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ZIPPY Technology Corp. — Interim / Quarterly Report 2023
Nov 8, 2023
52069_rns_2023-11-08_bb9fc009-92e5-4be1-9e60-913853be1215.pdf
Interim / Quarterly Report
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Stock Code:2420
ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS
With Independent Auditors’ Review Report For the Nine Months Ended September 30, 2023 and 2022
Address: 10F., No. 50, Minquan Rd., Xindian Dist., New Taipei City , Taiwan, R.O.C. Telephone: 886-2-2918-8512
The independent auditors’ review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ review report and consolidated financial statements, the Chinese version shall prevail.
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Table of contents
| 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)Company history (2)Financial Statements Authorization Date and Authorization Process (3)New Standards, Amendments and Interpretations not yet Adopted (4)Summary of Material Accounting Policies (5)Significant Accounting Judgments, Estimation, Assumptions, and Sources of Estimation Uncertainty (6)Explanation to Significant Accounts (7)Related Party Transactions (8)Pledged Assets (9)Significant Commitments and Contingencies (10)Losses Due to Major Disasters (11)Subsequent Events (12)Other (13)Other disclosures (a) Information on significant transactions (b) Information on investment (c) Information on investment in Mainland China (d) Information on major shareholder (14)Segment Information |
Page |
1 2 3 4 5 6 7 8 8 8~9 9~10 11 11~32 32 32 33 33 33 33 34~37 37 38 39 39~40 |
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Independent Auditors’ Review Report
To the Board of Directors of Zippy Technology Corp.:
Introduction
We have reviewed the accompanying consolidated balance sheets of Zippy Technology Corp. (“Company”) and its subsidiaries (“Group”) as of September 30, 2023 and 2022, and the related consolidated statements of comprehensive income for the three months and nine months ended September 30, 2023 and 2022, as well as the changes in equity and cash flows for the nine months ended September 30, 2023 and 2022, and notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.
Scope of Review
Except as explained in the Basis for Qualified Conclusion paragraph, we conducted our reviews in accordance with the Standard on Review Engagements 2410, “Review of Interim Financial Information Performed by the Independent Auditor of the Entity” of the Republic of China. A review of the consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the Standards on Auditing of the Republic of China and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for Qualified Conclusion
As stated in Note 4(b), the consolidated financial statements included the financial statements of certain non-significant subsidiaries, which were not reviewed by independent auditors. These financial statements reflect the total assets amounting to $801,705 thousand and $874,919 thousand, constituting 15.17% and 15.70% of consolidated total assets as of September 30, 2023 and 2022, respectively, total liabilities amounting to $82,358 thousand and $90,885 thousand, constituting 4.95% and 4.52% of consolidated total liabilities as of September 30, 2023 and 2022, respectively, and total comprehensive income (loss) amounting to $19,072 thousand, $22,376 thousand, $17,907 thousand and $53,459 thousand, constituting 10.39%, 9.67%, 3.90% and 9.01% of consolidated total comprehensive income (loss) for the three months and nine months ended September 30, 2023 and 2022, respectively.
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Qualified Conclusion
Except for the adjustments, if any, as might have been determined to be necessary had the financial statements of certain consolidated subsidiaries and equity accounted investee companies described in the Basis for Qualified Conclusion paragraph above been reviewed by independent auditors, based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of September 30, 2023 and 2022, and of its consolidated financial performance for the three months and nine months ended September 30, 2023 and 2022, as well as its consolidated cash flows for the nine months ended September 30, 2023 and 2022 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
The engagement partners on the reviews resulting in this independent auditors’ review report are Rou-Lan Kuo and Ying-Ru Chen.
KPMG
Taipei, Taiwan (Republic of China) November 8, 2023
Notes to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.
The independent auditors’ audit 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’ audit report and consolidated financial statements, the Chinese version shall prevail.
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(ENGLISH TRANSLATION OF CONSOLIDATED FINANCIAL STATEMENTS ORIGINALLY ISSUED IN CHINESE)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS AS OF September 30, 2023 AND 2022 ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
September 30, 2023, December 31, 2022 and September 30, 2022 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| ASSETS Current Assets: 1100 Cash and cash equivalents (Notes (6)(a)) 1110 Current financial assets at fair value through profit or loss (Notes (6)(b)) 1150 Notes receivable, net (Notes (6)(c)) 1170 Accounts receivable, net (Notes (6)(c)) 1200 Other receivables (Notes (6)(d)) 130X Inventories, net (Notes (6)(e)) 1470 Other current assets Non-current Assets: 1600 Property, plant and equipment (Notes (6)(f) and (8)) 1755 Right-of-use assets (Notes (6)(g)) 1760 Investment property, net (Notes (6)(h) and (8)) 1780 Intangible assets (Notes (6)(i)) 1840 Deferred income tax assets (Notes (4) and (6)(o)) 1915 Prepayments for business facilities 1920 Guarantee deposits paid TOTAL ASSETS |
2023.09.30 | **2022.12.31 ** | 2022.09.30 LIABILITIES AND EQUITY Amount % Current Liabilities: 543,557) 10)2100 Short-term borrowings (Note (6)(j), (6)(x) and (8)) 95,836) 2)2130 Current contract liabilities (Note (6)(r)) 13,293) - 2150 Note payable 444,453) 8)2170 Accounts payable 7,730) - 2200 Other payables (Note (4) and (6)(n)) 939,528) 17)2230 Current tax liabilities (Note (4) and (6)(o)) 45,991) 1)2280 Current lease liabilities (Notes (6)(l) and (6)(x)) 2,090,388) 38)2320 Long-term borrowings, current portion (Note (6)(k) , (6)(x) and (8)) 2399 Other current liabilities, others Non-current Liabilities: 1,255,304) 23)2540 Long-term borrowings (Note (6)(k) , (6)(x) and (8)) 12,389) - 2570 Deferred income tax liabilities (Notes (4) and (6)(o)) 2,134,199) 38)2580 Non-current lease liabilities (Notes (6)(l) and (6)(x)) 20,755) - 2640 Net defined benefit liability, non-current (Notes (4) and (6)(n)) 34,820) 1)2645 Guarantee deposits received 22,643) - 505) - Total Liabilities 3,481,615) 62) Equity attributable to owners of parent (Note (6)(p)): 3110 Ordinary share 3200 Capital surplus 3300 Retained earnings 3400 Other equity interest Total equity attributable to owners of parent 36xx Non-controlling interests Total Equity 5,572,003) 100) TOTAL LIABILITIES AND EQUITY |
2023.09.30 | **2022.12.31 ** | 2022.09.30 |
|---|---|---|---|---|---|---|
| Amount % $ 739,344) 14) 133,123) 3) 11,814) - 285,691) 5) 5,333) - 654,403) 12) 38,821) 1) 1,868,529) 35) 1,210,406) 23) 9,973) - 2,120,647) 40) 20,378) - 34,754) 1) 20,462) 1) 447) - 3,417,067) 65) **$ 5,285,596) 100) ** |
Amount % 719,386) 13) 92,215) 2) 19,411) - 370,964) 7) 5,276) - 889,267) 16) 31,227) 1) 2,127,746) 39) 1,247,284) 22) 11,679) - 2,127,882) 38) 21,082) - 34,157) 1) 16,667) - 502) - 3,459,253) 61) 5,586,999) 100) |
Amount % $ 13,564) - 10,741) - 4,759) - 144,334) 3) 187,226) 4) 128,846) 2) 1,817) - 50,000) 1) 12,280) - 553,567) 10) 1,070,500 20) - - 294 - 16,639 - 24,013 1) 1,111,446 21) 1,665,013 31) 1,526,487) 29) 135,562) 3) 1,927,841) 36) (492) - 3,589,398) 68) 31,185) 1) 3,620,583) 69) $ 5,285,596) 100) |
Amount % 13,083) - 13,809) - 11,644) - 263,342) 5) 206,456) 4) 167,090) 3) 2,014) - 50,000) 1) 11,729) - 739,167) 13) 1,108,000) 20 - - 1,661) - 17,223) - 23,933) 1) 1,150,817) 21) 1,889,984) 34) 1,526,487) 27) 135,564) 2) 2,024,209) 36) (23,961) - 3,662,299) 65 34,716) 1) 3,697,015) 66 5,586,999) 100) |
Amount % 12,484) - 14,037) - 13,507) - 350,524) 6) 216,494) 4) 165,093) 3) 2,102) - 50,000) 1) 10,415) - 834,656) 14) 1,120,500 20) 390 - 2,120 - 28,450 1) 23,529 - 1,174,989 21) 2,009,645 35) 1,526,487) 27) 135,564) 3) 1,874,552) 34) (9,320) - 3,527,283) 64) 35,075) 1) 3,562,358) 65) 5,572,003)100) |
The accompanying notes are an integral part of the consolidated financial statements.
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(ENGLISH TRANSLATION OF CONSOLIDATED FINANCIAL STATEMENTS ORIGINALLY ISSUED IN CHINESE)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Three months and Nine months Ended September 30, 2023 AND 2022 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| For the three | months | ended September 30, | ended September 30, | For the nine months | For the nine months | ended September | 30, | |||
|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | % | 2022 | % | 2023 | % | 2022 | % | |||
| 4000 | Total sales revenue (Notes (6)(r)) | $ | 530,045) | 100) | 688,540) | 100) | 1,623,015) | 100) | 2,057,066) | 100) |
| 5110 | Total operating costs (Notes (6)(e)) | 291,387) | 55) | 386,214) | 56) | 931,657) | 57) | 1,199,929) | 58) | |
| 5900 | Gross profit from operations | 238,658) | 45) | 302,326) | 44) | 691,358) | 43) | 857,137) | 42) | |
| 6000 | Operating expenses (Notes (6)(c), (6)(l), (6)(n) and (6)(s)): | |||||||||
| 6100 | Selling expenses | 20,481) | 4) | 20,323) | 3) | 60,868) | 4) | 63,005) | 3) | |
| 6200 | Administrative expenses | 53,792) | 10) | 59,978) | 9) | 166,724) | 10) | 193,983) | 9) | |
| 6300 | Research and development expenses | 17,578) | 4) | 16,523) | 2) | 52,941) | 3) | 53,607) | 3) | |
| 6450 | Expected credit loss (gain) | 86) | - | (1,190) | - | (392) | - | (2,454) | - | |
| Total operating expenses | 91,937) | 18) | 95,634) | 14) | 280,141) | 17) | 308,141) | 15) | ||
| 6900 | Net operating income | 146,721) | 27) | 206,692) | 30) | 411,217) | 26) | 548,996) | 27) | |
| 7000 | Non-operating income and expenses (Note (6)(t)): | |||||||||
| 7100 | Interest income | 3,081) | 1) | 1,153) | - | 12,754) | - | 2,612) | - | |
| 7010 | Other income | 37,999) | 7) | 31,505) | 5) | 112,034) | 7) | 101,013) | 5) | |
| 7020 | Other gains and losses, net | 13,907) | 3) | 26,824) | 4) | 29,746) | 2) | 49,175) | 2) | |
| 7050 | Finance costs, net | (6,014) | (1) | (4,955) | (1) | (17,396) | (1) | (13,124) | (1) | |
| Total non-operating income and expenses | 48,973) | 10) | 54,527) | 8) | 137,138) | 8) | 139,676) | 6) | ||
| Profit (loss) from continuing operations before tax | 195,694) | 37) | 261,219) | 38) | 548,355) | 34) | 688,672) | 33) | ||
| 7950 | Less: Income tax expenses (Note (6)(o)) | 38,142) | 7) | 57,164) | 8) | 112,741) | 7) | 152,089) | 7) | |
| Profit | 157,552) | 30) | 204,055) | 30) | 435,614) | 27) | 536,583) | 26) | ||
| Other comprehensive income: | ||||||||||
| 8360 | Components of other comprehensive income (loss) that will be reclassified to profit or loss |
|||||||||
| 8361 | Exchange differences on translation of foreign financial statements | 26,020) | 5) | 27,285) | 4) | 23,469) | 1) | 56,561) | 3) | |
| Components of other comprehensive income that will be reclassified to profit or loss |
26,020) | 5) | 27,285) | 4) | 23,469) | 1) | 56,561) | 3) | ||
| Other comprehensive income | 26,020) | 5) | 27,285) | 4) | 23,469) | 1) | 56,561) | 3) | ||
| 8500 | Total comprehensive income | $ | 183,572) | 35) | 231,340) | 34) | 459,083) | 28) | 593,144) | 29) |
| Profit (loss), attributable to: | ||||||||||
| 8610 | Profit (loss), attributable to owners of parent | $ | 158,238) | 30) | 202,900) | 30) | 437,902) | 27) | 534,838) | 26) |
| 8620 | Profit (loss), attributable to non-controlling interests | (686) | - | 1,155) | - | (2,288) | - | 1,745) | - | |
| $ | 157,552 | 30) | 204,055) | 30) | 435,614) | 27) | 536,583) | 26) | ||
| Comprehensive income attributable to: | ||||||||||
| 8710 | Comprehensive income, attributable to owners of parent | $ | 184,258) | 35) | 230,185) | 34) | 461,371) | 28) | 591,399) | 29) |
| 8720 | Comprehensive income, attributable to non-controlling interests | (686) | - | 1,155) | - | (2,288) | - | 1,745) | - | |
| $ | 183,572) | 35) | 231,340) | 34) | 459,083) | 28) | 593,144 | 29) | ||
| 9750 | Basic earnings per share (NT dollars) (Notes (6)(q)) | $ | 1.04) | 1.33) | 2.87) | 3.50 | ||||
| 9870 | Diluted earnings per share (NT dollars) (Notes (6)(q)) | $ | 1.03) | 1.32) | 2.86) | 3.49 |
The accompanying notes are an integral part of the consolidated financial statements.
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(ENGLISH TRANSLATION OF CONSOLIDATED FINANCIAL STATEMENTS ORIGINALLY ISSUED IN CHINESE) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY For the Nine Months Ended September 30, 2023 and 2022 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| Capital Stock Share Capital Balance at January 1, 2022 $ 1,526,487) Net income (loss) for the period - Other comprehensive income (loss) for the period - Total comprehensive income (loss) for the period - Appropriation and distribution of retained earnings: Legal reserve appropriated - Special reserve appropriated - Cash dividends of ordinary shares - Changes in non-controlling interests - Balance at September 30, 2022 $ 1,526,487) Balance at January 1, 2023 $ 1,526,487) Net income (loss) for the period - Other comprehensive income (loss) for the period - Total comprehensive income (loss) for the period - Appropriation and distribution of retained earnings: Legal reserve appropriated - Reversal of special reserve - Cash dividends of ordinary shares - Payment of overdue cash dividends Changes in non-controlling interests - Balance at September 30, 2023 $ 1,526,487) |
Equity attributable to owners ofparent | Equity attributable to owners ofparent | Equity attributable to owners ofparent | Equity attributable to owners ofparent | Non- Controlling Interests |
Total Equity | ||||
|---|---|---|---|---|---|---|---|---|---|---|
| Capital Stock | Capital Surplus |
**Retained Earnings ** | Other Equity | Total Equity Attributable to Owners of Parent |
||||||
| Share Capital | Legal Reserve |
Special Reserve |
Unappropriated Retained Earnings |
Total | Exchange Differences on Translation of Foreign Financial Statements |
|||||
| 135,564) - - |
798,109) - - |
51,068 - - |
948,483) 534,838) - |
1,797,660) 534,838) - |
(65,881) - 56,561) |
3,393,830) 534,838) 56,561) |
34,344) 1,745) - |
3,428,174) 536,583) 56,561) |
||
| - | - | - | - | 534,838) | 534,838) | 56,561) | 591,399) | 1,745) | 593,144) | |
| - - - - |
- - - - |
58,113) - - - |
- 14,811) - - |
(58,113) (14,811) (457,946) - |
- - (457,946) - |
- - - - |
- - (457,946) - |
- - - (1,014) |
- - (457,946) (1,014) |
|
| 135,564) | 856,222) | 65,879 | 952,451) |
1,874,552) | (9,320) | 3,527,283) | 35,075) | 3,562,358) | ||
| 135,564) - - |
856,222) - - |
65,879 - - |
1,102,108) 437,902) - |
2,024,209) 437,902) - |
(23,961) - 23,469) |
3,662,299) 437,902) 23,469) |
34,716) (2,288) - |
3,697,015) 435,614) 23,469) |
||
| - | - | - | - | 437,902) | 437,902) | 23,469) | 461,371) | (2,288) | 459,083) | |
| - - - - |
- - - (2) - |
68,450) - - - - |
- (41,919) - - - |
(68,450) 41,919) (534,270) - - |
- - (534,270) - - |
- - - - - |
- - (534,270) (2) - |
- - - - (1,243) |
- - (534,270) (2) (1,243) |
|
| 135,562) | 924,672) | 23,960 | 979,209) |
1,927,841) | (492) | 3,589,398) | 31,185) | 3,620,583) |
The accompanying notes are an integral part of the consolidated financial statements.
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(ENGLISH TRANSLATION OF CONSOLIDATED FINANCIAL STATEMENTS ORIGINALLY ISSUED IN CHINESE) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS For the Nine Months Ended September 30, 2023 and 2022 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| For the nine months | ended | ||
|---|---|---|---|
| September 30, | |||
| 2023 | 2022 | ||
| Cash flows from operating activities: | |||
| Profit before tax | $ | 548,355) | 688,672) |
| Adjustments: | |||
| Adjustments to reconcile profit: | |||
| Depreciation expense | 64,405) | 63,185) | |
| Amortization expense | 818) | 711) | |
| Expected credit gain | (392) | (2,454) | |
| Interest expense | 17,396) | 13,124) | |
| Interest income | (12,754) | (2,612) | |
| Loss on disposal of property, plant and equipment | (38) | 45) | |
| Total adjustments to reconcile profit | 69,435) | 71,999) | |
| Changes in operating assets and liabilities: | |||
| Changes in operating assets: | |||
| Financial assets at fair value through profit or loss, mandatorily measured at fair value | (41,068) | (10,396) | |
| Notes receivable | 7,596) | 15,517) | |
| Accounts receivable | 85,652) | (37,586) | |
| Other receivables | 267) | 6,245) | |
| Inventories | 234,791) | (37,442) | |
| Other current assets | 1,763) | 2,297) | |
| Total changes in operating assets | 289,001) | (61,365) | |
| Changes in operating liabilities: | |||
| Contract liabilities | (3,068) | (4,106) | |
| Notes payable | (6,885) | (16,599) | |
| Accounts payable | (119,008) | (192,652) | |
| Other payables | (19,500) | 27,586) | |
| Other current liabilities | 551) | (1,919) | |
| Net defined benefit liabilities, non-current | (584) | (11,457) | |
| Total changes in operating liabilities | (148,494) | (199,147) | |
| Total changes in operating assets and liabilities | 140,507) | (260,512) | |
| Total adjustments | 209,942) | (188,513) | |
| Cash inflow (outflow) generated from operations | 758,297) | 500,159) | |
| Interest received | 12,550) | 2,531) | |
| Interest paid | (17,274) | (12,845) | |
| Income taxes paid | (160,342) | (164,930) | |
| Net cash flows from (used in) operating activities | 593,231) | 324,915) | |
| Cash flows from investing activities: | |||
| Acquisition of property, plant and equipment | (4,371) | (20,287) | |
| Proceeds from disposal of property, plant and equipment | 22) | 790) | |
| Increase in guarantee deposits paid | 55) | (11) | |
| Acquisition of intangible assets | (114) | (120) | |
| Increase in prepayments for business facilities | (7,051) | (14,184) | |
| Net cash flows (used in) from investing activities | (11,459) | (33,182) | |
| Cash flows from financing activities: | |||
| Decrease in short-term borrowings | - | (31,238) | |
| Repayments of long-term borrowings | (37,500) | (37,500) | |
| Increase in guarantee deposits received | 80) | 2,518) | |
| Payment of lease liabilities | (1,561) | (1,539) | |
| Cash dividends paid | (534,270) | (457,946) | |
| Change in non-controlling interests | (1,243) | (1,014) | |
| Payment of overdue cash dividends | (2) | - | |
| Net cash flows used in (from) financing activities | (574,496) | (526,719) | |
| Effect of exchange rate changes on cash and cash equivalents | 12,682) | 24,297) | |
| Net increase (decrease) in cash and cash equivalents | 19,958) | (211,319) | |
| Cash and cash equivalents at beginning of period | 719,386) | 754,876) | |
| Cash and cash equivalents at end of period | $ | 739,344) | 543,557) |
The accompanying notes are an integral part of the consolidated financial statements
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(1) Company history
Zippy Technology Corp. (the “Company”) was established on April 25, 1983, which was a limited company. The Company reorganized into a company limited by shares in 1988. The shares of the Company was listed and traded at the ROC Securities Over-the-Counter Trading Center on May 25, 1996. Through the listing application to the Taiwan Stock Exchange in June 2000, the shares of the Company became officially listed and traded on the Taiwan Stock Exchange on September 11, 2000. The Company and its subsidiaries (together referred to as the “Group” and individually as “Group entities”). The Group engages primarily in the designing, manufacturing and trading of micro switches, power supplies. Please refer to Note 14 for details.
(2) Financial Statements Authorization Date and Authorization Process
The consolidated financial statements were authorized for issuance by the Board of Directors on November 8, 2023.
(3) New Standards, Amendments and Interpretations not yet Adopted:
- (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. (“FSC”) which have already been adopted.
The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2023:
-
Amendments to IAS 1 “Disclosure of Accounting Policies”
-
Amendments to IAS 8 “Definition of Accounting Estimates”
-
Amendments to IAS 12 “Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction”
The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from May 23, 2023:
-
Amendments to IAS12 “International Tax Reform – Pillar Two Model Rules”
-
(b) The impact of IFRS issued by IASB but not yet endorsed by the FSC
The Group assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2024, would not have a significant impact on its consolidated financial statements:
-
Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”
-
Amendments to IAS 1 “Non-current Liabilities with Covenants”
-
Amendments to IAS 7 and IFRS 7 “Supplier Finance Arrangements”
-
Amendments to IFRS16 “Requirements for Sale and Leaseback Transactions”
~ 8 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
- (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC
The Group is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its financial position and financial performance. The results thereof will be disclosed when the Group completes its evaluation.
The Group expects that the adoption of the following IFRSs, which are issued by IASB but not yet endorsed by the FSC, would not have any material impact on its financial statements.
-
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”
-
IFRS 17 “Insurance Contracts” and Amendments to IFRS 17 “Insurance Contracts”
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Amendments to IAS 21 “Lack of Exchangeability”
(4) Summary of Material Accounting Policies
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 consolidated financial statements, the Chinese version shall prevail.
- (a) Statement of compliance
These consolidated financial statements have been prepared in accordance with the preparation and guidelines of IAS 34 “Interim Financial Reporting” which are endorsed and issued into effect by FSC, and do not include all of the information required by the Regulations and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed and issued into effect by the FSC (hereinafter referred to IFRS endorsed by the FSC) for a complete set of the annual consolidated financial statements.
Except the following accounting policies mentioned below, the material accounting policies adopted in the consolidated financial statements are the same as those in the consolidated financial statement for the year ended December 31, 2022. For the related information, please refer to Note 4 of the consolidated financial statements for the year ended December 31, 2022.
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(b) Basis of consolidation
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List of subsidiaries in the consolidated financial statements
| Principal Investor Name of Subsidiary activity |
Shareholding Ratio 2023.9.30 2022.12.31 2022.9.30 Note |
|---|---|
| The Company ZIPPY USA Inc. Trading in micro switches, power supplies, and computer accessories 〞 ZIPPY International Holding Ltd. Reinvestment business |
100.00% 100.00% 100.00% (Note 1) 100.00% 100.00% 100.00% (Note 2) |
~ 9 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| Principal Investor Name ofSubsidiary activity |
Shareholding Ratio 2023.9.30 2022.12.31 2022.9.30 Note |
|---|---|
| 〞 QUAN-FA Corporation Company Wire and cable manufacturing, electronic component manufacturing 〞 ZIPPY Technology Europe Gmbh Trading in electrical parts and computer accessories 〞 Landmark International Holding Ltd. Reinvestment business ZIPPY International Holding Ltd. ZIPPY (Dongguan) Electronics Co., Ltd. Mainly produce various switches, power supplies, molds, computer peripheral equipment, computer optical fiber parts and sales 〞 KOBOT International Inc. Leasing Landmark International Holding Ltd. ZIPPY (Suzhou) Electronics Co. , Ltd. Mainly sell computer key components, power supplies, precision ceramics, precision molds and key components of network equipment 〞 G-BRIM International Inc. Mainly engaged in electronic products, plastic products, rubber products, hardware products, import and export and related supporting businesses, etc. |
63.92% 63.92% 63.92% (Note 2) 100.00% 100.00% 100.00% 〞 100.00% 100.00% 100.00% 〞 100.00% 100.00% 100.00% 〞 100.00% 100.00% 100.00% 〞 100.00% 100.00% 100.00% 〞 100.00% 100.00% 100.00% 〞 |
Note 1:The Company is a non-significant subsidiaries, its financial statements have been reviewed.
Note 2:The Company is a non-significant subsidiaries, its financial statements have not been reviewed.
- Subsidiaries excluded from the consolidated financial statements: None.
(c) Income taxes
The income tax expenses have been prepared and disclosed in accordance with paragraph B12 of International Financial Reporting Standards 34, Interim Reporting.
Income tax expenses for the period are measured by multiplying together the pre-tax income for the interim reporting period and the management’s best estimate of effective annual tax rate. This should be recognized fully as tax expense for the current period.
Temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases shall be measured based on the tax rates that have been enacted or substantively enacted at the time of the asset or liability is recovered or settled, and be recognized directly in equity or other comprehensive income as tax expense.
(d) Employee benefits
The pension cost in the interim period was calculated and disclosed on a year to date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(5) Significant Accounting Judgments, Estimation, Assumptions, and Sources of Estimation Uncertainty The preparation of the consolidated financial statements in conformity with the Regulations and IFRSs (in accordance with IAS 34 “Interim Financial Reporting” and endorsed by the FSC) requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.
The preparation of the consolidated interim financial statements, estimates and underlying assumptions are reviewed on an ongoing basis which are in conformity with the consolidated financial statements for the year ended December 31, 2022. For related information, please refer to Note 5 of the consolidated financial statements for the year ended December 31, 2022.
(6) Explanation to Significant Accounts
Except for the following disclosures, there is no significant difference as compared with those disclosed in the consolidated financial statements for the year ended December 31, 2022. Please refer to Note (6) of the 2022 annual consolidated financial statements.
- (a) Cash and cash equivalents
| Cash and cash equivalents | |||
|---|---|---|---|
| Cash $ Checking deposits Demand deposits Time deposits Cash and cash equivalents in consolidated statement of cash flows $ |
2023.09.30 | 2022.12.31 | 2022.09.30 |
| 828 7,071 291,515 439,930 |
458 3,172 432,476 283,280 |
781 6,316 346,603 189,857 |
|
| 739,344 | 719,386 | 543,557 |
Refer to Note 6(u) for the currency risk of the financial assets of the Group.
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(b) Financial assets and liabilities at fair value through profit or loss
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Financial assets and liabilities at fair value through profit or loss
| Mandatorily measured at fair value through profit or loss - Beneficiary certificates $ |
2023.09.30 | **2022.12.31 ** | 2022.09.30 |
|---|---|---|---|
| 133,123 | 92,215 | 95,836 |
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1) Refer to Note 6(u) for the credit risks exposure of the financial instrument.
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2) As of September 30, 2023, December 31, 2022 and September 30, 2022, the aforesaid financial assets were not pledged as collateral.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(c) Notes and accounts receivables
| Notes receivable $ Accounts receivable Less: Loss allowance $ |
2023.09.30 | 2022.12.31 | 2022.09.30 |
|---|---|---|---|
| 11,952 286,775 (1,222) |
19,548 372,427 (1,600) |
13,430 446,082 (1,766) |
|
| 297,505 | 390,375 | 457,746 |
The Group applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information. The loss allowance provisions in Taiwan and Mainland China were determined as follows:
| Current $ 1 to 180 days past due (Note) $ |
2023.09.30 | ||
|---|---|---|---|
| Gross carrying amount |
Weighted- average |
Loss allowance provision |
|
| 223,393 14,180 |
0.30% 19.60% |
670 2,804 |
|
| 237,573 | 3,474 |
Note: as of the end of October 31, 2023, the amount that received by the Company is $14,180.
| Current $ 1 to 180 days past due $ |
2022.12.31 | ||
|---|---|---|---|
| Gross carrying amount |
Weighted- average |
Loss allowance provision |
|
| 283,872 20,377 |
0.30% 22.71% |
852 4,628 |
|
| 304,249 | 5,480 |
| Current $ 1 to 180 days past due $ |
2022.09.30 | ||
|---|---|---|---|
| Gross carrying amount |
Weighted- average |
Loss allowance provision |
|
| 362,221 6,809 |
0.30% 22.71% |
1,086 1,546 |
|
| 369,030 | 2,632 |
~ 12 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
The loss allowance provisions in other foreign regions were determined as follows:
| 2023.09.30 Gross carrying amount Weighted- average Loss allowance provision Current $ 44,717 0.30% 134 1 to 180 days past due 16,437 0.20%~19.6% 59 $ 61,154 193 2022.12.31 Gross carrying amount Weighted- average Loss allowance provision Current $ 58,457 0.30% 175 1 to 180 days past due 29,269 0.22%~0.69% 64 $ 87,726 239 2022.09.30 Gross carrying amount Weighted- average Loss allowance provision Current $ 60,571 0.30% 182 1 to 180 days past due 29,911 0.22%~0.69% 68 $ 90,482 250 The movement in the allowance for notes and accounts receivable was as follows: For the nine months ended September 30, 2023 2022 Balance at January 1, 2023 and 2022 $ 1,600) 4,198) Impairment losses (reversed) recognized (392) (2,454) Effect of movements in exchange rate 14) 22) Balance at September 30, 2023 and 2022 $ 1,222) 1,766) |
2023.09.30 | 2023.09.30 | |||
|---|---|---|---|---|---|
| Gross carrying amount |
Weighted- average |
Loss allowance provision |
|||
| 44,717 16,437 |
0.30% 0.20%~19.6% 2022.12.31 |
134 59 |
|||
| 61,154 | 193 | ||||
| Gross carrying amount |
Weighted- average |
Loss allowance provision |
|||
| 58,457 29,269 |
0.30% 0.22%~0.69% 2022.09.30 |
175 64 |
|||
| 87,726 | 239 | ||||
| Gross carrying amount |
Weighted- average |
Loss allowance **provision ** |
|||
| 60,571 29,911 |
182 68 |
||||
| 90,482 | 250 | ||||
| 2023 | 2022 | ||||
| 4,198) (2,454) 22) |
|||||
| 1,766) |
The movement in the allowance for notes and accounts receivable was as follows:
As of September 30, 2023, December 31, 2022 and September 30, 2022, none of the receivables above are pledged as collateral for loans and borrowings.
(d) Other receivables
| Other receivables $ |
2023.09.30 | 2022.12.31 | 2022.09.30 |
|---|---|---|---|
| 5,333 | 5,276 | 7,730 |
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
None of other receivables are past due.
Please refer to Note 6(u) for further credit risk information.
- (e) Inventories
| Finished goods $ Work in process Raw materials Materials and supplies in transit $ |
2023.09.30 | 2022.12.31 | 2022.09.30 |
|---|---|---|---|
| 111,762 155,050 382,325 5,266 |
163,308 222,558 490,525 12,876 |
158,919 242,712 529,574 8,323 |
|
| 654,403 | 889,267 | 939,528 |
For the three months ended September 30, 2023, the write-up of inventories to net realizable value amounting to $3,199 was included in operating cost.
For the three months ended September 30, 2022, and for the nine months ended September 30, 2023 and 2022, the write-down of inventories to net realizable value amounting to $239, $4,987 and $5,996 were included in operating cost.
As of September 30, 2023, December 31, 2022 and September 30, 2022, the aforesaid inventories were not pledged as collateral.
- (f) Property, plant and equipment
| Carrying amounts: Balance at January 1, 2023 Balance at September 30, 2023 Balance at January 1, 2022 Balance at September 30, 2022 |
Land | Land | Building and construction |
Machinery and equipment |
Office equipment |
Other facilities |
Total |
|---|---|---|---|---|---|---|---|
| $ 753,342 $ 756,862 $ 746,923 $ 754,740 |
271,953 | 157,464 | 14,558 | 49,967 | 1,247,284 | ||
| 264,302 | 138,737 | 11,248 | 39,257 | 1,210,406 | |||
| 279,956 | 174,050 | 13,922 | 48,360 | 1,263,211 | |||
| 754,740 | 276,697 | 161,965 | 15,346 | 46,556 | 1,255,304 |
The property, plant and equipment of the Group have no significant additions, dispositions, impairment, or reversals for the nine months ended September 30, 2023 and 2022. Please refer to Note 12 for the amount of depreciation, and for other related information, please refer to Note 6(f) of the consolidated financial statement for the year ended December 31, 2022.
Please refer to Note 8 for details of the above assets pledged as collateral for long-term, short-term borrowings and financing line guarantees.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(g) Right-of-use assets
| Land Carrying amounts: Balance at January 1, 2023 $ 8,075 Balance at September 30, 2023 $ 7,895 Balance at January 1, 2022 $ 8,178 Balance at September 30, 2022 $ 8,244 |
Land | Building and construction |
Total |
|---|---|---|---|
| 3,604 | 11,679 | ||
| 2,078 | 9,973 | ||
| 5,438 | 13,616 | ||
| 4,145 | 12,389 |
The right-of-use assets of the Group have no significant additions, dispositions, impairment, or reversals for the nine months ended September 30, 2023 and 2022. Please refer to Note 12(a) for the amount of depreciation, and for other related information, please refer to Note 6(g) of the consolidated financial statement for the year ended December 31, 2022.
(h) Investment property
Investment property includes its own assets held by the Group. The original non-removable period of leased investment property is one to four years, and some lease contracts stipulate that the lessee has the option to extend the period upon expiration.
For all investment property leases, the rental income is fixed under the contracts.
Information about investment property of the Group is presented below:
| Own assets Land and improvement Building and construction Carrying amounts: Balance at January 1, 2023 $ 1,799,575 328,307 Balance at September 30, 2023 $ 1,801,624 319,023 Balance at January 1, 2022 $ 1,795,609 339,094 Balance at September 30, 2022 $ 1,800,934 333,265 |
Total |
|---|---|
| 2,127,882 | |
| 2,120,647 | |
| 2,134,703 | |
| 2,134,199 |
The investment property of the Group has no significant additions, dispositions, impairment, or reversals for the nine months ended September 30, 2023 and 2022. Please refer to Note 12 for the amount of depreciation, and for other related information, please refer to Note 6(h) of the consolidated financial statement for the year ended December 31, 2022.
For the three months and nine months ended September 30, 2023 and 2022, the direct operating expenses incurred by the Group's investment property that generated rental income were $890, $876, $2,822 and $2,685, respectively.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
The fair value of the investment property was not significantly different from those disclosed in the Note 6(h) of the annual consolidated financial statements for the year ended December 31, 2022.
Please refer to Note 8 for details of the investment property pledged as collateral.
(i) Intangible assets
| Software Carrying amounts: Balance at January 1, 2023 $ 2,034 Balance at September 30, 2023 $ 1,330 Balance at January 1, 2022 $ 2,298 Balance at September 30, 2022 $ 1,707 |
Software | Other intangible assets |
Total |
|---|---|---|---|
| 19,048 | 21,082 | ||
| 19,048 | 20,378 | ||
| 19,048 | 21,346 | ||
| 19,048 | 20,755 |
The intangible assets of the Group have no significant additions, dispositions, impairment, or reversals for the nine months ended September 30, 2023 and 2022. Please refer to Note 12 for the amount of depreciation, and for other related information, please refer to Note 6(i) of the consolidated financial statement for the year ended December 31, 2022.
- (j) Short-term borrowings
The significant details of short-term borrowings were as follows:
| 2023.09.30 Unsecured bank loans $ 13,564 Unused credit line $ 2,230,703 Interest Rate 4.64% |
2023.09.30 | 2022.12.31 | 2022.09.30 |
|---|---|---|---|
| 13,083 | 12,484 | ||
| 2,227,041 | 2,226,947 | ||
| 4.64% | 3.34% | 0.90%~0.93% |
Please refer to Note 8 for details of the related assets pledged as collateral.
(k) Long-term borrowings
The significant terms and conditions of long-term borrowings were as follows:
| 2023.09.30 Secured bank loans $ 1,120,500 Deduct: due within one year (50,000) Total $ 1,070,500 Interest Rate 1.71%~2.02% |
2023.09.30 | 2022.12.31 | 2022.09.30 |
|---|---|---|---|
| 1,158,000 (50,000) |
1,170,500 (50,000) |
||
| 1,108,000 | 1,120,500 | ||
| 1.71%~2.02% | 1.11%~1.74% | 1.11%~1.65% |
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
Please refer to Note 8 for details of the related assets pledged as collateral.
Under credit/loan agreements, the Group shall maintain certain consolidated financial ratios on balance sheet date of semi and annual financial statements. (i.e. liabilities to equity ratio, interest coverage ratio, tangible net worth, etc.) Otherwise, the loans are due and payable immediately.
(l) Lease liabilities
The Group lease liabilities were as follows:
| Current $ Non-current $ For the maturities analysis, please refer to Note |
2023.09.30 | 2022.12.31 | 2022.09.30 |
|---|---|---|---|
| 1,817 | 2,014 | 2,102 | |
| 294 | 1,661 | 2,120 | |
| 6(u). |
The amounts recognized in profit or losses were as follows:
| Interest on lease liabilities$ Expenses relating to short-term leases $ |
For the three months ended September 30, 2023 2022 16 32 157 170 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|
| 2023 16 157 |
2023 | 2022 106 532 |
|
| 58 | |||
| 494 |
The amounts recognized in the statement of cash flows for the Group was as follows:
| The amounts recognized in the statement of cash flows | for the Group was as follows: | for the Group was as follows: |
|---|---|---|
| Total cash outflow for leases $ |
For the nine months ended September 30, | |
| 2023 2,113 |
2022 | |
| 2,177 |
1. Real estate leases
As of September 30, 2023, December 31, 2022 and September 30, 2022, the Group leases houses and buildings as office premises and factories. The lease period of office premises is usually two to three years. The lease period of factories is usually five to six years. Part of the lease includes the option to extend the same period as the original contract when the lease period expires.
2. Other leases
The Group leases parking spaces, photocopying equipment and dormitories for a lease period of one year. These leases are short-term leases. The Group has elected not to recognize right-of-use assets and lease liabilities for these leases.
~ 17 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(m) Operating Leases
The Group leases its investment properties. Since almost all risks and rewards belonging to the ownership of the underlying asset have not been transferred and paid, these lease contracts are classified as operating leases. Please refer to Note 6 (h) Investment property for details.
Maturity analyses of lease payments, showing the undiscounted lease payments to be received after the reporting date are as follows:
| Less than one year $ One to two years Two to three years Three to four years Four to five years More than five years Total undiscounted lease payments $ |
2023.09.30 | 2022.12.31 | 2022.09.30 |
|---|---|---|---|
| 106,401 74,807 28,683 22,668 20,762 69,301 |
116,890 98,518 54,618 23,981 21,192 81,620 |
112,868 99,951 69,042 23,257 18,342 65,907 |
|
| 322,622 | 396,819 | 389,367 |
Please refer to Note 6(t) for further information of the rental revenues incurred by leasing investment properties for the three months and nine months ended September 30, 2023 and 2022.
- (n) Employee benefits
1. Defined benefit plans
Management believes that there was no material volatility of the market, no material reimbursement and settlement or other material one-time events since prior fiscal year. As a result, the pension cost in the accompanying interim consolidated financial statements was measured and disclosed according to the actuarial report as of December 31, 2022 and 2021.
The expenses recognized in profit or loss for the Group was as follows:
| For the three months ended September 30, 2023 2022 Operating cost $ 91 55 Selling expenses 4 6 Administration expenses - 91 $ 95 152 |
For the three months ended September 30, |
For the three months ended September 30, |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| 55 6 91 |
266 13 30 |
165 19 273 |
||
| 152 | 309 | 457 |
- Defined contribution plans
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
The Group’s expenses under the pension plan cost to the Bureau of Labor Insurance were as follows:
| For the three months ended September 30, 2023 2022 Operating cost $ 2,097 2,202 Selling expenses 366 390 Administration expenses 453 525 Research and development expenses 505 599 $ 3,421 3,716 |
For the three months ended September 30, |
For the three months ended September 30, |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| 2,202 390 525 599 |
6,186 1,022 1,351 1,516 |
6,647 1,150 1,626 1,836 |
||
| 3,716 | 10,075 | 11,259 |
The pension expenses contributed by the foreign entities following the local regulations amounted to $2,154, $2,061, $6,019 and $5,842 for the three months and nine months ended September 30, 2023 and 2022, respectively.
- Provisions for Employee Benefits
The provisions for employee benefits for the Group were as follows:
| Net defined benefit liability, non-current $ Accumulating compensated absences (Other payables) $ |
2023.09.30 | 2022.12.31 | 2022.09.30 |
|---|---|---|---|
| 16,639 19,641 |
17,223 19,690 |
28,450 20,556 |
|
| 36,280 | 36,913 | 49,006 |
-
(o) Income taxes
-
The components of income tax expense were as follows:
| For the three months ended September 30, 2023 2022 Current tax expense Current period $ 38,142 57,404 Prior period adjustments - - Current period $ 38,142 57,164 |
For the three months ended September 30, |
For the three months ended September 30, |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| 57,404 - |
113,177 (436) |
152,089 - |
||
| 57,164 | 112,741 | 152,089 |
For the nine months ended September 30, 2023 and 2022, there were no income tax recognized in equity and other comprehensive income.
The Company’s income tax returns through 2021 have been examined and approved by the Tax Authority.
~ 19 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(p) Capital and reserves
Except for the following disclosure, there was no significant change for capital and other equity for the nine months ended September 30, 2023 and 2022. For the related information, please refer to note 6(p) of the consolidated financial statements for the year ended December 31, 2022.
- Retained earnings
According to the Articles of Incorporation, after-tax earnings are initially used to offset cumulative losses, and 10% of the remainder is set aside as a legal reserve, except when the legal reserve of the Company reaches paid-in capital of the Company. Special reserve may be appropriated if necessary, and then any remaining profit together with any undistributed retained earnings shall be distributed according to the distribution plan proposed by the Board of Directors and submitted to the shareholders’ meeting for approval.
1) Legal reserve
If the Company experienced profit for the year, the meeting of shareholders shall decide on the distribution of the statutory earnings reserve either by new shares or by cash, of up to 25 percent of the actual share capital.
2) Special reserve
In accordance with Permit No.1010012865 as issued by the Financial Supervisory Commission on 6 April 2012, a special reserve equal to the contra account of other shareholders' equity is appropriated from the current and prior period earnings. When the debit balance of any of the contra accounts in the shareholders' equity is reversed, the related special reserve can be reversed. The subsequent reversals of the contra accounts in shareholders' equity shall qualify for additional distributions.
- 3) Earnings Distribution
During the shareholder’s meeting on May 30, 2023 and May 27, 2022, the shareholders approved to distribute the 2022 and 2021 earnings. The earnings were appropriated as follows:
| 2022 Dividend per share ($) Amount Dividends distributed to common shareholders Cash $ 3.50 534,270 |
2022 | 2022 | 2021 | 2021 |
|---|---|---|---|---|
| Dividend per share ($) |
Amount | Dividend per share ($) |
Amount | |
| 534,270 | 3.00 | 457,946 |
(q) Earnings per share
The following are the calculation of basic earnings per share and diluted earnings per share:
~ 20 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| For the three months ended September 30, For the nine months ended September 30, 2023 2022 2023 2022 Basic earnings per share: Profit attributable to ordinary shareholders $ 158,238 202,900 437,902 534,838 Weighted average number of ordinary shares (thousand shares) 152,649 152,649 152,649 152,649 Basic earnings per share (NT dollars) $ 1.04 1.33 2.87 3.50 Diluted earnings per share: Profit attributable to ordinary shareholders of the Company (adjusted for the effects of all dilutive potential ordinary shares) $ 158,238 202,900 437,902 534,838 Weighted average number of ordinary shares (thousand shares) 152,649 152,649 152,649 152,649 Effect of dilutive potential common shares (thousand shares) profit sharing to employees 371 525 535 654 Weighted average number of ordinary shares (adjusted for the effects of all dilutive potential ordinary shares) 153,020 153,174 153,184 153,303 Diluted earnings per share (NT dollars) $ 1.03 1.32 2.86 3.49 (r) Revenue from contracts with customers 1. Disaggregation of revenue For the three months ended September 30, 2023 Power Supplies Marco Switches Total Primary geographical markets Taiwan $ 55,767 46,517 99,257 USA 97,436 23,618 121,054 Mainland China 14,420 85,943 100,363 Germany 48,299 9,110 57,409 Italy 300 49,480 49,780 Other countries 22,199 79,983 102,182 $ 238,421 291,624 530,045 |
For the three months ended September 30, |
For the three months ended September 30, |
For the three months ended September 30, |
For the three months ended September 30, |
For the three months ended September 30, |
|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | |||
| 202,900 | 437,902 | ||||
| 152,649 | 152,649 | 152,649 | |||
| 1.33 | 2.87 | ||||
| 202,900 | 437,902 | ||||
| 152,649 371 |
152,649 525 |
152,649 535 |
|||
| 153,020 | 153,174 | 153,184 | |||
| 1.32 | 2.86 | ||||
| Power Supplies 55,767 97,436 14,420 48,299 300 22,199 238,421 |
Marco Switches 46,517 23,618 85,943 9,110 49,480 79,983 291,624 |
Total | |||
| 99,257 121,054 100,363 57,409 49,780 102,182 |
|||||
| 530,045 |
~ 21 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| ~22~ For the three months ended September 30, 2023 Power Supplies Marco Switches Total Major products Manufacturing and sales of electronic components $ 238,421 291,624 530,045 For the three months ended September 30, 2022 Power Supplies Marco Switches Total Primary geographical markets Taiwan $ 136,542 46,794 183,336 USA 137,136 31,522 168,658 Mainland China 30,288 71,496 101,784 Germany 57,852 9,004 66,856 Italy 889 38,040 38,929 Other countries 44,929 84,048 128,977 $ 407,636 280,904 688,540 Major products Manufacturing and sales of electronic components $ 407,636 280,904 688,540 For the nine months ended September 30, 2023 Power Supplies Marco Switches Total Primary geographical markets Taiwan $ 200,621 136,329 336,950 USA 299,911 72,837 372,748 Mainland China 40,817 242,994 283,811 Germany 140,499 27,945 168,444 Italy 2,197 165,201 167,398 Other countries 73,972 219,692 293,664 $ 758,017 864,998 1,623,015 Major products Manufacturing and sales of electronic components $ 758,017 864,998 1,623,015 |
For the three months ended September 30, 2023 | For the three months ended September 30, 2023 | For the three months ended September 30, 2023 |
|---|---|---|---|
| Power Supplies | |||
| 238,421 | |||
| Power Supplies | Marco Switches 136,329 72,837 242,994 27,945 165,201 219,692 864,998 864,998 |
**Total ** | |
| 200,621 299,911 40,817 140,499 2,197 73,972 |
336,950 372,748 283,811 168,444 167,398 293,664 |
||
| 758,017 | 1,623,015 | ||
| 758,017 | 1,623,015 | ||
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| Primary geographical markets Taiwan $ USA Mainland China Germany Italy Other countries $ Major products Manufacturing and sales of electronic components $ 2. Contract balances Contract liabilities $ |
For the nine months ended September 30, 2022 | For the nine months ended September 30, 2022 | For the nine months ended September 30, 2022 |
|---|---|---|---|
| Power Supplies | Marco Switches 139,160 85,208 209,737 31,136 135,318 256,542 857,101 857,101 2022.12.31 |
Total | |
| 402,857 385,459 122,781 168,198 3,517 117,153 |
542,017 470,667 332,518 199,334 138,835 373,695 |
||
| 1,199,965 | 2,057,066 | ||
| 1,199,965 | 2,057,066 | ||
| 2023.09.30 | 2022.09.30 | ||
10,741 |
13,809 | 14,037 |
Contract liabilities are mainly derived from the difference between the time when the Group transfers goods or services to the customer to meet the performance obligation and the time when the customer pays. The Group will transfer revenue when the performance obligation is met.
(s) Remuneration of employees, directors and supervisors
The Company’s articles of incorporation require that earnings shall first be offset against any deficit. A minimum of 2% will be distributed as employee remuneration and a maximum of 2% will be allocated as directors’ and supervisors’ remuneration. The recipients of shares and cash may include employees of the Company’s affiliated companies who meet certain conditions. Distribution remuneration for employees, directors and supervisors shall be submitted to the shareholders' meeting report.
The remuneration of employees amounted to $6,065, $7,680, $17,036 and $20,441 and the remuneration of directors amounted to $4,043, $5,120, $11,357 and $13,627 for the three months and nine months ended September 30, 2023 and 2022, respectively. These amounts are calculated using the Company's profit before tax for each period described above, and are determined using the earnings allocation method which stated under the Company's article. These remunerations were expensed under operating cost or expenses in September 30, 2023 and 2022. If there is a difference between the actual distribution amount in the following year and the estimated amount, it shall be dealt with according to the change in accounting estimates, and the difference shall be recognized as the profit and loss of the following year.
~ 23 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
The remuneration of employees amounted to $25,882 and $22,649, and the remuneration of directors amounted to $17,254 and $15,099. There were no differences between the amounts to be distributed as remuneration to employees and directors and those of the estimation made by the Company. Related information would be available at the Market Observation Post System after the meeting of the shareholders has been convened.
-
(t) Non-operating income and expenses
-
Interest income
The details of interest income were as follows:
| Interest income $ |
For the three months ended September 30, |
For the three months ended September 30, |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| 3,081 | 1,153 | 12,754 | 2,612 |
2. Other income
The details of other income were as follows:
| Rental income $ Others Total $ |
For the three months ended September 30, |
For the three months ended September 30, |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| 30,202 7,797 |
23,411 8,094 |
90,642 21,392 |
76,801 24,212 |
|
| 37,999 | 31,505 | 112,034 | 101,013 |
3. Other income and losses
The details of other income and losses were as follows:
| Losses from disposal of property, plant and equipment $ Foreign exchange (losses) gains Net gains (losses) on financial assets (liabilities) measured at fair value through profit or loss Other losses Total $ |
For the three months ended September 30, |
For the three months ended September 30, |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| 18 14,517 1,097 (1,725) |
(48) 26,836 515 (479) |
38 29,991 1,851 (2,134) |
(45) 53,170 1,652 (5,602) |
|
| 13,907 | 26,824 | 29,746 | 49,175 |
~ 24 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
4. Finance costs
The details of finance expenses were as follows:
| Interest expenses Bank borrowings $ Other Total $ |
For the three months ended September 30, |
For the three months ended September 30, |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| 5,998 16 |
4,923 32 |
17,338 58 |
13,018 106 |
|
| 6,014 | 4,955 | 17,396 | 13,124 |
(u) Financial instruments
Except for the contention mentioned below, there was no significant change in the fair value of the Group’s financial instruments and degree of exposure to credit risk, liquidity risk and market risk arising from financial instruments. For the related information, please refer to Note 6(u) of the consolidated financial statements for the year ended December 31, 2022.
1. Credit risk of receivables
For credit risk exposure of note and trade receivables, please refer to Note 6(c). Other financial assets at amortized cost include other receivables; please refer to Note 6(d) for relevant information and the provision of allowance loss.
All of these financial assets are considered to have low risk, and thus, the impairment provision recognized during the period was limited to 12 months expected losses. Regarding how the financial instruments are considered to have low credit risk, please refer to Note 4(g) of the consolidated financial statements for the year ended December 31, 2022.
2. Liquidity risks
The following are the contractual maturities of financial liabilities of the Group, including the impact of estimation of interest:
| Carrying amount September 30, 2023 Non-derivative financial liabilities Secured bank loans $ 1,120,500 Unsecured bank loans 13,564 Notes payable 4,759 Accounts payable 144,334 Lease liabilities 2,111 Other payables 187,226 Guarantee deposits received 24,013 $ 1,496,507 |
Carrying amount |
Contractual cash flows |
Less than 6 months |
6 to 12 months |
1 to 2 years |
2 to 5 years |
More than 5 years |
|---|---|---|---|---|---|---|---|
| 1,205,582 13,581 4,759 144,334 2,138 187,226 24,013 |
35,354 13,581 4,759 144,334 922 187,226 5,399 |
35,233 - - - 922 - 31 |
69,598 - - - 294 - 15,315 |
1,065,397 - - - - - 1,678 |
- - - - - - 1,590 |
||
| 1,581,633 | 391,575 | 36,186 | 85,207 | 1,067,075 | 1,590 |
~ 25 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| Carrying amount December 31, 2022 Non-derivative financial liabilities Secured bank loans $ 1,158,000 Unsecured bank loans 13,083 Notes payable 11,644 Accounts payable 263,342 Lease liabilities 3,675 Other payables 206,456 Guarantee deposits received 23,933 $ 1,680,133 Carrying amount September 30, 2022 Non-derivative financial liabilities Secured bank loans $ 1,170,500 Unsecured bank loans 12,484 Notes payable 13,507 Accounts payable 350,524 Lease liabilities 4,222 Other payables 216,494 Guarantee deposits received 23,529 $ 1,791,260 |
Carrying amount |
Contractual cash flows |
Less than 6 months |
6 to 12 months |
1 to 2 years |
2 to 5 years |
More than 5 years |
|---|---|---|---|---|---|---|---|
| 1,235,311 13,270 11,644 263,342 3,762 206,456 23,933 |
33,183 13,270 11,644 263,342 1,102 206,456 594 |
33,050 - - - 982 - 486 |
65,564 - - - 1,672 - 5,049 |
192,288 - - - 6 - 16,205 |
911,226 - - - - - 1,599 |
||
| 1,757,718 | 529,591 | 34,518 | 72,285 | 208,499 | 912,825 | ||
| Carrying amount |
Contractual cash flows |
Less than 6 months |
6 to 12 months |
1 to 2 years |
2 to 5 years |
More than 5 years |
|
| 1,249,398 12,506 13,507 350,524 4,337 216,494 23,529 |
32,968 12,506 13,507 350,524 1,109 216,494 704 |
32,925 - - - 1,079 - 366 |
65,245 - - - 1,854 - 5,049 |
191,469 - - - 295 - 16,908 |
926,791 - - - - - 502 |
||
| 1,870,295 | 627,812 | 32,879 | 72,148 | 208,672 | 927,293 |
The Group is not expecting that the cash flows included in the maturity analysis could occur significantly earlier or at significantly different amounts.
-
Currency risks
-
1) Exposure to currency risks
The Group’s exposures to significant currency risk were those from its foreign currency denominated financial assets and liabilities as follows:
~ 26 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| Foreign currency (In thousand) Financial assets Monetary items USD $ 14,089 481 EUR 1,313 CNY 17,131 Non-monetary items USD 13,474 CNY 81,255 EUR 2,011 Financial Liabilities Monetary items USD 370 1,297 CNY 5,864 Foreign currency (In thousand) Financial assets Monetary items USD $ 14,828 632 EUR 1,212 CNY 19,959 JPY 26,457 Non-monetary items USD 12,918 CNY 78,315 EUR 1,859 Financial Liabilities Monetary items JPY $ 34,317 USD 1,225 |
2023.09.30 | ||
|---|---|---|---|
| Foreign currency (In thousand) |
Exchange rate | TWD | |
| USD:TWD 32.2680 USD:EUR 0.9516 EUR:TWD 33.9104 CNY:TWD 4.4202 USD:TWD 32.2680 CNY:TWD 4.4202 EUR:TWD 33.9104 USD:TWD 32.2680 USD:EUR 0.9516 CNY:TWD 4.4202 2022.12.31 |
454,624 15,521 44,524 75,722 434,779 359,163 68,194 11,939 41,852 25,920 |
||
| Foreign currency (In thousand) |
Exchange rate | TWD | |
| USD:TWD 30.7080 USD:EUR 0.9388 EUR:TWD 32.7086 CNY:TWD 4.4175 JPY:TWD 0.2324 USD:TWD 30.7080 CNY:TWD 4.4175 EUR:TWD 32.7086 JPY:TWD 0.2324 USD:TWD 30.7080 |
455,338 19,407 39,463 88,169 6,149 396,686 345,957 60,805 7,975 37,617 |
||
~ 27 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| Foreign currency (In thousand) Financial assets Monetary items USD $ 11,665 526 EUR 780 CNY 15,724 JPY 48,017 Non-monetary items USD 12,179 CNY 77,658 EUR 1,950 Financial Liabilities Monetary items JPY $ 71,621 USD 2,085 TWD 42,977 |
2022.09.30 | ||
|---|---|---|---|
| Foreign currency (In thousand) |
Exchange rate | TWD | |
| USD:TWD 31.7430 USD:EUR 1.0170 EUR:TWD 31.2113 CNY:TWD 4.4752 JPY:TWD 0.2199 USD:TWD 31.7430 CNY:TWD 4.4752 EUR:TWD 31.2113 JPY:TWD 0.2199 USD:TWD 31.7430 TWD:CNY 0.2235 |
370,282 16,697 24,345 70,368 10,559 386,598 347,535 60,862 15,749 66,184 42,977 |
||
2) Sensitivity analysis
The Group’s exposure to foreign currency risk arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents, accounts receivable, other receivables, loans, accounts payable and other payables that are denominated in foreign currency. A 1% depreciation or appreciation of the functional currency against all the non-functional currency as of September 30, 2023 and 2022 would have increased or decreased the net profit after tax by $4,085 and $2,939, respectively. The analysis is performed on the same basis for both periods.
3) Gains or losses on foreign exchange
As Group deals with diverse foreign currencies, therefore, the gains or losses on foreign exchange were summarized as a single amount. For the nine months ended September 30, 2023 and 2022, the foreign exchange gain (loss), including realized and unrealized, amounted to $29,991 and $53,170, respectively.
4. Fair value of financial instruments
1) Fair value hierarchy
Financial assets at fair value through profit or loss are measured on a recurring basis. However, for financial instruments not measured at fair value whose carrying amount is estimated
~ 28 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
reasonably close to the fair value and for equity investments that has no quoted prices in the active markets and lease liabilities information is not required:
| Book Value Financial assets at fair value through profit or loss Beneficiary certificate $ 133,123 Financial assets at amortized cost Cash and cash equivalents 739,344 Notes receivable, accounts receivable and other receivables 302,838 Guarantee deposits paid 447 Subtotal 1,042,629 Total $ 1,175,752 Financial liabilities at amortized cost Bank loans $ 1,134,064 Notes payable and accounts payable 149,093 Other payables 187,226 Lease liabilities 2,111 Guarantee deposits received 24,013 Total $ 1,496,507 |
2023.09.30 | ||||
|---|---|---|---|---|---|
| Book Value | Fair | Value | |||
| Level 1 | Level 2 | Level 3 | **Total ** | ||
| 83,064 | - | 50,059 | 133,123 | ||
| 739,344 302,838 447 |
- - - |
- - - |
- - - |
- - - |
|
| 1,042,629 | - | - | - | - | |
| 83,064 | - | 50,059 | 133,123 | ||
| - - - - - |
- - - - - |
- - - - - |
- - - - - |
||
| - | - | - | - |
| Book Value Financial assets at fair value through profit or loss Beneficiary certificate $ 92,215 Financial assets at amortized cost Cash and cash equivalents 719,386 Notes receivable, accounts receivable and other receivables 395,651 Guarantee deposits paid 502 Subtotal 1,115,539 Total $ 1,207,754 Financial liabilities at amortized cost Bank loans $ 1,171,083 Notes payable and accounts payable 274,986 Other payables 206,456 Lease liabilities 3,675 Guarantee deposits received 23,933 Total $ 1,680,133 |
2022.12.31 | ||||
|---|---|---|---|---|---|
| Book Value | Fair | Value | |||
| Level 1 | Level 2 | Level 3 | Total | ||
| - | - | 92,215 | 92,215 | ||
| 719,386 395,651 502 |
- - - |
- - - |
- - - |
- - - |
|
| 1,115,539 | - | - | - | - | |
| - | - | 92,215 | 92,215 | ||
| - - - - - |
- - - - - |
- - - - - |
- - - - - |
||
| - | - | - | - |
~ 29 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| Book Value Financial assets at fair value through profit or loss Beneficiary certificate $ 95,836 Financial assets at amortized cost Cash and cash equivalents 543,557 Notes receivable, accounts receivable and other receivables 465,476 Guarantee deposits paid 505 Subtotal 1,009,538 Total $ 1,105,374 Financial liabilities at amortized cost Bank loans $ 1,182,984 Notes payable and accounts payable 364,031 Other payables 216,494 Lease liabilities 4,222 Guarantee deposits received 23,529 Total $ 1,791,260 |
2022.09.30 | ||||
|---|---|---|---|---|---|
| Book Value | Fair | Value | |||
| Level 1 | Level 2 | Level 3 | **Total ** | ||
| - | - | 95,836 | 95,836 | ||
| 543,557 465,476 505 |
- - - |
- - - |
- - - |
- - - |
|
| 1,009,538 | - | - | - | - | |
| - | - | 95,386 | 95,386 | ||
| - - - - - |
- - - - - |
- - - - - |
- - - - - |
||
| - | - | - | - |
- 2) Valuation techniques and assumption for financial instruments measured at fair value:
The fair value of financial assets and liabilities were decided in accordance with the solutions as follows:
-
(2.1) Funds are financial assets with standard terms which are traded in the active markets. Their fair values are based on the quoted market prices.
-
(2.2) The fair value of unquoted equity instruments were estimated using either the discounted cash flow model in which future cash flow were estimated and discounted or the fair value of the recognized assets and liabilities of the consolidated subsidiaries on the measurement day.
-
3) Transfers between levels
There were no transfers between any level of the fair value for the nine months ended September 30, 2023 and 2022.
- 4) The following table shows the movements in fair value measurements under level 3 of the fair value hierarchy:
~ 30 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| Balance as of January 1, $ Purchase Disposals/pay off Effect of movements in exchange rate Balance as of September 30, $ |
At fair value through profit or loss | At fair value through profit or loss |
|---|---|---|
| For the nine months ended September 30, | ||
| 2023 | 2022 | |
| 92,215 13,456 (55,452) (160) |
82,775 44,511 (34,115) 2,665 |
|
| 50,059 | 95,836 |
The Group's measurement of the fair value of financial instruments is reasonable, but the use of different evaluation models or evaluation parameters may lead to different evaluation results. For financial instruments classified as level 3, a 0.5% up or down of the evaluation parameter changes would have increased (decreased) the net profit by $250.
- 5) Quantified information for significant unobservable inputs (Level 3) used in fair value measurement
The Group uses level 3 inputs to measure financial assets at fair value through profit or loss. Quantified information of significant unobservable inputs was as follows:
| Item Financial assets at fair value through profit or loss- beneficiary certificate |
Valuation Technique Net Asset Value Method |
Significant Non-observable Input ‧Market Interest Rate ‧Net Asset Value |
The Relationship between Significant Non-observable Input and FairValue |
|---|---|---|---|
| ‧The higher discount rate is, the lower fair value will be. |
(v) )Financial risk management
There were no significant differences of the Group’s financial risk management and policies with those disclosed in Note (6)(v) of the consolidated financial statements for the year ended December 31, 2022.
(w) Capital Management
Management believes that the objectives, policies and processes of capital management of the Group have been applied consistently with those described in the consolidated financial statements for the year ended December 31, 2022. Also, management believes that there were no significant changes in the Group’s capital management information as disclosed in Note (6)(w) for the year ended December 31, 2022.
~ 31 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
-
(x) Investing and financing activities not affecting current cash flow
-
The Group’s financing activities not affecting current cash flow were acquisition of right-of-use assets from leasing. Please refer to Note 6(g).
Reconciliation of liabilities arising from financing activities was as follows:
| Non-cash changes January 1, 2023 Cash flows Foreign exchange movement September 30, 2023 Short-term borrowings $ 13,083 - 481 13,564 Lease liabilities 3,675 (1,561) (3) 2,111 Total liabilities from financing activities $ 16,758 (1,561) 478 15,675 Non-cash changes January 1, 2022 Cash flows Lease revised Foreign exchange movement September 30, 2022 Short-term borrowings $ 43,803 (31,238) - (81) 12,484 Lease liabilities 5,499 (1,539) 194 68 4,222 Total liabilities from financing activities $ 49,302 (32,777) 194 (13) 16,706 |
September 30, 2023 |
September 30, 2023 |
|---|---|---|
| 13,564 2,111 |
||
| 15,675 | ||
| September 30, 2022 |
||
| 12,484 4,222 |
||
| 16,706 |
(7) Related Party Transactions
-
(a) Significant transactions with related parties: None.
-
(b) Key management personnel compensation
Key management personnel compensation includes:
| Short-term employee benefits $ Post-employment benefit $ |
For the three months ended September 30, |
For the three months ended September 30, |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| 17,459 241 |
16,042 216 |
50,017 649 |
46,835 668 |
|
| 17,700 | 16,258 | 50,666 | 47,503 |
(8) Pledged Assets
The carrying values of pledged assets were as follows:
| Pledged assets | Object 2023.09.30 long-term, short-term borrowings $ 800,583 long-term borrowings 1,975,620 $ 2,776,203 |
2023.09.30 | 2022.12.31 | 2022.09.30 |
|---|---|---|---|---|
| Property, plant and equipment Investment property Total |
803,862 1,983,301 |
804,955 1,985,862 |
||
| 2,787,163 | 2,790,817 |
~ 32 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS
ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(9) Significant Commitments and Contingencies: None.
- (10) Losses Due to Major Disasters: None.
(11) Subsequent Events: None.
(12) Other
- (a) The employee benefits, depreciation, depletion and amortization expenses categorized by function were as follows:
| By function By item |
For the three months ended September 30, 2023 |
For the three months ended September 30, 2023 |
For the three months ended September 30, 2023 |
For the three months ended September 30, 2022 |
For the three months ended September 30, 2022 |
For the three months ended September 30, 2022 |
|---|---|---|---|---|---|---|
| Operating costs |
Operating and non-operating expense |
Total | Operating costs |
Operating and non-operating expense |
Total |
|
| Employee benefits Salary Labor and health insurance Pension Others Depreciation Amortization |
74,412 7,257 3,565 2,524 13,664 85 |
47,020 3,593 2,105 1,337 7,745 189 |
121,432 10,850 5,670 3,861 21,409 274 |
75,377 7,353 3,537 3,398 13,439 85 |
58,876 4,522 2,392 1,710 7,866 154 |
134,253 11,875 5,929 5,108 21,305 239 |
| By function By item |
For the nine months ended September 30, 2023 |
For the nine months ended September 30, 2022 |
||||
| Operating costs |
Operating and non-operating expense |
Total | Operating costs |
Operating and non-operating expense |
Total |
|
| Employee benefits Salary Labor and health insurance Pension Others Depreciation Amortization |
219,227 21,671 10,194 8,590 41,154 254 |
150,626 12,481 6,209 6,401 23,251 564 |
369,853 34,152 16,403 14,991 64,405 818 |
244,112 22,190 10,444 10,118 39,539 260 |
188,482 12,563 7,114 6,250 23,646 451 |
432,594 34,753 17,558 16,368 63,185 711 |
~ 33 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(13) Other disclosures
- (a) Information on significant transactions
The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Group for the nine months ended September 30, 2023:
1. Loans to other parties:
(In Thousands of USD)
| Number | Name of lender |
Name of borrower |
Account name |
Related party |
Highest balance of financing to other parties during the period |
Ending balance |
Actual usage amount during the period |
Range of interest rates during the period |
Purposes of fund financing for the borrower |
Transaction amount for business between two parties |
Reasons for short-term financing |
Allowance for bad debt |
Collateral | Collateral | Individual funding loan limits |
Maximum limit of fund financing |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | |||||||||||||||
| 1 | Zippy USA Inc. |
Kobot International Inc. |
Other receivables- related parties |
Y | 61,959 (USD 1,920) |
61,959 (USD 1,920) |
61,959 (USD 1,920) |
1.51~ 2.50 |
2 | - | Working Capital | - | - | 606,214 | 606,214 |
Note 1: Purpose of fund financing for the borrower:
-
(1) For those companies with business contact, please fill in 1.
-
(2) For those companies with short-term financing needs, please fill in 2.
Note 2: (1) The Company’s total fund financing amount cannot exceed 40% of its net asset value.
-
(2) For those companies with business contact, the amount of each fund financing cannot exceed the trading amount between the two parties. If the trading amount exceeds 10% of its net asset value, the amount of each fund financing cannot exceed 10%of its net asset value. The trading amount means the higher of sales or purchases.
-
(3) For those companies with short-term financing needs, the amount of each fund financing cannot exceed 10%of its net asset value.
-
Note 3: The policies of loans to other parties for the subsidiaries:
-
(1) Total financing amount cannot exceed 2 times of the subsidiary’s net asset value.
-
(2) For those companies with short-term financing needs, the amount of each fund financing cannot exceed 10% of the subsidiaries net asset value.
-
(3) For the subsidiary leading to the foreign companies that are 100% directly or indirectly owned by the Company, the amount of fund financing cannot exceed 2 time of the subsidiary’s net asset value.
-
Note 4: The transactions and its limits with the Group, which were calculated based on the exchange rate at the end of the period, were eliminated in the consolidated financial statements.
-
Guarantees and endorsements for other parties:
| (In Thou | sands of EUR/USD) | sands of EUR/USD) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. | Endorsement/ guarantee provider |
Counter-part | y | Limitation on endorsement/ guarantee amount provided to each guaranteed party (Note 2) |
Maximum balance for the year(Note 2) |
Ending balance |
Amount actually drawn |
Amount of endorsement/ guarantee collateralized by properties |
Ratio of accumulated endorsement/ guarantee to net equity per latest financial statements |
Maximum endorsement guarantee amount allowance (Note 2 and 3) |
Guarantee provided by parent company |
Guarantee provided by a subsidiary |
Guarantee provided to subsidiaries in Mainland China |
| Name | Nature of relationship (Note 1) |
||||||||||||
| 0 0 |
The Company 〞 |
Zippy (Dongguan) Electronics Co., Ltd. Zippy Technology Europe GmbH. |
4 4 |
1,435,759 1,435,759 |
48,405 (USD 1,500) 50,910 (EUR 1,500) |
48,405 (USD 1,500) 50,910 (EUR 1,500) |
- 13,576 (EUR 400) |
- - |
1.35% 1.42% |
1,794,699 1,794,699 |
Y Y |
N N |
Y N |
Note 1: (1) The Company has business with the receiving parties.
-
(2) The Company holds directly or indirectly more than 50% of the common stock of the subsidiaries.
-
(3) The Company holds directly or indirectly more than 50% by the investee.
-
(4) The Company holds directly or indirectly more than 90% of the common stock of the subsidiaries.
-
(5) Based on the needs of contracting projects, companies in the same industry or jointly created mutual insurance companies in accordance with contractual provisions.
-
(6) The stockholders of the Company provide guarantee for the investee to their stockholding percentage.
-
(7) The inter-industry is engaged in joint and several guarantees for the performance of the pre-sale house sales contract in accordance with the regulations of the Consumer Protection Law.
-
Note 2: (1) The maximum guarantees and endorsements provide by the Company cannot exceed 50% of net asset of the Company.
-
(2) The maximum guarantees and endorsements for individual counter party cannot exceed 40% of net asset of the Company.
-
(3) The maximum guarantees and endorsements provide by the Company and subsidiaries cannot exceed 50% of net asset of the Company.
-
(4) For those companies with business contact, the amount of each guarantees and endorsements cannot exceed the trading amount within twelve months between the two parties.
~ 34 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
Note 3: the policies of loans to other parties for the subsidiaries:
-
(1) Total amount of guarantees and endorsements cannot exceed 2 times of the subsidiary’s net asset value.
-
(2) The amount of guarantees and endorsements for individual counter party cannot exceed 40% of net asset of the subsidiary or the net asset of the endorsed company is limited; if approved by the board of directors, the maximum endorsement guarantee of the subsidiary to other subsidiaries hold directly or indirectly 100% by a single parent company cannot exceed 2 time of the subsidiary’s net asset value.
Note 4: The amount of guarantees and endorsements were exchanged to New Taiwan Dollars in the actual exchange rate at the time of guarantee.
- Securities held as balance sheet date (excluding investment subsidiaries, associates and joint ventures) :
| Name of holder | Category and name of security |
Relationship with the Company |
Account title | Ending balance | Ending balance | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares/Units (thousands) (Note) |
Carrying value |
Percentage of **ownership (%) ** |
Fair value | |||||
| The Company G-BRIM International Inc. Zippy (Dongguan) Electronics Co.,Ltd. |
Fuh Hwa Money Market Beneficiary certificate Beneficiary certificate |
- - - |
Financial assets at fair value through profit or loss 〞 〞 |
5,633 - - |
83,064 27,958 22,101 |
- - - |
83,064 27,958 22,101 |
Note: Refers to the number of fund units (thousand units)
- Individual securities acquired or disposed of with accumulated amount exceeding the lower of TWD300 million or 20% of the Company’s paid-in capital:
| Company holding securities |
Security type and name |
Account | Counter -party |
Relation -ship |
Beginning | Beginning | Purc | hase | S | ale | Ending (Note) | Ending (Note) | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares (in thousands) |
Amount | Shares (note 1) |
Amount | Shares (note 1) |
Price | Cost | Gain (loss) on disposal |
Shares (in thousands) |
Amount | |||||
| The Company | Fuh Hwa Money Market |
Financial assets at fair value through profit or loss |
- | - | - | - | 54,845 | 807,000 | 49,212 | 724,814 | 724,000 | 814 | 5,633 | 83,064 |
Note 1 : Refers to the number of fund units (thousand units) Note 2 : Including the profit and loss on the valuation of financial assets at the end of the period
-
Acquisition of individual real estate with amount exceeding the lower of TWD300 million or 20% of the Company’s paid-in capital: None.
-
Disposal of individual real estate with amount exceeding the lower of TWD300 million or 20% of the Company’s paid-in capital: None.
-
Related-party transactions for purchases and sales with amounts exceeding the lower of TWD100 million or 20% of the Company’s paid-in capital:
| Name of company |
Related party | Nature of relationship |
Transaction details | Transaction details | Trans diffe |
actions with terms rent from others |
Notes/Accounts re | ceivable (payable) | Note | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase/ Sale |
Amount | Percentage of total purchases/sale |
Payment terms |
Unit price |
Payment terms | Ending balance |
Percentage of total notes/accounts receivable (payable) |
||||
| The Company 〞 〞 |
Zippy (Dongguan) Electronics Co., Ltd. Zippy USA Inc. Zippy (Suzhou) Electronics Co. , Ltd. |
Associate under equity method 〞 〞 |
Purchases Sales Sales |
250,244) (229,278) (188,020) |
62.29% 15.00% 12.31% |
2~4 months 2~4 months 2~4 months |
Note 1 Note 1 Note 1 |
Note 2 Note 2 Note 2 |
- 4,203 33,910 |
- % 1.41% 11.39% |
~ 35 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
Note 1: Based on the negotiated price while trading.
Note 2: Normal customers are within one to two months, while related party transactions are within two to four months.
-
Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of capital stock: None.
-
Trading in derivative instruments: None.
-
Business relationships and significant inter-company transactions:
| No. | Name of company | Name of counterparty |
Existing relationship with the counter- party |
Tr | ansactions | ||
|---|---|---|---|---|---|---|---|
Account name |
Amount | Terms of trading | Percentage of the consolidated total revenue or total assets |
||||
| 0 0 0 0 0 0 0 0 0 0 1 2 2 3 |
The Company 〞 〞 〞 〞 〞 〞 〞 〞 〞 ZIPPY USA Inc. Zippy (Dongguan) Electronics Co., Ltd. QUAN-FA Corporation Company 〞 |
ZIPPY USA Inc. Zippy Technology Europe Gmbh. ZIPPY(Suzhou) Electronics Co. , Ltd. G-BRIM International Inc. Zippy (Dongguan) Electronics Co., Ltd. ZIPPY USA Inc. Zippy Technology Europe Gmbh. ZIPPY(Suzhou) Electronics Co. , Ltd. G-BRIM International Inc. Zippy (Dongguan) Electronics Co., Ltd. Kobot International Inc. The Company The Company 〞 |
1 1 1 1 1 1 1 1 1 1 3 2 2 2 |
Sales Sales Sales Sales - Accounts Receivable Accounts Receivable Accounts Receivable Accounts Receivable Other Receivable Other Receivable Sales Sales Accounts Receivable |
229,278 99,931 188,020 8,639 97,394 4,203 42,398 33,910 1,597 25,921 61,959 250,244 31,317 9,044 |
Negotiated price Negotiated price Negotiated price Negotiated price Procurement Two to four months Two to four months Two to four months Two to four months Note 1 Loan Negotiated price Negotiated price Two to four months |
14.13% 6.16% 11.58% 0.53% -% 0.08% 0.80% 0.64% 0.03% 0.49% 1.17% 15.42% 1.93% 0.17% |
Note 1: In principle, the payment period depends on the capital needs, and the purchase is made by prepayment of part of the payment for the payment.
Note 2: The labeling method is as follows:
(1) Parent company labeled 0.
(2) Subsidiaries labeled in number sequence from 1.
Note 3: Relationship is classified into three types:
(1) Parent company to subsidiary.
(2) Subsidiary to parent company.
(3) Subsidiary to subsidiary.
~ 36 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
Note 4: The transaction amount is calculated as a proportion of the consolidated revenue or assets. If categorized as an asset or liability, the calculation is compared with the consolidated asset; if categorized as income or loss, the calculation is compared with the consolidated income or loss.
Note 5: The transactions with the Group were eliminated in the consolidated financial statements.
(b) Information on investment:
The following is the information on investees for the nine months ended September 30, 2023 (excluding investees in Mainland China):
Unit: Thousand Shares
| Investor company |
Investee company |
Location | Main businesses and products |
Original i amo |
nvestment unt |
Balance as of September 30, 2023 | Balance as of September 30, 2023 | Balance as of September 30, 2023 | Net income (loss) of the investee (Note 1) |
Share of profits/losses of investee (Note 1) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30,2023 |
September 30,2022 |
Shares/Units (In thousands) |
Percentage of ownership |
Carrying value |
|||||||
| The Company 〞 〞 〞 〞 Zippy International Holding Ltd. |
Zippy USA Inc. Zippy International Holding Ltd. QUAN-FA Corporation Company Zippy Technology Europe GmbH. Landmark International Holding Ltd. Kobot International Inc. |
USA BVI Taiwan Germany Samoa USA |
Trading in micro switches, power supplies, and computer accessories Reinvestment business Wire and cable manufacturing, electronic component manufacturing Trading in electrical parts and computer accessories Reinvestment business Leasing |
8,247 325,823 5,360 12,573 145,906 16,470 |
8,247 325,823 5,360 12,573 145,906 16,470 |
300 10,234 4,493 (Note 2) 4,425 (Note 2) |
100.00% 100.00% 63.92% 100.00% 100.00% 100.00% |
286,217 295,851 55,255 40,782 183,646 131,684 |
7,182 28,601 (6,341) 5,091 (3,138) 10,038 |
7,182 28,601 (4,053) 5,091 (3,138) 10,038 |
Subsidiary 〞 〞 〞 〞 Indirect subsidiary |
Note 1: Based on the financial report of the investment company audited by CPA to recognize under equity method.
Note 2: Obtaining equity.
Note 3: The aforementioned inter-company transactions were eliminated in the consolidated financial statements.
~ 37 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
-
(c) Information on investment in Mainland China:
-
The names of investees in Mainland China, the main businesses and products, and other information:
==> picture [471 x 244] intentionally omitted <==
----- Start of picture text -----
(In Thousands of USD)
Investment flows Accumulated
Accumulated outflow of Investment Accumulated
Total amount Method of investment from outflow of investment from Taiwan as of Net income income (losses) remittance ofearnings in
Main businesses of paid-in investment Taiwan as of September 30, (losses) of the Percentage of (Note 2 and Book value current period
Name of investee and products capital (Note 1) January 1, 2023 Out-flow Inflow 2023 investee ownership 3) (Note 2 and 3) (Note 10)
Zippy (Dongguan) Mainly produce 276,957 (2) 276,957 - - 276,957 16,041 100.00% 16,041 171,943 -
Electronics Co., Ltd. various switches, power supplies, molds, computer (USD 8,500 and equipment (USD 8,783) (USD 8,783)
peripheral investment
equipment, USD 283)
computer optical
fiber parts and sales
ZIPPY(Suzhou) Mainly sell 82,375 (2) 82,375 - - 82,375 (423) 100.00% (423) 80,926 -
Electronics Co. , Ltd. computer key components, power (USD 2,500) (USD 2,500) (USD 2,500)
supplies, precision
ceramics, precision
molds and key
components of
network equipment
G-BRIM Mainly engaged in 49,333 (2) 49,333 - - 49,333 (2,688) 100.00% (2,688) 106,296 -
International Inc. electronic products,
plastic products, (USD 1,500) (USD 1,500) (USD 1,500)
rubber products,
hardware products,
import and export
and related
supporting
businesses, etc.
----- End of picture text -----
Note 1: There are three ways of investments as following:
-
(a) Direct investment in Mainland China.
-
(b) Indirect investment in Mainland china through a subsidiary in a third place (Zippy International Holding Ltd. and Landmark International Ltd.). (c) Others
Note 2: The base of recognition of investment income (loss) is the financial statement audited by CPA of the investee company.
Note 3: The inter-company transactions with the Company were eliminated in the consolidated financial statements
2. Limitation on investment in Mainland China:
| imitation on investment in | Mainland China: | |
|---|---|---|
| Accumulated Investment in Mainland China as of September 30, 2023 |
Investment Amounts Authorized by Investment Commission, MOEA |
Upper Limit on Investment (Note 3,4) |
| 412,482) (USD 12,783) |
419,484) (USD 13,000) |
2,153,639 |
Note 1: The amount of paid-in capital and accumulated investment in Mainland China were exchanged to New Taiwan Dollars in historical exchange rates. Others were exchanged to New Taiwan Dollars in spot rate at the date of the audited entity's financial reports. Note 2: The upper limit on investment is 60% of net value.
3. Significant transactions:
The significant inter-company transactions, which eliminated in the consolidated financial statements, with the subsidiary in Mainland China for the nine months ended September 30, 2023, are disclosed in “Information on significant transactions”.
~ 38 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
- (d) Information on major shareholder:
| Shareholding Shareholder’s Name |
Shares | Percentage |
|---|---|---|
| Chung, Yen-Yen | 10,337,267 | 6.77% |
| Chou, Chin-Wen | 9,918,432 | 6.49% |
| Kao, Ming-Chuan | 7,825,423 | 5.12% |
(14) Segment Information
- (a) Information about reportable segments and their measurement and reconciliations
The Group reportable segments: Power Supply Division, Switch Division, and others. Each division independently manufactures and sells related products. The reportable ds of the Group provide different products based on product business units. Since each product business unit requires different technologies and marketing strategies, it must be managed separately. Taxation is not able to be allocated to each reportable segment. In addition, all reportable segments include depreciation and amortization and other significant non-cash items. The reportable amount is the same as the report used by the chief operating decision maker. The operating segment accounting policies are similar to those described in Note (4) “Significant accounting policies”. Reportable segment profit or loss is based on operating profit or loss before taxation, and as the base of performance evaluation.
Information and reconciliations of operating segments of the Group:
| Power supply Revenue Revenue from external customers $ 238,421 Intersegment revenues 95,441 Total revenue $ 333,862 Reportable segment net operating income (loss) $ 67,140 |
For the three months endedSeptember 30, 2023 | For the three months endedSeptember 30, 2023 | For the three months endedSeptember 30, 2023 | ||
|---|---|---|---|---|---|
| Power supply | **Switch ** | **Other ** | Adjustment and **Elimination ** |
**Total ** | |
| 291,624 160,869 |
- - |
- (256,310) |
530,045 - |
||
| 452,493 | - | (256,310) | 530,045 | ||
| 109,044 | 5,362 | 14,148 | 195,694 |
| Power supply Revenue Revenue from external customers $ 407,636 Intersegment revenues 127,292 Total revenue $ 534,928 Reportable segment net operating income (loss) $ 160,402 |
For the three months endedSeptember 30, 2022 | For the three months endedSeptember 30, 2022 | For the three months endedSeptember 30, 2022 | ||
|---|---|---|---|---|---|
| Power supply | **Switch ** | **Other ** | Adjustment and **Elimination ** |
**Total ** | |
| 280,904 157,000 |
- - |
- (284,292) |
688,540 - |
||
| 437,904 | - | (284,292) | 688,540 | ||
| 90,350 | 4,980 | 5,487 | 261,219 |
~ 39 ~
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS ZIPPY TECHNOLOGY CORP. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT’D) September 30, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
| Power supply Revenue Revenue from external customers $ 758,017 Intersegment revenues 369,165 Total revenue $ 1,127,182 Reportable segment net operating income (loss) $ 251,855 |
For the nine months ended September 30, 2023 | For the nine months ended September 30, 2023 | For the nine months ended September 30, 2023 | ||
|---|---|---|---|---|---|
| Power supply | Switch | Other | Adjustment and Elimination |
Total | |
| 864,998 437,421 |
- - |
- (806,586) |
1,623,015 - |
||
| 1,302,419 | - | (806,586) | 1,623,015 | ||
| 283,262 | 14,308 | (1,070) | 548,355 |
| Power supply Revenue Revenue from external customers $ 1,199,965 Intersegment revenues 429,572 Total revenue $ 1,629,537 Reportable segment net operating income (loss) $ 421,901 |
For the nine months ended September 30, 2022 | For the nine months ended September 30, 2022 | For the nine months ended September 30, 2022 | ||
|---|---|---|---|---|---|
| Power supply | Switch | Other | Adjustment and Elimination |
Total | |
| 857,101 476,826 |
- - |
- (906,398) |
2,057,066 - |
||
| 1,333,927 | - | (906,398) | 2,057,066 | ||
| 267,982 | 12,755 | (13,966) | 688,672 |
Intersegment revenues for the three months and nine months ended September 30, 2023 and 2022, which amounted to $256,310, $284,292, $806,586 and $906,398, respectively, should be eliminated from total revenues of reportable segments.
~ 40 ~