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ZERO ONE Audit Report / Information 2021

Dec 31, 2021

52262_rns_2021-12-31_ff3db0d2-caea-4bd7-893b-b6bf88b038d6.pdf

Audit Report / Information

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Code 3029

ZERO ONE TECHNOLOGY CO., LTD.

PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 AND

INDEPENDENT AUDITORS’ REPORT

Address: 10F., No. 8, Ln. 360, Sec. 1, Neihu Rd., Neihu Dist., Taipei City Office Number : +886 2 2656 5656

  • 1 -

§TABLE OF CONTENTS§

Contents
1Cover
2Table of Contents
3Independent Auditors’ Auditor Report
4Parent company only Balance Sheets
5Parent company only Statements of Comprehensive Income
6Parent company only Statements of Changes in Equity
7Parent company only Statements of Cash Flows
8Notes to Parent company only Financial Statements
(1) General
(2) The date and procedures of authorization of financial
statements
(3) Application of new and revised standards and
interpretations
(4) Summary of significant accounting policies
(5) Critical accounting judgements and key sources of
estimation and uncertainty
(6) Explanation of significant accounts
(7) Related parties transactions
(8) Assets pledged as collateral
(9) Significant contingent liabilities and unrecognized
commitments
(10) Significant Disaster Loss
(11) Significant events after the Balance Sheet Date
(12) Foreign-currency-denominated assets and liabilities
that have significant influence
(13) Separately disclosed items
A. Information on significant transactions
B. Information on investees
C. Information on investment in Mainland China
D. Information on major shareholders
9List of major account tiles
Page No.
1
2
35
6
78
9
1011
12
12
1213
1319
19
2037
3738
39
39
-
-
39
4044
4045
4046
4047
4863
Financial
Report’s
Note No.
-
-
-
-
-
-
-
1
2
3
4
5
625
26
27
28
-
-
29
30
30
30
30
-
  • 2 -

INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders Zero One Technology Co., Ltd.

Opinion

We have audited the accompanying parent company only financial statements of Zero One Technology Co., Ltd. (the “Company”), which comprise the parent company only balance sheets as of December 31, 2021 and 2020, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as of December 31, 2021 and 2020, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2021. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Company's parent company only financial statements for the year ended December 31, 2021 are stated as follows:

– Authenticity of the Occurrence of Operating Income Operating Income from Some Clients

The operating income of Zero One Technology Co., Ltd. mainly comes from the sales of computer software and hardware, peripheral equipment and components, and the fact that the growth rate of operating income from some clients exceeds the average growth rate, has in turn created a significant impact on the operating income and profit of Zero One Technology Co., Ltd., in consideration of the higher innate risk of fraud that income recognition carries, and that there may be pressure on management to achieve expected financial goals, we consider such revenue a key audit matter.

We address the above mentioned income that the management evaluated by taking main audit procedures as follows:

  1. Understand and test the main internal control systems for such income, and evaluate the effectiveness of its design and implementation.

  2. Obtain the detailed accounts of these incomes, select samples to perform tests of details, and review

  3. 3 -

documents such as purchase orders, delivery orders, and invoices to confirm the authenticity of these incomes.

  1. Obtain the detailed accounts of these incomes, and select samples to test whether there is a significant difference in the subjects of the payment reconciliation and the amounts of the receipts, so as to confirm the authenticity of these incomes.

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

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

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

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

Auditors' Responsibilities for the Audit of the Parent Company Only Financial Statements

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

As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

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

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

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

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

  5. 4 -

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

  7. ;Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the year ended December 31, 2021 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors' report are Chien-Liang Liu and Pei-De Chen.

Deloitte & Touche Taipei, Taiwan Republic of China February 23, 2022

Notice to Readers

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

For the convenience of readers, the independent auditors' report and the accompanying parent company only financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors' report and parent company only financial statements shall prevail.

  • 5 -

ZERO ONE TECHNOLOGY CO., LTD.

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2021 AND 2020

(In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 4 and 6)
Financial assets at fair value through profit or loss (Notes 4 and 7)
Financial assets at amortized cost (Notes 4 and 9)
Notes receivable (Notes 4 and 11)
Trade receivables (Notes 4, 11 and 26)
Inventories (Notes 4, 5 and 12)
Other current assets (Note 26)
Total current assets
NON-CURRENT ASSETS
Financial assets at fair value through profit or loss (Notes 4 and 7)
Financial assets at fair value through other comprehensive income (Notes 4 and 8)
Financial assets at amortized cost (Notes 4, 9, 10 and 27)
Investments accounted for using the equity method (Notes 4 and 13)
Property, plant and equipment (Notes 4,14 and 27)
Right-of-use assets (Notes 4 and 15)
Intangible assets
Deferred tax assets (Notes 4 and 21)
Refundable deposits
Total non-current assets
TOTAL
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Trade payables (Note 26)
Other payables (Notes 16 and 26)
Current tax liabilities (Note 4)
Lease liabilities (Notes 4 and 15)
Other current liabilities (Note 19)
Total current liabilities
NON-CURRENT LIABILITIES
Deferred tax liabilities (Notes 4 and 21)
Lease liabilities (Notes 4 and 15)
Net defined benefit liabilities (Notes 4 and 17)
Guarantee deposit received
Total non-current liabilities
Total liabilities
EQUITY (Notes 4 and 18)
Ordinary shares
Capital surplus
Retained earnings
Legal reserve
Unappropriated earnings
Total retained earnings

Other equity
Total equity
TOTAL
December 31, 2021
Amount
%
$ 783,779
10
331,209
4
893,930
12
288,710
4
2,538,701
34
1,620,945
21

35,077

1

6,492,351

86
37,846
-
240,575
3
45,964
1
380,841
5
315,903
4
11,201
-
1,691
-
40,779
1

6,819

-

1,081,619

14
$ 7,573,970
100
$ 2,973,433
39
254,086
4
96,370
1
5,162
-

309,856

4

3,638,907

48
476
-
6,370
-
19,224
-

800

-

26,870

-

3,665,777

48

1,519,707

20

1,234,325

16
263,963
4

831,516

11


1,095,479

15

58,682

1

3,908,193

52
$ 7,573,970
100
December 31, 2021
Amount
%
$ 783,779
10
331,209
4
893,930
12
288,710
4
2,538,701
34
1,620,945
21

35,077

1

6,492,351

86
37,846
-
240,575
3
45,964
1
380,841
5
315,903
4
11,201
-
1,691
-
40,779
1

6,819

-

1,081,619

14
$ 7,573,970
100
$ 2,973,433
39
254,086
4
96,370
1
5,162
-

309,856

4

3,638,907

48
476
-
6,370
-
19,224
-

800

-

26,870

-

3,665,777

48

1,519,707

20

1,234,325

16
263,963
4

831,516

11


1,095,479

15

58,682

1

3,908,193

52
$ 7,573,970
100
December 31, 2021
Amount
%
$ 783,779
10
331,209
4
893,930
12
288,710
4
2,538,701
34
1,620,945
21

35,077

1

6,492,351

86
37,846
-
240,575
3
45,964
1
380,841
5
315,903
4
11,201
-
1,691
-
40,779
1

6,819

-

1,081,619

14
$ 7,573,970
100
$ 2,973,433
39
254,086
4
96,370
1
5,162
-

309,856

4

3,638,907

48
476
-
6,370
-
19,224
-

800

-

26,870

-

3,665,777

48

1,519,707

20

1,234,325

16
263,963
4

831,516

11


1,095,479

15

58,682

1

3,908,193

52
$ 7,573,970
100
December 31, 2020 December 31, 2020 December 31, 2020 December 31, 2020
Amount
$ 783,779
331,209
893,930
288,710
2,538,701
1,620,945
35,077

6,492,351

37,846
240,575
45,964
380,841
315,903
11,201
1,691
40,779
6,819

1,081,619

$ 7,573,970

$ 2,973,433
254,086
96,370
5,162
309,856

3,638,907

476
6,370
19,224
800

26,870

3,665,777

1,519,707

1,234,325

263,963
831,516

1,095,479

58,682

3,908,193

$ 7,573,970
Amount
$ 567,436
350,270
232,010
230,490
1,871,194
1,223,050
26,599

4,501,049

35,391
253,319
64,451
206,746
307,276
6,762
765
35,976
4,281

914,967

$ 5,416,016

$ 2,227,047
232,528
59,660
5,223
210,909

2,735,367

-
1,597
20,982
800

23,379

2,758,746

1,256,402

478,757

219,863
667,898

887,761

34,350

2,657,270

$ 5,416,016
%








































































































































10

6

4

4

35

23
1
83

-

5

1

4

6

-

-

1
-
17
100

41

5

1

-
4
51

-

-

-
-
-
51
23
9

4
12
16
1
49
100

The accompanying notes are an integral part of the parent company only financial statements.

  • 6 -

ZERO ONE TECHNOLOGY CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 4 ,19 and 26)

OPERATING COSTS (Notes 12 and 26)

GROSS PROFIT

OPERATING EXPENSES (Notes 17 and 20)
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Reversal of expected credit losses (Note 11)

Total operating expenses

PROFIT FROM OPERATIONS

NON-OPERATING INCOME AND EXPENSES
Interest income (Note 26)
Other income (Note 26)
Other gains and losses (Note 20)
Net gain on derecognition of financial assets at
amortized cost (Note 9)
Finance costs

Share of profit or loss of subsidiaries accounted for
using the equity method

Total non-operating income and expenses
2021 %
100
90

10


4

1

-

-


5


5


-

-

-

-

-

-


-
2020
Amount
$ 12,630,074
11,404,014

1,226,060

451,247
142,206
4,019
6,681)

590,791

635,269

4,682
13,679
29,304
2,692

2,256 )
8,598)

39,503
Amount
$ 9,658,778
8,661,534

997,244


365,426

123,760

-
3,262)

485,924

511,320


17,740

11,013

16,062

1,260

2,045 )
441)

43,589
%



(


(
(






(






(
(
100
90
10

4

1

-

-

5

5

1

-

-

-

-

-

1

(Continued)

  • 7 -
PROFIT BEFORE INCOME TAX

INCOME TAX EXPENSE (Notes 4 and 21)

NET PROFIT

OTHER COMPREHENSIVE INCOME (LOSS)
Items that will not be reclassified subsequently to
profit or loss:
Remeasurement of defined benefit plans
Unrealized gain (loss) on investments in equity
instruments at fair value through other
comprehensive income
Share of other comprehensive income of
subsidiaries accounted for using the equity
method
Income tax relating to items that will not be
reclassified subsequently to profit or loss

Items that may be reclassified subsequently to profit
or loss:
Share of other comprehensive income of
subsidiaries accounted for using the equity
method

Other comprehensive income for the year, net of
income tax

TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

EARNINGS PER SHARE (Note 22)
From continuing operations
Basic

Diluted
2021 %

5

1


4


-

1

-

-

-


1


5


2020
Amount
$ 674,772
137,413

537,359

224
37,493
31,693

45 )
68)

69,297

$ 606,656

$ 4.24
$ 4.13
Amount
$ 554,909
113,286

441,623


212 )

3,974

17,997

43
74

21,876

$ 463,499

$ 3.55
$ 3.44
%



(
(






(








6

1

5

-

-

-

-

-

-

5

The accompanying notes are an integral part of the parent company only financial statements. (Concluded)

  • 8 -

ZERO ONE TECHNOLOGY CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)


BALANCE, JANUARY 1, 2020


Appropriation of the 2019 earnings

Legal reserve

Special reserve

Cash dividends -NT $2 per share


Net profit for the year ended December 31, 2020


Other comprehensive income (loss) for the year ended December 31, 2020


Total comprehensive income (loss) for the year ended December 31, 2020


Changes in percentage of ownership interests in subsidiaries


Share based payment transaction – employee restricted shares


Share based payment transaction – employee stock options


Cancellation of employee restricted shares


Issuance of ordinary shares under employee stock options


Disposals of investments in equity instruments at fair value through other
comprehensive income

BALANCE, DECEMBER 31, 2020


Appropriation of the 2020 earnings

Legal reserve

Cash dividends – NT $3 per share


Net profit for the year ended December 31, 2021


Other comprehensive income (loss) for the year ended December 31, 2021


Total comprehensive income (loss) for the year ended December 31, 2021


Issuance of shares for cash


The difference between the consideration received or paid and the carrying
amount of the subsidiaries’ net assets during actual disposal or acquisition

Share based payment transaction – employee restricted shares


Share based payment transaction – employee stock options


Cancellation of employee restricted shares


Issuance of ordinary shares under employee stock options


Disposals of investments in equity instruments at fair value through other
comprehensive income

BALANCE, DECEMBER 31, 2021
Share Capital
Shares
(In Thousand) Issued Capital
124,635
$ 1,246,352

-
-
-
-
-
-
-
-

-

-


-

-

-
-

-
-
-
-
(
12 ) (
120 )
1,017
10,170

-

-

125,640
1,256,402
-
-
-
-
-
-

-

-


-

-

25,000
250,000
-
-
-
-
-
-
(
15 ) (
150 )
1,346
13,455

-

-


151,971
$ 1,519,707
**Retained Earnings **
Total
$ 696,340



-
-

249,574 )
441,623

169)

441,454



718 )
-
-
-
-


259

887,761


-

377,836 )
537,359
179

537,538

-
-
-
-
-
-
48,016

$ 1,095,479
Other Equity Other Equity Total
$ 7,476

-
-
-
(
-
22,045

22,045

-
(
5,088
-
-
-

259)


34,350
-
-
(
-
69,118

69,118

-
-
3,230
-
-
-

48,016)

$ 58,682
Total Equity
$ 2,420,304
-
-

249,574 )
441,623
21,876
463,499

3,199 )
5,088
6,894
-
14,258
-
2,657,270
-

377,836 )
537,359
69,297
606,656
997,430
68
3,230
1,518
-
19,857
-
$ 3,908,193
Exchange
Unrealized
Gain
(Loss) on
Financial Assets
at Fair Value
Differences on
Translation of the
Financial
Statements of
Foreign
Comprehensive
Operations
Income
$ -
$ 17,865
(




-
-
-
-
-
-
-
-

74

21,971


74

21,971



-
-
-
-
-
-
-
-

-

-



-
(
259)

74
39,577
(




-
-
-
-
-
-
(
68)

69,186

(
68)

69,186

-
-
-
-
-
-
-
-
-
-
-
-

-
(
48,016)

$ 6
$ 60,747
(
Unearned
Employee
Benefits
$ 10,389 )

-
-
-
-
-

-


-
5,088
-
-
-
-
(

5,301 )

-
-
-
-

-

-
-
3,230
-
-
-
-
(
$ 2,071)
Capital Surplus
$ 470,136

-
-
-
-

-


-

(
2,481 )
-
6,894

120
4,088

-

478,757
-
-
-

-


-

747,430
68
-
1,518

150
6,402

-

$ 1,234,325
Unappropriated
Legal Reserve
Special Reserve
Earnings
$ 184,732
$ 16,844
$ 494,764

35,131
-
(
35,131 )
-
(
16,844 )
16,844
-
-
(
249,574 )
(
-
-
441,623
-

-
(
169)
(
-

-

441,454


-
-
(
718 )
(
-
-
-
-
-
-
-
-
-
-
-
-
-

-

259

219,863
-
667,898
44,100
-
(
44,100 )
-
-
(
377,836 )
(
-
-
537,359
-

-

179

-

-

537,538

-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

-

48,016

$ 263,963
$ -
$ 831,516

The accompanying notes are an integral part of the parent company only financial statements.

  • 9 -

ZERO ONE TECHNOLOGY CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax
Adjustments for:
Depreciation expenses
Amortization expenses
Reversal of expected credit losses
Net gain on fair value change of financial assets at fair value through
profit or loss
Finance costs
Net gain on derecognition of financial assets at amortized cost
Interest income
Dividend income
Compensation costs of employee stock options
Share of loss of subsidiaries accounted for using the equity method
Loss on disposal of property, plant and equipment
Gain on disposal of investments accounted for using equity method
Write-down (reversal of write-down) of inventories
Net loss on foreign currency exchange
Changes in operating assets and liabilities
Financial assets mandatorily classified as at fair value through profit
or loss
Notes receivable
Trade receivables
Inventories
Other current assets
Trade payables
Other payables
Other current liabilities
Net defined benefit liabilities
Cash generated from operations
Income tax paid
Net cash generated from operating activities
2021
$ 674,772
22,066
1,068
(
6,681 )
(
10,050 )
2,256
(
2,692 )
(
4,682 )
(
8,468 )
4,748
8,598
-

-
26,162
705
26,656
(
58,220 )
(
662,489 )
(
440,071 )
18,400
750,339
23,479
98,947
(
1,534)
463,309
(
105,075)

358,234
2020

$ 554,909

20,255

778

(
3,262 )

(
5,050 )

2,045

(
1,260 )

(
17,740 )

(
8,535 )

11,982

441

40

(
275 )

(
7,898 )

5,618

(
316,149 )

46,405

(
127,308 )

88,620

3,780

206,993

(
139,983 )

69,781
(
1,148)

383,039
(
105,427)

277,612

(Continued)

  • 10 -
2021
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
income
( $ 19,690 )
Proceeds from sale of financial assets at fair value through other
comprehensive income
47,240
Proceeds from the return of capital upon investees' capital reduction of
financial assets at fair value through other comprehensive income
-
Purchase of financial assets at amortized cost
(
950,487 )
Disposal of financial assets at amortized cost
308,260
Acquisition of investments accounted for using the equity method
(
151,000 )
Proceeds from disposal of investments accounted for using equity
method
-
Payments for property, plant and equipment
(
8,112 )
Proceeds from disposal of property, plant and equipment
-
Increase in refundable deposits
(
2,538 )
(Increase) decrease in other receivables-related parties
(
5,000 )
Payments for intangible assets
(
980 )
Interest received
5,734
Dividend received from subsidiaries
-
Other dividends received

8,468
Net cash (used in) generated from investing activities
(
768,105)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of short-term borrowings

-
Refund of guarantee deposits received

-
Repayment of principal portion of lease liabilities
(
7,308 )
Dividends paid
(
377,836 )
Proceeds from issuance of shares
997,430
Exercise of employee stock options
19,857
Interest paid
(
2,256)
Net cash generated from (used in) financing activities

629,887
EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF
CASH AND CASH EQUIVALENTS HELD IN FOREIGN
CURRENCIES
(
3,673)
NET INCREASE IN CASH AND CASH EQUIVALENTS
216,343
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

567,436
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
$ 783,779
The accompanying notes are an integral part of the parent company only financial statements.
2020

( $ 84,217 )

24,217

3,078

(
236,229 )

700,682

(
49,000 )

275

(
6,359 )

500

(
1,527 )

10,000

(
185 )

20,642

630

8,535

391,042
(
150,000 )
(
362 )

(
5,066 )

(
249,574 )

-

14,258
(
2,049)
(
392,793)
(
6,777)

269,084

298,352
$ 567,436
(Concluded)
  • 11 -

ZERO ONE TECHNOLOGY CO., LTD. NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021 and 2020

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

1. GENERAL

Zero One Technology Co., Ltd. (the “Company” or “ZOTC”) was incorporated as a company limited by shares under the provisions of the Company Law of the Republic of China on June 27, 1980. On January 21, 2000, ZOTC’s Shares were listed on Taipei Exchange (TPEX). On August 26, 2002, ZOTC’s shares were listed on the Taiwan Stock Exchange (TWSE). ZOTC is a dedicated foundry in the technology industry which engages mainly in the design, manufacturing, packaging, selling, consulting and services of electronic information, computer software, hardware, accessories, components and Chinese data processing, etc.

The parent company only financial statements are expressed by the functional currency (New Taiwan dollars) of the Company.

2. THE DATE AND PROCEDURES OF AUTHORIZATION OF FINANCIAL STATEMENTS

The accompanying parent company only financial statements were approved by the Board of Directors and issued on February 23, 2022.

3. APPLICATION OF NEW AND REVISED STANDARDS AND INTERPRETATIONS

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

Application of the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the Company’s accounting policies.

  • (2) The IFRSs endorsed by the Financial Supervisory Commission (FSC) for application starting from 2022
New / Revised / Amended Standards and Interpretations
“Annual Improvements to IFRS Standards 2018–2020”
Amendments to IFRS 3 “Reference to the Conceptual Framework”
Amendments to IAS 16 “Property, Plant and Equipment - Proceeds
before Intended Use”
Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a
Contract”
Effective Date
Announced by IASB
January 1, 2022 (Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
January 1, 2022 (Note 4)
  • Note 1: The amendments to IFRS 9 are 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” are applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” are applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

  • Note 2: The amendments are applicable to business mergers for which the acquisition date is on or after the beginning of the first 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 accompanying parent company only financial statements were authorized for issue, the Company is continuously assessing the possible impact that the application of aforementioned standards and interpretations will have on the Company’s financial position and financial performance, and will disclose the relevant impact when the assessment is completed.

  • 12 -

(3) New IFRSs in issue by the IASB but not yet endorsed and issued into effect by the FSC

New / Revised / Amended Standards and Interpretations
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture”
IFRS 17 “Insurance Contracts”
Amendments to IFRS 17
Amendments to IFRS 17 “Initial Application of IFRS 17 and IFRS 9
- Comparative Information”

Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”
Amendments to IAS 1 “Disclosure of Accounting Policies”
Amendments to IAS 8 “Definition of Accounting Estimates”
Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities
arising from a Single Transaction”
Effective Date
Announced by the IASB (Note 1)
To be determined by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 2)
January 1, 2023 (Note 3)
January 1, 2022 (Note 4)
  • Note 1: Unless stated otherwise, the above new, revised or amended standards and interpretations 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 for deferred taxes that will be recognized for temporary differences associated with lease and decommissioning obligations on January1, 2022, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.

As of the date the parent company only financial statements were authorized for issue, the Company is continuously evaluating the possible impact that the application of above standards and interpretations will have on the Company’s financial position and financial performance, and will disclose the relevant impact when the evaluation is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • (1) Statement of compliance

These parent company only financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

  • (2) Basis of preparation

The parent company only financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair values, and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  • A. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities, which can be acquired during measurement date;

  • B. Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

  • C. Level 3 inputs are unobservable inputs for the asset or liability.

When preparing the parent company only financial statements, the Company account for subsidiaries by using the equity method. In order to agree with the amount of net income, other comprehensive income and equity attributable to shareholders of the parent company in the consolidated financial statements, the differences of the accounting treatment between the parent company only basis and the consolidated basis are adjusted under the heading of investments accounted for using equity method, share of profits of subsidiaries,

  • 13 -

share of other comprehensive income of subsidiaries and the related equity items in the parent company only financial statements.

  • (3) Classification of current and non-current assets and liabilities

Current assets include:

  • A. Assets held primarily for the purpose of trading;

  • B. Assets expected to be realized within twelve months after the reporting period; and

  • C. Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

Current liabilities include:

  • A. Liabilities held primarily for the purpose of trading;

  • B. Liabilities due to be settled within twelve months after the reporting period, even if an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the parent company only financial statements are authorized for issue; and

  • C. Liabilities for which the Company does not have an unconditional right to defer settlement for at least twelve months after the reporting period, unless issuing equities to defer settlement wouldn’t affect classification, depending on liabilities conditions.

Assets and liabilities that are not classified as current are non-current assents and liabilities, respectively.

(4) Foreign currencies

In preparing the Company’s financial statements, transactions in currencies other than the Company’s functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which the arise.

Non-monetary items denominated in foreign currencies that are measured at fair value are retranslated at the rates prevailing at the date when the fair value is determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

Non-monetary item denominated in a foreign currency and measured at historical cost is stated at the reporting currency as originally translated from the foreign currency.

  • (5) Inventories

Inventories are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriated to group similar or related items. The net realizable value is the estimated selling price of inventories less the estimated costs necessary to make the sale under normal situations. Inventories are recorded at the weighted-average cost on the balance sheet date.

(6) Investment in subsidiaries

The Company uses the equity method to account for its investments in subsidiaries.

Subsidiaries are the entities controlled by the Company.

Under the equity method, the investment is initially recognized at cost and the carrying amount is increased or decreased to recognize the Company’s share of the profit or loss and other comprehensive income of the subsidiary after the date of acquisition. Besides, the Company also recognizes the Company’s share of the change in other equity of the subsidiary.

Changes in the Company’s ownership interests in subsidiaries that do not result in the Company’s loss of control over the subsidiaries are accounted for as equity transactions. Any difference between the carrying amounts of the investment and the fair value of the consideration paid or received is recognized directly in equity.

  • 14 -

  • (7) Property, plant and equipment

Property, plant and equipment are stated at cost, less recognized accumulated depreciation and accumulated impairment loss.

Depreciation is recognized using the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss.

  • (8) Impairment of property, plant and equipment, right-of-use assets, and intangible assets (excluding goodwill)

At the end of each reporting period, the Company reviews the carrying amounts of its property, plant and equipment, right of use assets and intangible assets (excluding goodwill), to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are also allocated to individual cashgenerating units or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss

  • (9) Financial instruments

Financial assets and financial liabilities are recognized on parent company only balance sheets when a group entity becomes a party to the contractual provisions of the instruments.

Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

  • A. Financial assets

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

a. Measurement category

The Company’s financial assets are classified into the following categories: financial assets at FVTPL, financial assets at amortized cost, and investments in equity instruments at FVTOCI.

  • (a) Financial assets at FVTPL

For certain financial assets which include debt instrument that do not meet the criteria of amortized cost or FVTOCI, it is mandatorily required to measure them at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI and debt instruments that do not meet the amortized cost criteria or the FVTOCI criteria.

Financial assets at FVTPL are subsequently measured at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The dividends, interest earned and net gain or loss recognized in profit or loss on the financial asset. Fair value is determined in the manner described in Note 25.

  • (b) Financial assets at amortized cost

Financial assets that meet the following two conditions are subsequently measured at amortized cost:

  • 15 -

  • a). The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

  • b). The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, notes and trade receivables and other financial assets are measured at amortized cost, which equals to gross carrying amount determined by the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

Interest income is calculated by applying the effective interest rate to multiply the gross carrying amount of a financial asset.

Cash equivalents, held to meet short-term cash commitments, include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash, as well as deposits in the bank and repurchase bonds, which are subject to an insignificant risk of changes in value.

  • (c) Investments in equity instruments at FVTOCI

On initial recognition, the Company may make an irrevocable designate investments in equity instruments that is not held for trading as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. 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.

Dividends on these investments in equity instruments at FVTOCI are recognized in profit or loss when the Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

b. Impairment of financial assets

The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including notes and trade receivables).

The Company always recognizes the loss allowance by lifetime Expected Credit Loss (i.e. ECL) for notes and accounts receivable. For all other financial instruments, the Company recognizes lifetime ECL when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance at an amount equal to 12-month ECL.

Expected credit losses reflect the weighted average of credit losses with the respective risks of a default occurring as the weights. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

In order for the Company to fulfill the purpose of internal credit and risk management control, under the premise that does not take into account of the collaterals owned by the Company, the following will be deemed as a default of the financial assets:

  • (a) Either internal or external information indicates that it is impossible for the debtors to clear the debts;

  • (b) Any delay in payment – unless there is reasonable and supporting information that indicates the basis for delaying the payment is more appropriate.

The Company recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.

  • 16 -

  • c. De-recognition of financial assets

The Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in an equity instrument at FVTOCI, the cumulative gain or loss that had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

B. Equity Instruments

The equity instruments issued by the Group are recognized based on the amount obtained after deducting the cost of direct issue.

C. Financial liabilities

a. Subsequent measurement

All financial liabilities are measured at amortized cost using the effective interest method.

b. De-recognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

(10) Revenue recognition

The Company identifies the contract with the customers, allocates the transaction price to the performance obligations, and recognizes revenue when performance obligations are satisfied.

Revenue from sale of goods

Revenue from sale of goods comes from sales of computer software, hardware, accessories, equipment, and components, etc. Customers have the right of quotation and user, and the responsibility of resale as goods after shipment and taking risks of losses of obsolete goods. The Company recognizes revenues and trade receivable as goods after shipment.

  • (11) Leases

At the inception of a contract, the Company assesses whether the contract is, or contains, a lease.

  • A. The Company as lessor

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases.

  • B. The Company as lessee

Except for payments for low-value asset leases and short-term leases which are recognized as expenses on a straight-line basis, the Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of the lease.

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, and less any lease incentives received, any initial direct costs incurred and an estimate of costs needed to restore the underlying assets. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the parent company only balance sheets.

Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.

  • 17 -

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee’s incremental borrowing rates.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the parent company only balance sheets.

(12) Costs of loans

All Costs of loans incurred shall be recognized as profits and losses at the current period.

  • (13) Employee benefit

  • A. Short-term employee benefits.

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for service rendered by employees.

B. Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as an expense when employees have rendered service entitling them to the contribution.

Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the Projected Unit Credit Method. Service cost (including current service cost as well as previous service cost, and net interest on the net defined benefit liability (asset) are recognized as employee benefits expense in the period they occur, or when the plan amendment or curtailment occurs/when the settlement occurs. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

Net defined benefit liability (asset) represents the actual deficit (surplus) in the Company’s defined benefit plan.

(14) Share-based payment arrangements

The fair value and expected estimate amounts of the stock options and restricted shares determined at the grant date of the stock options is expensed on a straight-line basis over the vesting period, based on the Company’s estimate of stock options that will eventually vest, with a corresponding increase in capital surplus - employee stock options. The fair value determined at the grant date of the stock options is recognized as an expense in full at the grant date when the stock options granted vest immediately.

When restricted shares for employees of the company are issued, other equity – unearned employee benefits is recognized on the grant date, with a corresponding increase in capital surplus – employee restricted shares. If restricted shares for employees are granted for consideration and should be returned, they are recognized as payables.

At the end of each reporting period, the Company revises its estimate of the number of stock options expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the capital surplus – employee stock options and capital surplus – employee restricted shares.

  • (15) Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

  • A. Current tax

The Company recognizes current earnings (losses) in accordance with the Income Tax Act of the Republic of China, and calculate the amount for tax payable (recoverable).

  • 18 -

Income tax on unappropriated earnings is expensed in the year the shareholders approved the appropriation of earnings which is the year subsequent to the year the earnings are generated according to Taiwan’s Income Tax Act.

Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.

B. Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the parent company only financial statements and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences, net operating loss carryforwards and tax credits for research and development expenses to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered. The deferred tax assets which originally not recognized is also reviewed at the end of each reporting period and recognized to the extent that it is probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the year in which the liability is settled or the asset is realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

C. Current and deferred tax for the year

Current and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity respectively.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION AND UNCERTAINTY

In the application of the Company’s accounting policies, the Company is required to make judgments, estimates 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 Company 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.

Write-down of inventory

Net realizable value of inventory is the estimated selling price in the ordinary course of business less the estimated costs necessary to close the sales. The estimation of net realizable value was based on current market conditions and the historical experience of selling products of a similar nature. Changes in market conditions may have a material impact on the estimation of net realizable value.

  • 19 -

6. CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS
Cash on hand and revolving funds
Checking accounts and demand deposits in banks
Cash equivalents
Repurchase agreements collateralized by
bonds
December 31,
2021
$ 152
645,227

138,400
$ 783,779
December 31,
2020




$ 207
538,749
28,480
$ 567,436

As the end of reporting period, the market rate intervals of demand deposits in banks and repurchase agreements collateralized by bonds were as follows:

agreements collateralized by bonds were as follows:
Demand deposits in banks
Repurchase agreements collateralized by bonds
December 31,
2021
0.005%~0.25%
0.30%~0.39%
December 31,
2020
0.005%~0.32%
0.45%

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

Financial assetscurrent
Mandatorily measured at FVTPL
Domestic convertible bonds
Domestic listed ordinary shares
Fund beneficiary certificates
Financial assetsnon-current
Mandatorily measured at FVTPL
Domestic listed preference shares
Fund beneficiary certificates
December 31,
2021
$ 30,045
1,163

300,001
$ 331,209
$ 14,681

23,165
$ 37,846
December 31,
2020
December 31,
2020










$ 15,966
1,785
332,519
$ 350,270
$ 14,403
20,988
$ 35,391

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

Investments in equity instruments
Non-current
Domestic investment
Listed ordinary shares and emerging
market ordinary shares
Listed preference shares
Unlisted shares
December 31,
2021
$ 77,277
130,945

32,353
$ 240,575
December 31,
2020
December 31,
2020




$ 70,729
164,448
18,142
$ 253,319

The investments in those ordinary and preferred shares are in line with the Company’s medium- to long-term strategies and the investment profits are expected to be gained in the long run. The management of the Company management elected 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 Company’s strategy of holding these investments for long-term purposes.

  • 20 -

9. FINANCIAL ASSETS AT AMORTIZED COST

FINANCIAL ASSETS AT AMORTIZED COST
Current
Domestic investment
Time deposits with original maturities of
more than three months (1)
Repurchase agreements collateralized by
bonds (2)
Non-current
Domestic investment
Pledged time deposit (3)
Foreign investment
Barclays Bank corporate bond (USD) (4)
Prudential plc corporate bond (USD) (5)
Perusahaan Listrik Negara corporate bond
(USD) (6)
December 31,
2021
$ 146,570

747,360
$ 893,930
$ 30,523
-
-

15,441
$ 45,964
December 31,
2020










$ 232,010
-
$ 232,010
$ 20,390
14,895
29,166
-
$ 64,451
  • (1) As of December 31, 2021 and 2020 the market interest rate intervals of time deposit over 3 months portion were 0.77%~0.815% and 0.77%~2.10%, respectively.

  • (2) As of December 31, 2021, the market interest rate of repurchase agreements collateralized by bonds over 3 months portion was 0.30%~0.40%.

  • (3) Please refer to Note 27 for more details on financial assets at amortized cost under pledge.

  • (4) The Company purchased Barclays Bank corporate bond (USD) by USD 527 thousand, with a coupon rate of 4.836%, in August, 2019. As for adjustment portion of investments, the Company sold all bonds by $15,560 thousand, and recognized $1,003 thousand of gain from sale of financial assets at amortized cost in July, 2021.

  • (5) The Company purchased Prudential plc corporate bond (USD) by USD 1,040 thousand, with a coupon rate of 4.875%, in August, 2019. As for adjustment portion of investments, the Company sold all bonds by $28,936 thousand, and recognized $444 thousand of gain from sale of financial assets at amortized cost in July, 2021.

  • (6) The Company purchased Perusahaan Listrik Negara corporate bond (USD) by USD 559 thousand, with a coupon rate of 5.25% in May, 2021.

  • (7) The Company purchased AT&T corporate bond (USD) by USD 460 thousand with a coupon rate of 3.65% and USD 553 thousand with a coupon rate of 4.50%, in March 2021 and November 2019, respectively. The bonds purchased in March 2021 was of USD 460 thousand. As for adjustment portion of investments, the Company sold all bonds by $14,021 thousand, and recognized $1,245 thousand of gain from sale of financial assets at amortized cost in August, 2021; the purchased bonds of USD 553 thousand in November 2019 were sold in November 2020 and recognized $1,260 thousand of gain from sale of financial assets at amortized cost.

  • (8) Please refer to Note 10 for relevant credit risk management and impairment assessment information for financial assets at amortized cost.

10. CREDIT RISK MANAGEMENT FOR INVESTMENTS IN DEBT INSTRUCTMENTS

The investments in debt instruments of the Company are mainly financial assets at amortized cost.

The strategy that the Company adopts is to invest in debt instruments that are rated as investment grade or higher and have low credit risk for the purpose of impairment assessment. The credit rating information is provided by external independent agencies. The Company consistently monitors changes in the credit risks of the invested debt instruments by tracking ratings and relevant information, and reviews the yield curve of bonds, material information of the bond-issuers, etc., so as to evaluate if there is a significant increase in the debt instruments since initial recognition.

  • 21 -

The Company assesses the information of investment risk provided by external rating agencies and evaluates the 12-month expected credit loss or lifetime expected credit loss. The bonds that the Company invested are all of investment grade, and the credit risk of the bond-issuers is low and is capable to settle the contractual cash flows. The Company does not anticipate that the corporate bonds invested will have any material expected credit loss resulted from default within the 12 months after the date of the financial statements, and thus did not recognize allowance for loss as of December 31, 2021 and 2020.

11. NOTES AND TRADE RECEIVABLE

Measured at amortized cost
Notes receivable
Trade receivable
Overdue receivable
Less: Allowances for impairment loss - trade
receivable
Less: Allowances for impairment loss - overdue
receivable
December 31,
2021
$ 288,710
2,543,452
-

4,751 )
-
$ 2,827,411
December 31,
2020

(


(
(
$ 230,490
1,882,626
1,474

11,432 )
1,474)
$ 2,101,684

The average credit period of sales of goods of the Company was 60-90 days, and no interest was charged on trade receivable.

In order to minimize credit risk, the Company’s management 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 receivables. In addition, the Company reviews the recoverable amount of each individual trade receivable at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the Company’s management believes the Company’s credit risk was significantly reduced.

The Company applies the approach to providing for expected credit losses which permits the use of lifetime expected loss provision for all trade receivable. The expected credit losses of trade receivable on durable are estimated using a provision matrix by reference to past default experience of the debtor and an analysis of the debtor’s past experience of receivable and current financial position, expectation of GDP and prospect of the industry, deciding the rate of the expected credit losses by the different levels of credit limits of customers and actual conditions, based on the degree of doubtful accounts triggered by customers of different industries.

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

The following table details the loss allowance of trade receivable:

December 31, 2021

December 31, 2021
Gross carrying amount

Loss allowance (Lifetime
ECLs)
Amortized cost

December 31, 2020
Gross carrying amount

Loss allowance (Lifetime
ECLs)
Amortized cost
Not Past
Due
$ 2,793,363

435)

$ 2,792,928

Not Past
Due
$ 2,099,693

5,895)

$ 2,093,798
1-30 Days
Past Due
$ 19,768

776)

$ 18,992

1-30 Days
Past Due
$ 2,687

899)

$ 1,788
31-60 Days
Past Due
$ 12,883

1,625)

$ 11,258

31-60 Days
Past Due
$ 10,160

4,344)

$ 5,816
61-90 Days
Past Due
$ 5,297

1,064)

$ 4,233

61-90 Days
Past Due
$ 576

294)

$ 282
More Than 90
DaysPast Due
$ 851
(
851)

$ -

More Than 90
DaysPast Due
$ 1,474
(
1,474)

$ -
Total

(

(

(

(

(
$ 2,832,162

4,751)
$ 2,827,411
Total

(

(

(

(

(

(
$ 2,114,590

12,906)
$ 2,101,684
  • 22 -

The movements of the loss allowance of trade receivable were as follows:

The movements of the loss allowance of trade receivable were as follows: The movements of the loss allowance of trade receivable were as follows: The movements of the loss allowance of trade receivable were as follows:
2021
2020
Balance at January 1
$ 12,906
$ 35,510
Less: Amounts written off
(
1,474 )
(
19,342 )
Less: Reversal of loss allowance
(
6,681)
(
3,262)
Balance at December 31
$ 4,751
$ 12,906
12.INVENTORIES
December 31,
2021
December 31,
2020
Commodities
$ 1,620,945
$ 1,223,050
The nature of the cost of goods sold is as follows:
December 31,
2021
December 31,
2020
Cost of sales
$ 11,377,852
$ 8,669,432
Write-down (reversal of write-down) of
inventories

26,162
(
7,898)
$ 11,404,014
$ 8,661,534
13.INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
December 31,
2021
December 31,
2020
Investments in subsidiaries
$ 380,841
$ 206,746
(1) Investments in subsidiaries
December 31,
2021
December 31,
2020
Zotech Co., Ltd.
$ 37,348
$ 43,132
Zerone Win Investment Co., Ltd.
331,797
154,088
Asiaone Holdings Ltd.

11,696

9,526
$ 380,841
$ 206,746
Percentage ofowners'equity and votingright
Name of subsidiaries
December 31,
2021
December 31,
2020
Zotech Co., Ltd.
85.37%
85.37%
Zerone Win Investment Co., Ltd.
100.00%
100.00%
Asiaone Holdings Ltd.
100.00%
100.00%
2020
$ 35,510
(
19,342 )
(
3,262)
$ 12,906
December 31,
2020
$ 1,223,050
December 31,
2020

(
$ 8,669,432
7,898)
$ 8,661,534
December 31,
2020

Investments in subsidiaries
(1) Investments in subsidiaries
Zotech Co., Ltd.
Zerone Win Investment Co., Ltd.
Asiaone Holdings Ltd.
Name of subsidiaries
Zotech Co., Ltd.
Zerone Win Investment Co., Ltd.
Asiaone Holdings Ltd.
$ 206,746
December 31,
2020
December 31,
2021
85.37%
100.00%
100.00%
December 31,
2020
85.37%
100.00%
100.00%

(2) Investments in associates

The Company invested and founded Chi-Ta International Co., Ltd., that engaged mainly in researching and manufacturing hardware of auto-used electronic equipment, with investment amount to $10,000 thousand, and share-holding ratio of 30% in March, 2014, since it kept net losses, foresaw decrease in future cash flows, evaluated recognized $7,243 thousand of impairment losses in 2015, and recognized book value of $0 thousand after recognized deficits. In April, 2020, the Company disposed all shares and recognized $275 thousand in gains.

  • 23 -

14. PROPERTY, PLANT AND EQUIPMENT

Cost
Balance at January 1, 2020

Additions
Disposals
Reclassification

Balance at December 31,
2020

Accumulated depreciation
Balance at January 1, 2020

Disposals
Depreciation

Balance at December
31,2020

Carrying amounts at
December 31, 2020

Cost
Balance at January 1, 2021

Additions
Disposals
Reclassification

Balance at December 31,
2021

Accumulated depreciation
Balance at January 1, 2021

Disposals
Depreciation

Balance at December 31,
2021

Carrying amounts at
December 31, 2021
Land
$ 234,892

-
-
-

$ 234,892

$ -

-
-

$ -

$ 234,892

$ 234,892

-
-
-

$ 234,892

$ -

-
-

$ -

$ 234,892
Buildings
$ 128,185

-
-

-

$ 128,185

$ 71,666

-

1,816

$ 73,482

$ 54,703

$ 128,185

-
-

-

$ 128,185

$ 73,482

-

1,816

$ 75,298

$ 52,887
Machinery
and
equipment
Office
equipment
$ 34,586

3,129
(
505 )

1,753

$ 38,963

$ 23,832

(
505 )

7,407

$ 30,734

$ 8,229

$ 38,963

5,258
(
639 )

1,600

$ 45,182

$ 30,734

(
639 )

5,919

$ 36,014

$ 9,168
Delivery
equipment

$ 2,458

-


-

-

$ 2,458


$ 984


-

492

$ 1,476
$ 982


$ 2,458

-


-

-

$ 2,458


$ 1,476


-

492

$ 1,968
$ 490
Other
equipment

$ 15,535


3,230
(
926 )

891

$ 18,730



$ 5,183

(
386 )

5,463

$ 10,260

$ 8,470



$ 18,730


2,854

-

13,400

$ 34,984



$ 10,260


-

6,258

$ 16,518

$ 18,466
Total


























$ 8,173

-
(
133 )

-

$ 8,040

$ 8,173

(
133 )

-

$ 8,040

$ -

$ 8,040

-
(
1,110 )

-

$ 6,930

$ 8,040

(
1,110 )

-

$ 6,930

$ -

















$ 423,829
6,359
(
1,564 )

2,644
$ 431,268
$ 109,838
(
1,024 )

15,178
$ 123,992
$ 307,276
$ 431,268
8,112
(
1,749 )

15,000
$ 452,631
$ 123,992
(
1,749 )

14,485
$ 136,728
$ 315,903

Depreciation expenses were depreciated on a straight-line basis over the estimated useful life of the asset:

Buildings 7-50 Years
Machinery equipment 3 Years
Office equipment 3-5 Years
Delivery equipment 5 Years
Other equipment 3 Years

Please refer to Note 27 for more details on property, plant and equipment under pledge.

15. LEASE ARRANGEMENTS

(1) Right-of-use assets

ight-of-use assets
Carrying amounts of right-of-use assets
Buildings
Office equipment
Additions to right-of-use assets
Depreciation charge for right-of-use assets
Buildings
Office equipment
December 31, 2021
$ 11,058

143
$ 11,201
2021
$ 12,020
$ 7,380

201
$ 7,581
December 31, 2020




$ 6,418
344
$ 6,762
2020






$ 4,507
$ 4,876
201
$ 5,077
  • 24 -

(2) Lease liabilities

(2) Lease liabilities
Carrying amounts of lease liabilities
Current
Non-current
Range of discount rate for lease liabilities was
Buildings
Office equipment
(3) Other lease information
Expenses relating to short-term leases
Expenses relating to low-value asset leases
Total cash (outflow) for leases
OTHER PAYABLE
Salaries and bonuses payable
Employees', directors', and supervisors'
compensation payable
Others
December 31, 2021
$ 5,162
$ 6,370
as follows:
December 31, 2021
0.75%1.20%
1.20%
2021
$ 634
$ 31
($ 8,080)
December 31,
2021
$ 124,199
43,071

86,816
$ 254,086
December 31, 2020
$ 5,223
$ 1,597
December 31, 2020
1.20%
1.20%
2020
$ 168
$ 32
($ 5,358)
December 31,
2020




$ 84,202
35,420
112,906
$ 232,528

16. OTHER PAYABLE

17. RETIREMENT BENEFIT PLANS

(1) Defined contribution plans

The plan under the R.O.C. Labor Pension Act (the “Act”) is deemed a defined contribution plan. Pursuant to the Act, ZOTC has made monthly contributions equal to 6% of each employee’s monthly salary to employees’ pension accounts.

(2) Defined benefit plans

ZOTC has defined benefit plans under the R.O.C. Labor Standards Act that provide benefits based on an employee’s length of service and average monthly salary for the six-month period prior to retirement. The Company contributes an amount equal to 2% of salaries paid each month to their respective pension funds (the Funds), which are administered by the Labor Pension Fund Supervisory Committee (the Committee) and deposited in the Committee’s name in the Bank of Taiwan. Before the end of each year, the Company assesses the balance in the Funds. If the amount of the balance in the Funds is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year. The Funds are operated and managed by Bureau of Labor Funds, Ministry of Labor; as such, the Company does not have any right to intervene in the investments of the Funds.

Amounts recognized in respect of these defined benefit plans in the parent company only balance sheets were as follows:

were as follows:
Present value of defined benefit obligation
Fair value of plan assets
Net defined benefit liability
December 31,
2021
$ 61,127
(
41,903)
$ 19,224
December 31,
2020

(

(
$ 60,393
39,411)
$ 20,982
  • 25 -

Movements in net defined benefit liabilities were as follows:

Balance at January 1, 2020

Service cost
Current service cost
Interest expense (income)

Recognized in profits or losses

Remeasurements
Return on plan assets (excluding
amounts included in interest, net)
Actuarial loss arising from changes in
demographic assumptions
Actuarial loss arising from changes in
financial assumptions
Actuarial loss arising from experience
adjustments
Recognized in other comprehensive
income
Contribution from employer

Balance at December 31, 2020

Balance at January 1, 2021

Service cost
Current service cost
Interest expense (income)

Recognized in profits or losses

Remeasurements
Return on plan assets (excluding
amounts included in interest, net)
Actuarial loss arising from changes in
demographic assumptions
Actuarial loss arising from changes in
financial assumptions
Actuarial gain arising from experience
adjustments
Recognized in other comprehensive
income
Contribution from employer

Balance at December 31, 2021
Present value of
defined benefit
obligations
$ 58,307

256

437


693

-

185
1,320
(
112)


1,393


-

$ 60,393

$ 60,393

159

302


461

-

1,269
(
631 )
(
365)


273


-

$ 61,127
Fair value of
plan assets
$ 36,389)

-
275)

275)


1,181 )
-
-
-

1,181)

1,566)

$ 39,411)

$ 39,411)

-
201)

201)


497 )
-

-

-

497)

1,794)

$ 41,903)
Net defined
benefit
liability/assets



(






(
(


(
(
(
(

(
(
(
(
(
(
(


(
(
(



(
(

(




(
(
(
(
(
$ 21,918
256
162
418

1,181 )
185
1,320
112)
212
1,566)
$ 20,982
$ 20,982
159
101
260

497 )
1,269

631 )
365)
224)
1,794)
$ 19,224

An analysis by function of the amounts recognized in profit or loss in respect of the defined benefit plans is as follows:

s as follows:
Selling and marketing expenses
General and administrative expenses
2021
$ 146
114
$ 260
2020




$ 181
237
$ 418

Through the defined benefit plans under the R.O.C. Labor Standards Act, the Company is exposed to the following risks:

  • A. Investment risk: The pension funds are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the government’s designated authorities or under the mandated management. However, under the R.O.C. Labor Standards Act, the rate of return on the Company’s assets shall not be less than the average interest rate on a two-year time deposit published by the local banks and the government is responsible for any shortfall in the event that the rate of return is less than the required rate of return.

  • 26 -

  • B. Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the debt investments of the plan assets.

  • C. Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The principal assumptions at the measurement date were as follows:

Discount rate
Future salary increase rate
December31,2021
0.625%
2.750%
December31,2020
0.500%
2.750%

If main actuarial assumptions vary within a reasonable extent, as for other assumption remaining unchanged, the present value of defined benefit obligation increases (decreases) shall be as follows:

Discount rate
increases by 0.25%
decreases by 0.25%
Future salary increase rate
increases by 0.25%
decreases by 0.25%
December31,2021
($ 1,252)
$ 1,294
$ 1,247
($ 1,214)
December31,2020 December31,2020
(


(
(


(
$ 1,321)
$ 1,368
$ 1,317
$ 1,280)

As actuarial assumptions may be correlative with one another, it is less likely that only one single assumption will be changed, the above sensitive analysis cannot indicate actual changes of the present value of defined benefit obligation.

f defined benefit obligation.
Contribution amounts within 1 year
Average duration of the defined benefit
obligation
December31,2021
$ 1,843
8.3 Years
December31,2020
$ 1,609
8.8 Years

18. EQUITY

  • (1) Ordinary Shares
Authorized shares (in thousands)
Authorized capital
Issued and paid shares (in thousands)
Issued capital
December31,2021

200,000
$ 2,000,000

151,971
$ 1,519,707
December31,2020 December31,2020






150,000
$ 1,500,000
125,640
$ 1,256,402

The change in share capital is mainly due to the issuance of new shares from cash capital increase, employee stock options exercised and the cancellation of employee restricted shares.

As per the resolution of the Board of Directors’ Meeting held on October 13, 2021, the Company issued 25,000 thousand new shares with a par value of $10 per share at an issue price of $40, with December 21, 2021 as the base date for the capital increase.

  • (2) Capital Surplus
May be used to offset a deficit, distributed as
cash dividends, or transferred to share
capital (Note)
Premium on shares issued above par value
Treasury stock transactions
December31,2021
$ 1,159,835
25,343
December31,2020
$ 405,951
25,343
(Continued)
  • 27 -
From exercised and invalid employees stock
options
The difference between the consideration
received or paid and the carrying amount
of the subsidiaries’ net assets during actual
disposal or acquisition
May not be used for any purpose
Employees restricted shares
Employees stock options
December 31, 2021
21,459
68
8,426

19,194
$ 1,234,325
December 31, 2020 December 31, 2020


12,837
-
8,276
26,350
$ 478,757

(Concluded)

Note: Such capital surplus may be used to offset a deficit; in addition, when ZOTC has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of ZOTC’s paid-in capital surplus and once a year).

(3) Retained earnings and dividend policy

Under the dividends policy as set forth in the Articles of Incorporation, where ZOTC earns profits in a fiscal year, such profit shall first be set aside to pay applicable taxes, offset losses of previous years, then set aside 10% for legal reserve, and also set aside or reverse a special reserve in accordance with the laws and regulations. Should there be any remaining profits, those profits, plus the accumulated undistributed retained earnings from the previous year shall be used first by ZOTC’s board of directors as the basis for proposing a distribution plan of dividends for preferred shares for the same year, any further remaining unappropriated earnings after the distribution of dividends of preferred shares shall be distributed in accordance with the proposal submitted by the board of directors, for approval at the shareholders’ meeting. The distributable dividends and bonuses may be paid in cash after a supermajority resolution of the board of directors, which shall be submitted to the shareholders’ meeting. For the policies on the distribution of employees’ compensation and remuneration of directors and supervisors, refer to employees’ compensation and remuneration of directors in Note 20 (4).

ZOTC adopts a dividend distribution policy whereby only surplus profits of ZOTC shall be distributed to shareholders. Based on the Company’s future capital budget planning and the needs for working capital requirements, as well as taking account into the impact to the extent of the diluted earnings per share and return on equity, no less than 30% of the remaining balance is to be allocated to shareholders and the ratio for cash dividends shall not be lower than 10% of the total shareholders’ dividends distributed for the same year.

The appropriation for legal capital reserve shall be made until the reserve equals the Company’s paid-in capital. The reserve may be used to offset a deficit, or be distributed as dividends in cash for the portion in excess of 25% of the paid-in capital if the Company incurs no loss.

The appropriations of 2020 and 2019 earnings have been approved by ZOTC’s shareholder’s meeting held on August 4, 2021 and June 10, 2020, respectively, were as follows:

Legal capital reserve

Reversal of special reserve
Cash dividends
Appropriation of Earnings
For Fiscal
Year 2020
For Fiscal
Year 2019
$ 44,100 $ 35,131
- (
16,844 )
377,836
249,574
Dividends Per Share($) Dividends Per Share($)
For Fiscal
Year 2020
$ 44,100
-
377,836
For Fiscal
Year 2020


$ 3.0
For Fiscal
Year 2019
$ 2.0

The appropriations of earnings for 2021 have been proposed by ZOTC’s board of directors on February 23, 2022. The appropriations and dividends per share were as follows:

Legal reserve
Cash dividends
Appropriation of
Earnings
$ 58,555
547,962
DividendsPerShare ($)
$ 3.6

The appropriations of earnings for 2021 are subject to the resolution of the shareholders’ meeting to be held on May 26, 2022.

  • 28 -

19. REVENUE

  • (1) Income from contracts with clients
come from contracts with clients
Sales revenue
Service revenue
2021
$ 12,562,027
68,047
$ 12,630,074
2020




$ 9,594,796
63,982
$ 9,658,778
  • (2) Remaining balance of the contracts
emaining balance of the contracts
Notes receivable (Note 11)
Trade receivable (Note 11)
Contract liability (Other current liabilities)
December 31, 2021
$ 288,710
$ 2,538,701
$ 45,161
December 31, 2020




$ 230,490
$ 1,871,194
$ 17,423

20. NET INCOME

  • (1) Other Gains and losses
(1) Other Gains and losses
Gain on financial assets at FVTPL
Net foreign exchange gain (loss)
Loss on disposal of property, plant and
equipment
Gain on disposal of investment accounted
for using the equity method
(2) Depreciation & amortization
Property, plant and equipment
Right-of-use assets
Intangible assets
An analysis of depreciation by function
Operating expenses
An analysis of amortization by function
Operating expenses
(3) Employee benefits expense
Post-employment benefits
Defined contribution plans
Defined benefit plans (Note 17)
Share-based payment
Equity-settled
Other employee benefits
Salaries expense
Others
Total employee benefits expense
Employee benefits expense summarized by
function
Operating expenses
2021
$ 10,050
19,254
-
-
$ 29,304
2021
$ 14,485
7,581

1,068
$ 23,134
$ 22,066
$ 1,068
2021
$ 10,489

260

10,749

4,748
372,491

44,186

416,677
$ 432,174
$ 432,174
2020



(

$ 5,050
10,777

40 )
275
$ 16,062
2020








$ 15,178
5,077

778
$ 21,033
$ 20,255
$ 778
2020














$ 9,454

418

9,872

11,982
290,705

37,857

328,562
$ 350,416
$ 350,416
  • 29 -

(4) Compensation for employees and remuneration of directors

ZOTC shall allocate compensation to employees and Directors of ZOTC not less than 1%~15% and not more than 3% of surplus earnings during the period, respectively, and the amount of employees’ and Directors’ compensation for the years ended December 31, 2021 and 2020, with resolution of the board of directors on February 23, 2022 and February 24, 2021, were as follows:

Estimate Rate

Estimate Rate
Compensation of employee
Compensation of director
Amount
Compensation of employee
Compensation of director
2021
4%
2%
2021
Cash
2020
4%
2%
2020
Cash
$ 28,714 $ 23,613
14,357 11,807

If changes in the very amount after the end of the reporting period, it will be booked next year, based on accounting estimate regulations.

The distribution amount of employees’ and director’s compensation in 2020, and 2019 has no difference compared to the recognized amount of the parent company only financial statements in 2020 and 2019.

Relevant information about employees’ and director’s compensation can be found on the website of “Market Observation Post System” of TWSE.

21. INCOME TAXES

  • (1) Income tax recognized in profit or loss

The major components of income tax expenses were as follows:

The major components of income tax expenses were s were as follows:
Current tax
In respect of the current year

Surtax on undistributed retained
earnings
Adjustments for previous years
(

Deferred tax
In respect of the current year
(
Income tax expense recognized in profit or
loss

A reconciliation of accounting profit and income tax
Profit before income tax from continuing
operations

Income tax expense calculated at the
statutory rate

Tax-exempt income
(
Tax effect of expenses not deductible for
tax
Surtax on undistributed retained earnings
The adjustment of current income tax
expenses for previous years
(
Others

Total income tax expense recognized in
profit or loss
2021
$ 141,121
953
289)
141,785
4,372)
$ 137,413
expense was as follows:
2021
$ 674,772
$ 134,954

2,854 )
4,649
953

289 )
-
$ 137,413
2020

(


$ 105,290
3,771
901)
108,160
5,126
$ 113,286
2020


(
(



(
(
(
$ 554,909
$ 110,982

2,640 )
3,052
3,771

901 )
978)
$ 113,286
  • 30 -

(2) Deferred tax balances

Movements of deferred tax assets and deferred tax liabilities were as follows:

2021

2021
Deferred taxassets
Temporary differences
Allowance for inventory
valuation losses
Defined benefit plans

Others


Deferred tax liabilities
Temporary differences

Unrealized foreign
exchange gains
Others


2020
Deferred taxassets
Temporary differences
Allowance for inventory
valuation losses
Allowances for
impairment loss
Defined benefit plans

Others



Deferred tax liabilities

Temporary differences

Unrealized foreign
exchange gains
Beginning
Balance
$ 27,081


4,197

4,698

$ 35,976

$ -

-

$ -

Beginning
Balance
$ 28,661

2,993


4,383

5,815

$ 41,852



$ 793
Recognized in
Profit or Loss
$ 5,233

(
307 )

(
78)

$ 4,848

$ 47

429

$ 476

Recognized in
Profit or Loss
( $ 1,580 )

(
2,993 )
(
229 )
(
1,117)

($ 5,919)





($ 793)
Recognized in
Other
Comprehensive
Income
$ -

(
45 )

-

($ 45)

-


-

$ -

Recognized in
Other
Comprehensive
Income
$ -

-
43

-

$ 43





$ -
Ending
Balance












$ 32,314
3,845
4,620
$ 40,779
$ 47
429
$ 476
Ending
Balance






(
(
(
(
(


(










$ 27,081
-
4,197
4,698
$ 35,976

$ -

(3) Income tax assessment

The Company’s tax returns through 2019 had been assessed by the tax authorities.

22. EARNINGS PER SHARE

The earnings and weighted average number of ordinary shares outstanding used in the computation of earnings per share were as follows:

arnings per share were as follows:
Net Profit for the Year
Earnings used in the computation of
basic/diluted earnings per share
2021
$ 537,359
2020
$ 441,623
  • 31 -
Shares
Weighted average number of ordinary shares
used in the computation of basic earnings
per share
Effect of potentially dilutive ordinary shares
Employees’ compensation
Employee stock options
Employee restricted shares
Weighted average number of ordinary shares
outstanding in computation of diluted
earnings per share
2021
126,765
739
2,295
367
130,166
Units: Thousand shares
2020
Units: Thousand shares
2020


124,381
702
2,674
448
128,205

If the Company will distribute bonus to employees and the bonus will be settled in cash or shares, the Company will assume that the entire amount of the compensation or bonus will be settled in shares and the resulting potential shares are included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, if the effect is dilutive. Such dilutive effect of the potential shares is included and considered in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

23.SHARE - BASED PAYMENT ARRANGEMENTS

(1) Employee stock option plan

In August 2015, September 2016, January 2018, and September 2018, 1,000, 1,860, 2000, and 2,000 options were granted to qualified employees of ZOTC, and each option entitles the holder to subscribe for 1,000 ordinary shares of the Company when exercisable. The options granted are valid for 6 years and shall be exercised a portion of them after two years from the date of grant. The options were granted at an exercise price equal to the fair value of ZOTC’s ordinary shares on the grant date. For any subsequent changes in the Company’s ordinary shares, the exercise price of options will be adjusted by the regulated formula, accordingly.

Information about employee stock options was as follows:

Employee stock options
Balance, begin of period
Options exercised

Invalid options

Balance, end of period

Options exercisable, end of the period
2021
Number of
Options
(In Thousands)
Weighted
Average
Exercise Price
($)
4,468
$ 16.70
(
1,346 )
14.76

(
88)
16.35


3,034
15.93


1,595
2020 2020
Number of
Options
(In Thousands)
4,468

(
1,346 )
(
88)

3,034

1,595
Number of
Options
(In Thousands)
5,653

(
1,017 )
(
168)

4,468

1,820
Weighted
Average
Exercise Price
($)
(
(

(
(

$ 17.18

14.02
17.51
16.70

Information about outstanding options at the end of reporting period was as follows:

December 31, 2021
Range of Exercise
Price ($)
Weighted-
Over-Age Remaining
Contractual Life (Years)
$ -
-
12.50 (Note)
0.68
15.40 (Note)
2.01
16.90 (Note)
2.67
December 31, 2020 December 31, 2020
Range of Exercise
Price ($)
$ -
12.50 (Note)
15.40 (Note)
16.90 (Note)
Range of Exercise
Price ($)
$ 11.70 (Note)
13.40 (Note)
16.80 (Note)
18.40 (Note)
Weighted-
Over-Age Remaining
Contractual Life (Years)
0.67
1.68
3.01
3.67

Note: The issued price will be adjusted by methods of issuance.

  • 32 -

The Company adopted binomial option pricing model and Black-Scholes price model to evaluate inputs of stock options in September 2018, January 2018, September 2016 and August 2015 as follows:


Securities price of
the vested date
Exercised price
Foreseeable
volatility rate
Duration
Foreseeable
dividend rate
Risk-free interest
rate
September, 2018
20.65 Dollars
20.65 Dollars
32.96%
6 Years
0%
0.72%
January, 2018 September, 2016 August, 2015
19.85 Dollars
19.85 Dollars
33.81%
6 Years
0%
0.74%
16.95 Dollars
16.95 Dollars
38.26%

6 Years
0%
0.56%
15.65 Dollars
15.65 Dollars
39.14%~40.47%
4~5 Years
0%
0.77%~0.87%

The compensation cost recognized were $1,459 thousand and $6,894 thousand for the years ended December 31, 2021 and 2020, respectively.

  • (2) Employee restricted shares

The shareholders meeting of the Company, on June 11, 2018, resolved to issue employee restricted shares amounting to $7,000 thousand, consisting of 700 thousand shares, respectively, par value in $10, the subscription price is $0 (The issue price is $0), and authorized the Board to decide the issue price at the issuance date. The Board resolved to issue $7,000 thousand, with total share number of 700 thousand shares, on April 30, 2019 and the record date of issuance is June 13, 2019.

An employee who remains employed at the Company after the period as follows has elapsed from the time of employee restricted shares and who personal performance have met with the criteria listing, will be eligible for vesting of an installment of the shares.

  • A. An employee who remains employed at the Company after 1 year has elapsed from the time of employee restricted shares, and who personal performance have met with the criteria listing of 75 scores and above, will be eligible for vesting of an installment of 25% of the shares.

  • B. An employee who remains employed at the Company after 2 year has elapsed from the time of employee restricted shares, and who personal performance have met with the criteria listing of 75 scores and above, will be eligible for vesting of an installment of 25% of the shares.

  • C. An employee who remains employed at the Company after 3 year has elapsed from the time of employee restricted shares, and who personal performance have met with the criteria listing of 75 scores and above, will be eligible for vesting of an installment of 25% of the shares.

  • D. An employee who remains employed at the Company after 4 year has elapsed from the time of employee restricted shares, and who personal performance have met with the criteria listing of 75 scores and above, will be eligible for vesting of an installment of 25% of the shares.

After employees received the vested shares from the Company, it will redeem and cancel the issued employee restricted shares as employees breach the labor contract and working regulations, for the employee restricted shares that don't meet the vesting conditions.

When employees fail to meet the vesting conditions of employee restricted shares as redeemed by the Company without charge will be cancelled, based on the relevant regulations.

Compensation costs by issuance of employee restricted shares recognized were $3,230 thousand and $5,088 thousand in 2021 and 2020 respectively. As of December 31, 2021 and 2020, unearned employee benefits totaled $2,071 thousand and $5,301 thousand respectively, accounted for as a decrease in other equity.

(3) Reserve of cash capital increase for employee stock options

The Company reserved the cash capital increase for employee stock options in November 2021, this was calculated based on Black-Scholes price model and the parameters used are as follows:

Securities price of the vested date $37.65
Exercised price $40.00
Foreseeable volatility rate 20.07%
Foreseeable duration 0.0658 year
Risk-free interest rate 0.2352%
  • 33 -

The cost incurred for reserving cash capital increase for employee stock options in 2021 was 59 thousand dollars.

24. CAPITAL RISK MANAGEMENT

The Company engages mainly in the agent of software and hardware, without any plans of imposed capital requirements at present and in the future. The Company manages its capital to ensure requirements of operating funds and dividend expenses, based on growth and development of scale of enterprise and prospective of the industry. The Company periodically reviews the policy of capital risk management, for seeking a steady and conservative policy.

The capital structure of the Company consists of net debt and equity (comprising share capital, capital reserves, retained earnings and other equity).

The Company is not subject to any externally imposed capital requirements.

25. FINANCIAL INSTRUMENTS

  • (1) Information about Fair value of financial instruments that are not measured at fair value

Except as detailed in the following table, the management believes the carrying amounts of financial liabilities not measured at fair value recognized in the parent company only financial statements approximate or cannot be measured their fair values:

Financial Assets
Measured at amortized cost
Foreign corporate bonds
December 31,
2021
Carrying
Amount
Fair Value
$ 15,441
$ 15,585
December 31,
2020
December 31,
2020
Carrying
Amount
$ 15,441
Carrying
Amount
$ 44,061
Fair Value
$ 45,323

(2) Information about fair value of financial instruments measured at fair value on a recurring basis.

  • A. Fair value hierarchy

December 31, 2021

December 31, 2021
Financial assets measured at
FVTPL
Domestic convertible bonds

Domestic listed shares
Fund beneficiary certification

Total

Financial assets measured at
FVTOCI
Equity investments
Domestic listed shares and
emerging market shares

Domestic unlisted shares

Total

December 31, 2020
Financial assets measured at
FVTPL
Domestic convertible bonds

Domestic listed shares
Fund beneficiary certification

Total
Level 1
$ 30,045

15,844
313,599

$ 359,488

$ 208,222

-

$ 208,222

Level 1
$ 15,966

16,188
344,978

$ 377,132
Level 2
$ -

-
-

$ -

$ -

-

$ -

Level 2
$ -

-
-

$ -
Level 3
$ -

-
9,567

$ 9,567

$ -

32,353

$ 32,353

Level 3
$ -

-
8,529

$ 8,529
Total




















$ 30,045
15,844
323,166
$ 369,055
$ 208,222
32,353
$ 240,575
Total








$ 15,966
16,188
353,507
$ 385,661

December 31, 2020

(Continued)

  • 34 -
Financial assets measured at
FVTOCI
Equity investments
Domestic listed shares and
emerging market shares

Domestic unlisted shares

Total
Level 1
$ 223,085

-

$ 223,085
Level 2
$ -

-

$ -
Level 3
$ 12,092

18,142

$ 30,234
Total








$ 235,177
18,142
$ 253,319

(Concluded)

There were no transfers between Level 1 and Level 2 in 2021 and 2020, respectively.

  • B. Valuation techniques and inputs applied for Level 3 fair value measurement

Fund beneficiary certificates are an asset-based method that estimates the fair value of individual assets covered by the valuation and evaluation targets, and the total market value of individual liabilities.

Domestic unlisted stocks are based on the market method, which is mainly calculated by referring to the relevant information of listed companies or those with similar industrial nature, and taking into account of their liquidity discounts.

(3) Categories of financial instruments

ategories of financial instruments
Financial assets
Measured at FVTPL
Mandatorily measured at FVTPL
Financial assets measured at amortized cost
(Note 1)
Financial assets measured at FVTOCI
Investments in equity instruments
Financial liabilities
Measured at amortized cost (Note 2)
December 31,
2021
$ 369,055
4,587,999
240,575
3,228,319
December 31,
2020
$ 385,661
2,972,799
253,319
2,460,375
  • Note 1: The balances included financial assets at amortized cost, which comprise cash and cash equivalents, investments in debt instruments, notes receivable, trade receivable, other receivable, and refundable deposits.

  • Note 2: The balances included financial liabilities measured at amortized cost, which comprise trade payable, other payable, and deposits received.

  • (4) Financial risk management objectives and policies

The Company’s principal financial risk management objective is to manage the market risk, credit risk and liquidity risk based on related protocols and internal control procedures. The Company’s financial department measures the aforementioned risks based on the Company’s risk appetite, and reports to the board of directors for carrying out relevant policies at any time.

A. Market risk

The Company’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates.

a. Foreign currency risk

The Company’s purchases are denominated in foreign currencies, thus the Company is exposed to foreign currency risks. To protect against reductions in value of foreign currency denominated assets and the volatility of future cash flows caused by changes in foreign exchange rates, the Company utilizes derivative financial instruments, such as forward exchange contracts and options, for avoiding foreign currency risks.

The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities of non-functional currency calculated (including those eliminated on consolidation) at the end of the reporting period are set out in Note 29.

  • 35 -

Sensitivity analysis

The Company’s exchange rate exposure was in the exchange rate of U.S. dollars.

The sensitivity analysis included only outstanding foreign currency denominated monetary items and adjusts their translation at the end of the reporting period for a 5% change in foreign currency rates. If the New Taiwan dollar appreciates/depreciates 5% against the relevant currency,, the Company’s net profit in 2021 and 2020 would decrease/increase by $381 thousand and increase/decrease $41,819 thousand, respectively.

b. Interest rate risk

The Company exposed to the risk of interest rate at fair value, since holding the fixed-rate loan, accessing the interest rate of the bank loan regularly, observing influences on profits or losses from fluctuation range of the interest rate, keeping contact with the bank based on the actual requirement, and acquiring the best interest rate of the loan.

The carrying amount of the Company’s financial assets and financial liabilities with exposure to risks of interest rates at the end of the reporting period were as follows:

Interest rate risks at fair value
Financial assets
Financial liabilities
Interest rate risks at cash flows
Financial assets
December 31,
2021
$ 940,739
11,532
782,782
December 31,
2020
$ 197,519
6,820
666,171

Sensitivity analysis

The sensitivity analyses below were determined based on the Company’s exposure to interest rates for non-derivative instruments at the end of the reporting period.

If interest rates had been 50 basis points higher/lower and all other variables were held constant, the Company’s pre-tax profit in 2021 and 2020 would increase/ decrease by $3,914 thousand and $3,331 thousand, respectively. Exposure is triggered by risks of cash flows of the Company’s variable interest rates of deposits.

c. Other price risk

The Company is exposed to price risks arising from investments of public offering securities, corporate bonds and fund beneficiary certificates. The investments should be approved by the management, for controlling risks by holding different investment portfolios.

Sensitivity analysis

The following sensitivity analysis is based on risk exposure of equity prices at the end of the reporting period.

If equity prices had been 5% higher/lower, pre-tax profit in 2021 and 2020 would have increased/decreased by $18,453 thousand and $19,283 thousand, respectively, as a result of the changes in fair value of financial assets at FVTPL, and the other comprehensive income in would have increased/decreased by $12,029 thousand and $12,666 thousand, respectively, as a result of the changes in fair value of financial assets at FVTOCI.

B. Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. As at the end of the reporting period, the Company’s maximum exposure to credit risk which will cause a financial loss to the Company due to failure to discharge an obligation by the counterparties is arising from the carrying amount of the respective recognized financial assets as stated in the parent company only balance sheets.

The Company adopted a policy of only dealing with creditworthy counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by the financial department regularly.

  • 36 -

To decrease a credit risk, the key management personnel of the Company is responsible for decision of rating criteria, credit limits approval, and other censor procedure, etc., in order to collect delinquent trade receivable. Otherwise, the Company reviews each trade receivable to assure allowance of impairment losses of uncollectable bad debts, hence the key management personnel considers credit concentration risk of trade receivable is insignificant.

The credit concentration risk of the current fund is insignificant, since the Company only transacts with financial institutions with good rating.

Trade receivable consisted of a large number of customers. Ongoing credit evaluation is performed on the financial condition of certain customer’s trade receivable. If necessary, purchasing insurance for credit enhancing procedures is a must.

The credit risk of the Company concentrates on top 5 customers of the Company. As of December 31, 2021 and 2020, the Company’s five largest customers accounted all for 34% and 33% of trade receivable, respectively.

C. Liquidity risk

The Company manages and maintains sufficient cash and cash equivalents so as to cope with its operations and mitigate the effects of fluctuations in cash flows. The Company’s management supervises financing line of the banking facilities and ensures compliance with the terms of loan agreements.

Liquidity & interest rate risk table

The table below summarizes the due analysis of the maturity profile of the Company’s non-derivative financial liabilities, enacted by contractual undiscounted payments of cash flow of financial liabilities, according to remaining contracts on the earliest date on which the Company may be required to pay, including interest and principal of cash flows.

The other non-derivative financial liabilities are listed at their contract repayment dates.

;December 31, 2021
Non-derivative financial liabilities
No Interest-bearing liabilities

Lease liabilities


December 31, 2020
Non-derivative financial liabilities
No Interest-bearing liabilities

Lease liabilities

Less than 1 Year
$ 3,227,519


5,232

$ 3,232,751

Less than 1 Year
$ 2,459,575


5,271

$ 2,464,846
1-5 Years
$ -

6,432

$ 6,432

1-5 Years
$ -

1,599

$ 1,599
5+Years




$ -
-
$ -
5+Years






$ -
-
-

As of December 31, 2021 and 2020, the Company’s unused short-term credit of limit of the bank were $1,600,000 thousand and $1,250,000 thousand, respectively.

26. RELATED PARTIES TRANSACTIONS

The details of transactions between the Company and related parties are disclosed as follows.

(1) The Names and Relationships of Related-parties

The Names and Relationships of Related-parties
Name of the related parties
Zotech Co., Ltd.
Zerone Win Investment Co., Ltd.
PetaCom Technology Co., Ltd.
Wing Will International Co., Ltd.
DigiCosmos Tech. Co., Ltd.
AsiaOne Holdings Ltd.
Techone (Shanghai) Co., Ltd.
TrustONE Security Inc.
Leukocyte-Lab Co. Ltd.
K Way Information Corp.
Relationship with the Company
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Associates
Associates
Other related parties
  • 37 -

(2) Operating revenue

Operating revenue
Line Items
Sales revenue



Service revenue
Types of related parties
Subsidiaries

Associates
Other related parties


Subsidiaries
2021
$ 45,786

147
327

$ 46,260

$ 3,997
2020






$ 28,350
-

244
$ 28,594
$ 2,838

Prices and payment terms for transactions with related parties and non-related parties were similar.

  • (3) Purchases
Purchases
Types of related parties
Subsidiaries
Associates
2021
$ 17,373
1,194
$ 18,567
2020




$ 12,505
-
$ 12,505
  • (4) Receivables from related parties (excluding loans and contract assets to related parties)
Line Items
Trade receivable


Other receivable
Types of related parties
Subsidiaries

Other related parties
Subsidiaries

December 31,
2021
$ 10,459

343
48

$ 10,850
December 31,
2020




$ 8,236
223
-
$ 8,459

For the year ended December 31, 2021 and 2020 no impairment loss was recognized for trade receivables from related parties.

  • (5) Payables to related parties
Line Items
Types of related parties
December 31,
2021
Trade payable
Subsidiaries
$ 16,059
Associates
582
Other Payables
Subsidiaries

9
$ 16,650
) Loans to related parties (Recognized as other current assets)
Types of relatedpartiesName
December 31,
2021
Subsidiaries
$ 5,000
Interest income
Types of relatedpartiesName
2021
Subsidiaries
$ 48
) Non-operating income
Line Items
Types of related parties
2021
Rental income
Subsidiaries
$ 981
) Compensation of key management personnel
2021
Short-term employee benefits
$ 45,768
December 31,
2021


December 31,
2020
$ 8,413
-

-
$ 8,413
December 31,
2020
December 31,
2020
$ -
2020
$ 205
2020
$ 743
2020
$ 43,730
  • (6) Loans to related parties (Recognized as other current assets)

  • (7) Non-operating income

  • (8) Compensation of key management personnel

The compensation of directors and other key management personnel are decided by personal performance and economic market trend through the Remuneration Committee.

  • 38 -

27. ASSETS PLEDGED AS COLLATERAL

The following assets were provided as collateral for bank borrowings and tariff guarantee for imported commodities:

mmodities:
Property, plant and equipment, Net
Pledged time deposits (Financial assets at
amortized costnon-current)
December 31,
2021
$ 206,231

30,523
$ 236,754
December 31,
2020




$ 207,620
20,390
$ 228,010
  1. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

  2. (1) As of December 31, 2021, the Company issued $87,000 thousand of cashier order for payment guaranteed for Microsoft Taiwan Corporation.

  3. (2) As of December 31, 2021, the Company issued $50,000 thousand of cashier order for payment guaranteed for Microsoft Regional Sales Corporation.

29.;FOREIGN - CURRENCY- DEMONINATED ASSETS AND LIABILITIES THAT HAVE SIGNIFICANT INFLUENCE

The following information was aggregated by the foreign currencies other than functional currency of the Company. The exchange rates disclosed were used to translate the foreign currencies into the functional currency. The significant assets and liabilities denominated in foreign currencies were as follows:

December 31, 2021

December 31, 2021
Financial assets
Monetary items

USD

Financial liabilities

Monetary items

USD

December 31, 2020
Financial assets
Monetary items

USD

Financial liabilities

Monetary items

USD
Foreign
Currencies



$ 45,791



45,516
Foreign
Currencies



$ 11,659



41,026
Exchange Rate


27.68 (USD:NTD)


27.68 (USD:NTD)

Exchange Rate


28.48 (USD:NTD)


28.48 (USD:NTD)
Carrying
Amount


$ 1,267,495
$ 1,259,883
Carrying
Amount


$ 332,048
$ 1,168,420

The material foreign exchange gains (losses) (realized and unrealized) were as follows:

Foreign
Currencies
USD
2021 Net Foreign
Exchange Gains
(Losses)
$ 19,254
2020
Exchange Rate
28.009 (USD:NTD)
Exchange Rate Net Foreign
Exchange Gains
(Losses)
$ 10,777
29.549 (USD:NTD)
$ 10,777
  • 39 -

30. SEPARATELY DISCLOSED ITEMS

  • (1) Significant Transactional Items

  • A. Financing provided to others: Table 1.

  • B. Endorsements/guarantees provided: None.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Table 2.

  • D. Marketable securities acquired and disposed at costs or prices at least NT$300 million or 20% of the paidin capital: None.

  • E. Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: None.

  • F. Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: None.

  • G. Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paidin capital: None.

  • H. Trade receivable from related parties amounting to at least NT$100 million or 20% of the paid-in capital: None.

  • I. Trading in derivative instruments: None.

  • (2) Information on investees: Table 3.

  • (3) Information on investment in Mainland China:

  • A. The name of the investee in mainland China, the main business and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses)of the investee, ending balance, amount received as dividends from the investee, and the limitation on investee: Table 4.

  • B. Significant direct or indirect transactions with the investee, its price 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: None.

    • a. The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period.

    • b. The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period.

    • c. The amount of property transactions and the amount of the resultant gains or losses.

    • d. The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes.

    • e. The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds.

    • f. Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services.

  • (4) Information on major shareholder:List of all shareholders with ownership of 5 percent or greater showing the names and the number of shares and percentage of ownership held by each shareholder: Table 5.

  • 40 -

ZERO ONE TECHNOLOGY CO., LTD. FINANCING PROVIDED TO OTHERS

FOR THE YEARS ENDED DECEMBER 31, 2021

Table 1

(In Thousands of New Taiwan Dollars)

No.
(Note 1)
Lender Borrower Financial Statement
Account
Related
Party
Maximum
Balance for
the Period
(Note 2)
Ending
Balance
Amount
Actually
Drawn
Interest
Rate
(%)
Nature for
Financing
(Note 3)
Transaction
Amount
Reasons for
Short-term
Financing
Allowance
for Bad
Debt
Collateral Collateral Financing Limit for
Each Borrower
(Note 4)
Aggregate
Financing Limit
(Note 5)
Note
Item Value
0
0
ZOTC
ZOTC
Zerone Win Investment Co.,
Ltd.
WingWill International Co.,
Ltd.

Other receivables from
related parties
Other receivables from
related parties
Yes
Yes
$ 50,000
20,000
$ 50,000
20,000
$ -

5,000
3%
3%
2
2
$ -
-
Operating
Capital
Operating
Capital
$ -
-

$ -
$ -
$ 390,819

390,819
$ 781,639
781,639

Note 1:The number column is organized as follows:

  • (1) Number 0 represents the issuer.

  • (2) The Counter-party is numbered from 1 in order.

Note 2:Maximum Balance of financing provided to others for the period.

Note 3:Reference for the nature for financing provided to others.

  • (1) 1:The borrower has business contact with the creditor.

  • (2) 2:The borrower has short-term financing necessities.

Note 4:For short-term financing necessities, the total amount available for lending purpose shall not exceed 10% of the net worth reviewed or audited by CPA during the period.

Note 5:The total amount available for lending purpose shall not exceed 20% of the company’s net worth reviewed or audited by CPA during the period.

  • 41 -

ZERO ONE TECHNOLOGY CO., LTD.

MARKETABLE SECURITIES HELD

FOR THE YEAR ENDED DECEMBER 31, 2021

Table 2

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

Holding Company Marketable Securities Type and Issuer’s Name
Note 1
Security Issuer’s
Relationship with
the Holding
Company
Financial Statement Account December 31, 2021 December 31, 2021 Note
Shares/Units Carrying Values Percentage of
Ownership
(%)

Market Prices/
Net value of
equities
ZOTC Beneficiary certificates
Taishin 1699 Money Market Fund
Taishin Ta-Chong Money Market Fund
FSITC Taiwan Money Market
KGI Kaefer Fund
KGI Taiwan Multi-Asset Income Fund
KGI Taiwan Select-Asset Income Fund
Corporate bond
M.J. International Co. Ltd.1st convertible
bonds
Chailease Holding Company Limited1st
convertible bonds
Perusahaan Listrik Negara corporate bond
(USD)
Stock
Fubon Financial Holding Co., Ltd.
Cathay Financial Holdings Preferred Shares A
Union Bank of Taiwan Preferred Shares A
K Way Information Corp.
China Electric Mfg. Corp.












Director of
ZOTC
Financial assets at FVTPL -
current
Financial assets at FVTPL -
current
Financial assets at FVTPL -
current
Financial assets at FVTPL-non-
current
Financial assets at FVTPL-non-
current
Financial assets at FVTPL-non-
current
Financial assets at FVTPL -
current
Financial assets at FVTPL -
current
Financial assets at amortized cost
non-current
Financial assets at FVTPL -
current
Financial assets at FVTPL-non-
current
Financial assets at FVTPL-non-
current
Financial assets at FVTOCI-non-
current
Financial assets at FVTOCInon-
current
7,310,743
6,968,447
6,463,581
170,199
1,198,020
500,325
20Units
250Units
5Units
15,248
166,000
80,000
655,000
2,689,200
$ 100,001
100,000
100,000
3,669
13,598
5,898
2,070
27,975
15,441
1,163
10,441
4,240
17,980
59,297
-
-
-
-
-
-
-
-
-
-
-
-
2.14
0.83
$ 100,001
100,000
100,000
3,669
13,598
5,898
2,070
27,975
15,585
1,163
10,441
4,240
17,980
59,297

Continued

  • 42 -
Holding Company Marketable Securities Type and Issuer’s Name
Note 1
Security Issuer’s
Relationship with
the Holding
Company
Financial Statement Account December 31, 2021 December 31, 2021 Note
Shares/Units Carrying Values Percentage of
Ownership
(%)

Market Prices/
Net value of
equities
ZOTC
Zerone Win
Investment Co.
Unex Technology Corp.
Da-Chang Start-Up Investment Co. Ltd
Cathay Financial Holdings Preferred Shares A
Union Bank of Taiwan Preferred Shares A
Fubon Financial Holding Co., Ltd. Preferred
Shares B
Taishin Financial Holding Co., Ltd. Preferred
Shares E
CTBC Financial Holding Co., Ltd. Preferred
Shares B
Cathay Financial Holding Co., Ltd. Preferred
Shares B
Kwong Lung Enterprise Co., Ltd. Preferred
Shares A
WPG Holdings Limited Preferred Shares A
United Orthopedic Corporation Preferred
Shares A
QST International Corporation Preferred
Shares A
Miiicasa Holdings (Cayman) Inc.
Duofu Co., Ltd.
Jotangi Technology Co., Ltd.
Stock
WPG Holdings Limited Preferred Stock A
Shin Kong Financial Holding Co., Ltd.
Preferred Stock A
Tatung System Technologies Inc.
















Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
175,000
3,000,000
134,000
70,000
400,000
240,000
90,000
230,000
270,000
700,000
200,000
70,000
2,500,000
10,000
796,250
240,000
50,000
1,500,000
$ 2,404
29,949
8,429
3,710
25,240
12,744
5,778
14,605
13,378
34,685
9,230
3,146
-
-
-
11,892
2,130
59,925
1.68
2.73
-
-
-
-
-
-
-
-
-
-
3.45
0.22
9.32
-
-
1.69
$ 2,404
29,949
8,429
3,710
25,240
12,744
5,778
14,605
13,378
34,685
9,230
3,146
-
-
-
11,892
2,130
59,925

Continued

  • 43 -
Holding Company Marketable Securities Type and Issuer’s Name
Note 1
Security Issuer’s
Relationship with
the Holding
Company
Financial Statement Account December 31, 31, 2021
Note
Shares/Units Carrying Values Percentage of
Ownership
(%)

Market Prices/
Net value of
equities
Zerone Win
Investment Co.
PetaCom
Technology Co.
Ltd.
Zotech Co. Ltd.
LEO Systems, Inc.
GrandTech C.G. Systems Inc.
InfinitiesSoft Solutions Inc.
FiduciaEdge Technologies Co., Ltd.
Beneficiary certificates
Taishin 1699 Money Market Fund
Stock
WPG Holdings Limited Preferred Shares A





Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTOCInon-
current
Financial assets at FVTPL -
current
Financial assets at FVTOCInon-
current
20,000
70,000
1,714,286
500,000
1,110,000
200,000
509
3,486
28,800
7,500
15,183
9,910
0.02
0.12
15.00
4.09
-
-
509
3,486
28,800
7,500
15,183
9,910

Note 1:Securities, indicated by the above table, are derivative from stock, bonds, beneficiary certificates, and the above items, based on IFRS 9 “Financial Instruments”.

Note 2:Relevant information about Investments in equity of subsidiaries, associates, see Table 3 & Table 4.

Concluded

  • 44 -

ZERO ONE TECHNOLOGY CO., LTD.

INFORMATION ON INVESTEES

FOR THE YEAR ENDED DECEMBER 31, 2021

Table 3

(In Thousands of New Taiwan Dollars)

Investor Company
Investee
Company
Location Main Businesses Investment Amount Investment Amount As of December 31, 2021 As of December 31, 2021 As of December 31, 2021 Net Income
(Loss) of the
Investee
Share of
Profits/Losses of
Investee
Note
December 31,
2021

December 31,
2020
Number of
Ownership
Percentage
of
Ownership


Carrying
Values
ZOTC
Zerone Win
Investment Co.,
Ltd.
Zotech Co., Ltd.
Zerone Win Investment
Co., Ltd.
Asiaone Holdings Ltd.
WingWill International
Co., Ltd.
Petacom Technology
Co., Ltd.
DigiCosmos Tech. Co.,
Ltd.
TrustOne Security Inc.
Leukocyte-Lab Co. Ltd.
Taiwan
Taiwan
Republic of
Seychelles
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Manufacturing for
computer equipment
Investment
Holding company
Services of cloud
information software
Services of information
product agent
Consulting service for
information security
R&D, sale and service
of information
software
IT Security Mgt&
R&D, sales &
consulting service
etc.
$ 35,000
300,000
10,063
25,500
50,000
25,000
4,000
11,500
$ 35,000

149,000

10,063

25,500

50,000

-

-

-
3,500,000
30,000,000

320,000

8,793,103
50,000,000

2,500,000

4,000,000

240,000
85.37
100.00
100.00

87.93
100.00

50.00

32.00

37.50
$ 37,348
331,797
11,696
(
2,722 )
52,754
24,882
1,397
10,144
( $ 6,667 )
(
5,145 )

2,238
(
9,897 )

5,202
(
236 )
(
8,136 )
(
11,353 )
( $ 5,691 )
(
5,145 )
2,238
(
8,703 )
5,202
(
186 )
(
2,603 )
(
1,356 )
Subsidiary
Subsidiary
Subsidiary
Sub-subsidiary
Sub-subsidiary
Sub-subsidiary
Associates
Associates

Note: Please refer to Table 4 for Information on investment in Mainland China.

  • 45 -

ZERO ONE TECHNOLOGY CO., LTD.

INFORMATION ON INVESTMENTS IN MAINLAND CHINA

FOR THE YEAR ENDED DECEMBER 31, 2021

Table 4 (In Thousands of New Taiwan Dollars/Foreign Currency) (In Thousands of New Taiwan Dollars/Foreign Currency) (In Thousands of New Taiwan Dollars/Foreign Currency) (In Thousands of New Taiwan Dollars/Foreign Currency)
Investee
Company
Main
Businesses and
Products

Paid-in Capital
Method of
Investment

Accumulated
Outward
Remittance for
Investment from
Taiwan as of
January 1, 2021
Remittance of
Funds
Accumulated
Outward
Remittance for
Investment from
Taiwan as of
December 31,
2021
Net Income
(Loss) of the
Investee
% Ownership
of Direct or
Indirect
Investment
Investment
Gain (Loss)
(Note 2)
Carrying
Amount as of 31
December,
2021

Accumulated
Repatriation of
Investment
Income as of 31
December,
2021
Note
Outward Inward
Techone
(Shanghai)
Co., Ltd.
Technical
service of
network
technology
$ 13,132
( RMB 3,000 )
(Note 1) $ 9,118 $ - $ - $ 9,118 $ 3,278 70% $ 2,295 $ 11,391 $ -
Accumulated Outward Remittance for
Investments in Mainland China as of
December 31, 2021

Investment Amount Authorized by
the Investment Commission, MOEA
Upper Limit on the Amount of Investments
Stipulated by the Investment Commission,
MOEA (Note 3)
$ 9,118 $ 9,118 $ 2,344,916

Note 1 The company directly holds 100% of a subsidiary-Asiaone Holdings Ltd., which reinvests the company in Mainland China.

Note 2 Amount was recognized based on the financial statements which were audited by CPAs on December 31, 2021.

Note 3 Determined by sixty percent (60%) of the Company’s consolidated net worth, audited by CPAs on December 31, 2021 (3,908,193×60% 2,344,916).

Note 4 For foreign currency conversion, gain (loss) are converted by the average exchange rate in 2021. Other amounts are converted into New Taiwan Dollars by the exchange rate on December 31, 2021.

  • 46 -

ZERO ONE TECHNOLOGY CO., LTD. INFORMATION ON MAJOR SHAREHOLDERS

DECEMBER 31, 2021

Table 5

Shareholders Shares Shares
Total Shares
Owned
(In Thousands)
Ownership
Percentage
Ceres Investment Co., Ltd.
Ceres Capital Co., Ltd.
10,021,843
9,500,000
6.59%
6.25%
  • Note This table presents information provided by the Taiwan Depository & Clearing Corporation on stockholders holding greater than 5% of the Company’s ordinary and preference shares including treasury stock in dematerialized form that have completed the process of registration and delivery by book-entry transfer as of the last business day for the current quarter. The share capital recorded, and the actual registered non-physical shares in this parent company only financial statements may differ due to different basis of preparation.

  • 47 -

§THE CONTENTS OF STATEMENTS OF MAJOR ACCOUNTING ITEMS§

ITEMS NO. INDEX MAJOR ACCOUNTING ITEMS IN ASSETS, LIABILITIES AND EQUITY STATEMENT OF CASH AND CASH EQUIVALENTS Statement 1 STATEMENT OF FINANCIAL ASSETS AT FVTPL CURRENT Statement 2 STATEMENT OF FINANCIAL ASSETS AT AMORTIZED COST CURRENT Note 9 STATEMENT OF NOTES RECEIVABLE Statement 3 STATEMENT OF TRADE RECEIVABLE Statement 4 STATEMENT OF INVENTORIES Statement 5 STATEMENT OF FINANCIAL ASSETS AT FVTPL NON-CURRENT Statement 6 STATEMENT OF FINANCIAL ASSETS AT FVTOCI NON-CURRENT Statement 7 STATEMENT OF FINANCIAL ASSETS AT AMORTIZED COST NON-CURRENT Note 9 STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD Statement 8 STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT Note 14 STATEMENT OF CHANGES IN ACCUMULATED DEPRECIATION OF PROPERTY, PLANT AND EQUIPMENT Note 14 STATEMENT OF DEFERRED INCOME TAX ASSETS Note 21 STATEMENT OF TRADE PAYABLES Statement 9 STATEMENT OF OTHER PAYABLES Note 16 STATEMENT OF OTHER CURRENT LIABILITIES Statement 10 MAJOR ACCOUNTING ITEMS IN PROFIT OR LOSS STATEMENT OF OPERATING REVENUE Statement 11 STATEMENT OF OPERATING COST Statement 12 STATEMENT OF OPERATING EXPENSES Statement 13 STATEMENT OF EMPLOYEE BENEFITS, DEPRECIATION, DEPLETION AND AMORTIZATION BY FUNCTION Statement 14

  • 48 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF CASH AND CASH EQUIVALENTS DECEMBER 31, 2021

STATEMENT 1
Item
Cash on hand and
revolving funds
Demand deposits
Repurchase agreements
collateralized by bonds
(In Thousands of New Taiwan Dollars)
Description
Amount
$ 152
New Taiwan dollar
586,142
USD 2,129 thousand27.68; EUR
5 thousand31.32
59,085
USD 5,000 thousand@ 27.68; annual
interest rate at 0.30%~0.39%;
Expired by 2022.02.18
138,400
$ 783,779
  • 49 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF FINANCIAL ASSETS AT FVTPL CURRENT

DECEMBER 31, 2021

Statement 2

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

Name of financial instruments
Taishin 1699 Money Market Fund
Taishin Ta-Chong Money Market Fund
FSITC Taiwan Money Market
M.J. International Co. Ltd.-1st
convertible bonds
Chailease Holding Company Limited-
1stconvertible bonds
Fubon Financial Holding Co., Ltd.
Add (Less)Valuation adjustment
Description
Fund beneficiary certificates
Fund beneficiary certificates
Fund beneficiary certificates
Convertible bond
Convertible bond
Stock
Units

7,310,743
6,968,447
6,463,581
20 (Units)
250 (Units)
15,248
Par value (Dollars)
10
10
10
100,000
100,000
10
Total
$ 73,107
69,684
64,636
2,000
25,000
152
Acquisition Cost
$ 100,000
100,000
100,000
2,026
25,250

898
328,174

3,035
$ 331,209
Fair value Fair value
Units (Dollars)
13.6786
14.3504
15.4713
103.5
111.9
76.3
Total





$ 100,001
100,000
100,000
2,070
27,975
1,163
$ 331,209
  • 50 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF NOTES RECEIVABLE

DECEMBER 31, 2021

Statement 3 (In Thousands of New Taiwan Dollars)

The firm name
Non-related parties
Stark Technology Inc.
Apex Fong Yi Technology Co., Ltd.
Genesis Technology, Inc.
Openpower Information Co., Ltd.
Others (Note)
Less: Allowances for impairment
loss
Description
Payment for goods
Payment for goods
Payment for goods
Payment for goods
Payment for goods
Amount




$ 115,189
29,376
26,562
18,076
99,507
288,710
-
$ 288,710

Note The amount of individual company included in others does not exceed 5% of the account balance.

  • 51 -

ZERO ONE TECHNOLOGY CO., LTD. STATEMENT OF TRADE RECEIVABLE

DECEMBER 31, 2021

Statement 4 (In Thousands of New Taiwan Dollars)

The Company’s name
Kinmax Technology Inc.
MiTAC Information Technology Corp.
Genesis Technology, Inc.
Systex Corporation
Others (Note)
Less: Allowances for impairment loss
Total
Description
Payment for goods
Payment for goods
Payment for goods
Payment for goods
Payment for goods
Amount




$ 376,445
159,431
158,746
129,521
1,719,309
2,543,452
4,751
$ 2,538,701

Note The amount of individual company included in others does not exceed 5% of the account balance.

  • 52 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF INVENTORIES

DECEMBER 31, 2021

Statement 5 (In Thousands of New Taiwan Dollars)

Items
Commodities
Book value
$ 1,620,945
Net realizable value
(Note)
$ 1,646,762
  • Note The net realizable value is the estimated selling price of inventories less the estimated costs necessary to make the sale under normal situations.

  • 53 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF FINANCIAL ASSETS AT FVTPL NON-CURRENT

FOR THE YEAR ENDED DECEMBER 31, 2021

Statement 6

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

Name
KGI Kaefer Fund
KGI Taiwan Multi-Asset Income Fund

KGI Taiwan Select-Asset Income Fund
Cathay Financial Holding Co., Ltd.
Preferred Shares A
Union Bank of Taiwan Preferred Shares A
Beginning Balance
Shares
Book value
170,199 $ 3,354
1,198,020
12,459
500,325
5,175
166,000
10,259

80,000
4,144
$ 35,391
Beginning Balance
Shares
Book value
170,199 $ 3,354
1,198,020
12,459
500,325
5,175
166,000
10,259

80,000
4,144
$ 35,391
Addition
Shares
Amount

- $ -

-
-

-
-

-
-
-
-
$ -
Addition
Shares
Amount

- $ -

-
-

-
-

-
-
-
-
$ -
Decrease
Shares
Amount


- $ -

-
-

-
-

-
-
-
-

$ -
Decrease
Shares
Amount


- $ -

-
-

-
-

-
-
-
-

$ -
Valuation for
the current
year
$ 315

1,139

723

182

96
$ 2,455
Balance, December 31, 2021
Shares
Book value

170,199 $ 3,669
1,198,020
13,598

500,325
5,898

166,000
10,441
80,000
4,240
$ 37,846
Balance, December 31, 2021
Shares
Book value

170,199 $ 3,669
1,198,020
13,598

500,325
5,898

166,000
10,441
80,000
4,240
$ 37,846
Remark
Shares
170,199
1,198,020
500,325
166,000

80,000
Shares

-

-

-

-
-
Shares

-

-

-

-
-
Shares

170,199
1,198,020

500,325

166,000
80,000




























  • 54 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF FINANCIAL ASSETS AT FVTOCI NON-CURRENT

FOR THE YEAR ENDED DECEMBER 31, 2021

Statement 7

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

Name
K Way Information Corp.
China Electric Mfg. Corp

ASIX Electronics Corp.
Promaster Technology Corp.

Unex Technology Corp.
Da-Chang Start-Up Investment Co.
Ltd.
Cathay Financial Holding Co., Ltd.
Preferred Shares A
Union Bank of Taiwan Preferred
Shares A
Fubon Financial Holding Co., Ltd.
Preferred Shares B
Taishin Financial Holding Co., Ltd.
Preferred Shares E
CTBC Financial Holding Co., Ltd.
Preferred Shares B
Cathay Financial Holding Co., Ltd.
Preferred Shares B
Kwong Lung Enterprise Co., Ltd.
Preferred Shares A
WPG Holdings Limited Preferred
Shares A
United Orthopedic Corporation
Preferred Shares A
QST International Corp. Preferred
Shares A
Chailease Holding Company Limited
Class A Preferred Shares
Miiicasa Holdings (Cayman) Inc.

DuoFu Co., Ltd
Jotangi Technology Co., Ltd.
Beginning Balance
Shares
Book value
490,000 $ 16,243
2,689,200
37,514
81,066
4,880
1,157,137
12,092
175,000
3,231
1,500,000
14,911
134,000
8,281
70,000
3,626
400,000
25,000
240,000
12,624
90,000
5,706
230,000
14,467
270,000
13,581
700,000
35,070
200,000
9,500
150,000
6,713
300,000
29,880
2,500,000
-
10,000
-
796,250
-
$ 253,319
Beginning Balance
Shares
Book value
490,000 $ 16,243
2,689,200
37,514
81,066
4,880
1,157,137
12,092
175,000
3,231
1,500,000
14,911
134,000
8,281
70,000
3,626
400,000
25,000
240,000
12,624
90,000
5,706
230,000
14,467
270,000
13,581
700,000
35,070
200,000
9,500
150,000
6,713
300,000
29,880
2,500,000
-
10,000
-
796,250
-
$ 253,319
Addition
Shares
Amount

165,000 $ 4,690

-
-

-
-

107,035
-

-
-
1,500,000
15,000

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-
-
-
$ 19,690
Addition
Shares
Amount

165,000 $ 4,690

-
-

-
-

107,035
-

-
-
1,500,000
15,000

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-
-
-
$ 19,690
Decrease
Shares
Amount

- $ -

-
-

81,066
13,512
1,264,172
22,687

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

80,000
3,686

300,000
30,042

-
-

-
-
-
-

$ 69,927
Decrease
Shares
Amount

- $ -

-
-

81,066
13,512
1,264,172
22,687

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-

80,000
3,686

300,000
30,042

-
-

-
-
-
-

$ 69,927
Valuation for
the current
year
( $ 2,953 )

21,783

8,632

10,595
(
827 )

38

148

84

240

120

72

138
(
203 )
(
385 )
(
270 )

119

162

-

-

-
$ 37,493
Ending Balance
Shares
Book value

655,000 $ 17,980
2,689,200
59,297

-
-

-
-

175,000
2,404
3,000,000
29,949

134,000
8,429

70,000
3,710

400,000
25,240

240,000
12,744

90,000
5,778

230,000
14,605

270,000
13,378

700,000
34,685

200,000
9,230

70,000
3,146

-
-
2,500,000
-

10,000
-
796,250
-
$ 240,575
Ending Balance
Shares
Book value

655,000 $ 17,980
2,689,200
59,297

-
-

-
-

175,000
2,404
3,000,000
29,949

134,000
8,429

70,000
3,710

400,000
25,240

240,000
12,744

90,000
5,778

230,000
14,605

270,000
13,378

700,000
34,685

200,000
9,230

70,000
3,146

-
-
2,500,000
-

10,000
-
796,250
-
$ 240,575
Remark
Shares
490,000
2,689,200
81,066
1,157,137
175,000
1,500,000
134,000
70,000
400,000
240,000
90,000
230,000
270,000
700,000
200,000
150,000
300,000
2,500,000
10,000
796,250
Shares

165,000

-

-

107,035

-
1,500,000

-

-

-

-

-

-

-

-

-

-

-

-

-
-
Shares

-

-

81,066
1,264,172

-

-

-

-

-

-

-

-

-

-

-

80,000

300,000

-

-
-
Shares

655,000
2,689,200

-

-

175,000
3,000,000

134,000

70,000

400,000

240,000

90,000

230,000

270,000

700,000

200,000

70,000

-
2,500,000

10,000
796,250





























































































  • 55 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF CHANGES IN INVESTMENTSACCOUNTED FOR USING THE EQUITY METHOD

FOR THE YEAR ENDED DECEMBER 31, 2021

Statement 8

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

Name
Zotech Co., Ltd.

Zerone Win Investment
Co., Ltd.

Asiaone Holdings Ltd.
Beginning Balance
Shares
Amount
3,500,000 $ 43,132
14,900,000
154,088

320,000
9,526
$ 206,746
Beginning Balance
Shares
Amount
3,500,000 $ 43,132
14,900,000
154,088

320,000
9,526
$ 206,746
Addition
Shares
Amount
- $ -
15,100,000
151,000
-
-
$ 151,000
Addition
Shares
Amount
- $ -
15,100,000
151,000
-
-
$ 151,000
Decrease
Shares
Amount

- $ -

-
-
-
-

$ -
Decrease
Shares
Amount

- $ -

-
-
-
-

$ -
Increase
(Decrease)
in Using the
Equity Method
(Note 1)
( $ 5,784 )

26,709



2,170

$ 23,095
Ending Balance Amount
$ 37,348

331,797
11,696
$ 380,841
Net value of
equity
$ 37,348
331,797
11,696
Collateral/Pledge
Shares
3,500,000
14,900,000
320,000
Shares
-
15,100,000
-
Shares
-
-
-
Shares
3,500,000
30,000,000
320,000
Percentage of
ownership
85.37

100
100












None
None
None

Note 1 Including

  1. Share of profit or loss of subsidiaries accounted for using the equity method ( $ 8,598 )

  2. The difference between the consideration 68 received or paid and the carrying amount of the subsidiaries’ net assets during actual disposal or acquisition

  3. Share of other comprehensive income (loss) of subsidiaries accounted for using equity method. 31,693

  4. Exchange differences on translation of the financial statements of foreign operations ( 68 ) $ 23,095

  5. 56 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF TRADE PAYABLES

DECEMBER 31, 2021

Statement 9 (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
The Company’s name Amount
CISCO SYSTEMS INTERNATIONAL B.V. $ 649,838
Trend Micro Inc. 313,240
Others (Note) 2,010,355
$ 2,973,433

Note The amount of individual company included in others does not exceed 5% of the account balance.

  • 57 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF OTHER CURRENT LIABILITIES

DECEMBER 31, 2021

Statement 10 (In Thousands of New Taiwan Dollars)
Items Amount
Receipts under custody $ 234,482
Contract liability—current 45,161
Temporary receipts
30,213
$ 309,856
  • 58 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF OPERATING REVENUE

FOR THE YEAR ENDED DECEMBER 31, 2021

Statement 11 (In Thousands of New Taiwan Dollars)

Items
Sales revenue
Service revenue
Less: sales returns
Less:sales discounts
Description
Selling hardware and software
suite
Amount




$ 12,577,640
68,047
12,645,687
6,402
9,211
$ 12,630,074
  • 59 -

ZERO ONE TECHNOLOGY CO., LTD. STATEMENT OF OPERATING COST

FOR THE YEAR ENDED DECEMBER 31, 2021

Statement 12 (In Thousands of New Taiwan Dollars)

Items
Costs of goods sold
Inventory, beginning of year
AddPurchases
Inventory, ending of year
Others
Total costs of sales and purchases
Write-down of inventories
Losses on scrap of inventories
Amount
$ 1,358,455
11,908,427
(
1,782,512 )
(
112,807)
11,371,563
26,162

6,289
$ 11,404,014

Note The above statement indicates that the amount of all items regarding inventories is recognized by original costs of inventories, with no deduction of allowance for inventory valuation losses.

  • 60 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF OPERATING EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2021

Statement 13

(In Thousands of New Taiwan Dollars)

Items
Payroll Expenses

Entertainment expense
Insurance expense
Depreciation expense
Reversal of expected
credit losses
Others (Note)

Selling and
marketing
expenses
$ 291,398
43,690
32,513
9,976
-

73,670

$ 451,247
General and
administrative
expenses
$ 92,938


790

8,347

12,090

-

28,041

$ 142,206
Research &
Development
Expenses

$ 3,652
-
223
-

-

144

$ 4,019
Reversal of
expected
credit losses
$ -

-

-

-
(
6,681 )

-

($ 6,681)
Total











$ 387,988

44,480

41,083

22,066
(
6,681 )
101,855
$ 590,791

Note The amount of each item in others does not exceed 5% of the account balance.

  • 61 -

ZERO ONE TECHNOLOGY CO., LTD.

STATEMENT OF EMPLOYEE BENEFIT, DEPRECIATION AND AMORTIZATION BY FUNCTION FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

Statement 14

(In Thousands of New Taiwan Dollars)

Employee benefit expenses (Note)
Salary and bonus
Labor and health insurance
Pension
Directors’ compensation
Others
Depreciation
Amortization
2021 Total
$ 362,756
23,682
10,749
14,483
20,504
$ 432,174
$ 22,066
$ 1,068
2020
Classified as
Operating Cost

$ -
-
-
-

-
$ -
$ -
$ -
Classified as
Operating Expenses

$ 362,756

23,682

10,749

14,483

20,504
$ 432,174
$ 22,066
$ 1,068
Classified as
Operating Cost
$ -
-
-
-

-
$ -
$ -
$ -
Classified as
Operating Expenses

$ 291,972

19,701

9,872

10,715

18,156
$ 350,416
$ 20,255
$ 778
Total









































$ 291,972
19,701
9,872
10,715
18,156
$ 350,416
$ 20,255
$ 778
  • Note 1: As of December 31, 2021 and 2020, the Company had 291 and 267 employees, respectively, and there were 6 non-employee directors for both years. The calculation basis is consistent to employee benefit expenses.

  • Note 2: (1) Average employee benefit expenses for 2021 and 2020 were $1,466 thousand and $1,302 thousand, respectively.

  • (2) Average salary and bonus for 2021 and 2020 were $1,273 thousand and $1,119 thousand, respectively.

  • (3) The change in the average salary and bonus is 13.76%.

  • Note 3: In accordance with Securities and Exchange Act, the Company set up the Audit Committee to replace supervisors on June 10, 2020. The compensation for supervisors in 2020 was $1,116 thousand.

  • Note 4: The Company’s compensation policies (including directors, supervisors, mana gers and employees) are as follows:

  • (1) Directors and supervisors: Accordingly to Article 19 of the Company’s Articles of Incorporation, the compensation for directo rs and supervisors shall be no more than 3% of annual profits. The Company allocates 2% of the current year ’s annual profits for the compensation to directors and supervisors, and will provide reasonable reward by taking into account of the Company’s operating results and the contrib ution they made.

  • 62 -

The procedures to determine the compensation is ba sed on the Company’s “Rules for Distribution of Compensation to Directors and Supervisors.” Apart from referencing the company’s overall operational efficiencies, future management risk and developing trend of the ind ustry, the personal efficiency achievement rate, contribution to the overall performance, and devotion to company performance, achievement rate, profitability rate, operational efficiency and contribution are also collectively evaluated before calculating the compensation ratio. Relevant performance appraisals and the soundness of the compensation are reviewed and approved by the Remuneration Committee and the Board in accordance with the charter of relevant laws and requirements, so as to achieve the balance of the Company’s sustainability and risk management.

  • (2) Managers: Based on the Company’s compensation policy to managers, criteria such as industry standards and personal performanc e evaluation items, which include financial indicators (such as the Company’s revenue, achievement rate for profi t before tax and after tax) and non-financial related indicators (such as taking on the role as trainer and any gross misconduct of the department in terms of legal and co mpliance and operational risks incidents) are also included in the evaluation. The pr ocedures to determine and distribute the compensation is based on the Company’s performance appraisal evaluation guidelines. Relevant performance appraisals and the soundness of the compensation are reviewed and approved by the Remuneration Committee and the Board in accordance with the charter of relevant laws and requirements, so as to achieve the balance of the Company’s sustainability and risk management.

  • (3) Employees: The Company conducts annual market survey regularly by analyzing salary, bonus and annua l income statistics. Salary adjustment is processed based on Company’s work rules and the results of individual performance appraisals so as to ensure the fairness of internal and external practices which meets the market standards.

  • 63 -