901
\$
9,943,848
1,207,820
\$
9,940,805
1,684,222
\$ \$ \$
10,051,910 11,151,668 11,625,027

a. On July 10, 2018, the Company was approved by the FSC to offer and issue the first secured corporate bonds of 2018, with an aggregate principal amount of NT\$10 billion. The terms of issuance, amounts and interest rate as follows:

Issuance
Date
Period Amount Coupon
Rate
Repayment and Interest Payment
2018.07.17 7 years \$10 billion 1% The principal will be repaid upon maturity. The
interest is payable once a year at the coupon
rate accrued annually on a simple basis starting
from the issue date.

Refer to Note 13 to the consolidated financial statements for collateral of 12-inch Fab Manufacturing facilities on corporate bonds.

b. In May 2020, NTC issued 20 thousand units, NT\$100 thousand per unit, 0% NTD-denominated unsecured convertible bonds in Taiwan, with an aggregate principal amount of NT\$2 billion. The terms of issuance, amounts and interest rate as follows:

Issuance
Date
Period Amount Coupon
Rate
Repayment and Interest Payment
2020.05.20 7 years \$2 billion 0% The principal will be repaid in cash upon maturity
at a rate of 109.09% (annual rate of return
1.25% upon maturity).
  • 1) The conversion price was set at NT\$39.9 per share at the time of issuance. When meeting certain criteria, adjustments on the conversion price are made in accordance with the terms and conditions. Since NTC distributed cash dividends in August 2021, the conversion price should be adjusted according to the issuance and conversion measures, so the conversion price has been adjusted to NT\$38 since August 22, 2021.
  • 2) After the first three months of the issuance and forty days before the maturity date, if the closing price of NTC's common shares listed on the Taiwan Stock Exchange exceeds or equals 30% of the conversion price or the outstanding balance of the bonds is less than 10% in principal amount of the bonds originally outstanding for thirty consecutive business days, NTC may redeem the bonds in cash at the principal amount.
  • 3) After the bonds has been issued for over five years, the bondholders may request NTC to redeem the bonds at 106.41% of the principal amount (annual rate of return 1.25%). The right of the redemption was recognized as financial instruments at fair value through profit or loss - current. The fair value were NT\$1,806 thousand, NT\$9,095 thousand and NT\$7,532 thousand on September 30, 2021, December 31, 2020 and September 30, 2020, respectively. Refer to Note 7 to the consolidated financial statements.

4) Except for the bonds that have been redeemed, sold back, converted, or bought back by NTC in the market, the principal will be repaid in cash upon maturity at a rate of 109.09% (annual rate of return 1.25% upon maturity).

The effective interest rate of the liability component of the convertible bond was 1.22% per annum on the initial recognition.

Proceeds from issuance (less transaction costs of \$6,426 thousand) \$
1,998,428
Redemption 5,200
Liability component at the date of issue 2,003,628
Convertible bonds converted into ordinary shares (1,925,558)
Interest charged at an effective interest rate of 1.22% 20,831
Liability component at September 30, 2021 \$
98,901

19. PROVISIONS

September 30,
2021
December 31,
2020
September 30,
2020
Current
Decommissioning liabilities
Employee benefits
\$
551,784
-
\$
551,784
\$
612,281
316,438
\$
928,719
\$
610,730
316,438
\$
927,168
Non-current
Employee benefits
Warranties
Decommissioning liabilities
\$
1,591,359
762,442
676,782
\$
1,765,833
776,497
750,983
\$
1,761,359
776,149
749,081
\$
3,030,583
\$
3,293,313
\$
3,286,589

NTC purchased the semiconductor business of Panasonic Corporation in September 2020. The expected decommissioning costs and personnel costs from shutting down some fabs were recognized as the decommissioning liabilities and employee benefits provisions.

20. RETIREMENT BENEFIT PLANS

The employee benefit expense in respect of the Group's defined benefit retirement plans was calculated using the actuarially determined pension cost discount rate as of December 31, 2020 and 2019, and recognized NT\$29,330 thousand, NT\$24,070 thousand, NT\$70,348 thousand and NT\$67,725 thousand for the three months ended and the nine months ended September 30, 2021 and 2020, respectively.

21. EQUITY

a. Share capital

September 30, December 31, September 30,
2021 2020 2020
Number of shares authorized (in thousands)
Share authorized
6,700,000
\$
67,000,000
6,700,000
\$
67,000,000
6,700,000
\$
67,000,000
Number of shares issued and fully paid (in 3,980,000 3,980,000 3,980,000
thousands) \$ \$ \$
Share issued 39,800,002 39,800,002 39,800,002

As of September 30, 2021, December 31, 2020 and September 30, 2020, the balance of the Company's capital account amounted to NT\$39,800,002 thousand, divided into 3,980,000 thousand shares with a par value of NT\$10.

b. Capital surplus

September 30,
2021
December 31,
2020
September 30,
2020
May be used to offset a deficit, distributed
as cash dividends, or transferred to
share capital
Arising from issuance of share capital
Arising from treasury share transactions
Arising from conversion of bonds
\$
4,787,673
2,342,036
136,352
\$
4,787,673
2,342,036
136,352
\$
4,787,673
2,342,036
136,352
May be used to offset a deficit only
Arising from changes in percentage of
ownership interest in subsidiaries
Arising from share of changes in capital
340,235 236,467 67,685
surplus of associates 29,137 29,137 29,137
Cash capital increase reserved for employee
share options
Others
208,451
30,749
208,451
30,749
208,451
30,749
\$
7,874,633
\$
7,770,865
\$
7,602,083

The capital surplus generated from the excess of the issuance price over the par value of capital stock (including the stock issued for new capital, mergers and convertible bonds) may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or stock dividends up to a certain percentage of the Company's paid-in capital. The capital surplus from share of changes in equities of subsidiaries and associates may be used to offset a deficit; however, when generated from issuance of restricted shares for employees, such capital surplus may not be used for any purpose.

c. Retained earnings and dividend policy

The shareholders held their regular meeting on August 12, 2021 and resolved the amendments to the Company's Articles of Incorporation. The amendments of the Company's dividend distribution policy as follows:

From the pre-tax net profit of the current year, before deducting remuneration of employees and remuneration of directors, no more than 1% shall be allocated as remuneration of directors and no less than 1% as remuneration of employees. The remuneration of employees may be distributed in stock or cash upon resolution of the board of directors and may be distributed to the employees of subsidiaries of the Company meeting certain criteria.

However, if the Company has accumulated losses, the Company shall first set aside an amount for making up losses, and then allocate remuneration of employees and remuneration of directors according to the percentage set forth in the preceding paragraph.

The Company purchases its stock for transferring such treasury shares, issues employee options, provides pre-emptive right for employees' subscription upon issuing new shares, issues new restricted employee shares, and distributes employee remuneration, to employees of the Company's controlling or subordinated companies who meet certain criteria, which shall be determined and resolved by the board of directors.

If the Company has pre-tax profits at the end of the current fiscal year, after paying all taxes and covering all accumulated losses, the Company shall set aside 10% of said earnings as legal reserve. However, legal reserve need not be made when the accumulated legal reserve equals the paid-in capital of the Company. After setting aside or reversing special reserve pursuant to applicable laws and regulations and orders of competent authorities or based on the business needs of the Company, if there is any balance, the board of directors may submit a proposal for allocation of the remaining balance and the accumulated undistributed earnings to the shareholders meeting for resolution of distributing bonuses and dividends to shareholders.

The board of directors shall be authorized to distribute the profit, the legal reserve and the capital reserve mentioned in the preceding paragraph in cash upon resolution by a majority vote at a board meeting attended by two-thirds or more of the directors, and shall report the same to the shareholders' meeting.

The Company's dividend distribution policy is made in accordance with the Company Act and the Articles of Incorporation in consideration of factors including capital and financial structure, operating status, retained earnings, industry characteristics and economic cycle. The dividends shall be distributed in a steady manner. With respect to distribution of dividends, in consideration of future operation scale and cash flow needs, no less than 30% of the remaining amount of the net profit after tax of the current year, after covering the accumulative losses and setting aside the legal reserve and the special reserve, shall be distributed to shareholders as dividends (The Company shall not issue dividends if the dividend is less than NT\$0.1.), which may be distributed in stock dividend or cash dividend, and the distribution of cash dividend shall not be less than 50% of total dividends, so as to maintain continuous growth.

The Company may distribute its profit or make up its losses at the end of each half of a fiscal year. The business report, the financial statements, and the proposal for distribution of earnings or making up loss shall be prepared by and then resolved by the board of directors.

The Company, in distributing its profit according to the preceding paragraph, shall estimate and reserve employee and director remuneration and any taxes payable as well as cover any losses and set aside the legal reserve in accordance with the law; however, provided that the legal reserve amounts to the total paid-in capital, the legal reserve need not be set aside. Where the Company distributes the profit in cash, such distribution shall be resolved by the board of directors, but where the profit is distributed in the form of newly issued shares, such distribution shall be resolved by the shareholders' meeting.

Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company's paid-in capital. The legal reserve may be used to offset a deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company's paid-in capital, the excess may be transferred to capital or distributed in cash.

Pursuant to existing regulations, the Company is required to set aside additional special capital reserve equivalent to the net debit balance of the other components of shareholders' equity, such as the accumulated balance of foreign currency translation reserve, unrealized valuation gain (loss) from available-for-sale financial assets, net amount of fair value below the cost of the Company's ordinary shares held by subsidiaries, etc. For the subsequent decrease in the deduction amount to shareholders' equity, any special reserve appropriated may be reversed to the extent that the net debit balance reverses.

The appropriations of earnings and the dividends per share for 2020 and 2019 were approved in the shareholders' meeting on August 12, 2021 and June 12, 2020, respectively.

Appropriation of Earnings Dividends Per Share (NT\$)
For Year 2020 For Year 2019 For Year 2020 For Year 2019
Legal reserve appropriated
Cash dividends
\$ 161,253
796,000
\$ 115,226
398,000
\$
0.2
\$
0.1
\$ 957,253 \$ 513,226

For information about the accrual basis of the employees' compensation and remuneration of directors and the actual appropriations, refer to Note 23 to the consolidated financial statements on employee benefits expenses.

d. Other equity items

1) Exchange differences on translation of foreign financial statements

Nine Months Ended September 30
2021 2020
Balance at January 1
Exchange differences arising on translating the financial
\$
(271,328)
\$
(119,246)
statements of foreign operations (463,383) (135,483)
Balance at September 30 \$
(734,711)
\$
(254,729)

The exchange differences arising on translation of foreign operation's net assets from its functional currency to the Group's presentation currency are recognized directly in other comprehensive income and also accumulated in the foreign currency translation reserve.

2) Unrealized gains (losses) on financial assets at FVTOCI

Nine Months Ended September 30
2021 2020
Balance at January 1 \$
8,141,510
\$
5,009,928
Unrealized gains (losses) on revaluation of financial assets at
FVTOCI
1,771,231 (553,360)
Share of unrealized gains (losses) on revaluation of financial
assets at FVTOCI of associates accounted for using equity
method 645,866 (539,394)
Disposal of investments in equity instruments designated at
FVTOCI
(74,134) (268,846)
Balance at September 30 \$
10,484,473
\$
3,648,328

Unrealized gains (losses) on financial assets at FVTOCI represents the cumulative gains or losses arising from the fair value measurement on financial assets at FVTOCI that are recognized in other comprehensive income. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments, instead, they will be transferred to retained earnings.

e. Non-controlling interests

Nine Months Ended September 30
2021 2020
Balance at January 1 \$
5,143,568
\$
2,836,565
Share attributable to non-controlling interests
Profit for the period 875,234 180,111
Exchange differences on translation of foreign financial
statements (318,584) (47,250)
Unrealized gains (losses) on financial assets measured at
FVTOCI 369,913 (21,652)
Cash dividends issued by subsidiaries to
non-controlling interests
(148,788) (132,665)
Changes in ownership interests in subsidiaries 997,624 261,035
Balance at September 30 \$
6,918,967
\$
3,076,144

22. REVENUE

Refer to Note 37 to the consolidated financial statements for the Group's revenue.

23. EMPLOYEE BENEFITS EXPENSE, DEPRECIATION, AND AMORTIZATION

Three Months Ended September 30, 2021
Classified as
Classified as
Operating
Costs
Classified as
Operating
Expenses
Non-operating
Income and
Losses
Total
Short-term employee benefits \$ \$ \$ \$
1,248,894 3,507,469 - 4,756,363
Post-employment benefits \$ \$ \$ \$
37,843 182,006 - 219,849
Depreciation \$ \$ \$ \$
2,724,321 313,230 39,776 3,077,327
Amortization \$ \$ \$ \$
4,604 59,598 8,680 72,882
Three Months Ended September 30, 2020
Classified as
Operating
Costs
Classified as
Operating
Expenses
Classified as
Non-operating
Income and
Losses
Total
Short-term employee benefits
Post-employment benefits
Depreciation
Amortization
\$
695,202
\$
36,617
\$
2,008,324
\$
8,562
\$
1,677,580
\$
118,641
\$
272,012
\$
44,749
\$
-
\$
-
\$
16,428
\$
8,680
\$
2,372,782
\$
155,258
\$
2,296,764
\$
61,991
Nine Months Ended September 30, 2021
Classified as
Operating
Costs
Classified as
Operating
Expenses
Classified as
Non-operating
Income and
Losses
Total
Short-term employee benefits
Post-employment benefits
Depreciation
Amortization
\$
3,322,202
\$
103,239
\$
7,169,962
\$
20,182
\$
9,637,968
\$
509,495
\$
1,113,529
\$
167,770
\$
-
\$
-
\$
122,100
\$
26,040
\$
12,960,170
\$
612,734
\$
8,405,591
\$
213,992
Nine Months Ended September 30, 2020
Classified as
Classified as
Operating
Classified as
Operating
Non-operating
Income and
Costs Expenses Losses Total
Short-term employee benefits
Post-employment benefits
Depreciation
Amortization
\$
2,056,409
\$
103,304
\$
5,982,807
\$
25,243
\$
4,440,864
\$
276,733
\$
777,373
\$
101,482
\$
-
\$
-
\$
21,466
\$
26,040
\$
6,497,273
\$
380,037
\$
6,781,646
\$
152,765

The remuneration policies of the Company were as follows:

a. Directors:

In accordance with the Article 22 of the Company's Articles of Incorporation, the distribution of the remuneration of directors shall be appropriated at the rates no more than 1% of net profit before income tax before deducting remuneration to employees and directors. The Remuneration Committee will recommend remuneration to directors in accordance with the Company's Articles of Incorporation, the internal Rules for Remuneration of Directors and Performance Assessment of The Board of Directors, board members' self-assessment results, and annual profit deduct the accumulative losses. The remuneration was resolved by the board of directors and reported to the shareholders' meeting.

b. Managers:

The remuneration of the managers, which depends on responsibilities and performance of individuals to encourage managers to take responsibilities and achieve performance, shall be competitive to attract external talent and stabilize internal talent. The managers have the responsibilities for operating performance, the encouragement shall be taken both short-term and long-term performance into account.

c. Employees:

Employees' compensation, including fixed and variable compensation, was taken both internal fairness and external competitiveness into consideration. The Company gives bonus immediately and shares operating performance with the employees to attract, encourage and retain the talent. In accordance with the Articles of Incorporation, it stipulates distribution of the compensation of employees at the rates no less than 1% of net profit before income tax before deducting remuneration to employees and directors. Personal salary is determined by responsibilities and professional skills. Bonus and compensation are in relation to individual's performance and contribution.

For the three months ended and nine months ended September 30, 2021 and 2020, the employees' compensation and remuneration of directors were as follows:

Three Months Ended September 30 Nine Months Ended September 30
2021 2020 2021 2020
Amounts Accrual
Rate
Amounts Accrual
Rate
Amounts Accrual
Rate
Amounts Accrual
Rate
Employees'
compensation
\$ 106,703 2% \$
7,013
2% \$ 229,921 2% \$ 18,689 2%
Remuneration of
directors
\$ 53,352 1% \$
3,506
1% \$ 114,961 1% \$
9,344
1%

If there is a change in the proposed amounts after the annual consolidated financial statements were authorized for issue, the differences are recorded as a change in accounting estimate.

The compensation to employees and remuneration to the directors of 2020 and 2019 were approved by the Company's board of directors on March 16, 2021 and April 30, 2020, respectively, were as below:

For the Year Ended December 31
2020 2019
Employees' compensation \$
27,831
\$
28,038
Remuneration of directors \$
13,916
\$
14,019

There was no difference between the actual amounts of employees' compensation and remuneration of directors paid and the amounts recognized in the consolidated financial statements for the years ended December 31, 2020 and 2019.

Information on the compensation to employees and remuneration to the directors resolved by the Company's board of directors is available on the Market Observation Post System website of the Taiwan Stock Exchange Corporation.

24. SHARE-BASED PAYMENT ARRANGEMENTS

NTC's board of directors resolved to reserve 10% of the shares from the issuance of 80,000 thousand shares approved by the FSC on September 25, 2020 to be subscribed for by its employees. The number of shares subscribed for by the employees was affirmed on October 21 2020. The fair value of such share options subscribed for by NTC's employees on the grant date was measured using the Black-Scholes Option Pricing Model and amounted to NT\$62,240 thousand which was recorded as compensation costs.

a. As of December 31, 2020, NTC's Share-based payments agreements was as follows:

Number of Shares
Agreement Grant Date Grant Vesting Conditions
Cash capital increase reserved for 2020.10.21 8,000 thousand shares Vested immediately
employee share options

b. The fair value of share options acquired by employees on grant day, October 21, 2020, was measured by using Black-Scholes Option Pricing Model. Relevant information was as follows:

Share Price
(NT\$)
Exercise
Price (NT\$)
Expected
Price
Volatility
Expected
Vesting
Period
Expected
Dividend
Yield Rate
Risk-free
Interest
Rate
Fair Value
Per Share
(NT\$)
\$45.6 \$38.0 34.80% 48 days 0.00% 0.18% \$7.78

25. INCOME TAXES RELATING TO CONTINUING OPERATIONS

a. Income tax recognized in profit or loss

Major components of income tax expense are as follows:

Three Months Ended
September 30
Nine Months Ended
September 30
2021 2020 2021 2020
Current income tax
Current tax expense \$
1,128,982
\$
93,573
\$
2,221,185
\$
231,260
Adjustment for prior year (919) (45) 11,609 (99,483)
Deferred income tax
Current tax expense (150,809) 19,451 160,243 41,561
Income tax expense recognized
in profit or loss \$
977,254
\$
112,979
\$
2,393,037
\$
173,338

Based on the Income Tax Act in the ROC, the corporate income tax rate is 20%. Tax rates used by other group entities operating in other jurisdictions are based on the tax laws in those jurisdictions.

b. The Company's tax returns through 2018 have been assessed by the tax authorities.

26. EARNINGS PER SHARE

Three Months Ended September 30
2021 2020
Amounts
(Numerator)
After Income
Tax
Earnings Per
Share (NT\$)
After Income
Tax
Amounts
(Numerator)
After Income
Tax
Earnings Per
Share (NT\$)
After Income
Tax
(Attributable
to Owners of
the Parent)
Shares
(Denominator)
(In Thousands)
(Attributable
to Owners of
the Parent)
(Attributable
to Owners of
the Parent)
Shares
(Denominator)
(In Thousands)
(Attributable
to Owners of
the Parent)
Basic earnings per share
Net income attributed to
common shareholders
Effect of dilutive potential
common share
\$
4,478,033
3,980,000 \$
1.13
\$
331,124
3,980,000 \$
0.08
Employees' compensation - 4,027 - 503
Diluted earnings per share
Net income attributed to
common shareholders
\$
4,478,033
3,984,027 \$
1.12
\$
331,124
3,980,503 \$
0.08
Nine Months Ended September 30
Amounts
(Numerator)
2021 Earnings Per
Share (NT\$)
Amounts
(Numerator)
2020 Earnings Per
Share (NT\$)
After Income
Tax
(Attributable
to Owners of
the Parent)
Shares
(Denominator)
(In Thousands)
After Income
Tax
(Attributable
to Owners of
the Parent)
After Income
Tax
(Attributable
to Owners of
the Parent)
Shares
(Denominator)
(In Thousands)
After Income
Tax
(Attributable
to Owners of
the Parent)
Basic earnings per share
Net income attributed to
common shareholders
Effect of dilutive potential
common share
\$
9,400,565
3,980,000 \$
2.36
\$
953,609
3,980,000 \$
0.24
Employees' compensation - 8,676 - 1,340

If the Company offered to settle the compensation or bonuses paid to employees by cash or shares, the Company assumed that the entire amount of the compensation or bonuses will be settled in shares and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share (EPS), if the shares have a dilutive effect. Such dilutive effect of the potential shares is included in the computation of diluted EPS until the number of shares to be distributed to employees is resolved in the following year.

27. GOVERNMENT GRANTS

As of September 30, 2021, the Company received government loan of NT\$1.9 billion at a below-market rate of interest, which is 0.3%-0.5%. It will be used in purchase of machinery and equipments. The loan is repayable over a seven-year period. Using prevailing market interest rates for an equivalent loan of 1.79%, the fair value of the loan was estimated at NT\$1,790,815 thousand on initial recognition. The difference of NT\$109,185 thousand between the proceeds and the fair value of the loan is the benefit derived from the below-market rate of interest which has been recognized as deferred revenue. The deferred revenue will be recognized as other income during the loan period accordingly. For the three months and nine months ended September 30, 2021, the other income under government grants were amounts of NT\$5,642 thousand and NT\$11,755 thousand, respectively, and the interest expense under loans were amounts of NT\$8,261 thousand and NT\$16,948 thousand, respectively.

28. BUSINESS COMBINATIONS

a. Subsidiaries acquired

Subsidiary Principal Activity Date of
Acquisition
Proportion of
Voting Equity
Interests
Acquired (%)
Consideration
Transferred
Panasonic Semiconductor Semiconductor September 1, 100 \$
Solutions Co., Ltd. business 2020 8,432,481

NTC acquired the semiconductor business of Panasonic Corporation on September 1, 2020, including the acquisition of 100% equity in NTHJ, NTCJ (formerly PSCS), AMTC (formerly PIDE) and METC (formerly PIDST), Panasonic Semiconductor (Suzhou) Co., Ltd. (referred to as PSCSZ) related semiconductor business equipment and inventory, and Panasonic Industrial Devices Semiconductor Asia (referred to as PIDSCA) assets and liabilities projects and contracts and other specific operating assets.

b. Consideration transferred

Panasonic
Semiconductor
Solutions Co.,
Ltd.
Cash \$
8,358,041
Contingent consideration agreement (Note 1) 74,440
\$
8,432,481
  • Note: Under the contingent consideration arrangement, if TPSCo., which NTCJ held approximately 49% ownership interest, turns net profit during the period of the effective date of the acquisition to March 31, 2022, NTCJ is required to pay Panasonic Corporation the net profit based on ownership ratio.
  • c. Assets acquired and liabilities assumed at the date of acquisition
Panasonic
Semiconductor
Solutions Co.,
Ltd.
Current assets
Cash and cash equivalents \$
1,102,882
Accounts receivable and other receivables 4,469,464
Inventories 4,613,102
Prepayments 216,082
Non-current assets
Financial assets at fair value through other comprehensive income 960,800
Property, plant and equipment 6,241,162
Investment properties 2,503,591
Right-of-use assets 997,787
Intangible assets 83,046
(Continued)
Panasonic
Semiconductor
Solutions Co.,
Ltd.
Deferred income tax assets \$
103,259
Other non-current assets 4,639
Total assets \$
21,295,814
Current liabilities
Accounts payable and other payables \$
5,999,366
Current tax liabilities 86,320
Provisions -
current
617,821
Lease liabilities -
current
176,138
Other current liabilities 57,635
Non-current liabilities
Provisions -
non-current
2,539,589
Net defined benefit liabilities -
non-current
1,473,458
Deferred income tax liabilities 89,169
Warranties 506,301
Lease liabilities -
non-current
1,156,925
Total liabilities \$
12,702,722
Net assets \$
8,593,092
(Concluded)

d. Non-controlling interests

The non-controlling interest recognized at the acquisition date of Panasonic Semiconductor Solutions Co., Ltd. and its subsidiaries was measured by reference to the fair value of the non-controlling interest.

e. Bargain purchase gain recognized on acquisition

Panasonic
Semiconductor
Solutions Co.,
Ltd.
Fair value of identifiable net assets acquired
Less: Consideration transferred
\$
8,593,092
(8,432,481)
Gain on the bargain purchase \$
160,611

NTC has completed to measure and allocate aforementioned assets and liabilities at fair value for the acquisition of Panasonic semiconductor business on June 16, 2021, NT\$(58,357) thousand was recognized in non-operating income and expenses to decrease gain on the bargain purchase in 2021.

f. Net cash outflow on the acquisition of subsidiaries

Panasonic
Semiconductor
Solutions Co.,
Ltd.
Consideration paid in cash \$
8,432,481
Less: Cash and cash equivalent balances acquired (1,102,882)
7,329,599
Acquisition price adjustment
Investment payable (74,440)
Business tax refund receivable 133,101
Other payable for contract (presented in provisions) (316,438)
Effect of foreign currency exchange difference (7,324)
\$
7,064,498

g. Impact of acquisitions on the results of the Group

The financial results of the acquirees from the acquisition date (September 1, 2020) to December 31, 2020, which are included in the consolidated statements of comprehensive income, are as follows:

Panasonic
Semiconductor
Solutions Co.,
Ltd.
From September 1, 2020 to December 31, 2020
Revenue \$
8,993,175

Because of NTC's acquisition includes equipment and inventory related to semiconductor business of PSCSZ and assets and liabilities of PIDSCA, rather than a stand-alone entity, it is impractical to disclose the pro-forma revenue and the pro-forma profit.

Net loss \$ (460,607)

29. CAPITAL MANAGEMENT

The Group's capital management objective is to ensure it has the necessary financial resources and operational plan so that it can cope with the next twelve months working capital requirements, capital expenditures, research and development activities, debt repayments and dividends payments.

30. FINANCIAL INSTRUMENT

  • a. Fair value of financial instruments
  • 1) Valuation techniques and assumptions used in fair value measurement

The fair values of financial assets and financial liabilities are determined as follows:

The fair values of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices (includes publicly traded stock and mutual funds).

  • The fair values of derivative foreign exchange contracts are measured using quoted middle and discount rates of foreign exchange contracts matching the foreign exchange rate on the maturity date of the contracts.
  • Domestic and overseas unlisted equity instrument at FVTPL and FVTOCI were all measured based on Level 3. Fair values of the above equity instruments were determined using comparable listed company approach, refer to strike price of similar business at active market, implied value multiple of the price and relevant information. Significant unobservable inputs included PE ratio, value multiple and market liquidity discount.
  • 2) Fair value measurements recognized in the consolidated balance sheets

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable:

  • Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;
  • Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
  • Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).
  • 3) Fair value of financial instruments that are not measured at fair value

Fair value hierarchy as at September 30, 2021

Level 1 Level 2 Level 3 Total
Financial liabilities
Financial liabilities measured at
amortized cost
Bonds payable (secured)
Bonds payable (unsecured)
\$
-
353,444
\$
353,444
\$
9,953,009
-
\$
9,953,009
\$
-
-
\$
-
\$
9,953,009
353,444
\$ 10,306,453
Fair value hierarchy as at December 31, 2020
Level 1 Level 2 Level 3 Total
Financial liabilities
Financial liabilities measured at
amortized cost
Bonds payable (secured)
\$
-
\$
9,943,848
\$
-
\$
9,943,848
Bonds payable (unsecured) 1,483,908 - - 1,483,908
\$
1,483,908
\$
9,943,848
\$
-
\$ 11,427,756

Fair value hierarchy as at September 30, 2020

Level 1 Level 2 Level 3 Total
Financial liabilities
Financial liabilities measured at
amortized cost
Bonds payable (secured)
Bonds payable (unsecured)
\$
-
1,864,613
\$
9,940,805
-
\$
-
-
\$
9,940,805
1,864,613
\$
1,864,613
\$
9,940,805
\$
-
\$ 11,805,418

4) Fair value of financial instruments that are measured at fair value on a recurring basis

Fair value hierarchy as at September 30, 2021
Level 1 Level 2 Level 3 Total
Financial assets
Financial assets at FVTPL
Derivative financial assets (not
under hedge accounting)
Non-derivative financial assets
\$
-
55,045
\$
14,754
-
\$
-
55,700
\$
14,754
110,745
\$
55,045
\$
14,754
\$
55,700
\$
125,499
Financial assets at FVTOCI
Equity securities
Domestic listed and emerging
securities
Overseas listed securities
Domestic and overseas unlisted
securities
\$ 10,295,587
47,433
-
\$
-
-
19,580
\$
-
-
2,832,449
\$ 10,295,587
47,433
2,852,029
\$ 10,343,020 \$
19,580
\$
2,832,449
\$ 13,195,049
Financial liabilities
Financial liabilities at FVTPL
Derivative financial liabilities (not
under hedge accounting)
\$
-
\$
2,634
\$
-
\$
2,634

Fair value hierarchy as at December 31, 2020

Level 1 Level 2 Level 3 Total
Financial assets
Financial assets at FVTPL
Derivative financial assets (not
under hedge accounting)
\$
-
\$
51,603
\$
-
\$
51,603
Financial assets at FVTOCI
Equity securities
Domestic listed and emerging
securities
Overseas listed securities
Domestic and overseas unlisted
securities
\$
8,884,373
266,543
-
\$
-
-
17,970
\$
-
-
1,908,328
\$
8,884,373
266,543
1,926,298
\$
9,150,916
\$
17,970
\$
1,908,328
\$ 11,077,214
Financial liabilities
Financial liabilities at FVTPL
Derivative financial liabilities (not
under hedge accounting)
\$
-
\$
3,191
\$
-
\$
3,191
Fair value hierarchy as at September 30, 2020
Level 1 Level 2 Level 3 Total
Financial assets
Financial assets at FVTPL
Derivative financial assets (not
under hedge accounting)
\$
-
\$
61,858
\$
-
\$
61,858
Financial assets at FVTOCI
Equity securities
Domestic listed and emerging
securities
Overseas listed securities
Domestic and overseas unlisted
securities
\$
6,713,079
524,819
-
\$
-
-
17,450
\$
-
-
1,707,827
\$
6,713,079
524,819
1,725,277
\$
7,237,898
\$
17,450
\$
1,707,827
\$
8,963,175

5) Reconciliation of Level 3 fair value measurements of financial instruments

The financial assets measured at Level 3 fair value were non-derivative financial assets classified as financial assets at FVTPL and equity investments classified as financial assets at FVTOCI. Reconciliations for the nine months ended September 30, 2021 and 2020 were as follows:

Nine Months Ended September 30
2021 2020
Balance at January 1 \$
1,908,328
\$
1,423,311
Acquisitions through business combinations - 450,882
Additions 169,189 78,570
Disposals - (209,321)
Proceeds from capital reduction of investment (4,500) (2,250)
Recognized in other comprehensive income 824,504 (28,752)
Effect of exchange rate changes (9,372) (4,613)
Balance at September 30 \$
2,888,149
\$
1,707,827

b. Categories of financial instruments

Fair values of financial assets and liabilities were summarized as follows:

September 30, 2021 December 31, 2020 September 30, 2020
Carrying Carrying Carrying
Amount Fair Value Amount Fair Value Amount Fair Value
Financial assets
Measured at amortized cost
Cash and cash equivalents \$ 22,340,398 \$ 22,340,398 \$ 11,744,306 \$ 11,744,306 \$
9,235,795
\$
9,235,795
Notes and accounts receivable
(included related parties) 12,943,963 12,943,963 9,785,138 9,785,138 10,462,429 10,462,429
Other receivables 1,285,313 1,285,313 1,973,584 1,973,584 2,663,086 2,663,086
Refundable deposits (recorded in other
non-current assets) 506,337 506,337 972,089 972,089 404,019 404,019
Financial assets at fair value through
profit or loss 125,499 125,499 51,603 51,603 61,858 61,858
Financial assets at fair value through other
comprehensive income (current and
non-current) 13,195,049 13,195,049 11,077,214 11,077,214 8,963,175 8,963,175
Financial liabilities
Measured at amortized cost
Short-term borrowings 1,550,788 1,550,788 1,821,210 1,821,210 1,591,112 1,591,112
Notes and accounts payable (included
related parties) 8,149,607 8,149,607 8,237,432 8,237,432 8,083,124 8,083,124
Payable on equipment and other
payables 11,500,876 11,500,876 8,321,413 8,321,413 8,575,362 8,575,362
Bonds payable
Long-term borrowings (included
10,051,910 10,306,453 11,151,668 11,427,756 11,625,027 11,805,418
current portion) 14,150,000 14,150,000 14,550,000 14,550,000 16,850,000 16,850,000
Guarantee deposits (recorded in other
non-current liabilities) 269,999 269,999 90,248 90,248 78,300 78,300
Financial liabilities at fair value through
profit or loss 2,634 2,634 3,191 3,191 - -

c. Financial risk management objectives and policies

The Group's Corporate Treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk, credit risk and liquidity risk.

The use of financial derivatives was governed by the Group's policies approved by the board of directors, which provide written principles on foreign exchange risk, and use of financial derivatives. Compliance with policies and exposure limits was reviewed by the internal auditors on a continuous basis.

1) Market risk

The Group's activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Group uses forward foreign exchange contracts to hedge the foreign currency risk on export.

There had been no change to the Group's exposure to market risks or the manner in which these risks were managed and measured.

a) Foreign currency risk

The Group uses forward foreign exchange contracts to hedge the exchange rate risk within approved policy parameters utilizing forward foreign exchange contracts.

The sensitivity analysis included only outstanding foreign currency denominated monetary items at the end of the reporting period and an increase in net income and equity if New Taiwan dollars strengthen by 1% against foreign currencies. For a 1% weakening of New Taiwan dollars against U.S. dollars, there would be impact on net income increase in the amounts of NT\$19,601 thousand, decrease in the amounts of NT\$1,783 thousand, increase in the amounts of NT\$103,414 thousand and NT\$41,459 thousand for the three months ended and nine months ended September 30, 2021 and 2020, respectively. For a 1% weakening of New Taiwan dollars against EURO, there would be impact on net income decrease in the amounts of NT\$140 thousand, increase in the amounts of NT\$65 thousand, decrease in the amounts of NT\$14,733 thousand and NT\$183 thousand for the three months ended and nine months ended September 30, 2021 and 2020, respectively.

b) Interest rate risk

The Group's interest rate risk arises primarily from floating rate borrowings.

The carrying amount of the Group's financial liabilities with exposure to interest rates at the end of the reporting period were as follows:

September 30,
2021
December 31,
2020
September 30,
2020
Cash flow interest rate risk
Financial assets \$
8,413
\$
7,749
\$
108,313
Financial liabilities 15,406,313 16,371,210 21,441,112

The sensitivity analyses below were determined based on the Group's exposure to interest rates for fair value of variable-rate derivatives instruments at the end of the reporting period. If interest rates had been higher by one percentage point, the Group's cash flows for the three months ended and nine months ended September 30, 2021 and 2020 would have increased by NT\$37,833 thousand, NT\$6,401 thousand, NT\$115,484 thousand and \$71,109 thousand, respectively.

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group.

The Group adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. In order to minimize credit risk, the management of the Group has delegated a team responsible for determination of credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue receivables. In addition, the Group reviews the recoverable amount of each individual accounts receivables at the end of the reporting period to ensure that adequate impairment losses are recognized for irrecoverable amounts. In this regard, the directors of the Group consider that the Group's credit risk was significantly reduced.

3) Liquidity risk

The Group has enough operating capital to comply with loan covenants; liquidity risk is low.

The Group's non-derivative financial liabilities and their agreed repayment period were as follows:

September 30, 2021
Within 1 Year 1-2 Years Over 2 Years Total
Non-interest bearing \$ 19,650,483 \$
269,999
\$
-
\$ 19,920,482
Lease liabilities 389,456 332,151 2,820,713 3,542,320
Variable interest rate liabilities 4,941,313 1,570,000 8,895,000 15,406,313
Fixed interest rate liabilities 294,476 - 10,105,926 10,400,402
\$ 25,275,728 \$
2,172,150
\$ 21,821,639 \$ 49,269,517

Additional information about the maturity analysis for lease liabilities:

Less than
2 Years
2-5 Years Over 5 Years
Lease liabilities \$ 721,607 \$
730,533
\$
2,090,180
December 31, 2020
Within 1 Year 1-2 Years Over 2 Years Total
Non-interest bearing \$ 16,558,845 \$
90,248
\$
-
\$ 16,649,093
Lease liabilities 443,531 388,324 3,186,034 4,017,889
Variable interest rate liabilities 6,821,210 705,000 8,845,000 16,371,210
Fixed interest rate liabilities - - 11,305,480 11,305,480
\$ 23,823,586 \$
1,183,572
\$ 23,336,514 \$ 48,343,672

Additional information about the maturity analysis for lease liabilities:

Less than
2 Years
2-5 Years Over 5 Years
Lease liabilities \$ \$ \$
831,855 859,929 2,326,105
September 30, 2020
Within 1 Year 1-2 Years Over 2 Years Total
Non-interest bearing \$ 16,658,486 \$
78,300
\$
-
\$ 16,736,786
Lease liabilities 440,126 395,059 3,214,634 4,049,819
Variable interest rate liabilities 4,000,000 3,655,000 9,195,000 16,850,000
Fixed interest rate liabilities 1,591,112 - 11,825,948 13,417,060
\$ 22,689,724 \$
4,128,359
\$ 24,235,582 \$ 51,053,665

Additional information about the maturity analysis for lease liabilities:

Less than
2 Years
2-5 Years Over 5 Years
Lease liabilities \$ \$ \$
835,185 861,637 2,352,997

4) Transfers of financial assets

NTC's factored accounts receivables that are not yet overdue at the end of the period were as follows:

September 30, 2021

Counterparty Receivables
Factoring
Proceeds
Advances
Received -
Unused
Advances
Received -
Used
Annual
Interest Rates
on Advances
Received
(Used) (%)
Sumitomo Mitsui Banking
Corporation
\$
96,419
\$
-
\$
96,419
0.9
December 31, 2020
Counterparty Receivables
Factoring
Proceeds
Advances
Received -
Unused
Advances
Received -
Used
Annual
Interest Rates
on Advances
Received
(Used) (%)
Sumitomo Mitsui Banking
Corporation
\$
230,449
\$
-
\$
230,449
0.9
September 30, 2020
Counterparty Receivables
Factoring
Proceeds
Advances
Received -
Unused
Advances
Received -
Used
Annual
Interest Rates
on Advances
Received
(Used) (%)
Sumitomo Mitsui Banking
Corporation
\$
251,611
\$
-
\$
251,611
0.9

Pursuant to the NTC's factoring agreements, losses from commercial disputes (such as sales returns and discounts) are borne by NTC, while losses from credit risk are borne by the banks.

31. RELATED PARTY TRANSACTIONS

a. The names and relationships of related parties are as follows:

Related Party Relationship with the Group
Walsin Lihwa Corporation Investor that exercises significant
influence over the
Group
Hwa Bao Botanic Conservation Corp. Associate
Chin Xin Investment Co., Ltd. Associate
Tower Partners Semiconductor Co., Ltd.
("TPSCo.")
Related party in substance
Nyquest Technology Co., Ltd. Related party in substance
Walton Advanced Engineering Inc. Related party in substance
Walton Advanced Engineering Ltd. (Suzhou) Related party in substance
Chin Cherng Construction Co., Ltd. Related party in substance
Walsin Technology Corporation Related party in substance
United Industrial Gases Co., Ltd. Related party in substance
Harbinger III Venture Capital Corp. Related party in substance
Glorystone Inc. Related party in substance
Waltech Advanced
Engineering (Suzhou)
Ltd.
Related party in substance
Hannstar Display Corporation Related party in substance
TDC Subsidiary (June 10, 2019 as the date of liquidation
and completed the liquidation and legal procedures
on April 1, 2021)

b. Operating activities

Three Months Ended
September 30
Nine Months Ended
September 30
2021 2020 2021 2020
1)
Operating revenue
Related party in substance \$
1,322,054
\$
77,530
\$
2,865,844
\$
163,022
2)
Purchases of goods
Related party in substance
TPSCo.
Others
\$
1,580,420
33,962
\$
771,855
-
\$
4,943,642
62,653
\$
771,855
-
\$
1,614,382
\$
771,855
\$
5,006,295
\$
771,855
(Continued)
Three Months Ended
September 30
Nine Months Ended
September 30
2021 2020 2021 2020
3)
Manufacturing expenses
Related party in substance
Walton Advanced
Engineering Inc.
Others
\$
865,793
649,908
\$
1,515,701
\$
885,468
146,082
\$
1,031,550
\$
2,433,930
1,967,767
\$
4,401,697
\$
2,435,400
411,268
\$
2,846,668
4)
Operating expenses
Investor that exercises
significant influence over
the Group
Related party in substance
\$
3,265
117,569
\$
120,834
\$
3,962
47,738
\$
51,700
\$
9,437
346,778
\$
356,215
\$
9,389
53,128
\$
62,517
5)
Dividend income
Investor that exercises
significant influence over
the Group
Walsin Lihwa
Corporation
Related party in substance
\$
199,800
\$
112,351
\$
199,800
\$
112,351
Hannstar Display
Corporation
United Industrial Gases
75,000 - 75,000 -
Co., Ltd.
Walsin Technology
- - 62,000 64,394
Corporation
Others
51,707
15,788
47,301
188
51,707
15,788
47,301
3,488
\$
342,295
\$
159,840
\$
404,295
\$
227,534
6)
Other income
Related party in substance
Associate
\$
-
30
\$
-
30
\$
1,311
60
\$
2,345
60
\$
30
\$
30
\$
1,371
\$
2,405
(Concluded)
September 30,
2021
December 31,
2020
September 30,
2020
7)
Accounts receivable due from related
parties
Related party in substance \$
690,593
\$
77,760
\$
64,333
8)
Accounts payable due to related parties
Related party in substance
Walton Advanced Engineering Inc.
TPSCo.
Others
\$
855,558
478,657
105,990
\$
1,440,205
\$
782,278
788,043
95,682
\$
1,666,003
\$
646,762
842,316
144,828
\$
1,633,906
9)
Other receivables and other current assets
Related party in substance
TPSCo.
Others
Associate
Investor that exercises significant
influence over the Group
Subsidiary
\$
266,292
10,501
54,916
16
-
\$
255,453
-
-
-
16,552
\$
288,662
-
91,421
261
16,552
\$
331,725
\$
272,005
\$
396,896
10)
Other payables
Related party in substance
Investor that exercises significant
influence over the Group
\$
95,890
2,294
\$
98,184
\$
77,738
-
\$
77,738
\$
92,711
2,122
\$
94,833
11)
Refundable deposits (recorded as "other
non-current assets")
Related party in substance \$
1,722
\$
1,722
\$
1,722
Investor that exercises significant
influence over the Group
203 203 203
\$
1,925
\$
1,925
\$
1,925

The Group's transactions with the related party were conducted under normal terms.

c. Property, plant and equipment

Disposal Price Gain (Loss) on Disposal
Three Months Ended
September 30
September 30 Three Months Ended
2021 2020 2021 2020
Related party in substance
Waltech Advanced
Engineering (Suzhou) Ltd.
Others
\$
886
150
\$
-
-
\$
886
117
\$
-
-
\$
1,036
\$
-
\$
1,003
\$
-
Disposal Price Gain (Loss) on Disposal
Nine Months Ended Nine Months Ended
September 30 September 30
2021 2020 2021 2020
Related party in substance
Waltech Advanced
Engineering (Suzhou) Ltd. \$
886,862
\$
-
\$
144,679
\$
-
Others 628 - 595 -
\$
887,490
\$
-
\$
145,274
\$
-

The price of above transaction were determined based on the acquisition cost of the equipment and reference to the recent quoted market price.

d. Lease arrangements

September 30,
2021
December 31,
2020
September 30,
2020
1) Lease liabilities
Related party in substance \$ 14,116 \$
22,450
\$ 25,070
Investor that exercises significant
influence over the Group
665 2,642 3,276
\$ 14,781 \$
25,092
\$ 28,346
Three Months Ended
September 30
Nine Months Ended September 30
2021 2020 2021 2020
2) Interest expense
Related party in substance
Investor that exercises
\$
60
\$ 104 \$
215
\$ 344
significant influence over
the Group
4 13 19 48

e. Sublease arrangements

Lease arrangements - sublease arrangement under operating leases

On September 1, 2020, NTC subleased its right-of-use asset to TPSCo. under operating lease with lease term of 12 years, and the rental is based on similar asset's market rental rates and fixed lease payments are received monthly.

September 30,
2021
December 31,
2020
September 30,
2020
1) Operating lease receivables
Related party in substance \$
-
\$
23,504
\$
-
September 30,
2021
September 31,
2020
September 30,
2020
2) Future lease payment receivables
Related party in substance \$
1,721,586
\$
1,635,005
\$
1,013,831
Three Months Ended
September 30
Nine Months Ended
September 30
2021 2020 2021 2020
3) Lease income
Related party in substance
TPSCo.
\$
58,720 \$
21,483
\$
180,187
\$
21,483

f. Guarantee

The chairman of NTC is a joint guarantor of the land-leasing from Taiwan Sugar Corporation. Refer to Note 14 to the consolidated financial statements.

g. Compensation of key management personnel

Three Months Ended
September 30
Nine Months Ended
September 30
2021 2020 2021 2020
Short-term employment \$ \$ \$ \$
benefits 98,110 70,219 280,877 197,286
Post-employment benefits 2,000 3,471 23,609 28,250
\$ \$ \$ \$
100,110 73,690 304,486 225,536

The remuneration of directors and key management personnel was suggested by the remuneration committee having regard to the performance of individuals and market trends. And the remuneration was resolved by the board of directors.

32. PLEDGED AND COLLATERALIZED ASSETS

Refer to Notes 6, 13 and 15 to the consolidated financial statements.

33. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

Significant contingent liabilities and unrecognized commitments of the Group as of the end of the reporting period, excluding those disclosed in other notes, were as follows:

  • a. Amounts available under unused letters of credit as of September 30, 2021 and 2020 were approximately US\$6,637 thousand and US\$7,644 thousand, JPY271,900 thousand and JPY495,160 thousand, respectively.
  • b. Signed construction contract
Total Contract
Price
Payment as of
September 30,
2020
TASA Construction Corporation \$
8,829,621
\$
8,167,710
  • c. L Company filed a complaint in the U.S. District Court for the District of Delaware on April 29, 2021. The plaintiff alleged that NTCA (and NTCA only) infringes one of its patents. On June 22, 2021, NTCA signed the authorization and settlement agreement. According to the agreement, L Company then withdraw the complaint in the U.S. District Court for the District of Delaware on June 30, 2021.
  • d. NTC and NTCA received a complaint served by the court on June 29, 2020. The plaintiff charged in the California High Court that the gasoline generator produced by HD POWER SYSTEMS INC., exploded during use and caused damage to it. At the same time, NTC, NTCA and other related companies shall bear the relevant compensation liabilities. The plaintiff applied to withdraw the complaint against NTC in the Court on June 29, 2021, and applied to withdraw the complaint against NTCA in the Court on July 7, 2021. The court has issued a Dismissal Order, the case was closed.

34. OTHER ITEMS

The novel viral pneumonia (Covid-19 pandemic) spread all over the world, causing subsidiaries, customers and suppliers in some regions to implement quarantine and travel restrictions. The Group has evaluated that there is no significant impact on the overall business operation and financial position of the Group. There are no concerns about the ability of the Group's going concern, assets impairment and fund-raising risks.

35. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The following information was aggregated by the foreign currencies other than functional currencies of the Group entities and the exchange rates between foreign currencies and respective functional currencies were disclosed.

The significant assets and liabilities denominated in foreign currencies were as follows:
September 30, 2021 December 31, 2020 September 30, 2020
Foreign
Currencies
(In Thousands)
Exchange Rate
(Note 1)
New Taiwan
Dollars
(In Thousands)
Foreign
Currencies
(In Thousands)
Exchange Rate
(Note 1)
New Taiwan
Dollars
(In Thousands)
Foreign
Currencies
(In Thousands)
Exchange Rate
(Note 1)
New Taiwan
Dollars
(In Thousands)
Financial assets
Monetary items
USD \$
498,275
27.85 \$ 13,876,970 \$
269,426
28.48 \$ 7,673,245 \$
275,139
29.10 \$ 8,006,541
USD 32,351 111.85 900,974 24,365 103.08 693,912 22,747 105.59 661,949
(Note 2) (Note 2) (Note 2)
EUR 1,730 32.32 55,911 2,342 35.02 82,028 2,973 34.15 101,518
JPY 2,129,539 0.2490 530,255 1,570,680 0.2763 433,979 1,908,345 0.2756 525,940
RMB 80,447 4.305 346,325 82,515 4.377 361,168 345,994 4.269 1,477,049
ILS 23,492 8.6542 203,300 23,042 8.8712 204,409 18,870 8.4314 159,099
Financial liabilities
Monetary items
USD 130,524 27.85 3,635,102 110,623 28.48 3,150,531 128,595 29.10 3,742,109
USD 24,960 111.85 695,141 14,973 103.08 426,430 15,822 105.59 460,415
(Note 2) (Note 2) (Note 2)
EUR 47,483 32.32 1,534,636 2,803 35.02 98,166 3,215 34.15 109,799
JPY 3,404,578 0.2490 847,740 1,444,374 0.2763 399,080 1,477,508 0.2756 398,933
ILS 28,547 8.6542 247,049 21,479 8.8712 190,547 19,959 8.4314 168,284

Note 1: Except as otherwise noted, exchange rate represents the number of New Taiwan dollars for which one unit of foreign currency could be exchanged.

Note 2: The exchange rate represents the number of JPY for which one US dollar could be exchanged.

Refer to the consolidated statements of comprehensive income for the total of realized and unrealized net foreign exchange gains (losses) for the three months ended and nine months ended September 30, 2021 and 2020, respectively. It is impractical to disclose net foreign exchange gains (losses) by each significant foreign currency due to the variety of the foreign currency transactions and functional currencies of the group entities.

36. ADDITIONAL DISCLOSURE

a. Following are the additional disclosures for material transactions:

1) Financings provided None
2) Endorsements/guarantees provided Table 1
3) Marketable securities held (excluding investments in subsidiaries and associates) Table 2
4) Marketable securities acquired and disposed of at costs or prices of at least NT\$300
million or 20% of the paid-in capital
None
5) Acquisition
of individual real estate properties at costs of at least NT\$300 million or
20% of the paid-in capital
Table 3
6) Disposal of individual real estate properties at prices of at least NT\$300 million or 20%
of the paid-in capital
None
7) Total purchases from or sales to related parties of at least NT\$100 million or 20% of the
paid-in capital
Table 4
8) Receivables from related parties amounting to at least NT\$100 million or 20% of the
paid-in capital
Table 5
9) Information about the derivative financial instruments transaction Note 7
10) Intercompany relationships and Significant intercompany transactions. Table 8

b. Information on investments: Refer to Table 6 attached.

c. Information on investment in mainland China

1) The name of the investee in mainland China, the main businesses and products, its
issued capital, method of investment, information on inflow or outflow of capital,
percentage of ownership, income (losses) of the investee, share of profits (losses) of
investee, ending balance, amount received as dividends from the investee, and the
Table 7
2) a)
b)
c)
d)
e)
f)
limitation on investee.
Significant direct or indirect transactions with the investee, its prices and terms of
payment, unrealized gain or loss, and other related information which is helpful to
understand the impact of investment in mainland China on financial reports.
The amount and percentage of purchases and the balance and percentage of the
related payables at the end of the period.
The amount and percentage of sales and the balance and percentage of the related
receivables at the end of the period.
The amount of property transactions and the amount of the resultant gains or losses.
The balance of negotiable instrument endorsements or guarantees or pledges of
collateral at the end of the period and the purposes.
The highest balance, the ending balance, the interest rate range, and total current
period interest with respect to the financing of funds.
Other transactions that have a material effect on the profit or loss for
the year or on
Table 7
the financial position, such as the rendering or receipt of services.

d. Information on major shareholders: Refer to Table 9 attached.

37. SEGMENT INFORMATION

  • a. Basic information about operating segment
  • 1) Classification of operating segments

The Group's reportable segments under IFRS 8 "Operating Segments" and IAS 34 "Interim Financial Reporting" was as follows:

a) Segment of DRAM IC product

The DRAM IC product segment engages mainly in the manufacturing, selling, researching, designing and after-sales service of Mobile RAM and Specialty DRAM.

b) Segment of Flash Memory product

The Flash Memory product segment engages mainly in the manufacturing, selling, researching, designing and after-sales service of Flash Memory product.

c) Segment of Logic IC product

The Logic IC product segment engages mainly in the manufacturing, selling, researching, designing and after-sales service of Logic IC product.

2) Principles of measuring reportable segments, profit, assets and liabilities

The significant accounting principles of each operating segment are the same as those stated in Note 4 to the consolidated financial statements. The Group's operating segment profit or loss represents the profit or loss earned by each segment. The profit or loss is controllable by segment managers and is the basis for assessment of segment performance. Individual segment assets are disclosed as zero since those measures are not reviewed by the chief operating decision maker. Major liabilities are arranged based on the capital cost and deployment of the whole company, which are not controlled by individual segment managers.

b. Segment revenues and operating results

The following was an analysis of the Group's revenue from continuing operations by reportable segments.

Segment Revenue Segment Profit and Loss
Nine Months Ended Nine Months Ended
September 30 September 30
2021 2020 2021 2020
DRAM IC product \$
19,269,171
\$
12,956,612
\$
5,619,177
\$
(671,331)
Flash Memory product 23,509,033 16,705,862 9,682,101 3,870,202
Logic IC product 30,792,167 10,672,677 5,448,576 1,734,691
Total of segment revenue 73,570,371 40,335,151 20,749,854 4,933,562
Other revenue 3,876 168 3,876 168
Operating revenue \$
73,574,247
\$
40,335,319
Unallocated expenditure
Administrative and
supporting expenses
Sales and other common
(4,228,530) (2,093,906)
expenses (3,658,705) (1,819,672)
Income from operations 12,866,495 1,020,152
Non-operating income and
expenses
Interest income 41,364 38,323
Dividend income 404,364 227,534
Gain from bargain purchase - 218,968
Other income 376,108 97,866
Share of profit (loss) of
associates
199,860 64,752
Gains (losses) on disposal of
property, plant and
equipment 166,004 (5,889)
Gains (losses) on disposals of
intangible assets
(4,803) -
Gains (losses) on disposal of
investments (436) -
Gains (losses) on disposal of
non-current held for sale
assets 30,371 -
Gains (losses) on foreign
exchange (92,904) (51,120)
(Continued)
Segment Revenue
Nine Months Ended
September 30
Segment Profit and Loss
Nine Months Ended
September 30
2021 2020 2021 2020
Gains (losses) on financial
instruments at fair value
through profit or loss
Interest expense
Other expenses
Impairment loss recognized
on property, plant and
\$ 25,956
(183,178)
(377,416)
\$ 50,071
(209,233)
(144,366)
equipment (782,949) -
Income before income tax \$ 12,668,836 \$ 1,307,058
(Concluded)

TABLE 1

WINBOND ELECTRONICS CORPORATION AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Endorsee/Guarantee Ratio of
No. Endorser/Guarantor Name Relationship 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
Accumulated
Endorsement/
Guarantee to Net
Equity in Latest
Financial
Statements
(%)
Aggregate
Endorsement/
Guarantee Limit
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
Note
0 Winbond Electronics Corporation
("WEC")
NTCJ NTC's indirect
subsidiary with
100% ownership
\$
16,375,542
(Note 1)
\$
11,471,679
(JPY 46,071,000)
(Note 3)
\$
11,471,679
(JPY 46,071,000)
(Note 3)
\$
74,700
(JPY
300,000)
\$
-
15.07 \$
38,055,583
(Note 5)
Y N N
1 NTC NTSH Subsidiary 14,272,361
(Note 2)
2,281,650
(RMB 530,000)
(Note 4)
-
(Note 4)
- - - 14,272,361
(Note 6)
Y N Y
NTCJ Subsidiary 14,272,361
(Note 2)
2,484,450
(JPY 8,300,000)
and
(USD
15,000)
(Note 4)
1,451,100
(JPY 4,150,000)
and
(USD
15,000)
(Note 4)
161,230
(JPY
642,000)
and
(USD
49)
(Note 4)
- 10.17 14,272,361
(Note 6)
Y N N

Note 1: WEC's maximum amount endorsed are limited to 30% of the net equity in latest financial statements of WEC or 150% of the net value of the endorsee company, whichever is lower. WEC's limitation of maximum endorse amount as described are not limited to subsidiaries that directly or indirectly hold 100% of voting shares.

Note 2: NTC's maximum amount endorsed are limited to 20% of the net equity in latest financial statements of NTC or the net value of the endorsee company, whichever is lower. NTC's limitation of maximum endorse amount as described are not limited to subsidiaries that directly or indirectly hold more than 50% of voting shares.

Note 3: The ending balance is approved by the boards of directors of WEC.

Note 4: The ending balance is approved by the boards of directors of NTC.

Note 5: WEC's total maximum amount endorsed are limited to 50% of the net equity in latest financial statements of WEC.

Note 6: NTC's maximum amount endorsed are based on the net equity in the latest financial statements of NTC.

TABLE 2

WINBOND ELECTRONICS CORPORATION AND SUBSIDIARIES

MARKETABLE SECURITIES HELD

SEPTEMBER 30, 2021

(In Thousands of New Taiwan Dollars and Foreign Currencies)

September 30, 2021
Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account Shares/Units Carrying
Amount
Percentage of
Ownership (%)
Fair Value Note
WEC Shares
Walsin Lihwa Corporation The investee's chairman are relatives within the
second degree of relationship of WEC's
chairman. As WEC's corporate director, the
investee held 22% ownership interest in WEC.
Current financial assets at fair value through
other comprehensive
income
222,000,000 \$
5,594,400
6 \$
5,594,400
Walsin Technology Corporation The investee's chairman are relatives within the
second degree of relationship of WEC's
chairman.
8,600,117 1,315,818 2 1,315,818
Hannstar Display Corporation The investee's chairman are relatives within the
second degree of relationship of WEC's
chairman.
150,000,210 2,280,003 5 2,280,003
Walton Advanced Engineering Inc. The investee chairman are relatives within the
second degree of relationship of WEC's
chairman. WEC as the investee's director.
50,062,641 858,574 10 858,574
Shares
His Chu Golf Country Club None Non-current financial assets at fair value
through other comprehensive income
3 10,830 - 10,830
Linkou Golf Course 1 8,750 - 8,750
Smart Catch International Co., Ltd. 4,000,000 - 16 -
Harbinger III Venture Capital Corp. WEC as the investee's supervisor. 5,440 113 5 113
WECA Shares
Kneron Holding Company None Current financial assets at fair value through
profit or loss
377,808 USD
2,000
1 USD
2,000
Everspin Technologies, Inc. Current financial assets at fair value through
other comprehensive income
262,834 USD
1,703
1 USD
1,703
Vanguard Short-Term Corporate Bond ETF
(VCSH)
12,000 USD
989
- USD
989
iShares National Muni Bond ETF (MUB) 8,500 USD
987
- USD
987

(Continued)

September 30, 2021
Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account Shares/Units Carrying
Amount
Percentage of
Ownership (%)
Fair Value Note
WECA Funds
JVP VIII, L.P.
None Non-current financial assets at fair value - USD
14,853
7 USD
14,853
through other comprehensive income
JVP X Funds - USD
6,000
4 USD
6,000
WECJ Shares
Nihon Computer Co., Ltd. None Non-current financial assets at fair value 10 JPY
-
1 JPY
-
through other comprehensive income
GLMTD Shares
TEGNA Electronics Private Limited The held company as the investee's director Non-current financial assets at fair value
through other comprehensive income
3,001,000 INR
30,010
10 INR
30,010
NTC Shares
Yu-Ji Venture Capital Co., Ltd. The held company as the investee's director Non-current financial assets at fair value
through other comprehensive income
675,000 10,193 5 10,193
Brightek Optoelectronic Co., Ltd. None 34,680 1,767 - 1,767
United Industrial Gases Co., Ltd. The held company as the investee's director 8,800,000 422,400 4 422,400
Autotalks Ltd. -
Preferred E. Share
None 3,932,816 557,000 9 557,000
SYI Shares
Nyquest Technology Co., Ltd. The held company as the investee's director Non-current financial assets at fair value 1,650,000 245,025 5 245,025
through other comprehensive income
NTCJ Shares
Symetrix Corporation None Non-current financial assets at fair value 50,268 - 1 -
through other comprehensive income
Tower Partners Semiconductor Co., Ltd.
("TPSCo.")
Related party in substance 14,700 1,250,726 49 1,250,726 Note 1

Note 1: Under the business combination arrangement, if TPSCo. turns net profit during the period of the effective date of the acquisition to March 31, 2022, NTCJ is required to pay Panasonic Corporation the net profit based on ownership share. Thus, NTC has no significant influence over TPSCo. during the period of the effective date of the acquisition to March 31, 2022. TPSCo. was recognized as non-current financial assets at fair value through other comprehensive income.

Note 2: Refer to Tables 6 and 7 for information of investment in subsidiaries, investments in associates and investment in Mainland China.

(Concluded)

TABLE 3

WINBOND ELECTRONICS CORPORATION AND SUBSIDIARIES

ACQUISITION OF INDIVIDUAL REAL ESTATE PROPERTIES AT COSTS OF AT LEAST NT\$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars)

Company Transaction Information on Previous Title Transfer
If Counterparty Is A Related Party
Pricing Purpose of Other
Name Property Event Date Amount Payment Term Counterparty Relationship Property
Owner
Relationship Transaction
Date
Amount Reference Acquisition Terms
WEC Buildings 2021.01.21-2021.09.22 \$
1,121,422
Monthly settlement by the
construction progress
and acceptance
Exyte Taiwan Co.,
Ltd.
None N/A N/A N/A N/A Price comparison
and price
negotiation
Business purpose None
Buildings 2021.01.21-2021.09.22 638,612 Monthly settlement by the
construction progress
and acceptance
L&K Engineering
Co., Ltd.
None N/A N/A N/A N/A Price comparison
and price
negotiation
Business purpose None
Buildings 2021.01.21-2021.09.22 495,691 Monthly settlement by the
construction progress
and acceptance
TASA Construction
Corporation
None N/A N/A N/A N/A Price comparison
and price
negotiation
Business purpose None
Buildings 2021.05.24-2021.09.10 314,093 Monthly settlement by the
construction progress
and acceptance
Mega Union
Technology
Incorporated
None N/A N/A N/A N/A Price comparison
and price
negotiation
Business purpose None

TABLE 4

WINBOND ELECTRONICS CORPORATION AND SUBSIDIARIES

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT\$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021

(In Thousands of New Taiwan Dollars and Foreign Currencies)

Transaction Details Abnormal Transaction Notes/Accounts Payable
or Receivable
Company Name Related Party Relationship Purchase/
Sale
Amount % of
Total
Payment Terms Unit Price Payment
Terms
Ending Balance % to
Total
Note
WEC WEHK
WECJ
WECN
WECA
NTC
Direct subsidiary with 100% ownership
Indirect subsidiary with 100% ownership
Indirect subsidiary with 100% ownership
Indirect subsidiary with 100% ownership
Direct subsidiary with 52% ownership
Sales
Sales
Sales
Sales
Sales
\$
7,612,825
4,234,527
2,846,840
1,095,863
284,309
18
10
7
3
1
Net 90 days from invoice date
Net 90 days from invoice date
Net 90 days from invoice date
Net 90 days from invoice date
Net 30 days from invoice date
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
\$
1,094,351
660,042
46,777
91,899
81,433
14
9
1
1
1
WEHK WEC Parent company Purchases USD
271,795
100 Net 90 days from invoice date N/A N/A USD
(39,294)
(100)
WECJ WEC Parent company Purchases JPY
16,386,113
99 Net 90 days from invoice date N/A N/A JPY
(2,652,453)
(99)
WECN WEC Parent company Purchases RMB
660,558
100 Net 90
days from invoice date
N/A N/A RMB
(10,866)
(100)
WECA WEC Parent company Purchases USD
39,241
100 Net 90 days from invoice date N/A N/A USD
(3,309)
(100)
NTC WEC
NTHK
Parent company
NTC's direct subsidiary with 100%
ownership
Purchases
Sales
284,627
3,628,728
9
34
Net 30 days from
invoice date
Net 90 days from invoice date
N/A
N/A
N/A
N/A
(81,251)
125,559
(5)
8
NTC Nyquest Technology Co., Ltd. Related party in substance Sales 192,701 2 Net 45 days from invoice date N/A N/A 55,640 4
NTHK NTC Parent company Purchases USD
129,646
100 Net 90 days from invoice date N/A N/A USD
(4,508)
(100)
NTSPL NTCJ NTC's indirect subsidiary with 100%
ownership
Sales USD
72,723
33 Net 10 days end of the month N/A N/A USD
8,162
35
NTCJ NTSPL NTC's direct subsidiary with 100%
ownership
Purchases JPY
8,085,389
22 Net 10 days end of the month N/A N/A JPY
(915,131)
(11)
NTSPL NTC's direct subsidiary with 100%
ownership
Sales JPY
15,920,705
24 Net 10 days end of the month N/A N/A JPY
1,952,519
17
NTSPL NTCJ NTC's indirect subsidiary with 100%
ownership
Purchases USD
147,643
68 Net 10 days end of the month N/A N/A USD
(17,853)
(71)
NTCJ NTSH NTC's indirect subsidiary with 100%
ownership
Sales JPY
4,168,163
6 Net 15 days end of the month N/A N/A - -

(Continued)

Transaction Details Abnormal Transaction Notes/Accounts Payable
or Receivable
Company Name Related Party Relationship Purchase/
Sale
Amount % of
Total
Payment Terms Unit Price Payment
Terms
Ending Balance % to
Total
Note
NTSH NTCJ NTC's indirect subsidiary with 100%
ownership
Purchases JPY
4,168,163
100 Net 15 days end of the month N/A N/A \$
-
-
NTCJ NTC's indirect subsidiary with 100%
ownership
Sales RMB
84,688
21 Net 15 days end of the month N/A N/A - -
NTCJ NTSH NTC's indirect subsidiary with 100%
ownership
Purchases RMB
84,688
4 Net 15 days end of the month N/A N/A - -
TPSCo. Related party in substance Purchases JPY
19,093,077
52 Net 10 days end of the month N/A N/A JPY
(1,922,316)
(23)
Waltech Advanced Engineering
(Suzhou) Ltd.
Related party in substance Sales JPY
8,894,146
13 Net 10 days end of the month N/A N/A JPY
2,412,325
21
NTSH Waltech Advanced Engineering
(Suzhou) Ltd.
Related party in substance Sales RMB
33,736
8 Net 15 days end of the month N/A N/A - -

(Concluded)

TABLE 5

WINBOND ELECTRONICS CORPORATION AND SUBSIDIARIES

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

SEPTEMBER 30, 2021

(In Thousands of New Taiwan Dollars and Foreign Currencies)

Overdue Amount
Company Name Related Party Relationship Ending Balance Turnover Rate Amount Action Taken Received in
Subsequent
Period
Allowance for
Impairment
Loss
WEC WEHK
WECJ
Direct subsidiary with 100% ownership
Indirect subsidiary with 100% ownership
\$
1,094,351
660,042
11.41
11.91
\$
-
-
-
-
\$
534,157
-
\$
-
-
NTC NTHK NTC's direct subsidiary with 100%
ownership
125,559 67.63 - - 125,559 -
NTSPL NTCJ NTC's indirect subsidiary with 100%
ownership
USD
8,162
(Note 2)
12.65 - - USD
8,162
-
NTCJ NTSPL NTC's direct subsidiary with 100%
ownership
JPY
1,952,519
(Note 2)
12.04 - - JPY
1,952,519
-
AMTC NTCJ NTC's indirect subsidiary with 100%
ownership
JPY
549,106
(Note 2)
7.05 - - JPY
549,106
-
NTCJ Waltech Advanced Engineering (Suzhou)
Ltd.
Related party in substance JPY
2,412,325
9.83 - - JPY
2,412,325
-
TPSCo. Related party in substance JPY
1,069,447
(Note 1) - - JPY
1,069,447
-

Note 1: Other receivables is not applicable to calculation of turnover rate.

Note 2: All receivables were written-off.

TABLE 6

WINBOND ELECTRONICS CORPORATION AND SUBSIDIARIES

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE (EXCLUDING INFORMATION ON INVESTMENT IN MAINLAND CHINA) FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021

(In Thousands of New Taiwan Dollars and Foreign Currencies)

Original Investment Amount As of September 30, 2021 Net Income
Investor Company Investee Company Location Main Businesses and Products September 30, December 31, Number of Carrying (Loss) of the Share of Note
2021 2020 Shares % Amount Investee Profit (Loss)
Winbond Electronics Corp. Nuvoton Technology Corporation Taiwan Research, design, development, manufacture and marketing
of Logic IC, 6 inch wafer product, test, and OEM
\$ 4,436,920 \$ 4,436,920 214,954,635 52.00 \$ 7,282,688 \$ 1,852,052 \$ 980,204
Winbond International Corporation British Virgin Islands Investment holding 2,758,517 2,758,517 87,960,000 100.00 1,488,628 37,083 37,083
Winbond Electronics (HK) Limited Hong Kong Sales of semiconductor and investment holding 278,158 278,158 71,150,000 100.00 384,487 115,368 115,367
Landmark Group Holdings Ltd. British Virgin Islands Investment holding 168,755 168,755 5,343,000 100.00 113,928 (6,611) (6,611)
Great Target Development Ltd. Seychelles Investment holding 155,663 155,663 4,470,000 100.00 133,692 (483) (483)
Callisto Holding Limited Hong Kong Electronic commerce and investment holding 156,292 156,292 40,000,000 100.00 108,491 (11,258) (11,258)
Winbond Technology Ltd. Israel Design and service of semiconductor 21,242 21,242 100,000 100.00 73,869 9,243 9,243
Winbond Electronics Germany GmbH Germany Marketing service of semiconductor 28,679 28,679 850,000 100.00 24,435 393 393
Pine Capital Investment Limited Hong Kong Investment holding 2,967 2,967 780,000 100.00 2,941 (227) (227)
Chin Xin Investment Co., Ltd. Taiwan Investment holding 1,874,825 1,874,825 182,840,999 38.00 7,003,833 533,154 200,950
Hwa Bao Botanic Conservation Corp. Taiwan Agriculture and forestry botanic conservation 30,000 30,000 3,000,000 15.00 28,830 (7,269) (1,090)
Winbond International Corporation Winbond Electronics Corporation America United States of America Design, sales and service of semiconductor 1,683,207 1,683,207 3,067 100.00 1,518,957 37,176 37,176
Landmark Group Holdings Ltd. Winbond Electronics Corporation Japan Yokohama, Japan Research, development, sales and after-sales service of
semiconductor
112,644 112,644 2,970 100.00 125,168 51,329 51,329
Callisto Holding Limited Callisto Technology Limited Hong Kong Electronic commerce and investment holding 30,895
USD 1,000
30,895
USD 1,000
1,000,000 100.00 27,780
USD
997
(129)
USD
(5)
(129)
USD
(5)
Great Target Development Ltd. GLMTD Technology Private Limited India Sales and service of semiconductor 135,415 135,415 27,998,400 99.99 104,060 (318) (318)
Nuvoton Technology Corporation Nuvoton Electronics Technology (H.K.) Limited Hong Kong Sales of semiconductor 427,092 427,092 107,400,000 100.00 514,581 57,778 57,778
Marketplace Management Limited British Virgin Islands Investment holding 274,987 273,418 8,897,789 100.00 295,028 176,039 176,039
Nuvoton Investment Holding Ltd. British Virgin Islands Investment holding 590,953 590,953 17,960,000 100.00 337,290 25,126 25,126
Song Yong Investment Corporation Taiwan Investment holding 38,500 38,500 3,850,000 100.00 266,739 5,970 5,970
Nuvoton Technology India Private Limited India Design, sales and service of semiconductor 30,211 30,211 600,000 100.00 20,649 77 77
Nuvoton Technology Corporation America United States of America Design, sales and service of semiconductor 190,862 190,862 60,500 100.00 182,158 4,246 4,246
Nuvoton Technology Singapore Pte. Ltd. Singapore Design, sales and service of semiconductor 1,319,054 1,094,134 45,100,000 100.00 1,514,404 234,832 234,832
Nuvoton Technology Korea Limited Korea Design, sales and service of semiconductor 30,828 30,828 125,000 100.00 16,248 (10,072) (10,072)
Nuvoton Technology Holdings Japan Japan Investment holding 5,927,849 5,941,896 100 100.00 6,155,594 141,276 (144,760) (Note 1)
Marketplace Management Limited Goldbond LLC United States of America Investment holding 1,473,559 1,472,903 - 100.00 294,457 176,338 176,338
Nuvoton Investment Holding Ltd. Nuvoton Technology Israel Ltd. Israel Design and service of semiconductor 46,905 46,905 1,000 100.00 338,602 25,258 25,258
Nuvoton Technology Holdings
Japan
Nuvoton Technology Corporation Japan Japan Design, sales and service of semiconductor 111,520 111,520 9,480 100.00 10,917,028 141,021 141,021
Japan Nuvoton Technology Corporation Miraxia Edge Technology Corporation
Atfields Manufacturing Technology Corporation Japan
Japan Design and service of semiconductor
Design and service of semiconductor
55,760
55,760
55,760
55,760
4,000
4,000
100.00
100.00
391,879
260,640
109,929
109,974
109,929
109,974

Note 1: Share of profit (loss) includes downstream and upstream transactions and the amortization cost of the difference between the original investment amount and equity.

Note 2: Refer to Table 7 for information on investment in Mainland China.

ed

INFORMATION ON INVESTMENT IN MAINLAND CHINA FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars and Foreign Dollars)

  1. Information on any investee company in mainland China, main businesses and procedures, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, investment income or loss, carrying amount of the investment at the end of the period and repatriations of investment income:
Investor
Company
Investee Company Main Businesses and Products Paid-in
Capital
Method of Investment Accumulated
Outward
Remittance
for Investment
from Taiwan
as of
January 1,
2021
Outward Remittance of Funds
Inward
Accumulated
Outward
Remittance
for Investment
from Taiwan
as of
September 30,
2021
Net Income of
the Investee
%
Ownership
of Direct or
Indirect
Investment
Investment
Gain
(Note 1)
Carrying
Amount as of
September 30,
2021
Accumulated
Repatriation
of Investment
Income as of
September 30,
2021
WEC Winbond Electronics (Suzhou)
Limited
Design, development and
marketing of VLSI integrated
ICs
\$ 276,435
USD 9,000
Through investing in WEHK in the third area,
which then invested in the investee in
Mainland China indirectly
\$ 276,435
USD 9,000
\$
-
\$
-
\$ 276,435
USD 9,000
\$
45,003
100 \$
45,003
\$ 362,642 \$
35,880
NTC Nuvoton Electronics Technology
(Shanghai) Limited
Provide project of sale in China
and repairing, testing and
consulting of software and
leasing business
68,036
USD 2,000
Through investing in MML in the third area in
British Virgin Islands, which then invested in
the investee in Mainland China indirectly
68,036
USD 2,000
- - 68,036
USD 2,000
176,661 52 91,016 153,030 -
Winbond Electronics (Nanjing)
Ltd.
Computer software service
(except I.C. design)
16,429
USD
500
Through investing in MML in the third area in
British Virgin Islands, which then invested in
the investee in Mainland China indirectly
16,429
USD
500
- - 16,429
USD
500
- 52 - (1,529)
(Note 2)
-
Nuvoton Electronics Technology
(Shenzhen) Limited
Computer software service
(except I.C. design), wholesale
business for computer,
supplement and software
197,670
USD 6,000
Through investing in NTHK in the third area,
which then invested in the investee in
Mainland China indirectly
197,670
USD 6,000
- - 197,670
USD 6,000
22,515 52 11,600 114,372 -
NTSH Song Zhi Electronics Technology
(Suzhou)
Provide development, consult and
equipment lease of
semiconductor
8,688
CNY 2,000
Through investing in NTSH in the third area,
which then invested in the investee in
Mainland China indirectly
-
(Note 3)
- - - (625) 52 (322) 4,116 -

Note 1: Investment profit or loss for the nine months ended September 30, 2021 was recognized under the basis of the financial statements reviewed by the Company's auditor.

Note 2: WENJ has a negative net book value as of September 30, 2021, which is reclassified to other non-current liabilities.

Note 3: NTSH directly injected the capital in Song Zhi Electronics Technology (Suzhou).

  1. Information on any investee company in mainland China, main businesses and procedures, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, investment income or loss, carrying amount of the investment at the end of the period and repatriations of investment income:
Company Accumulated Outward Remittance
for Investment in Mainland China
as of September 30, 2021
Investment Amounts Authorized by
Investment Commission, MOEA
Upper Limit on the Amount of Investment Stipulated
by Investment Commission, MOEA (Note 4)
WEC \$
276,435 (USD9,000)
\$
276,435 (USD9,000)
\$
45,666,700
NTC 282,135 (USD8,500) 282,135 (USD8,500) 8,563,417

Note 4: Upper limit on the amount of 60% of the investee's net book value.

  1. Refer to Table 4 for significant transactions with the investee in Mainland China directly and indirectly through investing in companies in the third area.

  2. Refer to Table 1 for handling endorsement, guarantee and collateral to the investee in Mainland China directly and indirectly through investing in companies in the third area.

  3. Financing of funds to investee in Mainland China directly and indirectly through investing in companies in the third area: None.

  4. Other transactions with significant influence on profit or loss for the period or financial performance: None.

TABLE 8

WINBOND ELECTRONICS CORPORATION AND SUBSIDIARIES

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021

(In Thousands of New Taiwan Dollars and Foreign Currencies)

Transaction Details Percentage of
No. Company Name Related Party Nature of Relationship Financial Statement Account Amount Terms Consolidated
Total Gross
Sales or Total
Assets (%)
0 WEC WEHK Transactions between parent company and subsidiaries Operating revenue \$
7,612,825
- 10
WEHK Transactions between parent company and subsidiaries Accounts receivable due from related parties 1,094,351 - 1
WECA Transactions between parent company and subsidiaries Operating revenue 1,095,863 - 1
WECA Transactions between parent company and subsidiaries Operating expenses 383,604 - 1
WECA Transactions between parent company and subsidiaries Other payables 128,656 - -
WECJ
WECJ
Transactions between parent company and subsidiaries
Transactions between parent company and subsidiaries
Operating revenue
Accounts receivable due from related parties
4,234,527
660,042
-
-
6
-
WECJ Transactions between parent company and subsidiaries Operating expenses 217,319 - -
WTL Transactions between parent company and subsidiaries Operating expenses 243,208 - -
WECN Transactions between parent company and subsidiaries Operating revenue 2,846,840 - 4
NTC Transactions between parent company and subsidiaries Operating revenue 284,309 - -
1 NTC NTHK Transactions between parent company and subsidiaries Operating revenue 3,628,728 - 5
NTHK Transactions between parent company and subsidiaries Accounts receivable due from related parties 125,559 - -
NTIL Transactions between parent company and subsidiaries Operating expenses 729,068 - 1
NTIL Transactions between parent company and subsidiaries Other payables 216,510 - -
NTCA Transactions between parent company and subsidiaries Operating expenses 217,991 - -
2 NTCJ NTSPL Transactions between subsidiaries Operating revenue JPY
15,920,705
- 6
NTSPL Transactions between subsidiaries Accounts receivable due from related parties JPY
1,952,519
- -
NTSH Transactions between subsidiaries Operating revenue JPY
4,168,163
- 1
3 NTSPL NTCJ Transactions between subsidiaries Operating revenue USD
72,723
- 3
NTCJ Transactions between subsidiaries Accounts receivable due from related parties USD
8,162
- -
4 NTSH NTCJ Transactions between subsidiaries Operating revenue RMB
84,688
- -
5 AMTC NTCJ Transactions between subsidiaries Other operating revenue JPY
2,086,333
- 1
NTCJ Transactions between subsidiaries Accounts receivable due from related parties JPY
549,106
- -

Note 1: There is no significant difference between the sales conditions of parent-subsidiary sales and general sales, and the rest of the transactions have no similar transactions to follow, thus the transactions between the two parties are based on the agreement.

Note 2: Significant intercompany transactions refers to transactions amounted to NT\$100 million.

TABLE 9

WINBOND ELECTRONICS CORPORATION AND SUBSIDIARIES

INFORMATION OF MAJOR SHAREHOLDERS SEPTEMBER 30, 2021

Shares
Name of Major Shareholder Number of
Shares
Percentage of
Ownership (%)
Walsin Lihwa Corporation
Chin Xin Investment Co., Ltd.
883,848,423
240,003,072
22.20
6.03
  • Note 1: Table 9 is based on the information on the last business day of the quarter provided by the Taiwan Depository & Clearing Corporation (TDCC). The TDCC calculate the total number of ordinary shares and preferred shares held by shareholders who retain more than 5% of the Company's share (including treasury shares) that have delivered without physical registration. The number of shares in the Company's consolidated financial report and the actual number of shares delivered without physical registration may differ due to the different calculation basis.
  • Note 2: As per information above, if the shareholder delivers the shares to the trust, shares will be disclosed based on the trustee's account. Additionally, according to the Securities and Exchange Act, internal stakeholder whom holds more than 10% of the Company's share, which includes shares held by the stakeholder and parts delivered to the trust that have decision making rights, should be declared. For information regarding internal stakeholder declaration, please refer to the Market Observation Post System website of the Taiwan Stock Exchange Corporation.