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Lemtech Holdings Co., Ltd. — Annual Report 2023
Nov 14, 2023
52435_rns_2023-11-14_eadb0bd5-d0a8-4cfe-8a6b-aaffce8b0155.pdf
Annual Report
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Stock code: 4912
Lemtech Holdings Co., Limited and its subsidiaries
Consolidated Financial Report and Independent Auditors' Report
For the Years Ended December 31, 2023 and 2022
Address: Suite 102, Cannon Place, P.O. Box 712, North Sound Rd., Grand Cayman, KY1-9006 Cayman Islands Phone: (+886) 2-8684-1618
The independent auditors' report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China, If there is any conflict between, or any difference in the interpretationof the English and Chinese language independent auditors' report and consolidated financial statements, the Chinese version shall prevail.
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Lemtech Holdings Co., Limited and its subsidiaries Consolidated Financial Report and Independent Auditors' Report
For the Years Ended December 31, 2023 and 2022
Table Of Contents
| Contents 1. Cover Page 2. Table Of Contents 3. Independent Auditors’ Report 4. Consolidated Balance Sheets 5. Consolidated Statements Of Comprehensive Income 6. Consolidated Statements Of Changes In Equity 7. Consolidated Statements Of Cash Flows 8. Notes To The Consolidated Financial Statements (1) History And Organisation (2) The Date Of Authorisation For Issuance Of The Consolidated Financial Statements And Procedures For Authorisation (3) Application Of New Standards, Amendments And Interpretations (4) Summary Of Material Accounting Policies (5) Significant Accounting Judgements, Estimates And Key Sources Of Assumption Uncertainty (6) Details Of Significant Accounts (7) Related Party Transactions (8) Pledged Assets (9)Significant Contingent Liabilities And Unrecognised Contract Commitments (10) Significant Disaster Loss (11) Others (12) Significant Events After The Balance Sheet Date (13) Information on Foreign Currency-denominated Assets and Liabilities of Significant Influence (14) Supplementary Disclosures (I) Significant Transactions (II) Investees (III) Information on investments in China (IV) Information on major shareholders: (15) Segment Information |
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| 1 2 3 ~ 6 7 8 ~ 9 10 11 ~ 12 13 13 13 ~ 15 16 ~ 27 28 29 ~ 64 64~ 65 65 65 65 65 65 66 ~ 67 67 ~ 68 67 ~ 68 68 68 68 ~ 70 |
Independent Auditors' Report
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Lemtech Holdings Co., Limited public notice:
Audit opinion
Lemtech Holdings Co., Limited (Lemtech Holding Group) and its subsidiaries' Consolidated Balance Sheets as of December 31, 2023 and 2022, in addition to the Consolidated Statement of Comprehensive Income, Consolidated Statement of Changes in Equity, Consolidated Statements of Cash Flows, and Notes for Consolidated Financial Statement (including a summary of significant accounting policies) from January 1 to December 31, 2023 and 2022, have been audited by the CPAs.
In our opinion, the consolidated financial statements mentioned above have been prepared in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers," as well as the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), law and regulation reviews and their announcements recognized and announced by the Financial Supervisory Commission in all material aspects, and are considered to have reasonably expressed the consolidated financial conditions of Lemtech Holding Group and its subsidiaries as of December 31, 2023 and 2022, as well as the consolidated financial performance and consolidated cash flows from January 1 to December 31, 2023 and 2022.
Basis for Auditor's Opinions
We conducted review work in accordance with the "Rules Governing Auditing and Certification of Financial Statements by Certified Public Accountants" and auditing standards, we implemented the review work. Our responsibilities required under said standards will be detailed in the paragraph about the external auditor's responsibility on auditing consolidated financial statements. 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 obligations under the Norm. We are convinced that we have acquired enough and appropriate audit evidence to serve as the basis of audit opinion.
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Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of Lemtech Holding Group for the year ended December 31, 2023. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming out opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matters for the consolidated financial statements of Lemtech Holding Group and its subsidiaries for the year ended December 31, 2023 are stated as follows: Key Audit Matters: Revenue recognition authenticity of partial specific customer
The revenue of Lemtech Holding Group is mainly derived from automotive parts. Since the materiality and the Statements on Auditing Standards has defaulted revenue recognition as a significant risk. Therefore, the assessment of the authenticity of sales transactions with major customers meeting certain conditions was listed as a key audit matter. For details of the revenue recognition policy, please refer to Note 4 and 26 of the consolidated financial report.
In addition to testing related internal control, our major audit procedures executed on the key audit matter are as follows.
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Sampling check the details of sales revenue transactions of specific customer groups and the corresponding sales orders, bills of offset and receipts to confirm that sales transactions have actually occurred.
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Confirm the authenticity of the foregoing transactions after the implementation of the balance sheet date that whether there is a major sales return and discount test and whether the return discount is reasonable.
Responsibility of the management and the governing body for the consolidated financial statements
It is the management's responsibility to fairly present the consolidated financial statements in conformity with "Regulations Governing the Preparation of Financial Reports by Securities Issuers" and IFRS, IAS, IFRIC, and SIC endorsed by the FSC, and to sustain internal controls respecting preparation of the consolidated financial statements so as to avoid material misstatements due to fraud or errors therein.
In preparing the consolidated financial statements, the responsibility of management includes assessing the company's ability to continue as a going concern, disclosing going concern related matters, as well as adopting going concern basis of accounting unless the management intends to liquidate the company or terminate the business, or has no realistic alternative but to do so.
The governing bodies of the company (including the audit committee) have the responsibility to oversee the procedures for financial reporting.
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Auditor's responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's 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 in the Republic of China will always detect a material misstatement when it exists. Misstatement may arise from frauds or errors. If it could be reasonably anticipated that the misstated individual amounts or aggregated sums could have influence on the economic decisions made by the users of the consolidated financial statements, they will be deemed as material.
We have utilized our professional judgment and maintained professional skepticism when exercising auditing work according to the auditing standards in the Republic of China. We also execute the following tasks:
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Identify and assess the risks of material misstatement within the consolidated financial statements, whether due to fraud or error; design and execute counter-measures in response to those risks; and obtain sufficient and appropriate audit evidence to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than that resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Understand internal controls relevant to the audit in order to design appropriate audit procedures under the circumstances. However, the purpose is not to express an opinion on the effectiveness of the company's internal control.
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Evaluate the appropriateness of accounting policies adopted and the reasonableness of accounting estimates and relevant disclosures made by management.
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Based on the audit evidence obtained, to conclude on the appropriateness of management's use of the going concern basis of accounting and whether a material uncertainty exists for events or conditions that may cast significant doubts 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 auditor's report to the related disclosures in the consolidated 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 auditor's report. However, future events or circumstances may cause the company to no longer continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements (including relevant notes), and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient and appropriate audit evidence regarding the financial information of
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entities or business activities within the Group to express an opinion on the consolidated 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 governing bodies with a declaration that we have complied with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China regarding independence, and to communicate with them on all relationships and other matters that may possibly be deemed to impair our independence (including relevant preventive measures).
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2023 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.
Deloitte & Touche Taipei, Taiwan (Republic of China) March 11, 2024
Notes to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of
China.
The independent auditors' report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors' report and consolidated financial statements, the Chinese version shall prevail.
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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Lemtech Holdings Co., Limited and its subsidiaries Consolidated Balance Sheet December 31, 2023 and 2022
| Code 1100 1110 1136 1150 1170 1197 1200 1220 130X 1410 1470 11XX 1535 1550 1600 1755 1760 1805 1821 1840 1915 1920 15XX 1XXX Code 2100 2120 2130 2150 2170 2219 2230 2280 2321 2399 21XX 2540 2570 2580 2645 25XX 2XXX 3110 3200 3350 3300 3410 31XX 36XX 3XXX |
Total assets Current assets Cash and cash equivalents (Note 6 and 34) Financial assets at fair value through profit or loss - Current (Note 7 and 34) Financial assets at amortized cost - Current (Note 8, 9, 34, and 36) Note receivables (Note 10, 26, and 34) Account receivables (Note 10, 26, 34, and 35) Finance lease receivables (Note 11 and 34) Other receivables (Note 10 and 34) Current tax assets (Note 28) Inventory (Note 12) Prepayments (Note 20) Other current assets (Note 20) Total Current Assets Non-current assets Financial assets at amortised cost - Non-current (Note 8, 9, and 34) Investment using equity method (Note 14) Real estate, plant, and equipment (Note 15, 32 and 36) Right-of-use assets (Note 16) Investment property, net (Note 17) Goodwill (Note 18) Other intangible assets (Note 19) Deferred tax assets (Note 28) Prepayments for equipment (Note 20) Refundable deposits (Note 20 and 34) Total Non-current Assets Total Assets Liabilities and Equity Current liabilities Short-term borrowings (Note 21 and 35) Financial liabilities at fair value through profit or loss - Current (Note 7, 22 and 34) Contract liabilities - Current (Note 26) Note payables (Note 23 and 34) Account payables (Note 23, 34 and 35) Other payables (Note 24 and 34) Current tax liabilities (Note 28) Lease liabilities (Note 16, 32 and 34) Corporate bonds payable - Current (Note 22 and 34) Other current liabilities (Note 24) Total Current Liabilities Non-current liabilities Non-current portion of non-current borrowings (Note 21 and 35) Deferred tax liabilities (Note 28) Lease liabilities - Non-current (Note 16, 32 and 34) Deposited Margin (Note 34) Total non-current liabilities Total Liabilities Equity attributable to owners of the company (Note 25) Equity Ordinary stock Capital surplus Retained earnings Unappropriated retained earnings Total Retained Earnings Exchange differences on translation of foreign financial statements Equity attributable to shareholders of the parent Uncontrolled equity Total equity Total Liabilities and Equity |
December 31, 2023 Amount % $ 1,459,029 20 - - 166,795 2 5,181 - 1,464,780 20 - - 23,736 1 10,512 - 813,058 11 82,159 1 667 - 4,025,917 55 43,352 1 44,511 1 1,542,958 21 324,505 4 988,452 14 4,335 - 17,779 - 37,168 1 229,922 3 10,227 - 3,243,209 45 $ 7,269,126 100 $ 817,712 11 - - 35,549 1 118,305 2 892,220 12 362,605 5 9,912 - 65,905 1 17,913 - 20,271 - 2,340,392 32 850,000 12 366,406 5 182,798 3 12,736 - 1,411,940 20 3,752,332 52 621,928 9 1,462,967 20 1,389,191 19 1,389,191 19 ( 59,066) ( 1) 3,415,020 47 101,774 1 3,516,794 48 $ 7,269,126 100 |
December 31, 2023 Amount % $ 1,459,029 20 - - 166,795 2 5,181 - 1,464,780 20 - - 23,736 1 10,512 - 813,058 11 82,159 1 667 - 4,025,917 55 43,352 1 44,511 1 1,542,958 21 324,505 4 988,452 14 4,335 - 17,779 - 37,168 1 229,922 3 10,227 - 3,243,209 45 $ 7,269,126 100 $ 817,712 11 - - 35,549 1 118,305 2 892,220 12 362,605 5 9,912 - 65,905 1 17,913 - 20,271 - 2,340,392 32 850,000 12 366,406 5 182,798 3 12,736 - 1,411,940 20 3,752,332 52 621,928 9 1,462,967 20 1,389,191 19 1,389,191 19 ( 59,066) ( 1) 3,415,020 47 101,774 1 3,516,794 48 $ 7,269,126 100 |
Units: NT$1,000 December 31, 2022 Amount % $ 1,477,691 19 177,240 2 260,300 3 1,543 - 1,867,166 24 1,959 - 22,691 - 2,955 - 924,981 12 82,817 1 5,401 - 4,824,744 61 44,094 1 50,350 1 1,394,179 18 286,720 4 996,607 13 72,490 1 26,476 - 38,535 - 102,097 1 9,460 - 3,021,008 39 $ 7,845,752 100 $ 774,774 10 17,600 - 54,852 1 189,312 2 841,896 11 293,783 4 66,127 1 48,652 - 1,563,696 20 17,049 - 3,867,741 49 - - 423,301 6 163,145 2 12,570 - 599,016 8 4,466,757 57 621,928 8 1,462,846 19 1,215,668 15 1,215,668 15 ( 13,996) - 3,286,446 42 92,549 1 3,378,995 43 $ 7,845,752 100 |
Units: NT$1,000 December 31, 2022 Amount % $ 1,477,691 19 177,240 2 260,300 3 1,543 - 1,867,166 24 1,959 - 22,691 - 2,955 - 924,981 12 82,817 1 5,401 - 4,824,744 61 44,094 1 50,350 1 1,394,179 18 286,720 4 996,607 13 72,490 1 26,476 - 38,535 - 102,097 1 9,460 - 3,021,008 39 $ 7,845,752 100 $ 774,774 10 17,600 - 54,852 1 189,312 2 841,896 11 293,783 4 66,127 1 48,652 - 1,563,696 20 17,049 - 3,867,741 49 - - 423,301 6 163,145 2 12,570 - 599,016 8 4,466,757 57 621,928 8 1,462,846 19 1,215,668 15 1,215,668 15 ( 13,996) - 3,286,446 42 92,549 1 3,378,995 43 $ 7,845,752 100 |
|---|---|---|---|---|---|
| Amount $ 1,459,029 - 166,795 5,181 1,464,780 - 23,736 10,512 813,058 82,159 667 4,025,917 43,352 44,511 1,542,958 324,505 988,452 4,335 17,779 37,168 229,922 10,227 3,243,209 $ 7,269,126 $ 817,712 - 35,549 118,305 892,220 362,605 9,912 65,905 17,913 20,271 2,340,392 850,000 366,406 182,798 12,736 1,411,940 3,752,332 621,928 1,462,967 1,389,191 1,389,191 ( 59,066) 3,415,020 101,774 3,516,794 $ 7,269,126 |
Amount $ 1,477,691 177,240 260,300 1,543 1,867,166 1,959 22,691 2,955 924,981 82,817 5,401 4,824,744 44,094 50,350 1,394,179 286,720 996,607 72,490 26,476 38,535 102,097 9,460 3,021,008 $ 7,845,752 $ 774,774 17,600 54,852 189,312 841,896 293,783 66,127 48,652 1,563,696 17,049 3,867,741 - 423,301 163,145 12,570 599,016 4,466,757 621,928 1,462,846 1,215,668 1,215,668 ( 13,996) 3,286,446 92,549 3,378,995 $ 7,845,752 |
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| 20 - 2 - 20 - 1 - 11 1 - 55 1 1 21 4 14 - - 1 3 - 45 100 11 - 1 2 12 5 - 1 - - 32 12 5 3 - 20 52 9 20 19 19 ( 1) 47 1 48 100 |
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The accompanying notes are an integral part of the consolidated financial report.
Chairman: Hsu, Chi-Feng Manager: Eu, Ricky Accounting Supervisor: Chien,Yi-Ling
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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)
Lemtech Holdings Co., Limited and its subsidiaries Consolidated Statement of Comprehensive Income Jan. 1 to Dec. 31, 2023 and Jan. 1 to Dec. 31, 2022
(Units: NT$1,000, Except Earnings Per Share)
| Code Operating revenue (Note 26 and 35) 4110 Sales 4190 Sales returns and allowances 4000 Total operating revenue 5000 Operating cost (Note 12 and 35) 5900 Gross profit Operating expenses (Note 27 and 35) 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Expected credit impairment loss 6000 Total operating expenses 6900 Net operating profit Non-operating income and expenses (Note 27) 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of profit (loss) of associates and joint ventures accounted for using the equity method 7000 Total non-operating income and expenses (Continued) |
2023 | % 102 ( 2) 100 ( 74) 26 ( 4) ( 11) ( 4) - ( 19) 7 1 1 ( 2) ( 1) - ( 1) |
2022 | |
|---|---|---|---|---|
| Amount $ 4,734,673 ( 70,449) 4,664,224 ( 3,448,732) 1,215,492 ( 177,687) ( 501,188) ( 210,569) 2,475 ( 886,969) 328,523 48,657 67,468 ( 75,285) ( 63,916) ( 5,877) ( 28,953) |
Amount $ 6,057,992 ( 73,064) 5,984,928 ( 4,708,823) 1,276,105 ( 186,049) ( 411,533) ( 204,050) ( 11,910) ( 813,542) 462,563 16,390 39,045 52,106 ( 36,810) ( 2,827) 67,904 |
% | ||
101 ( 1) |
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100 ( 79) |
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21 |
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( 3) ( 7) ( 3) - |
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( 13) |
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8 |
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- 1 1 ( 1) - |
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1 |
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(Continued from previous page)
| Code 7900 Net income before taxes from continuing operations 7950 Income tax expenses (Note 28) 8200 Net profit for the period Other comprehensive income (loss) 8360 Items that may be reclassified subsequently to gain or loss: 8361 Exchange differences on translation of foreign financial statements 8300 Other comprehensive income/(loss) for the year, net of income tax 8500 Total comprehensive income Net income attributable to 8610 Shareholders of the parent 8620 Uncontrolled equity 8600 Total comprehensive income (loss) attributable to 8710 Shareholders of the parent 8720 Uncontrolled equity 8700 Earnings per share (Note 29) From continuing business 9710 Basic 9810 Diluted |
2023 | % 6 - 6 ( 1) ( 1) 5 6 - 6 5 - 5 |
2022 | |
|---|---|---|---|---|
| Amount $ 299,570 ( 25,071) 27,499 ( 49,154) ( 49,154) $ 225,345 $ 260,095 14,404 $ 274,499 $ 215,025 10,320 $ 225,345 $ 4.18 $ 4.18 |
Amount $ 530,467 ( 95,313) 435,154 68,615 68,615 $ 503,769 $ 390,763 44,391 $ 435,154 $ 459,177 44,592 $ 503,769 $ 6.27 $ 5.68 |
% | ||
9 ( 2) |
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7 |
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1 |
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1 |
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8 |
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6 1 |
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7 |
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7 1 |
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8 |
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The accompanying notes are an integral part of the consolidated financial report.
Chairman: Hsu, Chi-Feng Manager: Eu, Ricky Accounting Supervisor: Chien,Yi-Ling
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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Lemtech Holdings Co., Limited and its subsidiaries Consolidated Statement of Changes in Equity Jan. 1 to Dec. 31, 2023 and Jan. 1 to Dec. 31, 2022
| Code A1 Balance as of January 1, 2022 Appropriation of earnings B3 Special reserve B5 Cash dividend attributable to shareholders Other additionalpaid-incapital O1 Non-controlling interests L1 Treasury shares buyback L3 Retirement of treasury shares D1 2022 Net Profit D3 2022 Other Comprehensive Income (Loss) after tax D5 Total comprehensive income (loss) in 2022 Z1 Balance as of December 31, 2022 Appropriation of earnings B5 Cash dividend attributable to shareholders Other additionalpaid-incapital O1 Non-controlling interests D1 2023 Net profit D3 2023 other comprehensive profit and loss after tax D5 2023 total comprehensive profit and loss Z1 Balance as of December 31, 2023 |
Equity attributable to owners | Equity attributable to owners | Total $ 3,078,096 - ( 187,234) ( 29,192) ( 34,401) - 390,763 68,414 459,177 3,286,446 ( 86,572) 121 260,095 ( 45,070) 215,025 $ 3,415,020 |
Units: NT$1,000 Uncontrolled equity Total equity $ 17,970 $ 3,096,066 - - - ( 187,234) 29,987 795 - ( 34,401) - - 44,391 435,154 201 68,615 44,592 503,769 92,549 3,378,995 - ( 86,572) ( 1,095) ( 974) 14,404 274,499 ( 4,084) ( 49,154) 10,320 225,345 $ 101,774 $ 3,516,794 |
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|---|---|---|---|---|---|---|---|---|
| Share capital Number of Shares (in Thousands) Amount 62,521 $ 625,208 - - - - - - - - ( 328) ( 3,280) - - - - - - 62,193 621,928 - - - - - - - - 62,193 $ 621,928 |
Capital surplus $ 1,480,562 - - ( 15,969) - ( 1,747) - - - 1,462,846 - 121 - - - $ 1,462,846 |
Retained | earnings Unappropriated retained earnings $ 941,152 113,584 ( 187,234) ( 13,223) - ( 29,374) 390,763 390,763 1,215,668 ( 86,572) 260,095 - 260,095 $ 1,389,191 |
Exchange differences on translation of financial statements of foreign operations ($ 82,410) - - - - - - 68,414 68,414 ( 13,996) - - ( 45,070) (45,070) ($ 59,066) |
Treasury stock $ - - - - ( 34,401) 34,401 - - - - - - - - $- |
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| Number of Shares (in Thousands) 62,521 - - - - ( 328) - - - 62,193 - - - - 62,193 |
Special reserve $ 113,584 ( 113,584) - - - - - - - - - - - - - $- |
The accompanying notes are an integral part of the consolidated financial report.
Chairman: Hsu, Chi-Feng Manager: Eu, Ricky Accounting Supervisor: Chien,Yi-Ling
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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Lemtech Holdings Co., Limited and its subsidiaries Consolidated Statement of Cash Flows Jan. 1 to Dec. 31, 2023 and Jan. 1 to Dec. 31, 2022
Units: NT$1,000
| Code Cash flows from operating activities A10000 Net income before tax of the current year A20010 Income Charges (Credits): A20100 Depreciation expenses A20200 Amortization expense A20300 Expected credit (returning profits) impairment loss A20400 Net (profit) loss of financial assets and liabilities measured at fair value through profit and loss A20900 Finance costs A21200 Interest income A22300 Share of profit (loss) of associates and joint ventures accounted for using the equity method A22500 Gains on disposal of real estate, plant, and equipment A23700 Goodwill impairment loss A23700 Allowance for inventories A29900 gain on Disposal of subsidiary company of investments A24100 Net foreign currency exchange profits A24200 Loss from redemption and reversal of corporate bonds payables A30000 Net changes in operating assets and liabilities A31130 Notes receivable A31150 Accounts receivable A31180 Other receivables A31200 Inventories A31230 Prepayments A31240 Other current assets A32125 Contract liabilities A32130 Notes payable A32150 Accounts payable A32180 Other payables A32230 Other current liabilities A33000 Cash from operating activities A33300 Interest paid A33500 Income tax paid AAAA Net cash flows from operating activities |
2023 $ 299,570 346,361 14,233 ( 2,475) ( 2,015) 63,916 ( 48,657) 5,877 3,542 68,155 7,997 ( 5) 20,223 9,509 ( 3,638) 405,062 ( 1,045) 104,663 658 4,734 ( 19,303) ( 71,007) 50,324 21,421 3,222 1,281,322 ( 40,821) (116,077) 1,124,424 |
2022 |
|---|---|---|
$ 530,467 302,246 12,734 11,910 10,324 36,810 ( 16,390) 2,827 20,504 - 12,879 - 34,134 - 2,304 30,524 13,527 ( 64,112) ( 18,155) 1,226 ( 61,624) ( 3,780) ( 482,610) ( 54,962) 3,800 |
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324,583 ( 11,926) ( 72,064) |
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240,593 |
(Continued)
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(Continued from previous page)
| Code Cash flows from investing activities B00040 Acquisition of financial assets at amortized cost B00050 Disposal of financial assets at amortized cost B00100 Acquisition of financial assets at fair value through profit or loss B00200 Proceeds from sale of financial assets at fair value through profit or loss B02700 Purchase of real estate, plant, and equipment B02800 Disposal of real estate, plant, and equipment B03700 Refundable deposits paid B04500 Purchase of intangible asset B05400 Acquisition of investment properties B07100 Increases Prepayments for business facilities B07200 Decrease in prepayments for business facilities B06100 Decrease in long-term lease and installment receivables B07500 Interest received BBBB Net cash generated from/(used in) investing activities Cash flows from financing activities C00100 Increases in short-term borrowings C00200 Decrease in short-term borrowings C01300 Repayments of bonds C03000 Guarantee deposits received C03100 Guarantee deposits received return C04020 Cash payments for the principal portion of the lease liability C05400 Acquisition of ownership interests in subsidiaries C05800 Change in non-controlling interests C04500 Dividend paid to shareholders C04900 Payments for buy-back of ordinary shares CCCC Net cash (outflow) inflow from fundraising activities DDDD Effect of exchange rate changes on cash and cash equivalents EEEE Net increase in cash and cash equivalents E00100 Cash and cash equivalents at beginning of year E00200 Cash and cash equivalents at end of year |
2023 $ - 94,247 - 130,056 ( 472,311) 2,200 ( 767) ( 5,687) - ( 108,723) - 1,978 48,638 (310,369) 42,938 - ( 1,589,825) 850,000 166 ( 77,974) ( 974) - ( 32,182) - (807,851) ( 24,866) ( 18,662) 1,477,691 $1,459,029 |
2022 ($ 304,394) - ( 176,376) 44,094 ( 442,772) 61,452 ( 3,212) ( 6,314) ( 1,002,044) - - 14,811 6,661 16,113 ( 1,791,981) - ( 159,765) - - 3,436 ( 66,218) ( 14,205) 15,000 ( 155,984) (34,401) 412,137 48,621 ( 1,914,904) 3,392,595 $1,477,691 |
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The accompanying notes are an integral part of the consolidated financial report.
Chairman: Hsu, Chi-Feng Manager: Eu, Ricky Accounting Supervisor: Chien,Yi-Ling
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Lemtech Holdings Co., Limited and its subsidiaries
Notes to the Consolidated Financial Statements
For the Years Ended December 31, 2023 and 2022
(In Thousands of New Taiwan Dollars, Unless Otherwise Specified)
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I. Company History
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Lemtech Holdings Co., Limited (hereinafter referred to as "the company") was established in the British Cayman Islands in September 2009. It is founded during organizational restructure mainly to apply for registration with the Taipei Exchange to facilitate stock trading. After the restructuring, the company became the controlling company of Lemtech Global Solution Co. Ltd. (hereinafter referred to as "Global Solution"), and obtained shares of Global Solution at a conversion ratio of 24.99: 1. The company, Global Solution and its subsidiaries (hereinafter referred to as the "combined company") mainly engaged in the production and design of various types of fine blanking die, non-metal die-casting toolings, computer connectors, computer cooling modules and other new electronic plug-ins and the sales of self-produced products. The company's stock has been traded in the Taipei Exchange since Apr. 29, 2011, and it was listed and traded in the Taiwan Stock Exchange Corporation since May 21, 2015.
The company's functional currency is New Taiwan Dollars.
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II. Approval Date and Procedures of the Financial Statements
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The Consolidated Financial Statements have been approved by the Board of Directors on March 4, 2024.
III. Application of New and Amended Standards and Interpretations
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(I) The first application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations (IFRIC), and Interpretations Committee (SIC) approved and issued by the Financial Supervisory Commission (hereinafter referred to as the "FSC") and effective. These standards are collectively referred to as "IFRS accounting standards."
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Apart from the following explanations, the application of the revised IFRS accounting standards approved and issued by the FSC, which are effective, will not result in significant changes to the accounting policies of the consolidated company: The amendment to IAS 12, "Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction"
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The amendment clarifies that transactions generating equal amounts of taxable and deductible temporary differences at initial recognition are not exempt from the exemption provisions of IAS 12 at initial recognition. The consolidated company applies this amendment to all deductible and taxable temporary differences related to leases and decommissioning obligations as of January 1, 2022, recognizing deferred tax assets (if it is probable that taxable profits will be available against which deductible temporary differences can be utilized) and deferred tax liabilities. Transactions other than leases and decommissioning obligations occurring after
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January 1, 2022, are deferred from applying this amendment. Upon application of the amendment to IAS 12, the consolidated company retrospectively restates comparative period information, recognizing the cumulative impact as of January 1, 2022, in retained earnings.
If dealt with under the pre-amended IAS 12, the impact figures for the relevant line items and balances of the consolidated company in 2023 are adjusted to the amended IAS 12 as follows:
Impact on assets, liabilities, and equity items in 2023
| AS 12 as follows: mpact on assets, liabilities, and equity items in 2023 |
||
|---|---|---|
| Deferred tax assets increase Assets increase Deferred tax liabilities increase Liabilities increase |
December31,2023 | |
| $ 15,348 $ 15,348 $ 15,348 $ 15,348 |
Impact on assets, liabilities, and equity items in 2022
| December 31, 2022 Deferred tax assets Impact on assets Deferred tax liabilities Impact on liabilities January 1, 2022 Deferred tax assets Impact on assets Deferred tax liabilities Impact on liabilities |
Restated amount before adjustment $ 21,588 $ 21,588 $ 406,354 $ 406,354 $ 15,868 $ 15,868 $ 376,152 $ 376,152 |
Adjustment for initial application $ 16,947 $ 16,947 $ 16,947 $ 16,947 $ - $ - $ - $ - |
Restated amount after restatement $ 38,535 $ 38,535 $ 423,301 $ 423,301 $ 15,868 $ 15,868 $ 376,152 $ 376,152 |
|---|---|---|---|
The application of the revised IFRS accounting standards approved and issued by the FSC, which are effective, will not result in significant changes to the accounting policies of the consolidated company.
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- (II) The IFRS accounting standards approved by the FSC and applicable in the year 2024
are:
Newly issued/amended/revised standards and ffective dates issued by the interpretations IASB (Note 1) Amendment to IFRS 16 "Leases" regarding "Lease January 1, 2024 (Note 2) Liabilities in Sale and Leaseback Transactions" Amendment to IAS 1 "Presentation of Financial January 1, 2024 Statements" regarding "Classification of Liabilities as Current or Non-current" Amendment to IAS 1 "Presentation of Financial January 1, 2024 Statements" regarding "Non-current Liabilities with Contractual Terms" Amendment to IAS 7 and IFRS 7 regarding January 1, 2024 (Note 3) "Supplier Financing Arrangements"
Note 1: Unless otherwise stated, the above newly issued/amended/revised standards or interpretations are effective for annual reporting periods beginning on or after the respective dates.
Note 2: Sellers who are also lessees should retrospectively apply the amendment to IFRS 16 to sale and leaseback transactions entered into after the initial application date of IFRS 16.
Note 3: Partial disclosure exemptions upon initial application of this amendment.
In addition to the impacts mentioned above, as of the date of issuance of these consolidated financial statements, the consolidated company assessed that other amendments to standards and interpretations would not have a significant impact on the financial position and financial performance.
(III) IFRS accounting standards issued by the IASB but not yet approved and effective by the FSC:
| he FSC: | |
|---|---|
| Newly issued/amended/revised standards and interpretations Amendment to IFRS 10 and IAS 28 regarding "Sales or Contributions of Assets between an Investor and its Associate or Joint Venture" IFRS 17 "Insurance Contracts" Amendment to IFRS 17 Amendment to IFRS 17 regarding "Comparative Information for First-time Application of IFRS 17 and IFRS 9" Amendment to IAS 21 regarding "Lack of Exchangeability" |
ffective dates issued by the IASB (Note 1) |
| Not yet determined January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2025 (Note 2) |
Note 1: Unless otherwise specified, the above newly issued/amended/revised standards or interpretations are effective for annual reporting periods beginning on or after the respective dates.
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- Note 2: Applicable for annual reporting periods beginning on or after January 1, 2025. Upon initial application of this amendment, the impact figures will be recognized in retained earnings as of the initial application date. When the consolidated company expresses its currency in a non-functional currency, the impact figures will adjust the translation differences of foreign operations under equity items as of the initial application date.
As of the date of issuance of these consolidated financial statements, the consolidated company continues to evaluate the impact of amendments to other standards and interpretations on the financial position and financial performance. Relevant impacts will be disclosed upon completion of the assessment.
IV. Summary of Significant Accounting Policies
(I)Statement of Compliance
The Consolidated Financial Report was formulated in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs endorsed by the IFRS accounting standards that have entered into effect.
- (II) Basis of Preparation
The consolidated financial reports were prepared on a historical cost basis, except for financial instruments measured at fair value.
The fair value measurement is classified into 3 levels based on the observability and importance of related input:
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Level 1 inputs: Quoted (unadjusted) prices of identical assets or liabilities obtainable in active markets on the measurement date.
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Level 2 inputs: Inputs, other than quoted market prices within level 1, that are observable directly (i.e. the price) or indirectly (deduced from the price) for the assets or liabilities.
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Level 3 inputs: Unobservable inputs for the assets or liabilities.
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(III) Classification of current and non-current assets and liabilities
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Current assets include:
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Assets held primarily for the purpose of trading;
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Assets expected to be realized within 12 months after the balance sheet date; and
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Cash and cash equivalent (excluding assets restricted from being exchanged or used to settle a liability for at least 12 months after the balance sheet date).
Current liabilities include:
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Liabilities held primarily for the purpose of trading;
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Liabilities to be settled within 12 months after the balance sheet date; and
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Liabilities with a repayment deadline that cannot be unconditionally deferred till at least 12 months after the balance sheet date.
The company shall classify all other assets or liabilities that are not specified above as non-current.
- (IV) Basis of Consolidation
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The Consolidated Financial Report includes the financial reports of the company and its wholly owned subsidiaries. Income and expenses of subsidiaries acquired or disposed of are included in the consolidated statement of comprehensive income from the effective date of acquisition and up to the effective date of disposal, as appropriate. The financial reports of subsidiaries have been reorganized to bring uniformity in their accounting policies and those of the combined company. In the Consolidated Financial Report, all intercompany transactions, account balances, income and expenses between the entities have been offset. A subsidiary's total comprehensive income is attributed to the shareholders of the company and non-controlling interests, even if non-controlling interests become deficit balance in the process.
When a change is effected in the ownership of the subsidiary, the combined company does not lose control of it and it will be treated as equity transaction. The carrying amounts of the combined company and its non-controlling interests have been adjusted to reflect the relative changes in the interest of the subsidiaries. The difference between the adjusted amount in non-controlling interest and the fair value of consideration will be considered as interest belonging to the owners of the company.
Please refer to Note 13 and Attachment 8 and 9 for details, shareholding ratio, and operations of subsidiaries.
- (V) Foreign currencies
In preparing each individual financial statement, transactions denominated in a currency other than the entity’s functional currency (i.e. foreign currency) are translated into the entity's functional currency by using the exchange rate at the date of the transaction before they are recorded by each entity.
Monetary items denominated in foreign currencies are translated at the closing rates on the balance sheet date. Exchange differences arising on the settlement or on translating of monetary items are recognized in profit or loss in the period in which they arise.
Non-monetary items measured at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. The resulting exchange difference is recognized in gain or loss. For items whose changes in fair value are recognized in other comprehensive income, the resulting exchange difference is recognized in other comprehensive income.
Non-monetary items measured at historical cost that are denominated in foreign currencies are translated at the rates of exchange prevailing on the transaction dates and are not re-translated.
In the preparation of the consolidated financial statements, the assets and liabilities of foreign operations (including subsidiaries, affiliated companies, and branch office that operate in a country or currency different from the Company) are translated into the New Taiwan dollar at the closing rate of exchange prevailing on the balance sheet date. Income and expense items are translated at the average exchange rates for the period. Where exchange differences arising, if any, are recognized in other comprehensive income and accumulated in equity and attributed to the proprietors of the company and non-controlling interests as appropriate.
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(VI) Inventories
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Inventories include raw materials, work in progress and finished goods. The value of inventory shall be determined based on the cost and Net Realizable Value (NRV), whichever is lower. With the exception of inventory of the same category, individual items shall be assessed when comparing the cost and NRV. The NRV is the estimated selling price in the ordinary course of business, less the estimated cost of completion and the estimated costs necessary to make the sale. Cost of inventory is calculated using weighted-average method.
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(VII) Investment in the affiliates
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Affiliates are entities over which the combined company has significant influence but they are neither subsidiaries nor joint ventures.
The combined company follows equity method for investment in affiliates.
Under the equity method, the investment on affiliates is initially recognized at cost and adjusted thereafter for the post-acquisition change in the investor's interest in gain and loss, shares in other comprehensive income and profit distribution by the affiliates. Also, the combined company's interest in affiliates and joint ventures are recognized in accordance with the shareholding ratio.
Any excess of acquisition cost over the combined company's share of an affiliate's or a joint venture's identifiable assets and liabilities measured at the fair value on the date of acquisition is recognized as goodwill. The goodwill shall be included in the carrying amount of the investment but not allowed for amortization. If the combined company's share of the net fair value of the identifiable assets and liabilities exceeds acquisition cost, the excessive amount is recognized immediately in gain or loss.
When the combined company's share of loss derived from the investment of an affiliate equals or exceeds the combined company's interest (including the carrying amount of the investment and other long-term substantial interests in the affiliate's net asset in proportion to ownership percentage), the combined company shall cease recognizing losses further. The combined company only recognizes extra losses and liabilities to the extent that there is a legal obligation, constructive obligation, or payment on behalf of an affiliate.
When necessary, the entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount (higher of the value in use and fair value less costs to sell) with its carrying amount. Any impairment loss will not be recognized as a charge against the carrying amount of an investment (including goodwill). Any reversal of the impairment loss shall be recognized after subsequent increases in the recoverable amount of investment.
Gain or loss in upstream and downstream transactions between the combined company and the affiliates or transactions between investees needs to be shown in the Consolidated Financial Report when not affecting the interests of the combined company or the affiliate.
- (VIII) Property, Plant and Equipment
Property, Plant and Equipment are recognized at cost and subsequently measured at cost less accumulated depreciation and impairment.
Property, Plant and Equipment under construction are recognized at cost less accumulated
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impairment. The cost shall include professional service expenses and the cost of loans eligible for capitalization. Such assets shall be classified into appropriate Property, Plant and Equipment categories upon completion and reaching the expected use status and the depreciation shall begin.
Except that the depreciation of own land is not mentioned, the depreciation of real estate, plant, and equipment in its useful life is made on a straight-line basis for each major part/component separately. The combined company must conduct at least one annual review at the end of each year to assess the estimated useful life, residual value, and depreciation methods and infer the effect of changes in accounting estimates.
When derecognizing Property, Plant and Equipment, the difference between the net disposal proceeds and the carrying amount of the asset shall be recognized in gain or loss.
(IX) Investment property
Investment property refers to real estate held for the purpose of earning rent or capital appreciation or both. Investment property also includes land held for which the future use has not yet been determined.
Owned investment property is initially measured at cost (including transaction costs), and subsequently measured at the cost after deducting accumulated depreciation and accumulated impairment losses.
All investment property is depreciated on a straight-line basis.
When investment property is delisted, the difference between the net disposal price and the book value of the asset is recognized in profit or loss.
- (X) Goodwill
The value of goodwill received through business combination has to be shown as the amount of goodwill recognized on the acquisition date and subsequently evaluated as cost less accumulated impairment loss.
To evaluate impairment, the goodwill is distributed among various cash-generating units or cash-generating groups which the combined company hopes to derive benefit from the overall performance after business combination (hereinafter referred to as the "cash-generating units").
The cash-generating units that were allocated the goodwill will compare the unit's carrying amount and its recoverable amount including goodwill every year (and whenever there are signs of impairment) to evaluate the impairment of the unit. If the goodwill was obtained by the cash-generating unit through a business combination in the current year, an impairment test is to be conducted prior to the end of the current year. If the recoverable amount of the cash-generating unit that received goodwill is lower than the carrying amount, the loss on impairment is added to the carrying cost of the unit that got goodwill allocation. The proportion of reduction in other carrying amounts of assets in the unit will be used to reduce the carrying cost of such asset. Any impairment loss is recognized directly as loss in the current period. Loss in impairment of goodwill cannot be reversed subsequently.
When disposing a certain operation within the cash-generating unit with amortized goodwill, the amount of goodwill related to the disposed operations is included in the carrying amount of the operations to determine the disposal of gain or loss.
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(XI) Intangible assets
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Intangible assets acquired separately
- Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and loss. Amortization is recognized using the straight-line method. The combined company must conduct at least one annual review at the end of each year to assess the estimated useful life, residual value, and depreciation methods and infer the effect of changes in accounting estimates.
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Acquisition from business combinations
- Intangible assets acquired in a business combination are recognized at fair value at the acquisition date, with goodwill recognized separately and are subsequently measured the same separately as intangible assets acquired separately.
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Derecognition
- When derecognition of an intangible asset, the difference between the net proceed of disposal and the carrying amount of the asset is recognized in gain or loss for the period.
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(XII) Impairment of real estate, plant, and equipment, right-of-use assets, investment property, intangible assets (excluding goodwill), and contract costs
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On each balance sheet date, the Group reviews the carrying amounts of real estate, plant, and equipment, right-of-use assets, investment property, intangible assets (excluding goodwill), to determine whether there is any indication that those assets have suffered an impairment loss. If there is any sign of impairment, an estimate is made of its recoverable amount. If it is not possible to determine the recoverable amount of an individual asset, the combined company must determine the recoverable amount for the asset's cash-generating unit.
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The recoverable amount is the fair value minus cost of sales or its value in use, whichever is higher. If the individual asset or recoverable amount of the cash generating unit is lower than the carrying amount, the carrying amount of the asset or of the cash generating unit will be reduced to the extent of recoverable amount and the impairment loss will be recognized in gain or loss.
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The amount of the impairment loss on inventories, real estate, plant and equipment and intangible assets recognized due to customer contracts shall be recognized, firstly, in accordance with rules governing the impairment of inventory and the above rules governing the recognition of impairment. Secondly, where the carrying amount of the contract cost relevant assets exceeds the sum of the estimated balance that the relevant product or service is expected to be received minus relevant costs, such amount shall be recognized as impairment loss. Subsequently, the carrying amount of the contract cost relevant assets shall be accounted for in the cash-generating unit in which they belong in order to conduct impairment assessment on the cash-generating unit.
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When the impairment loss is subsequently reversed, the carrying amount of an asset, the cash generating unit, or the contract cost-related asset is reversed to the extent not exceed the carrying amount (minus amortization or depreciation) of the asset, cash generating unit, or contract cost-related asset that had not been impaired in the previous years. The
-
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reversed impairment loss will be recognized in gain or loss.
- (XIII) Financial instruments
Financial assets and liabilities will be recognized in the balance sheet when the combined company becomes a party to the contract of financial instrument.
When recognizing the original financial assets and liabilities, if they are not measured at fair value through profit or loss, it is assessed based on the fair value plus the cost of transaction, that is, of its acquisition or issuance of the financial assets or financial liabilities. The transaction costs directly attributable to the acquisition or issuance of financial assets or financial liabilities at fair value through profit or loss shall be immediately recognized in profit and loss.
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Financial assets
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Regular trading of financial assets shall be recognized and derecognized in accordance with trade date accounting.
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(1) Measurement types
Financial assets held by the combined company are classified as financial assets at fair value through profit or loss and the financial assets at amortized cost.
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A.Financial assets at fair value through profit or loss
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Financial assets at fair value through profit or loss include financial assets mandatorily measured at fair value through profit or loss and financial assets designated as at fair value through profit or loss. Such assets include investments in equity instruments that are not designated by the combined company to be measured at fair value through other comprehensive income and investments in debt instruments that fail to meet the criteria as to be measured at amortized cost or at fair value through other comprehensive income.
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Financial assets are designated as measured at FVTPL upon initial recognition if such designation eliminates or significantly reduces a measurement or recognition inconsistency.
Such assets are measured at fair value, their interest and remeasurement benefits or losses are recognized in other profits and losses. Please refer to Note 34 for the methods for determining fair values.
- B.Financial assets at amortized cost
When the combined company's investments in financial assets satisfy the following two conditions simultaneously, they are classified as financial assets measured at amortized cost:
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a. Financial assets are under a business model whose purpose is to hold financial assets and collecting contractual cash flows; and
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b. The terms of the contract generate a cash flow on a specified date that is solely for the payment of interest on the principal and the amount of principal outstanding.
Subsequent to initial recognition, such assets (including cash and cash equivalents, note receivables, accounts receivable, other receivables, finance
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lease receivables, and refundable deposits that are measured at amortized cost) are measured at the amortized cost equal to the gross carrying amount as determined using the effective interest method less any impairment loss; any foreign exchange gain or loss arising therefrom is recognized in profit or loss.
Except for the following two circumstances, interest revenue is calculated at the value of effective interest rate times the gross carrying amount of financial assets:
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a. For purchased or originated credit-impaired financial assets, interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of the financial assets.
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b. Financial assets that are not credit impairment from purchases or at the time of founding but subsequently become credit impairments shall be calculated by multiplying the effective interest rate in the reporting period after the credit impairment by the cost after the amortization of financial assets.
Cash equivalents include fixed deposits obtained within three months with high liquidity and relatively low price changes convertible to cash any time. They are used for meeting short-term cash commitments.
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(2) Impairment of financial assets and contract assets
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On each balance sheet date, the combined company assesses the impairment loss of financial assets (including accounts receivable) and finance lease receivables measured at amortized cost based on expected credit losses.
Loss allowance shall be recognized for accounts receivable and finance lease receivable based on lifetime expected credit losses. Other financial assets are first assessed based on whether the credit risk has increased significantly since the original recognition. If there is no significant increase in risks, an allowance for expected credit loss shall be recognized based on a 12-month period. If the risks have increased significantly, loss allowance shall be recognized in the lifetime of such assets.
The expected credit loss is the weighted average credit loss determined by the risk of default. The 12-month expected credit losses represent the expected credit losses from possible defaults of the financial instrument within 12 months after the reporting date. The lifetime expected credit losses represent the expected credit losses from all possible defaults of the financial instrument during the expected period of existence.
For the purpose of internal credit risk management, without consideration of the collateral held, the combined company shall determined that a default of financial instrument has occurred if one of the following applies:
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A.Internal or external information indicates that it is not possible for the debtor to settle the debt.
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B.Overdue for more than one year, unless there is reasonable evidence showing
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that a delayed basis of default is more appropriate.
- C.The impairment loss of all financial assets is accrued from their carrying amount based on the allowance account. However, the allowance for the investment in the debt instruments measured at fair value through other comprehensive income is recognized in other comprehensive income and shall not reduce its carrying amount.
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(3) Derecognition of financial assets
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The combined company may only derecognize the financial assets when the contractual rights to the cash flow from the asset expire or when the company transfers all the risks and rewards of ownership of the financial assets to other enterprises substantially.
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On derecognition of a financial asset measured at amortized cost in its entirety, the difference between the carrying amount and the sum of the consideration received is recognized in gain or loss. On derecognition of debt instruments measured at fair value through other comprehensive income in its entirety, the difference between the financial asset's carrying amount and the sum of the consideration received and the cumulative gain or loss that had been recognized in other comprehensive income is recognized in profit or loss. When the equity instrument investment measured at fair value through other comprehensive profits and losses is derecognized as a whole, the cumulative profit or loss is directly transferred to retained earnings and not reclassified to profit or loss.
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Financial liabilities
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(1) Subsequent measurement
All financial liabilities are measured at amortized cost, using the effective interest method, except for:
Financial liabilities at fair value through profit or loss (FVTPL)
Financial liabilities at fair value through profit or loss are designated as measured at fair value through profit or loss.
The combined company designated the financial liabilities as being measured at fair value through profit or loss in the original recognition in the following cases:
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A. it eliminates or significantly reduces a measurement or recognition inconsistency; or
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B. a group of financial assets, financial liabilities or both is managed and its performance is evaluated on a fair value basis, in accordance with a documented risk management or investment strategy, and information about the investment is provided internally on that basis to the key management personnel.
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- C. Designate the overall mixed (combined) contract containing one or more embedded derivatives.
Once designated as financial liabilities at fair value through profit or loss, its amount of changes in fair value due to changes in credit risk is recognized in other comprehensive income, and will not be reclassified to profit or loss, will only be reclassified to retained earnings when derecognizing such financial liabilities. Except for the interest accrued, which is recognized in financial costs, the changes in fair value of such liability are reported in other gains and losses. However, if change in fair value due to credit risk is recognized in other comprehensive income, its will cause or worsen the accounting mismatch, then such changes in fair value of the liability in its entirety shall be fully recognized in gain or loss.
Please refer to Note 34 for the methods for determining fair values.
- (2) Derecognition of financial liabilities
When derecognizing financial liabilities, the difference between its carrying amount and the paid consideration (including any transferred non-cash assets or liabilities assumed) shall be recognized in gain or loss.
- Convertible bonds Compound financial instruments issued by the combined company (convertible bonds) are classified separately as financial liabilities and equity in accordance with the substance of contractual arrangements and the definitions of a financial liability and an equity instrument.
On initial recognition, fair value of the liability component is calculated by using the prevailing market interest rate of similar non-convertible instruments. This amount is recorded as a liability amortized at effective interest method until extinguished upon conversion or the instrument’s maturity date. The liability component of an embedded derivative instrument is measured at fair value.
Conversion option is the equity component of a compound financial instrument which is measured at the amount of the fair value of the overall compound instrument deducted by the fair value of the liability component. The amount of the conversion option net of tax is recognized as equity so is not subsequently remeasured. When the conversion option is exercised, the associated liability component and the amounts recognized in equity are transferred to share capital and reserves – premium. If the conversion option of convertible bonds remains unexercised at the maturity date, the amount recognized in equity will be transferred to capital surplus – premium.
Transaction costs that relate to the issuance of the convertible bonds are divided into liability (list the carrying amount of liability) and equity (list in equity) components and in proportion to the respective values of the liability and equity components of the overall instrument.
- Derivatives
The derivative instruments signed by the combined company are structured time deposits, which are for managing its exposure to interest rate risks and foreign
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exchange rate risks.
Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently re-measured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as a financial liability.
If derivatives are embedded in the asset master contract within the scope of IFRS 9, the classification of financial assets is determined by the overall contract. If derivatives are embedded in an asset master contract that is not in the scope of IFRS 9 (e.g., embedded in the master contract of financial liabilities), and if the derivatives embedded meet the definition of a derivative of which their risks and characteristics are not closely related to those of the master contract, and the contracts are not measured at fair value through profit or loss, the derivatives are recognized as separate derivatives.
- (XIV) Revenue Recognition
After the combined company identifies its performance obligations in contracts with customers, it shall amortize the transaction costs to each obligation in the contract and recognize revenue upon satisfaction of performance obligations. Revenue from sales of goods
Revenue is derived from the sales of computer, communication, consumer electronics, automotive components and fitness equipment. Because the customer has the right to use the product when the product is sold, and bears the risk of loss or damage to the product, the combined company recognizes the revenue and accounts receivable at that point.
- (XV) Leases
The combined company assesses whether a contract is (or contains) a lease on the execution date of the contract.
- The combined company is a lessor
Leases in which the lessee assumes substantially all of the risks and rewards of ownership are classified as finance leases. All other leases are classified as operating leases.
When the combined company subleases the right-of-use asset, it determines the classification of the sublease by the right-of-use asset (not the underlying asset). However, if the main lease is a short-term lease where the recognition exemption is applicable for the combined company, the sublease is classified as an operating lease. Under finance leases, lease payments are fixed payments. Net lease investment is measured as the sum of the present value of lease receivables and unguaranteed residual value plus the original direct cost and expressed as finance lease receivable. Financing income is allocated to each accounting period to reflect the fixed rate of return on the unexpired net lease investment of the combined company in each period.
- The combined company is a Lessee
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A right-of-use asset and a lease liability are recognized for all leases at the inception date of such leases, except for leases qualified for recognition exemption, e.g. leases with low-value underlying assets and short-term leases, for which an expense is recognized on a straight-line basis over the lease term.
The right-of-use asset is initially measured at cost (including the original measured amount of the lease liability,) and subsequently measured at cost minus the accumulated depreciation and the accumulated impairment loss and adjusted for the remeasurement of the lease liability. Right-of-use assets are expressed separately in the consolidated balance sheet.
A right-of-use asset is depreciated on a straight-line basis over the period from the lease commencement date to the end of its useful lives, or to the end of the lease term, whichever is earlier.
Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments and in-substance fixed payments. If the interest rate implicit in a lease can be easily determined, the lease payment is discounted at the interest rate. If the interest rate cannot be easily determined, the lessee's incremental borrowing rate of interest shall be used.
Subsequently, lease liabilities are measured at the amortized cost using the effective interest rate method, and interest expense is amortized over the lease term. In the case that future lease payments change as a result of a change in the lease term, the combined company remeasures the lease liability and correspondingly adjusts the right-of-use asset, except in the case when the carrying amount of the right-of-use asset has reduced to zero, in which case any residual remeasured amount shall be recognized in gain or loss. Lease liabilities are expressed separately in the consolidated balance sheet.
- (XVI) Government subsidies
Government subsidies are only recognized when they can be reasonably assured that the combined company will comply with the conditions imposed by government subsidies and that such subsidies will be recognized when received.
If the government subsidy is used to compensate fees or losses that had occurred, or is given to the combined company for the purpose of immediate financial support without related future costs, it can be recognized as income within the collectible period.
(XVII) Cost of Borrowing
The cost of borrowing directly attributable to the acquisition, construction, or production of qualifying assets is recognized as part of the cost of those assets until virtually all necessary activities to prepare the asset for its intended use or sale have been completed. Specific borrowings, if any, that are temporarily invested in investments generating investment income prior to the occurrence of qualifying capital expenditures, are deducted from the borrowing cost eligible for capitalization.
All other borrowing costs, excluding those mentioned above, are recognized in profit or loss in the period in which they are incurred.
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(XVIII) Employee benefits
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Short-term employee benefits Related liabilities for short-term employee benefits are measured by the non-discounted amount expected to be paid in exchange for employee services.
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Benefits after retirement Payments to defined contribution retirement benefit plans are recognized as an expense when employees have rendered service entitling them to the contributions.
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(XIX) Income tax
Income tax expenses are the sum of current income tax and deferred income tax.
- Current income tax
The Group determines the current income (loss) in accordance with the laws and regulations established by each income tax jurisdiction, and calculates the income tax payable (recoverable) on such basis.
A tax is levied on the unappropriated earnings pursuant to the Income Tax Act and is recorded as an income tax expense in the year when the shareholders' meeting resolves to appropriate the earnings.
Adjustments to income tax payable from previous years are recognized in the income tax of current year.
- Deferred income tax
Deferred income tax is calculated based on the temporary difference between the carrying amount of the assets and liabilities and the taxable basis of the taxable income.
Deferred income tax liabilities are generally recognized for all taxable temporary differences and deferred income tax assets are recognized when there are likely to be taxable income for the deductible temporary differences or the carryforward of unused tax losses.
- Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and affiliates, except where the combined 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 these 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 the deferred income tax assets is re-examined at each balance sheet date and the carrying amount is reduced for assets that are no longer likely to generate sufficient taxable income to recover all or part of the assets. Assets that have not been recognized as deferred income tax assets are re-examined at each balance sheet date and the carrying amount is increased for assets that are likely to generate sufficient taxable income to recover all or part of
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the assets.
Deferred income tax assets and liabilities are measured at the tax rate of the period of expected repayment of liabilities or realization of assets. The rate is based on the tax rate and tax laws that have been enacted prior to the balance sheet date or have been substantially legislated. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the combined company expects, at the balance sheet date, to recover or settle the carrying amount of its assets and liabilities.
-
Current and deferred taxes for the year
-
Current and deferred income tax are recognized in gain 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.
If current income or deferred tax arises from business combination, the income tax effects are included in the accounting of business combination.
-
V. Significant Accounting Judgments, Estimates and Key Sources of Uncertainty over Assumptions
-
When a combined company adopts accounting policies, if relevant information is not readily available from other sources, management must make judgments, estimates, and assumptions based on historical experience and other pertinent factors. Actual results may differ from estimates.
When significant accounting estimates are developed by the combined company, the potential impacts of climate change and related government policies and regulations are incorporated into considerations of significant accounting estimates such as cash flow projections, growth rates, discount rates, and profitability. Management will continuously review estimates and underlying assumptions. If a revision to an accounting estimate affects both the current period and future periods, it is recognized in the current period and future periods.
Major Sources of Uncertainty in Estimates and Assumptions
-
(I) Estimated impairment of accounts receivable
-
The estimated impairment of accounts receivable is based on the combined company's assumptions about the probability of default and the loss given default. Merging companies consider historical experience, current market conditions and forward-looking information to make assumptions and select inputs for impairment assessments. Please refer to Note X for important assumptions and input values adopted. If the actual future cash flow is less than the combined company's expectations, significant impairment losses may arise.
-
(II) impairment of inventories
The net realizable value of inventories is the estimated selling price in the normal course of business less the estimated costs to be invested to completion and the estimated costs to complete the sale, which are based on current market conditions and historical sales of similar products Based on experience assessment, changes in market conditions may
28
| significantly affect the results of these estimates. VI. Cash and cash equivalents December 31, 2023 Cash on hand and working capital $ 1,059 Checking accounts and demand deposits 1,213,976 Cash equivalents (investments with original maturity date of less than three months) Bank fixed deposit 243,994 $ 1,459,029 VII. Financial instruments measured at fair value through profit or loss December 31, 2023 Financial assets - Current Mandatorily measured at fair value through profit or loss Mixed financial assets - Structured deposits (I) $- Financial assets - Non-current Designated as fair value through profit and loss Derivatives (hedge unspecified) - Redemption Option $- |
December 31, 2022 $ 1,165 1,065,450 411,076 $ 1,477,691 December 31, 2022 $ 177,240 $ 17,600 |
|---|---|
- (I) In 2022, the combined company signed a 3~12 month structured time deposit contract with the bank. The structured deposits include an embedded derivative that is not closely related to the main contract. Because the main contract included in the hybrid contract is an asset within the scope of IFRS 9, the overall hybrid contract evaluation is mandatory to be classified as fair value through profit or loss.
VIII.Financial assets at amortized cost
| ancial assets at amortized cost | ||
|---|---|---|
| Current Domestic investment Bank deposits - restricted Time deposit with original maturity over 3 months Time deposit with original maturity over 3 months Non-Current Domestic investment Time deposits with original maturity over one year |
December 31, 2023 $ 6,341 $ 160,454 $ 166,795 $ 43,352 |
December 31, 2022 $ 47,303 $ 212,997 $ 260,300 $ 44,094 |
Please refer to Note 36 for information on the pledge of financial assets measured at amortized cost.
29
IX. Credit Risk Management for Debt Instruments
All debt instruments invested by the combined company are financial assets measured at amortized cost.
| amortized cost. | |||
|---|---|---|---|
| Total carrying amount Loss allowance Amortized cost |
December 31, 2023 measured at amortized cost. $ 210,147 $- $ 210,147 |
December 31, 2022 | |
| measured at amortized cost. |
|||
| $ 304,394 $- $ 304,394 |
To mitigate credit risk, the management of the combined company shall perform credit rating assessments to assess the default risk of debt instrument investment institutions. For credit rating items which lacks external rating information, appropriate internal rating shall be given by referencing public financial information. The combined company continuously tracks information such as material information from the financial institutions to monitor changes in the credit risk of the debt instruments it has invested in, and evaluates whether the credit risk of the debt instrument investments has increased significantly since its original recognition.
The combined company takes stock of the historical default records and current financial conditions of financial institutions provided by the internal credit rating team, so as to measure the 12-month expected credit loss or the lifetime expected credit loss of the debt instrument investment.
The combined company’s current credit risk rating mechanism and the total carrying amount of investments in debt instruments at each credit rating are as follows:
| Credit Rating Normal |
Definition The debtor has a low credit risk and is fully capable of paying off contractual cash flows. |
Basis of Recognition of Expected Credit Losses |
|---|---|---|
| 12-month expected credit losses |
The total book value of each credit rating debt instrument investment and the applicable expected credit loss rate are as follows:
| expected credit | loss rate are as follows: | |||
|---|---|---|---|---|
| Credit Rating | Expected credit loss rate |
Total carrying amount | ||
Measured at amortized cost |
||||
| December 31, 2023 December 31, 2022 | ||||
| Normal | 0% | $ 210,147 | $ 304,394 |
30
| X. | Notes receivable, accounts receivable and other receivables December 31, 2023 Notes receivable-operating Measured at amortized cost Total carrying amount $ 5,181 Deduct: Loss allowance - $ 5,181 Accounts receivable Measured at amortized cost Total carrying amount $ 1,489,273 Deduct: Loss allowance ( 24,493) $ 1,464,780 Other receivables Others $ 23,736 |
Notes receivable, accounts receivable and other receivables December 31, 2023 Notes receivable-operating Measured at amortized cost Total carrying amount $ 5,181 Deduct: Loss allowance - $ 5,181 Accounts receivable Measured at amortized cost Total carrying amount $ 1,489,273 Deduct: Loss allowance ( 24,493) $ 1,464,780 Other receivables Others $ 23,736 |
Notes receivable, accounts receivable and other receivables December 31, 2023 Notes receivable-operating Measured at amortized cost Total carrying amount $ 5,181 Deduct: Loss allowance - $ 5,181 Accounts receivable Measured at amortized cost Total carrying amount $ 1,489,273 Deduct: Loss allowance ( 24,493) $ 1,464,780 Other receivables Others $ 23,736 |
December 31, 2022 | December 31, 2022 |
|---|---|---|---|---|---|
Notes receivable-operating Measured at amortized cost Total carrying amount Deduct: Loss allowance Accounts receivable Measured at amortized cost Total carrying amount Deduct: Loss allowance Other receivables Others |
|||||
| $ 1,543 - $ 1,543 $ 1,895,360 ( 28,194) $ 1,867,166 $ 22,691 |
Note receivables and account receivables
The average credit granting period for product sales of combined company is 150 days. The combined company adopts a policy of treating transactions with counterparties approved by the company's credit ratings assessment and where necessary, sufficient collateral is obtained to mitigate the risk of financial losses arising from defaults. The combined company shall use publicly obtainable financial information and past transaction records to grade main customers. The combined company continues to monitor credit risk exposure and the credit ratings of counterparties, and diversify total transaction amounts among qualified customers. It also controls credit risk exposure through reviews and credit line approval by the management.
The combined company recognizes loss allowance for accounts receivable in accordance with lifetime expected credit loss. Lifetime expected credit losses are calculated based on the bad debt provision matrix which accounts for the customer's past default records, current financial status, and economic conditions in the industry. GDP forecasts and the outlook of the industry are also considered. The combined company separates individual customers into different risk groups and recognizes loss allowance based on the expected loss rate of each group.
The combined company has no notes receivable that are overdue but for which allowance has not been recognized as of the balance sheet date, and considering that no impairment has occurred in the past, the expected credit impairment loss rate of notes receivable is set at 0%.
The combined company writes off accounts receivable when there is information indicating that the debtor is experiencing severe financial difficulty and there is no realistic prospect of recovery of the receivables. For accounts receivable that have been written off, the combined company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in gain or loss.
31
Measurement of loss allowance for notes receivable and accounts receivable based on provisional matrix by the combined company is as follows: December 31, 2023
| December 31, | 2023 | |||||||
|---|---|---|---|---|---|---|---|---|
| Expected credit loss rate Total carrying amount Loss allowance (lifetime expected credit loss) Amortized cost |
Not overdue |
1 - 60 days overdue |
61 - 120 days overdue 0%~18.36% $ 33,937 ( 409) $33,528 |
121 - 180 days overdue |
181 - 240 days overdue |
241 - 365 days overdue |
Overdue over 365 days |
Total |
| 0%~0.16% $ 1,169,222 ( 209) |
0%~4.72% $ 255,666 ( 3,487) |
0%~31.41% $ 16,124 ( 3,474) |
0%~47.31% $ 366 ( 122) |
0%~94.96% $ 7,532 ( 5,705) |
64.73%~100% $ 11,607 ( 11,087) |
$1,494,454 ( 24,493) |
||
| $1,169,013 | $252,179 |
$12,650 |
$244 |
$1,827 |
$520 |
$1,469,961 |
December 31, 2022
| December 31, | 2022 | |||||||
|---|---|---|---|---|---|---|---|---|
| Expected credit loss rate Total carrying amount Loss allowance (lifetime expected credit loss) Amortized cost |
Not overdue |
1 - 60 days overdue |
61 - 120 days overdue 0%~23.25% $ 226,284 (1,773) $224,511 |
121 - 180 days overdue |
181 - 240 days overdue |
241 - 365 days overdue |
Overdue over 365 days |
Total |
| 0%~1.55% $ 1,151,242 (974) |
1%~23.46% $ 220,059 (1,813) |
0%~34.39% $ 269,512 (6,076) |
0%~48.4% $ 3,819 (2,387) |
0%~90.37% $ 16,624 (6,095) |
34.5%~100% $ 9,363 (9,076) |
$ 1,896,903 (28,194) |
||
| $1,150,268 | $218,246 | $263,436 | $1,432 | $10,529 | $287 | $1,868,709 |
Changes in loss allowance for accounts receivable are as follows:
| XI. | Opening balance Addtion: Impairment loss provision for the year Deduct: Amounts actual written off Deduct: Reversal impairment loss of the year Foreign currency translation differences Balance at the end of the year Finance lease receivables Undiscounted lease payments Year 1 Year 2 Year 3 Less: unearned finance income Lease payment receivable Net investment in a lease (expressed as finance lease receivables) |
2023 $ 28,194 - ( 1,025) ( 2,475) ( 201) $ 24,493 December 31, 2023 $ - - - - - - $- |
2022 | |
|---|---|---|---|---|
| $ 15,564 11,910 - - 720 $ 28,194 December 31, 2022 $ 1,978 - - 1,978 ( 19) 1,959 $ 1,959 |
||||
32
The combined company sub-leased part of the leased plant in 2019 and received a fixed lease payment annually. Since the remaining period of the main lease was fully sub-leased, it was classified as a finance lease.
The interest rate implicit in a lease during the lease period will not change after a determination on the contract date. The interest rate implicit in the finance lease as of Dec. 31, 2022 is 5% per annum.
The combined company measures the loss allowance of finance lease receivables based on lifetime expected credit losses. Finance lease payment receivables are pledged by leased equipment. As of the balance sheet date, there were no overdue outstanding finance lease receivables. At the same time, considering counterparties' past default records, the future development of the relevant industry of the subject if the lease and the value of collateral, the combined company deemed that no impairment has occurred for the above financial lease payment receivable.
XII. Inventories
| lease payment receivable. nventories |
|||
|---|---|---|---|
| Finished goods Work-in-progress Raw materials |
December 31, 2023 $ 279,481 288,916 244,661 $ 813,058 |
December 31, 2022 | |
| $ 322,601 270,838 331,542 $ 924,981 |
The nature of cost of goods sold is as follows:
| Cost of inventory sold Loss of inventory falling price |
2023 $ 3,440,735 7,997 $ 3,448,732 |
2022 | |||
|---|---|---|---|---|---|
| $ 4,695,944 12,879 $ 4,708,823 |
|||||
33
XIII.Subsidiaries
Subsidiaries included in the consolidated financial reports
The entities involved in the preparation of the Consolidated Financial Statements are listed as follows:
| as follows: | ||||
|---|---|---|---|---|
| Investor company | Name of subsidiaries Lemtech Global Solution Co. Ltd. (formerly Super Solution Co., Ltd., hereinafter referred to as "Global Solution") Lemtech Precision Material (China) Co., Ltd (China) (hereinafter referred to as "Lemtech Precision Material") Zhenjiang Emtron Surface Treatment Limited Company (hereinafter referred to as "Emtron Company") LemTech Global Industries Ltd. (hereinafter referred to as " LemTech Global Industries") Lemtech Industrial Services Ltd (hereinafter referred to as "LIS") Lemtech International Limited(original name is Lemtech Cooling System Limited, rename on July 13, 2022.hereinafter referred to as "LIL") Lemtech-Eahwa Precision Technonlogy Co.,Ltd. ( hereinafter referred to as " Lemtech-Eahwa Precision ") Lemtech Precision Material (China) Co., Ltd (China) (hereinafter referred to as "Lemtech Precision Material") Lemtech Precision Engineering (Tianjin) Co., Ltd (hereinafter referred to as " Lemtech Precision Engineering ") Lemtech Mexico, S.A. DE C.V. (hereinafter referred to as " Lemtech Mexico e") Lemtech Energy Solutions Corporation (Taiwan) (hereinafter referred to as "Lemtech Energy Solutions Corporation") Kunshan Lemtech Electronics Technology Co., Ltd. (hereinafter referred to as "Lemtech Electronics Company") Lemtech Electronics Technology (Changshu) Co., Ltd. (hereinafter referred to as Lemtech Electronics Technology (Changshu) Lemtech Mexico, S.A. DE C.V. (hereinafter referred to as " Lemtech Mexico e") |
Business activities | Percentage of equity interest held December 31, 2023 December 31, 2022 100 100 0.19 0.19 100 100 100 100 57 57 100 100 42 40 99.81 99.81 51 51 99.96 - 100 100 100 100 100 100 0.04 - |
Description |
| December 31, 2023 |
||||
| Lemtech Holdings Co., Limited. Lemtech Holdings Co., Limited. Lemtech Holdings Co., Limited. Lemtech Holdings Co., Limited. Lemtech Holdings Co., Limited. Lemtech Holdings Co., Limited. Lemtech Holdings Co., Limited. Global Solution Global Solution Global Solution LIL LIL LIL LIL |
Investment holding companies Production and design of various types of fine blanking die, non-metal die-casting toolings, computer connectors, computer cooling modules and other new electronic plug-ins, sales of self-produced products, etc. Surface treatment of mechanical, electronic and automotive components Manufacturing and wholesale of electrical appliances, audio-visual products, other motors and electronic mechanical equipment, automobiles and their parts, and other optical and precision machinery Sales of electronics and computer peripheral component Investment holding companies Manufacturing and wholesale of electrical appliances, audio-visual electronic products, other electrical and electronic mechanical equipment, automobiles and their parts, and other optical and precision machinery Production and design of various types of fine blanking die, non-metal die-casting toolings, computer connectors, computer cooling modules and other new electronic plug-ins, sales of self-produced products, etc. Manufacturing of auto parts and accessories; mold manufacturing; manufacturing of metal parts for construction; manufacturing of mobile terminal equipment; manufacturing of communication equipment; manufacturing of computer hardware and software and peripheral equipment; manufacturing of electronic components; sales of mechanical parts and parts; sales of molds; Retailing of components; sales of metal fittings for construction Manufacturing of auto parts and accessories; mold manufacturing; manufacturing of metal parts for construction; manufacturing of mobile terminal equipment; manufacturing of communication equipment; manufacturing of computer hardware and software and peripheral equipment; manufacturing of electronic components; sales of mechanical parts and parts; sales of molds; Retailing of components; sales of metal fittings for construction Manufacturing and wholesale of mechanical equipment, dies, electrical appliances and audio-visual products, other motors and electronic mechanical equipment, automobiles and their parts, and other optical and precision equipment R&D, manufacturing of electronic components, special electronic materials, and thermal modules, sales of self-produced products, and wholesale, import and export of products similar to those produced by the company and their raw materials and mechanical equipment Electronic component manufacturing, electronic component wholesale, electronic special material manufacturing, electronic special material sales, electronic special material research and development, lighting equipment manufacturing, lighting equipment sales, manufacturing of auto parts and accessories, manufacturing of solar equipment and components, sales of solar equipment and components, manufacturing of computer software and hardware equipment, sales of communication equipment Manufacturing of auto parts and accessories; mold manufacturing; manufacturing of metal parts for construction; manufacturing of mobile terminal equipment; manufacturing of communication equipment; manufacturing of computer hardware and software and peripheral equipment; manufacturing of electronic components; sales of mechanical parts and parts; sales of molds; Retailing of components; sales of metal fittings for construction |
100 0.19 100 100 57 100 42 99.81 51 99.96 100 100 100 0.04 |
On November 23, 2009, all shares were obtained by a stock swap. Combined LDC Precision Engineering Co., Ltd (Kunshan) on March 17, 2010. Acquired on January 22nd, 2019. (Note 1) Established on May 13, 2021 Established on June 12, 2019, and funds remitted for the shares on August 22, 2019. Established on March 24, 2022. Combined LDC Precision Engineering Co., Ltd (Kunshan) on March 17, 2010. (Note 2) Established on February 11, 2022, and funds remitted for the shares on May 19, 2022. (Note 3) Established on January 2023, Investment funds were remitted on February 15, 2023. Acquired on July 1st, 2019. Established on October 9, 2019, and funds remitted for the shares on December 3, 2019. Established on September 24, 2020, and remitted share funds on October 26, 2020. Established on January 2023, Investment funds were remitted on February 15, 2023. |
(Continued)
34
(Continued from previous page)
| Investorcompany | Name ofsubsidiaries | Business activities | Percentage of equity interest held |
Percentage of equity interest held |
Description |
|---|---|---|---|---|---|
| December 31,2023 |
December 31,2022 |
||||
| Lemtech Precision Material Lemtech Precision Material Lemtech Precision Material Lemtech Precision Material Lemtech HK LIS |
LDC Precision Engineering Co., Ltd. (hereinafter referred to as "LDC Company") Lemtech Technology Limited (hereinafter referred to as "Lemtech HK") Lemtech Precision Material (CZECH)s.r. o. (hereinafterreffered to as Lemtech CZ) Lemtech Precision Engineering (Tianjin) Co., Ltd (hereinafter referred to as " Lemtech Precision Engineering ") Lemtech USA Inc. (hereinafter referred to as "Lemtech USA") Kunshan Lemtech Slide Technology Co., Ltd. (China) (hereinafter referred to as "Lemtech Slide Company") |
Manufacturing and wholesale of electrical appliances, audio-visual products, other motors and electronic mechanical equipment, automobiles and their parts, and other optical and precision machinery Sales of automotive, electronics and computer peripheral parts Manufacture of automotive parts (sunroof, brakes, seat belts, airbags, etc.) and assemblies (drive shafts for steering wheel, etc.), supply of consumer electronics parts and server product Manufacturing of auto parts and accessories; mold manufacturing; manufacturing of metal parts for construction; manufacturing of mobile terminal equipment; manufacturing of communication equipment; manufacturing of computer hardware and software and peripheral equipment; manufacturing of electronic components; sales of mechanical parts and parts; sales of molds; Retailing of components; sales of metal fittings for construction U.S. business development, business information collection, provision of market intelligence and industry information Design and production of slide rails, shafts and related accessories, and sales of self-produced products, etc. |
100 100 100 49 100 100 |
100 100 100 49 100 100 |
Established on May 10, 2010. Established on April 9, 2014. Operations began on January 1, 2017. Established on February 11, 2022, and funds remitted for the shares on May 19, 2022. (Note 3) Established on May 31, 2013. Established on July 21, 2016. |
Note
-
The combined company repurchased the remaining shares of Emtron Company for NT$14,205,000 on February 15, 2022.
-
The combined company acquired the shares held by minority shareholders of Emtron Company in July 2023, resulting in an increased ownership stake. The combined company holds 42% of the shares of Emtron Company. As its representation on the board of directors exceeds half, it is deemed to possess substantial control over the relevant activities of Emtron Company. Therefore, it is classified as a subsidiary.
-
The combined company established Lemtech Precision Engineering on February 11, 2022 with the capital contribution of Global Solution and Lemtech Precision Material, holding 51% and 49% of the shares respectively.
XIV. Investment using equity method
| Investment using equity method | |||
|---|---|---|---|
| Affiliates not individually significant Aapico Lemtech (I) Keycore Technology Corp. (II) |
December 31, 2023 $ 25,201 19,310 $ 44,511 |
December 31, 2022 | |
| $ 31,056 19,294 $ 50,350 |
- (I) The combined company signed an investment agreement with Thai listed company Aapico Hitech Plc. (AH: TB) on February 1, 2013, invested in cash, and jointly established Aapico Lemtech (Thailand) Co. on March 1, 2013. , Ltd. (hereinafter referred to as "Aapico Lemtech"). In accordance with the company's operating plan, on June 30, 2016, the combined company adjusted the equity held of Aapico Lemtech, the holding is assigned to Global Solution to Lemtech HK.
35
-
(II) The combined company signed an investment agreement with Keycore Technology Corp. on October 6, 2022 and made a cash contribution to acquire 28.42% of the equity of Keycore Technology Corp. on October 6, 2021.
-
(III) The combined company the percentage of ownership, equities, and voting rights of the combined company in affiliated companies on the balance sheet date are as follows:
| Name Aapico Lemtech Keycore Technology Corp. |
Business activities R&D, production, manufacturing and assembly of automotive, electronics and computer peripheral parts Electronic component manufacturing, general instrument manufacturing, energy technology services, biotechnology services and research and development services, etc. |
Principal place of business Thailand Taiwan |
Percentage of Ownership and Votes | Percentage of Ownership and Votes |
|---|---|---|---|---|
| December 31, 2023 40% 28.42% |
December 31, 2022 |
|||
| 40% 28.42% |
Please refer to Attachment 6 for the aforementioned associates' nature of business, main business premises, and countries of registration.
36
XV.Real estate, Plant and Equipment
| Real estate, Plant and Equipment | |||
|---|---|---|---|
| For self-use For self-use |
December 31, 2023 $ 1,542,958 |
December 31, 2022 | |
| $ 1,394,179 |
| For self-use | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Cost Balance as of January 1, 2023 Addition Disposal Reclassification Net exchange differences Balance as of December 31, 2023 Accumulated depreciation and impairment Balance as of January 1, 2023 Depreciation expense Disposal Reclassification Net exchange differences Balance as of December 31, 2023 Net amount as of De. 31, 2023 |
Land | Buildings | Machinery equipment |
Transportation equipment |
Office equipment |
Leasehold improvements |
Other Equipment |
Unfinished constructions and equipment to be tested |
Total |
| $ 41,716 - - - - |
$ 486,642 2,210 ( 186 ) 381 ( 7,895) |
$ 1,614,822 77,727 ( 19,661 ) 59,098 ( 24,050) |
$ 31,360 4,356 ( 5,846 ) - ( 486) |
$ 46,800 3,521 ( 2,045 ) 1,485 ( 652) |
68,778 17,825 - 11,836 ( 1,037) |
$ 413,374 123,309 ( 2,318 ) ( 32,925 ) ( 8,221) |
$ 18,963 236,369 - ( 74,127 ) ( 2,317) |
$ 2,722,455 465,317 ( 30,056 ) ( 34,252 ) ( 44,658) |
|
| $41,716 | $481,152 |
$1,707,936 |
$29,384 |
$49,109 | $97,402 |
$493,219 |
$178,888 |
$3,078,806 | |
| $ - - - - - |
$ 155,051 26,361 ( 62 ) - ( 3,076 ) |
$ 756,378 154,568 ( 15,408 ) - ( 13,724) |
$ 26,068 2,679 ( 5,817 ) - ( 358 ) |
$ 37,560 4,072 ( 1,938 ) 74 ( 529 ) |
$ 18,023 14,221 - ( 61 ) ( 336 ) |
$ 335,196 69,516 ( 1,089 ) ( 15,163 ) ( 6,358 ) |
$ - - - - - |
$ 1,328,276 271,417 ( 24,314 ) ( 15,150 ) ( 24,381) |
|
| $ - | $178,274 | $881,814 |
$22,572 |
$39,239 | $31,847 |
$382,102 |
$ - |
$1,535,848 | |
| $41,716 | $ 302,878 | $ 826,122 | $ 6,812 |
$ 9,870 | $ 65,555 | $111,117 | $178,888 | $1,542,958 |
| Cost Balance as of January 1, 2022 Addition Disposal Reclassification Net exchange differences Balance as of December 31, 2022 Accumulated depreciation and impairment Balance as of January 1, 2022 Depreciation expense Disposal Reclassification Net exchange differences Balance as of December 31, 2022 Net amount as of Dec 31, 2022 |
Land | Buildings | Machinery equipment |
Transportation equipment |
Office equipment |
Leasehold improvements |
Other Equipment |
Unfinished constructions and equipment to betested |
Total |
|---|---|---|---|---|---|---|---|---|---|
| $ - 41,716 - - - |
$ 494,455 13,680 ( 27,986 ) ( 661 ) 7,154 |
$ 1,166,177 281,207 ( 1,654 ) 140,166 28,926 |
$ 30,168 2,178 ( 1,483 ) 77 420 |
$ 41,265 3,372 ( 1,487 ) 2,918 732 |
$ 27,929 11,309 - 27,500 2,040 |
$ 501,653 68,547 ( 1,173 ) ( 161,064 ) 5,411 |
$ 65,702 20,231 ( 60,786 ) ( 6,853 ) 669 |
$ 2,327,349 442,240 ( 94,569 ) 2,083 45,352 |
|
| $41,716 | $486,642 | $1,614,822 |
$ 31,360 |
$46,800 | $ 68,778 | $413,374 | $18,963 |
$2,722,455 | |
| $ - - - - |
$ 136,800 25,471 ( 8,979 ) ( 96 ) 1,855 |
$ 562,462 134,196 ( 362 ) 48,016 12,066 |
$ 23,387 3,854 ( 1,483 ) - 310 |
$ 31,730 4,032 ( 1,484 ) 2,674 608 |
$ 1,063 10,534 - 5,862 564 |
$ 325,129 62,957 ( 305 ) ( 56,456 ) 3,871 |
$ - - - - - |
$ 1,080,571 241,044 ( 12,613 ) - 19,274 |
|
| $ - | $155,051 |
$ 756,378 |
$26,068 | $ 37,560 | $18,023 | $ 335,196 | $ - | $1,328,276 |
|
| $41,716 | $331,591 |
$858,444 |
$5,292 |
$ 9,240 | $50,755 |
$78,178 |
$18,963 |
$1,394,179 |
In 2023 and 2022, No impairment losses have been recognised or reversed.
Depreciation expenses are calculated on a straight-line basis according to the following durable years:
| s: | |
|---|---|
| Buildings | |
| Plant main building | 20 years |
| Other projects | 5 years |
| Machinery equipment | 3 ~10 years |
| Office equipment | 2~5 Years |
| Transportation equipment | 3~5 years |
| Leasehold improvements | 3~15 years |
| Other Equipment | 2~10 years |
"Please refer to Note 36 for the amount of real estate, factories, and equipment set as collateral for borrowings."
37
XVI. Lease Agreement
(I)Right-of-use assets
| Agreement ight-of-use assets |
|||
|---|---|---|---|
| Carrying value of right-of-use assets Land Buildings Transportation equipment Addition to right-of-use assets Depreciation expenses of right-of-use assets Land Buildings Transportation equipment |
December 31, 2023 $ 70,787 241,643 6,075 $ 324,505 2023 $ 104,791 $ 2,227 61,726 2,836 $ 66,789 |
December 31, 2022 | |
| $ 80,321 200,860 5,539 |
|||
$ 286,720 |
|||
2022 |
|||
| $ 133,943 | |||
$ 2,230 50,785 2,750 |
|||
$ 55,765 |
Apart from the additional additions and recognized depreciation expenses listed above, there was no impairment of the right-of-use assets of the combined company during the fiscal years ended December 31, 2023, and 2022.
The right-of-use asset includes long-term prepaid rent for leased land in China, and the combined company has obtained certificate for the land use rights of such land.
(II) Lease liabilities
| Lease liabilities | |||
|---|---|---|---|
| Carrying amount of lease liabilities Current Non-current |
December 31, 2023 $ 65,905 $ 182,798 |
December 31, 2022 | |
| $ 48,652 $ 163,145 |
The discount rate intervals for lease liabilities are as follows:
| Buildings Transportation equipment |
2023 0.85%~5.00% 1.00%~3.16% |
2022 |
|---|---|---|
| 0.85%~5.00% 1.00%~3.16% |
(III) Important Leasing Activities and Terms
The combined company rent certain land, buildings, and transportation equipment as plant, office, and office use by employees. The lease period is 1 to 50 years. At the end of the lease term, the combined company has no preferential right to take over the leased building.
38
(IV) Sublease
For information on subleasing, please refer to Note 11.
(V) Other lease information
| Other lease information | ||||
|---|---|---|---|---|
| Expense on short-term leases of low-value assets Total cash outflow from lease |
2023 $ 15,178 $ 93,152 |
2022 | ||
| $ 16,545 $ 82,763 |
The combined company chooses to apply the recognition exemption for leases that qualify for low-value asset leases, and does not recognize related right-of-use assets and lease liabilities for such leases.
XVII. Investment property
The lease period for investment real estate is 2~4 years. The lessee does not have the preferential right to purchase the real estate at the end of the lease period.
Investment real estate is accrued on a straight-line basis based on the following service life:
| e: | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Plant main building cost Balance as of January 1, 2023 Addition Balance as of December 31, 2023 Accumulated depreciation and impairment Balance as of January 1, 2023 Depreciation expense Balance as of December 31, 2023 Net amount as of December 31, 2023 cost Balance as of January 1, 2022 Addition Balance as of December 31, 2022 Accumulated depreciation and impairment Balance as of January 1, 2022 Depreciation expense Balance as of December 31, 2022 Net amount as of December 31, 2022 |
Land $ 757,398 - $ 757,398 $ - - $ - $ 757,398 $ 757,398 - |
30 years Plant main building $ 244,646 - $ 244,646 $ 5,437 8,155 $ 13,592 $ 231,054 $ - $ 244,646 |
total $ 1,002,044 - $ 1,002,044 $ 5,437 8,155 $ 13,592 $ 988,452 $ - $ 1,002,044 |
|||||||||
| $ 757,398 | $ 244,646 | $ 1,002,044 | ||||||||||
| $ - - $ - $ 757,398 |
$ - 5,437 $ 5,437 $ 239,209 |
$ 5,437 5,437 $ 5,437 $ 996,607 |
39
The fair value of the investment property on December 31, 2023 has not been evaluated by an independent appraiser, and is only measured by the management of the combined company using the evaluation model commonly used by market participants with the third-level input value. The evaluation refers to the market evidence of similar real estate transaction prices, and the fair value obtained from the evaluation is as follows :
| Fair value | December 31, 2023 $ 1,084,736 |
December 31, 2022 | December 31, 2022 |
|---|---|---|---|
| $ 1,088,182 |
The total lease payment to be received in the future for leasing investment property under operating lease is as follows :
under operating lease is as follows: |
|||
|---|---|---|---|
| 1st year 2nd year 3rd year 4th year 5th year |
December31,2023 $ 41,889 28,706 23,167 12,946 9,900 $ 116,608 |
December31,2022 | |
| $ 35,365 26,502 14,948 14,948 7,988 $ 99,751 |
The amount of investment properties set as collateral for borrowings, please refer to Note 36.
XVIII. Goodwill
| oodwill | ||||
|---|---|---|---|---|
| Cost Opening balance Net exchange differences Balance at the end of the year Accumulated impairment losses Opening balance Recognized Impairment of the Year Balance at the end of the year Net balance at the end of the year |
2023 $ 82,490 - $ 82,490 $ 10,000 68,155 $ 78,155 $ 4,335 |
2022 | ||
| $ 82,062 428 $ 82,490 |
||||
$ 10,000 - $ 10,000 |
||||
$ 72,490 |
The combined company acquired Zhenjiang Emtron Surface Treatment Limited on January 22, 2019, gained goodwill of NT$78,155 thousand, which is mainly due to the benefits expected from a stable production supply chain of automotive components in China.
Due to the impact of the Covid-19 epidemic and the unsatisfactory market development, the combined company was unable to adjust its sales strategy in a timely manner, resulting in a less than expected growth in actual operating income after the combiner. It was assessed that the recoverable amount of Zhenjiang Emtron Surface Treatment Limited was less than the book amount, so it was recognized in 2023. Goodwill impairment loss of 68,155 thousand
The recoverable amount of Zhenjiang Emtron Surface Treatment Limited is determined
40
on the basis of value in use. The cash flow estimate of the financial budget for the next 5 years approved by the management of the combined company is calculated using the annual discount rate of 14.34%. The cash flow over 5 years is 6.1%. % growth rate extrapolation. Other key assumptions include estimated operating income and gross profit on sales, which are based on the past operations of the cash-generating unit and management's expectations on the market.
The combined company acquired Lemtech Energy Solutions Corporation on July 1, 2019, gained goodwill of NT$4,585 thousand, which was mainly due to the benefits expected from the production and sales of server cooling products in Taiwan.
41
XIX. Other Intangible Assets
| her Intangible Assets | |||
|---|---|---|---|
| Cost Balance as of January 1, 2023 Separate acquisition Disposal Net exchange differences Balance as of Dec. 31, 2023 Accumulated amortization and impairment Balance as of January 1, 2023 Amortization Disposal Net exchange differences Balance as of Dec. 31, 2023 Net profit as of Dec. 31, 2023 Cost Balance as of January 1, 2022 Separate acquisition Disposal Net exchange differences Balance as of Dec. 31, 2022 Accumulated amortization and impairment Balance as of January 1, 2022 Amortization Disposal Net exchange differences Balance as of Dec. 31, 2022 |
Computer software cost $ 64,627 5,687 ( 9,387) ( 832) $ 60,095 ($ 44,243) ( 8,998) 9,387 681 ($ 43,173) $ 16,922 $ 58,010 6,314 ( 504) 807 $ 64,627 ($ 36,798) ( 7,493) 504 ( 456) ($ 44,243) $ 20,384 |
Fair value of franchises and customer relationships $ 26,811 - - - $ 26,811 ($ 20,719) ( 5,235) - - ($ 25,954) $ 857 $ 26,811 - - - $ 26,811 ($ 15,478) ( 5,241) - - ($ 20,719) $ 6,092 |
Total |
$ 91,438 5,687 ( 9,387) ( 832) |
|||
$ 86,906 |
|||
($ 64,962) ( 14,23) 9,387 681 |
|||
($ 69,127) |
|||
$ 17,779 |
|||
$ 84,821 6,314 ( 504) 807 |
|||
$ 91,438 |
|||
($ 52,276) ( 12,734) 504 ( 456) |
|||
($ 64,962) |
|||
$ 26,476 |
Amortized expenses were calculated on a straight-line basis over estimated useful lives listed as follows:
Computer software 1~10 year(s) Fair value of franchises and customer relationships 5 years
42
XX.Other Assets
| er Assets | |||
|---|---|---|---|
| Current Prepayments Prepayments for goods Purchase taxes/overpaid sales tax Other prepayments Other current assets Temporary payments Payment on behalf Non-current Prepayments for equipment Refundable deposit |
December 31, 2023 $ 14,076 25,431 42,652 $ 82,159 $ 665 $ 2 $ 667 $ 229,922 10,277 $ 240,149 |
December 31, 2022 $ 10,252 26,244 46,321 $ 82,817 $ 5,401 $- $ 82,817 $ 102,097 9,460 $ 111,557 |
|
| $ 10,252 26,244 46,321 |
|||
$ 82,817 |
|||
$ 5,401 $- |
|||
| $ 82,817 | |||
$ 102,097 9,460 |
|||
$ 111,557 |
XXI. Loans
- (I) Short-term loans
| ns Short-term loans |
|||
|---|---|---|---|
| Unsecured loans Line of credit loans (1) |
December 31, 2023 $ 817,712 |
December 31, 2022 | |
| $ 774,774 |
-
(1)The interest rates of bank revolving loans were 1.0% to 6.27% and 1.3% to 6.27% on December 31, 2023 and 2022, respectively.
-
(II) Loans long-term loans
| ) Loans long-term loans | |||
|---|---|---|---|
| Secured loans Bank loans (1) |
December 31, 2023 $ 850,000 |
December 31, 2022 | |
| $- |
- (1) The bank loan is secured by the mortgage of the combined company’s own land and buildings (see Note 36). The maturity date of the loan is October 30, 2030. As of December 31, 2023, the effective annual interest rate is 2.1937%.
XXII. Bond Payables
| nd Payables | ||
|---|---|---|
| The fourth domestic unsecured convertible corporate bond Less: Discount on corporate bonds payable Less: Corporate bonds due within one year |
December 31, 2023 $ 18,100 ( 187) ( 17,913) $- |
December 31, 2022 |
| $ 1,600,000 ( 36,894) ( 1,563,696) |
||
| $- |
The fourth domestic unsecured convertible corporate bond
We issued 16 thousand units of unsecured convertible bonds in NTD in Taiwan on
43
October 18, 2021 with a nominal amount of NT$100 thousand per unit and an interest rate of 0%, issued at a premium of 100.5% of the par value, or NT$ 1,600,000 thousand; the total amount received is NT$1,608,000 thousand.
-
(1) Each unit of corporate bondholders has the right to convert the Company's converted corporate bonds into common stock of the Company. The conversion period is from January 27,2022 to October 26, 2024.
-
(2) Where the abovementioned corporate bonds are not converted during the conversion period, the outstanding corporate bonds will redeemed in cash at par value on October 26, 2024.
-
(3) At the end of two years from the issuance date (October 26, 2023), bondholders have the right to sell the bonds back to the company at par value.
The equity component is recorded in capital surplus-stock options under equity. The equity component is initially recognized at the effective interest rate of 1.26%.
| Issue price (minus transaction cost NT$ 5,695 thousand) Equity component (less transaction cost allocated to equity of NT$ 211 thousand) Financial liability Liability component (less the liability transaction cost of NT$ 5,492 thousand) Liability component as of January 1, 2023 Interest calculated at effective interest rate 1.26% Selling back corporate bonds Liability component as of December 31, 2022 Deduct: corporate bonds due within one year Liability component as of January 1, 2022 Interest calculated at effective interest rate 1.26% Liability component as of December 31, 2022 Deduct: corporate bonds due within one year |
$ 1,602,305 ( 59,309) ( 2,408) $ 1,540,588 $ 1,563,696 16,183 ( 1,561,966) 17,913 17,913 $- $ 1,544,106 19,590 1,563,696 ( 1, 563,696) $ - |
|---|---|
As of December 31, 2023, a total par value of 1,581,900 thousand has been sold back.
XXIII. Note Payables and Account Payables
| ote Payables and Account Payables | |||
|---|---|---|---|
| Notes Payable Arising from operations Accounts Payable Arising from operations |
December 31, 2023 $ 118,305 $ 892,220 |
December 31, 2022 | |
| $ 189,312 $ 841,896 |
The average credit period for Accounts Payable is approximately 120 days, and interest is not added to Accounts Payable. The combined company has established financial risk management policies to ensure that all payables are paid within the pre-agreed credit terms.
44
XXIV. Other Liabilities
| XXIV. Other Liabilities | ||||
|---|---|---|---|---|
| Current Other payables Equipment payment and construction payment payable Payroll and bonus payable Benefits payable Remuneration payable to employees, directors and supervisors Customs and logistics fees payables Cash dividends distributed by the Company payables Provision for litigation compensation payable (Note 27) Others Other liability Temporary payment Others XXV. Equity (I)Share capital Common shares Authorized shares (in thousands shares) Authorized capital stock Number of shares issued and fully paid (in thousand shares) Issued capital |
December 31, 2023 $ 12,540 94,570 1,258 35,340 26,404 54,390 14,956 123,147 $ 362,605 $ 362 19,909 $ 20,271 December 31, 2023 100,000 $ 1,000,000 62,293 $ 621,928 |
December 31, 2022 | ||
| $ 19,534 81,836 1,538 39,426 24,248 31,250 - 95,951 $ 293,783 $ 119 16,930 $ 17,049 December 31, 2022 |
||||
| 100,000 $ 1,000,000 62,193 $ 621,928 |
||||
The board of directors resolved to write off the treasury shares of 328 thousand shares on August 26, 2022, of which NT$10 per share. The base date of the capital reduction was August 26, 2022, and the paid-in share capital after the capital reduction was NT$ 621,928 thousand.
45
(II) Capital surplus
| pital surplus | |||
|---|---|---|---|
| May be used to offset deficits, appropriated as cash dividends or transferred to capital(1) Stock issuance premium Premium on conversion of convertible bonds May only be used to offset deficits Recognized value of changes in equity of ownership of subsidiaries (2) Forfeited stock subscription Not for any purpose Issuance of convertible bonds with recognized equity component |
December 31, 2023 $ 329,694 970,006 78,435 84,161 671 $ 1,462,967 |
December 31, 2022 | |
| $ 329,694 970,006 78,314 25,523 59,309 $ 1,462,846 |
-
This type of capital surplus may be used to cover loss or issue cash or replenish capital when there are no loss, but capital replenishment is restricted to the ratio of actual capital stock each year.
-
This type of capital surplus recognized as equity transaction effect due to changes in subsidiary equity, when the Company's has not acquired or disposed of subsidiary shares.
-
(III) Retained earnings and dividend policy
According to the company's articles of association, the laws and regulations of the Cayman Islands and listing regulations, in the case of a surplus in the company's annual final accounts, such surplus shall be first subject to taxation, reimbursement of accumulated deficit, followed by a provision for special reserve,if any. Unless the board of directors resolves to keep the remainder as retained earnings, any remainder may be distributed as stock dividend and cash dividend for the shareholders based on their shareholding ratios. Such distribution shall be proposed by the board of directors and submitted to the shareholders' meeting for resolution.
The company's dividend policy considers factors such as the company's stable growth, sustainable operation, capital requirements, sound financial structure, and maintenance of shareholders' equity. The total shareholder dividend shall be not less than 10% of the distributable surplus and may be distributed in stock or in cash, of which cash dividends shall account for no less than 50% of the total dividend distributed. If the company has incurred no loss, it may allocate all or part of the legal capital reserve and capital surplus in accordance with the laws or regulations of the competent authority in consideration of the company's financial, business and operating factors.
For distribution of dividends or bonuses in accordance with the preceding article, the company may, in accordance with the listing regulations, by resolution of the
46
shareholders' meeting, issue all or a portion of the dividends and bonuses by issuing new shares; amounts less than one share may be distributed in cash.
For the valuation basis and actual distribution of the remuneration for employees and directors, please refer to Note 26 [7] for remuneration of employees and directors.
The shareholders' meetings on June 27, 2023 and June 30, 2022, and resolved to adopt the 2022 and 2021 earnings distribution proposals as follows:
| Special reserve Cash dividends Cash dividend capital bonus for each share (NT$) |
2022 ($ 13,996) $ 31,096 $ 0.5 |
2021 | ||
|---|---|---|---|---|
| ($ 31,173) $ 65,521 $ 1.0 |
||||
The company's board of directors has resolved on the interim earnings distribution for the years 2023, 2022 and 2021 as follows:
| Date of resolution by the board of directors Special reserve Cash dividends Cash dividend capital bonus for each share (NT$) Date of resolution by the board of directors Special reserve Cash dividends Cash dividend capital bonus for each share (NT$) Date of resolution by the board of directors Special reserve Cash dividends Cash dividend capital bonus for each share (NT$) |
2023Q3 November 13, 2023 ($ 74,193) $ 51,496 $ 0.83 2022Q3 November 11, 2022 ($ 12,171) $ 31,096 $ 0.5 2021Q3 November 11, 2021 $ 16,773 $ 62,521 $ 1 |
2023Q2 | 2023Q1 May 12, 2023 $- $- $ - 2022Q1 May 12, 2022 ($ 82,410 ) $ 62,521 $ 1.005 2021Q1 May 12, 2021 $ 22,774 $ 54,377 $ 1 |
||
|---|---|---|---|---|---|
| August 25, 2023 $ 60,197 $ 3,981 $ 0.06 2022Q2 |
|||||
| August 26, 2022 $ 12,171 $ 31,096 $ 0.5 2021Q2 |
|||||
| August 18, 2021 |
|||||
| $ 25,370 $ 54,377 $ 1 |
On March 4, 2024, the board of directors approved the distribution of earnings and the dividend per share for 2023 as follows:
| vidend per share for 2023 as follows: | ||
|---|---|---|
| Special reserve Cash dividend Cash dividend capital bonus for each share (NT$) |
2023Q4 | |
| $ 59,066 $ 48,075 $ 0.77 |
47
The distribution of earnings for 2023 is subject to the resolution of the Stockholders' meeting to be held on June 18, 2024.
- (IV) Uncontrolled equity
| ) Uncontrolled equity | ||
|---|---|---|
| Beginning Balance Net profit for the period Other comprehensive profit and loss for the period Exchange difference on translation of financial statements of foreign operating institutions Acquisition of a non-controlling interest in a subsidiary (Note 31) Increased non-controlling interest in newly established subsidiaries (Note 13) Ending balance |
2023 $ 92,549 14,404 ( 4,084) ( 1,095) - $ 101,774 |
2022 |
| $ 17,970 44,391 201 14,987 15,000 |
||
| $ 92,549 |
- (V) Treasury shares
| easury shares | ||
|---|---|---|
| Reason of repatriate Number of shares as of January 1, 2022 Increase of the year Decrease of the year Number of shares as of December 31, 2022 |
Repurchase for Cancellation (in Thousand Shares) |
|
| - 328 ( 328) - |
-
In order to secure the Company’s credit and shareholders’ rights and interests, the board of directors of the Company determined to purchase and write off 1,000 thousand shares of treasury shares in accordance with Article 28-2 of the Securities Exchange Act in March 2022. As of the expiry date of the repurchase period, 328 thousand shares have been repurchased at a repurchase cost of NT$ 34,401 thousand. In order to take into account the market mechanism and not affect the stock price, the Company repurchased it according to the stock price changes and trading volume status, therefore, the execution has not been completed.
-
We wrote off 328 thousand treasury shares in August 2022, which was based on the original purchase cost of NT$ 34,401 thousand, and the capital reserve was reduced in proportion to the wrote off equity - the stock issuance premium and the retained surplus and capital reserves - treasury stock transactions was totaling NT$ 1,747 thousand, along with retained earnings of NT$ 29,374 thousand.This cancellation has been approved by the Ministry of Economic Affairs and the change registration has been completed on August 26, 2022.
48
XXVI. Revenue
| evenue | ||||
|---|---|---|---|---|
| Revenue from contracts with customers Revenue from sales of goods |
2023 $ 4,664,224 |
2022 | ||
| $ 5,984,928 |
(I) Revenue from the sale of goods
Revenue from sales of goods derived from the sales of automotive components. Because the customer has the right to use the product when the product is sold, and bears the risk of loss or damage to the product, the combined company recognizes the revenue and accounts receivable at that point.
- (II) Contract Balance
| Contract Balance | |||||
|---|---|---|---|---|---|
| Notes Receivable Accounts Receivable Contract liabilities - Current |
December 31, 2023 $ 5,181 1,464,780 $ 1,469,961 $ 35,549 |
December 31, 2022 $ 1,543 1,867,166 $ 1,868,709 $ 54,852 |
January 1, 2022 | ||
| $ 3,847 1,901,320 |
|||||
$ 1,914,167 |
|||||
$ - |
Please refer to Note 43 for information on revenue breakdown.
XXVII. Net profit of continuing operation unit
- (I)Interest income
| t profit of continuing operation unit terest income |
||||
|---|---|---|---|---|
| Bank deposits Net lease investment |
2023 $ 48,638 19 $ 48,657 |
2022 | ||
| $ $ | $ | $ |
16,113 277 16,390 |
(II) Other income
| Other income | |||
|---|---|---|---|
| Lease income Investment real estate (Note 17) Subsidy income Others |
2023 $ 36,469, 14,826 16,173 $ 67,468 |
2022 | |
| $ | $ 25,649 4,479 8,917 $ 39,045 |
49
(III) Other profits and (losses)
| Other profits and (losses) | ||
|---|---|---|
| Profit (loss) of financial assets and financial liabilities Financial assets mandated to be measured at fair value through profit or loss Financial liabilities designated as fair value through profit or loss Net foreign currency exchange benefit Disposal of losses to real property, plant and equipment Goodwill impairment loss Lease Modification Benefit Loss on selling back corporate bonds Litigation for damages Others |
2023 $ 2,765 (750) 32,294 ( 3,542) ( 68,155) ( 5) ( 9,509) ( 14,956) ( 13,437) ($ 75,285) |
2022 |
| $ 6,311 ( 16,635) 94,164 ( 20,504) - - - - ( 11,230) ($ 52,106) |
The lawsuit between Kunshan Lemtech Slide Technology Co., Ltd., a subsidiary of the combined company, and Chuanhu Company received the second-instance judgment in December 2023. After the Supreme People's Court of the People's Republic of China ruled, Kunshan Lemtech Slide Technology Co., Ltd. the company was compensated RMB 3,000 thousand for compensation to Chuanhu Company and paid some lawyer and litigation fees of RMB 482 thousand. The combined company has been estimated and included in the accounts.
(IV) Finance cost
| Finance cost | |||
|---|---|---|---|
| Interest on bank loans Interest on lease liabilities Interest on convertible bonds |
2023 ( $ 40,826 ) ( 6,907 ) (16,183) ($ 63,916) |
2022 | |
| ( ( ( ( |
( ( ( ( |
$ 11,599 ) 5,621 ) 19,590) $ 36,810) |
50
(V) Depreciation and amortization expenses
| 2023 | 2022 | |
|---|---|---|
| Depreciation expenses | ||
| summarized by function | ||
| Operating costs | $ 218,109 | $ 189,427 |
| Operating expenses | 128,252 | 112,819 |
| $ 346,361 | $ 302,246 | |
| Amortized cost summarized by | ||
| function | ||
| Operating costs | $ 399 | $ 332 |
| Operating expenses | 13,834 | 12,402 |
| $ 14,233 | $ 12,734 | |
| VI) Employee benefits | ||
| 2023 | 2022 | |
| Short-term employee benefits | $ 675,817 | $ 626,733 |
| Benefits after retirement | ||
| Defined contribution plans | 33,231 | 31,609 |
| Total employee benefit | ||
| expenses | $ 709,048 | $ 658,342 |
| Summarized by functions | ||
| Operating costs | $ 241,019 | $ 253,630 |
| Operating expenses | 468,029 | 404,712 |
| $ 709,048 | $ 658,342 |
(VI) Employee benefits
(VII) Remuneration of employees and directors
In accordance with the regulations of the Articles of Incorporation, the Company deducts the pre-tax profits before the distribution of employees and directors remuneration for the current year, and allocates the remuneration of employees, directors, and supervisors at a rate of no less than 0.5% and no more than 2%, respectively. Remunerations for employees and directors for 2023 and 2022 were resolved by the Board of Directors on March 4, 2024 and March 29, 2023 respectively.
Estimated ratio
| respectively. Estimated ratio |
||
|---|---|---|
| Remunerations for employees Remunerations for directors Amount Remunerations for employees Remunerations for directors |
2023 1.0% 1.0% 2023 Cash $ 2,070 2,070 |
2022 |
| 1.0% 1.0% 2022 |
||
| Cash | ||
| $ 4,007 4,007 |
If changes are made to the amount after the publication of the consolidated annual
51
financial report, they apply in accordance with accounting estimation changes and will be included in the financial reports of the following year.
There is no difference between the actual amount of employee compensation and director's compensation for 2023 and 2022 and the amount recognized in the consolidated financial reports for 2022 and 2021.
For information on the Company's remunerations for employees and Directors as resolved by the Board of Directors, please visit the "Market Observation Post System" of Taiwan Stock Exchange.
(VIII) Foreign currency exchange (profit) and loss
| Total currency exchange gains Total currency exchange losses Net (loss) profit |
2023 $ 173,987 ( 141,693) $ 32,294) |
2022 | ||
|---|---|---|---|---|
( |
( |
$ 225,148 ( 130,984) $ 94,164) |
XXVIII.Income tax of continuing operation units
(I)Income tax recognized in profit or Loss
| Current tax Generated in the current year Additional tax on undistributed earnings Adjustments from the previous years Deferred income tax Generated in the current year Undistributed earnings of subsidiaries Income tax expenses recognized in gain or loss |
2023 $ 57,141 9,926 ( 14,762) 52,305 ( 18,963 ( 8,271) ( 27,234) $ 25,071 |
2022 |
|---|---|---|
| $ 109,349 5,685 ( 4,953) 110,081 30,039 ( 44,807) ( 14,768) $ 95,313 |
52
Adjustments for accounting income and income tax expenses are as follows:
| 2023 | 2022 | |
|---|---|---|
| Net income before taxes from | ||
| continuing operations | $ 299,570 | $ 530,467 |
| Income tax expenses calculated | ||
| as the product of income before | ||
| income tax and the statutory | ||
| tax rate | $ 70,346 | $ 171,196 |
| Non-deductible expenses | 986 | 1,291 |
| Effects on the deferred income | ||
| tax of subsidiaries’ earnings | ( 8,271) | ( 44,807) |
| Additional tax on undistributed | ||
| earnings | 9,926 | 5,685 |
| Unrecognized deductible | ||
| temporary difference | ( 33,154) | ( 33,764) |
| Others | - | 665 |
| Adjustments on income tax of | ||
| prior periods | ( 14,762) | ( 4,953) |
| Income tax expenses | ||
| recognized in gain or loss | $ 25,071 | $ 95,313 |
In 2023 and 2022, the tax rate applicable to the entities subject to the Income Tax Law of the Republic of China in the consolidated company is 20%, except for the Chinese subsidiary Lemtech Precision Material (China) Co., Ltd which obtained the high-tech license from the local government on December 13, 2023. The enterprise certifies that in addition to enjoying the preferential tax rate of 15% from 2023 to 2026, the tax amount incurred in other jurisdictions is calculated based on the applicable tax rate in each relevant jurisdiction.
(II) Income tax assets and liabilities
| I) Income tax assets and liabilities | |||
|---|---|---|---|
| Current income tax assets Tax refunds receivables Current income tax liabilities Income tax payables |
December 31, 2023 $ 10,512 $ 9,912 |
December 31, 2022 | |
| $ 2,955 $ 66,127 |
53
(III) Deferred income tax assets and liabilities
Changes in deferred income tax assets and liabilities were described as follows:
| 2023 | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Recognized in | ||||||||||||||||||
| other | ||||||||||||||||||
| Opening | Recognized in |
comprehensive | Exchange | Balance at the | ||||||||||||||
| balance | gainor loss | income | differences | Other | end | ofthe year | ||||||||||||
| Deferred income tax assets | ||||||||||||||||||
| Temporary differences | ||||||||||||||||||
| Allowance for inventory | ||||||||||||||||||
| valuation loss | $ 12,259 | $ 1,804 | $ | - | ($ 112) | $ | - | $ 13,951 | ||||||||||
| Allowance for doubtful | ||||||||||||||||||
| accounts | 4,179 | ( 102) | - | ( | 42) | - | 4,035 | |||||||||||
| Unrealized exchange | ||||||||||||||||||
| profits and losses | - | 410 | - | - | - | 410 | ||||||||||||
| Lease liability | 16,947 | - | 180 | ( 1,779) | 15,348 | |||||||||||||
| Others | 5,150 | ( 1,674) | - | ( | 52) | - | 3,424 | |||||||||||
| Subtotal of deferred income | ||||||||||||||||||
| tax assets | $ 38,535 | $ 438 | $ | - | ($ | 26) | ($ 1,779) | $ 37,168 | ||||||||||
| Deferred income tax | ||||||||||||||||||
| liabilities | ||||||||||||||||||
| Temporary differences | ||||||||||||||||||
| Recognition of | ||||||||||||||||||
| investment gains and | ||||||||||||||||||
| losses by foreign equity | ||||||||||||||||||
| method | $ 162,257 | ($ 16,258) | $ | - | ($ 2,403) | $ | - | $ 143,596 | ||||||||||
| Exchange differences on | ||||||||||||||||||
| translation of foreign | ||||||||||||||||||
| operations | 10,203 | - | ( 2,096) | ( 129) | - | 7,978 | ||||||||||||
| Lease liability | 16,947 | - | - | 180 | ( | 1,779) | 15,348 | |||||||||||
| Others | 233,894 | ( 10,538) | - | 546 | ( 24,418) | 199,484 | ||||||||||||
| Subtotal of deferred income | ||||||||||||||||||
| tax liabilities | $ 423,301 | ($ 26,796) | ($ 2,096) | ($ 1,806) | ($ 26,197) | $ 366,406 | ||||||||||||
| 2022 | ||||||||||||||||||
| Retrospective | Recognized in | |||||||||||||||||
| application of | other | |||||||||||||||||
| revised impact | comprehensive | |||||||||||||||||
| numbers | of | Recognized in gain |
income | Exchange | Balance | at the | ||||||||||||
| Opening balance | IAS12 | or loss | differences | end ofthe year | ||||||||||||||
| Deferred income tax assets | ||||||||||||||||||
| Temporary differences | ||||||||||||||||||
| Allowance for inventory | ||||||||||||||||||
| valuation loss | $ | 7,985 | $ |
- | $ | 2,321 | $ | - | $ | 1,953 | $ |
12,259 | ||||||
| Allowance for doubtful | ||||||||||||||||||
| accounts | 2,214 | - | 2,317 | - | ( | 352) | 4,179 | |||||||||||
| Recognition of investment | ||||||||||||||||||
| gains and losses by foreign | ||||||||||||||||||
| equity method | 2,805 | - | - | ( | 2,858) | 53 | - | |||||||||||
| Unrealized exchange | ||||||||||||||||||
| profits and losses | 63 | - | - | - | ( | 63) | - | |||||||||||
| Deductible loss | 1,310 | - | ( | 1,310) | - | - | - | |||||||||||
| Lease liability | - | 16,947 |
- | - | 16,947 | |||||||||||||
| Others | 1,491 | - | 3,644 | - | 15 | 5,150 | ||||||||||||
| Subtotal of deferred income tax | ||||||||||||||||||
| assets | $ | 15,868 | $ 16,974 |
$ | 6,972 | ($ | 2,858) | $ | 1,606 | $ | 38,535 | |||||||
| Deferred income tax liabilities | ||||||||||||||||||
| Temporary differences | ||||||||||||||||||
| Recognition of investment | ||||||||||||||||||
| gains and losses by foreign | ||||||||||||||||||
| equity method | $ 128,463 | $ |
- | $ | 32,101 | $ | - | $ | 1,693 | $ 162,257 |
||||||||
| Exchange differences on | ||||||||||||||||||
| translation of foreign | ||||||||||||||||||
| operations | - | 16,947 |
- | 10,250 | ( | 47) | 10,203 | |||||||||||
| Lease liability | - | - | - | - | - | 16,947 | ||||||||||||
| Others | 247,689 | - | ( | 39,897) | - | 26,102 | 233,894 | |||||||||||
| Subtotal of deferred income tax | ||||||||||||||||||
| liabilities | $ 376,152 | $ 16,974 |
($ | 7,796) | $ | 10,250 | $ 27,748 | $ 423,301 |
54
(IV) Income tax approval status
For business income tax returns of LDC Company, part of the combined company, the filed cases before the year 2021 have been approved by the tax collection authority.
XXIX. Earnings per Share
| arnings per Share | |||
|---|---|---|---|
| Basic earnings per share Diluted earnings per share |
2023 | $ 4.18 $ 4.18 |
Unit: NT$ per share 2022 $ 6.27 $ 5.68 |
For the calculation of earnings per share and the weighted average number of ordinary shares are as follows:
Net profit for the period
| Net profit for the period | ||||
|---|---|---|---|---|
| Net profit attributable to owners of the Company Net profit used in calculating basic earnings per share Impact on ordinary shares with dilutive effect: after-tax interest on convertible bonds Net profit used in calculating diluted earnings per share Number of shares Weighted average number of ordinary shares for the purpose of calculating basic earnings per share Impact on ordinary shares with dilutive effect: Convertible bonds Remunerations for employees Weighted average number of ordinary shares for the purpose of calculating diluted earnings per share |
2023 $ 260,095 $ 260,095 16,183 $ 276,278 Unit: 2023 62,193 112 38 62,343 |
2022 $ 390,763 $ 390,763 19,590 $ 410,353 Thousand shares 2022 62,335 9,913 58 72,306 |
||
If the combined company chooses to offer employees remuneration by way of shares or cash, then while calculating the diluted earnings per share, assuming that the remuneration is paid in the form of stocks, the potential ordinary shares with dilutive
55
effect will be included in the weighted average number of outstanding shares to calculate the diluted earnings per share. The dilutive effect of such potential ordinary stocks shall continue to be considered when calculating the diluted earnings per share before resolving the number of stocks to be distributed as employee remunerations in the following year.
XXX.Government Grants
The Chinese subsidiary obtains financial subsidies from local competent authorities in accordance with regulations. Other income of NT$ 14,826 thousand and NT$ 4,479 thousand will be recognized in 2023 and 2022 respectively.
XXXI. Equity transactions with non-controlling interests
The combined company acquired the equity interests held by minority shareholders of Lemtech-Eahwa Precision Technonlogy Co., Ltd. and Zhenjiang Emtron Surface Treatment Limited on July 7, 2023 and February 15, 2022 respectively, resulting in an increase in the shareholding ratio from 40% to 42% respectively, and 83.33% increased to 100%. Since the above transactions did not change the merging company's control over these subsidiaries, the merging company treated them as equity transactions.
| Consideration received (paid) The carrying amount of the subsidiary's net assets shall be transferred to non-controlling interests based on changes in relative equity Equity Transaction Difference Equity transaction balance adjustment subject capital reserve undistributed surplus |
July 7, 2023 Lemtech-Eahwa Precision Technonlogy Co., Ltd. ( $ 974 ) 1,095 $ 121 Julu 7, 2023 Lemtech-Eahwa Precision Technonlogy Co., Ltd. $ 121 - $ 121 |
February 15, 2022 |
|---|---|---|
| Zhenjiang Emtron Surface Treatment Limited |
||
| ( $ 14,205 ) ( 14,987) ($ 29,192) February 15, 2022 |
||
| Zhenjiang Emtron Surface Treatment Limited |
||
| ( $ 15,969 ) ( 13,223) ($ 29,192) |
56
XXXII. Information on Cash flow information
(I) Non-cash transactions
Except for those disclosed in other Notes, the Group has invested and raised funds for the following non-cash transactions in 2023 and 2022:
The adjustment of cash payments for the purchase of real property, plant and equipment is as follows:
| Added this year (including prepaid equipment payment) Changes in equipment payments and construction payments payable Cash amount paid for procurement of property, plants and equipment |
2023 $ 465,317 6,994 $ 472,311 |
2022 | 2022 |
|---|---|---|---|
| $ 442,240 532 $ 442,772 |
- (II) Changes in liabilities from financing activities
2023
| 2023 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
Lease liabilities 2022 Lease liabilities |
2023 January 1 $ 211,797 2022 January 1 $ 140,461 |
Cash flow ($ 77,974) Cash flow ($ 66,218) |
Non-cash flow | changes Others $ 10,089 changes Others $ 3,611 |
2023 December 31 |
||||
| New lease $ 104,791 Non-cash flow |
|||||||||
| $ 248,703 2022 December 31 |
|||||||||
| New lease $ 133,943 |
|||||||||
| $ 211,797 |
XXXIII.Capital Risk Management
The combined company manages its capital based on the policy to ensure the continual operations of the entities in the combined company. By optimizing its debts and liabilities, the combined company can maximize return for stakeholders.
The combined company's capital structure consists of net debts (i.e. loans and corporate bonds less cash and cash equivalents) and equities (i.e. equity, capital reserve, retained earnings, and other equity).
The combined company is not subject to any other external capital requirements.
The combined company's management periodically reassesses the combined company's capital structure; the inspection items include capital costs of various categories and related risks. The combined company will distribute dividend, issue new stocks and new debts, repurchase shares, or repay old debts among other methods to balance its overall capital structure (in accordance with the recommendations of its management).
57
XXXIV.Financial Instruments
- (I) Fair value information - financial instruments not measured at fair value
The combined company's financial assets and financial liabilities whose carrying amounts are not measured at fair value are close to their fair value.
- (II) Fair value information - Financial instruments measured at fair value on a recurring basis
| 1. | Fair value of financial instruments measured at fair value on a recurring basis Fair value hierarchy December 31, 2023: None. December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets at fair value through profit or loss Structured deposits $ - $ 177,240 $ - $ 177,240 Financial liabilities at fair value through profit or loss Redemption rights of corporate bonds payable $ - $ - $ 17,600 $ 17,600 |
Fair value of financial instruments measured at fair value on a recurring basis Fair value hierarchy December 31, 2023: None. December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets at fair value through profit or loss Structured deposits $ - $ 177,240 $ - $ 177,240 Financial liabilities at fair value through profit or loss Redemption rights of corporate bonds payable $ - $ - $ 17,600 $ 17,600 |
|---|---|---|
| $ 177,240 $ 17,600 |
There was no transfer between Level 1 and Level 2 fair value measurements in 2023 and 2022.
- Reconciliation of financial instruments at Level 3 fair value measurement
| 2023 Financial assets at fair value through profit or loss Opening balance Disposition/Settlement Recognized in gain or loss (other gains and losses) Balance at the end of the year Changes in unrealized profits or losses of the year related to the assets held at the end of the year are recognized in profit or loss. |
Derivatives instruments |
Derivatives instruments |
|---|---|---|
| ($ 17,600) ( 750) 18,350 $- ($ 750) |
58
2022
| 22 | ||
|---|---|---|
| Financial assets at fair value through profit or loss Opening balance Recognized in gain or loss (other gains and losses) Balance at the end of the year Changes in unrealized profits or losses of the year related to the assets held at the end of the year are recognized in profit or loss. |
Derivatives instruments |
|
| ($ 965) ( 16,635) $ 17,600 ($ 16,635) |
- Valuation techniques and inputs of Level 2 fair value measurement
Category of Financial Instruments Valuation Technique and Inputs Structured deposits Discounted cash flow method: Estimate future cash flows based on observable interest rates at the end of the period and discount them at a discount rate that reflects credit risk.
- Valuation techniques and inputs of Level 3 fair value measurement
Derivatives - Convertible corporate bond redemption rights are based on the use of binary tree convertible bond evaluation model to estimate the fair value, the significant unobservable input value adopted is the stock price volatility. When stock price volatility increases, the fair value of these derivatives will increase.
(III) Classification of financial instruments
| lassification of financial instruments | ||
|---|---|---|
| Financial assets Measured at fair value through gain or loss Mandatorily measured at fair value through profit or loss Financial assets measured at amortized cost (Note 1) Financial liabilities Measured at fair value through gain or loss Valuation of cost after amortization (Note 2) |
December 31, 2023 $ - 3,173,155 - 3,071,491 |
December 31, 2022 |
| $ 177,240 3,684,904 17,600 3,676,031 |
Note 1: The balances include cash and cash equivalents, accounts receivable, notes receivable, other receivables, finance lease receivables and refundable deposits, which are measured at amortized cost.
Note 2: The balances include financial liabilities measured at amortized cost such as
59
short-term loans, notes payable, accounts payable, other payables, long-term loans, corporate bonds payable, and guarantee deposits.
- (IV) Objectives and policies of financial risk management
The main financial instruments of the combined company include cash and cash equivalent, accounts receivable, accounts payable, corporate bonds payable and loans. The financial management department of the combined company provides services to the business units, including coordinating operations in the domestic and international financial markets, and managing financial risks relating to the operations of the combined company based on the degree of risk and the degree of the breadth of the exposure. These risks include market risk (including exchange rate risk, interest rate risk and other price risks), credit risk and liquidity risk.
The financial management department reports monthly to the management of the combined company, and the management would carry out risk monitoring and policy implementation based on its duties and responsibilities to mitigate risk exposure.
-
Market risks
-
The combined company’s activities expose it primarily to the financial risks of changes in foreign exchange rates (see (1) and the changes in interest rates (see (2) below).
The management and measurement of market risks of financial instruments and risk exposure of the combined company remain unchanged.
- (1) Foreign currency exchange risk
The Group's sales and purchase transactions are denominated in foreign currency; as a consequence, the Group is exposed to the risk of fluctuation in the exchange rate.
For the monetary assets and liabilities of the combined company denominated in non-functional currencies on the balance sheet date (including those monetary items denominated in non-functional currencies that have been written off in the consolidated financial statements), please refer to Note 40.
Sensitivity analysis
The combined company is mainly impacted by the exchange rate fluctuations in USD.
The following table includes the sensitivity analysis of the combined company’s financial position under circumstances that the exchange rate of a foreign currency to NTD (the function currency) increases or decreases by 1%. The hypothetical increase of 100 basis point (1%) in exchange rates is used in the Management's internal sensitivity analysis report on currency exchange risks; it also reflects the reasonable range of change in exchange rates the management believes would be. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and the adjustment of their translation at the end of the period for a 1% change in exchange rate. A positive number in the table below indicates an increase in
60
net profit before income tax that would result when the functional currency strengthens 1% against the relevant currency. For a 1% weakening of NTD against the relevant currency, the effect on the net profit before income tax would be the same amount in negative.
| uld be the same amount in | negative. | negative. |
|---|---|---|
| Increase in net profit before tax |
Impact of USD | |
| 2023 $ 2,601 |
2022 | |
| $ 9,762 |
The impact of profit and loss is mainly derived from the USD-denominated cash and cash equivalents, receivables, and payables that are still in circulation at the balance sheet date of the combined company and have not been hedged with cash flow.
- (2) Interest rate risk
By taking out loans at both the fixed rate and the floating rate at the same time, the Group is exposing to interest rate risk. The policy of the combined company is to maintain floating-rate borrowings to reduce the risk of interest rate changes, and currently does not operate interest rate hedging tools. The management of the combined company will monitor the interest rate risk timely, and will take necessary measures to respond to the risk control caused by the huge changes in market interest rates if necessary.
The carrying value of financial assets and liabilities exposed to interest rate risk of the combined company on the balance sheet date are as follows:
Interest rate risks with cash flow -Financial assets-Financial liabilities |
December 31, 2023 $ 1,668,117 1,685,625 |
December 31, 2022 |
|---|---|---|
| $ 1,780,920 2,338,470 |
Sensitivity analysis
The sensitivity analysis below is based on the non-derivative instruments' interest rate risk exposure at the balance sheet date. For liabilities at floating interest rates, the analysis assumes they are outstanding throughout the reporting period if they are outstanding at the balance sheet date. The rate of change used when reporting interest rates within the Group to key management levels increased or decreased by 0.5%, which also represents the management's assessment on the reasonably possible scope of the interest rate.
If interest rate increases/decreases by 0.5%, held other variables constant, the combined company's income before tax will increase/decrease by (NT$ 88) thousand and NT$ 12,285 thousand for 2023 and 2022, respectively.
- Credit risk
61
Credit risks refer to risks that cause financial loss of the combined company due to the counterparty's delay in performing contractual obligations. Due to the nature of the industry in which it operates, the combined company has no significant concentration of credit risk. The combined company has formulated a policy that when assessing the credit line granted to customers, it must obtain appropriate financial information from customers to conduct credit ratings of customers to ensure that sales services do not generate significant credit risk. The maximum amount of credit risk of the combined company is the net amount of the carrying amount of financial assets after deducting the amounts that can be offset according to regulations and the impairment losses recognized in accordance with regulations without considering collateral and other credit enhancement policies.
The main objects of the accounts receivable and other receivables of the combined company are foreign-funded enterprises established in China and internationally renowned manufacturers. The credit risk management and impairment status are detailed in Note 10.
The bank deposits of the consolidated company and other investment in financial assets are mainly deposited in banks with good credit ratings assigned by international credit rating agencies, so this credit risk is not significant. 3. Liquidity risk
The consolidated company’s supports its business operations and reduces cash flow fluctuation through appropriate management and the maintenance of sufficient cash and cash equivalents. The combined company's management supervises bank financing conditions and ensures compliance with loan contracts.
The bank loans are a significant source of liquidity for the combined company. Please refer to (2) Financing limit below for the unfunded financing amount of the combined company as of December 31, 2023 and 2022.
- (1) Liquidity and interest rate risk of non-derivative financial liabilities The non-derivative financial liabilities with agreed repayment periods. The tables had been drawn up based on the undiscounted cash flow. Therefore, the Consolidated Company may be required to repay a bank loan immediately and the possibility is listed in the table below and categorized into the earliest period line item disregard the probability of exercising such right on instance by the bank. The analysis of the maturity of other non-derivative financial liabilities is prepared in accordance with the agreed repayment date.
62
| December 31, 2023 Within 1 year Non-derivative financial liabilities Bank loans $ 817,712 Notes payable 118,305 Accounts payable 892,220 Other payables 362,605 Lease liabilities 65,905 Corporate bonds payable 18,100 Long-term loans - $ 2,274,847 Further information on the maturity analysis of follows: Within 1 year Lease liabilities $ 72,966 December 31, 2022 Within 1 year Non-derivative financial liabilities Bank loans $ 774,774 Notes payable 189,312 Accounts payable 841,670 Other payables 293,783 Lease liabilities 48,652 Corporate bonds payable 1,600,000 $ 3,748,191 Further information on the maturity analysis of follows: Within 1 year Lease liabilities $ 53,126 |
1-5 years More than 5 years $ - $ - - - - - - - 160,658 22,230 - - 850,000 - $ 1,010,568 $ 22,230 lease liabilities is listed as 1-5 years More than 5 years $ 169,569 $ 22,453 1-5 years More than 5 years $ - $ - - - - - - - 130,898 32,247 - - $ 130,898 $ 32,247 lease liabilities is listed as 1-5 years More than 5 years $ 136,930 $ 32,736 |
More than 5 years |
More than 5 years |
More than 5 years |
|
|---|---|---|---|---|---|
| $ - - - - 22,230 - - |
|||||
| $ 22,230 | |||||
| $ 32,736 |
63
(2) Loan Commitments
| n Commitments | ||
|---|---|---|
Unsecured bank loan line-Amount used-Amount unusedSecured bank loan line -Amount used-Amount unused |
December 31, 2023 $ 817,712 2,932,661 $ 3,750,373 $ 850,000 - $ 850,000 |
December 31, 2022 |
| $ 774,774 2,466,767 $ 3,241,541 $ - - $- |
XXXV. Related Party Transactions
All transactions, account balances, income, and expenses between the Company and its subsidiaries (related parties of the Company) are fully offset by intercompany netting and therefore are not shown in this Note. The transactions between the Group and other related parties are as follows.
- (I) The names and relations of related parties
| nd therefore are not shown in this Note. ther related parties are as follows. he names and relations of related parties |
The transactions between the Group and |
|---|---|
| Name of related party Aapico Lemtech |
Relationship with the combined company |
| Affiliates |
- (II) Operating revenue
| perating revenue | |||||
|---|---|---|---|---|---|
| Accounting item Sales |
Category of related parties | 2023 $ 24 |
2022 | ||
| Affiliates | $ 1,146 |
There are no significant differences between the terms and conditions of sales and collection for related parties and that of general transactions.
- (III) Purchase of goods
| urchase of goods | |||||
|---|---|---|---|---|---|
| Category of related parties Purchase of good |
Category of related parties | 2023 $- |
2022 | ||
| Affiliates | $ 432 |
There are no significant differences between the terms and conditions of purchase and payment for related parties and that of general transactions.
- (IV) Account receivables from related parties (excluding loans extended to related parties and contract assets)
| nd contract assets) | ||||
|---|---|---|---|---|
| Accounting item Accounts receivable |
Category of related parties | December 31, 2023 $- |
December 31, 2022 |
|
| Affiliates | $ 381 |
The related parties in circulation did not receive guarantees, and no loss allowances were set aside for receivables from related parties for the years ended December 31, 2023 and 2022.
64
- (V) Account payables to related parties (excluding loans extended to related parties and contract assets)
| ontract assets) | ||||
|---|---|---|---|---|
| Accounting item Account payables |
Category of related parties Affiliates |
December 31, 2023 $- |
December 31, 2022 |
|
| $ 226 |
The outstanding balance of payables to related parties is not guaranteed.
- (VI) Remuneration to the management
| emuneration to the management | |||
|---|---|---|---|
| Short-term employee benefits | 2023 $ 47,303 |
2022 | |
| $ 45,054 |
The remuneration for directors and other key management is determined by the remuneration committee based on personal performance and market trends.
XXXVI.Pledged Assets
The following assets have been provided as the collateral for financing borrowings:
| Bank deposits-restricted (accounts for financial assets measured at amortized cost) Land Property, plant and equipment investment real estate |
December 31, 2023 $ 6,341 41,716 15,191 988,452 $ 1,051,700 |
December 31, 2022 | December 31, 2022 |
|---|---|---|---|
| $ 47,303 - - - $ 47,303 |
XXXVII. Material Contingent Liabilities and Unrecognized Contractual Commitments : None. XXXVIII. Losses Due to Major Disasters: None.
XXXIX.Other Matters : None.
XL. Significant Events after the Balance Sheet Date: None.
65
XLI. Information on Foreign Currency-denominated Assets and Liabilities of Significant Influence
The following summary is presented in foreign currencies other than the functional currency. The exchange rates disclosed in the summary refers to the exchange rate of a foreign currency to the functional currency.
Information on foreign currency-denominated assets and liabilities of significant influence is as follows:
December 31, 2023
| influence is as follows: December 31, 2023 |
|||||
|---|---|---|---|---|---|
| Foreign currency assets Monetary items USD USD RMB RMB JPY JPY EUR EUR SGD SGD Foreign currency liabilities Monetary items USD USD JPY SGD EUR |
Foreign currency $ 25,838 15,842 387 17 500 137,331 2,773 3,562 44 25 33,137 72 13,058 17 6,706 |
Exchange rate 30.7049 (USD:NTD) 7.0827 (USD:RMB) 4.3352 (RMB:NTD) 0.1412 (RMB:USD) 0.2172 (JPY:NTD) 0.0501 (JPY:RMB) 7.8382 (EUR:RMB) 24.2726 (EUR:CZK) 0.7585 (SGD:USD) 23.2900 (SGD: NTD) 30.7049 (USD:NTD) 7.0827 (USD:RMB) 0.0501 (JPY:RMB) 23.2900 (SGD: NTD) 24.2726 (EUR:CZK) |
Carrying amount | ||
| $ 793,359 486,425 1,680 72 109 29,827 94,217 121,053 1,029 573 $ 1,528,344 $ 1,017,457 2,216 2,836 404 227,860 |
|||||
| $ 1,528,344 | |||||
$ 1,017,457 2,216 2,836 404 227,860 |
|||||
$ 1,250,773 |
66
December 31, 2022
| December 31, 2022 | ||||
|---|---|---|---|---|
| Foreign currency assets Monetary items USD USD RMB RMB JPY JPY EUR EUR SGD SGD Foreign currency liabilities Monetary items USD USD JPY EUR EUR |
Foreign currency $ 27,697 15,844 386 17 500 154,587 2,493 1,827 263 10 10,922 832 52,528 5,073 1,000 |
Exchangerate 30.7097 (USD:NTD) 6.96464 (USD:RMB) 4.4094 (RMB:NTD) 0.1436 (RMB:USD) 0.2324 (JPY:NTD) 0.0527 (JPY:RMB) 7.4205 (EUR:RMB) 24.2726 (EUR:CZK) 0.745 (SGD:USD) 22.8799 (SGD: NTD) 30.7097 (USD:NTD) 6.96464 (USD:RMB) 0.0527 (JPY:RMB) 24.2726 (EUR:CZK) 7.4205 (EUR:RMB) |
Carrying amount | |
| $ 850,575 486,560 1,701 76 116 35,922 81,558 59,775 6,017 219 |
||||
| $ 1,522,519 $ 335,413 25,549 12,206 165,985 32,720 |
||||
$ 571,873 |
The combined company is mainly exposed to foreign currency exchange rate risks of RMB, USD, CZK, and PHP. The following information is aggregated in terms of the functional currency of the foreign currency held. The exchange rate disclosed is the exchange rate of the functional currency into the presentation currency. The realized and unrealized foreign currency exchange profits and losses that have a significant impact are as follows:
| Functional currency NTD RMB USD CZK MXN |
2023 | Net exchange gains and losses $ 32,116 6,011 84 ( 3,478) ( 2,439) $ 32,294 |
Net exchange gains and losses $ 32,116 6,011 84 ( 3,478) ( 2,439) $ 32,294 |
2022 | |||
|---|---|---|---|---|---|---|---|
| Functional Currency and Presentation Currency 1.0000 (NTD:NTD) 4.4244 (RMB:NTD) 31.2603 (USD:NTD) 1.4034 (CZK:NTD) 1.7646 (MXN:NTD) |
Functional Currency and Presentation Currency 1.0000 (NTD:NTD) 4.4094 (CNY:NTD) 30.7097 (USD:NTD) 1.3607 (CZK:NTD) - (MXN:NTD) |
Net exchange gains and losses |
|||||
( |
$ 57,579 33,444 23) 3,164 - |
||||||
| $ 94,164 |
XLII. Supplementary Disclosures
Information on (I) Significant Transactions and (II) Investees:
-
Financings provided (Attachment 1)
-
Endorsements/guarantees provided to others (Attachment 2)
-
Marketable securities held at the end of year (excluding investments in subsidiaries, affiliates and interest in joint ventures) (None)
-
Accumulated purchase or disposal of individual marketable securities equal to or
67
in excess of NT$300 million or 20% of paid-in capital (None)
5. Acquisition of real estate at cost in excess of NT$300 million or 20% of paid-in capital (None)
6. Disposal of real estate at cost in excess of NT$300 million or 20% of paid-in capital (None)
7. Purchases or sales to related parties of at least NT$100 million or 20% of paid-in capital (Attachment 3)
8. Accounts receivable from related parties equal to or in excess of NT$100 million or 20% of paid-in capital (Attachment 4)
9. Engage in derivative transactions (Note 7 and 34)
10. Others: Business relationships, important transactions and the amounts between parent company and subsidiaries (Attachment 5)
11. Information on investees (Attachment 6)
-
(III) Information on investments in China:
-
Information on any investee company in China; disclose the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, investment gain or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in China. (Attachment 7)
-
Significant transactions with investee companies in China, either directly or indirectly through a third region, and their prices, payment terms, and unrealized gains or losses. (Attachment 7)
-
(1) Purchase amount and percentage, and the ending balance and percentage of payables.
-
(2) Sales amount and percentage, and the ending balance and percentage of payments receivables.
-
(3) Property transaction amount and the resulting gain or loss.
-
(4) Ending balance of endorsement, guarantee or collateral provided and purposes.
-
(5) The maximum balance, ending balance, interest rate range and total amount of interest of financing for the current year.
-
(6) Other transactions having a significant influence on profit or loss or financial status of the current year, such as providing or receiving services.
-
-
-
(IV) Information on major shareholders: Names of shareholders with a shareholding ratio of 5% or more and the amount and proportion of shareholding. (Attachment 8)
-
XLIII. Segment Information
-
The information is provided to the main decision-maker to allocate resources and assess the performance of each department and focus on each type of product or service delivered or provided. information on the combined company’s reporting segments is presented as follows:
-
Taiwan manufacturing segment
-
China manufacturing segment
-
68
Others
Department revenues and the results of operations
-
(I) The combined company's revenue and operational results by reportable segment are analyzed as follows:
-
Interdepartmental sales are based on market prices.
Segment profit refers to the profit earned by each segment, including the apportionable headquarters management cost and directors’ remuneration, the share of profits and losses of affiliated companies that adopt the equity method, rental income, interest income, disposition of real estate, plant, and equipment profits and losses, foreign currency exchange net (profit) losses, financial instrument evaluation profits and losses, financial cost, and Income tax expenses. The assessment is provided to the main decision- maker to allocate resources to departments and assess their performance.
2023
| 023 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| China | ||||||||||||
| Taiwan R&D | manufacturing | Intercompany | ||||||||||
| segment | segment | Others | netting | Total | ||||||||
| Revenue from external | ||||||||||||
| customers |
$ | 300,100 | $ | 2,318,808 | $ | 2,045,316 | $ | - |
$ | 4,664,224 | ||
| Intercompany revenue |
860,375 |
616,344 |
13,914 |
( | 1,490,633) |
- | ||||||
| Department Revenue Interest income |
$ $ | 1,160,475 14,151 |
$ $ | 2,935,152 18,669 |
$ $ | 2,059,230 23,630 |
( ( |
$ $ | 1,490,633) 7,793 ) |
4,664,224 48,657 |
||
| Other company's income | 67,468 | |||||||||||
| $ | 4,780,349 | |||||||||||
| Finance costs | 5,351 | 16,357 | 50,001 | ( | 7,793 ) | $ | 63,916 | |||||
| Depreciation and amortization | 25,003 | 286,764 | 50,307 | ( | 1,480 ) | 360,594 | ||||||
| Share of gains (losses) of | ||||||||||||
| affiliates accounted for using | ||||||||||||
| equity method | - ( | 22,889 ) | 630,033 | ( | 613,021 ) ( | 5,877 ) | ||||||
| Income tax expenses (benefits) | 28,915 |
5,684 |
( | 9,528) |
- |
25,071 | ||||||
| Departments gain (loss) Departments assets Departments liabilities |
$ $ $ | 26,758 1,287,089 543,792 |
$ $ $ | 227,762 5,550,105 1,544,533 |
$ $ $ | 633,000 11,671,678 3,138,993 |
( ( ( |
$ $ $ | 613,021) 11,239,746) 1,474,986) |
$ $ $ | 274,499 7,269,126 3,752,332 |
2022
| 022 | ||||||
|---|---|---|---|---|---|---|
| Revenue from external customers Intercompany revenue Department Revenue Interest income Other company's income Finance costs Depreciation and amortization Share of gains (losses) of affiliates accounted for using equity method Income tax expenses (benefits) Departments gain (loss) Departments assets Departments liabilities |
Taiwan R&D segment $ 2,155,268 522,656 $ 2,677,924 $ 973 3,918 24,934 - 65,803 $ 237,457 $ 1,341,932 $ 619,876 |
China manufacturing segment $ 2,257,063 863,682 $ 3,120,745 $ 18,480 16,089 255,769 128,403 72,173 $ 280,944 $ 5,845,632 $ 1,769,939 |
Others $ 1,572,597 19,499 $ 1,592,096 $ 6,026 25,892 34,653 789,005 ( 42,663) $ 836,988 $ 12,034,825 $ 4,026,551 |
|||
69
- (II) Revenue from major products and services
The analysis of profits from the main products and services of the combined company's continuing business units is as follows:
| ontinuing business units is as follows: | ||||
|---|---|---|---|---|
| Computer, communication and consumer electronics Motor vehicles Building materials Fitness Equipment Toolings and others |
2023 $ 1,568,148 2,431,903 41,851 467,417 154,905 $ 4,664,224 |
2022 | ||
| $ 1,536,450 2,102,521 50,709 2,100,280 194,968 $ 5,984,928 |
(III) Regional information
The combined company mainly operates in two areas - Taiwan and China.
Revenue of the combined company's continuing operations from external customers
classified by the location of the business and the non-current assets is listed as follows:
Asia America Europe |
Revenue from external customers 2023 2022 $ 2,150,432 $ 3,263,129 1,920,607 2,275,644 593,185 446,155 $ 4,664,224 $ 5,984,928 |
Revenue from external customers 2023 2022 $ 2,150,432 $ 3,263,129 1,920,607 2,275,644 593,185 446,155 $ 4,664,224 $ 5,984,928 |
Revenue from external customers 2023 2022 $ 2,150,432 $ 3,263,129 1,920,607 2,275,644 593,185 446,155 $ 4,664,224 $ 5,984,928 |
Non-current assets | Non-current assets | Non-current assets |
|---|---|---|---|---|---|---|
| 2023 $ 2,150,432 1,920,607 593,185 $ 4,664,224 |
December 31, 2023 $ 2,780,178 135,788 290,075 $ 3,206,041 |
December 31, 2022 |
||||
| $ 2,716,213 - 266,260 $ 2,982,473 |
Non-current assets do not include deferred income tax assets.
- (IV) Information of main customer
The annual revenues of 2023 and 2022 are NT$ 4,664,224 thousand and NT$
5,984,928 thousand, the revenue from single customers of the company reaching more than 10% of the total revenue of the combined company are as follows:
| Customer H (Note 1) Customer J |
2023 Note 2 $ 579,304 |
2022 |
|---|---|---|
| $ 716,733 1,674,908 |
Note 1: This is revenue from Fitness Equipment Note 2: The amount of income did not reach 10% of the total income of the consolidated company..
70
Lemtech Holdings Co., Limited and its subsidiaries Loans extended to others 2023
Attachment 1
Unit: Unless Specified Otherwise , NTD thousands.
| No. (Note 1) |
Lending company | Borrower |
General ledger account |
Related party or not |
Maximum Balance for the Period |
Balance at the end of period (Note 2) |
Actual expenditure |
Interest range |
Nature of loan |
Business transaction amount |
Reason for short-term financing |
Allowance for bad debts recognized |
Collateral | Collateral | Financing limit for each borrower (Note 3) |
Total loan limit (Note 3) |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Value | ||||||||||||||||
| 0 0 1 2 2 2 3 4 |
Lemtech Holdings Co., Limited LemTech Global Industries Ltd. Lemtech Holdings Co., Limited Lemtech Global Solution Co. Ltd. Lemtech Precision Material (China) Co., Ltd Zhenjiang Emtron Surface Treatment Limited Company Lemtech Technology Limited Lemtech International Limited Lemtech Technology Limited LemTech Global Industries Ltd. Lemtech Technology Limited Lemtech Holdings Co., Limited Kunshan Lemtech Slide Technology Co., Ltd. (China) Lemtech Electronics Technology (Changshu) Co., Ltd. LDC Precision Engineering Co., Ltd Lemtech Holdings Co., Limited |
Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables |
Yes Yes Yes Yes Yes Yes Yes Yes |
$ 314,200 $ - $ - 3% 142,670 135,102 - 5.8% 168,910 164,426 164,426 3.5% 64,850 - - 0.25% 157,100 - - 3% 421,525 399,165 399,165 0.25% 88,900 - - 4% 170,000 170,000 170,000 2.12% |
Necessity of short-term financing Necessity of short-term financing Necessity of short-term financing Necessity of short-term financing Necessity of short-term financing Necessity of short-term financing Necessity of short-term financing Necessity of short-term financing |
$ - - - - - - - - |
Operating capital Operating capital Operating capital Operating capital Operating capital Operating capital Operating capital Operating capital |
$ - - - - - - - - |
- - - - - - - - |
$ - - - - - - - - |
$ 1,366,008 $ 1,366,008 1,366,008 1,366,008 1,455,464 1,455,464 239,026 239,026 239,026 239,026 597,565 597,565 38,459 38,459 170,031 170,031 |
Note 1: Explanations for the numbering column are as follows:
-
(1) The issuer is coded 0.
-
(2) Investees are numbered consecutively from 1 in the order presented in the attachment above.
-
Note 2: If a public company extend loans by submitting each loan for the board resolution in accordance with Paragraph 1, Article 14 of the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies, although the drawdown had not been made, the amount resolved by the board shall be included in the balance announced in order to disclose the risks borne; however, if subsequently the amount is repaid, the balance after repayment shall be disclosed to reflect the adjustment of risk. If a publicly company authorized the chairman of the board of directors to extend loans in installments or to make a revolving credit line within a certain amount and within a period of one year in accordance with Article 14 (2) of the regulation, the loan limit resolved by the board shall be the reported balance. Although the amount may subsequently be repaid, considering the that further installments may be made, the loan limit resolved by the board shall still be the reported balance.
-
Note 3: (1) The loan limit to others is approved by the shareholders' meeting of Lemtech Holdings Co., Limited in accordance with the Operational Procedures for Loaning Funds to Others: For loans extended to companies with business ties, 1. the loan limit shall not exceed 20% of the company's net worth; amount of individual loans shall not exceed the total amount of trading between the parties in the most recent year. The amount of trading means the sales or purchasing amount between the parties, whichever is higher. 2. Where the extension of loans for companies with short-term financing needs is necessary, the total amount of loan extended shall not exceed 40% of the company's net value; the amount extended for each individual loans shall not exceed 40% of the company's net value.
-
(2) According to the above regulations, the maximum value of short-term financing extended by Lemtech Holdings Co., Limited out of necessity is net value of NT$3,415,020 thousand x 40% = NT$1,366,008 thousand; the limit for a single entity is NT$ 3,415,020 thousand x 40% = NT$1,366,008 thousand.
71
-
(3) According to the above regulations, the maximum value of short-term financing extended by Lemtech Precision Material (China) Co., Ltd out of necessity is net value of NT$ 3,638,661thousand x 40% = NT$ 1,455,464 thousand; the limit for a single entity is NT$ 3,638,661 thousand x 40% = NT$ 1,455,464 thousand.
-
(4) In accordance with the above regulations. According to the above regulations, the maximum value of short-term financing extended by Lemtech Technology Limited out of necessity is net value of NT$ 597,565 thousand x 40% = NT$ 239,026 thousand; the limit for a single entity is NT$ 597,565 thousand x 40% = NT$ 239,026 thousand.
-
(5) In accordance with the above regulations. According to the above regulations, the maximum value of short-term financing extended by Kunshan Lemtech Slide Technology Co., Ltd. (China)out of necessity is net value of NT$ 96,148 thousand x 40% = NT$ 38,459thousand; the limit for a single entity is NT$ 96,148 thousand x 40% = NT$ 38,459 thousand.
-
(6) In accordance with the above regulations. According to the above regulations, the maximum value of short-term financing extended by LDC Precision Engineering Co., Ltd out of necessity is net value of NT$ 425,077 thousand x 40% = NT$ 170,031 thousand; the limit for a single entity is NT$ 425,077 thousand x 40% = NT$ 170,031 thousand.
-
(7) When a foreign company whose parent company directly or indirectly holds 100% of the voting shares engages in capital lending for the purpose of financing, the individual financing amount shall not exceed the net value of the latest financial statements of the lending company, and the total financing amount shall not exceed the lending company's net value. Most recent financial statement net worth.
72
Lemtech Holdings Co., Limited and its subsidiaries Endorsement/guarantee provided for others 2022
Attachment 2
(NTD thousands, Unless Stated Otherwise)
| No. (Note 1) |
Endorsement/guarantee provider name |
Subject of endorsements/guarantees | Subject of endorsements/guarantees | Limit on endorsements/g uarantees provided for a single party |
Maximum balance for this period |
Endorsement and guarantee closing balance |
Actual expenditure |
Amount of endorsement/gu arantee collateralized by properties |
Ratio of Accumulated Endorsements/ Guarantees to Net Worth per Latest Financial Statements (%) |
Endorsements/ Guarantees Maximum limit |
Guarantee provided by parent company to a subsidiary |
Guarantee provided by a subsidiary |
Guarantee provided to subsidiaries in China |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Relationship (Note 2) |
||||||||||||
| 0 0 0 0 0 0 0 1 2 3 |
Lemtech Holdings Co., Limited Lemtech Holdings Co., Limited Lemtech Holdings Co., Limited Lemtech Holdings Co., Limited Lemtech Holdings Co., Limited Lemtech Holdings Co., Limited Lemtech Holdings Co., Limited Lemtech Technology Limited Lemtech Precision Material Lemtech Industrial Services Ltd |
Lemtech Precision Material (Czech) s.r.o. Kunshan Lemtech Slide Technology Co., Ltd. (China) LDC Precision Engineering Co., Ltd. Lemtech Energy Solutions Corporation LemTech Global Industries Ltd. Lemtech Technology Limited Lemtech International Limited Lemtech Holdings Co., Limited Lemtech Electronics Technology(Changshu)Co., Ltd Kunshan Lemtech Slide Technology Co., Ltd. (China) |
2 2 2 2 2 2 2 3 4 2 |
$ 4,098,024 4,098,024 4,098,024 4,098,024 4,098,024 4,098,024 4,098,024 717,078 4,366,393 181,282 |
$ 208,260 48,638 350,000 134,850 600,000 345,620 356,675 162,125 44,450 44,450 |
$ 200,000 - 350,000 131,410 500,000 - 337,755 153,525 43,270 43,270 |
$ 169,900 - - 40,000 185,000 - - - 14,695 - |
$ - - - - - - - - - - |
5.86% - 10.25% 3.85% 14.64% - 9.89% 4.5% 1.27% 1.27% |
$ 10,245,060 10,245,060 10,245,060 10,245,060 10,245,060 10,245,060 10,245,060 1,792,695 10,915,983 453,204 |
Yes Yes Yes Yes Yes Yes Yes No No No |
No No No No No No No Yes No No |
No Yes No No No No NoS No Yes Yes |
Note 1: Explanations for the numbering column are as follows:
-
(1) The issuer is coded 0.
-
(2) Investees are numbered consecutively from 1 in the order presented in the attachment above.
-
Note 2: The relationships between endorsers/guarantors and endorsees/guarantees are categorized into the following 7 types. Please specify the type.
-
(1) A company that has business transactions with the Company.
-
(2) Companies in which the Company directly and indirectly holds more than 50 percent of the voting shares.
-
(3) Companies that directly and indirectly holds more than 50 percent of the voting shares in the Company.
-
(4) Companies in which the Company holds, directly or indirectly, 90% or more of the voting shares.
-
(5) A company fulfills its contractual obligations by providing mutual endorsement/guarantee for another company in the same industry or for joint builders for purposes of undertaking a construction project.
-
(6) All capital contributing shareholders make endorsement/guarantee for their jointly invested company in proportion to their shareholding percentages.
-
(7) Companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.
-
Note 3: (1) The endorsement guarantee limit is handled by Lemtech Holdings Co., Limited in accordance with the provisions of Articles 36 and 38 of the Securities Exchange Law and the endorsement guarantee procedures approved by the shareholders' meeting: Lemtech Holdings Co., Limited 's external endorsement guarantee The total amount shall not exceed 300% of the current net value. The endorsement guarantee amount for a single enterprise shall not exceed 120% of the net value of the current period. If the endorsement guarantee is made due to a business relationship, it shall not exceed the total amount of transactions with the company in the most recent year (the purchase or sales amount between the two parties, whichever is higher). The net value is based on the latest financial statement that has been audited and certified by an
73
accountant or reviewed. If the company directly and indirectly holds more than 90% of the voting shares as an endorsement guarantee, the amount shall not exceed 10% of the company's net worth. However, the company directly and indirectly holds 100% of the voting shares as an endorsement guarantee between companies, which is not subject to this limitation.
-
= -
(2) According to the above regulations, the maximum limit for guarantee for endorsement by Lemtech Holdings Co., Limited is net value 3,415,020 thousand ×300% 10,245,060 thousand; the limit for endorsement guarantee for a single enterprise is 3,415,020 thousand × 120% = 4,098,024 thousand.
-
(3) According to the above provisions, the maximum limit for Lemtech Technology Limited's external endorsement guarantee is net value 597,565 thousand x 300% = 1,792,695 thousand; the limit for endorsement guarantee for a single enterprise is net value 597,565 thousand x 120% = 717,078 thousand.
-
(4) According to the above regulations, the maximum limit for guarantee for endorsement by Lemtech Precision Material (China) is net value 3,638,661 thousand x 300% = 10,915,983 thousand; the limit for endorsement guarantee for a single enterprise is net value 3,638,661 thousand × 120% = 4,366,393 thousand.
-
(5) According to the above regulations, the maximum limit for guarantee for endorsement by Lemtech Industrial Services Lt is net value 151,068 thousand x 300% = 453,204 thousand; the limit for endorsement guarantee for a single enterprise is net value 151,068 thousand × 120% = 181,282 thousand.
74
Lemtech Holdings Co., Limited and its subsidiaries Amount of purchases from and sales to related parties reaching NT$100 million or 20% of its paid-in capital 2023
| 2023 | 2023 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Attachment 3 | (NTD thousands, Unless Stated Otherwise) | ||||||||||
| Name of company selling or purchasing |
Counterparty | RELATIONS | Transaction details | Situation and reason of why trading conditions are different from general trading |
Accounts and notes receivable (payable) |
Remarks | |||||
| Purchase/sal e |
Sum | Ratio to Total Purchase (sell) |
Loan period |
Unit price | Loan period | Balance | Ratio to total note or account receivables (payables) |
||||
| Lemtech-Eahwa Precision Technonlogy Co., Ltd. LemTech Global Industries Ltd. Lemtech Precision Material (China) Co., Ltd Kunshan Lemtech Slide Technology Co., Ltd. (China) Kunshan Lemtech Slide Technology Co., Ltd. (China) Lemtech Energy Solutions Corporation |
Lemtech International Limited Lemtech International Limited Lemtech International Limited Lemtech International Limited Lemtech Technology Limited Lemtech Technology Limited |
Affiliates Affiliates Affiliates Affiliates Affiliates Affiliates |
Sales Sales Sales Sales Sales Sales |
$ 138,557 214,112 183,629 156,931 100,802 272,594 |
2.97% 4.59% 3.94% 3.36% 2.16% 5.84% |
120 days 120 days 120 days 120 days 120 days 90 days |
According to the company's transfer pricing policy system According to the company's transfer pricing policy system According to the company's transfer pricing policy system According to the company's transfer pricing policy system According to the company's transfer pricing policy system According to the company's transfer pricing policy system |
- - - - - - |
Accounts receivable $ 61,797 Accounts receivable 37,510 Accounts receivable 52,807 Accounts receivable 65,427 Accounts receivable 15,842 Accounts receivable 51,916 |
4.20% 2.55% 3.59% 4.45% 1.08% 3.53% |
75
Lemtech Holdings Co., Limited and its subsidiaries Account receivables from related parties reaching NT$100 million or 20% of its paid-in capital December 31, 2023
| Attachment 4 | (NTD thousands, Unless Stated Otherwise) Overdue receivables from related parties Amounts received from related parties in subsequent period Allowance for loss amount Sum Action taken $ - - $ - $ - - - - - - - - - |
(NTD thousands, Unless Stated Otherwise) Overdue receivables from related parties Amounts received from related parties in subsequent period Allowance for loss amount Sum Action taken $ - - $ - $ - - - - - - - - - |
(NTD thousands, Unless Stated Otherwise) Overdue receivables from related parties Amounts received from related parties in subsequent period Allowance for loss amount Sum Action taken $ - - $ - $ - - - - - - - - - |
(NTD thousands, Unless Stated Otherwise) Overdue receivables from related parties Amounts received from related parties in subsequent period Allowance for loss amount Sum Action taken $ - - $ - $ - - - - - - - - - |
||||
|---|---|---|---|---|---|---|---|---|
| Name of company with accounts receivable on account |
Name of the counterparty | RELATIONS | Balance of receivables from related parties |
Turnover rate | Overdue receivables from related parties | Amounts received from related parties in subsequent period |
Allowance for loss amount |
|
| Sum | Action taken | |||||||
| LDC Precision Engineering Co., Ltd Lemtech Technology Limited Lemtech Precision Material |
Lemtech Holdings Co., Limited Lemtech Holdings Co., Limited Lemtech Electronics Technology (Changshu) Co., Ltd. |
Affiliates Affiliates Affiliates |
Other receivables $ 170,398 Other receivables $ 399,164 Other receivables $ 166,021 |
Notes: Notes: Notes: |
$ - - - |
- - - |
$ - - - |
$ - - - |
Notes: Categorized as other receivables, thus turnover rate is not calculated.
76
Lemtech Holdings Co., Limited and its subsidiaries Intercompany Relationships and Significant Intercompany Transactions 2023
Attachment 5
(NTD thousands, Unless Stated Otherwise)
| No. (Note 1) | Name of the trader | Name of the transaction counterparty | Relationship (Note 2) |
Conditions of transactions | Conditions of transactions | ||
|---|---|---|---|---|---|---|---|
| Account | Sum | Terms of transaction | Percentage of Consolidated Total Revenue or Total Assets (%) (Note 3) |
||||
| 1 1 1 2 2 3 3 3 4 4 4 4 5 6 6 7 7 8 |
Lemtech Precision Material Lemtech Precision Material Lemtech Precision Material LDC Precision Engineering Co., Ltd. LDC Precision Engineering Co., Ltd. Kunshan Lemtech Slide Technology Co., Ltd. Kunshan Lemtech Slide Technology Co., Ltd. Kunshan Lemtech Slide Technology Co., Ltd. Lemtech Energy Solutions Corporation Lemtech Energy Solutions Corporation Lemtech Energy Solutions Corporation Lemtech Energy Solutions Corporation Lemtech Technology Limited Lemtech Electronics Technology (Changshu) Co., Ltd. Lemtech Electronics Technology (Changshu) Co., Ltd. Lemtech-Eahwa Precision Technonlogy Co.,Ltd Lemtech-Eahwa Precision Technonlogy Co.,Ltd LemTech Global Industries Ltd. |
Lemtech International Limited (LIL) Lemtech International Limited (LIL) Zhenjiang Emtron Surface Treatment Limited LemTech Global Industries Ltd. Lemtech Holdings Co., Limited Lemtech International Limited (LIL) Lemtech International Limited (LIL) Lemtech Technology Limited Lemtech International Limited (LIL) Lemtech International Limited (LIL) Lemtech Technology Limited Lemtech Technology Limited Lemtech Holdings Co., Limited Lemtech International Limited (LIL) Lemtech Technology Limited Lemtech International Limited (LIL) Lemtech International Limited (LIL) Lemtech International Limited (LIL) |
3 3 3 3 2 3 3 3 2 2 3 3 2 2 3 3 3 3 |
Account receivables (payment) Sales revenue (purchase) Other receivables (payables) Sales revenue (purchase) Other receivables (payables) Account receivables (payment) Sales revenue (purchase) Sales revenue (purchase) Sales revenue (purchase) Sales revenue (purchase) Sales revenue (purchase) Account receivables (payment) Other receivables (payables) Sales revenue (purchase) Sales revenue (purchase) Sales revenue (purchase) Account receivables (payment) Sales revenue (purchase) |
$ 52,807 183,629 166,021 91,345 170,398 65,427 156,931 100,802 84,501 60,565 272,594 51,916 399,164 44,555 48,979 138,557 61,797 214,112 |
General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction General Terms of Transaction |
0.73% 3.94% 2.28% 1.96% 2.34% 0.90% 3.36% 2.16% 1.81% 0.83% 5.84% 0.71% 5.49% 0.96% 1.05% 2.97% 0.85% 4.59% |
-
Note 1: The information on business dealings between the parent company and subsidiaries should be numbered in the "Code" column with the following coding method: 1. Parent company will be coded "0".
-
The subsidiaries are coded from "1" in the order presented in the table above.
-
Note 2: The transaction relationships with the counterparties are as follows. Please specify the type (the same transaction shall not be disclosed repetitively for transaction between the parent company and the subsidiaries or between the subsidiaries. For example, if the parent company has already disclosed its transaction with a subsidiary, the subsidiary does not need to disclose the information again; for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, the other one does not need to disclose it again.)
-
Parent company to subsidiary.
-
Subsidiary to parent company.
-
Between subsidiaries.
-
Note 3: For calculations of ratio of the transaction amount accounts to consolidated total revenue or total assets, where the item is either an asset or a liability, the ratio of the ending balance to the consolidated total assets shall be calculated; where the item is either a gain or a loss, the ratio of the aggregated amount at the end of the period to the consolidated total revenue shall be calculated.
-
Note 4: The above transactions have been offset in the consolidated statements.
-
Note 5: The significant transactions of this form may be determined by the company according to the principle of materiality.
77
Lemtech Holdings Co., Limited and its subsidiaries Name of investee, location, etc. 2023
Attachment 6
Units: NT$1,000
| Investorcompany | Name of investees | Location | Principalbusiness activities | Original investment amount | Original investment amount | Balance at the end of | Balance at the end of | the period | Net gain or loss of theinvestee |
Recognized investment gain/loss ofthe current period |
Remarks | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| End ofthe period | End of last year | Shares | Ratio % | Carrying amount | ||||||||
| The Company The Company The Company The Company The Company Lemtech International Limited Lemtech International Limited Lemtech Global Solution Co. Ltd. Lemtech Precision Material Lemtech Precision Material Lemtech Precision Material |
Controllable Lemtech Global Solution Co. Ltd. Lemtech International Limited Lemtech Industrial Services Ltd. LemTech Global Industries Ltd. Lemtech-Eahwa Precision Technonlogy Co., Ltd. Lemtech Energy Solutions Corporation Lemtech Mexico, S.A. DE C.V. Lemtech Mexico, S.A. DE C.V. Lemtech Technology Limited LDC Precision Engineering Co., Ltd. Lemtech Precision Material (Czech) s.r.o. |
Republic of Mauritius Hong Kong Samoa Taiwan Taiwan Taiwan Mexico Mexico Hong Kong Taiwan Czechia |
Investment holding companies Investment holding companies Sales of electronics and computer peripheral component Manufacturing and wholesale of electrical appliances, audio-visual products, other motors and electronic mechanical equipment, automobiles and their parts, and other optical and precision machinery Manufacturing and wholesale of mechanical equipment, other optical and precision equipment Manufacturing and wholesale of mechanical equipment, dies, electrical appliances and audio-visual products, other motors and electronic mechanical equipment, automobiles and their parts, and other optical and precision equipment Manufacturing of automobile parts and accessories; mold manufacturing; manufacturing of metal parts for construction; manufacturing of mobile terminal equipment; manufacturing of communication equipment; manufacturing of computer software, hardware and peripheral equipment; manufacturing of electronic components; sales of mechanical parts and components; sales of molds; electronics Retail sales of components; sales of metal accessories for construction Sales of automotive, electronics and computer peripheral parts Manufacturing and wholesale of electrical appliances, audio-visual products, other motors and electronic mechanical equipment, automobiles and their parts, and other optical and precision machinery Manufacture of automotive parts (sunroof, brakes, seat belts, airbags, etc.) and assemblies (drive shafts for steering wheel, etc.), supply of consumer electronics parts and server product |
$ 112,397 214,320 6,583 30,000 10,974 30,000 68 158,577 597 9,524 $ 195,984 |
$ 112,397 214,320 6,583 30,000 10,000 30,000 - - 597 9,524 $ 195,984 |
2,500,000 7,000,000 1,425,000 3,000,000 1,050,000 3,000,000 - - 20,000 - - |
100 100 57 100 42 100 0.04 99.96 100 100 100 |
$ 3,654,830 370,686 86,109 186,759 26,659 72,322 69 154,059 597,565 425,077 $ 188,773 |
$ 283,785 59,607 5,037 30,370 20,854 19,594 ( 6,142 ) ( 6,142 ) ( 18,689 ) ( 44,576 ) $ 51,011 |
$ 283,785 59,607 2,871 30,370 8,616 19,594 ( 3 ) ( 6,139 ) ( 18,689 ) ( 44,576 ) $ 51,011 |
Subsidiaries Subsidiaries Subsidiaries Subsidiaries Subsidiaries Subsidiaries Subsidiaries Subsidiaries Third-tier subsidiary Third-tier subsidiary Third-tier subsidiary |
(Continued)
78
(Continued from previous page)
| Investor company | Name of investees | Location | Principal business activities | Original investment amount | Original investment amount | Balance at the end of | Balance at the end of | the period | Net gain or loss of the investee |
Recognized investment gain/loss of the current period |
Remarks | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| End of the period | End of last year | Shares | Ratio % | Carrying amount | ||||||||
| Lemtech Technology Limited Lemtech Technology Limited Lemtech Global Solution Co. Ltd. |
Lemtech USA Inc. With significant influence Aapico Lemtech Co.,Ltd. Keycore technology corp. |
USA Thailand Taiwan |
U.S. business development, business information collection, provision of market intelligence and industry information R&D, production, manufacturing and assembly of automotive, electronics and computer peripheral parts Electronic component manufacturing, general instrument manufacturing, energy technology services, biotechnology services and research and development services, etc. |
1,502 16,452 20,085 |
1,502 16,452 20,085 |
50,000 160,000 2,900,000 |
100 40 28.42 |
612 25,201 19,310 |
5 ( 14,743 ) 71 |
5 ( 5,897 ) 20 |
Third-tier subsidiary Investees recognized under the equity method Investees recognized under the equity method |
Note 1: Please refer to Attachment 7 for information on investee in China.
79
Attachment 7
Lemtech Holdings Co., Limited and its subsidiaries Information on investments in China
2023
Unit: Thousand of NTD; foreign currency (thousand)
For investments in China, disclose the name of the investee, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, shareholding ratio, gain or loss for the period, carrying amount of the investment, repatriated investment gains:
| Investee Company | Principal business activities | Actual paid-in capital |
Method of investment |
Beginning balance of accumulated outflow of investment from Taiwan |
Remittance or recovery of investment amount in the current period |
Remittance or recovery of investment amount in the current period |
Ending balance of accumulated outflow of investment from Taiwan |
Net gain or loss of the investee |
The Company's percentage of ownership directly or indirectly % |
Investment gains (losses) recognized in the current period |
Carrying amount of investment |
Investment revenue transferred back to Taiwan as of the end of the period |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remit | Regain | |||||||||||
| Zhenjiang Emtron Surface Treatment Limited Lemtech Precision Material Lemtech Precision Material Kunshan Lemtech Slide Technology Co., Ltd. Kunshan Lemtech Electronics Technology Co.,Ltd Lemtech Electronic Technology (Changshu) Co., Ltd. |
Surface treatment of mechanical, electronic and automotive components Production and design of various types of fine blanking die, non-metal die-casting toolings, computer connectors, computer cooling modules and other new electronic plug-ins, sales of self-produced products, etc. Production and design of various types of fine blanking die, non-metal die-casting toolings, computer connectors, computer cooling modules and other new electronic plug-ins, sales of self-produced products, etc. Design and production of slide rails, shafts and related accessories, and sales of self-produced products, etc. R&D, manufacturing of electronic components, special electronic materials, and thermal modules, sales of self-produced products, and wholesale, import and export of products similar to those produced by the company and their raw materials and mechanical equipment Electronic component manufacturing, electronic component wholesale, electronic special material manufacturing, electronic special material sales, electronic special material research and development, lighting equipment manufacturing, lighting equipment sales, manufacturing of auto parts and accessories, manufacturing of solar equipment and components, sales of solar equipment and components, manufacturing of computer software and hardware equipment, sales of communicationequipment |
$ 65,043 (RMB 2,160) 286,242 (RMB 66,000) 286,242 (RMB 66,000) 69,758 (RMB 15,000) 60,990 (USD 2,000) $ 307,715 (USD 10,500) |
83.33% equity held by Lemtech Holdings Co., Limited 99.81% equity held by Lemtech Global Solution Co. Ltd. 0.19% equity held by Lemtech Holdings Co., Limited 100% invested by Lemtech Industrial Services Ltd. 100% owned by Lemtech Cooling System Limited 100% owned by Lemtech Cooling System Limited |
$ - - - - - - |
$ - - - - - - |
$ - - - - - - |
$ - - - - - - |
( $ 14,836) 298,091 298,091 6,574 ( 3,137) ( 37,226) |
100 99.81 0.19 100 100 100 |
( $ 14,836) 297,525 566 6,574 ( 3,137) ( 37,226) |
( $ 120,897) 3,631,757 6,913 161,061 96,148 163,444 |
$ - - - - - - |
(Continued)
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(Continued from previous page)
| Investee Company | Principal business activities | Actual paid-in capital |
Method of investment | Beginning balance of accumulated outflow of investment from Taiwan |
Remittance or recovery of investment amount in the current period |
Remittance or recovery of investment amount in the current period |
Ending balance of accumulated outflow of investment from Taiwan |
Net gain or loss of the investee |
The Company's percentage of ownership directly or indirectly % |
Investment gains (losses) recognized in the current period |
Carrying amount of investment |
Investment revenue transferred back to Taiwan as of the end of the period |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remit | Regain | |||||||||||
| Lemtech Precision Engineering (Tianjin) Co., Ltd |
Manufacturing of auto parts and accessories; mold manufacturing; manufacturing of metal parts for construction; manufacturing of mobile terminal equipment; manufacturing of communication equipment; manufacturing of computer hardware and software and peripheral equipment; manufacturing of electronic components; sales of mechanical parts and parts; sales of molds; Retailing of components; sales of metal fittings for construction |
$ 88,868 (USD 3,000) |
51% equity held by Lemtech Global Solution Co. Ltd. |
$ - | $ - | $ - | $ - |
( $ 21,704 ) | 51 | ( $ 11,069 ) | $ 27,367 | $ - |
| Lemtech Precision Engineering (Tianjin) Co., Ltd |
Manufacturing of auto parts and accessories; mold manufacturing; manufacturing of metal parts for construction; manufacturing of mobile terminal equipment; manufacturing of communication equipment; manufacturing of computer hardware and software and peripheral equipment; manufacturing of electronic components; sales of mechanical parts and parts; sales of molds; Retailing of components; sales of metal fittings for construction |
$ 88,868 (USD 3,000) |
49% equity held by Lemtech Precision Material |
- | - |
- | - | ( 21,704 ) | 49 | ( 10,635 ) | 13,347 | - |
-
Notes: The investment gain (loss) is recognized in accordance with the parent company's financial statements for the same period audited by a certified public accountant.
-
- Limit on the amount of investment in China
| Limit on the amount of investment in China | ||
|---|---|---|
| Accumulated investment remitted from Taiwan to China at the end of the period |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) |
Upper limit on the amount of investment in China authorized by MOEAIC |
| $- | Not applicable | Not applicable |
-
Major transactions with any investee company in mainland China directly or indirectly through a third region: Attachment 5.
-
Endorsements, guarantees or provision of collateral directly or indirectly between the company and the investees in China through business in a third region: Attachment 2. 5. Financing extended directly or indirectly between the company and the investees in China through business in a third region: Attachment 1.
-
Other transactions that have significant influence on the profits and losses or financial status of the current period: none.
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Lemtech Holdings Co., Limited and its subsidiaries Information on Major Shareholders December 31, 2023
Attachment 8
| Shareholder's name | Shareholding | Shareholding |
|---|---|---|
| Shareholding (shares) |
Shareholding percentage |
|
| Hsu, Chi-Feng CTBC BANK CO., LTD IN CUSTODY FOR Yehang Investment Account Chan Kim Seng Maurice |
8,293,981 5,647,238 5,527,618 |
13.33% 9.08% 8.88% |
Notes: The major shareholder information in this table is based on Taiwan Depository & Clearing Corporation’s data of shareholders who hold more than 5% of the Company’s ordinary shares and preferred stock (including treasury shares), for which electronic registration and delivery were completed, on the last business day of the quarter. Share capital indicated in the Company's consolidated financial statements may differ from the actual number of shares that have been issued and delivered without physical registration as a result of the different basis of preparation.
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