EX-99.1 2 dp72175_ex9901.htm EXHIBIT 99.1

EXHIBIT 99.1

 

Stock code:2311

 

Advanced Semiconductor Engineering,Inc.

Prospectus

 

(2016 Statement of Issuance of New Shares Through Capital Increase)

 

I.Name of Company: Advanced Semiconductor Engineering, Inc.

II.Purpose for the publication of this prospectus: 2016 Statement of Issuance of New Shares Through Capital Increase

(I)Source of new shares: Cash capital increase.

(II)New share type: Registered as ordinary shares, each share has the face value of NT$10.

(III)Number of new shares: 300,000,000 shares.

(IV)Amount of shares issued: NT$3,000,000,000.

(V)Issuance condition:

1. This is an issuance of 300,000,000 new shares through cash capital increase, with a par value of NT$10 per share. The price of each new share is NT$34.3. The amount of funds that can be raised is estimated at NT$10,290,000,000.

2. Pursuant to the provisions provided by Article 267 of the Company Act, 10% of the newly issued shares; or 30,000,000 shares; are reserved for employee subscription. In compliant with Article 28-1 of the Securities Exchange Act, 10% of the newly issued shares; or 30,000,000 shares; will be publicly offered. The remaining 80% of the newly issued shares; or 240,000,000 shares; will be subscribed by the existing shareholders based on the shareholding percentages on the base date. Shareholders will independently combine fractional shares within five days starting from the ex-dividend date for subscription. Existing shareholder and employee who have waived their right to subscribe or who hold fractional shares failing to combine will authorize the Chairman to contact a designated party for subscription.

3. The new shares issued by this cash capital increase shall have the same rights and obligations as those of the ordinary shares originally issued.

(VI)Publication underwriting ratio: 10% of the newly issued shares, or 30,000,000 shares will be publicly underwritten.

(VII)Underwriting and rationing method: Method of underwriting is underwriting on a commitment basis, and the shares will be publicly offered for public underwriting.

III.Summary of the purpose for the fund application plan and the potential benefits that may be generated: Please read page 144 of this prospectus.

IV.Costs associated to this issuance

(I)Underwriting costs: NT$5,000,000.

(II)Other expenses: Approx. NT$1,000,000, including accountant fees, attorney fees, and printing fees.

V.The effectiveness of the securities cannot be used as proof for declarations or as propaganda to guarantee the value of the securities.

VI.In the event of any false statement or non-disclosure in this Prospectus, the issuer, its representative or any other persons who sign or endorses its name on the Prospectus shall be held liable therefor.

VII.Investors shall read the contents of this prospectus in detail from the information reporting website designated by the Financial Supervisory Commission (FSC) and pay attention to risk related matters for the company: Please read page 8 of this prospectus.

VIII.The par value of ordinary shares of the Company is NT$10 per share.

IX.The review website for this prospectus: Market Observation Post System:http://mops.twse.com.tw

 

Company website:http://www.aseglobal.com

 

 

Compiled by Advanced Semiconductor Engineering, Inc.

 

Printed on February 2, 2017

 

 

I.Source of paid-up capital before this publication

 

Unit: NT$;%

capital source Amount As a percentage of paid-in capital
Startup 100,000,000 0.12%
Capital increase by cash 3,416,902,520 4.30%
Capital increase by earnings 57,709,883,680 72.59%
Capital increase by employee bonus 2,831,488,480 3.56%
Capital increase by capital reserve 10,998,134,680 13.83%
Ordinary share converted from foreign convertible corporate bonds 640,492,830 0.81%
Ordinary share converted from employee stock option 4,584,181,900 5.77%
Consolidated capital increase 2,823,154,370 3.55%
Treasury shares canceled (3,604,490,000) (4.53)%
Paid-up capital (total) 79,499,748,460 100.00%

 

II.Distribution of the Prospectus

(I)Display locations: The Prospectus shall be distributed to regulatory authorities according to regulations, and it shall be stored in the Company and the Company's shareholder service agency.

(II)Distribution method: In accordance with Article 31 of the Securities and Exchange Act

(III)Obtaining method: Please visit the aforementioned display locations or visit the Market Observation Post System to download the electronic file.(http://mops.twse.com.tw)

III.Securities underwriter's name, address, website, and telephone

Name: KGI Securities Co., Ltd. Website: www.kgieworld.com.tw
Address: No. 700, Mingshui Rd, Zhongshan District, Taipei City Telephone: (02)2181-8888
IV.Name, address, website, and telephone of the corporate bond guarantee institution: Not applicable.

V.Name, address, website, and telephone of the corporate bond consigned institution: Not applicable.

VI.Name, address, website, and telephone of the stock or corporate bond authenticating institution: Not applicable.

VII.Name, address, website, and telephone of the stock transfer handling institution:

Name: President Securities Corp. Department of Stock Affairs Website: www.uni-psg.com
Address: B1, No. 8 Dongxing Road, Songshan District, Taipei City Telephone: (02)2746-3797
VIII.Name, address, website, and telephone of the credit rating institution: Not applicable.

IX.Name, address, website, and telephone of the corporate bond authenticating certified public accountant, attorney, and firm: Not applicable.

X.Name, address, website, and telephone of the firm and certified public accountant who issued the financial report for the most recent year.

Account name: CPAs Chen Zhen-li and Jiang Jia-lin    
Name of CPA firm: Deloitte Touche Website: www.deloitte.com.tw
Address: 3F., No. 88, Chenggong 2nd Rd, Qianzhen District, Kaohsiung City Telephone: (07)530-1888
XI.Name, law firm name, address, website, and telephone of the review attorney

 

 

Name of lawyer: Qiu Ya-Wen    
Name of law firm: Handsome Attorneys-at-Law Website: www.fsi-law.com
Address: 8F, No. 6, Songde Road, Xinyi District, Taipei City Telephone: (02)2345-0016
         
XII.Name, job title, contact telephone, and Email address of the spokesperson as well as the deputy spokesperson

Spokesperson name: Tien Wu Deputy Spokesperson name: Joseph Tung
Title: Chief Operating Officer Title: Chief Financial Officer
Telephone: (02)8780-5489 Telephone: (02)8780-5489
Email: ir@aseglobal.com Email: ir@aseglobal.com
XIII.Company website: http://www.aseglobal.com

 

Prospectus Summary of Advanced Semiconductor Engineering, Inc.

 

Paid-up Capital: NT$79,499,748,460 Company address: No.26, Jing 3rd Rd., Nantz Processing Export Zone, Kaohsiung City Telephone: (07)361-7131
Date of establishment March 23, 1984 Website:www.aseglobal.com
Listing date: July 19, 1989 Over the counter date: N/A Public offering date: May 1988 Stock management date: N/A
Responsible person:

Chairman, Jason C.S. Chang 

President, Richard H.P. Chang 

Spokesperson: 

Deputy Spokesperson: 

Tien Wu 

Joseph Tung 

(Title: Chief Operating Officer) 

(Title: Chief Financial Officer)

 

Stock transfer agency: Telephone:(02)2746-3797 Website:www.uni-psg.com
Stock Affairs Agent for Advanced Semiconductor Engineering, Inc. Address: B1, No. 8 Dongxing Road, Songshan District, Taipei City
Stock underwriting agency: Telephone:(02)2181-8888 Website:www.kgieworld.com.tw
KGI Securities Co., Ltd. Address: No. 700, Mingshui Rd, Zhongshan District, Taipei City
Certified public accountant for the most recent year: Chen Zhen-li and Jiang Jia-lin Telephone:(07)530-1888 Website:www.deloitte.com.tw
Name of law firm: Deloitte Touche Address: 3F., No. 88, Chenggong 2nd Rd, Qianzhen District, Kaohsiung City
Review attorney: Qiu Ya-Wen Telephone:(02)2345-0016 Website:www.fsi-law.com
Name of law firm: Handsome Attorneys-at-Law Address: 8F, No. 6, Songde Road, Xinyi District, Taipei City
Credit rating agency: N/A               Telephone: N/A Website: N/A Address: N/A
The rating of the subject Issuing company:- No þ; Yes □, Rating date: -            Rating level:-
This corporate bond issuance:- No þ; Yes □, Rating date:-            Rating level:-
Director election date: June 23, 2015; term of office: 3 years Supervisor election date: N/A (Currently the Company has no audit committee)
Shareholding ratio by all directors: 18.04% (December 31, 2016) Shareholding ratio by all supervisors: N/A
Director, supervisor, shareholders holding over 10% of shares; and other shareholding ratios:  (December 31, 2016)
Title Name Percentage of shares Remarks Title Name Percentage of shares Remarks

  

 

 

Chairman Jason C.S. Chang 16.71% Representative, ASE Enterprises Ltd. Director Rutherford Chang 0.02%
Vice Chairman Richard H.P. Chang 1.31% Director Chen Tien-chi 16.71% Representative, ASE Enterprises Ltd.
Director Tien Wu 16.71% Representative, ASE Enterprises Ltd. Independent Directors You Sheng-Fu
Director Joseph Tung 16.71% Representative, ASE Enterprises Ltd. Independent Directors Ta-lin Hsu
Director Raymond Lo 16.71% Representative, ASE Enterprises Ltd. Independent Directors Mei-yue Ho
Director Jeffery Chen 16.71% Representative, ASE Enterprises Ltd. Major shareholders holding over 10% of shares A.S.E. Enterprises Limited 16.71%
Factory Address: Please refer to page 1 of the prospectus

Telephone: Please refer to page 1 of the prospectus

 

Main Products: Manufacture, assembly, reprocessing, testing and export of integrated circuits of various types 

Market structure: Domestic sales 11.52%, export sales 88.48% 

Refer to page 77 of the prospectus
Risk items Please read this prospectus. Refer to page 8 of the prospectus
.Last (2015) year

Operating revenue: NT$283,302,536,000 

Net income (loss) before tax: NT$25,288,253,000 (note) Earnings per share: NT$2.55 (note) 

Refer to page 163 of the prospectus.
The type and amount of the securities issued during this fund raising Please refer to the cover page of this prospectus
Condition of issuance Please refer to the cover page of this prospectus.
Purpose of fund raising and overview of the expected production benefits Please refer to page 144 of the prospectus.
Date of printing for this prospectus: February 2, 2017 Purpose of printing: Statement of Issuance of New Shares Through Capital Increase.
Brief description of other important matters and the pages of this text referenced: Please refer to the table of contents of this prospectus

 

Note: As of September 30, 2016, the Company has identified the investment cost and the difference in the net fair value of assets and liabilities that can be recognized by SPIL, and these amounts were retroactively adjusted in the 2015 financial statement. Pre-tax net profit was NT$25,006,896,000 and earnings per share was retroactively adjusted to NT$2.51.

 

 

    Prospectus Table of Contents  
I. Company Overview 1
1. Company Profile 1
  (1) Date of establishment: March 23, 1984 1
  (2) Addresses and telephone numbers of the headquarter, branch companies, and  
    factories 1
  (3) Company History 1
2. Risk items 9
  (1) Risk factors 9
  (2) Litigation or non-litigation events 15
  (3) Company directors, supervisors, managers, or major shareholders holding over  
    10% of the company's shares have involved in financial turnover difficulties or  
    suffer credit losses within the last two years and as of the printing of this  
    prospectus; and the effects on the company's financial conditions must be  
    specified: None. 16
  (4) Other important issues: None. 16
3. Company Organization 17
  (1) Organization system 17
  (2) Affiliation chart 21
  (3) Background  information  of  President,  Vice  Presidents,  Assistant  Vice  
    Presidents, and heads of various departments and branches 28
  (4) Directors and Supervisors 33
  (5) Sponsor: Not applicable.. 37
  (6) Remunerations to directors, supervisors, president, and vice presidents in the  
    most recent year 38
4. Capital and Shares 44
  (1) Type of stock 44
  Note: The above table does not include the number of shares converted for  
    employee stock options from October to November, 2016. 44
  (2) Share capital formation process 44
  (3) Recent equity ownership dispersion status 49
  (4) Stock price, net worth, earnings, dividends and related information for the  
    previous two years 53
  (5) Dividend policy and implementation status 53
  (6) Effect of the proposed stock dividends in the current year on company  
    operating performance and earnings per share: Not applicable. 54
  (7) Remuneration of employees, directors and supervisors 54
  (8) Stock buyback 55
5. Issuance of corporate bonds (including overseas corporate bonds) 57
6. Issuance of preferred stocks: None. 62
7. Issuance of global depositary receipts (GDR) 62
8. Exercise of employee stock option plan (ESOP): 63
9. Restricted stock awards: None. 66
10 Acquisitions and mergers: None. 66

 

11. Any issue of new shares in connection with any acquisition of shares of another  
company, where still in process: None. 66
II.    Business Overview 67
1.   Company profile 67
(I)  Business Content 67
(II) Market, production and sales 99
(3) Number of employees during the past 2 years 118
(4) Spending on environmental protection 118
(5) Employees-employer relations 141
2.   Property, plants and equipment and other real estate: 145
(1) Self-owned assets: 145
(2) Rental properties: 146
(3) Each plant's current condition and facility productivity ratio in the most recent  
2 fiscal years: 150
3.   Reinvestment business 152
(1) Overview of reinvestment business: 152
(B) Comprehensive shareholding ratio: 162
(3) The status of the subsidiaries who have held or disposed of shares of this  
company during the most recent 2 fiscal years and up to the prospectus'  
publishing date and the status of the shares pledged, and setting forth the  
origin of capital and other influences on the company's financial performance  
and financial condition. There was no major impact on the company's financial  
performance and financial status. 164
(4) Any occurrences of the situations of Article 185 of the Company Act, or  
transferring part of the business operation or results of the research and  
development to a subsidiary during the most recent 2 fiscal years and up to the  
prospectus' publishing date, the status of waiving subscription rights to the  
cash capital increase in the subsidiary company, the name of the subscribing  
counter  party,  and  the  relationship  with  the  company,  the  directors,  
supervisors  and  shareholders  who  hold  more  than  10  percent  of  the  
outstanding shares, and the number of the subscribed shares shall be disclosed.  
None 165
4.   Important contracts 165
III.   Issuance Plans and Implementation 167
1. I. The items that shall be included in the analysis regarding the allocation plan for capital raised through the previous cash capital increase, issuance of new shares to carry out a merger or acquisition, or to accept transfer of shares of another company; or issuance of corporate bonds: 167
3. Assignment of new shares issued by other companies: Not applicable. 195
Matters that should be reported for the current issuance of new shares in connection with  
acquisition or merger: Not applicable. 195
IV.   Financial Summary 196
1.   Financial information for the most recent 5 fiscal years (note) 196
(1) Condensed balance sheet and consolidated profit and loss statement 196
Current assets 198
Fund and investment 198
(2) Changes which affect the above condensed financial statements' consistency  
such as accounting changes, merger of companies or cessation of business  

 

units and their impact on the current year's financial reports: None 203
(3) Names of auditors and audit opinions of the most recent 5 fiscal years 203
(4) Financial analysis 203
(6) Description of material changes in accounts Compare the accounts of the  
balance sheet and income statement of the most recent two fiscal years. If the  
change in the amount is 10% or more and the amount is 1% of the total assets  
of the current fiscal year, the reasons for the change should be analyzed in  
details. 210
II.   Items that should be included in the financial report 212
(1) The financial statements and CPA audit reports for the two preceding fiscal  
years as of the time when the issuer registered the offering and issuance of  
securities, and the financial report for the most recent quarter publicly  
announced and reported: 212
(2) The issuer's parent company financial reports for the two most recent fiscal  
years, audited and certified by a CPA: 213
(3) If there are CPA audited and certified, or reviewed financial reports and parent  
company financial reports for the most recent period during the time after the  
issuer has registered the offering and issuance of securities and up to the date  
of publication of the prospectus, disclose these reports: None. 213
III.  The information that should be included in the financial summary and other important  
matters 213
(1) If the company and its affiliated enterprises have experienced any financial  
difficulties in the most recent two fiscal years, or in the current year up to the  
date of publication of the prospectus, indicate the impact on the company's  
financial position. None. 213
(2) The information shall be disclosed, in case of occurrence of the events under  
Article 185 of the Company Act in the most recent two years and up to the  
date of publication of the prospectus: None. 213
(3) Subsequent events: None 213
(4) Others: None 213
IV.  Review and analysis of the company's financial condition and operating performance .. 213  
(1) Financial status 213
(2) Financial Performance 213
(3) Cash flow 214
(4) Impact of major capital spending on financial position and business operation  
in the previous year 215
(5) Reinvestment policy in the most recent year, the main reason for profit or loss,  
improvement plan, and investment plan for the coming year: 215
(6) Other material issues: None. 216
V.   Special Notes 217
1.   Implementation of internal control system 217
2.   Those who have retained an FSC-approved or -recognized credit rating institution to  
conduct a credit rating/evaluation shall disclose the credit rating/evaluation report  
issued by the credit rating institution: Not applicable 217
3.   Summary opinion from the securities underwriter's assessment: Please read Page 100  
of this Prospectus. 217
4.   Attorney's legal opinion: Please read Page 101 of this Prospectus. 217

 

5.    Summary opinion stated in the case checklist schedule written by the issuer and  
reviewed by a CPA: Not applicable. 217
6.   The improvement status of the items notified to be corrected, if at the time the company registered (or applied for approval of) the previous offering and issuance of
securities the FSC had notified it to make self-correction on certain items: None. 217
7.    The items notified to be further disclosed, if at the time the company registered the  
current offering and issuance of securities the FSC had notified it to make  
supplemental disclosure on certain items: Not applicable. 217
8.    The statement or promised items disclosed in the prospectus from the company's registration (application) for offering and issuance of securities for the first time, the
    preceding time, and within the most recent three fiscal years, and the current state of
fulfillment of such: None. 217
9.    The major content of any dissenting opinion of any director or supervisor regarding any material resolution passed by the board of directors, where there is a record
    or written statement of such opinion, for the most recent fiscal year and up to the date
of publication of the prospectus. None. 217
10.  Any legal sanctions against the company or its internal personnel, or any disciplinary action taken by the company against its own personnel for violation of internal controls, during the most recent fiscal year or during the current fiscal year up to the date of publication of the prospectus; and a description of the main shortcomings in the company's internal control system as well as an indication of measures for improvement: None 217
11.   The statement issued by the securities underwriter, the issuer, and the issuer's directors, supervisors, General Manager, financial or accounting officer, and the managerial officers involved in the current registration for public offering and
issuance of securities, specifying that no underwriting related fees will be refunded  
or collected: Please refer to Appendix 7. 217
12.   For a case that involves the issuer conducting a cash capital increase or an offering of corporate bonds with equity characteristics and adopting book building and public underwriting, the statement issued by the securities underwriter and issuer,              
specifying that allocation to related parties and insiders is prohibited. Not applicable. . 217  
13.  Where depending on the nature of its operations, the issuer has engaged experts with  
professional knowledge and vast experience in technology, operations and finance  
etc. to conduct analysis and give opinions on the issuer's existing operating status  
and future development after current issuance of securities, the assessment opinions  
of such experts shall be disclosed: Not applicable. 218
14.  Other necessary supplemental information: None. 218
15.  Matters relating to the state of its implementation of corporate governance that should  
be recorded by a company listed on the stock exchange or traded on an OTC market: . 218  
VI.   Important Resolutions, Articles of Incorporation and Relevant Laws and Regulations . 244  
1. Key resolution records and text of resolution on the current issue: 244

 

Annexes: 1. Capital increase price calculation

2.The consolidated financial statements and CPA audit reports of 2014

3.The consolidated financial statements and CPA audit reports of 2015

4.The Q3 consolidated financial statements and CPA audit reports of 2016

5.The individual financial statements and CPA audit reports of 2014

6.The individual financial statements and CPA audit reports of 2015

7.Statement for non-refund underwriting costs

 

 

I. Company Overview

 

1. Company Profile

(1)        Date of establishment: March 23, 1984

(2)        Addresses and telephone numbers of the headquarter, branch companies, and factories

 

Headquarter

Address: No.26, Jing 3rd Rd., Nantz Processing Export Zone, Kaohsiung City

Telephone:(07)3617131

Fax:(07)3613094、3614546

 

Taipei Office

Address: Rm. 1901, 19F, No. 333, Section 1, Keelung Rd, Xinyi District, Taipei City

Telephone:(02)87805489、66365678

Fax:(02)27576121

 

Zhongli Branch

Address: No. 550, Section 1, Zhonghua Rd, Zhongli District, Taoyuan City

Telephone:(03)4527121

Fax:(03)4628658

 

Nantou Branch

Address: No. 135, Lane 351, Section 1, Taiping Rd, Caotun Township, Nantou County

Telephone:(049)2350876

Fax:(049)2315924

 

Kaohsiung Factory

Address: No.26, Jing 3rd Rd., Nantz Processing Export Zone, Kaohsiung City

Telephone:(07)3617131

 

Zhongli Factory

Address: No. 516, 550, Section 1, Zhonghua Rd, Fuhua Village, Zhongli District, Taoyuan City

Telephone:(03)4527121

 

Nantou Factory

Address: No. 135, Lane 351, Section 1, Taiping Rd, Caotun Township, Nantou County

Telephone:(049)2350876

 

(4)    Company History

 

The Company was founded on the spirit of contributing to the country through industrial development, a belief embraced by Jason Chang and Richard Chang, who actively supported the government's high-tech development policy, used cash and specialized technologies to raise capitals. The Company primarily engages in the manufacturing, assembly, reprocessing, testing, and export of integrated circuit of various types. Time line of the Company:

 

March 1984 The Company was established.

 

July 1984 The Company's first factory was opened.

 

August 1984 Began exporting Plastic Dual In-Line Package (PDIP) to European countries, North America, and Japan.

 

February 1985 Began exporting Ceramic Dual In-Line Package (CDIP) to Japan, European countries, and North America.

 

October 1985 Began exporting high-quality Plastic Leaded Chip Carriers (PLCC) to the United States.

 

May 1987 Began exporting high-quality Pin Grid Array (PGA) and plastic Pin Grid

 

 

Array (PPGA) to European countries and North America.

 

May–July 1989   Approved by the Securities and Futures Commission (1989) Tai-Cai-Zheng-1 No. 24594 and Taiwan Securities Exchange (1989) Shang-Zi No. 4461 to meet the ownership diversity standard on May 25, 1989, and began trading on the Taiwan Stock Exchange on July 19, 1989.

 

March 1990          Entered the semiconductor test market by acquiring 99.9% of the shares of ASE Test Inc., equivalent to NT$105,006,183.

 

March 1991         Established ASE Malaysia to engage in manufacture, reprocessing, assembly, testing, and export of integrated circuits of various types. Established ASE Hong Kong to facilitate transfer and acceptance of overseas (Malaysia) production base orders and customer service.

 

August 1991        Began mass production of Plastic Enhanced Quad Flat Package (EQFP).

 

November 1991   The Company's product received the Award of Excellence for Quality from Motorola.

 

April 1992            Achieved ISO9002 quality certificate.

 

July 1995             Issued 8,600,000 units of DRs to Asian, American, and European countries. Each DR represents five common shares of the Company. In total, 43,000,000 shares were issued, par value of NT$10 per share and sold at US$15.25 per unit. The funds raised were equivalent to NT$3.39 billion.

 

June 1996             ASE Test Limited began trading on NASDAQ.

 

September 1997   Issued Euro Convertible Bonds to the value of US$200 million.

 

November 1997   Passed the Semiconductor Assembly Council (SAC) certification.

 

January 1998       ASE Test Limited (Singapore) issued 120,000,000 TDRs by using 1,500,000 ordinary shares, and began trading on Taiwan Stock Exchange.

 

March 1998         Awarded QS 9000 certification for quality management.

 

September 1998  Awarded ISO 14001 certification for environment quality management.

 

March 1999         ASE Test Limited (Singapore) issued TDRs for the second time through issuing of 2,500,000 ordinary shares and began trading on Taiwan Stock Exchange.

 

May 1989            ASE Test Limited (Singapore) acquired 70% of the shares of ISE LAB.

 

July 1999             Acquired Motorola's manufacturing facilities in Chungli, Taiwan and Paju, Korea. This acquisition promoted the long-term strategic alliance between ASE and Motorola, strengthened ASE's vertical integration, and increased product scope.

 

February–July 1999 Obtained operating rights and 20.67% of the shares of Universal Scientific Industrial Co., Ltd. (USI), to broaden ASE's scope of OEM, increase service items for customers, and expand customer group.

 

September 2000 To enhance the Company's competitiveness in the global semiconductor market and thereby strengthen its image and international visibility, the Company issued 20,000,000 ADRs on September 25 in U.S. time, each representing five ordinary shares of the Company. In total, 100,000,000 ordinary shares were issued, with par value of NT$10. The

 

 

issue price was US$7 per unit, and the funds raised were equivalent to NT$4.38 billion.

 

September 2002 Won the 10th Outstanding Award from the Industrial Technology Development Award of Ministry of Economic Affairs.

 

July 2003             Combined wholly owned subsidiaries ASE New Investment Co., Ltd. and ASE Investment Co., Ltd.

 

September 2003  Issued Euro Convertible Bonds to the value of US$200 million.

 

October 2003      The Company's Board of Directors resolved to combine subsidiaries ASE Co., Ltd. and ASE Technology Co., Ltd. The conversion ratio was set as one share of ASE Co., Ltd. for 0.85 share of ASE Technology Co., Ltd. and as one share of ASE Technology Co., Ltd. for 0.5 share of the Company. The Company anticipated to combine and convert 282,315,437 shares.

 

February 2004     Signed the agreement to purchase the shares of NEC and acquired NEC Electronics' IC packaging and test operations in Takahata, Japan.

 

July 2004             Established ASE (Kunshan) Inc., which was resolved in the meeting of the board in June 2004. The amount invested was US$12 million. This establishment was approved by the Investment Commission on July 23, 2004.

 

August 2004       The Company merged with subsidiaries ASE Semiconductor Co., Ltd. and ASE Technology Co., Ltd., with the Company being the surviving company, and a Zhongli Branch was established. The Company acquired the ASE Semiconductor Co., Ltd. (Shanghai), which was a company set up in China by Omniquest Industrial Limited, a company invested by ASE Semiconductor Co., Ltd. This acquisition was approved by the Investment Commission on August 10, 2004. Established ASE Electronics Inc. (Shanghai), which was resolved in the meeting of the board in July 2004. The amount invested was US$12 million. This establishment was approved by the Investment Commission on August 20, 2004.

 

November 2004 The Board of Directors resolved in September 2004 to increase the capital of ASE (Shanghai) Inc. by US$30 million, and this resolution was approved by the Investment Commission on November 25, 2004.

 

June 2005           The Board of Directors resolved in May 2005 to increase the capital of ASE (Shanghai) Inc. by US$30 million, and this resolution was approved by the Investment Commission on June 30, 2005.

 

October 2005      Won the 13th Outstanding Award from the Industrial Technology Development Award of Ministry of Economic Affairs.

 

November 2005 The Board of Directors resolved in August 2005 to increase the capital of ASE (Shanghai) Inc. by US$30 million, and this resolution was approved by the Investment Commission on November 2, 2005. Won the Philippine President Award on the night of the award ceremony for Excellent International Manufacturers by the Philippine President.

 

December 2005   Established ASE New High-Tech (Shanghai), which was resolved in the meeting of the board in November 2005. The amount invested was US$15 million. This establishment was approved by the Investment Commission on December 21, 2005.

 

March 2006          Invested NT$30 million in establishing a wholly owned subsidiary, ASE Electronics Inc.

 

 

May 2006            Approved by the Board of Directors to transfer material business department to subsidiary ASE Electronics Inc. The conversion ratio was NT$10 of the operating value of the transferred material business department for one ordinary share of ASE Electronics Inc.

 

August 2006      Officially transferred material business department to ASE Electronics Inc., and obtained 294,929,700 ordinary shares of the ASE Electronics Inc. The Company was approved by the Board of Directors in June 2006 to increase the capital of ASE (Kunshan) Inc. by US$30 million. This capital increase was approved by the Investment Commission on August 1, 2006.

 

September 2006  Transferred 147,500,000 ordinary shares and 147,429,700 shares of the Company's ASE Electronics Inc. to subsidiaries ASE Labuan Inc. and ASE Mauritius Inc., respectively, in support of the company's global operation strategy and financial planning.

 

December 2006   Passed the resolution of the Board of Directors in November 2006 to adopt the US$60 million capital of subsidiary J&R Holding Limited to accept and transfer 100% of the shares of Weiyu Technology Testing Fengzhuang Limited Company in China. This adoption was approved by the Investment Commission on December 29, 2006. The Company's subsidiary ASE Mauritius Inc. transferred 147,429,700 shares of the Company's ASE Electronics Inc. to subsidiary ASE Labuan Inc. in support of the company's global operation strategy and financial planning.

 

June 2007            Transferred 3,000,000 ordinary shares of the Company's ASE Electronics Inc. to subsidiary ASE Labuan Inc. in support of the company's global operation strategy and financial planning.

 

July 2007             Acquired 60% of the shares of NXP Semiconductors Suzhou Ltd. held by NXPB.V. with its own capital of US$21,600,000 through its subsidiary J&R Holding Limited in March 2007. This acquisition was approved by the Investment Commission on July 2, 2007. (Approved on March 7, 2008, the name was changed to Suzhou ASE Semiconductor Ltd.)

 

August 2007      To integrate the name of the company group, the Company renamed the Weiyu Technology Testing Fengzhuang Limited Company in China to ASE Assembly & Test (Shanghai) Ltd., and this renaming was approved by the Investment Commission on August 29, 2007.

 

February 2008     Approved by the Board of Directors in October 2007 to increase the capital of ASE Assembly & Test (Shanghai) Ltd. by US$30 million. This capital increase was approved by the Investment Commission on February 20, 2008. Passed the resolution of the Board of Directors in January 2008 to adopt US$7 million in capital to accept and transfer 100% of the shares of Weihai Shiyi Electronic Co.,Ltd. in China through subsidiary J&R Holding Limited. This adoption was approved by the Investment Commission on February 15, 2008. (Approved on May 22, 2008, the name was changed to ASE Semiconductor Ltd. (Weihai)).

 

May 2008            Approved by the Board of Directors in March 2008 to increase the capital of ASE Assembly & Test (Shanghai) Ltd. by US$90 million. This capital increase was approved by the Investment Commission on May 16, 2008. Approved by the Board of Directors in June 2006 to increase the capital of ASE Semiconductor Ltd. (Weihai) by US$13 million. This capital increase was approved by the Investment Commission on May 22, 2008.

 

 

August 2008      Approved by the Board of Directors in July 2008 to increase the capital of ASE Electronics (Kunshan) Ltd. by US$6 million. This capital increase was approved by the Investment Commission on August 7, 2008.

 

November 2008 To safeguard the Company's credit and shareholders' rights and interests, the Company was approved by the Board of Directors in November 2008 to repurchase 144,037,000 ordinary shares for the first time and eliminate these shares accordingly.

 

January 2009     To safeguard the Company's credit and shareholders' rights and interests, the Company was approved by the Board of Directors in January 2009 to repurchase 73,937,000 ordinary shares for the second time and eliminate these shares accordingly.

 

February 2009    Approved by the Board of Directors in December 2008 to increase the capital of ASE Semiconductor Ltd. (Weihai) by US$20 million. This capital increase was approved by the Investment Commission on February 4, 2009.

 

July 2009             Approved by the Board of Directors in June 2009 to increase the capital of ASE Semiconductor Ltd. (Kunshan) by US$20 million. This capital increase was approved by the Investment Commission on July 31, 2009.

 

November 2009  Passed the resolution of the Board of Directors in November 2009 to publicly acquire the shares of Universal Scientific Industrial Co., Ltd. (USI) taking into consideration of cash and the Company's ordinary shares (306,596,000 shares) held by J&R Holding Limited (107,308,600 shares) and ASE Test Singapore Inc. (199,287,400 shares).

 

February 2010    The aforementioned public acquisition was completed on February 9, 2010. Through this acquisition, the Company obtained 641,669,316 ordinary shares of USI in addition to 192,944,213 existing ordinary shares of the company before acquisition. After acquisition, the Company holds 78.1% of the voting shares of USI.

 

August 2010       The application to terminate the shares of USI was approved by the Board of Directors in April 2010. Concurrently, the Company committed to acquiring the shares of USI. Public acquisition was completed on August 5, 2010, acquiring 222,243,661 outstanding shares of USI in addition to the 834,613,529 existing shares of USI prior to acquisition. After acquisition, the Company holds 98.9% of the voting shares of USI.

 

November 2010 To safeguard the Company's credit and shareholders' rights and interests, the Company was approved by the Board of Directors in November 2010 to repurchase 37,000,000 ordinary shares for the third time and eliminate these shares accordingly. To comply with government policies, the Company issued shares by way of scripless issue as of November 26, 2010.

 

January 2011      Considering the group's operation strategy, the Company was approved by the Board of Directors in January 2011 to setup a Nantou Branch that undertakes the existing micro-electronic assembly business of USI.

 

March 2011         Approved by the Board of Directors in November 2011 to increase the capital of ASE Semiconductor Ltd. (Weihai) by using its own fund of US$60 million through ASE (Korea) Inc. This capital increase was approved by the Investment Commission on March 1, 2011.

 

June 2011             Passed the resolution of the Board of Directors in June 2011 to raise mid-to-long-term funds, repaying short-term debts to improve the

 

 

Company's financial structure. Within the limit of NT$8 billion, the Company issued ordinary corporate bonds guaranteed by five banks, including the Bank of Taiwan.

 

August 2011     Issued guaranteed ordinary corporate bonds of NT$8 billion. To safeguard the Company's credit and shareholders' rights and interests, the Company was approved by the Board of Directors in August 2011 to repurchase 34,000,000 ordinary shares for the fourth time and eliminate these shares accordingly.

 

September 2011 To safeguard the Company's credit and shareholders' rights and interests, the Company was approved by the Board of Directors in September 2011 to repurchase 50,000,000 ordinary shares and 30,000,000 shares for the 5th and 6th time respectively and eliminate these shares accordingly.

 

November 2011  To strengthen the resources, labor, and technological integration of the subsidiary Power ASE Technology ("Power ASE"), the Company was approved by the Board of Directors on November 8, 2011 to publicly acquire the ordinary shares of Power ASE held by shareholders other than those of the Company at NT$18.5 per share. The Company completed the public acquisition on November 18, 2011, acquiring 105,697,703 ordinary shares of Power ASE, approximately NT$1.96 billion in value. In addition to the 55.7% shares of Power ASE originally held by the Company, the Company now holds 99.2% of the shares of Power ASE.

 

December 2011  Won the Contribution Award from the National Invention and Creation Award of Ministry of Economic Affairs.

 

May 2012           To integrate resources and enhance business benefit and competitiveness, the Company received approval from the Board of Directors in March 2012 to merge with Power ASE by cash. The Company is the surviving company following the merge, and Power ASE is the dissolved company. The base date of the merge was May 1, 2012.

 

November 2012  The Company's 2011 CSR Report won the Taiwan Corporate Sustainability Report Award: Copper Award by the Taiwan Institute for Sustainable Energy.

 

December 2012   Won the Award of Excellence in Intellectual Property Management and the Award for Best Intellectual Property Report by the Ministry of Economic Affairs.

 

Since 2009 the Company has incorporated green building standards in the construction and planning of building K12, using Taiwan EEWH diamond certification and LEED platinum certification as the design criteria. Following a series of processes, including planning, designing, construction, validation, written review, and onsite inspections, the Company successfully passed the evaluation by the Ministry of Interior in December 2012 and won the Taiwan EEWH diamond certification.

 

July 2013            Taking into consideration ASE resource integration and economies of scale of the industry, the Company combined its two subsidiaries in China, ASE (Kunshan) Inc. and ASE Electronics (Kunshan). The ASE (Kunshan) Inc. merged with ASE Electronics (Kunshan), with the ASE Electronics (Kunshan) as the dissolved company. After merger, ASE Electronics (Kunshan) conducted liquidation. ASE (Kunshan) Inc. recovered/canceled

 

 

an investment of US$24 million.

 

August 2013       To integrate resources and enhance business benefit and competitiveness, the Company received approval from the Board of Directors in July 2013 to merge with Yang Ting Tech Co., Ltd., a subsidiary in which the Company holds 100% of voting shares,

 

in accordance with the Business Mergers and Acquisitions Act and other relevant laws and regulations. The Company was the surviving company after the merge, and Yang Ting Tech was the dissolved company. The base date of the merge was August 30, 2013.

 

September 2013   Issued the 3rd Overseas Zero Coupon Convertible Bonds to the value of US$400 million.

 

Issued 130,000,000 ordinary shares for capital increase.

 

October 2013      Approved by the Board of Directors in August 2013 to increase the capital of ASE Semiconductor Ltd. (Weihai) by by means of debt for equity using US$25 million through ASE (Korea) Inc. This capital increase was approved by the Investment Commission on October 29, 2013.

 

July 2014              Approved by the Board of Directors in July 2014 to increase the capital of ASE Semiconductor Ltd. (Weihai) through ASE (Korea) Inc by using its own fund of US$20 million. This capital increase was approved by the Investment Commission on August 18, 2014.

 

September 2014 Awarded Forbes Asia Fabulous 50 companies 2014, the only listed company in Taiwan to receive this award in 2014.

 

October 2014      Re-applied with Kaohsiung Customs, Customs Administration, for Authorized Economic Operator (AEO) safety certification. The Company passed on-site verification and again acquired AEO qualification.

 

January 2015      The Company's Chairman and CEO, Jason Chang, as well as the COO, Wu Tien-Yu, were honored with the 2014 SEMI Award at the Industry Strategy Symposium (ISS) in 2015, which was held in California, United States. This award recognizes ASE's dedication in developing and studying technologies for surpassing traditional gold wire bonding technologies and introducing copper wire bonding technologies.

 

May 2015           ASE and TDK Corporation engaged in a joint venture to establish ASE Embedded Electronics Incorporated. Monetary value in NTD equivalent to US$39,490,000 was invested in this joint venture, aiding the Company to acquire approximately 51% of share ownership, while TDK Corporation obtained roughly 49% of share ownership.

 

The Company's subsidiary, ASE Zhongli, passed the customs' AEO certification.

 

July 2015              Issued the 4th Currency Linked Zero Coupon Convertible Bonds due 2018 to the value of US$200 million.

 

Won the Best Trade Contribution Award by the Bureau of Foreign Trade, Ministry of Economic Affairs.

 

October 2015      Approved by the Board of Directors in August 2015 to acquire, for the first time, the ordinary shares of Siliconware Precision Industries Co., Ltd. (SPIL). Completed public acquisition in October 2015, acquiring 779,000,000 outstanding ordinary shares of SPIL, which account for

 

 

 24.99% of issued voting shares.

 

Kaohsiung Plants K11 and K12 obtained the Certification of Green Factory Label by the Industrial Development Bureau, Ministry of Economic Affairs, officially becoming a green factory that has been honored with the Green Factory label.

 

November 2015   In the Taiwan Corporate Sustainability Award competition held by the Taiwan Institute for Sustainable Energy in 2015, the Company won the Taiwan Top 50 Corporate Sustainability Report Silver Medal Awards in the Electronic Information Manufacturing Industry category.

 

The Company's Kaohsiung Plants, K4, K7, K8, K10, K11, and K12 obtained the ISO 15408 safety certification, EAL6 Site Certification, from the Germany Federal Office for Information Security (BSI), the only semiconductor wafer packaging and testing OEM plant across the world to obtain this certification.

 

December 2015   Rated by Fitch Ratings with a long-term credit rating of A+ (twn) on December 16, 2015.

 

Taking into consideration ASE resource integration and economies of scale of the industry, the Company completed the merge of its two subsidiaries in China, ASE (Shanghai) Inc. and ASE Electronics (Shanghai). To fulfill corporate social responsibility and strive toward sustainable develop, the Company was affirmed by the British Standards Institute four years in a row as of 2012 and won the received the 'Inclusive Green Growth Award' and the 'GRC (governance, risk management and compliance) Award'. The Company also obtained the Green Enterprise Paradigm Award, highlighting the Company's commitment in building a green enterprise.

 

Kaohsiung Plants K3 and K5 passed the green factory certification by the Industrial Development Bureau, Ministry of Economic Affairs, in December 2015. Kaohsiung Plant K9 passed the clean production certification on February 1, 2013, and obtained an extension of this certification by the Industrial Development Bureau, Ministry of Economic Affairs in December 2015.

 

January 2016     Kaohsiung Plant K8 passed the clean production certification on February 1, 2013, and obtained an extension of this certification by the Industrial Development Bureau, Ministry of Economic Affairs in January 2016.

 

March 2016         Approved by the Board of Directors in December 2015 to acquire, for the second time, the ordinary shares of Siliconware Precision Industries Co., Ltd. (SPIL). The Company will be acquiring 770,000,000 outstanding ordinary shares of SPIL, which account for 24.71% of issued voting shares. However, the Fair Trade Commission did not complete the review of this case by the end of the acquisition period. Therefore, the Company announced that the condition of acquisition was not met.
In accordance with the resolution of the Board of Directors, in March 2016 the Company paid NT$13,296,307,000 to acquire 201,548,000 ordinary shares and 9,690,000 depositary receipts in SPIL (each recognized as 5 ordinary shares), increasing the shareholding ratio from 24.99% to 33.02%.

 

April 2016           In accordance with the resolution of the Board of Directors, in April 2016 the Company acquired 8,300,000 ordinary in SPIL on the open market using NT$439,191,000 in cash, increasing the shareholding ratio from 33.02% to

 

 

  33.29%.

 

Ranked as a Top 6% to Top 20% listed company in the 2015 (2nd) Corporate Governance Assessment

 

June 2016            ASE and SPIL jointly entered into the execution of a joint share exchange agreement, in which ASE will apply for the establishment of ASE Investment Holding, which will acquire 100% equity of both ASE and SPIL by means of joint share exchange.

 

July 2016              Selected as the component of the TWSE Corporate Governance 100 Index by TWSE.

 

September 2016 In response to the capital increase of ASE Embedded Electronics Inc., share subscription was performed by all existing shareholders based on their shareholding percentage of ASE and TDK Corporation. After subscription, the Company invested NT$765,000,000, with shareholding percentage maintaining at 51%.

 

October 2016      The Zhongli Plant was the first packaging and testing OEM plant in the world to pass the ISO 26262 certification.

 

November 2016   Made the CDP’s Climate A List in 2016, the only company in Taiwan to receive A rating in the CDP climate change assessment.

 

The Company passed the resolution of the Fair Trade Commission that approves a joint holding company between ASE and SPIL.

 

II. Risk items

 

(I) Risk factors

 

1.  Within the last year and as of the printing of this prospectus, the effects that annual interest, exchange fluctuation, and inflation rates have on the profits and losses of the company as well as the future response measures

 

(1)  The effects that annual interest have on company profits as well as the future response measures:

 

The Company and its subsidiaries have made appropriate flexible adjustments with regards to the cash position required for the company's operating activities. The financial costs for the first three quarters in 2015 and 2016 were respectively NT$2,312,143,000 and NT$1,746,585,000, accounting for 0.82% and 0.88% of the net operating income for the year. These results suggest a minimal impact of interest rate on company profits. In future, we will continue to closely monitor the trends of interest rate and to employ low-interest financing instruments and beneficial interest rate conditions in order to maintain minimal financing cost and active credit limit. Subsequently, interest rate risks that are likely to occur in business operations can be averted.

 

(2)  The effects that exchange fluctuation have on company profits as well as the future response measures:

 

The Company and its subsidiaries conduct hedging by adopting natural hedging in conjunction with low-risk and safe hedge targets. The net profits on foreign currency exchange for Q3 in 2015 and 2016 were respectively NT$(713,213,000) and NT$2,235,621,000, accounting for (0.25)% and 1.13% of the net operating income. This suggests that the profits were not affected by exchange fluctuation. In future, we will pay attention to the global economy and changes in exchange rate and focus on reducing the risks of exchange rate variations as our main management practice.

 

 

Concurrently, we will also deliberately examine how the company allocate its funds and mitigate the effects of exchange rate fluctuations as a means of effective management.

 

(3) The effects that currency inflation have on company profits as well as the future response measures:

 

Currently inflation did not exert a material impact on the profits of the Company and its subsidiaries. In addition to closely monitoring price fluctuations in the market, the Company and its subsidiaries will maintain a positive interactive relation with their suppliers and customers and appropriately adjust product selling price and stock inventory. These efforts should be able to effectively mitigate the impact of currency inflation on the Company and its subsidiaries.

 

2. Within the last year and as of the printing of this prospectus, main policies for engaging in high-risk engagements, highly leveraged investments, endorsement guarantees, and derivative transaction policies; main reasons for profits and losses; and future response measures. The Company engages in the transactions listed in the preceding paragraph in accordance with relevant handling procedures as formulated by the Company.

 

    The Company and its subsidiaries adopt robust, conservative operating strategy and abstain from engaging in high-risk, high-leverage investments. The Company has complied with laws and regulations of the Securities and Futures Bureau (SFB) in developing internal management guidelines and operating procedures that are based on a sound financial and operational plan, including the Procedure for Lending Funds to Other Parties, Procedure for Making Endorsements and Guarantees, and Procedure for the Acquisition or Disposal of Assets. In future, the Company will continue to abide by procedural regulations and perform all transactions in accordance with relevant regulations.

 

3. Future R&D plans and anticipated investments in R&D expenses

 

(1) Future R&D plans

 

Please read pages 46 to 49 of this prospectus.

 

(2) Anticipated investments in R&D expenses

 

The Company and its subsidiaries anticipate to invest NT$430,000,000 in R&D for the pilot production of their packaging products, and NT$3,864,000,000 in R&D of other packaging products. It is anticipated that NT$480,000,000 will be invested in R&D for the pilot production of packaging products, and NT$5,000,000 in the R&D of other packaging products. NT$37,000,000 in R&D expense will be invested in the testing and pilot production of module process technologies.

 

(3) Factors influencing the success of future R&D

 

ŸDevelopment of advanced packaging technology capability and integration with existing packaging technologies

 

ŸOptimal solution for minimizing the cost of producing existing packaging and testing technologies

 

ŸProcess and manufacturing standardization and industry chain integration

 

ŸVerification and instant introduction of mass-produced new core facilities

 

ŸDevelopment and cultivation of packaging, testing, substrate, module, and system integration capabilities

 

ŸDevelopment and cultivation of substrate, element, and module design capabilities

 

 

ŸComplete product R&D process and project management system

 

ŸIntegration of product development and existing production equipment to lower R&D costs

 

ŸCustomer-oriented organizational design and internal operation mechanism

 

ŸAdequately monitor market supply and demand, and take the lead in developing advanced packaging, substrate, and testing technologies according to market dynamics and trends in order to ensure leading technological status and to provide customers with optimal solutions in a timely manner when new products are launched in the market

 

ŸStrengthening of R&D talent cultivation

 

ŸImplementation and reinforcement of knowledge management system

 

ŸStrengthening of IP strategy and management

 

ŸDesigning, R&D, and manufacturing of Eco-design products that meet environmental protection regulations

 

ŸEffective management of R&D benefits, risks, scheduling, and personnel

 

ŸFormation of strategic alliance with benchmark customers, reduction of R&D costs and risks, and development of IC-package-system Co-design

 

ŸDevelopment and advancement of testing development capabilities

 

ŸDevelopment and advancement of R&D core technology capabilities

 

4. Within the last year and as of the printing of this prospectus, the effects of the key domestic and international policy and law changes have on the financial operations of the company as well as the response measures:

 

(1) According to Jin-Guan-Zheng-Fa No. 1030029342 and Jin-Guan-Zheng-Fa No. 1030010325 announced by the FSC, the Company began adopting the 2013 IFRS, IAS, IFRIC, and SIC (collectively, the “IFRSs”), which are announced by the IASB and approved by the FSC, as of 2015 as well as the Regulations Governing the Preparation of Financial Reports by Securities Issuers, to compile its consolidated financial reports. In addition, the Company adopts the IFRSs announced by the IASB but not yet approved by the FSC. Concerning the impact on the consolidated financial reports, the Company will continue to evaluate these reports and complete such evaluation by the specified due date in accordance with the schedule provided by the FSC.

 

(2) In response to the amendments to the Company Act and Securities and Exchange Act, the Company examined and amended its management guidelines at all times to ensure that legal compliance.

 

5. Within the last year and as of the printing of this prospectus, the effects that technological changes and industry changes have on the financial operations of the company as well as the response measures

 

(1) The uncertainty and discontinuity of the global economy are a major challenge of the semiconductor industry. ASE overcomes this challenge by cooperating with customers and vendors to meet customer demands, reduce costs, mitigate risks, continuously observe market pulse, and maintain a closer interaction with customers to identify their needs and changes in their needs. Subsequently, we actively gathered and analyzed market information to alleviate the technological impact of changes in product requirements.

 

 

Customer competitiveness and the timing to launch a new product are the key to the success of introducing a new technology. ASE responds to this trend by monitoring market trends and supply/demand conditions, taking the lead to develop key technologies and patents according to market trends and product blueprint of benchmark customers in order to ensure a leading technological status. ASE also reduces R&D costs by ensuring that the process of product development is compatible with existing production equipment to provide customers with the best solution when new products are launched in the market.

 

(3) According to our experience in the R&D and innovation of new technologies, we found that R&D expenses and new core facilities are a critical component of these processes. Therefore, we respond by ensuring consistency between new technologies and ASE’s future blueprints, and by actively forming strategic alliance with customers to implement resource sharing and ultimately reduce R&D risks. ASE regularly visits its leading customers, participates in technological seminars, and works with benchmark customers to collectively plan product blueprints and product regulations that ensure that R&D technologies can facilitate meeting customers’ delivery deadline.

 

ASE Nantou Plant (ASENT) has long been devoted to developing electrical and electronic products, including military and industrial power modules for DC converters. The Plant offers multiple solutions to high-power electrical and electronic industrial applications. ASE actively interacts with its customers to determine their needs and changes in their needs. Moreover, the Company actively gathers and analyzes market information to mitigate the effects of technological changes. In future, ASE will place greater level of emphasis on intelligent energy conservation practices, using our extensive experiences and resources in the development of electrical and electronic products. We will also orient our development efforts toward incorporating insulated-gate bipolar transistor (IGBT) standard module packaging and IPM smart module.

 

6. Within the last year and as of the printing of this prospectus, the effects that corporate image have on corporate crisis management as well as the response measures

 

The Company and its subsidiaries have always operated under the concept of integrity, law-abiding, and fulfillment of social responsibility. In face of the accidental incident in 2013 involving leakage of wastewater from our Kaohsiung Plant, ASE faced the consequences of this incident with courage and proactively handled the situation, while continuing to make relevant improvements in order to endeavor to reshape the company's image.

 

7. Within the last year and as of the printing of this prospectus, expected benefits and possible risks of merger and acquisition as well as the response measures

 

(1) To engage in organizational adjustment and thereby enhance operational flexibility, subsidiary Universal Scientific Industrial Co., Ltd. (USI) passed the resolution of the meeting of the Board of Directors to take April 1, 2015 as the base date for the transfer of its investment business, and reducing the capital by NT$16,012,966,000, equivalent to eliminating 1,601,297,000 outstanding shares. The capital reduction ratio was 97.56%Regarding the operating value assumed by USI Inc. due to such transfer, 1,000,000,000 ordinary shares were issued to the existing shareholders of USI. The ratio was 609.27 ordinary shares per 1,000 shares held as of the base date. USI completed the registration for the capital reduction on April 17, 2015, and the new company was also registered on April 17, 2015. The transfer did not exert an influence on the Company’s net value per share and earnings per share or those of its subsidiaries, because the Company and its subsidiaries hold control over the USI Co.,

 

 

     Ltd. and USI Inc.

 

Integrating the resources along the industry chain of the Company and its subsidiaries’ electronic manufacturing services (EMS), and establishing reasonable separations in the operational models of semiconductor packaging and testing and EMS, would enhance the efficiency of these two areas. To this end, in February 2016, the Company disposed of 39,603 shares of its subsidiary USI Co. Ltd. to subsidiary Universal Global Scientific Industrial Co., Ltd. at NT$20 per share, the total value of the transaction was NT$792,064,000. The shareholding ratio of the Company and its subsidiaries in USI Co. Ltd. was lowered from 99.0% to 76.5%. This transaction did not change the Company’s control over its subsidiary USI Co. Ltd., the transfer was conducted in the form of an equity transaction, and the recognized capital reserve was reduced by NT$20,552,000.

 

(2) To integrate group resources, subsidiary USI Electronics Inc. was approved by the Board of Directors on March 25, 2015 to merge with USI America Inc. (known as USI Manufacturing Services, Inc. before May 2015) and USI @Work, Inc. USI America Inc. served as the surviving company, and USI @Work, Inc. served as the dissolved company. USI @Work, Inc. was completely merged and eliminated in August 2015. Such merge is anticipated to help USI America Inc. lower management cost and increase business performance, which positively influence the net value per share and earnings per share of USI America Inc.

 

(3) Taking into consideration ASE resource integration and economies of scale of the industry, the two subsidiaries in China, ASE (Shanghai) Inc. and ASE Electronics (Shanghai) passed a resolution of the meeting of the Board on December 17, in which ASE (Shanghai) Inc. used RMB99,318,000 in new shareholdings and its original investment company trading in its equities in ASE Electronics (Shanghai) to acquire ASE Electronics (Shanghai), with ASE (Shanghai) Inc. being the surviving company and ASE Electronics (Shanghai) being the dissolved company. The base date of the acquisition was temporarily set on January 1, 2016. As of the printing date of this prospectus, the acquisition is still in progress because approval from the competent authority is still pending. The anticipated benefit of such acquisition is that ASE (Shanghai) Inc. can directly obtain the funds of ASE Electronics (Shanghai) to improve its financial structure and lower operational cost, which positively influence the net value per share and earnings per share of ASE (Shanghai) Inc..

 

(4) In September 2015, the Company acquired 779,000,000 ordinary shares of SPIL at NT$45 per share and 10,650,000 depositary receipts, each recognized as 5 ordinary shares. This accounts for a total shareholding of 24.99%, which has a major effect on SPIL. Between March and April 2016, the Company acquired ordinary shares in SPIL on the open market using NT$13,735,498 in cash and 258,300,000 depositary receipts (each recognized as 5 ordinary shares), increasing the shareholding ratio from 24.99% to 33.29%.

 

In response to the future development and sustainable management of the semiconductor industry, the Company received approval from the Board in June 2016 to enter a share exchange agreement with SPIL. The Company will submit application to setup an ASE Investment Holding (hereafter referred to as “ASE Investment”) and to engage in share transfer with SPIL so that the ASE Investment will obtain 100% share ownership to ASE and SPIL. The consideration of such share transfer is to exchange one ordinary share of ASE for 0.5 ordinary share of ASE Investment, and one ordinary share of SPIL for cash of NT$55 (adjusted to NT$51.2 following earnings distribution in 2016).

 

 

As of the date of printing of this prospectus, the share transfer will be performed in accordance with the collective share transfer agreement and still requires multiple prerequisite conditions before it can be achieved (including but are not limited to the approval of shareholders’ meeting of the Company and SPIL, and the approval or consent of relevant competent authorities for this transaction). Unless otherwise agreed by the Company and SPIL, if the aforementioned condition cannot be met or has been exempted before December 31, 2017, then this agreement will be terminated automatically.

 

Because of the aforementioned collective share transfer agreement, the Company will handle its existing treasury stocks and converted equity corporate bonds that have been issued by adopting the following principles:

 

A. For outstanding 3rd overseas non-guaranteed convertible bonds that are issued by the Company, unless these bonds had been redeemed or repurchased and canceled or the bond holder has exercised his/her conversion right before the base date of the share transfer, the holder may, after the Company has obtained the approval of competent authorities, convert these bonds into newly issued ordinary shares of ASE Investment on the base date of share transfer in accordance with relevant laws and regulations, the consignment agreement of these bonds, and the conversion ratio.

 

B. To support the issuance of the 4th overseas non-guaranteed convertible bonds, the Company has repurchased treasury stocks for conversion before the share transfer base date, converting them into shares of ASE Investment on the basis of the conversion rate. These shares will be held by the Company, and the conversion rate specified in the share transfer agreement will be adjusted as the conversion price for overseas non-guaranteed convertible corporate bonds.

 

C. Before signing the collective share transfer agreement, ASE Investment will fulfill the Company's obligations as of the share transfer base date with regards to the issued stock options that are approved by the competent authorities. The price and quantity of share transfer shall be changed to new ordinary shares of ASE Investment in accordance with the adjustment of conversion rate and object of contract execution. The remaining issuance condition and original issuance condition shall be identical. However, the specific method of execution shall be conducted by the ASE Investment following relevant laws and regulations and the instructions approved by the competent authorities.

 

8. Within the last year and as of the printing of this prospectus, expected benefits and possible risks of factory expansions as well as the response measures

 

Because the growth of the semiconductor market presented an optimistic prospect, the Company and its subsidiaries anticipate that the magnitude of growth in 2016 will exceed that of 2015. Regarding investment, to adequately and effectively utilize existing production capacities, the Company and its subsidiaries have increased their production capacity in the past few years to an extent that they can now fulfill most of their orders. To improve the return rate and reduce investment risks, the Company and its subsidiaries focused primarily on our existing production capacities and equipment as well as investments in new equipment in order to boost market growth. In addition to using new plants, we will incorporate new investments into consideration depending on the actual market demands.

 

9. Within the last year and as of the printing of this prospectus, the risks of concentrated procurement or sales as well as the response measures

 

(1) Overly concentrated procurements easily disrupt the supply process because of

 

 

    production or quality abnormalities and also weaken suppliers' bargaining power. The Company and its subsidiaries have formulated policies for diversifying their suppliers of direct material and machinery equipment in order to identify the few alternative suppliers (2nd source) who can concentrate on supply resources and materials. Regarding the source of supply in a foreign oligopolistic market, we actively fostered domestic suppliers with potentials in technological R&D to disperse risks and reduce costs.

 

(2) The Company and its Subsidiaries were not involved in matters relating to concentrated sales.

 

10. Within the last year and as of the printing of this prospectus, the effects and risks that large-number transfers or replacements of directors, supervisors, or major shareholders holding over 10% of the company's shares have to the company as well as the response measures:

 

Within the last year and as of the printing of this prospectus, there were no large-number transfers or replacements of directors or major shareholders holding over 10% of the company's shares.

 

11. Within the last year and as of the printing of this prospectus, the effects and risks that operating rights changes have to the company as well as the response measures

 

In the most recent year and as of the printing date of this prospectus, the Company has never changed the operating rights.

 

12. Other important risks and response measures: None.

 

(II) Litigation or non-litigation events

 

1. Finalized judgments or pending litigations, non-litigations, or administrative disputes for the company in the last two years until the printing date of this prospectus whereby the results may have major impacts to the shareholders' rights or share prices

 

(1) The Company received a statement of charge from Taiwan Kaohsiung District Court in November 2015. The charge involved SPIL appealing to the Court for confirming the non-existence of the Company's right to request for being listed as a shareholder in the shareholders' roster of SPIL. Because SPIL did not pay the court fee by the specified deadline, the Taiwan Kaohsiung District Court dismissed the lawsuit, thus imposing no material influence on the consolidated financial status and financial performance of the Company and its subsidiaries.

 

(2) Kaohsiung City Government Environmental Protection Bureau (hereafter referred to as "EPB") fined the Company NT$102,014,000 (referred to as "Fine") for violating the Water Pollution Control Act. The Company filed an appeal against the said Fine and the appeal was dismissed by the Kaohsiung City Government. Subsequently, the Company filed an administrative lawsuit with the Kaohsiung High Administrative Court to request the Kaohsiung City Government to withdraw the decision and the Fine and to request the EPB to return the fine that the Company has already paid. The Kaohsiung High Administrative Court provided a ruling on March 22, 2016 to withdraw the decision and the Fine and to dismiss the remaining appeal (i.e., request for refund of the fine paid). On April 4, 2016, the Company lodged an appeal against the part of the ruling that negatively affects the Company. The case is currently being reviewed by the supreme administrative court.

 

Kaohsiung District Prosecutors Office filed a lawsuit against the Company in January 2014 for violating the Waste Disposal Act, and the Taiwan Kaohsiung District Court fined the Company NT$3,000,000 for violating Article 47 of the Waste Disposal Act. The Company appealed against the ruling in accordance with

 

 

legal procedures. The Taiwan High Court Kaohsiung Branch reached a verdict on September 29, 2015, ruling the Company not guilty.

 

2. Finalized judgments or pending litigations, non-litigations, or administrative disputes associated to the company's directors, supervisors, General Manager, responsible person, or major shareholders holding over 10% of the company's shares in the last two years until the printing date of this prospectus whereby the results may have major impacts to the shareholders' rights or share prices: None.

 

3. Company directors, supervisors, managers, or major shareholders holding over 10% of the company's shares have involved in matters described by Article 157 of the Securities and Exchange Act as well as the status of the case currently handled by the company within the last two years and as of the printing of this prospectus: None.

 

(III) Company directors, supervisors, managers, or major shareholders holding over 10% of the company's shares have involved in financial turnover difficulties or suffer credit losses within the last two years and as of the printing of this prospectus; and the effects on the company's financial conditions must be specified: None.

 

(IV) Other important issues: None.

 

 

3. Company Organization

(I) Organization system

1. Organization structure

 

 

2. Business operations of the various key business departments

 

Department Duties
Operation Human Human resource management and organizational

 

 

17
 

Department Duties
Support Center Resource Division

development

 

Ÿ  Human Resource Operation Service Division: Provide employee service, develop labor requirement plan, plan and manage employee recruitment, remuneration, welfare, and performance systems, and manage central security protection system

 

Ÿ Human Resource Operation Development Division: Plan organizational development and strategies, strengthen employee care and concern, and participate in CSR and charity events

 

Plant Affair Division:

Handle environmental protection tasks of plant and administrative areas, manage general affairs, and control and manage labor safety

 

Ÿ New Construction Division: Devise plant expansion plans, monitor new construction works and manage construction acceptance tasks, and ensure operation development

 

Ÿ Occupational Safety Division: Integrate organization of plant areas and plant affairs, strengthen laws and regulation identification and standardize practices, and assume responsibility in occupational safety and environmental management and sustainable development

 

Ÿ Plant Affair Technological Integration Division: Integrate and strengthen the following aspects: supplier quality and reliability of plant affair system; integration and operation of plant safety and maintenance, introduction and planning of new technologies and equipment

 

Procurement Management Division

Procure, manage, and control machines and product materials

 

Ÿ Procurement Management Division 1: Integrate the procurement of production materials with supplier resource management

 

Ÿ Procurement Management Division 2: Allocate repair, general affairs, and procurement tasks and integrate and manage cross-department resources

 

Ÿ Procurement Management Division 3: Integrate mechanical equipment, procure resources, and develop and promote cross-unit systems

 

Logistic Service Division Handle matters pertaining to storage, import/export activities, and insurance and tax accounting
Front Line Service Center Manufacturing Plant Handle matters related to semiconductor packaging OEM, product production planning, product manufacturing, progress management, onsite management, and equipment maintenance
Information Division

Construct company information system and implement e-management strategies and system services

 

Ÿ Automated and Engineering Information Division: Manage strategic development of automated and engineering information system, innovation, framework planning, system integration, and system design and maintenance

 

Ÿ Technical Information Division: Evaluate, integrate, setup,

 

 

18
 

Department Duties
   

and maintain software and hardware applications of the company information system

 

Ÿ Operation and Customer Information Division: Plan, develop, maintain, and manage corporate operation management and customer information service IT application system

 

Ÿ Manufacturing Information Division: Manage strategic development of manufacturing information system, innovation, framework planning, system integration, and system design and maintenance

 

Production and Management Planning Division Manage production planning and operational efficiency
Operation Planning Division Plan operation and project proposals, and integrate and implement administrative resource plans
Quality Assurance Division

Examine and ensure product qualities

 

Ÿ Quality Assurance Division: Ensure quality management mechanism and monitor product quality

 

Ÿ Quality System Division: Establish product reliability and assure the accuracy of measuring instruments

 

Ÿ Quality Engineering Division: Ensure customer communication and coordination, develop product testing process, and conduct quality control

 

Engineering Center

Develop substrate designs and production technologies

 

Ÿ Design Engineering Division: Develop new technologies and materials, integrate and automate system processes, and provide local support design services to customers worldwide

 

Ÿ Packaging Engineering Division: Develop, introduce, and assess new equipment and materials, implement engineering tasks, and integrate systems

 

Others R&D center Research and develop advanced technologies, incorporate production technologies, develop design and manufacturing specifications, and research, develop, and assess new products and new technologies
Business Division Promote business development and sell products in Asian, American, and European regions
Finance Division Conduct financial and accounting tasks, including fund management, asset management, cost and management accounting, rental tax planning, and shareholder operations
Internal Audit Formulate internal policies, processes, and auditing standards, assess the appropriateness of internal control systems, and evaluate validity of each department
Zhongli Branch Business units include administration, human resource and public relations, finance, quality assurance, production operation management, information, engineering development center, packaging and testing manufacturing facilities, wafer fabrication and packaging process, strategic

 

19
 

Department Duties
  information and customer relation management
Nantou Branch Business units include human resource and general affairs, finance and accounting, quality management, sales operation, product engineering, information, manufacturing, production management, logistic management, information material, engineering, and environmental safety

 

20
 

 

 

 

21
 

 

 

 

 

 

22
 

2. Relations between the company and its affiliates, mutual shareholding ratios, shares and actual investment amounts

 

September 30, 2016; Unit: NT$1,000, unless otherwise specified Shares

Name of investment company: Name of affiliate (Note 1) Relationship Actual investment amount Shares of investment company Company's Shares held by the invested company
Number of shares Percentage (%) Number of shares Percentage (%)
Advanced Semiconductor Engineering Inc. A.S.E. Holding Limited Subsidiary of the Company US$ 283,966,000 243,966 100.00% - -
J & R Holding Limited Subsidiary of the Company US$ 479,693,000 435,128 100.00% 46,703,763 0.59%
ASE Marketing & Service Japan Co., Ltd. Subsidiary of the Company JPY 60,000,000 1,200 100.00% - -
Omniquest Industrial Limited Subsidiary of the Company US$ 250,504,000 250,504,067 70.63% - -
Innosource Limited Subsidiary of the Company US$ 86,000,000 86,000,000 100.00% - -
ASE Test Inc. Subsidiary of the Company 20,698,867 1,131,452,502 100.00% 10,978,776 0.14%
Universal Scientific Industrial Inc. Subsidiary of the Company 20,836,477 1,112,236,706 99.17% - -
LuZhu Development Inc. Subsidiary of the Company 1,366,238 131,961,457 67.11% - -
ASE Test Inc. Alto Enterprises Limited Subsidiary of the Company US$ 188,000,000 188,000,000 100.00% - -
Super Zone Holdings Limited Subsidiary of the Company US$ 100,000,000 100,000,000 100.00% - -
LuZhu Development Inc. Subsidiary of the Company 372,504 37,250,448 18.94% - -
TLJ Intertech Inc. Subsidiary of the Company 89,998 2,119,080 60.00% - -
A.S.E. Holding Limited ASE Test Limited Subsidiary of the Company US$ 84,889,000 11,148,000 10.19% 88,200,472 1.11%
ASE Investment (Labuan) Inc. Subsidiary of the Company US$ 168,643,000 168,642,842 70.00% - -
J & R Holding Limited ASE Test Limited Subsidiary of the Company US$ 964,524,000 98,276,087 89.81% 88,200,472 1.11%
Omniquest Industrial Limited Subsidiary of the Company US$ 30,200,000 30,200,000 8.51% - -
ASE (Nanzih) Inc. Subsidiary of the Company US$ 51,344,000 170,000,006 100.00% - -
ASE Japan Co., Subsidiary US$ 25,606,000 7,200 100.00% - -

 

 

23
 

Name of investment company: Name of affiliate (Note 1) Relationship Actual investment amount Shares of investment company Company's Shares held by the invested company
Number of shares Percentage (%) Number of shares Percentage (%)
  Ltd. of the Company          
  ASE (U.S.) Inc. Subsidiary of the Company US$ 4,600,000 1,000 100.00% - -
Global Advanced Packaging Technology Ltd. Subsidiary of the Company US$ 190,000,000 190,000,000 100.00% - -
Anstock Limited Subsidiary of the Company US$ 10,000 10,000 100.00% - -
Anstock II Limited Subsidiary of the Company US$ 10,000 10,000 100.00% - -
Suzhou ASEN Semiconductors Co., Ltd. Subsidiary of the Company US$ 21,600,000 Note 1 60.00% - -
ASE Investment (Labuan) Inc. ASE (Korea) Inc. Subsidiary of the Company US$ 160,000,000 20,741,363 100.00% - -
ASE Test Limited ASE Holdings (Singapore) PTE Ltd. Subsidiary of the Company US$ 65,520,000 71,428,902 100.00% - -
ASE Test Holdings, Ltd. Subsidiary of the Company US$ 222,399,000 5 100.00% - -
ASE Investment (Labuan) Inc. Subsidiary of the Company US$ 72,304,000             72,304,040 30.00% - -
ASE Singapore Pte. Ltd. Subsidiary of the Company US$ 55,815,000 30,100,000 100.00% - -
ASE Test Holdings, Ltd. ISE Labs, Inc. Subsidiary of the Company US$ 221,145,000 26,250,000 100.00% - -
ASE Holdings (Singapore) 2te Ltd ASE Electronics (M) Sdn. Bhd. Subsidiary of the Company US$ 60,000,000 159,715,000 100.00% - -
Omniquest Industrial Limited ASE Corporation Subsidiary of the Company US$ 352,784,000 352,784,067 100.00% - -
ASE Corporation ASE Mauritius Inc. Subsidiary of the Company US$ 217,800,000 217,800,000 100.00% - -
ASE Labuan Inc. Subsidiary of the Company US$ 126,184,000 126,184,067 100.00% - -
ASE Labuan Inc. ASE Electronics Inc. Subsidiary of the Company US$ 125,813,000 398,981,900 100.00% - -
Innosource Limited Omniquest Industrial Limited Subsidiary of the Company US$ 74,000,000 74,000,000 20.86% - -
ASE Electronics (Shanghai) Co., Ltd. Subsidiary of the Company US$ 12,000,000 Note 1 100.00% - -

 

24
 

Name of investment company: Name of affiliate (Note 1) Relationship Actual investment amount Shares of investment company Company's Shares held by the invested company
Number of shares Percentage (%) Number of shares Percentage (%)
Universal Scientific Industrial Inc. Huntington Holdings International Co., Ltd. Subsidiary of the Company 8,370,606 255,856,840 100.00% - -
Huntington Holdings International Co.,Ltd. Unitech Holdings International Co., Ltd. Subsidiary of the Company US$ 3,000,000 3,000,000 100.00% - -
Real Tech Holdings Limited Subsidiary of the Company US$ 149,151,000 149,151,000 100.00% - -
Universal ABIT Holding(Cayman) Co., Ltd. Subsidiary of the Company US$ 28,125,000 90,000,000 100.00% - -
Rising Capital Investment Limited Subsidiary of the Company US$ 6,000,000 6,000,000 100.00% - -
Rise Accord Limited Subsidiary of the Company US$ 2,000,000 20,000 100.00% - -
Real Tech Holdings Limited USI Enterprise Limited Subsidiary of the Company US$ 210,900,000 210,900,000 99.59% - -
Universal Global Technology (Kunshan) Co., Ltd. Subsidiary of the Company US$ 12,000,000 Note 1 100.00%    
USI Electronics Inc. Universal Global Technology Co., Limited Subsidiary of the Company RMB 324,185,000 390,000,000 100.00% - -
Universal Global Technology (Kunshan) Co., Ltd. Subsidiary of the Company RMB 250,000,000 Note 1 100.00%    
Universal Global Electronics (Shanghai) Co., Ltd. Subsidiary of the Company RMB 1,330,000,000 Note 1 100.00%    
Universal Global Technology (Shanghai) Co., Ltd. Subsidiary of the Company RMB 50,000,000 Note 1 100.00%    
USI Electronics (Shenzhen) Co., Ltd. Subsidiary of the Company RMB 292,812,000 Note 1 50.00%    
Universal Global Technology Co., Limited Universal Technology Co., Ltd. Subsidiary of the Company US$ 11,000,000 85,800,000 100.00% - -
Universal Global Scientific Industrial Co., Ltd. Subsidiary of the Company US$ 62,235,000 198,000,000 100.00% - -
USI Japan Co., Ltd. Subsidiary of the Company US$ 885,000 6,400 100.00% - -
Universal Scientific Subsidiary of the US$ 23,963,000 281,085,325 100.00% - -

 

25
 

Name of investment company: Name of affiliate (Note 1) Relationship Actual investment amount Shares of investment company Company's Shares held by the invested company
Number of shares Percentage (%) Number of shares Percentage (%)
  Industrial De Mexico S.A. De C.V. Company          
USI America Inc. Subsidiary of the Company US$ 9,500,000 250,000 100.00%    
USI Electronics (Shenzhen) Co., Ltd. Subsidiary of the Company US$ 37,500,000 Note 1 50.00% - -
Universal Global Scientific Industrial Co., Ltd. Universal Scientific Industrial Co., Ltd. Subsidiary of the Company 792,064 39,603,222 99.01% - -
ASE Mauritius Inc. ASE (Shanghai) Subsidiary of the Company US$ 140,542,000 Note 1 100.00% - -
ASE (Kunshan) Inc. Subsidiary of the Company US$ 80,000,000 Note 1 29.85% - -
ASE Investment (Kunshan) Inc. ASE (Kunshan) Inc. Subsidiary of the Company US$ 122,000,000 Note 1 45.52%    
Alto Enterprises Limited ASE (Kunshan) Inc. Subsidiary of the Company US$ 66,000,000 Note 1 24.63%    
ASE (Korea) Inc. ASE (Weihai) Subsidiary of the Company US$ 126,500,000 Note 1 100.00% - -
ASE (Shanghai) Inc. Shanghai Ding Hui Real Estate Development Co., Ltd. Subsidiary of the Company RMB 1,441,000,000 Note 1 40.03% - -
Universal Scientific Industrial (Shanghai) Co., Ltd. Subsidiary of the Company RMB 12,900,000 18,098,476 0.83% - -
ASE (Hong Kong) Inc. Subsidiary of the Company US$ 1,000,000 Note 1 100.00%    
Global Advanced Packaging Technology Limited, Cayman Islands ASE Assembly & Test (Shanghai) Limited Subsidiary of the Company US$ 180,000,000 Note 1 100.00%    
Super Zone Holdings Limited ASE Circuit Manufacturing Co., Ltd. (China) Subsidiary of the Company US$ 100,000,000 Note 1 100.00% - -
Alto Enterprises Limited ASE Investment (Kunshan) Inc. Subsidiary of the Company US$ 122,000,000 Note 1 100.00% - -
ASE Assembly & Test (Shanghai) Limited Wuxi Tongzhi Microelectronics Co., Ltd. Subsidiary of the Company RMB 70,000,000 Note 1 100.00% - -
ASE Trading Subsidiary RMB 500,000 Note 1 100.00% - -
                 

 

26
 

Name of
investment company:
Name of affiliate (Note 1) Relationship Actual investment amount Shares of investment company Company’s Shares held by the invested company
Number of shares Percentage (%) Number of shares Percentage (%)
(Shanghai) Ltd. of the Company          
Shanghai Ding Hui Real Estate Development Co., Ltd. Subsidiary of the Company RMB 2,242,500,000 Note 1 59.97%    
Shanghai Ding Hui Real Estate Development Co., Ltd. Shanghai Ding Qi Property Management Co., Ltd. Subsidiary of the Company RMB 1,000,000 Note 1 100.00% - -
Shanghai Ding Wei Real Estate Development Co., Ltd. Subsidiary of the Company RMB 1,548,000,000 Note 1 100.00%    
Shanghai Ding Yu Real Estate Development Co., Ltd. Subsidiary of the Company RMB 1,100,000,000 Note 1 100.00%    
Kun Shan Ding Hong Real Estate Development Co., Ltd. Subsidiary of the Company RMB 670,000,000 Note 1 100.00%    
Kun Shan Ding Yue Real Estate Development Co., Ltd. Subsidiary of the Company RMB 330,000,000 Note 1 100.00%    
Shanghai Ding Wei Real Estate Development Co., Ltd. Shanghai Ding Fan Department Store Co., Ltd. Subsidiary of the Company RMB 1,500,000 Note 1 100.00% - -
USI Enterprise Limited Universal Scientific Industrial (Shanghai) Co., Ltd. Subsidiary of the Company US$ 251,163,000 1,683,749,126 77.38% - -

Note 1: The subsidiary is a corporation limited and therefore does not issue shares.

 

27
 

(3) Background information of President, Vice Presidents, Assistant Vice Presidents, and heads of various departments and branches.

 

December 31, 2016; Unit: Share; %

Title Nationality Name Date onboard Number of shares held Shares held by spouse and children Shares held in the names of others Main work (education) experiences Concurrent positions in other companies Manager who is a spouse or a relative within second degree The condition of managers obtaining employee stock options
Number of shares Percentage of shares Number of shares Percentage of shares Number of shares Percentage of shares Title Name Relationship

31,929,000 shares

 

CEO Singapore Jason C.S. Chang 2003.05 85,070,931 1.07%

1,693,208,250

 

(Note1)

 

21.31%

Bachelor in Electrical Engineering, National Taiwan University

Master’s degree from the Illinois Institute of Technology

Note 3

Vice Chairman

 

Director

 

Richard H.P. Chang

 

Rutherford Chang

 

Brother

 

Son

 

President Hong Kong Richard H.P. Chang 2003.02 104,414,941 1.31% 121,929,346 1.53%

Bachelor’s degree in industrial engineering, Chung Yuan Christian University in Taiwan

Chairman of Universal Scientific Industrial Co., Ltd. (Shanghai)

Note 3 Chairman Jason C.S. Chang Brother
Chief Operating Officer Republic of China Tien Wu 2007.02   4,953,386 0.06% Doctorate degree in applied mechanics, University of Pennsylvania Note 3 None None None
Chief Financial Officer Republic of China Joseph Tung 1994.12 5,151,908 0.06% 274,915 0.00%

Master’s degree in business administration, University of Southern California

Vice President of Citibank

Note 3 None None None
President of ASE Kaohsiung Republic of China Raymond Lo 2006.04 3,565,643 0.04% 1,182 0.00% Bachelor’s degree in electronic physics, National Chiao Tung University Note 3 None None None
President of Shanghai Headquarter Republic of China Jeffery Chen 2016.05

2,100,802

(Note2)

 

0.03%

Master’s degree in business administration, University of British Columbia in Canada

Vice President of Bankers Trust Taipei

Note 3 None None None
Vice President Republic of China Xu-Rui Yu 1999.08 519,259 0.01%

Department of Radio and Television, National Taiwan University of Arts

Vice President of Eastern Broadcasting Co., Ltd.

President of Xin Kai Broadcasting Co., Ltd.

Note 3 None None None
                             

 

 

28
 

Title Nationality Name Date onboard Number of shares held Shares held by spouse and children Shares held in the names of others Main work (education) experiences Concurrent positions in other companies Manager who is a spouse or a relative within second degree The condition of managers obtaining employee stock options
Number of shares Percentage of shares Number of shares Percentage of shares Number of shares Percentage of shares Title Name Relationship

31,929,000 shares

 

Vice President Republic of China Shih-Wen Lee 2004.01 1,016,234 0.01% Bachelor’s degree in electronic physics, National Cheng Kung University None None None None
Vice President Republic of China Kwang-Chun Chou 2004.01 82,203 0.00% Bachelor's degree in mechanical engineering, National Cheng Kung University None None None None
Vice President Republic of China Kuo-Tang Lin 2004.08 2,037,773 0.03% 3,242 0.00% Bachelor's degree in eletrical engineering, Kun Shan University None None None None
Vice President Republic of China Huan-Hua Mo 2004.08 858 0.00% Bachelor's degree in mechanical engineering, University of Birmingham None None None None
Vice President Republic of China Ching-Kun Yeh 2004.08 276,622 0.00% Bachelor’s degree in physics, Soochow University None None None None
President of ASE Zhongli Republic of China Tien-Chi Chen 2015.08 1,492,504 0.02% Bachelor’s degree in industrial engineering, Chung Yuan Christian University Note 3 None None None
Vice President Republic of China Chen-Ming Cheng 2006.07 6,416 0.00% Bachelor's degree in mechanical engineering, Tamkang University None None None None
Vice President Republic of China Song-Ching Hong 2011.01 723,275 0.01% Doctrate in Machinery, University of Texas System None None None None
Vice President Republic of China Yen-Chieh Tsao 2012.12 Bachelor’s degree in physics, Chinese Culture University None None None None
Vice President Republic of China Chih-Bing Hong 2014.03 410,000 0.01% 25,000 0.00% Doctrate in electronics, University of Paisley None None None None
Vice President and Chief of Accounting Republic of China Hong-Ming Kuo 2014.08 46,000 0.00% Master’s degree in business administration, Boston University Note 3 None None None

  

Note 1: Number of shares pledged was 248,471,522

Note 2: Number of shares pledged was 700,000

Note 3: Summary of concurrent positions in other companies

 

Title Name Concurrent positions in other companies
CEO Jason C.S. Chang CEO, Chairman, Director (representative) of ASE Inc.; Chairman, Director (representative) of ASE (Nanzih) Inc.; Director of ASE Japan Co., Ltd.; Chairman, Director (representative) of ASE Test Inc.; Director of ASE Test Holding, Ltd.; Director of ASE (Korea) Inc.; Director of ISE Labs, Inc.; Director of A.S.E. Holding Ltd. (Bermuda); Director of J&R Holding Ltd. (Bermuda); Director of Innosource Ltd.; Director of ASE (Kunshan) Inc.; Chairman of ASE Test Limited (Singapore); Chairman of ASE

 

29
 

 

Title Name Concurrent positions in other companies
    (Shanghai) Inc.; Director of ASE Electronics (Shanghai); Chairman of ASE Investment (Kunshan) Inc.; Chairman, Director (representative) of ASE Electronics Inc.; Director of ASE Mauritius Inc.; Director of ASE Corporation; Chairman of Suzhou ASEN Semiconductors Co., Ltd.; Director of ASE Labuan Inc.; Director of ASE Circuit Manufacturing Co., Ltd. (China); Director of ASE Singapore Pte. Ltd.; Director of Alto Enterprises Ltd.; Director of Super Zone Holdings Ltd.; Director of Anstock Limited; Director of Anstock II Limited; Director of USI Electronics Inc.; Director of Universal Scientific Industrial Co., Ltd. (Shanghai); Director of USI Co., Ltd.; Director of Sino Horizon Holdings Limited; Director of Wealthy Joy Co. Ltd.; Director of Beijing Ding Gu Ding Hao Enterprise Co., Ltd.; Director of Shanghai Ding Rong Real Estate Development Co., Ltd.; Director of Chongqing Ding Gu Real Estate Development Co., Ltd.; Director of Shanghai Ding Xing Property Ltd.; Supervisor of Kun Shan Ding Yao Real Estate Development Co., Ltd.; Supervisor of Shanghai Ding Jia Real Estate Development Co., Ltd.; Supervisor of Shanghai Ding Tong Real Estate Development Co., Ltd.; Supervisor of Shanghai Hong Xiang Property Ltd.; Supervisor of Shanghai Ming Long Construction Development Co., Ltd.; Director of Shanghai Ding Yi Real Estate Development Co., Ltd.; Director of True Elite Holdings Limited; Director of Wenzhou Hong De Construction Development Co., Ltd.; Director of ASE Enterprises; Director of Ding Chang Investment Inc.; Director of Ding Gu Investment Inc.; Chairman of Wan Chang Investment Inc.; Director of Wan Ya Investment Inc.; Director of Wei Dong Investment Inc.; Director of Rui Chang Investment Inc.; Director of Shao Chang Investment Inc.; Chairman of Jia Qing Investment Inc.; Chairman of Jia Ying Investment Inc.; Director of Ming Tong Investment Inc.; Director of Ming Xiang Investment Inc.; Director of Qi Chang Investment Inc.
President Richard H.P. Chang President and Vice Chairman of ASE Inc.; Director (representative) of ASE (Nanzih) Inc.; Director of Innosource Ltd.; Director of ASE (Shanghai) Inc.; Director (representative) of ASE Test Inc.; Director of Omniquest Industrial Ltd.; Director of ASE Test Limited (Singapore); Director of ASE (Korea) Inc.; Director of ASE Electronics (Malaysia), Sdn, Bhd.; Director of A.S.E. Holding Ltd. (Bermuda); Director of J&R Holding Ltd. (Bermuda); Chairman of ASE (Kunshan) Inc.; Chairman of ASE Electronics (Shanghai); Director of GAPT-Cayman; Director of ASE Assembly & Test (Shanghai) Ltd.; Director of ASE Japan Co., Ltd.; Chairman of ASE (Hong Kong) Inc.; Director of Suzhou ASEN Semiconductors Co., Ltd.; Director of ASE Labuan Inc.; Director of ASE Circuit Manufacturing Co., Ltd. (China); Director of Alto Enterprises Ltd.; Director of Super Zone Holdings Ltd.; Director of Anstock Limited; Director of RTH; Chairman of USI Electronics Inc.; Chairman of Universal Global Technology (Kunshan) Co., Ltd.; Chairman of USI Electronics (Shenzhen) Co., Ltd.; Chairman of Global Electronics Inc.; Director of Universal Technology Co., Ltd.; Director (representative) of Universal Global Scientific Industrial Co., Ltd.; Director of USI Enterprise Limited; Chairman of Universal Global Technology (Kunshan) Co., Ltd.; Director of Universal Scientific Industrial Co., Ltd. (Shanghai); Chairman of Huang Wei Electronics (Shanghai) Co., Ltd.; Chairman of Huang Hao Electronics (Shanghai) Co., Ltd.; Chairman of Sino Horizon Holdings Limited; Director of Wealthy Joy Co. Ltd.; Director of Peak Vision International Limited; Director of Great Sino Development Ltd.; Chairman of Beijing Ding Gu Ding Hao Enterprise Co., Ltd.;

  

30
 

 

Title Name Concurrent positions in other companies

    Chairman of Shanghai Ding Gu Property Co., Ltd.; Chairman of Shanghai Ding Jia Real Estate Development Co., Ltd.; Chairman of Shanghai Ding Tong Real Estate Development Co., Ltd.; Chairman of Shanghai Hong Xiang Property Ltd.; Chairman of Shanghai Ming Long Construction Development Co., Ltd.; Chairman of Shanghai Ding Rong Real Estate Development Co., Ltd.; Chairman of Shanghai Ding Lin Real Estate Development Co., Ltd.; Chairman of Shanghai Ding Xing Property Ltd.; Chairman of Kun Shan Ding Yao Real Estate Development Co., Ltd.; Chairman of Chongqing Ding Gu Real Estate Development Co., Ltd.; Director of Shanghai ASE Department Store Co., Ltd.; President of Chongqing Ding Gu Property Management Co., Ltd.; Chairman of Shanghai Ding Yi Real Estate Development Co., Ltd.; Executive Director of Wuxi Ding Gu Real Estate Development Co., Ltd.; Executive Director of Shanghai McCain Hospitality Co., Ltd.; Director of Wenzhou Hong De Construction Development Co., Ltd.; Director of ASE Enterprises; Director of Wend Di Development Co., Ltd.; Director of Jia Ying Investment Inc.; Chairman of Ming Xiang Investment Inc.; Director of Ming Tong Investment Inc.; Supervisor of Rui Chang Investment Inc.; Director of Jia Qing Investment Inc.; Chairman of Wei Dong Investment Inc.; Director of Shao Chang Investment Inc.; Director of Qi Chang Investment Inc.; Chairman of Ding Chang Investment Inc.; Director of Wan Chang Investment Inc.; Director of Wan Ya Investment Inc.; Supervisor of Ding Gu Investment Inc.
Chief Operating Officer Tien Wu COO and Director (representative) of ASE Inc.; Director of ISE Labs, Inc.; Director of ASE Japan Co., Ltd.; Director of ASE Marketing & Service Japan Co., Ltd.; Director of GAPT-Cayman; Director of ASE Assembly & Test (Shanghai) Limited; Director of Suzhou ASEN Semiconductors Co., Ltd.; Director of ASE (Weihai) Inc.; Director of Wuxi Tongzhi Microelectronics Co., Ltd.; Director (representative) of Universal Scientific Industrial Co., Ltd. (Shanghai); Director (representative) of Universal Scientific Industrial Co., Ltd.
Chief Financial Officer Joseph Tung CFO and Director (representative) of ASE Inc.; Director (representative) of ASE (Nanzih) Inc.; Supervisor of ASE Japan Co., Ltd.; Director (representative) of ASE Test Inc.; Supervisor of ASE Marketing & Service Japan Co., Ltd.; Director of Innosource Ltd.-; Director of J&R Holding Ltd. (Bermuda); Director of ASE Investment (Labuan) Inc.; Director of Holding Ltd. (Bermuda); Director of Omniquest Industrial Ltd.; Director of ASE Test Holding, Ltd.; Director of ASE (Korea) Inc.; Director of ASE Electronics (Malaysia) Sdn. Bhd.; Director of ASE Mauritius Inc.; Director (representative) of ASE Electronics Inc.; Director of ASE Labuan Inc.; Director of ASE Corporation; Director of Alto Enterprises Ltd.; Director of Anstock Limited; Supervisor of Universal Scientific Industrial Co., Ltd.; Supervisor of Universal Scientific Industrial Inc.; Supervisor of USI Electronics Inc.; Supervisor (representative) of Universal Technology Co., Ltd.; Director (representative) of LuZhu Development Inc.; Supervisor of Wuxi Tongzhi Microelectronics Co., Ltd.; Director of ASE Trading (Shanghai) Ltd.; Director of H.R.SILVINE-CMC Co., Ltd.; Independent Director of Ta Chong Bank; Director (representative) of Advanced Microelectronic Products, Inc.; Director of TLJ Intertech Inc.; Director (representative) of Asia Pacific New Industry Entrepreneurial Investment Inc.
President of ASE Kaohsiung Raymond Lo Director (representative) of ASE Inc.; President of ASE Kaohsiung; Director (representative) and President of ASE Test Inc.

Shanghai Headquarter

President

 

Jeffery Chen Director (representative) of ASE Inc. ; Director (representative) of ASE Test Inc.; Director of ASE (Kunshan) Inc.; Director of ASE Test Limited (Singapore); Director of ASE Test Holdings Ltd.; Director of Omniquest Industrial Ltd.; Director of ISE Labs, Inc.; Director of ASE Investment (Labuan) Inc.; Director of ASE Electronics (Shanghai); Supervisor of ASE Assembly & Test (Shanghai) Ltd.; Chairman of Shanghai Ding Hui Real Estate Development Co., Ltd.; Director (representative) of ASE

 

31
 
Title Name Concurrent positions in other companies

    Electronics Inc.; Director of ASE (Hong Kong) Inc.; Director of Suzhou ASEN Semiconductors Co., Ltd.; Chairman of Shanghai Ding Wei Real Estate Development Co., Ltd.; Chairman of Shanghai Ding Yu Real Estate Development Co., Ltd.; Chairman of Kunshan Ding Hong Real Estate Development Co., Ltd.; Chairman of Kunshan Ding Yue Real Estate Development Co., Ltd.; Chairman of Shanghai Ding Qi Property Co., Ltd.; Director of ASE Trading (Shanghai); Director of Super Zone Holdings Ltd.; Supervisor of USI Co., Ltd.; Supervisor of USI Inc.; Director of HHI; Independent Director and Compensation Committee Member of Mercuries & Associates, Holding Ltd.; Director of Jiangsu Longchen Greentech Co., Ltd.
Vice President Xu-Rui Yu Director of Shanghai Ding Hui Real Estate Development Co., Ltd.; Director of Ding Wei Real Estate Development Co., Ltd.; Director of Shanghai Ding Yu Real Estate Development Co., Ltd.; Director of Kunshan Ding Hong Real Estate Development Co., Ltd.; Director of Kunshan Ding Yue Real Estate Development Co., Ltd.; Director of Shanghai Ding Qi Property Co., Ltd.; Supervisor of USI Co., Ltd.; Supervisor of USI Inc.; Supervisor of Luzhu Development Co., Ltd.
President of ASE Zhongli Chen Tien-chi Director (representative of ASE Inc. and President of ASE Zhongli; Director (representative) of ASE Test Inc.; Director (representative) of Luzhu Development Co., Ltd.; Supervisor of Suzhou ASEN Semiconductors Co., Ltd.
Vice President and Chief of Accounting Hong-Ming Kuo Supervisor (representative) of ASE Test Inc.; Director of ASE Singapore Pte. Ltd.; Director of Anstock II Limited; Director of Luzhu Development Co., Ltd.

 

32
 

(4) Directors and Supervisors

 

1. Directors

December 31, 2016; Unit: Shares

Title Name Nationality Date first elected Date elected Term Number and percentage of shares held at the time of election Current Holdings Shares held by spouse and underage children Shares held in the names of others Main work (education) experiences Current duties at the Company and at other companies Spouse or relatives of second degree or closer acting as directors, supervisors, or other department heads
Number of shares Percentage of shares Number of shares Percentage of shares Number of shares Percentage of shares Number of shares Percentage of shares Title Name Relationship
Director

Richard H.P. Chang

(Vice Chairman)

 

Hong Kong 1984.03.11 2015.06.23 3 years 104,414,941 1.32% 104,414,941 1.31% 121,929,346 1.53%

Bachelor’s degree in industrial engineering, Chung Yuan Christian University in Taiwan 

Chairman of Universal Scientific Industrial Co., Ltd. (Shanghai)

Note 2 Chairman Jason C.S. Chang Brother
Director Rutherford Chang United States 2009.06.25 2015.06.23 3 years 1,779,708 0.02% 1,779,708 0.02% Bachelor’s degree in psychology, Wesleyan University Note 2 Chairman Jason C.S. Chang Father
Director A.S.E. Enterprises Limited Hong Kong 1991.03.30 2015.06.23 3 years

1,327,202,773

 

16.82%

 

1,327,202,773

(Note 1)

 

16.71%

 

Director representative

Jason C.S. Chang

(Chairman)

 

Singapore 3 years

Bachelor in Electrical Engineering, National Taiwan University 

Master’s degree from the Illinois Institute of Technology 

Note 2

Vice Chairman

Director

 

Richard H.P. Chang 

Rutherford Chang

 

Brother

Son

 

Tien Wu Republic of China 3 years Doctorate degree in applied mechanics, University of Pennsylvania Note 2 None None None
Joseph Tung Republic of China 3 years

Master’s degree in business administration, University of Southern California

Vice President of Citibank 

Note 2 None None None
Raymond Lo Republic of China 3 years Bachelor’s degree in electronic physics, National Chiao Tung University Note 2 None None None
Jeffery Chen Republic of China 3 years

Master’s degree in business administration, University of British Columbia in Canada 

Vice President of Bankers Trust Taipei

Note 2 None None None

 

33
 

 

Title Name Nationality Date first elected Date elected Term Number and percentage of shares held at the time of election Current Holdings Shares held by spouse and underage children Shares held in the names of others Main work (education) experiences Current duties at the Company and at other companies Spouse or relatives of second degree or closer acting as directors, supervisors, or other department heads
Number of shares Percentage of shares Number of shares Percentage of shares Number of shares Percentage of shares Number of shares Percentage of shares Title Name Relationship
  Chen Tien-chi Republic of China     3 years                 Bachelor’s degree in industrial engineering, Chung Yuan Christian University Note 2 None None None
Independent Directors You Sheng-Fu Republic of China 2009.06.25 2015.06.23 3 years 4,632 0.00%

Department of Accounting, National Taiwan University College of Management 

Master, Graduate Institute of Accounting, National Chengchi University 

Note 2 None None None
Independent Directors Ta-lin Hsu United States 2009.06.25 2015.06.23 3 years

Bachelor of Physics, National Taiwan University 

Master of Physics, NYU Polytechnic School of Engineering 

Doctor of Electrical Engineering, University of California - Berkeley 

Note 2 None None None
Independent Directors Mei-Yue Ho Republic of China 2015.06.23 2015.06.23 3 years Bachelor of Agricultural Chemistry, National Taiwan University Note 2 None None None

  

Note 1: Number of shares pledged was 248,471,522

Note 2: Summary of current duties at the Company and at other companies

 

34
 

Name Concurrent positions in other companies
Jason C.S. Chang Please refer to Note 3 under (3) Background information of President, Vice Presidents, Assistant Vice Presidents, and heads of various departments and branches.
Richard H.P. Chang Please refer to Note 3 under (3) Background information of President, Vice Presidents, Assistant Vice Presidents, and heads of various departments and branches.
Tien Wu Please refer to Note 3 under (3) Background information of President, Vice Presidents, Assistant Vice Presidents, and heads of various departments and branches .
Joseph Tung Please refer to Note 3 under (3) Background information of President, Vice Presidents, Assistant Vice Presidents, and heads of various departments and branches.
Raymond Lo Please refer to Note 3 under (3) Background information of President, Vice Presidents, Assistant Vice Presidents, and heads of various departments and branches.
Jeffery Chen Please refer to Note 3 under (3) Background information of President, Vice Presidents, Assistant Vice Presidents, and heads of various departments and branches.
Chen Tien-chi Please refer to Note 3 under (3) Background information of President, Vice Presidents, Assistant Vice Presidents, and heads of various departments and branches.
Rutherford Chang Director of ASE Inc.; Director of ASE (Shanghai) Inc.; Director of ASE Circuit Manufacturing Co., Ltd. (China); Director (representative) of ASE Test Inc.; ASE Assembly & Test (Shanghai) Ltd.; Supervisor of ASE (Kunshan) Inc.; Director of ASE (Weihai) Inc.; Director of Shanghai Ding Hui Real Estate Development Co., Ltd.; Director of Shanghai Ding Wei Real Estate Development Co., Ltd.; Director of Shanghai Ding Yu Real Estate Development Co., Ltd.; Director of Kunshan Ding Hong Real Estate Development Co., Ltd.; Director of Kunshan Ding Yue Real Estate Development Co., Ltd.; Director of USI Electronics Inc.; Director (representative) of USI Co., Ltd.; Director (representative) of USI Inc.; Director of Wuxi Tongzhi Microelectronics Co., Ltd.; Director of Beijing Ding Gu Ding Hao Enterprise Co., Ltd.; Director of ASE Investment (Kunshan) Co., Ltd.
You Sheng-Fu Director of Arima Lasers Corp.; Supervisor of ; Supervisor of Dynapack International Technology Corporation; Supervisor of San Fu Chemical Co., Ltd.; Supervisor of Arima Communications Corp.
Ta-lin Hsu Members of the Audit Committee and Compensation Committee; President and Founder of H&Q Asia Pacific; Chairman of Auspicious
Mei-yue Ho Independent director and member of Audit Committee and Remuneration Committee of AU Optronics Corp.; Independent director and member of Audit Committee and Remuneration Committee of Bank of Kaohsiung; Independent director and member of Remuneration Committee of Kinpo Electronics, Inc.; Independent director of Ausnutria Dairy Corporation Ltd.

 

35
 

2. Supervisors (N/A because the Company has setup an Audit Committee)

 

3. Major shareholders of corporate shareholders

 

February 29, 2016

Name of the corporate shareholders Major shareholders of corporate shareholders
A.S.E. Enterprises Limited Aintree Limited(100%)

 

4. The major shareholders of major corporate shareholders

 

February 29, 2016

Name of corporate shareholders Corporate shareholders' main shareholders
Aintree Limited JC Holdings Limited(100%)

 

5. The statuses of expertise and independence of the directors 

 

 

 

Note: Please fill-in a “ü” in the empty spaces for the various directors and supervisors who fits the following conditions two years prior to their appointments or during their tenures.

1.Not an employee of the Company or any of its affiliates.

2.Not a director or supervisor of the Company's affiliates (the same does not apply, however, in cases where the member is an independent director of the Company, its parent company, or any subsidiary in which the Company holds, directly or indirectly, more than 50 percent of the voting shares).

3.Not a natural-person shareholder whose shareholding, together with those of his/her spouse, minor children, and shares held under others' names, exceed 1% of the total number of outstanding shares of the Company, or ranks the person in the top ten shareholders of the Company.

4.Not a spouse, relative within second degree of kinship, or lineal relative within third degree of kinship of any of the persons in the preceding three paragraphs.

5.Not a director, supervisor or employee of a juristic-person shareholder that holds directly 5% or more of the total number of outstanding shares of the Company or ranks in the top five shareholders.

6.Not a director, supervisor, manager or shareholder holding 5% or more of the shares of a specified company or institution that has a financial or business relationship with the Company.

7.Not a professional or an owner, partner, director, supervisor, manager or a spouse of the abovementioned who provides commercial, legal, financial, accounting services or consultation to the Company or an

 

36
 

affiliate of the Company. excluding members of compensation committee who exercise power in accordance with Article 7 of the Regulations Governing the Appointment and Exercise of Powers by the Compensation committee of a Company Whose Stock is Listed on the Stock Exchange or Traded Over the Counter.

8.Not having a marital relationship or a relative within the second degree of kinship to any other director of the Company.

9.With no conditions listed by Article 30 of Company Act.

10.Not a government agency, juristic person, or its representative set forth in Article 27 of the Company Act of the R.O.C.

 

(5) Sponsor: Not applicable.

 

37
 

(6) Remunerations to directors, supervisors, president, and vice presidents in the most recent year

 

1. Remunerations to directors, supervisors, president, and vice presidents in the most recent year

 

(1) Remunerations to directors 

 

  

38
 

 

 

Note 1: The Company's shareholders' meeting passed a resolution on June 28, 2016 to distribute NT$140,000,000 as director remuneration for 2015 and NT$2,033,800,000 as employee remuneration for 2015 (in cash).

 

Note 2: The actual amount of pension paid by the Company for 2015 was NT$0; The pension amount specified represents the amount of pension contributed.

 

Note 3: This column excludes the employee stock option expense of the Company (NT$8,565,000) and the amount presented in the financial report (NT$15,532,000).

 

39
 

 

Remuneration grade table

 

Range of remuneration paid to each director Name of director
Total amount for the preceding four remunerations (A+B+C+D) Total amount for the preceding seven remunerations (A+B+C+D+E+F+G)
The Company All companies mentioned in the financial report The Company All companies mentioned in the financial report
Less than NT$2,000,000
NT$2,000,000 (inclusive) to NT$5,000,000 Sheng-fu You, Ta-lin Hsu, Mei-yueh Ho Sheng-fu You, Ta-lin Hsu, Mei-yueh Ho Sheng-fu You, Ta-lin Hsu, Mei-yueh Ho Sheng-fu You, Ta-lin Hsu, Mei-yueh Ho
NT$5,000,000 (inclusive) to NT$10,000,000
NT$10,000,000 (inclusive) to NT$15,000,000
NT$15,000,000 (inclusive) to NT$30,000,000 Jason C.S. Chang, Richard H.P. Chang, Tien Wu, Joseph Tung, Raymond Lo, Jeffery Chen, TS Chen, Rutherford Chang Jason C.S. Chang, Richard H.P. Chang, Tien Wu, Joseph Tung, Raymond Lo, Jeffery Chen, TS Chen, Rutherford Chang Jeffery Chen
NT$30,000,000 (inclusive) to NT$50,000,000 Richard H.P. Chang, Raymond Lo, TS Chen, Rutherford Chang TS Chen, Rutherford Chang
NT$50,000,000 (inclusive) to NT$100,000,000 Tien Wu, Joseph Tung Richard H.P. Chang, Tien Wu, Joseph Tung, Raymond Lo, Jeffery Chen
Greater than NT$100,000,000 Jason C.S. Chang Jason C.S. Chang
Total 11 person(s) 11 person(s) 11 person(s) 11 person(s)

  

40
 

(2) Supervisor remuneration

 

An Annual Shareholders' Meeting convened on June 23, 2015 passed a resolution to elect only directors. Three elected independent directors formed an Audit Committee to replace supervisors as of June 24, 2015.

 

(3) Remunerations to President and Vice Presidents

 

41
 

December 31, 2015 Unit: NT$1,000; %

Title Name

Salary (A)

(Note 3)

Pension (B)

(Note 2)

Bonuses, special expenses, etc. (C)

Employee remuneration (D) 

(Note 1)

The total ratio (%) of net income amount accounted by A, B, C, and D Number of employee stock options obtained Number of new restricted employee shares obtained Remuneration received from Investees other than subsidiaries
The Company All companies mentioned in the financial report The Company All companies mentioned in the financial report The Company All companies mentioned in the financial report The Company All companies mentioned in the financial report The Company All companies mentioned in the financial report The Company All companies mentioned in the financial report The Company All companies mentioned in the financial report
Cash amount Amount of shares Cash amount Amount of shares
CEO Jason C.S. Chang 99,959 167,449 1,665 1,881 70,042 87,029 210,128 - 219,128 - 1.96% 2.44%

37,269,000

shares

 

50,519,000

shares

 

- - None
President Richard H.P. Chang
Chief Operating Officer Tien Wu
Chief Financial Officer Joseph Tung
President of ASE Kaohsiung Raymond Lo
President of ASE Zhongli Chen Tien-chi
Vice President Xu-Rui Yu
Vice President Dao-You Chen
Vice President Shih-Wen Lee
Vice President Kwang-Chun Chou
Vice President Kuo-Tang Lin
Vice President Huan-Hua Mo
Vice President Ching-Kun Yeh
Vice President Chen-Ming Cheng
Vice President Song-Ching Hong
Vice President Yen-Chieh Tsao
Vice President Chih-Bing Hong
Vice President and Chief of Accounting Hong-Ming Kuo

 

Note 1: The Company's shareholders' meeting passed a resolution on June 28, 2016 to distribute NT$140,000,000 as director remuneration for 2015 and NT$2,033,800,000 as employee remuneration for 2015 (in cash).

Note 2: The actual amount of pension paid by the Company for 2015 was NT$0; The pension amount specified represents the amount of pension contributed. 

Note 3: This column excludes the employee stock option expense of the Company (NT$9,086,000) and the amount presented in the financial report (NT$15,834,000)

 

42
 

 

Remuneration grade table

 

ange of remuneration paid to each president and vice president Names President and Vice Presidents
The Company All companies mentioned in the financial report
Less than NT$2,000,000
NT$2,000,000 (inclusive) to NT$5,000,000 (exclusive) Ching-Kun Yeh Ching-Kun Yeh
NT$5,000,000 (inclusive) to NT$10,000,000 (exclusive) Huan-Hua Mo, Xu-Rui Yu, Kwang-Chun Chou, Dao-You Chen, Chen-Ming Cheng, Kuo-Tang Lin, Yen-Chieh Tsao, Hong-Ming Ku, Chih-Bing Hong, Shih-Wen Lee Huan-Hua Mo,Kwang-Chun Chou, Dao-You Chen, Chen-Ming Cheng, Kuo-Tang Lin, Hong-Ming Ku, Chih-Bing Hong, Shih-Wen Lee
NT$10,000,000 (inclusive) to NT$15,000,000 (exclusive) Song-Ching Hong Xu-Rui Yu, Yen-Chieh Tsao, Song-Ching Hong
NT$15,000,000 (inclusive) to NT$30,000,000 (exclusive) Richard H.P. Chang, TS Chen
NT$30,000,000 (inclusive) to NT$50,000,000 (exclusive) Joseph Tung, Raymond Lo Richard H.P. Chang, TS Chen
NT$50,000,000 (inclusive) to NT$100,000,000 (exclusive) Jason C.S. Chang, Tien Wu Richard H.P. Chang, Tien Wu, Joseph Tung, Raymond Lo
Greater than NT$100,000,000
Total 18 person(s) 18 person(s)

 

(4) Names and employee remuneration allotment status of the managers

 

Unit: NT$ 1,000

  Title Name Amount of shares Cash amount (Note) Total

The total ratio (%)

 

of net income amount

 

Manager CEO Jason C.S. Chang - 210,128 210,128 1.08%
President Richard H.P. Chang
Chief Operating Officer Tien Wu
Chief Financial Officer Joseph Tung
President of ASE Kaohsiung Raymond Lo
President of ASE Zhongli Chen Tien-chi
Vice President Xu-Rui Yu
Vice President Dao-You Chen
Vice President Shih-Wen Lee
Vice President Kwang-Chun Chou
Vice President Kuo-Tang Lin
Vice President Huan-Hua Mo
Vice President Ching-Kun Yeh
Vice President Chen-Ming Cheng
Vice President Song-Ching Hong
Vice President Yen-Chieh Tsao
Vice President Chih-Bing Hong
Vice President and Chief of Accounting Hong-Ming Kuo

Note: The Company's shareholders' meeting passed a resolution on June 28, 2016 to distribute NT$140,000,000 as director remuneration for 2015 and NT$2,033,800,000 as employee remuneration for 2015 (in cash).

 

43
 

2. Separately compare and describe total remuneration, as a percentage of net income stated in the Company on financial reports or individual financial reports, as paid by the Company and by each other company included in the consolidated financial statements during the past 2 fiscal years to directors, supervisors, general managers, and assistant general managers, and analyze and describe remuneration policies, standards, and packages, the procedure for determining remuneration, and its linkage to operating performance and future risk exposure

 

(1) Total remuneration as a percentage of net income

 

Title 2014 2015
The Company

All companies mentioned

in the financial statement

The Company All companies mentioned in the financial statement
Directors and Supervisors (Note) 2.42% 2.94% 2.32% 3.03%
President and Vice Presidents 2.02% 2.27% 1.96% 2.44%

Note: An Annual Shareholders' Meeting convened on June 23, 2015 passed a resolution to elect only directors. Three elected independent directors formed an Audit Committee to replace supervisors as of June 24, 2015.

 

(2) Remuneration policies, standards, and packages, the procedure for determining remuneration, and its linkage to operating performance and future risk exposure

 

The salary paid to the Company's CEO and President is resolved by the Board of Directors of the Company. President remuneration is based on the standard in the peer industry. Each year, the Company regularly examines and compares with its competitors to ensure the competitiveness of the Company's salary. The bonus given is dependent on the Company's earnings and individual performance and is set to an amount that can attract and retain talented employees.

 

Director remuneration is based on the order of distribution in years with profit and will be specified in the Company's Articles of Incorporation.

 

IV. Capital and Shares

 

(1) Type of stock  

January 20, 2017; Unit: Share

Type of stock Authorized capital Note
Shares issued and outstanding Un-issued shares Total
Registered as ordinary shares 7,949,974,846 2,050,025,154 10,000,000,000 Listed shares

 

Note: The above table includes the number of shares converted for employee stock options from January 1 to January 20, 2017, but the registration has not yet been changed with the competent authority.

 

44
 

(2) Share capital formation process

 

1. Share capital formation process

 

Unit: Share; NT$

Year Month

Issuance

Price

Authorized capital Paid-up capital Remarks
Number of shares Amount Number of shares Amount Share capital source Subscriptions paid with property other than cash Date and document number of approval
84.03 17,200,000 172,000,000 10,000,000 100,000,000 Startup (cash) None

March 23, 1984

MOEA Export Processing Zone Administration (1984) She-Zi No. 414

84.05 20,000,000 200,000,000 20,000,000 200,000,000 Cash capital increase of NT$100,000,000 None

May 10, 1984

MOEA Export Processing Zone Administration (1984) Shang-Zi No. 3956

84.06 23,520,000 235,200,000 23,520,000 235,200,000 Cash capital increase of NT$35,200,000 Technology shares of 35,200,000

June 20, 1984

MOEA Export Processing Zone Administration (1984) Shang-Zi No. 5246

86.08 33,121,625 331,216,250 33,121,625 331,216,250 Cash capital increase of NT$96,016,250 None

August 12, 1986

MOEA Export Processing Zone Administration (1986) Shang-Zi No. 7725

88.06 39,495,000 394,950,000 39,495,000 394,950,000 Capital increase by earnings of 63,733,750 None

June 14, 1988

MOEA Export Processing Zone Administration (1988) Shang-Zi No. 5457

88.09 50,000,000 500,000,000 50,000,000 500,000,000 Capital increase by earnings of 105,050,000 None

September 20, 1988

MOEA Export Processing Zone Administration (1988) Shang-Zi No. 8760

90.01 62,000,000 620,000,000 62,000,000 620,000,000 Capital increase by earnings of 120,000,000 None

January 31, 1990

MOEA Export Processing Zone Administration (1990) Shang-Zi No. 0184

91.01 75,024,000 750,240,000 75,024,000 750,240,000

Capital increase by earnings and employee bonus of 117,840,000

Capital increase by capital reserve of 12,400,000

None

January 7, 1991

MOEA Export Processing Zone Administration (1991) Shang-Zi No. 000046

91.08 125,000,000 1,250,000,000 105,607,373 1,056,073,730

Capital increase by earnings and employee bonus of 80,761,730

Capital increase by capital reserve of 225,072,000

None

August 15, 1991

MOEA Export Processing Zone Administration (1991) Shang-Zi No. 006582

92.05 38 125,000,000 1,250,000,000 125,000,000 1,250,000,000 Cash capital increase of 193,926,270 None

May 18, 1992

MOEA Export Processing Zone Administration (1992) Shang-Zi No. 004195

92.10 150,600,000 1,506,000,000 150,600,000 1,506,000,000

Capital increase by earnings and employee bonus of 68,500,000

Capital increase by capital reserve of 187,500,000

None

October 24, 1992

MOEA Export Processing Zone Administration (1992) Shang-Zi No. 009364

93.09 165,660,000 1,656,600,000 165,660,000 1,656,600,000 Capital increase by capital reserve of 150,600,000 None

September 10, 1993

MOEA Export Processing Zone Administration (1993) Shang-Zi No. 007782

94.05 260,000,000 2,600,000,000 233,824,000 2,338,240,000

Capital increase by earnings and employee bonus of 491,131,000

Capital increase by capital reserve of 190,509,000

 

None

May 30, 1994

MOEA Export Processing Zone Administration (1994) Shang-Zi No. 4655

95.02 60 260,000,000 2,600,000,000 260,000,000 2,600,000,000 Cash capital increase of 261,760,000 None

February 6, 1995

MOEA Export Processing Zone Administration (1995) Shang-Zi No. 000907

95.05 500,000,000 5,000,000,000 356,800,000 3,568,000,000

Capital increase by earnings and employee bonus of 760,000,000

Capital increase by capital reserve of 208,000,000

None

May 26, 1995

MOEA Export Processing Zone Administration (1995) Shang-Zi No. 4553

95.07 79.7 500,000,000 5,000,000,000 399,800,000 3,998,000,000 Cash capital increase of 430,000,000 None

July 29, 1995

MOEA Export Processing Zone Administration (1995) Shang-Zi No. 6711

  

 

45
 

Year Month

Issuance

Price

Authorized capital Paid-up capital Remarks
Number of shares Amount Number of shares Amount Share capital source Subscriptions paid with property other than cash Date and document number of approval
            reserve of 1,199,400,000    
97.06 1,400,000,000 14,000,000,000 1,017,000,000 10,170,000,000

Capital increase by earnings and employee bonus of 1,640,700,000

Capital increase by capital reserve of 1,239,300,000

None

June 11, 1997

MOEA Export Processing Zone Administration (1997) Shang-Zi No. 005745

98.05 2,200,000,000 22,000,000,000 1,780,000,000 17,800,000,000

Capital increase by earnings and employee bonus of 6,409,600,000

Capital increase by capital reserve of 1,220,400,000

None

May 8, 1998

MOEA Export Processing Zone Administration (1998) Shang-Zi No. 4310

99.08 2,200,000,000 22,000,000,000 1,980,000,000 19,800,000,000

Capital increase by earnings and employee bonus of 1,483,800,000

Capital increase by capital reserve of 516,200,000

None

August 11, 1999

MOEA Export Processing Zone Administration (1999) Shang-Zi No. 8494

00.06 2,400,000,000 24,000,000,000 1,980,355,086 19,803,550,860 3,550,860 ordinary shares that can be converted from overseas convertible corporate bonds None

June 1, 2000

MOEA Export Processing Zone Administration (2000) Shang-Zi No. 005552

00.09 3,200,000,000 32,000,000,000 2,652,000,000 26,520,000,000 Capital increase by earnings and employee bonus of 6,716,449,140 None

September 17, 2000

MOEA Export Processing Zone Administration (2000) Shang-Zi No. 09740

00.10 43.81 3,200,000,000 32,000,000,000 2,752,000,000 27,520,000,000 Capital increase by issuing 1,000,000,000 DRs None

October 23, 2000

MOEA Export Processing Zone Administration (2000) Shang-Zi No. 011577

01.08 4,150,000,000 41,500,000,000 3,254,800,000 32,548,000,000 Capital increase by earnings and employee bonus of 5,028,000,000 None

August 10, 2001

MOEA Export Processing San-Shang-Zi No. 0900007451

03.09 5,150,000,000 51,500,000,000 3,580,280,000 35,802,800,000

Capital increase by earnings of 97,644,000

Capital increase by capital reserve of 3,157,156,000

None

September 18, 2003

MOEA Export Processing San-Shang-Zi No. 09200088290

04.09 5,150,000,000 51,500,000,000 3,862,595,437 38,625,954,370 Capital increase by consolidation of 2,823,154,370 None

September 3, 2004

MOEA Export Processing San-Shang-Zi No. 09301027080

04.09 5,150,000,000 51,500,000,000 4,100,000,000 41,000,000,000 Capital increase by earnings of 2,219,773,600 Capital increase by employee bonus of 154,272,030 None

September 15, 2004

MOEA Export Processing San-Shang-Zi No. 09300078780

05.01 5,150,000,000 51,500,000,000 4,100,660,600 41,006,606,000 Conversion of 6,606,000 employee stock options None

January 31, 2005

MOEA Export Processing San-Shang-Zi No. 09400004370

05.04 5,150,000,000 51,500,000,000 4,111,728,800 41,117,288,000 Conversion of 110,682,000 employee stock options None

April 21, 2005

MOEA Export Processing San-Shang-Zi No. 09400032410

05.07 5,150,000,000 51,500,000,000 4,113,744,200 41,137,442,000 Conversion of 20,154,000 employee stock options None

July 21, 2005

MOEA Export Processing San-Shang-Zi No. 09400059920

05.09 6,300,000,000 63,000,000,000 4,550,532,800 45,505,328,000 Capital increase by earnings of 2,878,547,980 Capital increase by employee bonus of 255,674,600 Capital increase by capital reserve of 1,233,663,420 None

September 29, 2005

MOEA Export Processing San-Shang-Zi No. 09400084400

05.10 6,300,000,000 63,000,000,000 4,557,372,300 45,573,723,000 Conversion of 68,395,000 employee stock options None

October 21, 2005

MOEA Export Processing San-Shang-Zi No. 09400091660

 

06.01 6,300,000,000 63,000,000,000 4,563,877,540 45,638,775,400 Conversion of 65,052,400 employee stock options None

January 19, 2006

MOEA Export Processing San-Shang-Zi No. 09500005220

06.04 6,300,000,000 63,000,000,000 4,573,895,020 45,738,950,200 Conversion of 100,174,800 employee stock options None

April 24, 2006

MOEA Export Processing San-Shang-Zi No. 09500030630

 

 

46
 

 

Year Month

Issuance

Price

Authorized capital Paid-up capital Remarks
Number of shares Amount Number of shares Amount Share capital source Subscriptions paid with property other than cash Date and document number of approval
06.07 6,300,000,000 63,000,000,000 4,577,568,780 45,775,687,800 Conversion of 36,737,600 employee stock options None

July 19, 2006

MOEA Export Processing San-Shang-Zi No. 09500059250

06.10 6,300,000,000 63,000,000,000 4,592,508,620 45,925,086,200 Conversion of 149,398,400 employee stock options None

October 17, 2006

MOEA Export Processing San-Shang-Zi No. 09500088730

07.01 6,300,000,000 63,000,000,000 4,611,311,450 46,113,114,500 Conversion of 188,028,300 employee stock options None

January 18, 2007

MOEA Export Processing San-Shang-Zi No. 09600005130

07.04 6,300,000,000 63,000,000,000 4,629,639,544 46,296,395,440 Conversion of 39,956,440 overseas non-guaranteed convertible corporate bonds and conversion of 143,324,500 employee stock options None

April 20, 2007

MOEA Export Processing San-Shang-Zi No. 09600034690

07.07 6,300,000,000 63,000,000,000 4,645,295,431 46,452,954,310 Conversion of 85,688,270 overseas non-guaranteed convertible corporate bonds and conversion of 70,870,600 employee stock options None

July 23, 2007

MOEA Export Processing San-Shang-Zi No. 09600063120

07.09 8,000,000,000 80,000,000,000 5,392,899,352 53,928,993,520

Capital increase by earnings of 6,941,010,710

Capital increase by employee bonus of 535,028,500

None

September 12, 2007

MOEA Export Processing San-Shang-Zi No. 09600079950

07.10 8,000,000,000 80,000,000,000 5,447,558,879 54,475,588,790 Conversion of 251,542,070 overseas non-guaranteed convertible corporate bonds and conversion of 295,053,200 employee stock options None

October 23, 2007

MOEA Export Processing San-Shang-Zi No. 09600090450

08.01 8,000,000,000 80,000,000,000 5,466,030,849 54,660,308,490 Conversion of 145,603,600 overseas non-guaranteed convertible corporate bonds and conversion of 39,116,100 employee stock options None

January 22, 2008

MOEA Export Processing San-Shang-Zi No. 09700004950

08.04 8,000,000,000 80,000,000,000 5,476,949,209 54,769,492,090 Conversion of 19,863,200 overseas non-guaranteed convertible corporate bonds and conversion of 89,320,400 employee stock options None

April 22, 2008

MOEA Export Processing San-Shang-Zi No. 09700033570

08.07 8,000,000,000 80,000,000,000 5,484,848,118 54,848,481,180 Conversion of 61,524,590 overseas non-guaranteed convertible corporate bonds and conversion of 17,464,500 employee stock options None

July 24, 2008

MOEA Export Processing San-Shang-Zi No. 09700063360

08.08 8,000,000,000 80,000,000,000 5,681,934,764 56,819,347,640

Capital increase by capital reserve of 1,094,938,940

Capital increase by employee bonus of 383,205,000 and capital increase by earnings of 492,722,520

None

August 28, 2008

MOEA Export Processing San-Shang-Zi No. 09700077400

08.10 8,000,000,000 80,000,000,000 5,690,427,734 56,904,277,340 Conversion of 32,763,800 overseas non-guaranteed convertible corporate bonds and conversion of 52,165,900 employee stock options None

October 21, 2008

MOEA Export Processing San-Shang-Zi No. 09700094250

09.01 8,000,000,000 80,000,000,000 5,690,742,134 56,907,421,340 Conversion of 3,144,000 employee stock options None

January 19, 2009

MOEA Export Processing San-Shang-Zi No. 09800005500

09.03 8,000,000,000 80,000,000,000 5,546,705,134 55,467,051,340 Cancellation of 1,440,370,000 treasury stocks None

March 16, 2009

MOEA Export Processing San-Shang-Zi No. 09800023510

09.04 8,000,000,000 80,000,000,000 5,547,064,694 55,470,646,940 Conversion of 3,595,600 employee stock options None

April 22, 2009

MOEA Export Processing San-Shang-Zi No. 09800037010

09.07 8,000,000,000 80,000,000,000 5,473,127,694 54,731,276,940 Cancellation of 739,370,000 treasury stocks None

July 14, 2009

MOEA Export Processing San-Shang-Zi No. 09800065960

 

47
 

Year Month

Issuance

Price

Authorized capital Paid-up capital Remarks
Number of shares Amount Number of shares Amount Share capital source Subscriptions paid with property other than cash Date and document number of approval
09.07 8,000,000,000 80,000,000,000 5,473,529,914 54,735,299,140 Conversion of 4,022,200 employee stock options None

July 21, 2009

MOEA Export Processing San-Shang-Zi No. 09800068350

09.10 8,000,000,000 80,000,000,000 5,479,878,254 54,798,782,540 Conversion of 63,483,400 employee stock options None

October 20, 2009

MOEA Export Processing San-Shang-Zi No. 09800103260

10.01 8,000,000,000 80,000,000,000 5,488,458,214 54,884,582,140 Conversion of 85,799,600 employee stock options None

January 25, 2010

MOEA Export Processing San-Shang-Zi No. 09900005410

10.04 8,000,000,000 80,000,000,000 5,495,212,494 54,952,124,940 Conversion of 67,542,800 employee stock options None

April 23, 2010

MOEA Export Processing San-Shang-Zi No. 09900039480

10.07 8,000,000,000 80,000,000,000 5,499,659,994 54,996,599,940 Conversion of 44,475,000 employee stock options None

July 19, 2010

MOEA Export Processing San-Shang-Zi No. 09900075180

10.08 8,000,000,000 80,000,000,000 6,049,157,072 60,491,570,720

Capital increase by capital reserve of 879,195,320

Capital increase by shareholder dividend of 4,615,775,460

None

August 9, 2010

MOEA Export Processing San-Shang-Zi No. 09900084320

10.10 8,000,000,000 80,000,000,000 6,051,987,182 60,519,871,820 Conversion of 28,301,100 employee stock options None

October 22, 2010

MOEA Export Processing San-Shang-Zi No. 09900113120

11.01 8,000,000,000 80,000,000,000 6,029,118,452 60,291,184,520

Conversion of 141,312,700 employee stock options

Cancellation of 370,000,000 treasury stocks

None

January 19, 2011

MOEA Export Processing San-Shang-Zi No. 10000006520

11.04 8,000,000,000 80,000,000,000 6,050,060,512 60,500,605,120 Conversion of 209,420,600 employee stock options None

April 21, 2011

MOEA Export Processing San-Shang-Zi No. 10000043460

11.07 8,000,000,000 80,000,000,000 6,052,219,212 60,522,192,120 Conversion of 21,587,000 employee stock options None

July 21, 2011

MOEA Export Processing San-Shang-Zi No. 10000083030

11.08 9,500,000,000 95,000,000,000 6,747,954,872 67,479,548,720 Capital increase by shareholder dividend of 6,957,356,600 None

August 30, 2011

MOEA Export Processing San-Shang-Zi No. 10000101280

11.10 9,500,000,000 95,000,000,000 6,753,563,242 67,535,632,420 Conversion of 56,083,700 employee stock options None

October 19, 2011

MOEA Export Processing San-Shang-Zi No. 10000124020

12.01 9,500,000,000 95,000,000,000 6,650,130,772 66,501,307,720

Conversion of 20,425,300 employee stock options

Cancellation of 1,054,750,000 treasury stocks

None

January 19, 2012

MOEA Export Processing San-Shang-Zi No. 10100007740

12.04 9,500,000,000 95,000,000,000 6,654,716,832 66,547,168,320 Conversion of 45,860,600 employee stock options None

April 20, 2012

MOEA Export Processing San-Shang-Zi No. 10100043500

12.07 9,500,000,000 95,000,000,000 6,657,855,052 66,578,550,520 Conversion of 31,382,200 employee stock options None

July 24, 2012

MOEA Export Processing San-Shang-Zi No. 10100081100

12.09 9,500,000,000 95,000,000,000 7,589,454,606 75,894,546,060 Capital increase by shareholder dividend of 9,315,995,540 None

September 4, 2012

MOEA Export Processing San-Shang-Zi No. 10100099460

12.10 9,500,000,000 95,000,000,000 7,594,149,626 75,941,496,260 Conversion of 46,950,200 employee stock options None

October 18, 2012

MOEA Export Processing San-Shang-Zi No. 10100117650

13.01 9,500,000,000 95,000,000,000 7,602,121,666 76,021,216,660 Conversion of 79,720,400 employee stock options None

January 18, 2013

MOEA Export Processing San-Shang-Zi No. 10200007680

 

48
 

Year Month

Issuance

Price

Authorized capital Paid-up capital Remarks
Number of shares Amount Number of shares Amount Share capital source Subscriptions paid with property other than cash Date and document number of approval
13.04 9,500,000,000  95,000,000,000 7,607,502,906 76,075,029,060 Conversion of 53,812,400 employee stock options None

April 17, 2013

MOEA Export Processing San-Shang-Zi No. 10200044490

13.07 9,600,000,000 96,000,000,000 7,609,816,206 76,098,162,060 Conversion of 23,133,000 employee stock options None

July 17, 2013

MOEA Export Processing San-Shang-Zi No. 10200082280

13.10 26.1 9,600,000,000 96,000,000,000 7,756,003,946 77,560,039,460

Cash capital increase of 1,300,000,000

Conversion of 161,877,400 employee stock options

None

October 17, 2013

MOEA Export Processing San-Shang-Zi No. 10200118400

14.01 9,600,000,000 96,000,000,000 7,787,159,546 77,871,595,460 Conversion of 311,556,000 employee stock options None

January 21, 2014

MOEA Export Processing San-Shang-Zi No. 10300007950

14.04 9,600,000,000 96,000,000,000 7,810,454,946 78,104,549,460 Conversion of 232,954,000 employee stock options None

April 22, 2014

MOEA Export Processing San-Shang-Zi No. 10300046040

14.07 10,000,000,000 100,000,000,000 7,824,220,046 78,242,200,460 Conversion of 137,651,000 employee stock options None

July 18, 2014

MOEA Export Processing San-Shang-Zi No. 10300085480

14.10 10,000,000,000 100,000,000,000 7,852,537,846 78,525,378,460 Conversion of 283,178,000 employee stock options None

October 24, 2014

MOEA Export Processing San-Shang-Zi No. 10300125920

15.01 10,000,000,000 100,000,000,000 7,860,491,546 78,604,915,460 Conversion of 79,537,000 employee stock options None

January 20, 2015

MOEA Export Processing San-Shang-Zi No. 10400006750

15.04 10,000,000,000 100,000,000,000 7,887,881,546 78,878,815,460 Conversion of 273,900,000 employee stock options None

April 21, 2015

MOEA Export Processing San-Shang-Zi No. 10400040900

15.07 10,000,000,000 100,000,000,000 7,893,157,596 78,931,575,960 Conversion of 52,760,500 employee stock options None

July 16, 2015

MOEA Export Processing San-Shang-Zi No. 10400076760

15.10 10,000,000,000 100,000,000,000 7,902,928,996 79,029,289,960 Conversion of 97,714,000 employee stock options None

October 19, 2015

MOEA Export Processing San-Shang-Zi No. 10400114270

16.01 10,000,000,000 100,000,000,000 7,909,741,896 79,097,418,960 Conversion of 68,129,000 employee stock options None

January 20, 2016

MOEA Export Processing San-Shang-Zi No. 10500008440

16.04 10,000,000,000 100,000,000,000 7,918,272,896 79,182,728,960 Conversion of 85,310,000 employee stock options None

April 26, 2016

MOEA Export Processing San-Shang-Zi No. 10500040560

16.07 10,000,000,000 100,000,000,000 7,923,622,596 79,236,225,960 Conversion of 53,497,000 employee stock options None

July 20, 2016

MOEA Export Processing San-Shang-Zi No. 10500071110

16.10 10,000,000,000 100,000,000,000 7,936,473,546 79,364,735,460 Conversion of 128,509,500 employee stock options None

October 20, 2016

MOEA Export Processing San-Shang-Zi No. 10500105140

17.01   10,000,000,000 100,000,000,000 7,944,875,346 79, 448,753,460 Conversion of 84,018,000 employee stock options None

January 23, 2017

 

MOEA Export Processing San-Shang-Zi No 10600009350

 

 

49
 

 

2. Private fund raising ordinary share handling status for the last three years until the printing date of this prospectus: None.

 

(3) Recent equity ownership dispersion status

 

1. Shareholder structure

 

December 31, 2016; Unit: Shares 

Shareholder structure

 

Quantity

Government institution Financial institutions other corporations Individual investors Foreign institutions and foreigners Total
Number of people 4 2 366 169,978 1,310 171,660
Number of shares held 199,812,127 117,226,000 1,234,764,734 844,394,333 5,548,678,152 7,944,875,346
Shareholding ratio 2.51% 1.48% 15.54% 10.63%

69.84%

 

(Note 1)

 

100%

 

 

 

 

Note : Shareholding ratio of Chinese investors was 0.0182%.

 

2. Ownership diversity

 

December 31, 2016; Unit: Shares 

Shareholding rating Number of shareholders Number of shares held Shareholding ratio

1–999 83,118 22,356,984 0.281%
1,000–5,000 57,624 136,106,084 1.713%
5,001–10,000 14,636 107,563,234 1.354%
10,001–15,000 5,440 67,042,096 0.844%
15,001–20,000 3,035 53,754,652 0.677%
20,001–30,000 2,502 61,649,956 0.776%
30,001–50,000 2,173 83,166,727 1.047%
50,001–100,000 1,395 97,641,335 1.229%
100,001–200,000 622 87,485,389 1.101%
200,001–400,000 339 94,417,975 1.188%
400,001–600,000 147 72,516,682 0.913%
600,001–800,000 101 69,988,481 0.881%
800,001–1,000,000 63 56,281,182 0.708%
Over 1,000,001 465 6,934,904,569 87.288%
Total 171,660 7,944,875,346 100.000%

 

3. Name list for major shareholders:

 

The names of shareholders with more than a 5% ownership interest or shareholders with the top ten shareholding ratios, number of shares held, and the percentage of their holding interest:

 

December 31, 2016; Unit: Shares

Shares

 

Name of the main shareholders

Number of shares held Shareholding ratio
A.S.E. Enterprises Limited 1,327,202,773 16.71%
Citibank N.A. manages ASE's depositary receipts 627,589,985 7.90%
HSBC is entrusted to manage the investment accounts of investment companies 321,454,196 4.05%
Cathay Life Insurance Co., Ltd. 224,554,000 2.83%

 

 

50
 

Shares

 

Name of the main shareholders

Number of shares held Shareholding ratio
Fubon Insurance Co., Ltd. 155,510,000 1.96%
New labor pension fund system 125,567,609 1.58%
Mei-Chen Feng 121,929,346 1.53%
Nan Shan Life Insurance Co.., Ltd 115,486,000 1.45%
Richard H.P. Chang 104,414,941 1.31%

Deutsche Bank Custodian University Retirement Equity Fund Investment Account

100,939,968 1.27%

 

4. The statuses of directors, supervisors, and shareholders with the shareholding ratio of over 10% for the past two years or the current year who have waived cash capital increase

 

(1) The statuses of directors, supervisors, and major shareholders who have waived cash capital increase: In the most recent year and as of the printing date of this prospectus, the Company did not increase its capital by cash.

 

(2) Subscription status of relevant personnel who have waived cash capital increase: None.

 

5. Equity transfer and equity pledge modification scenario of directors, supervisors, managers and shareholders holding more than 10% of the shares for the last two years until the printing date of this prospectus

 

(1) Changes in the equity of directors, supervisors, managers and shareholders holding more than 10% of the shares:

Unit: Shares

Title Name 2014 2015 As of December 31, 2016
Increase (decrease) in the number of shares held Increase (decrease) in the number of shares pledged Increase (decrease) in the number of shares held Increase (decrease) in the number of shares pledged Increase (decrease) in the number of shares held Increase (decrease) in the number of shares pledged
Directors and major shareholders A.S.E. Enterprises Limited - - - - - -
Represented by: Jason C.S. Chang (Chairman and CEO) 2,000,000 - - - - -
Represented by: Tien Wu (COO) - - - - 1,100,000 -
Represented by: Joseph Tung (CFO) 120,000 - - - 1,200,000 -

Represented by: Raymond Lo (President of ASE Kaohsiung)

(appointed on June 24, 2015) 

- - - - 1,000,000 -

Represented by: Jeffery Chen (President of Shanghai Headquarter; Note 1)

(appointed on June 24, 2015) 

(747,000) - - - 1,056,000 -
Represented by: TS Chen (President of ASE Zhongli; Note 2)     (530,000) - 900,000 -
Director Richard H.P. Chang (Vice Chairman and President) - - - - - -
Director Rutherford Chang - - - - - -
Director

J&R Holding Ltd.

(dismissed on June 23, 2015) 

- - - - - -

Represented by: Raymond Lo (President of ASE Kaohsiung)

(dismissed on June 23, 2015) 

- - - - - -

Represented by: Jeffery Chen

(dismissed on June 23, 2015) 

(747,000) - - - - -
Independent Directors You Sheng-Fu - - - - - -
Independent Directors Ta-lin Hsu - - - - - -
Independent Directors

Mei-yue Ho

 

(appointed on June 24, 2015)

 

- - - - - -
Supervisor

Jerry Chang

(dismissed on June 23, 2015) 

(612,000)- - - - - -

 

51
 

Title Name 2014 2015 As of December 31, 2016
Increase (decrease) in the number of shares held Increase (decrease) in the number of shares pledged Increase (decrease) in the number of shares held Increase (decrease) in the number of shares pledged Increase (decrease) in the number of shares held Increase (decrease) in the number of shares pledged
  (dismissed on June 23, 2015)            
Supervisor representative

Tseng Yuan-Yi

(dismissed on June 23, 2015)

90,000 - - - - -

Pan Shih-hua

(dismissed on June 23, 2015)

- - - - - -

Chen Tien-chi

(dismissed on June 23, 2015)

350,000 - - - - -

Chun-che Lee

(dismissed on June 23, 2015)

350,000 - - - - -
Vice President Xu-Rui Yu (130,000) - (9,000) - 100,000 -
Vice President Dao-You Chen (transferred to other duties on November 30, 2016) - - 100,000 - - -
Vice President Shih-Wen Lee - - - - 380,000 -
Vice President Kwang-Chun Chou (Note 3) - - 40,000 - - -
Vice President Kuo-Tang Lin 100,000 - 100,000 - 100,000 -
Vice President Huan-Hua Mo - - 100,000 - (109,000) -
Vice President Ching-Kun Yeh 61,000 - 25,000 - 51,000 -
Vice President Chen-Ming Cheng 180,000 - (60,000) - (114,000) -
Vice President Song-Ching Hong - - 100,000 - 170,000 -
Vice President Yen-Chieh Tsao - - - - - -
Vice President Chih-Bing Hong 2,000 - 95,000 - 106,000 -
Vice President

Kuo-An Tang

(dismissed on February 28, 2015)

(70,000) - - - - -
Vice President

Shih-Rong Lan

(dismissed on July 31, 2015)

1,000 - - - - -
Vice President

He-Di Tseng

(dismissed on August 4, 2015)

(150,000) - - - - -
Vice President

Wen-Chih Shen (Note 4)

(dismissed on August 10, 2015)

(72,000) - - - - -
Vice President and Chief of Accounting Hong-Ming Ku (Note 5) - - 18,000 - - -

 

Note 1: Manager who is newly appointed in May 2016. 

Note 2: Manager who is newly appointed in August 2015. 

Note 3: Manager who is newly appointed in January 2014. 

Note 4: Manager who is newly appointed in March 2014. 

Note 5: Manager who is newly appointed in August 2014.

 

(2) Information on the counterparty in any transfer of equity interests who is a related party: None.

(3) Information on the counterparty in any pledge of equity interests who is a related party: None.

 

6. Information on the relationship between any of the top ten shareholders (related party, spouse, or kinship within the second degree)

 

December 31, 2016; Unit: Shares

 

Name Shareholding Shares held by spouse and underage children Total shareholding by nominee arrangement Titles, names and relationships between top 10 shareholders who are a related party, spouse, or with kinship within the second degree. Remarks
52
 
  Number of shares Percentage of shares Number of shares Percentage of shares Number of shares Percentage of shares

Title

 

(or name)

 

Relationship  
A.S.E. Enterprises Limited 1,327,202,773 16.71% - - - -      
Citibank N.A. manages ASE's depositary receipts 627,589,985 7.90% - - - - - -  
HSBC is entrusted to manage the investment accounts of investment companies 321,454,196 4.05% - - - - - -  
Cathay Life Insurance Co., Ltd. 224,554,000 2.83% - - - - - -  
Fubon Insurance Co., Ltd. 155,510,000 1.96% - - - - - -  
New labor pension fund system 125,567,609 1.58% - - - - - -  
Mei-Chen Feng 121,929,346 1.53% 104,414,941 1.31% - - Richard H.P. Chang Spouse (husband)  
Nan Shan Life Insurance Co.., Ltd 115,486,000 1.45% - - - - - -  
Richard H.P. Chang 104,414,941 1.31% 121,929,346 1.54% - - Mei-Chen Feng Spouse (wife)  

Deutsche Bank Custodian University Retirement Equity Fund Investment Account

100,939,968 1.27% - - - - - -  

 

(4) Stock price, net worth, earnings, dividends and related information for the previous two years

 

Unit: NT$; Shares

Year

 

Item

 

2014 2015 As of November 30, 2016
Stock price Before retroaction High 42.15 48.05 39.90
Low 26.60 29.75 28.10
After retroaction High 42.15 48.05 -
Low 26.60 29.75 -
Average 35.06 39.22 35.53
Net worth per share Pre-distribution 19.47 20.21 19.27
Post-distribution 17.45 18.60
Earnings per share Weighted average shares 8,220,694,389 shares 8,250,064,481 shares 8,272,938,978 shares (Note 4)
Earnings per share Before retroaction 3.07 2.55 (Note 5) 1.79 (Note 4)
After retroaction 3.07 2.55 (Note 5)
Dividends per share Cash dividend 2.00379984 1.59718596
Stock dividend Earnings
Capital surplus
Accumulated unpaid dividend

Return on investment

analysis

P/E ratio (Note 1) 11.42 15.38 19.85 (Note 4)
Price-dividend ratio (Note 2) 17.50 24.56
Cash dividend yield (Note 3) 0.06% 0.04%

 

Note 1: P/E ratio=Average closing price per share for the year/earnings per share.

Note 2: Price-dividend ratio=Average closing price per share for the year/cash dividend per share. 

Note 3: Cash dividend yield=Cash dividend per share/Average closing price per share for the year.

Note 4: Net worth per share and earnings per share were obtained from the financial report of the most recent quarter that is approved by the CFA. 

Note 5: As of September 30, 2016, the Company has identified the investment cost and the difference in the net fair value of assets and liabilities that can be recognized by SPIL, and these amounts were retroactively adjusted in the 2015 financial statement. Earnings per share was retroactively adjusted to NT$2.51.

 

(5) Dividend policy and implementation status

 

1. Dividend policy according to the Articles of Incorporation

 

ASE is now at the stage of steady growth. To provide ASE with the funds it needs to expand and satisfy shareholders' desire for cash inflow, ASE adopts a Residual Dividend Policy. With which, cash dividends shall not fall below 30% of all dividends, with the remainder distributed in the form of stock dividends. Dividend distribution proposals shall

 

53
 

be drafted by the board and approved by the AGM before they are implemented.

 

2. Previous discussions regarding dividend distribution for the current year

 

The Company’s shareholders' meeting passed a resolution on June 28, 2016 to distribute a shareholder dividend of NT$12,476,779,033 in cash at NT$1.6 per share. The above distribution of dividends to shareholders and the cash and stock dividend distribution rates are calculated based on the number (7,797,986,896) of shares recorded in the Register of Shareholders as of March 23, 2016 after treasury stocks that were already bought back by ASE were subtracted. If at a later date ASE’s ECB holders exercise the right of conversion, or new shares are issued to employees against Employee Stock Option warrants, or new shares are issued by ASE for cash increase, or there is a buyback of ASE’s stock, or transfer or cancellation of ASE’s treasury stocks, which affects the cash distribution rate of the shareholders’ bonus, requiring adjustment, the management has requested the shareholders’ meeting to authorize the Chairman to handle the situation and make adjustments accordingly.

 

(6) Effect of the proposed stock dividends in the current year on company operating performance and earnings per share: Not applicable.

 

(7) Remuneration of employees, directors and supervisors

 

1. Percentages or ranges of remuneration of employees, directors, and supervisors under the Articles of Incorporation:

 

According to Article 23 of the Company's Articles of Incorporation, if there is surplus profit, the Company shall set aside 5.25% to 8.25% (both inclusive) as compensation to employees and no more than 0.75% (inclusive) as remuneration to the directors; However, if the Company has accumulated losses, the Company shall set aside a part of the surplus profit first for covering the losses.

 

Regarding the aforementioned employee remuneration, the 5.25% portion shall be distributed to all employees in accordance with the employee remuneration distribution rules, while the portion exceeding 5.25% shall be distributed to individual employees (having special contributions) in accordance with the rules made by the Board of Directors with the authority granted hereby. Where employee remuneration is distributed in the form of stock or cash, it shall be resolved by a majority vote at a meeting attended by more than two thirds of the directors and shall be reported at the shareholders' meeting.

 

Employees referred to in the three subparagraphs include employees of subsidiary companies that meet certain conditions, which are to be prescribed by the Board of Directors. According to Article 23-1 of the Articles of Incorporation, ASE’s net profits each year after the actual budget shall be distributed in the following order:

 

(1) Make up losses.

 

(2) Allocation of 10% as the legal surplus reserve.

 

(3) Allocation or reversal of a special surplus reserve in accordance with laws or regulations set forth by the relevant competent authority.

 

(4) Addition or deduction of the portion of retained earnings that are equity investment gains or losses that have been realized or measured at fair value through other overall gains or losses. The remaining balance shall be added to the previous-year undistributed earnings, and the Board of Directors shall devise a dividend distribution proposal, which shall be submitted to a meeting of shareholders for resolution.

 

2. Basis for estimating the amount of remuneration of employees, directors and supervisors, basis for calculating the number of shares to be distributed as employee remuneration, and the accounting treatment of the discrepancy, if any, between the actual distributed amount and the estimated amount, for the current period:

 

Estimations of employee remuneration and director remuneration payable for 2015 shall be

 

54
 

respectively calculated according to 8.25% and 0.75% of net profit before tax (in which employee remuneration and director remuneration have not been deducted). Handling of the difference: The difference was recognized as changes in accounting estimates at the time the board passed the resolution. In case of a significant change to the amounts approved by the board of directors after the year has ended, the change is applied to adjust the expenses in the year in which they are recognized. If the amount still changes after the day the financial statements are passed, it shall be treated as changes in accounting estimates and entered into accounts in the following year.

 

3. Remuneration proposals passed by the Board of Directors None.

 

4. Remuneration report and results at the shareholders meeting

 

(1) To pay remuneration of employees, directors and supervisors in cash or stock. In case of any discrepancy between the amounts and the amortized estimates for the year, the differences, reasons, and responses should be disclosed.

 

The Company passed a resolution at the meeting of the Board of Directors on April 1, 2016 and at the shareholders' meeting on June 28, 2016 to distribute NT$2,033,800,000 (all in cash) as employee remuneration and NT$ 140,000,000 as director remuneration. The difference between the amount to be distributed and the combined amount of employee remuneration of NT$2,033,937,757 and remuneration to directors of NT$184,903,432 is NT$45,041,189. Handling of the difference: The difference was recognized as changes in accounting estimates at the time the board passed the resolution. In case of a significant change to the amounts approved by the board of directors after the year has ended, the change is applied to adjust the expenses in the year in which they are recognized. If the amount still changes after the day the financial statements are passed, it shall be treated as changes in accounting estimates and entered into accounts in the following year.

 

(2) The percentage of remuneration of employees to be paid in stocks out of the sum of the net profit after tax and total employee remuneration for the current period: Not applicable because employee remuneration for 2015 was distributed in cash.

 

5. Any discrepancy between actual distribution of remuneration of employees, directors and supervisors (including the number of shares, the amount and stock price) and the recognized remuneration of employees, directors and supervisors and disclosure of the differences, reasons and responses:

 

Earnings distribution plan and actual distribution of remuneration for 2014 passed in the Annual Shareholders' Meeting on June 23, 2015:

 

(1) The actual distribution of employee remuneration was NT$2,335,600,000 and director and supervisor remuneration was NT$211,200,000.

 

(2) The difference between the amount actually distributed and the combined amount of employee remuneration of NT$2,335,785,851 and remuneration to directors of NT$212,344,171 is NT$1,330,022.

 

Reason for the difference: Accounting estimate adjustments.

 

Handling status: The difference was recognized as changes in accounting estimates at the time the board passed the resolution.

 

(8) Stock buyback

 

November 30, 2016 

Phase of repurchase 7
Purpose of repurchase To change share ownership
Period of repurchase 2015/03/03~2015/03/27
Range of repurchase price NT$42–47
55
 
Type and quantity of repurchased shares 120,000,000 common shares
Amount of repurchased shares NT$5,333,405,737
Quantity of shares eliminated and transferred 0 shares
Accumulated quantity of ASE shares held 120,000,000 shares
Accumulated quantity of ASE shares held to total outstanding shares (%) 1.51%

 

56
 

5. Issuance of corporate bonds (including overseas corporate bonds)

 

(1) Unredeemed corporate bonds and corporate bonds undergoing private placement

 

Issuing company Advanced Semiconductor Engineering, Inc.
Item 3rd overseas non-guaranteed convertible corporate bonds 4th overseas non-guaranteed convertible corporate bonds 2015 1st non-guaranteed ordinary convertible bonds
Date of issue September 5, 2013 July 2, 2015 January 12, 2016
Par value US$200,000 US$200,000 NT$1,000,000
Issuing and trading location Singapore Exchange (SGX) Singapore Exchange (SGX) Taipei Exchange (TPEx)
Issuing price Issued at par value Issued at par value Issued at par value
Total US$400,000,000 US$200,000,000 NT$900 million
Interest rate 0% 0%

Tranche A: Fixed annual interest rate of 1.30%

 

Tranche B: Fixed annual interest rate of 1.50%

 

Period

5 years

 

Maturity Date: September 5, 2018

 

2.75 years (2 years and 9 months)

 

Maturity Date: March 27, 2018

 

Tranche A: 5 years, maturity date: January 12, 2021. Tranche B: 7 years, maturity date: January 12, 2023.
Guarantor institution None None None
Trustee Citicorp International Limited Citicorp International Limited Taipei Fubon Commercial Bank
Underwriting agency Citigroup Global Markets Ltd,Credit Suisse(HK) Ltd,DBS Bank Ltd,CIMB Bank(L) Ltd DBS, SC, CIMB, Citigroup and CS Yuanta Securities Co., Ltd
Certified attorney N/A N/A Yi & Cheng Attorneys-At-Law, Guo Hui-ji, Attorney at Law
CFA N/A N/A

Deloitte & Touche

 

CPAs Chen Zhen-li and Jiang Jia-ling

 

Method of repayment Bullet repayment Bullet repayment Bullet repayment for Tranche A and Tranche B
Unsettled amount US$400,000,000 US$200,000,000 NT$900 million
57
 
Issuing company Advanced Semiconductor Engineering, Inc.
Item 3rd overseas non-guaranteed convertible corporate bonds 4th overseas non-guaranteed convertible corporate bonds 2015 1st non-guaranteed ordinary convertible bonds
Provisions on repurchase or early settlement

(1) After three years of issuing corporates bonds, if the TWSE closing price of the issuing company's ordinary shares for 20 consecutive trading days has been converted into USD according to the exchange rate at the time, and the closing price equals 130% of the conversion price (converted into USD at a fixed exchange rate of US$1:NT$29.956 on the pricing day), then the issuing company may repurchase parts or all of the bonds at the repurchase price in advance.

 

(2) When 90% of the Company's corporate bonds have been redeemed, repurchased and cancelled or the bond holder has exercised his/her conversion right, the issuing company may repurchase all of the bonds at the repurchase price in advance.

 

(3) When changes in Taiwan's tax laws and regulations incur a tax increase on the issuing company's corporate bonds in the future, the issuing company may repurchase all of the bonds at the repurchase price in advance.

 

(1) As of March 19, 2015 after issuance of these bonds, if the TWSE closing price of the issuing company's ordinary shares for 20 consecutive trading days, out of 30 business days, has been converted into USD according to the exchange rate at the time, and the closing price equals more than 130% of the amount calculated as follows: the amount paid by the issuing company to repurchase the bonds in advance x the conversion price at the time (converted into USD at a fixed exchange rate on the pricing day) ÷ par value, then the issuing company may repurchase parts or all of the bonds at the repurchase price in advance (defined subsequently).

 

(2) If over 90% of the bonds have been redeemed, converted, repurchased, or cancelled, the issuing company may redeem all of the outstanding bonds in advance at the repurchase price. The actual price at which the issuing company can repurchase bonds in advance shall be determined collectively by the issuing company and lead foreign underwriter according to the market condition on the day on which the bond is priced.

 

(3) When changes in Taiwan's tax laws and regulations incur a tax increase, additional cost, or cost increase on the issuing company's corporate bonds in the future, the issuing company may repurchase all of the bonds at the repurchase price in advance in accordance with agreement. The actual price at which the issuing company can repurchase bonds in advance shall be determined collectively by the issuing company and lead foreign underwriter according to the market condition on the day on which the bond is priced. If a bond holder does not participate in redemption, the holder may not request the issuing company to bear additional tax or costs.

 

None
Restriction clauses None None Applicable to only professional investors specified under the Taipei Exchange Rules Governing Management of Foreign Currency Denominated International Bonds
Name of credit rating institution, date of rating, and rating level None None Fitch Ratings Ltd., Taiwan Branch Date of rating: December 16, 2015 Rating level: A+

 

58
 
Issuing company Advanced Semiconductor Engineering, Inc.
Item 3rd overseas non-guaranteed convertible corporate bonds 4th overseas non-guaranteed convertible corporate bonds 2015 1st non-guaranteed ordinary convertible bonds
Other rights Amount of ordinary shares that have been converted (exchanged or subscribed), DRs, or other securities As of November 30, 2016, NT$0 corporate bonds have been converted into ordinary shares, for an accumulated total of 0 ordinary shares been converted. As of November 30, 2016, NT$0 corporate bonds have been converted into ordinary shares, for an accumulated total of 0 ordinary shares been converted. N/A
Issuance and conversion (exchange or subscription) guidelines In accordance with the Company's Guidelines for Issuance and Conversion of 3rd Foreign Non-Guaranteed Convertible Corporate Bonds In accordance with the Company's Guidelines for Issuance and Conversion of 4th Foreign Non-Guaranteed Convertible Corporate Bonds N/A
Possible dilution conditions and influence on shareholders' interests The Company's unsettled principal for its foreign 3rd non-guaranteed convertible corporate bonds amounted to US$400,000,000 as of the end of November. According to the current conversion price of NT$28.99, it is anticipated that the corporate bonds can be converted to 413,328,734 shares, accounting for 5.21% of the total shares issued, which exert no material impact on shareholders' interests. The Company's unsettled principal for its foreign 4th non-guaranteed convertible corporate bonds amounted to US$200,000,000 as of the end of November. According to the current conversion price of NT$49.52, it is anticipated that the corporate bonds can be converted to 124,911,147 shares, accounting for 1.57% of the total shares issued, which exert no material impact on shareholders' interests. N/A
Custodian N/A N/A N/A

 

59
 

(2) Corporate bonds to mature within one year

 

Issuing company Anstock II Limited
Item 1st in 2014
Date of issue July 24, 2014
Par value US$200,000
Issuing and trading location Singapore Exchange (SGX)
Issuing price Issued at par value
Total US$300,000,000
Interest rate 2.125%
Period 3 years, maturity date: July 24, 2017
Guarantor institution Guaranteed by ASE Inc.
Trustee The Hongkong and Shanghai Banking Corporation Limited
Underwriting agency The Hongkong and Shanghai Banking Corporation LimitedCitigroup Global Markets LimitedDBS Bank Ltd
Certified attorney Baker & McKenzieMaples and CalderDavis Polk & Wardwell
CFA Deloitte & Touche
Method of repayment Bullet repayment
Unsettled amount US$300,000,000
Provisions on repurchase or early settlement

1. When a change in the controlling rights of the issuer and guarantor occurs, the issuer may, upon the request of the bond holder, redeem all issued bonds at a purchase price that equals 101% of the principal plus the accrued and unpaid interest (however, interest is calculated without including the day on which the change in controlling right occurred, and the day of redemption for the bond holder may be no later than 60 days after the day on which a change in the issuer's controlling right occurs.

 

2. When a change in both party's governmental tax policies causes a change in the principal and accrued interest, the bond issuer must notify the bond holder within 30 to 60 days.

 

Restriction clauses None
Name of credit rating institution, date of rating, and rating level Fitch Ratings on July 11, 2014: BBB
Other rights Amount of ordinary shares that have been converted (exchanged or subscribed), DRs, or other securities N/A
Issuance and conversion (exchange or subscription) guidelines N/A
Possible dilution conditions and influence on shareholders' interests N/A
Custodian N/A

 

(3) For any issued convertible corporate bonds which are convertible to common shares, overseas depositary receipts or any other securities:

 

Unit: NT$

 

Issuing company Advanced Semiconductor Engineering, Inc.
Type of Corporate Bonds 3rd overseas non-guaranteed convertible corporate bonds 4th overseas non-guaranteed convertible corporate bonds

 

60
 

 

Year

 

Item

2014 2015 As of November 30, 2016 2014 2015 As of November 30, 2016
Convertible corporate bond market High 129.227 144.915 128.867 - 101.065 98.527
Low 105.587 107.717 105.929 - 91.89 90.422
Average 118.829 124.947 119.083 - 95.676 94.431
Conversion price 28.99 (applicable as of August 21, 2016) 49.52 (applicable as of August 21, 2016)
Issuing date and conversion price at time of issue

Date of issue: September 5, 2013

Conversion price at time of issue: 33.085

Date of issue: July 2, 2015

Conversion price at time of issue: 54.5465

Method for exercising of the conversion obligation When a corporate bond holder exercises his/her conversion right, the issuing company shall, within five business days after receiving the conversion request, deliver new shares by the book entry of Taiwan Depository & Clearing Corporation. If the Company's bond holder who requested for conversion has not yet setup a foreign corporate bond depository account, the issuing company shall deliver new shares by book entry after the holder complete relevant account opening procedures. When a corporate bond holder exercises his/her conversion right, the issuing company shall, within five business days after receiving the conversion request, deliver ordinary shares by the book entry of Taiwan Depository & Clearing Corporation. If the Company's bond holder who requested for conversion has not yet setup a foreign corporate bond depository account, the issuing company shall deliver ordinary shares by book entry after the holder complete relevant account opening procedures.

 

 

61
 

(4) The following matters shall be disclosed for any issued exchangeable corporate bonds: None.

 

(5) The following matters shall be disclosed if the company adopts the shelf registration method for the offering and issuance of ordinary corporate bonds: None.

 

(6) The following matters shall be disclosed for any issued corporate bonds with warrants: None.

 

(7) Status of private placements of corporate bonds in the three most recent years, and up to the date of publication of the prospectus: None.

 

6. Issuance of preferred stocks: None.

 

7. Issuance of global depositary receipts (GDR)

 

November 30, 2016 Unit: US$ 

Date of issue

 

Item

September 2000 June 2003
Date of issue September 2000 June 2003
Issuing and trading location U.S. New York Stock Exchange U.S. New York Stock Exchange
Total amount of issuance US$140,000,000 US$86,808,000
Unit issuing price US$7 per unit US$2.65 per unit
Total number of issuing unit 20,000,000 units, each representing five ordinary shares of the Company 32,757,600 units, each representing five ordinary shares of the Company
Source of securities Ordinary shares issued for capital increase The Company's issued ordinary shares that are held by the Company's shareholders
Number and value of securities 100,000,000 ordinary shares, each share has a par value of NT$10. 163,788,000 ordinary shares, each share has a par value of NT$10.
Rights and obligations of DR holders Same as those of common share holders
Trustee None
Depository bank Citibank
Custodian bank Citibank Taipei Branch
Outstanding Up to the printing date of the prospectus, the number of outstanding DRs was 125,517,996 units, representing 627,589,985 common shares of the Company.
Apportionment of expenses for issuance and maintenance None
Terms and conditions in the depository agreement and custody agreement None
Market price per unit 2013 High 5.38
Low 3.87
Average 4.22
2014 High 6.89
Low 4.44
Average 5.77
2015 High 8.12
Low 4.54
Average 5.97
As of November 30, 2016 High 6.23
Low 4.39
Average 5.52

 

62
 

8. Exercise of employee stock option plan (ESOP):

 

To attract and retain potential professionals, encourage employees, and improve their loyalty, the Company received approval from the competent authority in November 2007, April, 2010, and April 2015 to issue 200,000,000 units of the 3rd employee stock options, 200,000,000 units of the 4th employee stock options, and 100,000,000 units of the 5th employee stock options, respectively. Each unit is subscribed as one ordinary share of the Company, and the subscription price is based on the closing price of the ordinary share on the day of issue. (The 1st and 2nd employee stock options have expired)

 

(1) Handling status of unexpired employee stock options as of the printing date of the prospectus and influence on shareholders' interest

 

November 30, 2016

Type of employee stock option

3rd employee

stock option

4th employee stock option

5th employee

stock option

First Grant Second Grant
Effective date 2007/11/22 2010/04/20 2015/04/17
Date of issue 2007/12/19 2010/05/06 2011/04/15 2015/09/10
Duration The duration of these stock options is 10 years, and these options may not be transferred, except in the case of inheritance. At the end of the duration, any unexercised stock options will be considered to have been waived, and the holder may no longer make further claims.
Number of units for issuance as approved by the Board of Directors 200,000,000 units 200,000,000 units 100,000,000 units
The number of options that can be subscribed as a percentage of outstanding shares 3.66% 3.41% 0.20% 1.19%
Subscription period 2009/12/19~2017/12/18 2012/05/06~2018/05/05 2013/04/15~2021/04/14 2017/09/10~2025/09/09
Mode of implementation The company will issue new common shares.
Vesting schedule (%)

Two years after the holder has been granted the employee stock options, the holder may subscribe these options according to the following vesting schedule.

 

Vesting period Maximum percentage of exercisable options

 

After 2 years     40%

After 2.5 years  50%

After 3 years     60%

After 3.5 years  70%

After 4 years     80%

After 4.5 years  90%

After 5 years    100%

Number of option shares exercised 117,714,800 shares 94,231,600 shares 3, 928,500 shares 0 shares

 

 

63
 

 

Type of employee stock option

3rd employee

stock option

4th employee stock option

5th employee stock option

 

First Grant Second Grant
Value of option shares exercised NT$ 2,614,674,479 NT$ 1,923,148,820 NT$ 88,784,100 NT$ 0
Number of option shares unexercised 43,707,700 shares 77,695,900 shares 7,187,500 shares 87,845,000 shares
Grant price per unexercised option share NT$21.1 NT$20.4 NT$22.6 NT$36.5
Percentage of Shares Unexercised to Total Number of Outstanding Shares (%) 0.55% 0.98% 0.09% 1.11%
Influence on shareholders' interest After the two-year holding period of these stock options, these options are exercised in three years, diluting the interests of the existing shareholders on a yearly basis. The dilution effect is limited.  
           

 

64
 

(2) Employee stock options granted to management team and to top 10 employees

 

November 30, 2016

  Title Name Date of issue

Number of

options granted

Percentage of Options Granted to Total Number of Outstanding Shares (%) Exercised Unexercised
Number of shares Price of shares Value of shares Percentage of Options to Total Number of Outstanding Shares (%) Number of shares Price of shares Value of shares Percentage of Options to Total Number of Outstanding Shares (%)
Manager CEO Jason C.S. Chang

2007.12.19 

2010.05.06 

2011.04.15

2015.09.10

 

39,325,000 0.50% 7,396,000 21.47 158,780,900 0.09% 31,929,000 20.83 (Note) 665,071,600 0.41%
President Richard H.P. Chang
Chief Operating Officer Tien Wu
Chief Financial Officer Joseph Tung

ASE Kaohsiung

President

 

Raymond Lo

Shanghai Headquarter

President

 

Jeffery Chen
Vice President. Chungli Branch Chen Tien-chi

Vice

President

Xu-Rui Yu
Vice President Dao-You Chen
Vice President Shih-Wen Lee
Vice President Kwang-Chun Chou
Vice President Kuo-Tang Lin
Vice President Song-Ching Hong
Vice President Chih-Bing Hong
Vice President Huan-Hua Mo
Vice President Ching-Kun Yeh
Vice President Chen-Ming Cheng
Vice President Yen-Chieh Tsao
Vice President and Chief of Accounting Hong-Ming Kuo
Employee Stock Options Granted to Top 10 Employees Rutherford Chang

96.12.19

99.05.06

100.04.15

104.09.10

11,020,000 0.14% 4,760,000 23.47 111,723,500 0.06% 6,260,000 20.70 (Note) 129,566,000 0.08%
Chun-che Lee
Chang Hsiang Ching-Ping
Zhi-qiang Lee
Pan Shih-hua
Jerry Chang
Shih-Song Lee
Rui-Ki Mi
Kui-Wen Lee
Dan-Ning Chang

 

 

65
 

Note: Range of share price: NT$20.4-36.5.

 

9. Restricted stock awards: None.

 

10. Acquisitions and mergers: None.

 

11. Any issue of new shares in connection with any acquisition of shares of another company, where still in process: None.

 

66
 

II. Business Overview

 

I.       Company profile

 

(I)       Business Content

 

1.       Business Scope

 

(1) The Company and its subsidiaries primarily offer three main categories of service, namely semiconductor packaging and testing products, electronic assembly products, and other types of service.

 

Semiconductor packaging and testing products

 

A. Packaging: Packaging and module design, IC packaging, multi-chip packaging, micro and hybrid module, memory packaging.

 

B. Testing: Front-end testing, wafer probing, final testing.

 

Electronic assembly products

 

Module and mother board design, product and system design, system integration, and logistics management.

 

lOther

 

Packaging material sales, real estate development, construction, housing property management, and shopping mall rentals.

 

(2) Business components

 

Unit: NT$1,000; %

Year

Item

2014 2015
Net operating income Percentage Net operating income Percentage
Packaging products 121,336,453 47.29% 116,607,314 41.16%
Testing products 25,874,694 10.08% 25,191,916 8.89%
EMS products 105,784,427 41.23% 138,242,100 48.80%
Others 3,595,873 1.40% 3,261,206 1.15%
Total 256,591,447 100.00% 283,302,536 100.00%

 

(3) Current product/service lineup

 

The Company's current product (service) items mainly comprise packaging products, testing products, and electronic assembly products.

 

(4) New products (services) to be developed

 

jPackaging technology

 

Name Context
Advanced Technology
3D SiP 1. Die-to-die, die-to-wafer stacking
2. Fine pitch cu pillar fc solution
3. Si interposer sip technology
4. Si optical bench sip technology
5. Thermo-compression bonding technology
6. Wafer level mems packaging
7. Fan-in map pop technology
8. Fan-out map pop technology
9. Thin core fc pop technology
10. Integrated passive device

 

67
 
Name Context
  11. Embedded passive laminate substrate
12. Embedded passive Si substrate
13. Embedded active Si substrate
14. Heterogeneous chip integration SiP
15. Fine pitch CoC SiP solution
16. Compartment shielding technology
17. Double side selective molding technology
18. 2nd fine line/space substrate stacking
19. Panel level fan-out/pop technology
20. Flexible substrate & assembly technology
Optoelectronic packaging (OEP) 1. High power / high brightness led packaging solution
2. Wafer level white light led packaging solution
3. Optical sensor packaging solution
4. Optical-electronic interconnection
Wafer Level Chip Scale Packaging (WLCSP) 1. Through silicon via
2. Silicon substrate technology
3. 300mm wafer 2D fan-out WLP
4. 200mm wafer 3D fan-out WLP
5. Fine line Cu-plated RDL technology
6. 4-layer polymer, Cu-plated RDL technology
7. Low temperature cure polymer, Cu-plated RDL technology
8. Sawn wafer probing
9. High IO / Die shrinkage WLCSP
10. IR through backside lamination (BSL)
11. Wire redistribution process and protective layer stacking technology development
12. 5um/5um wire redistribution process technology development
13. Thin-film wafer BSL technology development
14. Technology for reducing cutting risks

Flip-chip 

packaging

1. Coreless flip chip package
2. 20 nm ELK wafer lead-free FC
3. 300mm TSV wafer 50 um CMP technology
4. SD laser technology on thin ELK wafer
5. Molded core embedded package
6. Molded pre-singulated package
7. Exposed mold under fill
8. Flip chip quad flat no leads
9. Very fine pitch cu pillar flip chip product
10. HBPOP package development
11. Cu bumping buried wiring substrates (<16-nm flip chip packaging)
12. Wafer level 20-nm flip chip packaging and fine substrate structure combination (N20)
13. High-order flip chip quad flat no-lead development (FC QFN development)
14. 1 Layer embedded trace substrate (1L ETS) assembly
15. 2.5D Advanced IC assembly

 

68
 

 

Name Context

Radio frequency (RF) 

Module

1. MCU + BLE + AoP wireless connection module total solution
2. Irregular FC Cu-pillar multi-band multi-mode SiP module solution
3. Embedded passive substrate wireless module
Wire bond package 1. 14-nm Cu / ELK wafer wire bond solution
2. 15-um Cu wire bond technology development
3. New Cu wire bonding material technology development
4. New wire bonding material technology development
5. Low-cost, high-performance aS3 / aQFN
6. Single layer carrier package development
7. FC QFN for ATV development
8. High thermal HS evaluation
9. Cap on die
Wireless communication SiP module 1. Composite packaging SiP module integrated with BB+RF(Multi-Bands)+DRAM+PMIC and peripheral passive components with the latest composite wireless communication technology (multiple mode communication SiP module solution)
2. Highly miniaturized and integrated SiP communication function module solution
Bumping
Plating 1. Low Ag of Sn/Ag lead-free (LF) micro bump plating technology
2. Single PI and single RDL for WLCSP
3. Micro Cu pillar bumping
4. RDL+LF bumping
5. RDL+Cu pillar
6. FOCoS Cu pllar

 

kTesting technology 

Name Context
New Test Technology

Wafer

 

probing

 

1. RF wafer probing testing technology
2. High parallel site test solution
3. Wafer level photonic laser diode burn-in test
4. Pin coating technology for probe card
5. Film frame probing solution
6. Tri-temp wafer probing
7. Copper pillars probing solution
8. High parallel site test solution
9. Thin-wafer test solutions

Final

 

test

 

1. 802.11ac RF SOC test solution
2. USB3.0/PCIE testing technology
3. G sensor testing technology
4. Gyro sensor testing technology
5. Universal wireless SiP test system development
6. Low cost non-ATE test methodology for low I/O count device test, IoT/wearable devices
7. High UPH power management IC tester development
8. Multi-channel multi-function, and multi-process SIP tester development
9. High channel density SOC tester development
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Name Context
  10. Hardware module controlled platform and common tester user interface development
11. Optical sensor testing solution
12. Industrial/consumer sensing IC testing solution
13. USB3.0 Type-C testing technology
14. MEMS testing technology
15. SiP testing technology
16. Strip device testing technology
17. Tiny package testing technology

Test data

analysis

Big data analysis/mining prototype system building

 

l IPM process technology 

Name Context
New Process Technology

Solder paste print die bond

to lead frame

1. >5-mm chip soldering in-line bonding for enhancing UPH.
2. Solder paste interface with a pore size equaling 1% of the interface.

Solder paste print 

passive component bond to lead frame 

1. Solder paste once-off print and component bond to lead frame for enhancing UPH.
2. Passive component solder paste bond to lead frame technology.

Al wire bonding to 

lead frame 

>5-mil Al-wire in-line bonding for enhancing UPH.

LF passive component 

and exposed Cu heatsink molding 

1. Void-free 50-µm passive component bond.
2. Bonding technology to expose the backside of metal heatsink

 

m COB module process technology

 

Name Context
New Process Technology

Wire bonding 

on FPC 

1. Moldering ball bond on a 120-µm think soft circuit board.
2. Enhancing the yield of moldering 0.9-mil Au-wire onto soft circuit board.

nElectronic assembly products

 

It is a longstanding belief that a top-notch process capability, rigorous quality control, and real-time feedback system are the key factors for gaining customer trust and affirmation of the company. In a competitive industrial environment, however, relying on these factors is inadequate for expediting the company's growth dynamic. A company must continuously improve its R&D capacity, increase activities of product R&D, and constantly maintain its leading status in the market. The Company recruits outstanding R&D professionals from Taiwan and China to inject elements of vitality in developing new technologies and products, to integrate software/hardware applications with miniaturization capabilities, and to improve product values and profitability. In addition, the Company will also steer its R&D focus on the following products:

 

A. Wireless communication module products.

 

B. Electric circuits for headlamps.

 

C. Continuing to develop applications for miniature products, including existing

 

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products, IoT, and virtual reality products, and to persist in process improvement.

 

D. Targeting cloud calculation R&D and network storage technologies and collaborating with wafer companies to introduce high-performing solid state drive.

 

E. Constantly developing green design products to reduce material and energy consumption.

 

2.       Industry overview

 

(1) Industry current trends and future outlook

 

Packaging and testing industry

 

The Company's packaging and testing products department leverages its core competency in advanced semiconductor packaging and testing technology and process R&D to provide advanced packaging and testing service for semiconductor manufacturers worldwide. The following describes the current status and development trend of the semiconductor industry:

 

Lukewarm global economic growth, the impact of Brexit, and the rebalancing of economic growth in China have led to predictions of lower economic growth in 2016 compared to 2015. However, the IMF has projected a gradual recovery in the global economy, driven by emerging markets and developing economies. Furthermore, the major economies such as the US, Europe, Japan and China have maintained stability. The IMF and HIS Global Insight both predict that global economic growth in 2017 will be better than 2016.

 

Predicted economic growth worldwide and in key economies

 

Unit: %

Year 

Region

IMF IHS Global Insight
2015 2016 2017 2015 2016 2017
Global 3.2 3.1 (3.1) 3.4 (3.4) 2.7 2.4 (2.4) 2.8 (2.8)
Advanced economies 2.1 1.6 (1.8) 1.8 (1.8) 2.1 1.5 (1.5) 1.7 (1.8)
   US 2.6 1.6 (2.2) 2.2 (2.5) 2.6 1.4 (1.5) 2.2 (2.4)
   Eurozone 1.9 1.7 (1.6) 1.5 (1.4) 1.9 1.6 (1.6) 1.4 (1.3)
   Japan 0.5 0.5 (0.3) 0.6 (0.1) 0.5 0.6 (0.6) 0.7 (0.7)
New and developing economies * 4.0 4.2 (4.1) 4.6 (4.6) 3.9 3.9 (3.9) 4.5 (4.5)
   China 6.9 6.6 (6.6) 6.2 (6.2) 6.9 6.6 (6.6) 6.3 (6.3)

 

Note: The numbers in parentheses are the IMF’s predictions in July of this year, while GI’s predictions were made in September, as well as the official published data for 2015 by each country. 

* HIS Global Insight prediction for the economic growth of emerging markets 

Source: 1. IMF, World Economic Outlook, Oct. 4, 2016 

2. IHS Global Insight Inc., World Overview, Oct. 15, 2016

 

Gartner revised the sales value of the global semiconductor market for 2016 in October 2016 to US$ 331.8 billion, which reflects a decline of only 0.9% compared with the US$334.8 billion in 2015. This is due to a drop of 11% in the

 

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memory market, including a fall of 20% in DRAM and a growth of 2% in Nand flash memory. Smart cars, electric cars, and the Internet of Things (IoT) will drive the development of semiconductor components in the direction of further miniaturization and low power consumption, leading to a rise in demand for semiconductors. The value is predicted to reach US$350.1 billion in 2017 (5.5% growth), US$365.1 billion in 2018 (4.3% growth), and US$372.6 billion in 2019 (2.1% growth). It is estimated that the scale of the global semiconductor market in 2020 will approach US$384.3 billion.

 

Forecasting of the global semiconductor market

 

 

Source: Gartner; IEK (2016/11)

 

According to IEK's estimation, the semiconductor industry in Taiwan will produce an output of NT$2.43 trillion with a growth of 7.5%. In particular, the output of the design industry was NT$660.1 billion, a growth of 11.4% over 2015. This is mainly due to China's policy of subsidizing smartphones, the entry of memory control IC manufacturers into the global production chain, and panel driver IC manufacturers increasing their production output in high-resolution panels for LCD televisions. The output of the manufacturing industry amounted to NT$1311.7 billion, a growth of 6.6% from 2015. This was mainly due to an influx of orders from advanced processes into the wafer foundry industry, as well as a fall in demand for computer IT products and its subsequent influence on the memory industry. The output of the packaging industry amounted to NT$461 billion, a growth of 4.46% from 2015, with the output of the packaging industry and IC testing industry at NT$322 billion and NT$139 billion, respectively, a growth of 3.9% and 5.8% respectively compared to 2015. This was mainly due to a recovery in demand for advanced packaging among advanced semiconductor processes. The table below presents the operating performance of IC design, manufacturing, packaging and testing industry in Taiwan for the period 2012–2015 and the estimated performance for 2016:2012–2016 output value of IC sub-industries in Taiwan

 

Unit: NT$ 100 million

Year

Detailed items

 

2012 2013 2014 2015 2016(e)
IC industry output in Taiwan 16,342 18,886 22,033 22,640 24,328
IC design in Taiwan  4,115  4,811 5,763 5,927 6,601

 

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Year

Detailed items

2012 2013 2014 2015 2016(e)
IC manufacturing in Taiwan  8,292  9,965 11,731 12,300 13,117
Foundry service 6,483 7,592 9,140 10,093 11,345
Memory device manufacturing 1,809 2,373 2,591 2,207 1,772
IC packaging and testing industry in Taiwan  3,935  4,110 4,539 4,413 4,610
IC packaging 2,720 2,844 3,160 3,099 3,220
IC testing 1,215 1,266 1,379 1,314 1,390

Note: (e) Estimates 

Source: TSIA, WSTS, IEK (2016/11)

 

According to the evolution of the output value of the IC industry in Taiwan in 2016, foundry service (accounting for 46.6%), IC design (accounting for 27.1%) IC packaging and testing (accounting for 18.9%) were the three main pillars of Taiwan’s semiconductor industry. Looking forward to 2017, economic recovery will drive demand in semiconductors, with associated growth in output for smartphone chips, PC chips (including Type-C), and SSD driver ICs. New applications such as vehicle ICs mean that IEK has predicted that the production output of Taiwan's semiconductor industry will grow by 7% in 2017, in which the output of the IC packaging (IC testing) industry will reach NT$343.5 billion (NT$153.3 billion), which reflects a growth of 6.7% (10.3%) compared with that in 2016. In summary, the IC packaging and testing industry in Taiwan will continue to growth 7.8% by 2017, thanks to a recovery in demand and a rise in the proportion of high-end packaging and testing products..

 

Overview of the electronic assembly product industry

 

The electronic assembly products of the Company and its subsidiaries fall under the electronic manufacturing services (EMS) category, also referred to as electronic contract manufacturing (ECM) or professional electronic OEM service. EMS refers to the provision of a service or multiple services other than brand sale service, including product development and design, material procurement, production and manufacturing, assembly, and after-sale service. EMS mode is classified into EMS and ODM depending on the scope of service, and EMS and ODM are collectively known as design manufacturing service (DMS). At the present stage, electronic domains generally define EMS and ODM modes differently, which are described in the table below.

 

Category Service Scope
Product Concept R&D Design Material Procurement Production & Manufacturing Logistics Brand Sale After-sales service
EMS No No Yes Yes Yes No Yes

 

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Category Service Scope
Product Concept R&D Design Material Procurement Production & Manufacturing Logistics Brand Sale After-sales service
ODM Autonomous or Joint Autonomous or Joint Yes Yes Yes No Yes

Note: DMS providers generally offer services that are free of product concepts, whereas ODM service providers with particularly strong R&D capability provide services that incorporate product concepts.

 

In summary, DMS is the collective name given to a series of service modes, including product R&D design, product testing, material procurement, production and manufacturing, logistics, repair and maintenance, and other after-sales service, that are provided by electronic product brand owners. Concurrently, because manufacturing service providers and brand customers generally specify their service scope and specific requirements by entering a contract agreement that integrates framework agreement and order forms. Therefore, DMS (including EMS and ODM) is also incorporated in the scope of the manufacturing agreement.

 

Unlike OEM, EMS provides global transports and global assembly services. With such a global advantage, EMS can engage in production activities in a region without having their imports/exports being withheld by customs, and this advantages saves them from tax costs. Moreover, a global assembly plant and a global transport system can expedite the rate of assembly and delivery processes. In other words, EMS providers can perform optimally in terms of speed and cost. Thanks to its close relationship with part manufacturers (satellite system), EMS providers generally integrate related upstream part manufacturers (by merging or forming a strategic alliance) to further minimize their operation and procurement costs. The global supply chain has increased to a greater scale. To shorten the time required to deliver products to the end consumer market, OEM industries have also extended their supply chain globally. In other words, EMS providers have evolved from offering point-to-point service to a comprehensive support service that facilitates increasing their core value among their competitors.Forecasting of the global EMS income

 

 

Unit: US$ million

 

 

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Source: MMI, 2016/06

 

The global EMS industry grew rapidly in 2013 by 10.7% and then increased by 8% in 2014, after which it experienced a slight decline of 2.4% in 2015 primarily due to the decrease in demand for computer products. In the long run however, EMS remains highly potential, particularly in non-traditional outsourcing applications such as industrial applications, medical industry, automobile, national defense security, and aviation industry. According to the 2016 report published by NVR, the global EMS/ODM income was predicted to reach US$430 billion in 2015, and increasing to US$580 billion by 2020. This suggests an annual compound growth of approximately 6.2% between 2015 and 2020.

 

(2) Relationships with suppliers in the industry's supply chain

 

Packaging and testing industry:

 

In the entire semiconductor supply chain, the Company and its subsidiaries are primarily responsible for supplying materials needed for midstream packaging and testing and downstream packaging. The Company and its subsidiaries offer customers wafer packaging and testing services for semiconductors, purchases wafers primarily from internationally acclaimed semiconductor companies, and maintains a favorable long-term relation with these companies. By vertical division of labor, we are able to enhance our competitiveness as well as that of our strategic alliances and partners.

 

Structural diagram of the semiconductor industry in Taiwan

 

 

 

Note: Numbers in the figure represent number of companies 

Source: MIC, 2016/01

 

EMS industry:

 

The upstream vendors of professional EMS providers primarily include material producers who specialize in PC boards, integrated circuits, other electronic components, etc. Their efficiency, quality, and price of material supplies will, to an extent, influence the delivery cycle, product quality, and price competitiveness of the EMS provider. The downstream vendors include brand owners who are involved in wireless network communication, household appliance, computers and servers, data storage, smart handheld devices for industrial use, commercial

 

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sales, automobile electronics, etc. The changes in the demand of the downstream vendors directly influence the development and profitability of the EMS industry.

 

EMS industry needs to build a long-term, stable supply chain cooperative relationship with upstream suppliers and downstream brand owners. Through the integration of the entire supply chain resources, relationship coordination, and process optimization, a win-win outcome for members of the supply chain can be realized. Their value addition and competitiveness hinge on the intensity of their relationship with upstream and downstream vendors, and therefore these two factors a strongly associated with each other.

 

 

 

(3) Product development trends

 

Packaging and testing products

 

End electronic products have slowed in growth rate because of the increasing prevalence of electronic products ranging from personal computers smartphones. The next killer wave application that will dominate in the next 5 to 10 years is believed to be Internet of Things (IoT), in which the smart electronics will be the source of future business opportunities.

 

Compared with the billions of dollars of demands for semiconductors in computers or mobile devices, their demands in IoT will reach hundreds of billions. The market estimated that the world will have 30 billion internet-connecting devices by 2020, contributing to approximately US$1.9 trillion in value for IoT applications. Such tremendous opportunity has instigated intense competition among vendors around the world. A wide variety of smart applications, including smart city, smart car (Internet of Vehicles), smart home, smart medicine (telecare), smart individual (health and fitness), smart plant, and smart manufacturing, have been developed. In the future, the challenges that the IC industry will face are determining a method by which to extend PCs and mobile phones to other smart electronic applications, products, technologies, and markets.

 

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Unlike the previous single killer end-application market, IoT cannot only focus on a single process or product. Instead, it seeks diversity in industrial characteristics, while focusing its semiconductor technologies on advanced, mature process technologies and integration capability. The IoT will therefore induce a revolutionary change in the development of the global IC industry.

 

The emergence of IoT steered the semiconductor component technology toward process miniaturization, second-generation communication, sensor integration, and high-order multi-visual computation, and in-memory operation. These aspects can serve as a basis for deducing the future orientation of core technologies and new applications as the IoT applications become prevalently used in the semiconductor industry. Regarding product demand, IoT products must feature heterogonous integration and ultra-low power consumption. These characteristics can disassemble IoT products into components that are lightweight, that feature lengthy battery life, and that can connect to the Internet while consuming minimal power.

 

The development of high-spec, low-cost mobile devices has become a trend. The ability of these devices to integrate diversity of functions is now a basic function contributing to a continual increase in SiP demand. This function will attract increasingly more vendors to invest in the R&D of SiP in 2016, which will gradually orient SiP technologies toward a generation that prevalently uses IoT applications.

 

Hardware development must be based on semiconductor components and sensor communication interface in order to improve the quality of life for humans. These components include processor, analog IC, communication IC, memory, and sensors, and relevant technologies comprise ultra-low power and SiP technologies, which subsequently enable the integration of different functional wafers in single miniaturized packaging bodies.

 

To enhance performance and reduce power consumption, the market tends toward stacking the processor with memory devices during packaging because this approach can achieve reduced area, reduced power (short path and minimal impedance), and increased transmission speed (shortened electronic transmission path). This method therefore resulted in the development of 3D IC and TSV technologies, which are aimed at connecting stacked ICs for heterogeneous integration of vertical stacks.

 

Under the developing trend of end products (e.g., IoT and wearable devices), hardware systems have transformed from previously large devices (e.g., PC) into mid-sized mobile phones and subsequently into smaller wearable devices (e.g., smart watch). Such system miniaturization restricted the use of spaces in hardware packaging. Multiple functions and limited space led to the rise of SiP applications, such as the S1 chip in Apple Watch. Specifically, embedded technologies for substrate-embedded wafer or passive components are characterized by small area, effective heat dissipation, and reduced noise signal, which make them an excellent tool for utilizing the added function of substrates during SiP process.

 

In addition to embedding wafers in the substrate to achieve reduced area, developers can place wafers on top of a passive component to make use of space. The semiconductor embedded in substrate (SESUB) of TDK technology is one example of this approach. Therefore, the Company engaged in a joint venture with the Japanese firm TDK to introduce embedded technology in SiP. The goal was to combine SiP with embedded board technology and to enhance yield rate. Attributed to its outstanding performance in saving space, electrical property, and

 

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heat transfer, embedded boards became the top choice for developing IoT SiP technology, thereby serving as the basis for future end IoT products.

 

Looking ahead of the future, the next opportunity for the semiconductor industry will come from the Internet of Things (IoT). 2016 will be the year in which IoT is upgraded to Smart IoT level. At the CES show, large firms all focused on the Internet of Everything, striving toward an Internet of Life. International semiconductor firms have shifted from emphasizing high-performing wafer hardware technologies to stressing the importance of innovative living applications and a perfect user experience. Their product applications are concentrated on smart cars (autonomous driving and driverless concepts), unmanned vehicle, smart home, wearable devices, virtual reality, and robots. With their advantage in technologies as the core, large firms will target the three major technologies required for IoT systems, namely, smart computing, smart sensing, and smart transmission. Furthermore, they will attempt to build an open industrial ecology in which interconnecting platforms are established for seeking strong, powerful partners.

 

Another aspect worth mentioning is the automobile industry; vehicles are advancing toward smart, automated, electric, and shared applications, making them safer and more reliable (e.g., autonomous car systems and active safety systems), more comfortable and convenient (e.g., vehicle information communication system, communication between smartphones and cars, apps exclusive for vehicles, head up display, and innovative human-machine interface), and more energy-efficient and environmentally friendly (e.g., electric cars).

 

Although electric cars still account for a small portion of the automobile industry, they are increasing annually in double digits. Except for the complexity of managing the power and IC of electric cars, the overall design idea of electric cars is steering toward the concepts of connected cars and Internet of Vehicles (IoV), thereby substantially increasing the demand for IC compared with that required for traditional vehicles. The electronic automobile market will exhibit the strongest growth in the future, Gartner has estimated that in 2016 the vehicle IC market worldwide was worth US$31.4 billion, which will rise to US$41 billion in 2020. As vehicles become increasingly more “intelligent” the cost of automobile electronics will elevate further, which also increases the content of semiconductors in each vehicle on average.

 

Electronic assembly products

 

Influenced by the rapid development of upstream businesses, the global electronic market has successively produced a diversity of products that feature customized appearances. As new products diversify, market demands continuously increase, further aggravating the intensity of competitions in the industry. In particular, the rapidly evolving network communication industry and the rise of the consumer electronic industries intensified the competition in the electronic product market, which prompts brand owners to demand for improved technologies, new products, immediate market response, and adjustments to product portfolios in a timely manner. Numerous large international brands have continued to outsource their services in order to enhance their competitiveness in the global market and increase their share in the market. Therefore, the increase in the overall sales volume of EMS providers offers a greater room for developing stable cooperation among members of the supply chain. Subsequently, smartphones, tablets, and other electronic products will be in great demand in the global end electronic product market.

 

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A. Global demand for outsourcing electronic products exhibits continuous growth trend

 

As the EMS mode matures and service quality improves, the global EMS industries continue to expand their service scope, which increases their OEM-based production volume both incrementally and annually. To meet the growing demand of brand owners, the scope of EMS increases incessantly, gradually covering the highest end of the product value chain. This trend provides a greater space for development to manufacturers, like us, who are equipped with the capability to plan, design, and research and develop products. It also motivates us to become the fastest growing manufacturer in the world.

 

B. The rapid development of wearable equipment expedites the development of miniature system modules

 

Wearable devices are devices that can be worn on the body as implants or accessories; these devices are integrated with multimedia, sensing, and multifunctional miniature technologies and support hand gesture and eye movements as a means of communication. Wearable devices are developed by employing wearable technologies to incorporate smart designs in people’s daily wearable accessories. Currently, wearable devices available in the market include smart bracelets, smart watch, smart spectacles, sports shoes, pace counter, apparels, and earphones. Attributable to 20 years of continuous efforts of industrial and academic experts, a wide variety of advanced wearable products and devices have been developed. Presently, technological leaders and small startup companies have entered the wearable device market, suggesting the powerful potential of this type of market.

 

C. The popularity of smart end devices accelerated the prevalence of wireless communication modules (WiFi)

 

A mature ecological system for electronic products and the diverse functions of application programs have increased people’s demand for better performing smartphones and tablet computers. Smart end devices have improved immensely in terms of function and complexity, from the most primitive functions such as camera functions to wireless data transfer via 3G, WiFi, and Bluetooth, to using GPS navigation functions, gyroscope, and speed sensors. Since 2013, 4G has become the standard network system in high-end smart devices, in addition to near field communication (NFC for mobile payment and data transmission) and fingerprint identification. Currently, increasingly more powerful functions such as enhanced photo color and motion sensor control are gradually maturing and have been integrated into mobile phones. Therefore, the functions of end smart devices are continuously improving.

 

Since its development, WiFi has been extensively applied to various types of digital mobile products, specifically smartphones and tablet computers. As the functions of end smart devices continue to improve, the smart mobile markets are also being rigorously developed, further increasing the demand for WiFi applications.

 

D. Division of labor in the electronic manufacturing industry and niche shift and clustering effect of manufacturing service industry

 

Influenced by the global economic integration, the division of labor in the electronic manufacturing profession, the continuously maturing EMS in Taiwan, and the relocation of the global EMS industry to Asia Pacific, particularly to China, the EMS industry in Taiwan has grown way faster than the entire electronic industry in the same period, and this trend will inevitably increase the overall market capacity and instigate a rapid development of the EMS industry.

 

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The electronic industry has significantly clustered in China as the global EMS industry gradually relocates to the Asia Pacific. In addition, the upstream and downstream supply chain of the EMS industry have matured significantly, including their centralized procurement of basic electronic components, R&D design packages, and global logistic support service, all of which are able to facilitate the globalization of the EMS industry.

 

(4) Competition Status

 

Packaging and testing industry

 

The effects of emerging markets and saturation of end products on the global semiconductor market elucidate the low operating revenue of the semiconductor industry around the world, including Taiwan. From IC manufacturers’ perspectives, although they did not perform as well as they did in 2014, many vendors have used this opportunity to readjust their business goals, development strategies, and continual investment technologies, as well as to cooperate with international businesses.

 

However, the Chinese government invested billions of RMB to actively promote its semiconductor industry, which resulted in the rapid rise of a red semiconductor supply chain. South Korean government also proposed a revitalization project for its semiconductor industry, and this project is advantageous for the vertical integration of integrated device manufacturers (IDM). Furthermore, Japanese and European governments have strategically advanced toward developing value-added and differentiated semiconductor technologies for medical, industrial, agricultural, and automobile uses, combining and applying automobiles and robots to pave their way into aviation industry and ultimately the universe.

 

The rapidly changing economic environment and intensifying industry competition have made it difficult for Taiwan to maintain their fundamental business. With the United States leading the world, it is difficult for Taiwan to aim for the top. The merger and acquisition among the semiconductor industries remain frequent in recent years, which suggest that Taiwanese firms must have a corresponding strategy to expedite their transformation.

 

EMS industry

 

According to the 2015 global EMS supplier ranking announced by the Manufacturing Market Insider (MMI), our Company’s subsidiary, USI Electronics Inc. was ranked No. 9. The top 8 suppliers were Hon Hai Precision Industry/Foxconn, Pegatron, Flextronics, Jabil Circuit, Sanmina, Celestica, New Kinpo Group, Wistron.

 

3.       Overview of Technology and R&D

 

(1) Technological level of company's operative business and R&D

 

Packaging and testing products

 

The prevalence of OEM industrial chain mode in the semiconductor industry, ASE has also followed the steps of major foundry service providers (e.g., TSMC, UMC) and advanced toward the R&D of high-order products, and advancement of its technologies in order to create multi-win outcomes. To accommodate the increasingly complex functions, miniaturization, and optimal cost effects, ASE has focused on specializing its advanced packaging and testing technologies, including 2.5D & 3D IC, SiP, CSP, flip chip, bumping, and WLP.

 

Orienting toward refining its existing technologies and developing advanced

 

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products, ASE Group allocates 3 to 5% of its operating revenue to the R&D of technologies, which is also why the company has obtained over hundreds of patients every year. This is aimed at maintaining the company’s leading status in the industry and sustaining its competitive edge. In addition to taking the lead in the market share, ASE must also stay on top of their competitors in the research and development of technological applications.

 

kElectronic assembly products

 

To further improve their service and product quality, the Company and its subsidiaries have focused on developing a diversity of innovative products in order to raise their competitiveness. Capitalizing on their exclusive R&D professional knowledge, they endeavored to optimize their products to offer their expansive customers high-performing products and services with high price-performance ratio as well as exceptional engineering and manufacturing capabilities. Currently, the Company and its subsidiaries have developed products that are used in computers and casings, telecommunication systems, industrial electronic product manufacturing services, automobiles, storage, and server programs.

 

The Company and its subsidiaries have a significant advantage in the R&D and design of their primary products. Since their inception, they have established and reinforced a core development strategy that centers on autonomous R&D and technology, using their R&D center as the core of their business development. In terms of EMS technologies, the Company and its subsidiaries have built a team of over 1,800 R&D experts, each of whom is highly competent and experienced in product R&D and design.(2) Research & Development Personnel & Educational Qualifications

 

Unit: person; years 

Year

Item

2013 2014 2015 2016
 As of November
Educational Qualifications Ph.D 69 81 101 109
Masters 1,572 1,925 2,351 2,428
Bachelors 4,239 4,367 4,186 4,224
Senior High School 427 578 542 734
Total 6,307 6,951 7,180 7,495
Average years of service (years) 8.48 8.18 8.80 8.80

 

(3) R&D Expenses invested annually during the past 5 years

 

Unit: NT$1,000; % 

Year

Item

2011 2012 2013 2014 2015
Research expense 7,117,964 7,877,408 9,069,018 10,289,684 10,937,566
Net operating income 185,347,206 193,972,392 219,862,446 256,591,447 283,302,536
As a percentage of net operating income 3.84% 4.06% 4.12% 4.01% 3.86%

 

 

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(4) Successfully-developed technologies and products during past 5 years

 

Packaging and testing products

 

 

  

82
 

 

 

 

 

83
 

 

 

84
 

85
 

 

86
 

 

87
 

 

88
 

 

 

89
 

 

90
 

 

91
 

 

92
 

 

  

 

93
 

 

  

 

 

94
 

 

 

95
 

 

 

 

 

New technology developed 

WLCSP 2.5D TVS stacking mass production
First in fan out packaging
Wafer level system packaging
Sensor TVS
Passive component integration
40um fine pitch Sn/Ag/Cu pillar bump plating
Flip Chip 16nm Cu/ELK Lead Free FC Solution
Double side molding technology
High density high bandwidth stacking packaging
Multilayer thin line embedded coreless board
20/28 nm flip chip certification
Wire Bond Package Application development for embedded circuit substrates
High-end FC QFN packaging and testing
Ultra-fine pitch and diameter Cu/Au wire weding technology
20/28 nm technology certification
Wireless Module Wireless sensor module packaging
Segmented electromagnetic interference masking
Wireless Communication Module High-density SiP packaging communication modules
Highly integrated multi-modes multi-bands 3G communication modules

 

 

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kElectronic assembly products

 

A.       Communication

 

Product Category R&D Outcome
Wireless Modules Wi-Fi, B, FM, GPS, WiMax, CMMB Combo (WiFi+BT, WiFi+BT+FM, WiFi+BT+GPS+FM)
Wireless network interface controller (NIC) module

Wi-Fi, BT,

FM, GPS, WiMax, CMMB Combo (WiFi+BT, WiFi+BT+FM, WiFi+BT+GPS+FM)

Business wireless access point (WAP)-Indoor 802.11n 2*2 multi(single)-module WAP
 802.11n 3*3 multi(single)-module WAP
Business wireless access point (WAP)-Outdoor 802.11n 2*2 multi(single)-module WAP 802.11n 3*3 multi(single)-module WAP

 

 

B.       Industrial Use

 

Product Category R&D Outcome
POS - All-In-One POS
- POS PC
- KIOSK

Computers

- A M MB
- HMI MB

Smart Handheld Devices

- Rugged Handheld Mobile Computer

- Enterprise Mobile Computer

 

 

C.       Computers and storage device

 

Product Category R&D Outcome
Storage device
Network storage device SMB: 1U4Bay/2U12Bay Rack Mount NAS
SOHO: Tower 2/ 4/ 5/ 6/ 8 Bay NAS
DMP (Digital Media Player)
Redundant array of independent disks (RAID) SAS/SATA RAID Fiber RAID
 Disk assembly
Host bus adapter SAS/SATA adapter
SAS/SATA RAID card
10G Ethernet card
Infiniband adapter
Network storage server 2U24 IPS (Redbass)
2U12 SBB IPS (Thuban)
Solid state drive 2.5” SATA II
1.8” SATA II
2.5” SATA III
Computer products
Server motherboard Single-core server motherboard Dual-core server motherboard Quad-core server motherboard
Server expansion card SAS expansion card
 Ethernet expansion card
 Infiniband network expansion card
Server adapter Various types of functional server adapter
Server backboard Server power backboard
 Server back network backboard
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Product Category R&D Outcome
Computer peripherals Touch screen control panel
 Color identification instrument

 

D.       Consumer electronics

 

Product Category R&D Outcome

Liquid crystal display module

Printed circuit board (PCB) assembly

- Notebook/monitor/TV liquid crystal display control panel
 - Notebook/monitor/TV LED light strip - Liquid crystal display source board
 LED driver board
TV Set PCBA - TV motherboard
 - TV electrical power control panel
 - TV keyboard

  

E.       Automotive electronics

 

Product Category R&D Outcome
Design and manufacturing service
Voltage Regulator - Original Equipment Product
- After-Market Product
Rectifier - Original Equipment Product
- After-Market Product
LED Lighting PCBA - Daytime Running Lights (DRL) 
- Center High-Mounted Stop Lamp (CHMSL) 
- Rear Combination Lamp (RCL) 
- Fog Lights
Telematics Application - Telematics Control Box (T-Box or TCU) 
- Wifi/Bluetooth modules
Manufacturing service
Motor Controller PCBA - Engine Cooling Fan, Sunroof, Wiper, Power Window, AFS
Driver Assistant PCBA

- Ultrasonic Parking Sensor and Parking Assistant Control Unit 

 

- Blind Spot Radar Detector

 

Climate Control PCBA - HVAC Climate Controls Panels 
- Climate Control ECU
Security PCBA - Electronic Steering Column Lock(ESCL)
Switch PCBA - Window Regulator 
- Steering Wheel 
- Engine Switch 
- Stop & Start Switch 
- Hazard Warning
Sensor PCBA - Torque Sensor
Control Unit PCBA - Electronic Parking Brake 
- Shift Interlock

 

4.       Business plan - long-term and short-term

 

(1) Short-term business plan

 

Maintain existing customers and attract more IDM customers

 

Implement production strategies and obtain the most advantageous allocation

 

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ƒSolicit orders for high-level packaging and increase profits

 

Improve resource utilization rate and reduce resource consumption and wastage

 

nImprove production of green products and expedite product conversion rate to attract market opportunities

 

oAchieve mass production by test manufacturing

 

(2) Long-term business plan

 

Integrate group resources and provide complete services to customers

 

Improve cost structure and offer competitive prices

 

ƒImplement customer segmentation, strengthen customer satisfaction, increase overall production scale, pursue cost advantages, and increase price competitiveness

 

Sustain our leading status in technological development to increase market share

 

(II)       Market, production and sales

 

1.       Market analysis

 

(1) Areas in which core products (services) are sold (provided)

 

Unit: NT$1,000; %

Year

Sales Territory

2014 2015
Amount % Amount %
Domestic 36,747,699 14.32 32,631,149 11.52
Export South & North America 173,912,974 67.78 205,730,670 72.62
Europe 20,826,125 8.12 20,577,069 7.26
Others 25,104,649 9.78 24,363,648 8.60
Subtotal 219,843,748 85.68 250,671,387 88.48
Total 256,591,447 100.00 283,302,536 100.00

 

(2) Market Share

 

Packaging and testing products

 

Five Major Global Packaging and Testing Plants: Market Share of Outsourced Semiconductor Packaging and Testing Service for 2014-2015

 

Five Major Global Packaging and Testing Plants (note) Market Share (%)(based on the operating revenue on semiconductors)
2014 2015
ASE 19.1 18.7
Amkor Technology 11.5 11.3
SPIL 10.1 10.2
Jiangsu Changjiang Electronics Technology (JCET) 3.6 6.6
Powertech Technology 4.9 5.2

Source: Compiled according to the research report of GartnerMarket Share: Semiconductor Assembly and Test Services, Worldwide, 2015 Published: 12 April 2016, Analyst(s): Maria Valenzuela, Jim Walker and Masatsune Yamaji.

 

Note: This table is based on Gartner's estimation of the operating revenue of global semiconductor manufacturers that outsource their packaging and testing service. The operating revenues of Amkor for 2014 and 2015 exclude those of

 

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J-Devices. The operating revenue of JCET for 2015 includes the revenue of STATS ChipPAC for August to December 2015.

 

Influenced by the economy, the global semiconductor market that outsources its packaging and testing service projected a slight decline in its operating revenue for 2015. ASE’s market share decreased slightly to 18.7%, but it is still taking the lead. Amkor maintained in second place, with a market share of roughly 11.3%. However, it is expected that after Amkor merges officially with J-Devices, it will shorten its gap with the first place. SPIL remained in the No. 3 ranking in 2015, with a market share of approximately 10.2%. Because it completed merger with STATS ChipPAC in August 2015, JCET obtained a market share of 6.6%, entering the fourth place. Powertech Technology Inc. was ranked No. 5 with a market share of 5.2%. Surrounded by competitors who engage in merger and acquisition to increase their market share, the Company will continue to devote its effort in developing advanced processes and in strengthening our packaging and testing capabilities particularly in the system level, which will further widen the technological gap with our competitors. To accommodate for the requirements of electronic components, existing packaging technologies are oriented toward high density, high I/O number, low operating power, surface component modularization, and composite structure development so as to create highly integrated, affordable fine, lightweight products that feature multiple pins and multi-chip module packaging. These products include ultra-fine gap wire bond assembly, flip chip packaging, 2.5D and 3D stacking package, wafer level packaging, multi-chip module (MCM), system-in-package (SiP), copper process, and through-wafer via (TWV). Nevertheless, the Company and its subsidiaries have fully prepared themselves for the continual growth of production demands for high-order packaging and testing products, thanks to their extensive investments in technologies and production capacity. Looking forward to the future, we will continue to refine our process and simultaneously commit to improving our profits.

 

Electronic assembly products

 

According to NVR predictions, the global EMS income in 2015 was US$332.6 billion. The electronic assembly operating income of the electronic assembly department of our Company and its subsidiaries was NT$137,347,359,000 in 2015 (equivalent to US$4,292,105,000), accounting for 1.29% of the global EMS income.

 

(3) Future market demand-supply and growth potential

 

Packaging and testing products

 

A. Supply

 

Since 2015, the global top 10 packaging and testing plants have entered a merger and acquisition phase, leading to the rise of the three packaging and testing leaders: ASE and SPIL in Taiwan, Amkor and J-Devices in the United States, and STATS ChipPAC in China. These three leaders are all based on logic IC packaging and testing, with a stronger focus on packaging than on testing. The degree of centralization of King Yuan Electronics (8.9% of the global market share) was higher compared with that of other firms, which are still in a dispersed state. Wafer level packaging and testing technologies are primarily focused on logic products; however, because these types of products require higher capital expenditure for business expansion and sustenance, the governing rights remain in the hands of large firms, and merger and acquisition

 

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are beneficial for the allocation of funds and production resources.

 

B. Demand

 

Negatively affected by the low demand for smartphones, tablet computers, and other electronic products, the semiconductor assembly and test services (SATS) projected a scale of US$25.5 billion in 2015, which is a 5.9% decline compared with that in 2015 (US%27.1 billion). We envision that as demands for new applications (e.g., IoT, wearable devices, automobile IC) mature, SATS will project an annual composite growth rate of approximately 4% between 2015 and 2020.

 

International IDMs are gradually outsourcing their packaging and testing services primarily because of the increasing diversity of consumer electronic products, which increases the complexity of customized packaging and testing designs. The rate at which system circuit boards can be miniaturized is no longer in sync with the fine processes, and these two factors rely only on packaging and testing technologies to bridge the gap between them. Furthermore, the costs and technical level of packaging and testing are increasing, which leads to a rise in the costs of packaging and testing R&D. Therefore, increasingly more wafer manufacturers are seeking to outsource packaging and testing tasks in order to reduce costs. This phenomenon simultaneously highlights the inability of large IDMs to invest in high-order packaging and testing equipment. Subsequently, outsourcing OEM will inevitably become more frequent.

 

 

Source: Gartner and IEK (2016/06)

 

Electronic assembly products

 

A. Supply

 

MMI announced the top 50 EMS suppliers around the world in 2015. The operating revenue of the top 50 EMS companies registered a record high of US$272.5 billion, in which the operating revenue of Hong Hai Precision (Foxconn) accounted for approximately 52% of the total revenue of the top 50 EMS companies. The Company's subsidiary USI Electronics Inc., which was responsible for the electronic assembly product department, was ranked No. 9.

 

2014–2015 Ranking of Top 10 EMS Companies

 

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Year

Ranking

2015 2014
1

Hon Hai Precision Industry

/Foxconn

Hon Hai Precision Industry

/Foxconn

2 Pegatron Pegatron
3 Flextronics Flextronics
4 Jabil Circuit Jabil Circuit
5 Sanmina New Kinpo Group
6 Celestica Sanmina
7 New Kinpo Group Celestica
8 Wistron Benchmark Electronics
9

Universal Scientific Industrial

(USI)

Shenzhen Kaifa

Technology 

10 Plexus

Universal Scientific Industrial

(USI)

Source: MMI

 

B. Demand

 

The operating income of the Company’s electronic assembly product department is sourced from EMS OEM activities, in which the main customers are internationally acclaimed electronic companies that sell OEM products, including communication, consumer electronics, computers and storage devices, industrial-use products, and electronics for automobiles. According to NVR, the size of the global electronic assembly market in 2015 was US$1.3 trillion , in which communication products accounted for the highest at 29.2% (US$387.8 billion), followed by computer products at 24.8% (US$329.6 billion), consumer electronics at 20.3% (US$269.7 billion), and industrial-use products and electronics for automobiles at 8.7% (US$115.5 billion) and 7.3% (US$96.3 billion) respectively. It is estimated that the global electronics assembly market will reach US$1.6 trillion by 2020.Forecasting of global electronics assembly market scale (by product category)

 

Unit: US$ billion

 

 

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Source: NVR

 

(4) Competition niche

 

The overall market in 2016 will exhibit a slight decline. In response, the Company and its subsidiaries have attached a greater level of importance to our internal operation as well as enhancing our capability to develop technologies, in an effort to excel in our performance again amidst the global economy. An analysis of the competitive advantages of the Company and its subsidiaries is as follows:

 

jContinuously researching and developing technologies to sustain our leading status in high-order product technologies and quality

 

The prevalence of OEM industrial chain mode in the semiconductor industry, the Company has also followed the steps of major foundry service providers (e.g., TSMC, UMC) and advanced toward the R&D of high-order products, and advancement of its technologies in order to create multi-win outcomes. To accommodate the increasingly complex functions, miniaturization, and optimal cost effects, the Company has focused on specializing its advanced packaging and testing technologies, including 2.5D & 3D IC, SiP, CSP, flip chip, bumping, optical package, and WLP.

 

Orienting toward refining its existing technologies and developing advanced products, the Company and its subsidiaries allocate 3 to 5% of its operating revenue to the R&D of technologies, which is also why the company has obtained over hundreds of patients every year. This is aimed at maintaining the company’s leading status in the industry and sustaining its competitive edge. In addition to taking the lead in the market share, ASE must also stay on top of their competitors in the research and development of technological applications.

 

kActively engaging in development to capture business opportunities of IDMs in a timely manner

 

To maintain the efficiency of semiconductor management and reduce costs, international IDMs must focus on Fab lite development to build their foundation for increasing OEM outsourcing. To accommodate this increasing trend, the Company and its subsidiaries have constantly reviewed their business strategies to develop their business in China and to approach customers and the market in order to capture potential business opportunities. All international firms are vying for a stake in China yet they cannot find the appropriate partner. Nevertheless, our strategy is likely to encourage more firms to outsource their packaging and testing operations, which will attract more business opportunities without influencing the foundation that Taiwan has in this domain.

 

ƒ Integrated advantages

 

The electronic assembly product departments of the Company and its subsidiaries have the advantages of professional design and producuction expertise in a variety of electronic products (including electronic components, parts, and whole machines) as well as system assembly, as well as the advantages of strategic division and integration of product categories. We leverage the strategy of “selecting the finest” and careful observation of market developments, client demands, and trends in electronics and information technologies. Furthermore, the core advantages developed over many years by the Company allow it to target electronics and IT market segments with strong growth and large scale. The “selecting the finest” strategy forms the basis for the Company and its subsidiaries’ horizontal integration of segmented markets and

 

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industries, to account for the trend of greater integration in the electronics industry. This allows the Company to have its finger on the pulse of market trends at every stage, thus dynamically creating the most advantageous product combinations and driving the stable growth of the Company. The Company and its subsidiaries strengthen their core competencies in the horizontal and vertical integration of the component and whole machine production chains, in order to emphasize service value and improve interactions with clients. This then leads to stronger strategic positions in the production chain.

 

(5) Favorable and adverse factors for long-term growth and response strategy

 

jFavorable factors

 

A. The gradually increasing demand for new products and new technologies is a highly profitable opportunity for the Company, due to its significant advantage in R&D and innovation.

 

B. The way that IDMs are managing their business is constantly contributing to the release of packaging and testing orders, which in future will continue to bring greater business opportunities to the IC packaging and testing industry.

 

C. Thin, lightweight, and small-sized products with high-performance and high efficiency will be the mainstream in the future, making 2.5D and 3D ICs an extremely crucial technology. The Company has invested a substantial amount of resources in the R&D of these technologies and has taken a lead among its peer industries in technologies that are unrelated to packaging.

 

D. AS a packaging and testing plant in Taiwan that owes a substrate production line and the capability to manufacture robust high-order substrates, which not only enable us to hold the key to high-order packaging materials but also effectively reduce IC manufacturing costs to enhance our profitability.

 

E. In addition to traditional VGA, QFP, and QFN packaging products, a wide range of high-order products such as chipsets, graphic cards, optoelectronic products, wireless communication modules, and other relevant chips, as well as potential customers, are a bigger, potential market with a profound development potential.

 

F. Chinese manufacturers will continue to demand for IC products in the next few years. Based on the principles of cluster effect and supply chain, the Company has fully prepared itself in terms of geographical location and resource utilization in order to embrace this growth and business opportunity.

 

G. Exceptional R&D technologies: An exceptional R&D technology ensures the future development of a high-tech company. Therefore, the Company has been committed to cultivating R&D personnel, introducing advanced technologies, and accumulating years of experience to improve its R&D outcomes. The Company has also acquired ISO9001 plant management quality certification as well as the US military performance specification (MIL-PRF-38534).

 

H. Complete management system: The Company has computerized all of its production operations, including order processing, materials management, production control, on-site management, warehouse system, and delivery operations, to monitor the entire process. In addition, a large quantity of automated equipment is used in place of manual operations to enhance product yield, reduce production cost, and improve product competitiveness.

 

kAdverse factors

 

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A. The Company and its subsidiaries' local competitors have attempted to actively solicit our customers. In addition, the alliance mechanisms of our competitors are likely to influence the Company.

 

B. The gradual decline in the barrier to entry for new technologies, the progressive improvement in competitors’ ability to imitate, and the shortening of product profit cycle pose an imminent threat to a technology-oriented company such as us. Because the research and development of new technologies require substantial funds and labor, the subsequent prices charged for using these technologies are not flexible, which is a major challenge in a micro-profit generation.

 

C. Increasingly more customers are demanding for better quality standards in the backend stage of IC packaging and testing. If the Company wishes to grow significantly, it must exceed the expectations of its competitors and customers.

 

D. The backend packaging and testing activities of the semiconductor industry are considered a capital-intensive industry, rendering them vulnerable to the economic impact of the semiconductor market. The quality of their business operation is also easily influenced by the economy. IC packaging and testing industries must carefully assess their investment plans as well as their plans concerning personnel, machines, funds, and technologies. Doing so enables them to prepare themselves for the substantial orders which might arise when the economy is good and for the impact of reduced orders when the economy is bad.

 

E. Power electronic industries are mainly responsible for tasks involving DC-DC conversion, AC-DC conversion, and motor operation, which require lighter, smaller, more efficient, and more affordable products. Currently, four types of technologies are employed to meet these requirements: Silicon IGBT, Super Junction (SJ) MOSFETs, Gallium Nitride (GaN), and Silicon Carbide (SiC)-based devices.

 

F. GAN and SiC are currently not mature enough for the power electronics market, with the former requiring improved manufacturing techniques (particularly with regards to extension and thickness), while the latter is an expensive material that makes it unsuitable for use in the consumer market. Therefore, the IGBT remains the mainstream before 2015.

 

G. A number of GaN competitors have also entered the competition in the market because of the large quantity of hot money entering the market. Generally, developing and testing a type of semiconductor material are time-consuming; however, the successive investments by large firms around the world have increased the likelihood that GaN products will be commercialized in the next two to three years.

 

H. A large number of IGBT module manufacturers are fiercely competing against each other, which easily results in a price war that reduces the gross profit. To mitigate the effect of competition on company profits, it is critical that firms cooperate with one another to disperse risks and strengthen their cost control mechanisms, as well as increase the economies of scale of their production activity.

 

ƒResponse measures

 

A. Leverage our advantage to provide turnkey service, integrate group resources, and share technological information to create more values and greater economic

 

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benefits, which help us strengthen our competitive advantage to capture more business opportunities in the future market.

 

B. Take advantage of the Company’s advanced processes, flexible production capacity, and diverse production lines to meet customers' demand for more new products, new technologies, and real-time services.

 

C. Develop a sound financial structure to facilitate providing stable and adequate supply of resources and funds that are required for developing new technologies and new products.

 

D. Leverage our advantage in technology to improve design deficiencies, build an optimal process, improve process stability, strengthen the competitiveness of the Company and its subsidiaries in terms of cost and quality, and vie for the greatest business opportunity in the market.

 

E. Capitalize on the Company’s advantages in advanced technology, capital, and integrated resources to cultivate existing customers and gain more potential customers to extend business development.

 

F. Encourage our plants to exchange information on advanced technologies and motivate different departments to coordinate with one another in order to increase synergy.

 

G. ASE has vertically integrated and horizontally linked various aspects of its business operation, including materials, packaging, testing, and systems. This not only enables ASE to reinforce its competitiveness and to provide comprehensive services, but also improves ASE's flexibility in adjusting and confronting external challenges at any time.

 

H. Continue to strengthen our technological advantage, satisfy the diverse needs of customers, improve service quality, and build a patent protective network to solidify the Company's competitive niche.

 

I. Motivate customers to use the Company’s turnkey service, accelerage solution integration, and offer customers the fastest and most satisfactory services with the most comprehensive framework.

 

J. Customize marketing service systems, enhance the dependent relationship and strategic alliance with customers and utilize our existing R&D capabilities and product marketing abilities to actively establish a body of supply chains that are competitively advantaged in production, marketing, and research, in order to sustain the Company's core advantages in the industry.

 

K. Actively improve processes and designs to enhance quality, meet a diversity of customer needs, shorten delivery waiting time, enhance product competitiveness, and actively explore new customer markets.

 

L. In addition to continuously developing packaging and testing of power chip modules, the Company will endeavor to build a competitive threshold with its high-standard technologies and product qualities to sustain our advantage and profitability.

 

M. Plan and implement improvements to our supplier (supply chain) management practice, with hopes of integrating upstream and downstream industry value chain and share information costs with cooperating vendors to obtain mutually beneficial and profitable outcomes that will lower production/sales-related costs and improve product competitiveness.

 

2. Major uses of core products and production processes:

 

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(1) Major applications of core products

 

1 Packaging products

 

Major packaging products Major Applications
·         Plastic dual in-line package (PDIP) u Primarily used in household appliance, communication device, automotive components, airplane, weapons, space shuttles, and other computer remote information system and navigation devices.

·         Plastic leaded chip carriers (PLCC)

·         Quad flat package (QFP)

·         Bump chip carrier (BCC)

·         Flip chip package

·         Low/thin profile quad flat package (L/TQFP)

·         Ball grid array (BGA, TFBGA, LBGA)

·         Flip-chip BGA (HFC BGA)

·         Thermally enhanced BGA (TE BGA)

·         Very fine pitch ball grid array (VF BGA)

·         Land grid array (LGA)

·         Exposed pad QFP

·         Heat slug BGA (HSBGA)

·         QFN grid array

·         Flip chip CSP

 

u Primarily used in microprocessor, communication device, automatic automotive components, personal computers, smartphone, tablet computers, and smart handheld device.

u Wireless communication network, PDA, digital camera, information household appliance, and mobile phones.

u Personal computers and notebooks.

u TV games, DVD, MOD, etc.

u Personal computers, notebook, wireless communication network, PDA, digital camera, information household appliance and smartphones, smart handheld device, etc.

u Computers—graphic/chip card, cloud computing server, PCS and server microprocessor, voltage regulator, flash memory, hard disk, and other peripheral products.

u Network communication products—WAN and LAN servers, converters, switches, routers, and cellular network.

u Consumer products—video camera, digital camera, DVD, TV games, set-top box, PDA, and MID.

u Other products—automatic automotive components, telematics.

·         Small outline integrated circuits (SOP, SOJ)

·         Thin small outline integrated circuits (TSOP)

·         Super CSP

u Primarily used in memory IC.

u Personal computers and peripheral equipment.

u Primarily used in memory IC.

·         3D package

·         2.5D package

·         Stacked BGA

·         Multi-chip module (MCM) BGA

u Primarily used in various types of portable information products, including mobile phones, PDA, digital camera, etc.

u Primarily used in high-level and cloud computing servers, including graphic processor, network processor, etc.

u Notebook and hard disks for personal computers, etc.

 

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Major packaging products Major Applications

l Wafer level CSP

l Flip chip CSP

l TSV technology

l Integrated passive device (IPD)

l Si interposer

l Wafer level MEMS

l Fine Pitch 3D chip stacking technology

l Heterogeneous chip integration SiP

l Fine pitch CoC SiP solution

l Embedded active/passive substrate

l eCompass magnetic sensor package 

u Primarily used in mobile phones, PDA, digital camera, etc.

u Primarily used in mobile phones, NBs, digital camera, etc.

u Primarily used in mobile phones, NB/network, digital camera, etc.

u Primarily used in wearable/portable consumer electronics, and NB/IoT

u Primarily used in portable consumer electronics.

u Primarily used in mobile phones, NBs, and network server.

u Primarily used in portable consumer electronics.

u Primarily used in NB, servers, and biomedical care.

u Primarily used in mobile phones and game console.

u Primarily used in portable consumer electronics.

l MEMS-based micro display

l Safety control sensing component

l DDR2 800 memory

l Fan-out map pop technology

l Fan-out WLP

l Wireless connectivity SiP module

l Wireless communication SiP module

l Optical communication module

 

u Primarily used in projectors and high definition (HD) TVs.

u Primarily used in personal computers, notebooks, network commercial applications, and other safety recognition device.

u Primarily used in memory devices for computer, communication, and consumer electronics (3C products).

u Primarily used in SiP products in 3C products (ASIC + MCP memory, BB+SDRAM)

u Primarily used in portable consumer electronics.

u Primarily used in wireless communication modules for 3C products, including BT, WiFi, GPS, DVB-H/T.

u Primarily used in NBs, personal tablet, network communication products, and communication application for IoT industrial product devices.

u Primarily used in optical transceivers, cloud server, data center, and communication application for high-speed computing server.

 

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2 New testing products

 

Core Products Core Products

l Quad flat package (QFP)

l Bump chip carrier (BCC)

l Flip chip package

l Low/thin profile quad flat package (L/TQFP)

l Ball grid array (BGA, TFBGA, LBGA)

l Flip-chip BGA (HFC BGA)

l Thermally enhanced BGA (TE BGA)

l Very fine pitch ball grid array (VF BGA)

l Land grid array (LGA)

l Exposed pad QFP

l Heat slug BGA (HSBGA)

l QFN grid array

l aQFN grid array

l Advanced single-sided substrate

l SiP 

l Primarily used in microprocessor, communication device, automatic automotive components, personal computers, handheld communication module, chipset, etc.

l Wireless communication network, digital camera, information household appliance, liquid crystal TV, smartphone, etc.

l Personal computers and notebooks.

l TV games, DVD, MOD, etc.

l Personal computers, notebook, wireless communication network, digital camera, information household appliance and smartphones, etc.

l Mobile phone chipset, MP3 processor.

l Consumer products—video camera, digital camera, DVD, TV games, set-top box, PDA, and MID.

l Smartphones.

l Wearable products.

l Tablet computers.

l Health management system, medical application.

l Commercial application, IoT-related products.

l Automotive safety system.

l Industrial sensing component.

l Small outline integrated circuits (SOP, SOJ)

l Thin small outline integrated circuits (TSOP)

l Super CSP

l Primarily used in memory IC.

l Personal computers and peripheral equipment.

l Power management IC & portable device.

 

 

3 Electronic assembly application

 

Core Products Core Products

l DC/DC converter module

l IGBT, standard IPM module package

l Used in military aircraft or power systems on carriers, which require a higher standard of product quality and reliability; production process is based on application of electronic assembly involving die bond and wire bond.

l Used in electric cars and smart home appliance industry; production process is based on a variety of package technologies including SMT, die bond, wire bond, pressFIT insertion, and gel potting.

 

 

mElectronic assembly products

 

Product name Product function Scope of application
1. Communications
Wireless communication module Key parts of mobile electronics that integrate WiFi functions, Bluetooth, GPS, and digital To accommodate the miniaturization of handheld and mobile electronics, primarily used

 

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Product name Product function Scope of application
  video; these parts have been developed into modules to accommodate products that are small and lightweight in smartphones, game consoles, and personal audio/video entertainment devices, and other handheld electronics
NIC A part that links computers or other equipment to the Internet Primarily used in wireless network communication for notebooks
Customer-provided equipment (CPE) Terminal equipment that can transmit wireless network signals and provide wireless access point Wireless signal transmitters for home, business, and telecommunication operators, including various types of access points, routers, and wireless gateway, etc.
2. Computers and storage
(1) Computer motherboard
Motherboard for desktop and notebook computers and server motherboards Core components that connect to CPU and internal access through main line and chipsets, forming the core of a computer. These components receive the energy provided by the power source of a computer and subsequently distribute the energy. They also have multiple ports that can connect to external hard drives, keyboards, and mouse. Desktop and notebook computers and servers
(2) Commercial and network storage

Network attached storage

 

(NAS)

 

NAS is a data storage device with network connections. Primarily used in data storage management for SMEs or network companies
Grid array system A technology that synchronizes the reading/writing of multiple hard drives, reduces errors, and increases efficiency and reliability by controlling the connection of multiple hard drives with a single hard drive controller Primarily used in corporate headquarters and financial institutions or areas where remotely backing up and storing information are required to store the massive volume of corporate data and manage the storage of cloud data
3. Consumer electronics
Liquid crystal display control panel (VPD) Circuit board for receiving signals and controlling liquid crystal display LCD TVs and liquid crystal displays for desktop and notebook computers
Backlight module control panel Circuit board that controls the backlight intensity of liquid crystal displays according to signals
4. Industrial products
Smart handheld device (SHD) Industrial SHD that features a variety of functions, including reading, transmitting, An extensive range of applications for warehouse logistics management system, including

 

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Product name Product function Scope of application
  processing, storing, and wirelessly communicating data barcode data collectors, terminal equipment for mobile communication data, IC card handheld terminal equipment, terminal fingerprint collector, and recording meter
Point of sale (POS) terminal equipment A PC-based commercial cash register that is installed in contract business owners and forms a network with the computers of the place where a retail transaction is taking place. This setup realizes ETF payment function and supports purchasing, preauthorization, balance enquiry, and bank transfer functions Extensively used in various applications such as payment collection and other management practices of restaurants and retail stores
5. Other products
LED headlight module LED headlight modules can control the brightness, color, beam distribution, and beam angle For the automobile industry and other automotive electronics, products primarily comprise LED headlight modules, voltage regulator, and other printed circuit board assembly (PCBA) products
Voltage regulator Voltage regulator maintains constant output voltage in an alternator under working condition
Other PCBA products for automobiles Meeting corresponding functions according to the requirement of electronic products in vehicles; for example:  circuit board for windscreen wiper and air-conditioning control

 

(2) Production process

 

1 Packaging products

 

Ÿ Lead-frame products:

 

Wafer cutting→die bonding→Au wire bonding→seal mold→print→form outer lead→examine outer appearance→package

 

Ball grid products:

 

Wafer cutting→die bonding→Au wire bonding→seal mold→print→implant solder ball→cut and form→examine outer appearance→package

 

Ÿ Flip-chip products:

 

Wafer bump→wafer cutting→flip-chip die bond→underfill→print→implant solder ball→examine outer appearance→package

 

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Ÿ TSV products:

 

TSV→through via insulation layer→through via Cu-plated filling→through via wafer thinning→double-sided Cu wire→implant solder ball→stack→examine outer appearance→package

 

Ÿ Wireless connectivity SiP module:

 

Solder paste printing→component placement→high-temperature reflow→molding process→laser printing→cut and form→anti-electromagnetic coating→examine outer appearance→package

 

2 Testing products

 

Ÿ Lead-frame/ball array products:

 

IC test→product aging test (if requested by customer)→oven bake→examine product outer appearance→roll packaging→final product packaging

 

Ÿ High-frequency module products/power management module products:

 

Test system selection→develop program→verify and troubleshooting→pilot production→mass production

 

3 Electronic assembly application

 

Ÿ DC/DC converter module

 

Prepare material→print solder paste/silver gel→chip attachment→substrate attachment (reflow)→wire bonding→part placement→hand soldering→cleaning→laser modification→prepare top cover material→examine outer appearance→solder sealing→high/low-temp cycling→centrifugal test→foreign substance test→function test→burn test→solder soaking→package and shipment

 

Ÿ Standard IGBT module

 

Prepare material→chip bonding→chip cutting→solder paste printing (reflow)→die bonding→part soldering→vacuum reflow→cleaning→wire bonding→intermediate testing→terminal preparation→outer cover assembly→oven bake→inject gel→oven bake→final test (detection PIND test)→thermal grease printing→oven bake→package and shipment

 

Ÿ Standard IPM module

 

Prepare material→chip bonding→chip cutting→die soldering→die placement (epoxy die)→oven bake→Cu-wire bonding→gel potting→oven bake→final test→oven bake→package and shipment

 

mElectronic assembly products

 

Electronic assembly products are primarily produced using the same method, which involves three major operations: surface mount technology (SMT), assembly, and testing. Whether products require plug-ins is dependent on the specific purpose of use and customer requirements. The Company's three major operations, surface mount technology (SMT), assembly, and testing, are illustrated below:SMT

 

112
 

 

 

113
 

Assembly operation process

 

  

 

114
 

 

Test operation process

 

 

 

115
 

3. State of supply of key raw materials

 

(1) Packaging

 

The Company offers customers wafer packaging and testing services for semiconductors, purchases wafers primarily from internationally acclaimed semiconductor companies, and maintains a favorable long-term relation with these companies.

 

Main packaging material: Lead frame, substrate, Au wire, Cu wire, compound, etc. We employ excellent-performing suppliers who have passed our quality control evaluation. In particular, the Company obtains substrates from its subsidiary, ASE (Shanghai) Inc. and ASE Electronics Inc. so that the Company can monitor the entire process of material procurement.

 

Name of main raw materials Source Market condition Procurement strategy
Substrate ASEMTLSH/ASEE/Company A/Company B/Company C Supply–demand balance Cooperating vendors
Lead frame Company D/E/F Supply–demand balance Cooperating vendors
Gold wire Company G/H/I Supply–demand balance Cooperating vendors
Copper wire Company J/I Supply–demand balance Cooperating vendors
Compound Company D/K/L Supply–demand balance Cooperating vendors

 

(2) EMS activity

 

The Company and its subsidiaries primarily use IC, PCB, structural parts, and other electronic components as raw materials for production activities. The Company and its subsidiaries have built a comprehensive material procurement and management system to ensure that purchases are made instantly, quality is controlled, and procurement cost is minimized. Currently, the Company and its subsidiaries are fully equipped with an effective procurement mechanism inside and outside of China, and have established long-term, stable cooperative relationship with numerous component suppliers inside and outside of China.

 

4. Explanations on changes in type of core products or gross profit margin (by department) during the past 2 years

 

(1) Changes in gross profit margin during the past 2 years

 

Unit: NT$1,000; %

 

Year Operating revenue Gross profit Gross profit margin (%) Changes in gross profit margin (%)
2014 256,591,447 53,588,529 20.88
2015 283,302,536 50,135,228 17.70 (15.23)

 

(2) Price difference analysis

 

The changes in the gross profit margin of the Company and its subsidiaries did not exceed 20%, and therefore price difference analysis was not conducted.

 

5. List of main suppliers and buyers

 

(1) Names of suppliers who accounted for more than 10% of the purchases in the last two years, and purchase as a percentage of total purchase, with explanation on causes for such increase/decrease

 

116
 

Unit: NT$1,000; % 

  2014 2015 As of Q3 of 2016
Item Name Amount Percentage of total net purchase Relation with issuer Name Amount Percentage of total net purchase Relation with issuer Name Amount Percentage of total net purchase as of the end of Q3 2016 Relation with issuer
1 Company A 16,360,849 11.95   Company A 22,842,407 14.46 None Company A 12,028,049 11.95 None
  Others 120,563,319 88.05 Others 135,158,159 85.54 Others 88,590,459 88.05
 

Procurements

 

Net value

 

136,924,168 100.00

Procurements

 

Net value

 

158,000,566 100.00

Procurements

 

Net value

 

100,618,508 100.00

Reason for changes: Primarily due to the effect of customer demand.

 

(2) Names of customers who accounted for more than 10% of the sales in any of the last two years, and sales as a percentage of total sales, with explanations of the increase/decrease of such sales

 

Unit: NT$1,000; % 

  2014 2015 As of the end of Q3 2016
Item Name Amount Percentage of net sales Relation with issuer Name Amount Percentage of net sales Relation with issuer Name Amount Percentage of net sales as of the end of Q3 2016 Relation with issuer
1 Company B 54,431,222 21.21 None Company B 88,311,697 31.17 None Company B 44,706,306 22.61 None
  Others 202,160,225 78.79 Others 194,990,839 68.83 Others 153,049,168 77.39
 

Sales

 

Net value

 

256,591,447 100.00

Sales

 

Net value

 

283,302,536 100.00

Sales

 

Net value

 

197,755,474 100.00

Reason for changes: Primarily due to the influence of product sales of Company B.

 

6. Output volume and value during the most recent two years

 

Unit: 1,000; NT$ 1,000

Year

Production

value

2014 2015

Core Products
Production capacity Production volume Production output Production capacity Production volume Production
output
Packaging products 32,937,997 28,656,057 88,296,216 36,603,997 27,604,076 86,258,77
Test products (Note 1) 16,242,669 16,166,199
Electronic assembly products 500,805 465,749 96,665,532 708,773 595,142 128,808,721
Other (Note 2) 1,798,501 1,933,618
Total 33,438,802 29,121,806 203,002,918 37,312,730 28,199,218 233,167,308

 

Note 1: Based on test duration; therefore, quantity was not disclosed

 

Note 2: Quantity was not disclosed due to inconsistent quantity

 

Reason for changes: The overall production capacity and output in 2015 increased from those in 2014 because of an increase in the order for electronic assembly products in 2015.

 

117
 

7. Sales volume and value during most recent two years

 

Unit: 1,000; NT$ 1,000

Year

Sales

value

2014 2015
Domestic Export Domestic Export

Core
Products
Qty Value Qty Value Qty Value Qty Value
Packaging products 5,370,470 25,024,909 23,285,587 96,311,544 4,494,130 22,795,108 23,109,946 93,812,206
Test products (Note 1) 1,691,568 24,183,126 1,661,491 23,530,425
Electronic assembly products 63,882 9,118,368 401,867 96,666,059 56,610 7,369,646 538,532 130,872,454
Other (Note 2) 912,854 2,683,019 804,904 2,456,302
Total 5,434,352 36,747,699 23,687,454 219,843,748 4,550,740 32,631,149 23,648,478 250,671,387

Note 1: Based on test duration; therefore, quantity was not disclosed

 

Note 2: Quantity was not disclosed due to inconsistent quantity

 

Reason for changes: Total sales in 2015 increased compared with that in 2014 primarily because of an increase in the export orders for electronic assembly products.

 

(3) Number of employees during the past 2 years

 

Unit: person; Year; %

 

Year 2014 2015 As of November 30, 2016

Number of

employees

 

Technicians 16,420 17,198 17,167
Managerial personnel 3,496 3,698 3,853
General affairs personnel 6,008 6,201 6,110
Operator 42,176 38,692 40,018
Total 68,100 65,789 67,148
Average age 30.9 31.7  
Average years of service 4.8 5.3  

Education

Distribution

Percentage

Masters and Ph.D 6.03% 6.98% 7.03%
Bachelors 47.01% 47.23% 48.62%
Senior High School and below 46.96% 45.79% 44.35%
           

(4) Spending on environmental protection

 

1. According to prevailing laws and regulations, a company is required to apply for permit for installation of waste treatment facilities or that for discharge of such waste or any waste prevention or treatment charges or institute units or personnel dedicated to environmental protection. In such a case its application, payment or institution shall be as follows

 

The Company and its subsidiaries have, as required by law, applied for operating permit for stationary pollution source and permit for water pollution prevention,

 

118
 

and have paid for pollution prevention fees and selected employees to participate in training and obtain environmental protection certificates.

 

(1) Status of application for permit for installation of waste treatment facilities or that for discharge of such waste or any waste prevention

 

Types of Permit Explanation
Operating Permit for Stationary Pollution Source

Zheng-Shu-Zi No. (ASE Kaohsiung): 

(1) MOEA Export Processing Si-Zing-Zi No.ABO03790, effective period: 2016/4/20 ~ 2021/4/19 

(2) MOEA Export Processing Si-Zing-Zi No.AAN03791, effective period: 2015/8/21 ~ 2020/8/20 

(3) MOEA Export Processing Si-Zing-Zi No.AEN20241, effective period: 2015/12/25 ~ 2020/12/24 

(4) MOEA Export Processing Si-Zing-Zi No.AEN17291, effective period: 2015/12/25 ~ 2020/12/24 

(5) MOEA Export Processing Si-Zing-Zi No.AENA7191, effective period: 2015/12/28 ~ 2020/12/27 

(6) MOEA Export Processing Si-Zing-Zi No.AAOA5890, effective period: 7/7/2016 ~ 7/6/2021 

(7) MOEA Export Processing Si-Zing-Zi No.AAOA5790, effective period: 7/7/2016 ~ 7/6/2021 

(8) MOEA Export Processing Si-Zing-Zi No.AAOA5990, effective period: 7/8/2016 ~ 7/7/2021 

(9) MOEA Export Processing Si-Zing-Zi No.AAN16075, effective period: 10/1/2015 ~ 9/30/2020 

(10) MOEA Export Processing Si-Zing-Zi No.ACO16070, effective period: 1/12/2016 ~ 1/11/2021 

(11) MOEA Export Processing Si-Zing-Zi No.ACO16071, effective period: 1/8/2016 ~ 1/7/2021 

(12) MOEA Export Processing Si-Zing-Zi No.AEO16073, effective period: 11/9/2016 ~ 11/8/2021 

(13) MOEA Export Processing Si-Zing-Zi No.AAOA6980, effective period: 6/17/2016 ~ 6/16/2021 

(14) MOEA Export Processing Si-Zing-Zi No.AAO53650, effective period: 6/15/2016 ~ 6/14/2021 

(15) MOEA Export Processing Si-Zing-Zi No.AEN53653, effective period: 11/20/2015 ~ 11/19/2020 

(16) MOEA Export Processing Si-Zing-Zi No.AEN53652, effective period: 11/18/2015 ~ 11/17/2020 

(17) MOEA Export Processing Si-Zing-Zi No.AAOA2660, effective period: 3/21/2016 ~ 3/20/2021 

(18) MOEA Export Processing Si-Zing-Zi No.ACNA2660, effective period: 7/21/2015 ~ 7/20/2020 

(19) MOEA Export Processing Si-Zing-Zi No.AANA5151, effective period: 9/10/2015 ~ 9/9/2020 

(20) MOEA Export Processing Si-Zing-Zi No.ACOA5150, effective period: 8/4/2016 ~ 8/3/2021 

(21) MOEA Export Processing Si-Zing-Zi No.AAKA5152, effective period: 10/22/2012 ~ 10/21/2017 

(22) MOEA Export Processing Si-Zing-Zi No.AAOA8060, effective period: 7/4/2016 ~ 7/4/2021 

(23) MOEA Export Processing Si-Zing-Zi No.AAO68350, effective period: 3/28/2016 ~ 3/27/2021 

(24) MOEA Export Processing Si-Zing-Zi No.AAN68350, effective period: 4/8/2015 ~ 4/7/2020 

(25) MOEA Export Processing Si-Zing-Zi No.AEN68351, effective period: 7/3/2015 ~7/2/2020 

 

(26) MOEA Export Processing Si-Zing-Zi No.ABN68352, effective period: 11/3/2015 ~ 11/2/2020 

(27) MOEA Export Processing Si-Zing-Zi No.AEOA6341, effective period: 9/22/2016 ~ 9/21/2021 

(28) MOEA Export Processing Si-Zing-Zi No.AAMA6340, effective period: 

   
119
 
 

5/20/2014 ~ 5/19/2019 

(29) MOEA Export Processing Si-Zing-Zi No.AAOA0780, effective period: 5/17/2016 ~ 5/16/2021 

(30) MOEA Export Processing Si-Zing-Zi No.AENA0780, effective period: 11/4/2015 ~ 11/3/2020 

(31) MOEA Export Processing Si-Zing-Zi No.AAMA6920, effective period: 4/25/2014 ~ 4/20/2019 

(32) MOEA Export Processing Si-Zing-Zi No.AENA6921, effective period: 12/1/2015 ~ 11/30/2020 

(33) MOEA Export Processing Si-Zing-Zi No.AANA6301, effective period: 4/1/2015 ~ 3/31/2020 

(34) MOEA Export Processing Si-Zing-Zi No.ACNA6922, effective period: 12/1/2015 ~ 11/30/2020 

(35) MOEA Export Processing Si-Zing-Zi No.AAOA6920, effective period: 5/24/2016 ~ 5/23/2021 

(36) MOEA Export Processing Si-Zing-Zi No.AAOA6921, effective period: 9/8/2016 ~ 9/7/2021 

(37) MOEA Export Processing Si-Zing-Zi No.ABNA3852, effective period: 12/8/2015 ~ 3/4/2020 

(38) MOEA Export Processing Si-Zing-Zi No.AAOA6307, effective period: 11/8/2016 ~ 11/7/2021 

(39) MOEA Export Processing Si-Zing-Zi No.AEOA6304, effective period: 5/25/2016 ~ 4/19/2021 

(40) MOEA Export Processing Si-Zing-Zi No.AANA6301, effective period: 4/1/2015 ~ 3/31/2020 

(41) MOEA Export Processing Si-Zing-Zi No.AEOA6305, effective period: 5/25/2016 ~ 4/20/2021 

(42) MOEA Export Processing Si-Zing-Zi No.AAOA6300, effective period: 1/28/2016 ~ 1/27/2021 

(43) MOEA Export Processing Si-Zing-Zi No.AEOA6306, effective period: 5/27/2016 ~ 4/20/2021 

Zheng-Shu-Zi No. (ASE Zhongli): 

(1) Packaging and testing plant 1 (H4032809): M01 Cao-Zheng-Zi No.H4517-05 

M03 She-Zheng-Zi No.H3966-01 

(2) Packaging and testing plant 4 (H43A2093): M01 Cao-Zheng-Zi No.H4901-04 

Permit for Water Pollution Prevention

Zheng-Shu-Zi No. (ASE Kaohsiung): 

(1) Kaohsiung City Government Huan-Tu-Zhu-Xu-Zi No.00011-04 (effective period: 2/22/2016~12/27/2017) 

(2) Kaohsiung City Government Huan-Tu-Pai-Xu-Zi No.00734-03 (effective period: 10/17/2016~1/15/2018) 

(3) Kaohsiung City Government Huan-Tu-Pai-Xu-Zi No.00626-05 (effective period: 3/8/2016~10/1/2018) 

(4) Kaohsiung City Government Huan-Tu-Shui-Cuo-Zi No.00519-03 (effective period: 2/22/2016~8/2/2017) 

(5) Kaohsiung City Government Huan-Tu-Shui-Cuo-Zi No.00674-03 (effective period: 3/3/2016~3/2/2021) 

(6) Kaohsiung City Government Huan-Tu-Shui-Cuo-Zi No.00776-02 (effective period: 2/22/2016~6/19/2018) 

(7) Kaohsiung City Government Huan-Tu-Shui-Cuo-Zi No.00822-01 (effective period: 2/22/2016~2/21/2021 

(8) Kaohsiung City Government Huan-Tu-Shui-Cuo-Zi No.00925-01 (effective period: 8/29/2016~8/28/2021) 

(9) Kaohsiung City Government Huan-Tu-Shui-Cuo-Zi No.00879-02 (effective period: 10/14/2016~7/8/2019) 

(10) Kaohsiung City Government Huan-Tu-Shui-Cuo-Zi No.00769-04 (effective period: 10/14/2016~5/21/2017) 

(11) Kaohsiung City Government Huan-Tu-Shui-Cuo-Zi No.00864-04 (effective period: 10/3/2916~4/22/2019) 

Zheng-Shu-Zi No. (ASE Zhongli): 

(1) Packaging and testing plant 1 (H4032809): Taoyuan City Huan-Pai-Xu-Zi No.H1980-07 

   
120
 
 

(2) Packaging and testing plant 4 (H43A2093): Taoyuan City Huan-Pai-Xu-Zi No.H2107-05 

(3) Packaging and testing plant 5 (H43A0700): Taoyuan City Huan-Pai-Xu-Zi No.H2108-09 

(4) Packaging and testing plant 6 (H43B3840): Taoyuan City Huan-Pai-Xu-Zi No.H2976-05 

(5) Packaging and testing plant 7 (H43C1277): Taoyuan City Huan-Pai-Xu-Zi No.H3435-02 

(6) Packaging and testing plant 8 (H43C1811): Taoyuan City Huan-Pai-Xu-Zi No.H3525-01 

(7) Underground sewage center (H4310703): Taoyuan City Huan-Pai-Xu-Zi No.H1382-06 

Industrial Waste Disposal Plan

Zheng-Shu-Zi No. (ASE Kaohsiung): 

(1) 1050910 MOEA Export Processing Si-Zing-Zi No. 10501042450 

(2) 1041202 MOEA Export Processing Si-Zing-Zi No. 10400126810 

(3) 1041202 MOEA Export Processing Si-Zing-Zi No. 10400126800 

(4) 1050826 MOEA Export Processing Si-Zing-Zi No. 10500086690 

(5) 1041217 MOEA Export Processing Si-Zing-Zi No. 10400134180 

(6) 1050902 MOEA Export Processing Si-Huan-Zi No. 10500089500 

(7) 1050908 MOEA Export Processing Si-Zing-Zi No. 10501041990 

(8) 1050907 MOEA Export Processing Si-Zing-Zi No. 10501041510 

(9) 1050107 MOEA Export Processing Si-Zing-Zi No. 10400144040 

(10) 1050926 MOEA Export Processing Si-Zing-Zi No. 10500097900 

(11) 1050907 MOEA Export Processing Si-Zing-Zi No. 10501041700 

(12) 1050617 MOEA Export Processing Si-Zing-Zi No. 10500058350 

(13) 1050901 MOEA Export Processing Si-Zing-Zi No. 10501040870 

(14) 1050910 MOEA Export Processing Si-Zing-Zi No. 10500091660 

(15) 1050910 MOEA Export Processing Si-Zing-Zi No. 10500091670 

(16) 1050927 MOEA Export Processing Si-Zing-Zi No. 10501044310 

(17) 1040623 MOEA Export Processing Si-Zing-Zi No. 10400061140 

(18) 1050203 MOEA Export Processing Si-Zing-Zi No. 10500013270 

(19) 1051006 MOEA Export Processing Si-Zing-Zi No. 10500099650 

(20) 1050707 MOEA Export Processing Si-Zing-Zi No. 10500066370 

(21) 1050527 MOEA Export Processing Si-Zing-Zi No. 10500051630 approved 

Zheng-Shu-Zi No. (ASE Zhongli): 

(1) Packaging and testing plant 1 (H4032809): H09211160001 

(2) Packaging and testing plant 4 (H43A2093): H09509070010 

(3) Packaging and testing plant 5 (H43A0700): H09412120001 

(4) Packaging and testing plant 6 (H43B3840): H10009070004 

(5) Packaging and testing plant 7 (H43C1277): H10306250002 

(6) Packaging and testing plant 8 (H43C1811): H10310290006 

(7) Packaging and testing plant 9 (H43C8785): H10506200001 

(8) Underground sewage center (H4310703): H095050011 

 

(2) Payment of treatment charges

 

Company/plant name Category 2014 2015
ASE Kaohsiung/Chungli/Nantou Industrial waste disposal NT$ 99,436,000 NT$ 158,137,000
ASE Kaohsiung/Chungli/Nantou Air pollution prevention NT$ 23,405,000 NT$ 39,206,000
ASE Kaohsiung/Chungli/Nantou Wastewater treatment NT$ 64,136,000 NT$ 44,975,000

(2) Units or personnel dedicated to environmental protection:

 

Company/plant name Name Responsible technology Certificate No.
K1 Ming-Hao Liao Category A wastewater treatment personnel (2013) EPA-Xun-Zheng-Zi No.GA270128
Han-Wei Lee Category A wastewater treatment personnel (2012) EPA-Xun-Zheng-Zi No.GA200350
Wen-Yao Chou Category B wastewater treatment personnel (2016) EPA-Xun-Zheng-Zi No.GB030217
121
 
K3 Shih-Hsien Chang Category A wastewater treatment personnel (2009) EPA-Xun-Zheng-Zi No.GA350079
Chih-Hsien Wu Category A wastewater treatment personnel (2009) EPA-Xun-Zheng-Zi No.GA380094
De-Sheng Deng Category B wastewater treatment personnel (2013) EPA-Xun-Zheng-Zi No.GB080555
K5 Chih-Yang Kuo Category A wastewater treatment personnel (2007) EPA-Xun-Zheng-Zi No.GA230008
Chih-Hong Chang Category A wastewater treatment personnel (2009) EPA-Xun-Zheng-Zi No.GA480511
Ying-Hong Yeh Category A wastewater treatment personnel (2010) EPA-Xun-Zheng-Zi No.GA450643
K7 Wen-Hui Chiu Category A wastewater treatment personnel (2005) EPA-Xun-Zheng-Zi No.GA110199
Chung-Pu Tsai Category A wastewater treatment personnel (2013) EPA-Xun-Zheng-Zi No.GA301021
Pi-Yuan Wang Category A wastewater treatment personnel (2006) EPA-Xun-Zheng-Zi No.GA150036
K11 Chung-Hsun Yu Category A wastewater treatment personnel (98) Huan-Shu-Shun-Zheng-Zi-GA070596
Gu Li-Hua Class 1 qualified wastewater treatment officer (96) Huan-Shu-Shun-Zheng-Zi-GA020289
Zhou Jia-Cheng Class 1 qualified wastewater treatment officer (103) Huan-Shu-Shun-Zheng-Zi-GA320875

K12

 

(Wafer Bumping 2B Plant)

 

Zhang Jian Shi-Xian Class 1 qualified wastewater treatment officer (84) Huan-Shu-Shun-Zheng-Zi-GA430162
Wang Wen-De Class 1 qualified wastewater treatment officer (93) Huan-Shu-Shun-Zheng-Zi-GA090102
Yan Jia-Fu Class 2 qualified wastewater treatment officer (103) Huan-Shu-Shun-Zheng-Zi-GB130131

K12

 

(No. 12 Factory)

 

Wang Guan-Lin Class 1 qualified wastewater treatment officer (103) Huan-Shu-Shun-Zheng-Zi-GA320954
Hong Ming-Mao Class 1 qualified wastewater treatment officer (98) Huan-Shu-Shun-Zheng-Zi-GA190155
Yang Ming-Rui Class 2 qualified wastewater treatment officer (104) Huan-Shu-Shun-Zheng-Zi-GB240031
K21 Lin Wei-Zong Class 1 qualified wastewater treatment officer (91) Huan-Shu-Shun-Zheng-Zi-GA060032
Zheng Qing-Lun Class 1 qualified wastewater treatment officer (102) Huan-Shu-Shun-Zheng-Zi-GA160359
Zeng Peng-Cheng Class 2 qualified wastewater treatment officer (85) Huan-Shu-Shun-Zheng-Zi-GB351484
K14 Wang Shi-Hao Class 1 qualified wastewater treatment officer (98) Huan-Shu-Shun-Zheng-Zi-GA250919
Xiao Yi-Xiang Class 1 qualified wastewater treatment officer (92) Huan-Shu-Shun-Zheng-Zi-GA140293
Diao Qi-Yi Class 2 qualified wastewater treatment officer (97) Huan-Shu-Shun-Zheng-Zi-GB021005
K22 Su Jing-Ming Class 1 qualified wastewater treatment officer (94) Huan-Shu-Shun-Zheng-Zi-GA150192
Lin Kun-Zhi Class 1 qualified wastewater treatment officer (101) Huan-Shu-Shun-Zheng-Zi-GA300292
Wang Shi-Jie Class 1 qualified wastewater treatment officer (99) Huan-Shu-Shun-Zheng-Zi-GA070208
K8 He Si-Ying Class 1 qualified wastewater treatment officer (97) Huan-Shu-Shun-Zheng-Zi-GA200599
K9 Wu Hui-Long Class 1 qualified wastewater treatment officer (98) Huan-Shu-Shun-Zheng-Zi-GA490009
Su Zhen-Jia Class 1 qualified wastewater treatment officer (104) Huan-Shu-Shun-Zheng-Zi-GA410050
Xie Jia-Hong Class 2 qualified wastewater treatment officer (88) Huan-Shu-Shun-Zheng-Zi-GB250320
K15 Xu Zhi-Wei Class 1 qualified wastewater treatment officer (95) Huan-Shu-Shun-Zheng-Zi-GA150342
Lin Zhi-Hong Class 1 qualified wastewater treatment officer (92) Huan-Shu-Shun-Zheng-Zi-GA100357
Ye Li-Bin Class 2 qualified wastewater treatment officer (96) Huan-Shu-Shun-Zheng-Zi-GA050802

 

122
 
K1 Wang Min-Jie Class 1 qualified air pollution control officer (103) Huan-Shu-Shun-Zheng-Zi-FA220557
K3 Qian Jia-Yuan Class 1 qualified air pollution control officer (99) Huan-Shu-Shun-Zheng-Zi-FA040430
K5 Chen Kun-Cun Class 1 qualified air pollution control officer (104) Huan-Shu-Shun-Zheng-Zi-FA220089
K7 Liu Xuan-Xuan Class 1 qualified air pollution control officer (102) Huan-Shu-Shun-Zheng-Zi-FA320046
K11 Zhong Yu-Cheng Class 1 qualified air pollution control officer (103) Huan-Shu-Shun-Zheng-Zi-FA140443
K21 Wang Qiao-Zhi Class 1 qualified air pollution control officer (99) Huan-Shu-Shun-Zheng-Zi-FA010083
K12 Huang Yong-Cheng Class 1 qualified air pollution control officer (103) Huan-Shu-Shun-Zheng-Zi-FA140444
K22 Zhang Rui-Rui Class 1 qualified air pollution control officer (101) Huan-Shu-Shun-Zheng-Zi-FA170447
K26 He Shang-Feng Class 1 qualified air pollution control officer (90) Huan-Shu-Shun-Zheng-Zi-FA160457
K9 Chen Xin-Nan Class 1 qualified air pollution control officer (103) Huan-Shu-Shun-Zheng-Zi-FA140490
K15 Su Zhi-Cheng Class 1 qualified air pollution control officer (92) Huan-Shu-Shun-Zheng-Zi-FA030121
K16 Hong Mao-Zhe Class 1 qualified air pollution control officer (95) Huan-Shu-Shun-Zheng-Zi-FA010438

ASE Embedded Electronics 

Incorporated 

Qiu Feng-Ze Class 1 qualified air pollution control officer (95) Huan-Shu-Shun-Zheng-Zi-FA010395

Advanced Semiconductor Engineering 

Co., Ltd. 

Lin Yi-Hua Class 1 qualified waste disposal officer (96) Huan-Shu-Shun-Zheng-Zi-HA390493
Tu Hong-Zhong Class 1 qualified waste disposal officer (102) Huan-Shu-Shun-Zheng-Zi-HA280488
Chen Jia-Ling Class 1 qualified waste disposal officer (104) Huan-Shu-Shun-Zheng-Zi-HA410288
Lin Feng-Qing Class 2 qualified waste disposal officer (103) Huan-Shu-Shun-Zheng-Zi-HB180203
Chen Yi-Jun Class 1 qualified waste disposal officer (100) Huan-Shu-Shun-Zheng-Zi-HA340323
Ou Su-Jie Class 1 qualified waste disposal officer (93) Huan-Shu-Shun-Zheng-Zi-HA290515
Yu Yan-Bin Class 1 qualified waste disposal officer (104) Huan-Shu-Shun-Zheng-Zi-HA410327
Chen Yan-Hong Class 2 qualified waste disposal officer (103) Huan-Shu-Shun-Zheng-Zi-HB210707

ASE Test 

Incorporated 

Lv Wen-Hong Class 1 qualified waste disposal officer (98) Huan-Shu-Shun-Zheng-Zi-HA050079
Jian Yu-Zhi Class 1 qualified waste disposal officer (90) Huan-Shu-Shun-Zheng-Zi-HA440902

ASE Electronics 

Incorporated 

Chen Pin-Zhen Class 1 qualified waste disposal officer (98) Huan-Shu-Shun-Zheng-Zi-HA470311
Cai Meng-Han Class 1 qualified waste disposal officer (97) Huan-Shu-Shun-Zheng-Zi-HA500691
Xu Shu-Yan Class 1 qualified waste disposal officer (103) Huan-Shu-Shun-Zheng-Zi-HA310153

ASE Embedded Electronics 

Incorporated 

Wang Si-Yu Class 2 qualified waste disposal officer (98) Huan-Shu-Shun-Zheng-Zi-HB370015
No. 1 Packaging and Test Plant Li Qi-Yu Class 1 qualified air pollution control officer (98) Huan-Shu-Shun-Zheng-Zi-FA210023
No. 1 Packaging and Test Plant Li Qi-Yu Class 1 qualified wastewater treatment officer (95) Huan-Shu-Shun-Zheng-Zi-GA070046
No. 1 Packaging and Test Plant Lin Jia-Wei Class 1 qualified wastewater treatment officer (101) Huan-Shu-Shun-Zheng-Zi-GA140254
No. 1 Packaging and Test Plant Wu Zhen-Jia Class 1 qualified wastewater treatment officer (101) Huan-Shu-Shun-Zheng-Zi-GA300968
No. 1 Packaging and Test Plant Li Qi-Yu Class 1 waste disposal technician (96) Huan-Shu-Shun-Zheng-Zi-HA500363
No. 4 Packaging and Test Plant Wang Zhi-Fa Class 1 qualified air pollution control officer (99) Huan-Shu-Shun-Zheng-Zi-FA260064

 

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No. 4 Packaging and Test Plant Guo Wei-Yan Class 1 qualified wastewater treatment officer (99) Huan-Shu-Shun-Zheng-Zi-GA240896
No. 4 Packaging and Test Plant Guo Wei-Yan Class 1 waste disposal technician (99) Huan-Shu-Shun-Zheng-Zi-HB220950
No. 5 Packaging and Test Plant Zan Wu-Lie Class 1 qualified wastewater treatment officer (100) Huan-Shu-Shun-Zheng-Zi-GA050427
No. 5 Packaging and Test Plant Xu Chen-Zhi Class 1 qualified wastewater treatment officer (102) Huan-Shu-Shun-Zheng-Zi-GA270233
No. 5 Packaging and Test Plant Lv Yang-Ren Class 2 qualified wastewater treatment officer (97) Huan-Shu-Shun-Zheng-Zi-GB580008
No. 5 Packaging and Test Plant Zan Wu-Lie Class 1 waste disposal technician (93) Huan-Shu-Shun-Zheng-Zi-HA281344
No. 6 Packaging and Test Plant Lin Jian-Hong Class 1 qualified wastewater treatment officer (97) Huan-Shu-Shun-Zheng-Zi-GA450955
No. 6 Packaging and Test Plant Lin Jian-Hong Class 1 waste disposal technician (92) Huan-Shu-Shun-Zheng-Zi-HA110872
No. 7 Packaging and Test Plant Yang Ji-Zong Class 1 qualified wastewater treatment officer (99) Huan-Shu-Shun-Zheng-Zi-GA610175
No. 7 Packaging and Test Plant Xu Ji-Yin Class 1 waste disposal technician (105) Huan-Shu-Shun-Zheng-Zi-HA120785
No. 8 Packaging and Test Plant Yang Shun-Ming Class 1 waste disposal technician (93) Huan-Shu-Shun-Zheng-Zi-HA260860
No. 9 Packaging and Test Plant Zhu Xiu-Cheng Class 2 waste disposal technician (101) Huan-Shu-Shun-Zheng-Zi-HB211074
Sewage Pipe Center Zhong Xin-Zhao Class 1 qualified wastewater treatment officer (102) Huan-Shu-Shun-Zheng-Zi-GA340325
Sewage Pipe Center Hong Zheng-Guang Class 1 qualified wastewater treatment officer (88) Huan-Shu-Shun-Zheng-Zi-GA160087
Sewage Pipe Center Yang Qing-Fu Class 2 qualified wastewater treatment officer (103) Huan-Shu-Shun-Zheng-Zi-GB140381
Sewage Pipe Center Zhong Xin-Zhao Class 1 waste disposal technician (96) Huan-Shu-Shun-Zheng-Zi-HA180158

 

2. List of the Company's investments in key equipment on prevention and treatment of environmental pollution; their use and anticipated benefits

 

November 30, 2016 Unit: NT$ 1,000 

Name of Equipment Quantity Date Obtained Investment Cost Balance before Depreciation Use and anticipated benefit
K7-8F indoor waste gas exhaust pipes and central dust pipe production and installation works 1 2003/7/31 19,000 6,413 Prevention and control of air pollution
BUMPING waste water and gas treatment system assmebly works 1 2001/9/30 13,500 Prevention and control of water pollution
K7-NUMPING II 300mm waste water and gas production and installation works 1 2003/7/31 16,300  5,501 Prevention and control of water pollution
K7-10F waste gas and central dust-collection equipment (one-off assembly) work 1 2003/7/31  11,200  3,780 Prevention and control of air pollution
K7-3F waste gas treatment and central dust-collection work for Phase 1 1 2003/10/31  33,900  11,865 Prevention and control of air pollution
Wastewater land-borne discharge pipe work and planning design 1 2001/9/30  19,848    4,879 Prevention and control of water pollution
K7 wastewater treatment system 1 2002/8/31  24,030     1,335 Prevention and control of water pollution
K1/K2 organic/inorganic waste gas treatment work 1 2001/11/30 12,244   68 Prevention and control of air pollution
K7-11F indoor waste gas exhaust 1 2004/7/31 11,200  4,340 Prevention and

 

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Name of Equipment Quantity Date Obtained Investment Cost Balance before Depreciation Use and anticipated benefit
pipes and central dust pipe production and installation works         control of air pollution
K7-5F BUMPING extension A.D Section waste gas/water discharge/central dust pipe work 1 2004/7/31  24,500  9,494 Prevention and control of air pollution
K11 Phase 1 waste treatment equipment and central dust-collection works 1 2005/6/30   28,850  12,502 Prevention and control of air pollution
K7-9F waste gas exhaust pipes and central dust pipe production and installation works 1 2005/9/30 12,337   5,500 Prevention and control of air pollution
K7 cutting and cleaning wastewater recovery system 1 2006/2/28   25,572      7,388 Prevention and control of water pollution
K11 air-conditioner main unit room and rooftop cooling water tower power distribution and piping works 1 2006/5/31  38,171   18,290 Prevention and control of water pollution
K11 wastewater treatment plant equipment and construction 1 2006/8/31   32,629   16,043 Prevention and control of water pollution
K7 new organic waste gas treatment equipment 1 2006/9/30  14,821   7,349 Prevention and control of air pollution
Sludge baking equipment work 1 2007/11/30  14,775    5,992 Waste Disposal/Treatment
K7 Phase 1 purified water system improvement (2B3T+MB) work 1 2009/10/31  31,046   20,180 Prevention and control of water pollution
K7 wastewater recovery system work 1 2011/12/31   16,130   10,933 Prevention and control of water pollution
K12-2F plant-construction DW, PCW water recovery pipe work 1 2012/5/31  14,546   10,263 Prevention and control of water pollution
K12 wastewater treatment plant new construction work 1 2012/11/30   84,100   62,141 Prevention and control of water pollution
K12-RF main waste gas treatment equipment work 1 2013/3/31   70,425   53,601 Prevention and control of air pollution
K7 column scrubber machine addition work (Phase 1) 1 2014/5/31   16,686  13,997 Prevention and control of air pollution
K5 wastewater recovery and treatment works 1 2014/5/31   17,650   14,806 Prevention and control of water pollution
K11-4F production process DS/SS wastewater recovery system work 1 2014/7/31   28,092   23,878 Prevention and control of water pollution
K21-B1F Block A main wastewater system work 1 2014/11/30  78,065    68,090 Prevention and control of water pollution
K12 wastewater recovery system work 1 2014/12/31   13,112    11,509 Prevention and control of water pollution
K21 production process SS/DS new recovered water and recovered organic water work 1 2015/4/30  45,152    40,637 Prevention and control of water pollution
K7RF air pollution control system 1 2015/4/30  94,342     87,266 Prevention and

 

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Name of Equipment Quantity Date Obtained Investment Cost Balance before Depreciation Use and anticipated benefit
work         control of air pollution
K22-RF exhaust system main equipment work 1 2015/7/31  21,975     20,602 Prevention and control of air pollution
Environmental Protection Building central water recovery exhaust equipment 1 2015/9/30 24,116    22,809 Prevention and control of water pollution
Environmental Protection Building central work recovery equipment 1 2015/9/30  226,898     214,496 Prevention and control of water pollution
K14B Environmental Protection Building central water recovery buried-pipe work 1 2015/11/30  62,943    59,936 Prevention and control of water pollution
K11-RF (P011) air pollution system expansion work 1 2016/3/31   52,767    50,715 Prevention and control of air pollution
K22 new main exhaust system work 1 2016/3/31 149,631     145,267 Prevention and control of air pollution
K22 VOCS new waste gas treatment system work 1 2016/4/30  123,755     120,661 Prevention and control of air pollution
K16-RF plant section exhaust system Phase 1 1 2016/5/31   25,566    25,033 Prevention and control of air pollution
K5 wastewater treatment work 1 1998/10/31   10,500 Prevention and control of water pollution
K5 damper purchasing and installation work 1 2012/3/31    22,540    17,375 Prevention and control of noise and vibration
K5 shock resistance enhancement work 1 2012/4/30  27,449  21,273 Prevention and control of noise and vibration
K14B Environmental Protection Building new renovation and landscaping works 1 2014/11/30  62,261  54,305 Prevention and control of water pollution
K14B Environmental Protection Building new M&E works 1 2014/11/30  23,042  20,833 Prevention and control of water pollution
K14B Environmental Protection Building new fire safety work 1 2014/11/30   13,615   11,875 Prevention and control of water pollution
No. 2 Park five major pipe inter-section connection and pre-cast work 1 2015/7/31   71,267   66,813 Prevention and control of water pollution
K14B-2F continuous-type heat pump environmentally-friendly sludge dryer 1 2016/9/3  15,331   15,331 Prevention and control of water pollution
K26-RF main exhaust system plant-construction work - 40% completed 1 2016/9/3  10,020   10,020 Prevention and control of air pollution
C Building waste gas treatment work 1 2004/10/31 66,800 Reduction of air pollution
Block C basement 1F wastewater treatment plant Phase 1 1 2004/12/31 36,490 26,248 Prevention and control of water pollution
B8F waste gas treatment and central 1 2005/6/30 44,175 10,798 Reduction of air

 

126
 
Name of Equipment Quantity Date Obtained Investment Cost Balance before Depreciation Use and anticipated benefit

dust-collection system works         pollution
Block B Packaging and testing plant waste gas treatment work 1 2005/9/12 22,400 Reduction of air pollution
B Plant Administration Section 13F wastewater recovery system Phase 1 1 2005/9/12 38,912 Prevention and control of water pollution
B Plant Administration Section 13F wastewater recovery system Phase 2 1 2006/5/4 21,500 1,792 Prevention and control of water pollution
Block B wastewater treatment Phase 1 1 2006/7/1 82,000 7,243 Prevention and control of water pollution
Black B materials plant Phase 1 main waste gas system work 1 2006/8/31 79,800 Reduction of air pollution
A10F clean room exhaust pipe work (new) 1 2008/3/10 17,500 3,208 Reduction of air pollution
Block A waste gas treatment system (new) 1 2008/3/10 31,000 6,200 Reduction of air pollution
A-RF recovered water system 1 2010/9/20 23,780 14,400 Prevention and control of water pollution
B-B1F purified water recovery system work 1 2010/9/21 33,000 19,983 Prevention and control of water pollution
A-8F primary exhaust system 1 2010/9/23 15,275 6,237 Reduction of air pollution
A-RF waste gas treatment system Phase 2 (includes main air pipe for utility distribution room) 1 2010/9/23 22,300 13,504 Reduction of air pollution
B-B1F recovered water system Phase 2 expansion work 1 2011/7/22 33,000 22,367 Prevention and control of water pollution
A-2F equipment section and utility distribution room waste gas work 1 2011/12/8 10,800 5,490 Reduction of air pollution
B-B2 wastewater circulation environmental indicator control and wastewater works 1 2014/3/7 700 554 Prevention and control of water pollution
B-B1F combined sludge tank and flotation system - Chemical mixing system 1 2014/3/27 4,776 3,741 Prevention and control of water pollution
Blocks A, B and C wastewater treatment plant release pool PH-monitoring Alarm Call system work (central control room) 1 2014/4/16 138 71 Prevention and control of water pollution
Block A wastewater treatment plant SS SENSOR connection work 1 2014/4/16 122 63 Prevention and control of water pollution
Block B wastewater treatment plant release pool environmental information continuous-monitoring Alarm Call system work (central control room) 1 2014/4/16 104 53 Prevention and control of water pollution
A-RF wastewater treatment plant and dust-collection exhaust vent's additional installation of ventilation pipe and fan coil unit work (201402) 1 2014/4/22 6,134 3,885 Prevention and control of water pollution
Blocks A and C wastewater monitoring equipment new connection and Block B wastewater 1 2014/4/23 255 136 Prevention and control of water pollution

 

127
 
Name of Equipment Quantity Date Obtained Investment Cost Balance before Depreciation Use and anticipated benefit

treatment plan system work (1 unit of surveillance video camera for Blocks A and C)          
Block AB 1F wastewater temporary storage tank pipeline work 1 2014/4/30 2,016 1,647 Prevention and control of water pollution
B-13F recovery system UF membrane water-supply work 1 2014/5/27 9,900 3,850 Prevention and control of water pollution
B-B1F recovered water Phase 3 water-supply work 1 2014/5/27 33,871 13,172 Prevention and control of water pollution
Dehydrating equipment - Block B wastewater plan sludge dehydrating machine PAM-60 procurement 2 2014/6/6 7,160 5,609 Prevention and control of water pollution
C-B1F wastewater plant new CDA gas pipeline work (gas supply) 1 2014/6/11 15 3 Prevention and control of water pollution
Block LM 1200CMD cutting and grinding processes wastewater recovery system work 1 2014/6/17 23,800 19,635 Prevention and control of water pollution
L-RF purified water and waste gas scrubber infrastructural base addition work 1 2014/6/26 6,194 5,506 Prevention and control of water pollution
Blocks A, B and C wastewater plant fiber optics and communication monitoring work 1 2014/7/10 370 210 Prevention and control of water pollution
B-RF air pollution control equipment VOC (volatile organic compounds) concentration monitor work 1 2014/7/23 2,385 1,550 Reduction of air pollution
Nitrogen-hydrogen mixing section and Block A 8-11F plant administration section noise prevention work 1 2014/7/23 2,200 1,833 Prevention and control of noise
Gas exhaust work - Block B top floor Phases 1 and 2 AOP link-corridor work 1 2014/8/14 270 231 Reduction of air pollution
Block F wastewater treatment plant (civil construction) 1 2014/8/15 370,834 350,747 Prevention and control of water pollution
Blocks A, B and C released water recovery system purchasing and installation work 1 2014/8/26 193,605 183,925 Prevention and control of water pollution
L-10F (main pipeline) sewerage/wastewater works 1 2014/9/29 1,150 910 Prevention and control of water pollution
A-WWTP (Waste Water Treatment Plant) sludge-dehydrating machine work 1 2014/10/14 4,800 4,000 Prevention and control of water pollution
Blocks A, B and C wastewater plant man-machine interface integrated surveillance work 1 2014/10/16 1,800 1,570 Prevention and control of water pollution
Block A wastewater plant sand-filter pump additional installation of inching starter 1 2014/10/30 140 113 Prevention and control of water pollution
Blocks A, B and C B1F release water recovery system additional space construction work (201408) 1 2014/11/11 3,080 2,926 Prevention and control of water pollution

 

128
 
Name of Equipment Quantity Date Obtained Investment Cost Balance before Depreciation Use and anticipated benefit
Block A B1F release water recovery system space - fire safety work 1 2014/11/14 840 798 Prevention and control of water pollution
A-b1F new production process recovery system - water supply work 1 2014/11/26 35,000 32,278 Prevention and control of water pollution
Retracting door work for Second Entrance at South Gate 1 2014/11/26 300 263 Prevention and control of water pollution
B-RF M02 column scrubber air volume air-flow meter exhaust work 1 2014/12/12 315 277 Reduction of air pollution
Blocks K, L, M B3F sewerage and normal water diversion work 1 2014/12/18 479 391 Prevention and control of water pollution
L-RF new pneumatic valve air-source pipeline work 1 2014/12/25 640 562 Reduction of air pollution
C-RF noise prevention and control work 1 2015/1/13 9,223 8,454 Prevention and control of noise
I-RF noise prevention and control work 1 2015/1/13 2,235 2,030 Prevention and control of noise
Block A wastewater plant temporary sludge storage section - addition of rolling shutter (201412) 1 2015/2/25 320 286 Prevention and control of water pollution
F-b3F sewerage and organic wastewater tank #9-13 FRP works 1 2015/3/5 1,070 936 Prevention and control of water pollution
F-b3F sewerage and organic wastewater tank #9-13 FRP works 1 2015/3/5 1,070 936 Prevention and control of water pollution
A-B1F release water recovery system tank body FRP/Epoxy materials 1 2015/3/5 2,638 2,374 Prevention and control of water pollution
Blocks A, B production process recovery system integrated water-supply work 1 2015/3/27 10,700 10,403 Prevention and control of water pollution
Block B release water filtration equipment installation work 1 2015/3/27 6,100 5,490 Prevention and control of water pollution
B-9F F/E waste liquid container testing structure secondary distribution work - POU Hantang 1 2015/3/31 15 7 Prevention and control of water pollution
Blocks A, B and C water recovery system - new exhaust pipe work (201501) 1 2015/4/17 5,661 5,000 Prevention and control of water pollution
Block A wastewater plant SS SENSOR water-discharge secondary distribution work (201401) 1 2015/4/23 110 58 Prevention and control of water pollution
A-WWTP TK-607 additional installation of diverging three-way valve to TK-1000 work 1 2015/5/8 171 146 Prevention and control of water pollution
L-b3F additional water-supply work for production process recovery Phase 2 system 1 2015/5/27 27,970 26,922 Prevention and control of water pollution
A-b1F additional tank body for production process recovery system 1 2015/6/10 950 876 Prevention and control of water pollution
B-b2F wastewater surveillance cabinet power-distribution work (201503) 1 2015/6/16 150 137 Prevention and control of water pollution

 

129
 
Name of Equipment Quantity Date Obtained Investment Cost Balance before Depreciation Use and anticipated benefit
Purified/wastewater chemical tank over-flow barrier water-supply work 1 2015/7/10 2,400 2,280 Prevention and control of water pollution
CMP reclaimed water recycling system 1 2015/7/16 2,707 2,223 Factory floor grinding/scribing wastewater recycling
B-B1F ABC wastewater pool FRP laying work (201501) 1 2015/8/7 5,986 5,786 Prevention and control of water pollution
C-b1F wastewater system additional emergency power distribution work (201503) 1 2015/8/10 1,480 1,365 Prevention and control of water pollution
Release water quality and volume automatic monitoring (surveillance) and linked-transmission wastewater work (201407) 1 2015/8/11 2,261 2,085 Prevention and control of water pollution
Blocks A/B/C b-1F release water, production process recovery system power distribution work (201408) 1 2015/8/14 1,424 1,313 Prevention and control of water pollution
Exhaust work - No. 4 Packaging and Testing Plant - additional zoelite rotor system 1 2015/9/9 26,500 26,500 Reduction of air pollution
L-3F RUN CARE RUN 4 additional exhaust-cover work 1 2015/10/1 960 864 Reduction of air pollution
Block A wastewater plant chemical tank - addition of content gauge 1 2015/10/5 570 513 Prevention and control of water pollution
L-1F East corridor sound-reduction shuttle installation work 1 2015/10/7 285 257 Prevention and control of noise
Wastewater project - F-WWTP recovery system additional work 1 2015/10/29 249,800 249,800 Prevention and control of water pollution
Block A 3F-7F mounted opening noise insulation work 1 2015/11/3 240 218 Prevention and control of noise
Blocks A, B, C wastewater plant new PH meter system work 1 2015/11/5 140 127 Prevention and control of water pollution
Blocks A, B, C wastewater pool - addition of RC partitioning wall (201501) 1 2015/11/23 969 909 Prevention and control of water pollution
Release water quality and volume - Automatic monitoring (surveillance) and link-transmission equipment 1 2015/12/7 590 556 Prevention and control of water pollution
Block B B1F release water recovery system space - fire safety work 1 2015/12/28 1,680 1,596 Prevention and control of water pollution
Blocks A, B, C b1F release water recovery equipment section storeroom - Support pillar traffic and additional or protecting steel plate 1 2016/1/13 680 629 Prevention and control of water pollution
Block C B1F release water water recovery system space - fire safety work 1 2016/1/18 280 266 Prevention and control of water pollution
Blocks A, B, C wastewater pool - further addition of RC partitioning wall (PO#4500258069) 1 2016/2/5 330 315 Prevention and control of water pollution
WWTF release water abnormality emergency response meter control 1 2016/2/15 2,826 2,826 Prevention and control of water

 

130
 
Name of Equipment Quantity Date Obtained Investment Cost Balance before Depreciation Use and anticipated benefit
and pipeline work         pollution
B WWTP release pipe - addition of breaching chemical to wastewater 1 2016/2/26 690 650 Prevention and control of water pollution
L-1F Northeast side elevator lobby - Emergency exit sound insulation work 1 2016/4/15 210 200 Prevention and control of noise
Blocks A. B, C cooling water recovery work 1 2016/4/22 1,890 1,843 Prevention and control of water pollution
Block A Support, Blocks L/M industrial water pool - water-supply pipeline 1 2016/4/22 2,700 2,685 Prevention and control of water pollution
B-WWTP discharge - addition of automatic monitoring of cooper ions 1 2016/4/25 790 751 Prevention and control of water pollution
Block B sewerage screening machine installation - wastewater work 1 2016/4/25 470 447 Prevention and control of water pollution
Block L sewerage screening machine installation - wastewater work 1 2016/4/25 430 409 Prevention and control of water pollution
Wastewater work - Block A WWTP organic sediment pool installation work (201503) - 30% completed 1 2016/7/21 5,290 5,290 Prevention and control of water pollution
L-B3F organic and inorganic waste liquid storage tank - addition alarm work (201602) 1 2016/7/26 168 164 Prevention and control of water pollution
Waste recovery section surveillance camera and remote monitoring control work (201605) 1 2016/8/17 197 194 Prevention and control of water pollution

 

3. The Company's history of reducing environmental pollution, any disputes involving such pollution and the Company's handling of such disputes during the past 2 years and as of the date of printing and publication of this Prospectus: None

 

4. Total amount of losses incurred by the Company (including compensation paid) and fines paid during the past 2 years and as of the date of printing and publication of this Prospectus; disclosure by the Company on its future response measures (including improvement measures) and likely expenses (including estimated amount of potential losses, fines and compensation as a result of failure of implementing such measures; where estimated amount for the above-mentioned cannot be given, explanation should be given about the facts that make such estimates incapable of being given):

 

Kaohsiung Head Office

 

(1) Kaohsiung K1 Plant

 

The Plant was duly fined NT$12,000 by Environmental Protection Bureau of Kaohsiung City Government on July 30, 2014 for violation of Trash Clearance Act on January 22, 2014. Response measures: ○ , 1 )1The Plant (i.e. K1 Plant) had on March 5, 2014 obtained approval for change of trash clearance permit; the means of disposing waste lubricant (D-1703) was approved as physical disposal. Insofar as subsequent disposal by the Plant differs from existing disposal means, the Plant would be required to apply for change of trash

 

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clearance permit. (1) The Plant has set aside a temporary waste lubricant (i.e. D-1703) storage area. The layout plan for the said temporary storage area is attached to the trash clearance permit. The Plant has confirmed triplicate application for clearance, filing of waste production volume, and temporary storage and means of disposal etc.

 

(3) Kaohsiung K3 Plant

 

The Plant was duly fined NT$100,000 by Environmental Protection Bureau of Kaohsiung City Government on September 24, 2014 for violation of Article 24, Paragraph 2 of the Air Pollution Control Act on June 24, 2014. Response measures: (1) Application for variation (change) to raise the volume of raw materials used. (2) Control of draw down of raw materials to ensure that the volume used did not exceed the approved volume.

 

(3) Kaohsiung K5 Plant

 

The Plant was duly fined NT$12,000 by Environmental Protection Bureau of Kaohsiung City Government on July 30, 2014 for violation of Trash Clearance Act on January 22, 2014. Response measures: (1) According to the Trash Clearance Contract dated February 4, 2014 (vendor: Kingdom Resource Technology Co., Ltd.) the means of collection and disposal of waste lubricant would be heat treatment. Appropriate changes to the trash clearance permit was approved on March 5, 2014. Insofar as subsequent disposal by the Plant differs from existing disposal means, the Plant would be required to apply for change of trash clearance permit. (2) The respective Plants were expected to set aside temporary waste lubricant (i.e. D-1703) storage area. The layout plan for the said temporary storage area would be attached to the trash clearance permit. The said Plants were also expected to confirm matters such as triplicate application for clearance, filing of waste production volume, and temporary storage and means of disposal etc.

 

As a result of M11 production process (wafer packing process) and M13 production process (wafer packing process) on September 24, 2014, the Plant was on 24, 2014 fined NT$200,000 by Environmental Protection Bureau of Kaohsiung City Government for violation of Article 24, Paragraph 2 of the Air Pollution Control Act. Response measures: (1) Application for variation (change) to raise the volume of raw materials used. (2) Control of draw down of raw materials to ensure that the volume used did not exceed the approved volume.

 

(4) Kaohsiung K6 Plant:

 

As a result of M05 production process (wafer packing process) on September 24, 2014, the Plant was on June 24, 2014 fined NT$100,000 by Environmental Protection Bureau of Kaohsiung City Government for violation of Article 24, Paragraph 2 of the Air Pollution Control Act. Response measures: (1) Application for variation (change) to raise the volume of raw materials used. (2) Control of draw down of raw materials to ensure that the volume used did not exceed the approved volume.

 

(5) Kaohsiung K7 Plant:

 

As a result of violation of Article 24, Paragraph 2 of the Air Pollution Control Act on February 21, 2014, the Plant was on March 20, 2014 fined NT$100,000 by Environmental Protection Bureau of Kaohsiung City Government.

 

132
 

Response measures: Closed the secondary sodium chlorate tank's channel valve and the pipelines, and changed the contents of operating permit.

 

As a result of violation on December 17, 2013 of Articles 13 and 20 of the Employment Management Regulations of Environmental- Protection Dedicated Units or Personnel formulated pursuant to Article 21 of the Water Pollution Control Act, the Plant was on March 25, 2014 fined NT$30,000 by Environmental Protection Bureau of Kaohsiung City Government. The Kaohsiung District Prosecutors Office prosecuted the Company in January 2014 for violations of the Waste Disposal Act and other laws, and the Taiwan Kaohsiung District Court fined the Company NT$3 million for violating Article 47 of the Waste Disposal Act. Response measures: (1) This was mainly because the Environmental Protection Bureau had determined some disparity with respect to the persons-in-charge. The latter were carrying out other plant-related work, including wastewater. (2) As a result the relevant personnel was replaced. K7 wastewater plant's services were also determined.

 

The Plant was duly fined NT$12,000 by Environmental Protection Bureau of Kaohsiung City Government on July 30, 2014 for violation of Trash Clearance Act on January 22, 2014. Response measures: (1) Comprehensive planning for waste lubricant (D-1703) temporary storage area. (2) Matters such as triplicate application for clearance, filing of waste production volume, and temporary storage and means of disposal etc. were also implemented.

 

As a result of violation of Article 24, Paragraph 2 of the Air Pollution Control Act on June 24, 2014 for its M21 production process (IC production) and M22 production process (IC production), the Plant was on September 24, 2014 fined NT$200,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: (1) Application for variation (change) to raise the volume of raw materials used. (2) Control of draw down of raw materials to ensure that the volume used did not exceed the approved volume.

 

(6) Kaohsiung K8 Plant

 

The Plant was duly fined NT$12,000 by Environmental Protection Bureau of Kaohsiung City Government on July 30, 2014 for violation of Trash Clearance Act on January 22, 2014. Response measures: (1) Change of trash clearance permit with addition of disposal means for D-1703: Interim treatment would be physical disposal. (2) When issuing triplicate notes upon clearance of waste, such triplicates would have to be issued in accordance with the type and volume of waste and disposal method in the trash clearance permit. (3) Formulation of Trash Clearance Contracts: Clearance tools, means and venues were all compliant with law.

 

As a result of violation on August 21, 2014 of Article 18 of the Water Pollution Control Act, the Plant was on November 11, 2014 fined NT$10,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: Installation of released water flow-volume gauge in accordance with the Environmental Protection Bureau's requirements. The measure was also recorded in water-control documents.

 

As a result of violation on November 10, 2015 of Article 21, Paragraph 2 of the Water Pollution Control Act, the Plant was on December 14, 2015 fined NT$10,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: Establishment of system for appointment of

 

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officers to ensure that resignation of personnel or changes in employment could be promptly noted.

 

(7) Kaohsiung K9 Plant

 

As a result of violation on December 17, 2013 of Articles 13 and 20 of the Employment Management Regulations of Environmental- Protection Dedicated Units or Personnel formulated pursuant to Article 21 of the Water Pollution Control Act, the Plant was on March 25, 2014 fined NT$30,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: Coagulation of wastewater failed because of erroneous pipeline layout for production line chemicals. The pipeline layout was upgraded, with raw liquid being separately collection. Operating personnel also underwent training.

 

The Plant was duly fined NT$12,000 by Environmental Protection Bureau of Kaohsiung City Government on July 30, 2014 for violation of Trash Clearance Act on January 22, 2014. Response measures: (1) Comprehensive planning for waste lubricant (D-1703) temporary storage area. (2) Matters such as triplicate application for clearance, filing of waste production volume, and temporary storage and means of disposal etc. were also implemented.

 

As a result of violation on August 15, 2014 of Article 18 of the Water Pollution Control Act, the Plant was on November 10, 2014 fined NT$20,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: (1) Proposed changes to water-treatment documents, including separation of unused troughs from the treatment process; they were labeled unused at the site. (2) Removal of restricted pipelines or addition of new pipelines in conjunction with removal of production machinery. Changes were also made to water-treatment documents.

 

(8) Kaohsiung K11 Plant

 

As a result of violation on February 11, 2014 of Article 7, Paragraph 1 of the Water Pollution Control Act and Article 2 of the Released Water Standard, the Plant was on February 12, 2014 fined NT$140,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: 1Addition of real-time monitoring system to enable continuous monitoring of water quality. The system was also linked to set internal control standard within the monitoring system and could promptly trigger alarm. 2In the event of abnormality discharge of abnormal water volume would be cut off. It would also trigger emergency response mechanism (with report to the production unit) which is linked to competent authority. Abnormality emergency processes would also be carried out.

 

The Plant was duly fined NT$12,000 by Environmental Protection Bureau of Kaohsiung City Government on April 28, 2014 for violation of Trash Clearance Act on January 22, 2014. Response measures: The Plant management was required to list information filed on-line with such information requiring confirmation by environmental safety supervisor and records of such information retained.

 

As a result of violation of Article 24, Paragraph 2 of the Air Pollution Control Act on June 24, 2014 for its M03 production process (IC production), the Plant was on September 24, 2014 fined NT$100,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: (1) Application for

 

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variation (change) to raise the volume of raw materials used. 2Control of draw down of raw materials to ensure that the volume used did not exceed the approved volume.

 

As a result of violation of Article 8, Paragraph 2 of the Regulations Governing Approval of Registration of Toxic Chemical Substances on December 18, 2015, the Plant was on February 26, 2016 fined NT$60,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: Establishment of standard operating procedure for confirmation of basic information. Through controls in the system any changes in basic information would promptly captured and handled.

 

(9) Kaohsiung K12 Plant

 

As a result of violation on January 16, 2014 of Articles 4 and 29 of the Regulations Governing Water Pollution Control Measures and Filing of Inspection promulgated pursuant to Article 18 of the Water Pollution Control Act, the Plant was on March 25, 2014 fined NT$20,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: 1. K12 Plant (Convex Crystal 2B) had already made fresh application to competent authority for changes to water-treatment measures. 2. It intended to increase the treatment volume from 1,500CMD originally to 4,750CMD.

 

The Plant was duly fined NT$12,000 by Environmental Protection Bureau of Kaohsiung City Government on July 30, 2014 for violation of Trash Clearance Act on January 22, 2014. Response measures: (1) K12 Plant had approved plan for waste lubricant (D-1703) temporary storage area. (2) Matters such as triplicate application for clearance, filing of waste production volume, and temporary storage and means of disposal etc. were also implemented.

 

As a result of violation of Article 24, Paragraph 2 of the Air Pollution Control Act on June 24, 2014 for its M01 production process (IC production) , the Plant was on September 24, 2014 fined NT$100,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: 1Application for variation (change) to raise the volume of raw materials used. 2Control of draw down of raw materials to ensure that the volume used did not exceed the approved volume.

 

(10) Kaohsiung K22 Plant

 

As a result of violation of Article 24, Paragraph 2 of the Air Pollution Control Act on June 28, 2016, the Plant was on July 22, 2016 fined NT$100,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: Strengthening of professional staff's concept of operating in accordance with permit.

 

As a result of violation of Article 5, Paragraph 2 of the Regulations Governing Approval of Registration of Toxic Chemical Substances on July 19, 2016, the Plant was on August 17, 2016 fined NT$60,000 by Environmental Protection Bureau of Kaohsiung City Government. Response measures: Establishment of standard operating procedure for confirmation of basic information. Through controls in the system any changes in basic information would promptly captured and handled.

 

Chungli Branch Company

 

The Environmental Protection Bureau of Taoyuan County Government had on January 16, 2014 ordered fine of NT$30,000 for breach on January 15, 2014

 

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of Article 31, Paragraph 1, Sub-paragraph 2 of the Trash Clearance Act. Response measures: (1) Made supplemental filing based on actual circumstances on the site. (2) Set standard system for raw materials.

 

The Environmental Protection Bureau of Taoyuan County Government had on March 28, 2014 ordered fine of NT$10,000 for breach on March 26, 2014 of Article 18 of Water Pollution Control Act. Response measures: Carried out changes to permit.

 

The Environmental Protection Bureau of Taoyuan County Government had on January 17, 2014 ordered fine of NT$30,000 for breach on January 15, 2014 of Article 31, Paragraph 1, Sub-paragraph 2 of the Trash Clearance Act. Response measures: (1) Made supplemental filing based on actual circumstances on the site. (2) Set standard system for raw materials.

 

The Environmental Protection Bureau of Taoyuan County Government had on March 27, 2014 ordered fine of NT$60,000 for breach on March 26, 2014 of Article 36 of the Trash Clearance Act. Response measures: Set comprehensive labels and records in compliance with regulations.

 

The Environmental Protection Bureau of Taoyuan County Government had on March 28, 2014 ordered fine of NT$10,000 for breach on March 26, 2014 of Article 18 of Water Pollution Control Act. Response measures: Made changes to permit in accordance with law.

 

The Environmental Protection Bureau of Taoyuan County Government had on January 15, 2014 ordered fine of NT$10,000 for breach on January 15, 2014 of Article 18 of the Water Pollution Control Act. Response measures: Made changes to permit in accordance with law.

 

The Environmental Protection Bureau of Taoyuan County Government had on January 20, 2014 ordered fine of NT$30,000 for breach on January 16, 2014 of Article 31, Paragraph 1, Sub-paragraph 2 of the Trash Clearance Act. Response measures: (1) Made supplemental filing based on actual circumstances on the site. (2) Set standard system for raw materials.

 

The Environmental Protection Bureau of Taoyuan County Government had on March 28, 2014 ordered fine of NT$10,000 for breach on March 26, 2014 of Article 18 of Water Pollution Control Act. Response measures: Made changes to permit in accordance with law.

 

The Environmental Protection Bureau of Taoyuan County Government had on January 21, 2014 ordered fine of NT$30,000 for breach on January 16, 2014 of Article 31, Paragraph 1, Sub-paragraph 2 of the Trash Clearance Act. Response measures: (1) Made supplemental filing based on actual circumstances on the site. (2) Set standard system for raw materials.

 

The Environmental Protection Bureau of Taoyuan County Government had on March 28, 2014 ordered fine of NT$10,000 for breach on March 26, 2014 of Article 18 of Water Pollution Control Act. Response measures: Made changes to permit in accordance with law.

 

The Environmental Protection Bureau of Taoyuan County Government had on January 15, 2014 ordered fine of NT$60,000 for breach on January 13, 2014 of Article 18 of Water Pollution Control Act. Response measures: (1) Changed operations in permit. (2) Revamped site road signs.

 

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The Environmental Protection Bureau of Taoyuan County Government had on February 14, 2014 ordered fine of NT$120,000 for breach on February 12, 2014 of Article 31, Paragraph 1, Sub-paragraph 2 of the Trash Clearance Act. Response measures: Made supplemental filing based on actual circumstances on the site.

 

The Environmental Protection Bureau of Taoyuan County Government had on February 20, 2014 ordered fine of NT$420,000 for breach on February 17, 2014 of Articles 18 and 31, Paragraph 1 of the Water Pollution Control Act. Response measures: (1) Change of permit, (2) strengthened monitoring and system improvement with daily review of changes in water quality and volume.

 

The Environmental Protection Bureau of Taoyuan County Government had on March 27, 2014 ordered fine of NT$60,000 for breach on March 26, 2014 of Article 36 of the Trash Clearance Act. Response measures: (1) Change of permit, (2) complete signs and records in compliance with regulations.

 

The Environmental Protection Bureau of Taoyuan County Government had on March 28, 2014 ordered fine of NT$60,000 for breach on March 26, 2014 of Articles 19 the Water Pollution Control Act (with Articles 14 and 18 of the said Act applying mutatis mutandis.) Response measures: 1Change of permit, 2increased rate of inspection.

 

The Environmental Protection Bureau of Taoyuan County Government had on September 4, 2015 ordered fine of NT$10,000 for breach on September 3, 2015 of Article 3, Paragraph 1, sub-paragraph 1 of the Trash Clearance Act by No. 5 Packaging and Testing Plant. Response measures: (1) Adjustment of water treatment volume. (2) Trash clearance plan changed in accordance with new water treatment volume.

 

The Environmental Protection Bureau of Taoyuan County Government had on September 4, 2015 ordered fine of NT$10,000 for breach on September 3, 2015 of Article 3, Paragraph 1, sub-paragraph 1 of the Trash Clearance Act by No. 6 Packaging and Testing Plant. Response measures: (1) Adjustment of water treatment volume. (2) Trash clearance plan changed in accordance with new water treatment volume.

 

The Environmental Protection Bureau of Taoyuan County Government had on November 24, 2015 ordered fine of NT$60,000 for breach on November 23, 2015 of Article 38, Paragraph 1 of the Trash Clearance Act. Response measures: (1) Communicated with customer on local trash clearance method. (2) All defective products that were to be returned to customer were shipped as "defective IC/wafer", with no action to be taken.

 

The Environmental Protection Bureau of Taoyuan County Government had on March 25, 2016 ordered fine of NT$147,000 for breach of Article 45, Paragraph 2 of the Water Pollution Control Act following an audit on November 17, 2015. Response measures: Strengthened monitoring of water quality, with simultaneous inspection and testing during audit.

 

Nantou Branch Company

 

The Environmental Protection Bureau of Nantou County Government had on January 22, 2014 ordered fine of NT$300,000 for breach on January 21, 2014 of Article 31, Paragraph 1, sub-paragraph 2 of the Trash Clearance Act.

 

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Response measures: (1) The wastewater storage permit was submitted for review by the Environmental Protection Bureau on January 7, 2014. On January 28, 2014 the Bureau requested additional documents. These documents were submitted to the Bureau on February 17, 2014. At present the permit documents are under review by the Bureau. (2) Filing of full-time offer was completed on January 31, 2014.

 

Total losses (including compensation) and penalties incurred by the company and its subsidiaries during the past 2 years until the date of printing of the Prospectus: The total amount penalties incurred in fiscal year 2014 was NT$2.464 million. The total amount of penalties incurred in fiscal year 2015 was NT$297,000. The total amount of penalties incurred in fiscal year 2016 until date of printing of Prospectus is NT$172,000.

 

5. Existing pollution and improvement/treatment thereof which will have an impact on company's profit, competitive position and capital expenses and major environmental-protection capital expenses during the next 2 years:

 

Nantou Branch Company Equipment for pollution control used in the 4th and part of the first floor of the building of "USI Incorporated" are all owned by USI; Nantou Branch Company does not have its won pollution control equipment or facilities. Therefore there has been no major maintenance or repair expenses for environmental protection equipment.

 

The following are the improvement plans and projected major environmentally-related capital expenses for the next 2 years for Kaohsiung Plant and Chungli Branch Company, and description of their impact on the company's profit, competitiveness and capital expenses:

 

Item 2016 2017
Proposed improvements:    
(1) Improvement plan

(1) Renewal of ISO14001 environmental management system certification

(2) Reduction of greenhouse gas emission in accordance with ISO14064 greenhouse gas management system operation

(3) Promotion of eco-design of the company's products

(4) Continued implementation of ISO50001 energy management system

(5) Continued implementation of product carbon footprint and water footprint audit and verification

(6) Continued promotion of the company's sustainable development in conjunction with Taiwan Sustainable Innovation Forum

(7) Continued promotion of use of mass rapid transit system to reduce energy consumption and CO2 emission

(8) Introduction of energy-saving product and improvement of

(1) Renewal of ISO14001 environmental management system certification

(2) Reduction of greenhouse gas emission in accordance with ISO14064 greenhouse gas management system operation

(3) Promotion of eco-design of the company's products

(4) Continued implementation of ISO50001 energy management system

(5) Continued implementation of product carbon footprint and water footprint audit and verification

(6) Continued promotion of the company's sustainable development in conjunction with Taiwan Sustainable Innovation Forum

(7) Continued promotion of use of mass rapid transit system to reduce energy consumption and CO2 emission

(8) Introduction of energy-saving product and improvement of energy-saving projects

 

 

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energy-saving projects

(9) Clearance and improvement of wastewater control equipment, with strengthened volume and benefit of wastewater recovery

(10) Increased reclaimed water plant's recovery rate and recovery

(11) Replacement of filter materials in wastewater treatment sand column and active carbon column

(12) Construction of high-efficiency pollution control facilities

(13) Replacement of filtration materials in dust-collection equipment

(14) Replacement of filling materials and reduction of VOC volume for waste gas control equipment

(15) Reduction of waste materials and volume and recycling

(16) Reduction of weight and volume of sludge and recycling of metallic components

(17) Optimization of volume of chemicals used

(18) Prevention of odors in peripheral area

(19) Emergency response training and rehearsals

(20) Strengthened noise prevention and control

(21) 2015 Industrial Safety and Environmental Protection Month event

(22) Installation of new waste scrubbing column

(23) Installation of new dust-collection machine

(24) Maintenance of existing advance oxidation furnace

(25) Consideration of best viable treatment equipment for air pollution control

(26) Maintenance of existing zoelite rotor equipment

(27) Installation of new production process wastewater recovery system

(28) Maintenance of membrane in griding process wastewater recovery system

(29) Recycling of packaging materials

(30) Sludge collection system

(31) Exhaust collection system

(32) Introduction of sludge volume reduction plan

(9) Clearance and improvement of wastewater control equipment, with strengthened volume and benefit of wastewater recovery

(10) Increased reclaimed water plant's recovery rate and recovery

(11) Replacement of filter materials in wastewater treatment sand column and active carbon column

(12) Construction of high-efficiency pollution control facilities

(13) Replacement of filtration materials in dust-collection equipment

(14) Replacement of filling materials and reduction of VOC volume for waste gas control equipment

(15) Reduction of waste materials and volume and recycling

(16) Reduction of weight and volume of sludge and recycling of metallic components

(17) Optimization of volume of chemicals used

(18) Prevention of odors in peripheral area

(19) Emergency response training and rehearsals

(20) Strengthened noise prevention and control

(21) 2016 Industrial Safety and Environmental Protection Month event

(22) Installation of new waste scrubbing column

(23) Installation of new dust-collection machine

(24) Maintenance of existing advance oxidation furnace

(25) Consideration of best viable treatment equipment for air pollution control

(26) Maintenance of existing zoelite rotor equipment

(27) Installation of new production process wastewater recovery system

(28) Maintenance of membrane in griding process wastewater recovery system

(29) Recycling of packaging materials

(30) Sludge collection system

(31) Exhaust collection system

(32) Introduction of sludge volume reduction plan

(2) Proposed purchase of equipment or (1) Implementation of improvement proposals by respective departments (1) Implementation of improvement proposals by respective departments

 

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expenses on equipment as part of projected environmental protection-related capital expenses in next 2 years

at their own initiative

(2) Installation of new wastewater/waste gas control equipment and improvement of existing ones

(3) Low-frequency noise control works

(4) Replacement of environmental-protection equipment

(5) Landscaping of surrounding environment

(6) Implementation of recovery of waste and discarded items and installation of volume-reduction equipment

(7) Use of energy-saving lighting and introduction of green energy source

(8) Installation of energy management monitoring system

(9) Improvement and expansion of reclaimed water recovery system

(10) Waste gas column scrubber

(11) High-efficiency oxidation equipment

(12) Maintenance of existing zoelite rotor equipment

(13) Best and most viable air pollution control equipment

(14) Dust-collection machine

(15) Wastewater recovery, filtration and distillation equipment

(16) Sludge drying equipment

(17) Purchase of sludge baking equipment

at their own initiative

(2) Installation of new wastewater and waste gas control equipment and improvement of existing ones

(3) Low-frequency noise control works

(4) Replacement of environmental-protection equipment

(5) Landscaping of surrounding environment

(6) Implementation of recovery of waste and discarded items and installation of volume-reduction equipment

(7) Use of energy-saving lighting and introduction of green energy source

(8) Installation of energy management monitoring system

(9) Improvement and expansion of reclaimed water recovery system

(10) Waste gas column scrubber

(11) High-efficiency oxidation equipment

(12) Maintenance of existing zoelite rotor equipment

(13) Best and most viable air pollution control equipment

(14) Dust-collection machine

(15) Wastewater recovery, filtration and distillation equipment

(16) Sludge drying equipment

(17) Purchase of sludge baking equipment

 

Projected Improvements

(1) Reduction of energy consumption and CO2 emission

(2) Control of odor at boundaries

(3) Extension of equipment lifespan

(4) Reduction of wastewater/waste/air pollutant volume and recovery of resources

(5) Reduction of noise in surrounding areas

(6) Reduction of energy consumption

(7) Improvement of level of comfort of work environment

(8) Recovery of water resources/reduction of volume of water used

(9) Control and monitoring of pollution

(1) Reduction of energy consumption and CO2 emission

(2) Control of odor at boundaries

(3) Extension of equipment lifespan

(4) Reduction of wastewater/waste/air pollutant volume and recovery of resources

(5) Reduction of noise in surrounding areas

(6) Reduction of energy consumption

(7) Improvement of level of comfort of work environment

(8) Recovery of water resources/reduction of volume of water used

(9) Control and monitoring of pollution

Expenses NT$581,315,000 NT$1,242,715,000
(3) Impact after Improvement    
Impact on net profit Increase of about NT$65,335,000 Increase of about NT$101,855,000
Impact on Corporate social responsibility (CSR) Corporate social responsibility (CSR)

 

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competitiveness and sustainable development An environmentally-friendly policy enhanced the company's corporate image, and was in conformity with the investors' objective for sustainable development of the company and sustainable development An environmentally-friendly policy enhanced the company's corporate image, and was in conformity with the investors' objective for sustainable development of the company
Areas in which no response measures were taken N/A N/A

  

 

(5) Employees-employer relations

 

1. List of the company's employee welfare measures, further learning, training, retirement regulations and the status of their implementation, and employer-employee collective agreements, and various measures protecting employee rights

 

(1) Employee welfare

 

The company accepts solidarity between shareholders and employees. In the meeting of its Board of Directors held on January 14, 2016 a resolution was passed on amendment (the resolution would be submitted to the company's Shareholders Meeting on June 28, 2016 for approval) which provides for 5.25~8.25% of profits be set aside each year for the following: employee remuneration and comprehensive improvement of employees' cultural and leisure facilities including library, society events, annual tours, cultural and sporting competition etc. The above would give employees an opportunity to achieve balanced lifestyle. Other measures to strengthen employee benefit and employer-employee relationship include:

 

lFree group medical insurance for employees and their family members

 

lFull improvement of the plants' safety and sanitation in order to maintain a clean and comfortable environment

 

lRegular or ad hoc employer-employee meetings

 

lEstablishment of plant environmental safety and health committee

 

lEstablishment of welfare committee to handle employee benefits

 

lSelf-service canteen and welfare society

 

lMarriage gift, bereavement subsidy, hospitalization gift and study bursary

 

lComprehensive retirement system

 

lEmployee medical check

 

lShare and cash bonus

 

lDisbursement of benefits during major festivals

 

lEmployee tours and diverse items offered for purchase by employees

 

lEmployees on business trips entitled to travel insurance cover of NT$15 million

 

lFree meals during public holidays

 

lEstablishment of employees' recreation and fitness center

 

lEstablishment of employee health clinic and physical fitness check center

 

lEmployee share-subscription warrants

 

(2) Employee learning and implementation

 

lEmployees who obtain educational qualification during their self-study could participate in education upgrading examinations. They would also be entitled to substantive salary increase.

 

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lProvision of school cooperative program for employees; undertook "on-the-job" training bureau flagship plan.

 

(3) Employee training and implementation

 

lProvided new recruits with orientation guide, professional training and new staff appraisal.

 

lDesigned and implemented supervision management skills training and career development.

 

lDesigned and implemented engineer professional skills training.

 

lProvided employees with professional skills and second-skill training (OJT).

 

lCultivated company's internal speakers and trainers.

 

lDesigned and implemented industrial safety and environment-related training.

 

lProvided employees opportunity to participate in external training or seminars.

 

lTo more effectively integrate the company's resources, the company had formulated "Rules on External Training and Subsidy for Certificates". The Rules consisted of 2 major sections: External training (department staff sent to outside training) and subsidy for certificates (subsidy for personal advancement through self-study). To encourage employees to carry out self-studying and acquisition of professional skills for personal advancement, the company engaged external training to supplement its internal training. A standardized review and post-training feedback mechanism was established to facilitate the company's external training system. Control by supervision was made easier by electronic external training and attendance systems.

 

lThe company's subsidy for an employee's self-study, depending on the employee's appointment ranking, ranged from NT$20,000 to NT$100,000 over 2 years. Such subsidy would be given out upon approval after the employee had at his cost registered and underwent course. Application would be to the Training Department along with submission of training certificate.

 

lIn 2015 ASE joined the Electronic Industry Citizenship Coalition (EICC). In keeping with EICC Code of Conduct as well as the concept of sustainable operation, while also promoting a sustainable supply chain for ASE and its suppliers, the company had in 2015 begun implemented EICC Code of Conduct in its education and training for employees and suppliers. To-date more than 20,000 persons in ASE's Kaohsiung Plant have undergone EICC training. Refresher training held at least once annually provided the means of disseminating information on latest laws and regulations to employees.

 

lIn 2015 ASE established its first corporate university, combining experts and academics in various fields to provide first-class training for senior managers. The total number of management course was 78 hours and such courses included strategic development, operation management, and team management. Total training was 3,744 man/hours.

 

lIn fiscal year 2015 the company's total training expenses for its employees was NT$17,150,359.

 

lCertification mandated by competent authority and obtained by the company and employees involved in financial information transparency is as follows: One of the company's internal audit staff obtained the International Internal Auditor certificate from the International Internal Auditor Association.

 

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lIn fiscal year 2015 the company conducted more than 1,500 training classes (including on-line courses) involving 120,500 person/session for total training hours of 450,000 hours.

 

lType of training courses conducted by the company in fiscal year 2015:

New recruits: Orientation, foundation training and job guidance.

General training; Training courses on government laws and regulations and company policies etc. 

Special skills training: Professional skills training required by the company's respective departments.

 

(4) Retirement system and implementation

 

lBeginning in November 1986 the company had in place Labor Retirement Rules in compliance with Basic Labor Law. It also established a Labor Pensions Provision Supervisory Committee. Labor pension provisions were deposited on a monthly basis into the Bank of Taiwan for employees' withdrawal upon retirement.

 

lBeginning in July 2005 the company had complied with the New Labor Pension Rules promulgated pursuant to the Labor Pensions Act, by setting aside on a monthly basis 6% into employees' special pensions account in the Bureau of Labor Insurance. Upon reaching the age of 60 employees can apply to withdraw their pensions from their personal pensions account.

 

lRetirement conditions: An employee with a work tenure of more than 15 years, and the employee's age combined with his work tenure is 70 or above may apply for retirement.

 

(5) Labor agreement

 

lThe company has established communication channels (paper and electronic) for employees. The respective plants also regularly held employee forums to facilitate communication with employees. As such the company was not involved in labor disputes.

 

(6) Measures upholding employees' rights

 

lThe company protects employee's rights in accordance with Basic Labor Law.

 

lThe company provides a work environment with gender equality and that is free of sexual harassment in accordance with the Act of Gender Equality in Employment.

 

lMeasures by the company for raising employee welfare or rights compared with previous year:

Salary increase in the beginning of 2015.

The monthly operating performance incentive based on the company's operating performance was higher than that in the previous year. 

Increase in the coverage of employee group insurance policy and employee health check items.

Increase in the number of societies in which employees could join. 

Hosted various activities and competitions such as tree planting, participation in social welfare events, employee day, sporting events and calligraphy etc. to foster care for society and employees' physical and mental health.

 

lAverage salary adjustments by the company in fiscal year 2015: The company's policy is to directly or indirectly adjust employees' annual salary on a sustainable and steady basis.

 

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(7) Measures protecting work environment and employee's personal safety (measures taken by the company to prevent occupational injury)

 

lContinued certification under OHSAS 18001 and TOSHMS.

 

lSustained operation of plant safety and health performance review, with annual awards for plants that achieved excellent performance.

 

lContinued to strengthen the operation of contractor organization meeting, with annual awards for contractors which achieved excellent performance in safety and health.

 

lEstablished plant health risk assessment model and implementation of health management system.

 

lImplemented system for verification of hazards and risk assessment by respective departments and strengthened their safety and health improvement proposals.

 

lContinued implementation of protection and improvement to machines.

 

lIntroduction of regulations of the National Fire Protection Association (NFPA) for new plants to strengthen their fire safety facilities.

 

lCounseled main contractors on the establishment of proprietary safety and health management systems.

 

lContinued implementation of practice to establish own OHSAS 18001 system by contractors and verification mechanism.

 

lEstablishment of team overseeing contractor's safety management.

 

lParticipation in the selection competition for National Labor Safety Awards organized by Council of Labor Affairs, Executive Yuan.

 

lParticipated in selection competition for Outstanding Unit for National Labor Safety & Health Awards organized by Council of Labor Affairs, Executive Yuan.

 

lSite commander response drills conducted in high-risk areas in plants.

 

lContinued strengthening of plants' safety protection for their machine and chemical systems.

 

lContinued implementation of risk assessment and improvements for plants' surrounding areas to strengthen their fire safety.

 

lContinued implementation of EICC Code of Conduct to regularize management and completed verification of implementation.

 

lContinued implementation of the plants' safety culture assessment system in order to improve their safety culture.

 

lOrganized monthly health and safety culture events.

 

(8) Employee work regulations and code of ethics

 

lEmployees who held differing opinions were reminded to communicate with their supervisors in a sincere manner and at appropriate time and place. They were reminded not to express their views in a strong manner in the presence of visitors or others.

 

lMeetings were required to be held punctually. Individuals who could not attend were required to appoint others to attend on their behalf. They should also inform others about documents to be prepared. The meeting's chairperson had to be informed.

 

lIf meetings with vendors crossed over lunch or dinner hours, employees could order take-away meals for vendors and claim reimbursement. Employees were prohibited from privately entertaining vendors.

 

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lEmployees were strictly forbidden from taking the company's products, spare parts or goods out of the processing sections. All goods that leave the plant area must be accompanied by bonded goods release form. Employees who failed to comply with the aforesaid would be dealt with in accordance with laws and regulations.

 

lEmployees were required to respect the company's reputation. They were forbidden from publishing their personal opinion on any matter involving the company without prior approval.

 

lThe company assiduously cultivated a culture of integrity and responsibility. In all operations employees should comply with the highest ethical standards.

 

2. Any loss suffered by the company due to labor disputes in the most recent two fiscal years and up to the date of publication of the Prospectus, and disclose an estimate for the amount of losses that have been incurred to date and may be incurred in the future, as well as response measures. If a reasonable estimate cannot be made, explain why not. None

 

2. Property, plants and equipment and other real estate:

 

(1) Self-owned assets:

 

1. Property, plant and equipment if the acquisition cost is 20 percent or more of the paid-in capital or NT$300 million or more:

 

November 30, 2016 Unit: NT$1,000 % 

Immovable Properties, Plant Buildings

& Name of Equipment

Unit Amount Month and year of acquisition Original cost Revaluation gain Non-depreciated balance Utilization status Insurance status Encumbrances and any other restriction of rights
Department Using Rented Idle
Plant No. 1 2004/02 636,462 - 230,717 ASE Assembly & Test (Shanghai) - - Insured None
ASE Headquarters and R&D Center Set 1 2014/05 345,625 - 324,633 ASE Assembly & Test (Shanghai) - - Insured None
LAND EA 1 1997/10 496,229 - 496,229 ASE Korea - - - None
KS Plant phase 2 plant building (standard building) No. 1 2012/12 438,180 - 390,824 ASE (Kunshan) - - Insured None
Civil construction of new plant buildings No. 1 2009/11 549,468 - 357,424 ASEN Semiconductors (Suzhou)   - - Insured None
LAND EA 1 1999/07 1,429,881 - 1,429,881 Chungli Plant - - - None
1# civil construction cost Building 1 2004/03 586,067 - 281,763 ASE (Shanghai) - - Insured None
2# civil construction cost Building 1 2004/03 618,156 - 297,105 ASE (Shanghai) - - Insured None
Plant building for Shanghai No. 2 Plant/one main building consisting of several floors /including M&E, 1 each, CNY84,060,517.4 No. 1 2006/04 389,023 - 241,244 USI (Shanghai) - - Insured None
New plant CNY87169818.09 No. 1 2004/04 367,162 - 197,232 USI (Shanghai) - - Insured None

  

 

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Immovable Properties, Plant Buildings

& Name of Equipment

Unit Amount Month and year of acquisition Original cost Revaluation gain Non-depreciated balance Utilization status Insurance status Encumbrances and any other restriction of rights
Department Using Rented Idle
Nangang Plant land and factory buildings Ping

Land: 5,575.68

Factory: 20,344.49

2000/03 970,146 - 453,165 Universal Scientific Industrial Co., Ltd. V V Insured None
Warehousing building - K7 No. 109, North Inner Ring Road SET 1 2001/12 998,336 - 626,040 Kaohsiung Plant - - Insured None
K11 - Block B, car park at No. 30 Zhongyang Road (Hong Lai) SET 1 2005/07 351,875 - 252,177 Kaohsiung Plant - - Insured None
K15 Yawei Plant - purchase of plant-structure building SET 1 2010/09  398,144 - 336,763 Kaohsiung Plant - - Insured None
K22 Wastewater and recycled water system construction SET 1 2016/02 308,854 - 297,272 Kaohsiung Plant - - Insured None

 

 

2. Idle real properties and the real properties which have been held for 5 fiscal years or more for investment purposes:

 

November 30, 2016 Unit: NT$ 1,000 

Real Estate

Name

Unit Area: Location

Acquisition

Date: Year/Month

Acquisition

Cost

 

Revaluation

Increase in Value

Before depreciation and impairment

Balance

Current value, appraised value or fair market value published

Future disposal or 

development plan 

Nangang Plant land and factory buildings Ping

Land: 5,575.68

Factory: 20,344.48

 

No. 330, Gongye Rd, Nantou City 2000/03 970,146 3,165 1,216,086 Regular evaluations on whether the book value has fallen, in preparation for disposal,  expansion to the electronics assembly plant, or rental to other enterprises in the group, as needed. Currently the fifth floor has been rented to USI.

 

(2) Rental properties:

 

1. Financing lease (of an amount that is 20% of paid-up capital or NT$300 million): None.

 

2. Operating lease assets the rent amount of which exceeds NT$5 million a year:

 

November 30, 2016 Unit: USD'000

Asset Name Unit Amount Lease Period Rent Lessor: Calculation and Payment Method of Rent Contractual Restrictions
Takahata factory lease SET 1 2016/6/30~2020/5/31 JPY  8,650.81 Renesas Semiconductor Manufacturing Agree Rent/Remittance Payment None
L1  factory lease SET 1 2016/1/1~2016/12/31 JPY  5,722.09 Yamagata Electronic Corporation Agree Rent/Remittance Payment None
L2  factory lease SET 1 2016/1/1~2016/12/31 JPY 2,803.05 Yamagata Electronic Corporation Agree Rent/Remittance Payment None
Plant Square meters 7,910.74 2014/7/16~2018/7/15 NTD  618.43 Orient Semiconductor Electronics Ltd. Agree Rent/Remittance Payment None
Plant Square meters 4,355.8 2015/9/1~2018/8/31 NTD  523.00 ASE Inc. Agree Rent/Remittance Payment None

 

146
 

Plant Square meters 4,509.66 2015/9/1~2018/8/31 NTD  541.00 ASE Inc. Agree Rent/Remittance Payment None
Plant Square meters 4,558.5 2015/12/1~2018/11/30 NTD 546.00 ASE Inc. Agree Rent/Remittance Payment None
Plant Square meters 6,900 2015/3/20~2018/12/31 CNY 394.29 ASE Assembly & Test (Shanghai) Limited Agree Rent/Remittance Payment None
Plant Square meters 11,000 2014/11/24~2017/11/30 CNY 942.86 ASE Assembly & Test (Shanghai) Limited Agree Rent/Remittance Payment None
Plant Square meters 2,420 2015/4/25~2018/4/30 CNY  209.50 ASE Assembly & Test (Shanghai) Limited Agree Rent/Remittance Payment None
Office Square meters 2,300 2015/10/1~2018/9/30 CNY 138.00 ASE Assembly & Test (Shanghai) Limited Agree Rent/Remittance Payment None
Plant Square meters 4,080 2016/5/1~2018/3/31 CNY 198.72 ASE (Kunshan) Agree Rent/Remittance Payment None
Plant Square meters 41,827.93 2016/5/1~2018/3/31 CNY  597.61 ASE (Kunshan) Agree Rent/Remittance Payment None
Employee dormitory Rooms Calculated based on actual use 2015/12/1~2016/11/30 CNY  Calculated based on actual use ASE (Kunshan) Agree Rent/Remittance Payment None
Employee dormitory Rooms Calculated based on actual use 2015/04/01~2017/04/30 CNY  Calculated based on actual use ASE (Shanghai) Agree Rent/Remittance Payment None
Employee dormitory Rooms Calculated based on actual use 2015/5/1~2017/4/30 CNY  Calculated based on actual use ASE (Shanghai) Agree Rent/Remittance Payment None
Employee dormitory Rooms Calculated based on actual use 2016/4/1~2016/3/31 CNY  Calculated based on actual use ASE (Shanghai) Agree Rent/Remittance Payment None
Plant Square meters 33,804 2013/12/01~2016/11/30 CNY 720.03 ASE Integrated Circuits (China) Agree Rent/Remittance Payment None
Office Level 1 2013/11/1~2018/10/31 NTD 718.77 Century Development Corporation Agree Rent/Remittance Payment None
Office Level 1 2013/11/1~2018/10/31 NTD 1,032.77 Century Development Corporation Agree Rent/Remittance Payment None
Office Square meters 734.62 2014/3/1~2019/2/28 CNY 212.27 Shanghai Ting Gu Real Estate Company Agree Rent/Remittance Payment None
Employee dormitory Buildings 1 2015/6/1~2017/5/31 NTD 450.00 Hong Yu Limited Agree Rent/Remittance Payment None
Employee dormitory Rooms  Calculated based on actual use 2016/5/1~2017/4/30 CNY  Calculated based on actual use Shenzhen Tianxiang Labor Paiqian Service Limited Company Agree Rent/Remittance Payment None
Handler SET 1 2016/09/16~2017/03/15 NTD 1,400.00 Hon Technologies Agree Rent/Remittance Payment None
Tester SET 1 2015/07/01~2018/06/30 USD 48.00 Gat Asset Taiwan Limited Agree Rent/Remittance Payment None
Tester SET 1 2015/09/01~2018/08/31 USD  42.00 Gat Asset Taiwan Limited Agree Rent/Remittance Payment None
Tester SET 1 2015/09/01~2018/08/31 USD  42.00 Gat Asset Taiwan Limited Agree Rent/Remittance Payment None
Tester SET 1 2015/09/01~2018/08/31 USD 42.00 Gat Asset Taiwan Limited Agree Rent/Remittance Payment None
Tester SET 1 2016/04/02~2019/04/01 USD 15.00 Fan Tai Technology Company Agree Rent/Remittance Payment None
Tester SET 1 2016/04/02~2019/04/01 USD 15.00 Fan Tai Technology Company Agree Rent/Remittance Payment None
Tester SET 1 2016/04/02~2019/04/01 USD  15.00 Fan Tai Technology Company Agree Rent/Remittance Payment None

 

147
 

Tester SET 1 2016/06/01~2019/05/31 USD 15.00 Fan Tai Technology Company Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/07/31 USD  22.05 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/07/31 USD  22.05 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/07/31 USD 21.85 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/07/31 USD  21.85 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/07/31 USD  21.85 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/07/01~2017/09/30 USD  20.98 Fan Tai Technology Company Agree Rent/Remittance Payment None
Tester SET 1 2016/07/01~2017/09/30 USD  20.98 Fan Tai Technology Company Agree Rent/Remittance Payment None
Tester SET 1 2016/07/01~2017/09/30 USD  20.98 Fan Tai Technology Company Agree Rent/Remittance Payment None
Tester SET 1 2016/07/01~2017/09/30 USD 20.98 Fan Tai Technology Company Agree Rent/Remittance Payment None
Tester SET 1 2016/07/01~2017/09/30 USD 20.98 Fan Tai Technology Company Agree Rent/Remittance Payment None
option SET 1 2016/05/16~2017/05/15 USD  24.00 Test Advantage Capital Pte. Ltd. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/04/30 USD  19.22 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/04/30 USD  19.22 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/04/30 USD  19.22 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/04/30 USD  19.22 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/04/30 USD  19.22 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/03/31 USD  18.59 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/03/31 USD  18.59 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/03/31 USD  18.59 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/03/31 USD 18.59 ASE Inc. Agree Rent/Remittance Payment None
Tester SET 1 2016/03/01~2017/03/31 USD  18.59 ASE Inc. Agree Rent/Remittance Payment None
UFLEX(SC3) SET 1 2014/08/01~2017/07/31 USD  22.05 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
UFLEX(SC3) SET 1 2014/08/01~2017/07/31 USD  22.05 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
UFLEX(SC3) SET 1 2014/08/01~2017/07/31 USD  21.85 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None

 

148
 

UFLEX(SC3) SET 1 2014/08/01~2017/07/31 USD  21.85 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
UFLEX(SC3) SET 1 2014/08/01~2017/07/31 USD 21.85 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD 19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD 19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD 19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD  19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD 19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD 19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD 19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD  19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD 19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/04/30 USD  19.22 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/03/31 USD 18.59 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/03/31 USD  18.59 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/03/31 USD  18.59 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/03/31 USD 18.59 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Uflex Tester SET 1 2014/07/01~2017/03/31 USD 18.59 Teradyne (Asia) Pte Ltd Agree Rent/Remittance Payment None
Sigma FXP SET 1 2016/02/01~2019/01/31 USD  19.43 SPTS Technologies Ltd Agree Rent/Remittance Payment None
FT_Tester_iFlex RF Sets 1 2016/07~2016/12 USD 19.00 Test Advantage Capital PTE,Ltd Agree Rent/Remittance Payment None
FT_Tester_iFlex RF Sets 1 2016/08~2017/01 USD 19.00 Test Advantage Capital PTE,Ltd Agree Rent/Remittance Payment None
FT_Tester_iFlex RF Sets 1 2016/08~2017/01 USD 19.00 Test Advantage Capital PTE,Ltd Agree Rent/Remittance Payment None
FT_Tester_iFlex BB Sets 1 2016/08~2017/01 USD  17.00 KeenHammer Tech Co., Ltd  Agree Rent/Remittance Payment None
FT_Tester_iFlex RF Sets 1 2016/07~2016/12 USD  19.00 Test Advantage Capital PTE,Ltd Agree Rent/Remittance Payment None
FT_Tester_iFlex RF Sets 1 2016/08~2017/01 USD  19.00 Test Advantage Capital PTE,Ltd Agree Rent/Remittance Payment None
FT_Tester_iFlex RF Sets 1 2016/08~2017/01 USD  19.00 Test Advantage Capital PTE,Ltd Agree Rent/Remittance Payment None

 

149
 

Plant Square meters 7,290.18 2016/7/8~2017/7/7 CNY 149.45 Wuxi City New Distric Economy Development Group Agree Rent/Remittance Payment None
option SET 1 2016/11/01~2017/04/30 USD   29 Hon Technologies Agree Rent/Remittance Payment None
Plant Ping 8,446.07 2016/08/01~2019/07/31 NTD  1,047 ASE Inc. Agree Rent/Remittance Payment None
Plant Ping 4,558.5 2016/05/01~2017/04/30 NTD  565 ASE Inc. Agree Rent/Remittance Payment None
Plant Ping 4,558.5 2016/05/01~2017/04/30 NTD    547 ASE Inc. Agree Rent/Remittance Payment None
Plant Ping 5,631.59 2016/11/01~2018/10/31 NTD  545 ASE Inc. Agree Rent/Remittance Payment None
Plant Ping 5,631.59 2015/05/01~2017/04/30 NTD 545 ASE Inc. Agree Rent/Remittance Payment None
Company car rental Sets Calculated based on actual use 2016/6/1~2018/5/30 CNY Calculated based on actual use Shanghai Jin Xiang Auto Rental Service Company Agree Rent/Remittance Payment None
Plant Square meters 7,594.01 2016/01/01~2018/12/31 NTD  911 ISE Labs, Inc. Agree Rent/Remittance Payment None
Plant Square meters 5,240.68 2014/09/16~2017/08/31 NTD  628 ISE Labs, Inc. Agree Rent/Remittance Payment None
Plant Square meters 5,241.99 2015/05/01~2017/04/30 NTD   629 ISE Labs, Inc. Agree Rent/Remittance Payment None
Plant Square meters 5,208.68 2015/05/01~2017/04/30 NTD 625 ISE Labs, Inc. Agree Rent/Remittance Payment None
Plant Square meters 8,991.06 2007/07/15~2017/07/14 NTD 820 Export Processing Zone Administration Agree Rent/Remittance Payment None
Plant Square meters 1,3980.1 2014/10/16~2018/07/15 NTD  816 Orient Semiconductor Electronics Ltd. Agree Rent/Remittance Payment None
Plant Square meters 5,943.64 2016/06/16~2018/06/15 NTD 1,228 LCY Chemical Corp. Agree Rent/Remittance Payment None
Land Square meters 12,563.4 2015/07/01~2035/06/30 NTD 462 Export Processing Zone Administration Agree Rent/Remittance Payment None
Office Square feet 40,200 10/1/10~09/30/20 USD 70 ISE Labs, Inc. Agree Rent/Remittance Payment None
Office Square feet 4,070 01/01/14~12/31/16 USD 18 HTSG Agree Rent/Remittance Payment None

  

(3) Each plant's current condition and facility productivity ratio in the most recent 2 fiscal years:

 

1. Each plant's current condition:

 

November 30, 2016 Unit: ‘000 sq.ft./person 

Item 

Plant

Building area Number of employees Types of production goods Current use condition
Kaohsiung Plant 7,484 24,393 Packaging and testing products and BGA materials Good
Chungli Plant 4,107 9,477 Packaging and testing products Good
Nantou Plant 400 1,816 Packaging and electronic assembly products Good
Shanghai Plant 5,900 11,448 Packaging/testing and electronic assembly products Good

 

 

 

150
 

 

Item

Plant

Building area Number of employees Types of production goods Current use condition
Kaohsiung Plant 7,484 24,393 Packaging and testing products and BGA materials Good
Chungli Plant 4,107 9,477 Packaging and testing products Good
Nantou Plant 400 1,816 Packaging and electronic assembly products Good
Shanghai Plant 5,900 11,448 Packaging/testing and electronic assembly products Good
Suzhou Plant 433 1,648 Packaging and testing products Good
Kunshan Plant 3,194 3,647 Packaging/testing and electronic assembly products Good
Weihai Plant 759 1,589 Packaging and testing products Good
Shenzhen Plant 683 3,860 Electronic assembly products Good
Malaysia Plant 873 3,174 Packaging and testing products Good
Singapore Plant 282 870 Packaging and testing products Good
Korea Plant 1,079 2,909 Packaging and testing products Good
Japan Plant 298 475 Packaging and testing products Good
Mexico Plant 362 936 Electronic assembly products Good

 

2. Facility productivity ratio in the most recent 2 fiscal years: 

 

Unit: ‘000 pieces NT$1,000 

Year

Production

Value

2014 2015


Core
Products

Production Capacity Production Volume

Production Capacity

Utilization Rate

Production Value Production Capacity Production volume

Production Capacity

Utilization Rate

Production Value
Packaging Products 32,937,997 28,656,057 87.00% 88,296,216 36,603,997 27,604,076 75.41% 86,258,770
Testing products (Note 1) 16,242,669 16,166,199
Electronic assembly products 500,805 465,749 93.00% 96,665,532 708,773 595,142 83.97% 128,808,721
Others (Note 2) 1,798,501 1,933,618
Total 33,438,802 29,121,806 203,002,918 37,312,730 28,199,218 233,167,308

 

Note 1: Pricing was based on testing hours, thus not able to disclose volume.

Note 2: Different unit of measurement, thus not able to disclose volume. 

151
 

III. Reinvestment business

 

(1) Overview of reinvestment business:

 

September 30, 2016 Unit: NT$'000/Other currencies ('000), shares, %

Name of investment company: Reinvestment business Main business Investment cost Book value Investment shares Net equity Market price Accounting methods: Return on investment in most recent year The amount of company shares
Number of shares Equity ratio (%) Investment gains and losses Dividends
Advanced Semiconductor Engineering Inc. A.S.E. Holding Limited Professional investment activities USD283,966 14,699,286 243,966 100% 14,963,730 Equity method 480,474
J & R Holding Limited Professional investment activities USD479,693 48,364,435 435,128 100% 50,716,458 Equity method 2,049,623 46,703,763
ASE Marketing & Service Japan Co., Ltd. Marketing, sales and customer services in semiconductor assembly and testing industry JPY60,000 34,002 1,200 100% 34,002 Equity method 2,082
Omniquest Industrial Limited Professional investment activities USD250,504 11,106,064 250,504,067 71% 11,404,656 Equity method 198,948
  Innosource Limited Professional investment activities USD86,000 3,945,550 86,000,000 100% 3,941,738 Equity method 77,641
  Hung Ching Guang Company Rental of remaining proprietary stalls and office building 390,470 324,959 35,497,273 27% 324,959 Equity method (9,694)
  Hung Ching Development & Construction Co., Ltd. Engagement of contractors to build residential and commercial properties for rental; sale and purchase of all types of building materials and import and export trade thereof; property lease introduction; interior design and renovation works 2,845,913 1,269,613 68,629,782 26% 1,937,156 1,170,138 Equity method 64,151 75,493
  ASE Test Inc. Semiconductor testing services 20,698,867 28,539,072 1,131,452,502 100% 28,856,075 Equity method 2,883,511 2,624,970 10,978,776
  Universal Scientific Industrial Inc. Professional investment activities 20,836,477 42,418,825 1,112,236,706 99% 40,924,589 Equity method 1,239,134
  LuZhu Development Inc. Land and building development 1,366,238 1,334,886 131,961,457 67% 1,334,886 Equity method (1,527)
  ASE Embedded Electronics Incorporated Production and sale of embedded substrate for ICB 765,000 703,684 76,500,000 51% 376,736 Equity method (4,274)

 

152
 

Advanced Semiconductor Engineering Inc. Siliconware Precision Industries Co., Ltd. Manufacture, processing, sale & purchase and testing services for various ICB packages 48,790,498 45,613,346 1,037,300,000 33% 21,400,373 48,753,100 Equity method 410,937 3,941,740
Deca Technologies Inc. Holding company, with Group carrying our manufacture, assembly, processing, testing and sale of semiconductors USD59,882 1,892,542 98,489,803 22% 917,010 Equity method Note 3
Advanced Microelectronic Products, Inc. OEM for wafer and ICB 178,861 11,453 33,308,452 17% 11,453 83,271 Equity method (58,390)
ASE Test Inc. Alto Enterprises Limited Professional investment activities USD188,000 4,240,162 188,000,000 100% 4,240,162 Equity method Note 2
Super Zone Holdings Limited Professional investment activities USD100,000 3,129,882 100,000,000 100% 3,129,882 Equity method Note 2
LuZhu Development Inc. Land and building development 372,504 376,736 37,250,448 19% 376,836 Equity method Note 2
TLJ Intertech Inc. Information Software Services. 89,998 89,624 2,119,080 60% 10,158 Equity method Note 2
A.S.E. Holding Limited ASE Test Limited Professional investment activities USD84,889 USD107,774 11,148,000 10% USD99,208 Equity method Note 2 88,200,472
  ASE Investment (Labuan) Inc. Professional investment activities USD168,643 USD343,234 168,642,842 70% USD343,234 Equity method Note 2
J & R Holding Limited ASE Test Limited Professional investment activities USD964,524 USD1,072,382 98,276,087 90% USD874,378 Equity method Note 2 88,200,472
Omniquest Industrial Limited Professional investment activities USD30,200 USD43,817 30,200,000 8% USD43,817 Equity method Note 2
ASE (Nanzih) Inc. Lease of all types of ICB packaging and testing equipment and lead frame equipment USD51,344 USD31,885 170,000,006 100% USD31,885 Equity method Note 2
ASE Japan Co., Ltd. Packaging and manufacturing of ICB USD25,606 USD86,492 7,200 100% USD85,771 Equity method Note 2

 

153
 

J & R Holding Limited ASE (U.S.) Inc. Marketing support and customer service etc. USD4,600 USD12,693 1,000 100% USD12,209 Equity method Note 2
Global Advanced Packaging Technology Limited, Cayman Islands Professional investment activities USD190,000 USD353,014 190,000,000 100% USD340,338 Equity method Note 2
Anstock Limited Professional investment activities USD10 USD345 10,000 100% USD345 Equity method Note 2
Anstock II Limited Professional investment activities USD10 USD189 10,000 100% USD189 Equity method Note 2
Suzhou ASEN Semiconductor Co.,Ltd. Assembly and testing of semiconductors and technical advisory services USD21,600 USD78,302 -(Note 1) 60% USD78,302 Equity method Note 2
ASE Investment (Labuan) Inc. ASE (Korea) Inc. Manufacturing of electronic components and communication machinery USD160,000 USD490,377 20,741,363 100% USD484,981 Equity method Note 2
ASE Test Limited ASE Holdings (Singapore) Pte Ltd Professional investment activities USD65,520 USD146,168 71,428,902 100% USD146,168 Equity method Note 2
ASE Test Holdings, Ltd. Professional investment activities USD222,399 USD100,347 5 100% USD100,347 Equity method Note 2
ASE Investment (Labuan) Inc. Professional investment activities USD72,304 USD147,100 72,304,040 30% USD147,100 Equity method Note 2
ASE Singapore Pte. Ltd. Semiconductor testing services USD55,815 USD157,950 30,100,000 100% USD157,950 Equity method Note 2
ASE Test Holdings, Ltd. ISE Labs, Inc. Semiconductor testing services USD221,145 USD100,346 26,250,000 100% USD100,346 Equity method Note 2
ASE Holdings (Singapore) Pte Ltd ASE Electronics (M) Sdn. Bhd. Manufacture, assembly, reprocessing, testing and export of integrated circuits of various types. USD60,000 USD146,168 159,715,000 100% USD146,168 Equity method Note 2
Omniquest Industrial Limited ASE Corporation Professional investment activities USD352,784 USD515,094 352,784,067 100% USD515,094 Equity method Note 2
ASE Corporation ASE Mauritius Inc. Professional investment activities USD217,800 USD385,060 217,800,000 100% USD385,060 Equity method Note 2
ASE Labuan Inc. Professional investment activities USD126,184 USD129,983 126,184,067 100% USD129,983 Equity method Note 2

 

154
 

 

ASE Labuan Inc. ASE Electronics Inc. Wholesale and retail of electronic materials and international trade USD125,813 USD129,416 398,981,900 100% USD129,416 Equity method Note 2
Innosource Limited Omniquest Industrial Limited Professional investment activities USD74,000 USD107,407 74,000,000 21% USD107,407 Equity method Note 2
ASE Electronic Components (Shanghai) Ltd. Production and sale of new electronic components and provision of technical advisory services USD12,000 USD18,298 -(Note 1) 100% USD18,298 Equity method Note 2
ASE (Shanghai) ASE (Hong Kong) Trade and related activities USD1,000 USD8,810 -(Note 1) 100% USD9,761 Equity method Note 2
USI Electronics Inc. Design and manufacture of electronic products, manufacture and processing of new electronic components, high-performance motherboards for computers and wireless network communication components etc. RMB12,900 RMB60,187 18,098,476 1% RMB60,187 Equity method Note 2
Shanghai Ding Hui Real Estate Development Ltd. Real estate project development, construction and commercial property sale and property management RMB1,441,000 RMB1,619,453 -(Note 1) 40% RMB1,619,453 Equity method Note 2
Universal Scientific Industrial Inc. Huntington Holdings International Co., Ltd. Holding company 8,370,606 43,453,577 255,856,840 100% 43,453,577 Equity method Note 2

 

155
 

 

Huntington Holdings International Co., Ltd. Unitech Holdings International Co., Ltd. Holding company USD3,000 USD7,926 3,000,000 100% USD7,926 Equity method Note 2
Real Tech Holdings Limited Holding company USD149,151 USD1,319,977 149,151,000 100% USD1,319,977 Equity method Note 2
Universal ABIT Holding Co., Ltd. Holding company USD28,125 USD13 90,000,000 100% USD13 Equity method Note 2
Rising Capital Investment Limited Holding company USD6,000 USD1,140 6,000,000 100% USD1,140 Equity method Note 2
Rise Accord Limited Holding company USD2,000 USD150 20,000 100% USD150 Equity method Note 2

Real Tech Holdings Limited USI Enterprise Limited Investment consulting services and warehousing management USD210,900 USD1,247,995 210,900,000 99.59% USD1,247,995 Equity method Note 2
Huan Quan Electronics (Kunshan) Ltd. Manufacture of computer auxiliary system and high-performance motherboards, wireless network communication card etc. USD12,000 USD10,518 -(Note 1) 100% USD10,518 Equity method Note 2
USI Enterprise Limited USI Electronics Inc. Design and manufacture of electronic products, manufacture and processing of new electronic components, high-performance motherboards for computers and wireless network communication components etc. USD251,163 USD840,269 1,683,749,126 77% USD840,269 Equity method Note 2

 

156
 

USI Electronics Inc. Universal Global Technology Co., Limited Holding company CNY324,185 CNY1,736,583 390,000,000 100% CNY1,736,583 Equity method Note 2
Huan Hong Electronics (Kunshan) Ltd. Design and manufacturing services for electronic products CNY250,000 RMB562,692 -(Note 1) 100% RMB562,692 Equity method Note 2
Universal Global Electronics (Shanghai) Co., Ltd. Research, development and manufacture of electronic components, new electronic components, high-performance computer motherboards, wireless network communication components, mobile communication products and modules, processing and maintenance of spare parts, sale of electronic products, communication products and spare parts, third-party logistics services, and import and export of goods and technology CNY1,330,000 RMB628,297 -(Note 1) 100% RMB628,297 Equity method Note 2
Universal Global Technology (Shanghai) Co., Ltd. Sale of electronic components, computer hardware and software, communication equipment and accessories, third-party logistics services, goods and technology import and export, transshipment trade, inter-company trade in zone and trading agency CNY50,000 RMB53,598 -(Note 1) 100% RMB53,598 Equity method Note 2
USI Electronics (Shenzhen) Co., Ltd. Design, manufacture and sale of computer motherboards and related peripherals and communication industry control products. RMB292,812 RMB999,277 -(Note 1) 50% RMB999,277 Equity method Note 2

 

157
 

Universal Global Technology Co., Limited USI Technology Ltd. Trading and investment holding company USD11,000 USD19,916 85,800,000 100% USD19,916 Equity method Note 2
Universal Global Scientific Industrial Co., Ltd. Manufacture, product design and research & development for cable communication equipment, wireless communication equipment, electronic components, computer and peripherals, automotive and spare parts USD62,235 USD130,444 198,000,000 100% USD130,444 Equity method Note 2
USI Japan Co., Ltd. Manufacture and sale and purchase of computer and IT peripherals, ICB and electronic parts USD885 USD893 6,400 100% USD893 Equity method Note 2
Universal Scientific Industrial De Mexico S.A. De C.V. Motherboard and computer system assembly USD23,963 USD46,823 281,085,325 100% USD46,823 Equity method Note 2
USI America Inc. Assembly and manufacture of new motherboards, manufacture of wireless communication products, maintenance and repair services USD9,500 USD5,518 250,000 100% USD5,518 Equity method Note 2
USI Electronics (Shenzhen) Co., Ltd. Design, manufacture and sale of computer motherboards and related peripherals and communication industry control products. USD37,500 USD150,028 -(Note 1) 50% USD150,028 Equity method Note 2

 

158
 

ASE Mauritius Inc. ASE (Shanghai) Manufacture of semiconductor materials USD140,542 USD326,017 -(Note 1) 100% USD326,017 Equity method Note 2
ASE (Kunshan) Inc. Manufacture of semiconductor materials and packaging and testing of semiconductor products USD80,000 USD57,556 -(Note 1) 30% USD57,556 Equity method Note 2
ASE Investment (Kunshan) Inc. ASE (Kunshan) Inc. Manufacture of semiconductor materials and packaging and testing of semiconductor products USD122,000 USD87,772 -(Note 1) 45% USD87,772 Equity method Note 2
Global Advanced Packaging Technology Limited, Cayman Islands ASE Assembly and Test (Shanghai) Ltd. Assembly and testing of semiconductor products USD203,580 USD356,538 -(Note 1) 100% USD356,538 Equity method Note 2
ASE (Korea) Inc ASE (Weihai) Assembly and testing of general discretes USD126,500 USD49,789 -(Note 1) 100% USD49,789 Equity method Note 2
ASE Assembly and Test (Shanghai) Ltd. Wuxi Tongzhi Microelectronics Co., Ltd. Assembly and testing of semiconductor products RMB70,000 CNY93,489 -(Note 1) 100% RMB93,489 Equity method Note 2
ASE Trading (Shanghai) Ltd. Goods and technology import and export CNY500 CNY444 -(Note 1) 100% CNY444 Equity method Note 2
Shanghai Ding Hui Real Estate Development Ltd. Real estate project development, construction and commercial property sale and property management RMB2,242,500 RMB2,449,872 -(Note 1) 60% RMB2,426,146 Equity method Note 2

 

159
 

 

Shanghai Ding Hui Real Estate Development Ltd. Shanghai Ding Qi Property Management Co., Ltd. Property management, real estate agency CNY1,000 CNY (867) -(Note 1) 100% CNY (867) Equity method Note 2
Shanghai Ding Wei Real Estate Development Co., Ltd. Real estate project development, construction and commercial property sale and property management RMB1,548,000 CNY1,528,067 -(Note 1) 100% CNY1,528,067 Equity method Note 2
Shanghai Ding Yu Real Estate Development Co., Ltd. Real estate project development, construction and commercial property sale and property management CNY1,100,000 CNY1,098,026 -(Note 1) 100% CNY1,098,026 Equity method Note 2
Kun Shan Ding Hong Real Estate Development Co., Ltd. Real estate project development, construction and commercial property sale and property management CNY670,000 CNY667,079 -(Note 1) 100% CNY667,079 Equity method Note 2
Kun Shan Ding Yue Real Estate Development Co., Ltd. Real estate project development, construction and commercial property sale and property management CNY330,000 CNY329,710 -(Note 1) 100% CNY329,710 Equity method Note 2

 

160
 

Super Zone Holdings Limited ASE Circuit Manufacturing Co., Ltd. (China) Semiconductor packaging and testing, after-sales service, consulting and factory building leasing USD100,000 USD99,801 -(Note 1) 100% USD99,801 Equity method Note 2
Alto Enterprises Limited ASE Investment (Kunshan) Inc. Investment and holding company USD122,000 USD87,718 -(Note 1) 100% USD87,718 Equity method Note 2
ASE (Kunshan) Inc. Manufacture of semiconductor materials and packaging and testing of semiconductor products USD66,000 USD47,492 -(Note 1) 25% USD47,492 Equity method Note 2
Shanghai Ding Wei Real Estate Development Co., Ltd. Shanghai Ding Fan Department Stores Co., Ltd. Departmental store and trading CNY1,500 CNY1,494 -(Note 1) 100% CNY1,494 Equity method Note 2
Universal Global Scientific Industrial Co., Ltd. Universal Scientific Industrial Co., Ltd. Manufacture, processing and sale and purchase of computer peripherals, Thick Film Hybrid Circuit, electronic components and accessories and personal computer and accessories 792,064 1,130,788 39,603,222 99% 886,154 Equity method Note 2

 

Note 1: No stocks issued as it is limited company.

Note 2: Profit and loss of the said invested company have been included in those of its parent company. 

Note 3: In July 2016 the company invested NT$1,934,062,000 (USD59,882,000) in 98,490,000 special shares issued by Deca at USD0.608 per share. After the said investment the company's shareholding percentage was 22%, giving it substantial influence on Deca.

 

161
 

(B) Comprehensive shareholding ratio:

 

September 30, 2016 Unit: Share %

Invested Company Investment by the Company Investments by directors, supervisors, managers and directly or indirectly controlled enterprises Comprehensive investment
Number of shares Shareholding ratio (%) Number of shares Shareholding ratio (%)(Note 2) Number of shares Shareholding ratio (%)
A.S.E. Holding Limited 243,966 100% 243,966 100%
J & R Holding Limited 435,128 100% 435,128 100%
ASE Marketing & Service Japan Co., Ltd. 1,200 100% 1,200 100%
Omniquest Industrial Limited 250,504,067 71% 104,200,000 29% 354,704,067 100%
Innosource Limited 86,000,000 100% 86,000,000 100%
Hung Ching Guang Company 35,497,273 27% 82,494,545 64% 117,991,818 91%
Hung Ching  Development & Construction Co. Ltd. 68,629,782 26% 63,580,900 25% 132,210,682 51%
Universal Scientific Industrial Co., Ltd. 39,603,222 77% 39,603,222 77%
ASE Test Inc. 1,131,452,502 100% 1,131,452,502 100%
USI 1,112,236,706 99% 1,112,236,706 99%
Lu Zhu Development Co., Ltd. 131,961,457 67% 37,250,448 19% 169,211,905 86%
Riyueyang Company 76,500,000 51% 76,500,000 51%
Siliconware Precision Industries Co.,  Ltd. 1,037,300,000 33% 1,037,300,000 33%
Deca Technologies Inc. 98,489,803 22% 98,489,803 22%
Advanced Microelectronic Products, Inc. 33,308,452 17% 10,000 33,318,452 17%
Alto Enterprises Limited 188,000,000 100% 188,000,000 100%
Super Zone Holdings Limited 100,000,000 100% 100,000,000 100%
TLJ Intertech Inc. 2,119,080 60% 2,119,080 60%
ASE Test Limited 109,424,087 100% 109,424,087 100%
ASE Investment (Labuan) Inc. 240,946,882 100% 240,946,882 100%
ASE Test Holdings, Ltd. 170,000,006 100% 170,000,006 100%
ASE Japan Co., Ltd. 7,200 100% 7,200 100%
ASE (U.S.) Inc. 1,000 100% 1,000 100%
Global Advanced Packaging Technology Limited, Cayman Islands 190,000,000 100% 190,000,000 100%
Anstock Limited 10,000 100% 10,000 100%
Anstock II Limited 10,000 100% 10,000 100%
ASE (Korea) Inc. 20,741,363 100% 20,741,363 100%
ASE Holdings (Singapore) Pte Ltd 71,428,902 100% 71,428,902 100%
ASE Test Holdings, Ltd. 5 100% 5 100%
ASE Singapore Pte. Ltd. 30,100,000 100% 30,100,000 100%
ISE Labs, Inc. 26,250,000 100% 26,250,000 100%

  

162
 

Invested Company Investment by the Company Investments by directors, supervisors, managers and directly or indirectly controlled enterprises Comprehensive investment
Number of shares Shareholding ratio (%) Number of shares Shareholding ratio (%)(Note 2) Number of shares Shareholding ratio (%)
ASE Electronics (M) Sdn. Bhd. 159,715,000 100% 159,715,000 100%
ASE Corporation 352,784,067 100% 352,784,067 100%
ASE Mauritius Inc. 217,800,000 100% 217,800,000 100%
ASE Labuan Inc. 126,184,067 100% 126,184,067 100%
ASE Electronics Inc. 398,981,900 100% 398,981,900 100%
ASE (Hong Kong) (Note) 100% (Note) 100%
Huntington Holdings International Co., Ltd. 255,856,840 99% 255,856,840 99%
Unitech Holdings International Co., Ltd. 3,000,000 99% 3,000,000 99%
Real Tech Holdings Limited 149,151,000 99% 149,151,000 99%
Universal ABIT Holding Co., Ltd. 90,000,000 99% 90,000,000 99%
Rising Capital Investment Limited 6,000,000 99% 6,000,000 99%
Rise Accord Limited 20,000 99% 20,000 99%
USI Enterprise Limited 210,978,000 99.% 210,978,000 99.%
Universal Global Technology Co., Limited 390,000,000 77% 390,000,000 77%
USI (Shanghai) 85,800,000 77% 85,800,000 77%
USI 198,000,000 77% 198,000,000 77%
USI Japan Co., Ltd. 6,400 77% 6,400 77%
Universal Scientific Industrial De Mexico S.A. De C.V. 281,085,325 77% 281,085,325 77%
USI America Inc. 250,000 77% 250,000 77%
ASE (Shanghai) [ASE Global Semiconductor (Shanghai) Co.,Ltd] (Note 1) 100% (Note 1) 100%
ASE (Kunshan) (Note 1) 100% (Note 1) 100%
ASE Electronics Components (Shanghai) Co., Ltd. (Note 1) 100% (Note 1) 100%
ASE Assembly and Test (Shanghai) Ltd. (Note 1) 100% (Note 1) 100%
ASEN Semiconductors (Suzhou) (Note 1) 60% (Note 1) 60%
ASE (Weihai) (Note 1) 100% (Note 1) 100%
Shanghai Ding Hui Real Estate Development Co., Ltd. (Note 1) 100% (Note 1) 100%
Shanghai Ding Wei Real Estate Development Co., Ltd. (Note 1) 100% (Note 1) 100%
Shanghai Ding Yu Real Estate Development Co., Ltd. (Note 1) 100% (Note 1) 100%
Kunshan Ding Hong Real Estate Development Co., Ltd. (Note 1) 100% (Note 1) 100%
Kunshan Ding Yue Real Estate Development Co., Ltd. (Note 1) 100% (Note 1) 100%
ASE Integrated Circuit Manufacture (China) Co., Ltd. (Note 1) 100% (Note 1) 100%

 

163
 

Invested Company Investment by the Company Investments by directors, supervisors, managers and directly or indirectly controlled enterprises Comprehensive investment
Number of shares Shareholding ratio (%) Number of shares Shareholding ratio (%)(Note 2) Number of shares Shareholding ratio (%)
ASE Investment (Kunshan) Co., Ltd. (Note 1) 100% (Note 1) 100%
Wuxi Tong Zhi Microelectronics Co., Ltd. (Note 1) 100% (Note 1) 100%
ASE Trading (Shanghai) Co., Ltd. (Note 1) 100% (Note 1) 100%
Shanghai Ding Qi Property Management Co., Ltd. (Note 1) 100% (Note 1) 100%
Shanghai Ding Fan Departmental Store Co., Ltd. (Note 1) 100% (Note 1) 100%
USI Electronics (Shenzhen) Co., Ltd. (Note 1) 77% (Note 1) 77%
USI (Shanghai) 1,701,847,602 77% 1,701,847,602 77%
Huan Quan Electronic Components (Kunshan) Co., Ltd. (Note 1) 99% (Note 1) 99%
USI (Kunshan) (Note 1) 77% (Note 1) 77%
Huan Wei Electronics (Shanghai) Co., Ltd. (Note 1) 77% (Note 1) 77%
Huan Hao Electronics (Shanghai) Co., Ltd. (Note 1) 77% (Note 1) 77%

 

Note 1: No stocks issued as it is limited company.

Note 2: Consolidated shareholding percentage for the whole group

 

(3) The status of the subsidiaries who have held or disposed of shares of this company during the most recent 2 fiscal years and up to the prospectus' publishing date and the status of the shares pledged, and setting forth the origin of capital and other influences on the company's financial performance and financial condition. There was no major impact on the company's financial performance and financial status.

 

Unit: (NT$1,000) Share % 

Subsidiaries

Name

Paid-up

Capital (NTD)

Capital

Source

 

Shareholding ratio of the company

Date of acquisition

or disposal

 

Shares acquired and amount Shares disposed and amount

Investment

Profit and loss

Number of shares held as at the end of the year or the date of printing of Prospectus and amount Pledge Amount endorsed by the company for its subsidiaries Amount loaned by the company to its subsidiaries
ASE Test Inc. 11,314,525 Acquired as a result of merger of ASE with ASE Materials and ASE Chungli and distribution of profit 100% Obtained free placement for 2010 to 2012 in August 2004, partially disposed of in February 2010

End 2014:

10,978,776 shares

Book value 418,291

Amount transfered to treasury stock 196,677

End 2015:

10,978,776 shares

Book value 417,193

Amount transfered to treasury stock 196,677

End 2016 to date printing of Prospectus:

10,978,776 shares

Book value 372,181

Amount transfered to treasury stock 196,677

 

 

164
 

Subsidiaries

Name

Paid-up

Capital (NTD)

Capital

Source

 

Shareholding ratio of the company

Date of acquisition

or disposal

Shares acquired and amount Shares disposed and amount

Investment

Profit and loss

Number of shares held as at the end of the year or the date of printing of Prospectus and amount Pledge Amount endorsed by the company for its subsidiaries Amount loaned by the company to its subsidiaries
ASE Test Ltd. 659,075 Acquired as a result of merger of ASE with ASE Materials and ASE Chungli and distribution of profit 100% Obtained free placement for 2010 to 2012 in August 2004, partially disposed of in February 2010

End 2014:

88,200,472 shares (Note)

Book value 3,360,438

Amount transfered to treasury stock 1,380,721

End 2015:

88,200,472 shares (Note)

Book value 3,351,618

Amount transfered to treasury stock 1,380,721

End 2016 to date printing of Prospectus:

88,200,472 shares (Note)

Book value 2,989,996

Amount transfered to treasury stock 1,380,721

J&R Holding Ltd.

(Bermuda)

 

13,907,259 Acquired as a result of merger of ASE with ASE Materials and ASE Chungli and distribution of profit 100% Obtained free placement for 2010 to 2012 in August 2004, partially disposed of in February 2010

End 2014:

46,703,763 shares

Book value 1,779,413

Amount transfered to treasury stock 381,709

End 2015:

46,703,763 shares

Book value 1,774,743

Amount transfered to treasury stock 381,709

End 2016 to date printing of Prospectus:

46,703,763 shares

Book value 1,583,258

Amount transfered to treasury stock 381,709

 

Note: In compliance with local regulations ASE Test Ltd. placed 88,200,472 of the company's shares acquired by it to CTBC

 

(4) Any occurrences of the situations of Article 185 of the Company Act, or transferring part of the business operation or results of the research and development to a subsidiary during the most recent 2 fiscal years and up to the prospectus' publishing date, the status of waiving subscription rights to the cash capital increase in the subsidiary company, the name of the subscribing counter party, and the relationship with the company, the directors, supervisors and shareholders who hold more than 10 percent of the outstanding shares, and the number of the subscribed shares shall be disclosed. None

 

4. Important contracts

 

Nature of contract Contracting parties Start and end dates of the contract Content

Restrictive

Terms

Syndicated contracts 4 banks including Bank of Taiwan 2013.07-2018.07 Long-term USD loan contracts

Restrictions on financial ratio are as follows:

1. Current ratio not less than 100%.

2. Debt ratio no higher than 160%.

3. Interest cover ratio not less than 280%.

4. Net value of tangible assets not lower than NTD75 billion.

 

165
 

 

Patent contracts FUJITSU LIMITED

1998.04.13-

2017.04.12

Patent Licensing Not to disclose the terms and conditions in this contract to any third party within 5 years of its cessation or termination (confidentiality clause)
Patent contracts

FLIP CHIP INTERNATIONAL, LLC. (FOC/RDL)

(ULCSP)

2008.03.07- Expiration date of licensed patented technology Patent Licensing Not to disclose the terms and conditions in this contract to any third party before its expiration date (confidentiality clause)
Patent contracts Mitsui High-tec, Inc.

2007.06.25-

2017.06.24

Patent Licensing Not to disclose the terms and conditions in this contract to any third party before its expiration date (confidentiality clause)
Patent contracts Infineon Technologies AG

2007.11.06-

2017.11.05

Patent Licensing Not to disclose the terms and conditions in this contract to any third party before its expiration date (confidentiality clause)
Patent contracts Infineon Technologies AG 2013.04.11 - Expiration date of licensed patented technology Patent Licensing Not to disclose the terms and conditions in this contract to any third party (confidentiality clause)
Patent contracts Siliconware Precision Industries Co., Ltd. and its related enterprises 2009.05.10 - Expiration date of licensed patented technology Patent Licensing Not to disclose the terms and conditions in this contract to any third party (confidentiality clause)
Patent contracts STATs Chippac Ltd.

2012.01.01-

2016.12.31

Patent Licensing Not to disclose the terms and conditions in this contract to any third party (confidentiality clause)
Technology and patent contracts TDK Corporation 2015.12.3 - until the patent rights and proprietary knowledge of TDK SESUB technology have expired Technology and patent contracts Not to disclose the terms and conditions in this contract to any third party (confidentiality clause)
Technology and patent contracts DECA TECHNOLOGIES INC.

2016.01.13-

2026.01.13

Technology and patent contracts Not to disclose the terms and conditions in this contract to any third party (confidentiality clause)
Land leasing contract Export Processing Zone Administration, MOEA

2013.02.01-

2035.12.31

Land lease No conversion to activities not related to business operation during the term of the leasing contract; payment of rental continues pursuant to contract
Joint share conversion agreement Siliconware Precision Industries Co., Ltd.

2016.06.30-

2017.12.31.

The company entered into a joint share conversion agreement with Siliconware Precision Industries Co., Ltd. for the purpose of formation of industry holding company.

If the transaction in question cannot be completed or settled on the date of final transaction as a result of non-fulfillment of its conditions precedent, it shall be automatically terminated at zero hours of the date following the final transaction date, unless otherwise provided in the agreement.

Not to disclose the terms and conditions in this contract to any third party (confidentiality clause)

 

166
 

III. Issuance Plans and Implementation

 

A. The items that shall be included in the analysis regarding the allocation plan for capital raised through the previous cash capital increase, issuance of new shares to carry out a merger or acquisition, or to accept transfer of shares of another company; or issuance of corporate bonds:

 

As at to-date the company has not issued securities for private placement. Previous fundraising and issuance of securities by the company involved only the fourth tranche of unsecured convertible corporate bonds issued overseas in July 2015. The completion of the funds raised was slightly later than its projected time. Furthermore during the second half of 2015 the semiconductor industry was affected by liquidation of excess inventory. Thus the industry's capital expenses tended to be conservative. During the first half of 2016 the overall semiconductor industry suffered from a lack of demand due to shortage of terminal products. As a result the company adopted a prudent and conservative approach for its procurement and payment schedule in relation to capital expenses. Thus expenses lagged behind projected expenses. With machinery and equipment being pt in place, the company continued to make payment in the second half of 2016 in accordance with procurement terms. As at the end of November 2016, 90.39% of such payments have been made. Except for the outstanding items, all other procurement plans have been completed. Previous fundraising and issuance of securities with the actual completion date that is less than 3 years from the current filing include the third tranche of foreign unsecured convertible corporate bonds and share capital cash increase in 2013, the fourth tranche of unsecured convertible corporate bonds issued overseas in 2015 and the first tranche of unsecured ordinary corporate bonds issued in 2015. The said programs and their implementation are set out below:

 

Report on the Company's third issue of foreign unsecured convertible corporate bonds.

 

1. Content of the project:

 

(1) Date and document number of approval issued by the competent authority of the industry: Tai-Yang-Wai-Wu-Zi-1020030332 of the Central Bank dated July 26, and Jin-Guan-Zheng-Fa-Zi-10200309101 of the Financial Supervisory Commission dated August 15, 2013.

 

(2) The total amount of funds required under the Project: USD400,000,000, based on an exchange rate of NTD30: 1, the amount is about NTD12,000,000,000.

 

(3) Source of funds: Issuance of foreign unsecured convertible corporate bonds for a total amount of USD400,000,000 (about NTD12,000,000,000)

 

B. Project item, expected fund utilization and anticipated benefit

 

(1) Project item and expected fund utilization

 

Unit: NTD/USD '000

(Based on USD/ (NTD conversion rate of 1: 30)

Project items

Expected

Completion Date 

Total funding needed Anticipated fund utilization
2013 2014
4Q 1Q
Purchase of materials using foreign currency 2014Q1 USD 400,000 260,626 139,374
NTD 12,000,000 7,818,780 4,181,220
Total USD 400,000 260,626 139,374
NTD 12,000,000 7,818,780 4,181,220


(2) Anticipated benefit:

 

(1) Injection of mid- to long-term operating capital in order to increase scale of operation. If calculated based on USD-denominated bank loan interest rate of

 

167
 

1.11%, there would be a saving of interest expense of USD4,440,000, or about NTD133,200,000 annually (tentatively based on exchange rate of USD to NTD of 1: 30.)

 

2. Reduction of exchange rate fluctuation risk, in particular for payment in foreign currency for purchase of materials.

 

A. Fund utilization and project implementation status

 

Unit: USD'000 % 

Project items Implementation status:

Ahead or behind schedule

Reasons and improvement plans

Purchase of materials using foreign currency Expended amount Expected 400,000 As the company had effectively controlled its inventory of raw materials, its actual expenses on materials to be paid in foreign currency were behind schedule. As as 2014Q2 all purchases had been implemented. Despite being behind schedule there was no major irregularity.
Actual 400,000
Implementation (%) Expected 100%
Actual 100%

 

As at 2014Q2 information on the company's fund utilization for the said fundraising project had been entered in the Market Observation Post System in accordance with regulations. In addition the project has been completed with no major irregularities.

 

4. Appraisal of benefit

 

Unit: (NT$1,000) %

Year

Item

June 30, 2013

(Before fundraising)

September 30, 2013

(After fundraising)

June 30, 2014

(After fundraising)

Basic financial information Current liabilities 51,341,442 51,325,274 55,666,748
Total liabilities 90,501,000 100,450,735 104,266,432
Operating revenue 37,700,420 59,707,645 43,443,038
Gross operating profit 9,111,204 15,153,575 12,303,876
Interest expense 341,110 536,112 504,264
Earnings per share 0.79 1.36 1.08
Financial structure Debt-to-assets ratio (%) 45.39% 46.38% 45.98%
Long-term fund to fixed assets ratio (%) 247.84% 263.27% 251.38%
Solvency Current ratio (%) 42.00% 69.18% 59.20%
Quick ratio (%) 32.76% 60.81% 50.24%

 

The company had completed fundraising in 2013Q3. Although operating revenue from 2013Q3 and the first half of 2014 showed growth compared to before the fundraising, the company had actually controlled its inventory of raw materials. As such its actual expenditure on purchase of raw materials denominated in foreign currency was slightly behind the original schedule. As at 2014Q2 the funds raised under the project amounting to USD400,000,000 (about NTD12,000,000,000) had been fully utilized. With regard to the company's financial structure after completion of the

 

168
 

fundraising, the company's debt-asset ratio rose slightly from 45.39% at the end of June 2013 to 45.98% at the end of June 2014. The main reasons were that the project involved issuance of foreign unsecured convertible corporate bonds, and that demand was high during the first half of 2014. Thus in order to meet overwhelming demand during the second half of the year, the company had to increase its reserve of materials. This in turn led to increase in demand for operating capital, and loan amounts and accounts payable on the books increased, thereby increasing total debt amount. Furthermore long-term fund to fixed assets ratio rose from 247.84% at the end of June 2013 to 251.38% at the end of June 2014. In terms of debt-repayment ability, current ratio rose from 42.00% as at the end of June 2013 to 59.20% as at the end of June 2014, and quick ratio rose from 32.76% as at the end of June 2013 to 50.24% as at the end of June 2014. Operating income, operating margin and earnings per share all rose compared to before the fundraising. Upon completion of the fundraising project except for slight increase in its debt ratio, the company's financial structure and debt-repayment ability saw an improvement. Furthermore, the operating performance of the Company also showed improvement compared to before the fundraising. This is indication of the fundraising project's benefit of improving the company's financial structure and debt-repayment ability.

 

As indicated in the Table below, the company's interest expense during the first half of 2014 saw an increase of NTD168,247,000 compared to the same period in the previous year. This is because of increased operation during the first half of 2014, with the company's operating revenue increasing 15.23% over the same period last year, As a result of increased in operating demand during the second half of the year the company had to increase its reserve of materials. This had the effect of increased demand in operating capital, which in turn led to increase in overall loan. Therefore interest expense actually rose compared with the same period in 2013. Since the funds raised under the project were all used on purchase of raw materials denominated in foreign currency, the company actually benefited by saving interest rate expense.

 

Unit: NT$ 1,000

Year

Item

2013H1

(Before fundraising)

2014H1

(After fundraising)

Interest expense 270,084 438,331

 

(2) 2013 issue of new shares for cash

 

1. Content of the project:

 

(1) Date and document number of approval issued by the competent authority of the industry: In accordance with the Financial Supervisory Commission's letter, Jin-Guan-Zheng-Fa No. 1020030910 on August 15, 2013.

 

(2) The total amount of funds required under the Project: NTD4,000,000,000

 

(3) Source of funds:

 

A. Issuance of 130,000 new ordinary shares for cash. The denomination was NTD10 per share, and the issue price was NTD26.10 per share. A total of NTD3,393,000,000 had been raised.

 

B. Others: Cash in hand or bank loan of NTD607,000,000.

 

2. Project item, expected fund utilization and anticipated benefit

 

(1) Project item and expected fund utilization

 

169
 

Unit: NT$ 1,000

Project items Expected date of completion Total funding needed Anticipated fund use progress
2013 2014
Quarter 4 (Q4) Quarter 1 (Q1) Quarter 2 (Q2)
Purchase of machinery and equipment 2014Q2 4,000,000 750,000 650,000 2,600,000
Total 4,000,000 750,000 650,000 2,600,000

 

(2) Anticipated benefit:

 

Unit: '000 pieces NT$ 1,000

Year Item Output Volume Sales Volume Operating revenue Gross operating profit Net operating profit
2014 Purchase of machinery and equipment 896,756 896,756 3,040,000 663,024 328,624
2015 1,793,511 1,793,511 6,080,000 1,326,048 657,248
2016 1,933,405 1,933,405 6,226,528 1,371,777 686,859
2017 2,084,211 2,084,211 6,376,587 1,418,608 717,184
Total 6,707,883 6,707,883 21,723,115 4,779,457 2,389,915

 

3. Fund utilization and project implementation status

 

Unit: USD'000 %

Project items Implementation status:

Ahead or behind schedule

Reasons and improvement plans

Purchase of machinery and equipment Expended amount Expected 4,000,000 The company had used utilized the entire amount of funds raised on purchase of machinery and equipment. The project was competed in 2014Q2 according to schedule.
Actual 4,000,000
Implementation (%) Expected 100%
Actual 100%

 

The fund utilization program was completed in 2104Q2 in accordance with schedule. All information was set out in the Quarterly Report entered into the Internet system.

 

4. Appraisal of benefit

 

Unit: '000 pieces NT$ 1,000

Year Item Output Volume Sales Volume Operating revenue Gross profit Net operating profit
2014 Purchase of machinery and equipment Estimated number 896,756 896,756 3,040,000 663,024 328,624
Actual number 787,500 787,500 2,520,000 826,236 549,036
Achievement Rate 87.82% 87.82% 82.89% 124.62% 167.07%
2015 Estimated number 1,793,511 1,793,511 6,080,000 1,326,048 657,248
Actual number 2,891,372 2,891,372 6,482,389 1,706,150 1,144,431
Achievement Rate 161.21% 161.21% 106.62% 128.66% 174.12%
2016 Estimated number 1,933,405 1,933,405 6,226,528 1,371,777 686,859
Actual number (note) 2,141,059 2,141,059 4,741,099 1,414,282  999,759
Achievement Rate 110.74% 110.74% 76.14% 103.10% 145.56%

Note: Until end of November 2016.

 

170
 

 Purchase of machinery and equipment by the company was in anticipation of future business growth. Thus the machinery and equipment purchased during this exercise were advance semiconductor assembly and testing equipment, with such equipment being added to production in stages. Official production was expected to begin in 2014Q3. The increase in production volume, sales volume, operating income, gross operating profit and net operating profit for the company's assembly and testing products in 2014Q3 after commencement of production were respectively: 787,500,000 units, 787,500,000 units, NTD2,520,000,000, NTD826,236,000 and NTD549,036,000, with achievement rate respectively of 87.82%, 87.82%, 82.89%, 124.62% and 167.07%. The achievement rate of over 80% for production volume, sales volume and operating revenue was considered excellent. In addition the achievement rate for gross operating profit and net operating profit was also good since the orders' gross profit was higher than that originally estimated, with the company also exercising effective control of expenses. The increase in production volume, sales volume, operating income, gross operating profit and net operating profit for the company's assembly and testing products in 2015 after commencement of production were respectively: 2,891,372,000 units, 2,891,372,000 units, NTD6,482,389,000, NTD1,706,150,000 and NTD1,144,431,000, with achievement rate respectively of 161.21%, 161.21%, 106.62%, 128.66% and 174.12%, which were considered excellent. Furthermore the increase in production volume, sales volume, operating income, gross operating profit and net operating profit for the company's assembly and testing products as at the end of November 2016 after commencement of production were respectively: 2,141,059,000 units, 2,141,059,000 units, NTD4,741,099,000, NTD1,414,282,000 and NTD999,759,000, with achievement rate respectively of 110.74%, 110.74%, 76.14%, 103.10% and 145.56%. As a result of adjustment in product combination the achievement rate for operating revenue was lower than that of gross operating profit. IN addition gross operating profit and net operating profit were excellent as gross profit from orders was higher than expected estimated gross profit margin as well as due to effective control of expenses. In conclusion the benefit from the company's 2013 issuance of new shares for cash injection for use in purchase of new machinery and equipment was apparent.

 

(3) Report on the Company's fourth issue of foreign non-guaranteed convertible corporate bonds in 2015

 

1. Content of the project:

 

(1) Date and document number of approval issued by the competent authority of the industry: Tai-Yang-Wai-Wu-Zi-1040019282 of the Central Bank dated May 15, 2015 and Jin-Guan-Zheng-Fa-Zi-1040020328 of the Financial Supervisory Commission dated June 3, 2015.

 

(2) The total amount of funds required under the Project: USD220,000,000 or about NTD6,886,000,000. (based on an exchange rate of NTD31.3: USD1.)

 

(3) Source of funds:

 

A. Issuance of foreign unsecured convertible corporate bonds for the amount of USD200,000,000, or about NTD6,260,000,000. (based on an exchange rate of NTD31.3: USD1.)

 

B. Others: Cash in hand or bank loan amounting to USD200,000,000, or about NTD626,000,000. (based on an exchange rate of NTD31.3: USD1.)

 

2. Project item, expected fund utilization and anticipated benefit

 

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(1) Project item and expected fund utilization

 

Unit: NTD/USD '000

 (Tentative exchange rate of USD- NTD at 1: 31.3.)

Project items

Expected

Completion Date

Total funding needed Anticipated fund use progress
2015 2016
Quarter 3 (Q3) Quarter 4 (Q4) Quarter 1 (Q1)
Purchase of machinery and equipment

2016

Quarter 1 (Q1) 

USD 220,000 78,081 113,835 28,084
NTD 6,886,000 2,443,935 3,563,036 879,029
Total USD 220,000 78,081 113,835 28,084
NTD 6,886,000 2,443,935 3,563,036 879,029

 

(2) Anticipated benefit:

 

In anticipation of future business growth, the company planned to purchase semiconductor assembly and testing machinery and equipment for its Kaohsiung Plant. The company projected increase in operating revenue, gross operating profit and net operating profit in 2016~2019 to be NTD17,610,794,000, NTD4,937,175,000 and NTD2,999,988,000 respectively.

 

3. Fund utilization and project implementation status

 

Unit: NT$ 1,000 

Project items Status of implementation as at the end of November 2016 The reason that the project is ahead of or behind schedule and improvement plan
Purchase of machinery and equipment Expended amount Expected 6,886,000 The company originally projected cumulative expenses as at 2016Q1 to be USD220,000,000 (about NTD6,886,000,000), and projected implementation progress to be 100.00%. However as at the end of November 2016 the company's actual cumulative expenses were USD198,850,000 (about NTD6,224,003,000), giving an actual cumulative implementation rate of 90.39%. The implementation was behind schedule mainly because the funds were in place on July 2, 2015 which was after the expected date. In addition the semiconductor industry was affected by moves to cut down inventory during the second half of 2015, thus causing the company to adopt a conservative approach for its expenditure. During the first half of 2016 the overall semiconductor
Actual 6,224,003

Implementation

(%)

Expected 100.00%
Actual 90.39%
Total Expended amount Expected 6,886,000
Actual 6,224,003

 

 

 

 

 

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Project items Status of implementation as at the end of November 2016 The reason that the project is ahead of or behind schedule and improvement plan
 

Implementation

(%)

Expected 100.00% industry suffered from a lack of demand due to shortage of terminal products. As a result the company adopted a prudent and conservative approach for its procurement and payment schedule in relation to capital expenses. Thus expenses lagged behind projected expenses. During the second half of 2016 the machinery and equipment were duly delivered and the company made payment in accordance with the payment terms. In summary, although the implementation of fund disbursement was slightly behind schedule the company came to the conclusion upon assessment that this was mainly due to changes in the semiconductor industry chain, albeit with no major irregularity.
Actual 90.39%

 

As at the end of November 2016 the cumulative amount originally projected by the company for purchase of machinery and equipment was NTD6,886,000,00 with implementation level of 100.00%. However the actual cumulative expenses of NTD6,224,003,000, with implementation of 90.39%. This was mainly because the time for overseas underwriting was longer than originally expected, with funds raised behind schedule. Thus fund utilization was also behind schedule. Moreover weak demand for terminal devices during the second half of 2015 while upstream customers also adjusting their inventories. The above causes prompted the company to take a conservative approach with respect to its capital expenses. Owing to weak seasonal demand during the first half of 2016 and lack of terminal devices for the semiconductor industry, the company adopted a prudent approach for its capital expenses both with regard to actual purchases and payment schedule. Therefore actual expenses were slightly behind schedule. With traditional peak season during the second half of 2016 and sustained demand for smart phones, the machinery and equipment ordered by the company have been duly delivered with the company making payment in accordance with the payment terms. Overall, although the implementation of the company's fourth foreign unsecured convertible corporate bonds was slightly behind schedule, the company had upon assessment concluded that it was due to changes in the entire semiconductor industry with no major irregularity. Thus it did not have any major adverse impact on the company's finances and operation as well as shareholder's equity. In conclusion the causes were reasonably expected, with no major irregularity.

 

4. Unspent amount: As of November 2016, USD1,150,000 (approximately NTD35,995,000) from this fundraising remains unspent and is placed in a savings account. The remaining USD20,000,000 (approximately NTD626,000,000) will be supplemented through proprietary funds.

 

5. Appraisal of benefit

 

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(1) Location of equipment installation: No. 2, Chuangyi Road S., Nantze Export Processing Zone (NEPZ), Kaohsiung and No. 26, Jingsan Road, NEPZ, Kaohsiung.

 

(2) Appraisal of benefit:

 

Unit: '000 pieces NT$ 1,000

Year Item Output Volume Sales Volume Operating revenue Gross profit Net operating profit

2016

(Note)

 

Purchase of machinery and equipment Estimated number 1,172,481 1,172481 4,338,180 1,201,790 724,591
Actual number 1,061,666 1,061,666 3,970,632 933,099 647,213
Achievement Rate 90.55% 90.55% 91.53% 77.64% 89.32%

 

Note: Compiled up to the end of November 2016.

 

The current purchase of machinery and equipment by the company was mainly in anticipation of future business growth needs. As such the machinery consisting of semiconductor assembly and testing equipment was purchased, delivered and put in production in batches. The original plan was for mass production to begin in 2016Q1, but owing to weak demand for devices and adjustment of inventory by upstream customers, the company decided to adopt a conservative approach, thus causing the benefit to be slightly delayed. The increase in production volume, sales volume, operating income, gross operating profit and net operating profit for the company's assembly and testing products as at the end of November 2016 was respectively: 1,061,666,000 units, 1,061,666,000 units, NTD3,970,632,000, NTD 933,099,000 and NTD647,213, with achievement rate of 90.55%, 90.55%, 91.53%, 77.64% and 89.32%. The achievement rate of over 80% for production volume, sales volume, operating revenue and net operating profit was considered excellent. The achievement rate of gross operating profit was 77.64% since the orders' gross profit was lower than that originally estimated; however, net operating profit remained highly satisfactory due to the company’s effective control of expenses. The company expects that, with production capacity gradually stabilizing, shortening of semiconductor production process, returning demand for advance assembly and emerging smart phone application driving increasing market demand the effect of the company's purchase of new machinery and equipment will be demonstrated in due course.

 

6. Impact on shareholder's equity and future improvement plan

 

Utilization of funds from the fundraising project was behind schedule mainly because the time for overseas underwriting was longer than originally expected, with funds raised behind schedule. Moreover adjustments in the semiconductor industry of inventories and weak demand for terminal devices during the second half of 2015 prompted the company to take a conservative approach with respect to its capital expenses. The machinery and equipment purchased by the company had been put into production in stages. As at the end of November 2016, the achievement rate for additional production volume, sales volume, operating income, gross operating profit and net operating profit for the company's assembly and testing products as at the end of November 2016 was respectively: 90.55%, 90.55%, 91.53%, 77.64% and 89.32%. The achievement rate of over 80% for production volume, sales volume, operating revenue and net operating profit was considered excellent. In addition the achievement rate of 77.64% for gross operating profit was also good since the orders' gross profit was higher than that originally estimated, with the company also exercising effective control of expenses. Achievement of net operating profit was also excellent. The company expects

 

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that, with production capacity gradually stabilizing, shortening of semiconductor production process, returning demand for advance assembly and emerging smart phone application driving increasing market demand the effect of the company's purchase of new machinery and equipment will be demonstrated in due course. In conclusion there was no major adverse impact on shareholder's equity.

 

(4) 2015 first unsecured ordinary corporate bonds

 

1. Content of the project:

 

(1) Date and document number of approval issued by the competent authority of the industry: Zheng-Gui-Zhai-Zi-1040037031 dated January 4, 2016.

 

(2) The total amount of funds required under the Project: NTD9,000,000,000.

 

(3) Source of funds: Issuance of 2015 first unsecured ordinary corporate bond for NTD9,000,000,000.

 

2. Project item, expected fund utilization and anticipated benefit

 

(1) Project item and expected fund utilization

 

Unit: NTD/USD '000

(Tentative exchange rate of USD- NTD at 1: 31.3.)

Project items

Expected

Completion Date

Total funding needed Anticipated fund use progress
2016
Quarter 1 (Q1)
Repayment of debts

2016

Quarter 1

9,000,000 9,000,000
Total 9,000,000 9,000,000

 

(2) Anticipated benefit:

 

The interest rates for the company's long-term corporate bonds were at relatively modest level. The issuance of the current long-term corporate bonds would reduce the risk of rising interest rate. The issuance of long-term corporate bonds denominated in New Taiwan Dollars in order to increase its source of long-term funding meant that there was no exchange risk while also locking in the cost of long-term financing. This was in keeping with the principle of steady operation.

 

3. Fund utilization and project implementation status

 

Unit: USD'000 %

Project items Implementation status:

Ahead or behind schedule

Reasons and improvement plans

Repayment of debts Expended amount Expected 9,000,000 The company had utilized all the funds raised towards repayment of debts. The project was fully implemented during 2016Q1.
Actual 9,000,000
Implementation (%) Expected 100%
Actual 100%

 

As at 2016Q1 information on the company's fund utilization for the said fundraising project had been entered in the Market Observation Post System in accordance with regulations. In addition the project has been completed with no major irregularities.

 

4. Appraisal of benefit

 

(1 Adjustments in financial structure

 

175
 

 List of Bank Loans Repaid and Interest Rate Saved

 

Unit: NT$ 1,000

Lending institution Interest rate

Contractual

Period

 

Original loan

Purpose

 

Original loan

Amount

Proposed repayment

Amount 

Reduced interest expense 

(Note)

NTD NTD 2016
NTD
DBS Bank 1.00% 2014/10/20-2017/10/19 Repayment of loan and working capital 1,100,000 1,100,000 --
Bank of Nova Scotia 1.01% 2015/2/4-2017/2/4 Repayment of loan and working capital 2,000,000 2,000,000 --
Standard Chartered Bank 1.00% 2014/12/31-2016/12/31 Repayment of loan and working capital 1,830,000 1,830,000 --
HSBC Bank (Taiwan) Limited 1.02% 2015/10/27-2017/10/26 Repayment of loan and working capital 3,530,000 3,470,000 --
KGI Bank 0.96767% 2015/5/19-2018/5/18 Repayment of loan and working capital 600,000 600,000 --
Total 9,060,000 9,000,000 --

Note: 1. The basis for calculation of reduction in interest was when the interest rate for the original loan was higher than that of the corporate bonds issued (Class A: fixed annual interest rate 1.30%; Class B: fixed annual interest rate 1.5%).

 

2. Part of the loans that were repaid carnied interest rates that were higher than that of the corporate bonds. However, considering that the current interest rate for mid- to long-term loans is still at a relatively low level, the current issuance of domestic corporate bonds was reasonable. Moreover it could reduce structural risk of the company's finances.

 

Unit: (NT$1,000) %

Year

Item

End 2015

(Before fundraising)

2016Q1 

(After fundraising) 

Basic financial information Total current assets 32,132,019 26,744,680
Total assets 305,942,938 310,493,166
Total current liabilities 91,305,117 94,091,727
Total liabilities 149,026,934 153,039,266
Operating revenue 94,206,807 21,527,239
Earnings per share (NTD) 2.44 0.43
Financial structure (%) Debt ratio 48.71 49.29
Long-term fund/fixed assets 259.13 273.72
Solvency (%) Current ratio 35.19 28.42
Quick ratio 30.70 23.77

 

The company's 2015 first unsecured corporate bonds were issued to raise a total sum of NTD9,000,000,000. All the funds raised would be utilized in repayment of bank loans, and implementation of the project was completed during 2016Q1. The purpose was to reduce risk of the company's financial structure. The company's debt ratio during 2016Q1 was 49.29%. This was slightly higher than that at the end of 2015 (48.71%). Its current ratio and quick ratio as at 2016Q1 were respectively 28.42% and 23.77%, compared with 35.19% and 30.70% at the end of 2015 (before fundraising). This is mainly because during 2016Q1 the company increased its shareholding in Siliconware Precision Industries. As a result the increase in current assets and quick

 

176
 

assets was significantly larger than the increase in current liabilities. However after the issuance of the ordinary corporate bonds the company's long-term capital increased to 273.73% of its fixed assets. This was indication of adjustment in the company's financial structure. In terms of operating income, due to adjustments in inventory in the semiconductor industry in the second half of 2014, weak demand in terminal devices, and the traditional low season, in the first quarter of 2016 the Company’s income was lower than the same period last year. However, rising demand for packaging in the communications, consumer electronics, industry, and vehicle industries has led to an end of the inventory clear-outs by downstream clients. Coupled with the traditional peak season, the Company’s performance in the first three quarters of 2016 showed a trend towards growth. This indicates the Company’s success in this issue of corporate bonds.

 

(2) Reduction of risk of rising interest rate

 

Furthermore judging by the yield trend of the 5th public debts in 2016 of the R.O.C., it has gradually risen from 0.6066% early in the year to 0.845% currently. This is an indication of the company locking in the cost of long-term financing by its issuance of 2015 first unsecured ordinary corporate bonds, thereby reducing the risk of rising interest rate.

 

In conclusion the effect of the company's 2015 first unsecured ordinary corporate bonds to repay bank loans is apparent.

 

177
 

2. Other matters that should be reported in the current plan for cash capital increase, issuance of corporate bonds, issuance of employee stock warrants or new restricted employee shares:

 

(3) Source of funds:

 

(1) The total amount of funds required by the Project: NTD10,290,000,000

 

(2) Source of funds:

 

For the current project the company proposes to issue 300,000,000 new shares each with a face value of NTD10, and an issuing price fixed at NTD34.3 per share. The company expects to raise NTD10,290,000,000.

 

3. Project item, expected fund utilization and anticipated benefit

 

Unit: NT$ 1,000

Project items Expected date of completion Total funding needed Anticipated fund use progress
2017
Quarter 2 (Q2)
Repayment of bank loan 2017Q2 10,290,000 10,290,000
Total 10,290,000 10,290,000

Anticipated

 Benefit

 

The company expects to utilize NTD10,290,000,000 to repay bank loans. This means that for fiscal year 2017 it is expected to save about NTD70,739,000 in interest expense. Thereafter the company can save about NTD94,319,000 annually in interest expense.

 

(2) Current issuance of the corporate bonds shall, pursuant to Article 248 of the Company Law, disclose relevant matters and fundraising plan for repayment and means of custody: Not applicable.

 

(3) Current of special shares shall require disclosure of the face value of each share, offer/issuing price, impact of issuing conditions on holders of special shares, potential dilution of shareholding rights, impact on shareholders' interest and matters specified in Article 157 of the Company Law: Not applicable.

 

(4) For issuance/offering of unlisted or non-OTC special shares of unlisted or non-OTC companies, there shall be disclosed the purpose of the issuance/offering, reason for not listing on stock exchange or OTC, impact on the rights of existing shareholders or future investors and whether or not there are plans to apply for listing on stock exchange or OTC: Not applicable.

 

(5) Where the shares to be issued are those of companies traded by securities brokerages approved pursuant to Article 5 of "Taipei Exchange Rules Governing the Review of Emerging Stocks for Trading on TPEx", future listing (OTC) plans should be disclosed: Not applicable.

 

(6) Where the current issuance/offering involves employee's subscription warrant, the rules governing issuance of employee's subscription warrant and subscription thereto should be disclosed. Not applicable.

 

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(7) Where the current issuance/offering involves new shares with restricted employee's right, the rules governing issuance of such shares should be disclosed. Not applicable.

 

(8) The viability, necessity and reasonableness of the current project, with analysis of various sources of fund deployment and impact of dilution of earnings per share during the current and the next year.

 

1. Viability of the current funding plan involving offering and issuance of securities

 

(1) Viability of statutory procedure

 

The company's current issuance of new shares for cash has been approved by way of resolution at its Board of Directors meeting held on December 8, 2016. The company has determined that the issuance/offering is in compliance with the Company Law, Securities Exchange Act, Regulations Governing the Offering and Issuance of Securities by Issuers and other relevant laws and regulations. Furthermore the company's legal counsel has issued legal opinion with respect to the legal compliance of the share issuance/offering plan. As such the current issuance/offering is compliant with law,

 

(2) Viability of completion of fundraising

 

For the current project the company proposes to issue 300,000,000 new shares each with a face value of NTD10, and an issuing price tentatively fixed at NTD34.3 per share. The company expects to raise NTD10,290,000,000. Pursuant to the requirements under Article 267 of the Company Act, 10% of the new shares issued, i.e. 30,000,000 shares will be set aside for subscription by the company's employees. Furthermore pursuant to Article 28-1 of the Securities Exchange Act, 10% of new shares issued, i.e. 30,000,000 shares will be set aside for public offering through underwriter by way of open subscription. The remaining 80%, i.e. 240,000,000 shares will be subscribed by original shareholders with their respective shareholding ratios on the shareholders’ roster at subscription record date. For fractional part of a share subscribed by shareholders, such shareholders shall proceed to the company's registrar within 5 days of the cessation of transfer registration to process subscription through aggregation of fractional entitlement. For shares for which the original shareholders or employees have relinquished their subscription rights or fractional parts of shares, the Board of Directors authorizes the Chairman to negotiate with specific individuals to subscribe such shares or fractional parts at the issue price. In addition pursuant to Article 61 of the Taiwan Securities Association Rules Governing Underwriting and Resale of Securities by Securities Firms, for a firm commitment offering by public subscription, where subscriptions fall short of the number of units put up for sale, the underwriting syndicate may either place the remainder with a specific party or purchase the remainder on its own account. Therefor the current fundraising is considered viable.

 

(3) Viability of fund utilization plan

 

The company proposes to use all funds raised from the offering of new shares to repay bank loans in order to reduce its interest burden, improve its financial structure as well as flexibility of its financial channels. Upon perusal of the loan contracts for loans which the company proposes to repay and disbursement of monies, it has been ascertained that such loans actually exist and their contracts do not preclude early repayment or contain other special restrictions. Thus upon completion of the current fundraising the company can carry out repayment of bank loan in accordance with its fund utilization plan. This means that the proposal to use the funds raised to repay bank loans is reasonable and viable.

 

179
 

In conclusion the company's issuance/offering of new shares is compliant with law. The completion of fundraising and fund utilization plan are also viable.

 

2. Necessity of fundraising plan

 

(1) Reduces interest expense and financial burden, and additional room for flexible use of funds

 

Unit: NT$ 1,000

Year

Item 

2014 2015 2016Q3
Total loans (note) 50,347,551 79,105,720 83,366,026
Interest cost (A) (note) 519,576 509,793 527,977
Operating profit (B) 18,278,988 13,892,786 8,365,544
Interest cost/Operating profit (A)/(B)(%) 2.84 3.67 6.31

Source: 2014–2015 financial reports inspected and certified by a CPA.

 

Note: “Loan” refers to bank loans (long- and short-term loans) short-term notes payable and short-term bonds payable

 

At present the company mainly carries out production, assembly, processing, testing and sale of all types of ICB. It leverages on its semiconductor assembly and testing technology and production process research and development to provide advance assembly and testing services for semiconductor manufacturers throughout the world. In the entire semiconductor supply chain the company's main operations involving assembly and testing in mid-stream and supply of assembly materials in the downstream. In 2015the assembly and testing industry was affected by weak demand for terminal devices. In addition upstream customers adjusted their inventories. Market competition also intensified, thus causing the company's operating revenue in 2015 to show marginal decline compared to that in 2014. Owing to weak seasonal demand during the first three quarters of 2016 and lack of terminal devices for the semiconductor industry, the company's operating revenue continued to show slight decline. With traditional peak season during the second half of 2016 and sustained demand for smart phones, the company's operating revenue during the third quarter rose slightly compared with the previous two quarter.s

 

It can be seen from the Table that at present the company's working capital consists entirely of loans. Thus, interest expense during 2014, 2015 and first three quarters of 2016 respectively made up 2.84%, 3.67%, and 6.31% of operating profit. This is indication that interest cost has significant impact on the company's profitability. In order to complement the company's financial structure and reduce interest expense, the company has fixed the amount required for this project to be NTD10,290,000,000. The company also proposes to utilize the entire amount to repay bank loans. Based on the interest rate of 0.90%~0.93% for loans for which the company proposes to repay, the company expects to save in 2017, interest expense of about NTD70,739,000, with saving of about NTD94,319,000 annually in subsequent years. The current fundraising plan will suitable reduce interest expense, thereby reducing the company's financial burden as well as its reliance on banks. This will enable it to respond better to changes in the industry. If the company continues to meet working capital needs through bank loans, the room for its working capital may well be significantly compressed in the event of downturn in economic outlook. Therefore the company's proposal to apply all the funds raised towards repayment of bank loans will not only reduce its reliance on financial institutions but will also convert short-term funds on loan to long-term funds, thereby reducing its financial and operational risks. The current fundraising plan is therefore of critical importance.

 

180
 

(2) Improvement in financial structure and debt-repayment ability, while ensuring operating opportunities and maintaining long-term competitiveness

 

Financial ratios of ASE before and after fundraising

 

Year

Item

Before fundraising After fundraising
2014 2015

2016

Quarter 3 (Q3)

2017 (note)
Financial structure Debt ratio (%) 42.60 48.71 51.66 41.13
Solvency Current ratio (%) 60.50 35.19 33.36 43.56
Quick ratio (%) 53.66 30.70 27.43 34.40

Source: 2014–2015 financial reports inspected and certified by a CPA. 

Note: Projections based on financial statements for 2016Q3.

 

In terms of financial structure, the company's debt ratio as at the end of 2014~2015 and 2016Q3 is respectively 42.60%, 48.71% and 51.66%. The increase is mainly due to the company's issuance in 2015 of its fourth foreign unsecured convertible corporate bonds, issuance of unsecured ordinary corporate bonds in 2016Q1 and increase in bank loans to meet operating needs. With regard to the company's debt-repayment ability, as at the end of 2014~2015 and 2016Q3 the company's current ratio is respectively 60.50%, 35.19% and 33.36%, and its quick ratio 53.66%, 30.70% and 27.43% respectively. The decline year-by-year is mainly due to increase in demand for operating capital, causing the company's short-term liabilities to rise each year. Furthermore the corporate bonds issued at the end of 2015 have been transferred to corporate debts due within one year. The company is an advance semiconductor assembly and testing service provider. To meet its operating needs it depends on bank loans for its working capital. The current fundraising project is expected to be completed in 2017Q1 when all funds raised will be in place. The company is expected to then use the funds raised to repay its bank loans. It expects that following the fundraising the company's debt ratio will be reduced, and its current ratio and quick ratio will rise compared to those in 2015 and 2016Q3. If the company does not raise fresh capital to repay bank loans its financial structure may continue to weaken. Increase in interest expenses will also affect its debt-repayment ability and increase its liquidity and credit risks. All these will have adverse impact on the company's future business expansion. Following the fundraising the company's ratio and financial structure are expected to improve, thereby reducing its financial risk, improve its debt-repayment ability and maintenance of long-term competitiveness. As such the fundraising project is necessary.

 

(3) Finance and capital

 

The company's current fundraising involving issuance of new shares for cash is expected to raise NTD10,290,000,000. The entire amount of funds raised will be used to repay bank loans, thereby suitably reducing the company's debt ratio. Based on the company's cash income and expense projections for 2016 and 2017, the company's non-financing income between December 2016 and April 2017 is projected to total NTD43,453,831,000. Add to that its cash balance as at December 2016 of NTD1,319,683,000 and deduct from that non-financing expenses of NTD34,406,371,000, and considering that its monthly minimum cash balance is NTD1,500,000,000 and the net amount of total bank loan is NTD29,593,919,000, the

 

181
 

company will between December 2016 and April 2017 see a working capital shortfall of NTD20,726,776,000. If such shortfall is to be met by increase in bank loan the company's operating risk will correspondingly increase. Its profit will also be eroded. Thus to prevent interest rate from being a burden due to increased lending as well as reduce the company's reliance on banks and improve its competitiveness, it is necessary for the company's fundraising project to raise funds to repay bank loan. This also has the effect of using long-term funding to meet shortage in the company's working capital.

 

3. Reasonableness of projected progress and anticipated benefit of fund utilization plan

 

(1) Reasonableness of fund utilization plan and projected progress

 

Unit: NT$ 1,000

Project items Expected date of completion Total funding needed Anticipated fund use progress
2017
Quarter 2 (Q2)
Repayment of bank loan 2017Q2 10,290,000 10,290,000
Total 10,290,000 10,290,000

 

The company expects to file with the Securities and Futures Bureau of the Financial Supervisory Commission in December 2016 its new share issuance for cash. It is then expected to complete fundraising during 2017Q1 following the aforesaid filing, whereupon it will apply the entire amount of fund raised for repayment of bank loan. For those bank loans to be repaid by the company, their loan contracts do not contain restrictions with respect to early repayment. Therefore the fund utilization plan and expected progress are considered reasonable.

 

(2) Reasonableness of anticipated benefit:

 

The following contains details of bank loans expected to be repaid following the fundraising project:

 

Unit: NT$ 1,000

Lending institution Interest rate Contract Period Original loan purpose Original loan amount Proposed repayment amount in 2017Q2 Reduced interest expense

2017

(Note)

2018
Standard Chartered Bank 0.91% 2016.08.01~2018.08.01 Working capital 3,290,000 3,290,000 22,454 29,939
DBS Bank 0.90% 2016.08.12~2019.08.11 Working capital 4,330,000 2,400,000 16,200 21,600
HSBC Bank 0.93% 2016.10.27~2018.10.26 Working capital 4,600,000 4,600,000 32,085 42,780
Total 12,220,000 10,290,000 70,739 94,319

  

Note: The company expects that following completion of fundraising in March 2017 it will utilize the funds to repay bank loans in April 2017, thus saving interest expense for April ~ December 2017.

 

The company expects to repay in 2017Q2 bank loans amounting to NTD10,290,000,000. The original bank loans were short-term loans for working capital.

 

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Based on the lending rate for the loans to be repaid, the company will in 2017 and annually in subsequent years save the following: NTD70,739,000 and NTD94,319,000. The savings in interest expense and reduction in financial burden is therefore reasonable.

 

4. Analysis of impact of various sources of fund deployment on the company's earnings per share during the current year and subsequent one year

 

(1) Analysis of comparison between various funding sources:

 

The main sources of funding for listed (OTC) companies are generally divided into equity-based and debt-based fundraising tools. The former consists of issuance of new shares for cash and overseas depository receipts, while the latter consists of foreign or local convertible corporate bonds, ordinary corporate bonds and bank loans etc. The following sets out favorable and unfavorable factors for various funding sources, along with their analysis:

 

Item Favorable factors Unfavorable factors
Equity

Cash capital increase

Issuance of new shares

1. Improves financial structure, reduces financial risk, enhances market competitiveness. 

2. A relatively common financial product in the capital market, with high level of acceptance by general investors. 

3. Under the law employees will have priority in subscribing 10%~15% of the shares issued, thus raising employees' acceptance and sense of belonging. 

1. Earnings per share are diluted as a result of expansion in share capital. 

2. For companies whose shareholding is not concentrated, their operating status can be easily threatened. 

3. If there is no reasonable disparity between underwriting price and market price, the fundraising may not be successful. 

Overseas

 

Depository Receipts

 

1. Fundraising in overseas market gives an opportunity for the company to enhance its reputation. 

2. Fundraising mainly targeted at foreign entities, thus preventing excessive accumulation of shareholding in local market and causing adverse impact of the share price. 

3. Improves the ratio of proprietary funds as well as financial structure. 

1. The company's reputation in overseas market and growth of its industry will affect the fundraising program's success. 

2. Relatively high fixed issuing cost. To achieve economy of scale the issuance/offering should not be for a low amount. 

Debt Foreign and local convertible corporate bond

1. As it is accompanied with 'conversion' right its coupon rate is lower than long-term loan interest rate. 

2. The conversion price for conversion into ordinary shares is generally higher than the current price of such shares during issuance of such convertible bonds. This means that the issuer is issuing shares at a relative premium. 

3. Lower pressure of dilution of earnings per share. 

4. Convertible bonds is changed from liabilities to assets upon creditors requesting conversion. In addition to save interest expense the company can also avoid being under pressure for funding once the bonds mature. 

1. Lower liquidity than ordinary shares. 

2. Insofar as the bonds are not converted the company will remain under pressure for capital in case of redemption.

 

 

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Item
Favorable factors Unfavorable factors
  Ordinary corporate debt

1. No dilution of equity. 

2. Creditors do not possess right of management of the company, thus no major impact. 

3. Effective use of financial leverage, thus creating relatively high profit. 

1. Interest burden erodes the company's profitability. 

2. Easily cause deterioration in the company's financial structure, thus reducing its competitiveness. 

3. The company will face enormous pressure to raise fund to meet redemption upon maturity of corporate debt. 

Bank loan 

or Issuance of acceptance bill

 

1. No dilution of equity. 

2. Creditors do not possess right of management of the company, thus no major impact. 

3. Effective use of financial leverage, thus creating relatively high profit.

 

1. Interest burden erodes the company's profitability. 

2. Deterioration of financial structure and lowering of competitiveness. 

3. Possible requirement for collaterals. 

4. Pressure of repayment on maturity. 

 

(2) Analysis of impact of various funding sources on the issuer's earnings per share in the current year

 

The common sources of funding for listed (OTC) companies are borrowings (including bank loans, issuance of ordinary corporate bonds and issuance of convertible corporate bonds), issuance of overseas depository receipts and issuance of new shares for cash. As the cost of issuing overseas depository receipts is relatively high and does not conform to economic benefit, it will not be considered. Furthermore since bank loans and issuance of ordinary corporate bonds have the same effect, this analysis will deal with three means of fundraising namely bank loan, issuance of convertible corporate bonds and issuance of new shares for cash. As since the current plan involves using the funds raised to repay bank loans, this means of fundraising will therefore not be considered. If the current fundraising is by way of issuance of ordinary corporate bonds, the company would be required to pay issuance interest together with guarantee cost and other processing expenses etc. Such interest expense will pose fixed annual interest burden. And they must be repaid at their due date. If at such time the industry's outlook deteriorates, they will have an impact on the company's financial deployment. Thus adoption of purely debt-based financing tools will, in addition to increasing the company's debt ratio and hence lead to increase in financial risk, also reduce the company's profitability as well as place a burden on the company's finance each year. All these run counter to the principle of steady operation, not to mention the likelihood of them affecting the company's credit worthiness, future financing cost, profitability and financial structure. Comparison of impact on 2017 earnings per share between issuance of convertible corporate bonds and issuance of new shares for cash:

 

Unit: (NT$1,000) Share

Item Cash capital increase

Convertible corporate bonds: 

(fully convertible) 

Convertible corporate bonds: 

(partially convertible) 

Amount of fund raised (NTD'000) (Note 1) 10,290,000 10,290,000 10,290,000
Fundraising tool interest (Note 2) 0% 0% 0%
Financing cost (NTD'000) (Note 3)
Outstanding shares before fundraising (shares) (B) (Note 4) 7,949,974,846 7,949,974,846 7,949,974,846
Projected number of shares issued (Note 5) 300,000,000 274,400,000

 

184
 
Item Cash capital increase

Convertible corporate bonds:

(fully convertible)

Convertible corporate bonds:

(partially convertible)

Outstanding shares after fundraising (shares)(C) 8,249,974,846 8,224,374,846 7,949,974,846
Maximum dilution of equity (Note 6)(D) 3.64% 3.34%
Maximum dilution of EPS (1-(1/1+D)) 3.51% 3.23%

 

Note 1: The amount to be raised under the program is NTD10,290,000,000. 

Note 2: Without considering issuing cost the financing cost of the respective financing tools is: Share issuance for cash 0%; convertible corporate bond 0%. 

Note 3: If the full amount of NTD10,290,000,000 is raised by March 2017, the period for calculation of 2017 fundraising cost will be 9 months. 

Note 4: The number of outstanding shares (i.e. shares in circulation) before the fundraising project is 7,949,974,846. 

Note 5: The expected number of new shares to be issued is based on the assumption of issuance price of NTD34.30 per share. The conversion price for convertible corporate bonds during the conversion period is calculated based on NTD37.50 per share. 

Note 6: Maximum dilution of equity = 1-(number of outstanding shares before fundraising/number of outstanding shares after fundraising) based on the assumption that original shareholders do not participate in the subscription of new ordinary shares issued for cash or convertible corporate bond.

 

A. Effect of dilution of EPS

 

Examination of the aforesaid fundraising tools based on their respective financing cost and effect of share capital expansion, the maximum dilution of EPS for issuance of new shares for cash is slightly higher than that for issuance of convertible corporate bonds, although the difference is marginal. However issuance of new shares for cash is a long-term funding source with the lowest financing cost. It can also immediately reduce debt ratio as well as raise the company's competitiveness such to reduce operating risk. Thus by considering the dilution of EPS of the respective tools, the current issuance of new shares for cash ought to be considered reasonable.

 

B. Impact on the issuer's financial burden

 

Except for issuance of new shares which is a equity-based financing tool and thus does not incur interest and is not encumbered with repayment principal upon maturity, all other aforesaid fundraising tools are debt-based fundraising tools. In the case of convertible corporate bonds, the company not only have to make payment of interest based on prescribed rate, but would also be subject to financing pressure brought about by re-purchase from the creditor or redemption by creditors at maturity. Thus fundraising through issuance of new shares for cash has the benefit of obtaining long-term, stable, low-cost financing. It can also reduce interest burden and strengthen financial structure. Although in the short term it will dilute earnings per share, in the long term it has the benefit of strengthening the company's finance. Therefore issuance of new shares for cash should be a relative better fundraising means since it reduces the company's financial risk.

 

C. Dilution of equity and impact on shareholder's equity

 

In terms of potential impact of dilution of equity, issuance of new shares for cash will cause equity to be diluted. There is no dilution of equity before holders of convertible corporate bonds exercise the conversion rights. During the exercise

 

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period the holders can elect to exercise conversion at a relatively advantageous point in time. There is therefore a delay in the dilution of equity. With regard to the maximum dilution of equity for different fundraising tools (assuming that the original shareholders do not participate in subscription of new share issues or convertible corporate bonds), new share issue will have greater impact that convertible corporate bonds, although in such a case debt ratio will be lower than that if convertible corporate bonds are fully issued. Thus, new share issues can help improve financial structure, as well as avoid pressure on the company in relation to repayment of principal sum upon maturity of the corporate bonds. There are both reduced financial burden and financial risk. For the current issue, apart from being required by law to set aside 10% for employees' subscription as well as 10% for public subscription, the remaining shares are to be subscribed by shareholders on the shareholder's register on the benchmark date according to their shareholding percentage. As such dilution of equity is not as serious as in other cases. In the case of issuance of convertible corporate bonds, as they are usually sold to the public, any conversion by outside investors would result in greater dilution of equity. With regard to impact on shareholder equity, although the company's share capital will not increase immediately in the case of issuance of convertible corporate bonds, their financing cost is relatively high and can easily erode the company's profit. Moreover the fundraising exercise will only increase the company's liabilities and its net value will not immediately improved. There is therefore limited assistance to the company's sustainability. Conversely, share issue for cash will not only suitably improve the company's own capital and reduce its financial burden, but will even help it improve its competitiveness while reducing operating risk. Therefore in the long term existing shareholder equity has better protection.

 

5. For issuance of shares at below face value, explanation should be given with respect to the necessity and reasonableness of the company's issuance of new shares at discount, its reasons for not adopting other fundraising means and reasonableness thereof, and the amount of capital reserve or retained earnings that has been reduced: Not applicable.

 

(9) Describe the manner in which the issue price, conversion price, exchange price or subscription price is fixed: Please see Appendix 1: Calculation of Underwriting Price of Cash Subscription Shares

 

(10) Estimation of fund utilization and anticipated benefit

 

1. For acquisition of other companies, expansion or construction of immovable properties, plants and equipment, explanation should be given for projected increase in production and sale volume, value, cost structure (including total cost and unit cost), and changes in profitability, product quality improvement and other potential benefit after completion of share capital increase: Not applicable.

 

2. For re-investment in other companies, matters to be listed: Not applicable.

 

3. For complementing working capital, repayment of debts, matters to be listed:

 

(1) The amount due each year for the company's debts, repayment plan and projected reduction in financial burden, present status of working capital, amount of capital needed and projected utilization, with projected monthly cash income and expenses during the current and next one year:

 

A. The amount due each year for the company's debts, repayment plan and projected reduction in financial burden: Please refer to Sections 1 and 5 in the Prospectus, and Statement of Projected Cash Income and Expenses for 2016 and 2017.

 

186
 

B. Present status of working capital, amount of capital needed and projected utilization

 

Unit: NTD 1,000

Item

January - November 2016

(Actual)

December 2016 ~ April 2017

(Estimated)

Opening cash balance (A) 8,533,346 1,319,683
Non-financing income (B) 112,861,699 43,453,831
Non-financing expenses (C) 128,799,788 34,406,371
Cash balance (minimum requirement) (D) 1,500,000 1,500,000
Repayment of corporate debts (E) 8,000,000 -
Repayment of bank loan (net amount) (F) - (29,593,919)
Cash balance (shortfall) (A)+(B) - (C) - (D) +(E) +(F) (16,904,743) (20,726,776)
Response. Cash capital increase -- 10,290,000
Issuance of ordinary corporate bonds 9,000,000 8,000,000(Note)
Bank loan (net amount) 3,977,559 -

Loan of borrowed funds to 

Related enterprise (net amount) 

3,746,866 3,367,000

 

Note: The company issued the first unsecured ordinary corporate bonds of 2016 in accordance with the resolution of the Board of Directors on December 8, 2016. The total amount of the issue was no more than NTD8 billion. The funds are planned to be used for paying back bank loans. The company’s cash balance forecasts for 2016 and 2017 show that the company plans to issue the bonds in the 2017Q1. The predicted effect is based on the fact that long-term corporate bond yields are still quite low, so long-term corporate bonds will help mitigate the risk of rebounding yields in the future, thus locking in long-term capital for adjustments to the company’s financial structure.

 

It can be seen from the Table above that between December 2016 and April 2017, the company will have a working capital shortfall of NTD20,726,776,000. This figure is arrived at by taking the total of cash balance and non-financing income as at December 2016 amounting to NTD44,773,514,000 and deducting from it non-financing expenses and minimum cash balance required totaling NTD35,906,371,000 and projected repayment of bank loans totaling NTD29,593,919,000. If such capital shortfall were to be dealt with using bank loan, the company's operating risk will rise while its profit will be eroded. Thus to prevent interest expense burden, reduce its reliance on banks and improve its competitiveness, the company proposes to raise, through share issue for cash, the amount of NTD10,290,000,000, thereby using long-term fund to meet working capital shortfall. As such it is necessary. Following appraisal of the amount and time at which the company's fundraising program is fully implemented, and the cash requirements and time of cash shortfall as set out in the statement of projected cash income and expenses, no major irregularities have been discovered.

 

C. The Statement of Projected Cash Income and Expenses during the year of filing and the following year on a month-by-month basis:

 

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Statement of Projected Cash Income and Expense in 2016

 

Unit: NT$ 1,000 

  January February March April May June July August September October November December Total
Opening cash balance 8,533,346 11,825,732 14,277,654 4,701,645 2,504,141 1,476,831 3,520,040 1,218,698 1,202,531 2,656,750 2,410,613 1,319,683 8,533,346
Add: Non-financing income                          
Cash receipt for accounts receivable 7,983,219 7,309,119 8,576,999 7,052,709 8,284,422 8,677,565 8,456,093 9,488,494 9,359,586 9,207,825 10,181,113 9,672,877 104,250,023
Other income           2,627,155 3,757,621 224,065         6,608,841
Others - sale of immovable property of Nantou Branch Company - Plant                       51,707 51,707
Others - Handling of investment sum   789,684 4,437,639     3,776,451     2,537,959     1,104,600 12,646,333
Others - Disposal of equipment                   133,980     133,980
Grand total 2 7,983,219 8,098,803 13,014,639 7,052,709 8,284,422 15,081,171 12,213,715 9,712,559 11,897,545 9,341,806 10,181,113 10,829,184 123,690,884
Subtract: Non-financing expenses                          
Accounts payable 3,449,093 4,064,437 4,553,145 4,269,720 5,477,866 4,836,583 5,369,717 5,502,645 6,428,692 5,409,674 5,652,003 4,477,668 59,491,245
Property, plant and equipment – Plant facilities 262,603 211,890 101,435 140,042 120,586 102,156 150,448 191,290 146,588 182,308 147,217 105,303 1,861,865
Property, plant and equipment – Machinery and equipment 866,314 731,323 773,422 1,055,471 1,737,160 1,010,484 794,276 2,188,593 885,584 1,183,530 723,011 527,591 12,476,760
Salary and remuneration in cash 2,193,290 1,397,153 1,471,624 1,383,322 1,512,418 1,776,392 1,513,800 1,675,839 3,604,908 1,679,394 1,755,273 1,645,789 21,609,202
Share dividend                 12,539,568       12,539,568
Others - Investment 4,505,252   13,240,877 4,169,036     4,410,830   146,903 1,104,600     27,577,499
Grand total 3 11,276,553 6,404,804 20,140,503 11,017,591 8,848,030 7,725,615 12,239,070 9,558,367 23,752,244 9,559,506 8,277,504 6,756,351 135,556,139
Required minimum cash balance 4 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000
Total funding needed 5 = 3+4 12,776,553 7,904,804 21,640,503 12,517,591 10,348,030 9,225,615 13,739,070 11,058,367 25,252,244 11,059,506 9,777,504 8,256,351 137,056,139
Shortfall of available cash before fundraising 6 = 1+2 - 5 3,740,012 12,019,731 5,651,790 (763,237) 440,533 7,332,387 1,994,684 (127,110) (12,152,168) 939,050 2,814,221 3,892,516 (4,831,909)
Net amount raised                          
Increase in loan 9,000,000                       9,000,000
Repayment of loan               (8,000,000)         (8,000,000)
Issuance of corporate debt 2,436,470 1,887,639 3,262,029 8,439,248 3,478,594 8,695,736 8,119,046 13,546,227 18,938,535 10,247,984 13,748,853   92,800,361
Repayment of corporate debt (4,850,750) (1,049,717) (9,336,610) (1,936,210) (4,627,211) (20,543,083) (8,895,032) (3,337,562) (9,337,616) (8,803,021) (16,105,992) (7,174,917) (95,997,719)
Loan of borrowed money to related enterprises - Bank repayment     7,033,687 4,839,000 5,935,930 10,355,000   8,565,750 6,655,840   23,584 3,467,000 46,875,790
Repayment of loans to related enterprises   (80,000) (3,409,250) (9,574,660) (5,251,015) (3,820,000) (1,500,000) (10,944,775) (2,947,840) (1,473,400) (660,984) (100,000) (39,761,924)
Grand total 7 6,585,720 757,922 (2,450,145) 1,767,378 (463,701) (5,312,347) (2,275,986) (170,359) 13,308,919 (28,437) (2,994,539) (3,807,917) 4,916,508
Closing cash balance 8 = 1 +2 - 3 + 7 11,825,732 14,277,654 4,701,645 2,504,141 1,476,831 3,520,040 1,218,698 1,202,531 2,656,750 2,410,613 1,319,683 1,584,599 1,584,599

 

188
 

Statement of Projected Cash Income and Expense in 2017

 

Unit: NT$ 1,000

  January February March April May June July August September October November December Total
Opening cash balance 1,584,599 1,549,213 1,591,374 10,772,828 2,430,224 2,345,839 2,346,088 2,380,238 2,428,291 2,372,298 2,355,915 2,387,038 1,584,599
Add: Non-financing income                          
Cash receipt for accounts receivable 9,202,784 8,327,393 7,596,668 7,497,802 8,308,117 8,686,000 8,319,776 9,482,007 9,287,519 9,198,405 9,845,394 9,694,765 105,446,630
Other income               75,493         75,493
Grand total 2 9,202,784 8,327,393 7,596,668 7,497,802 8,308,117 8,686,000 8,319,776 9,557,500 9,287,519 9,198,405 9,845,394 9,694,765 105,522,122
Subtract: Non-financing expenses                          
Accounts payable 3,955,716 3,850,894 3,621,529 3,626,169 5,464,713 4,699,552 5,378,577 5,524,118 6,462,987 5,418,600 5,152,024 4,485,056 57,639,937
Property, plant and equipment – Plant facilities 221,071 53,028 178,110 37,470 5,095 20,814 7,507 5,252 4,470 4,762 5,829 5,066 548,475
Property, plant and equipment – Machinery facilities 3,122,204 441,038 972,304 337,329 127,540 111,244 151,986 98,534 113,595 139,993 91,722 99,454 5,806,943
Salary and remuneration in cash 2,295,789 1,645,789 1,645,789 1,645,789 1,794,156 1,527,542 1,528,938 1,692,597 3,640,957 1,696,188 1,662,247 1,662,247 22,438,030
Share dividend                 12,539,568       12,539,568
Grand total 3 9,594,781 5,990,749 6,417,732 5,646,758 7,391,504 6,359,152 7,067,008 7,320,501 22,761,577 7,259,544 6,911,822 6,251,824 98,972,953
Required minimum cash balance 4 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000
Total funding needed 5 = 3+4 11,094,781 7,490,749 7,917,732 7,146,758 8,891,504 7,859,152 8,567,008 8,820,501 24,261,577 8,759,544 8,411,822 7,751,824 100,472,953
Shortfall of available cash before fundraising 6 = 1+2 - 5 (307,398) 2,385,857 1,270,310 10,283,873 1,006,836 2,332,687 1,258,856 2,277,236 (13,385,767) 1,971,159 2,949,487 3,489,978 6,633,768
Net amount raised                          
Issuance of new shares for cash capital increase     10,290,000                   10,290,000
Ordinary corporate bond issue 8,000,000                       8,000,000
Bank loan increases 3,230,000               13,418,065       16,648,065
Bank repayments (10,873,389) (2,294,482) (2,287,482) (10,193,649) (1,000,997) (2,326,599) (1,218,618) (2,188,946)   (1,955,244) (2,902,449) (3,398,940) (40,640,795)
Loan of borrowed money to related enterprises - Bank repayment     3,563,124 4,576,200 7,164,120 8,791,800   8,521,200 7,984,640     3,467,000 44,068,084
Repayment of loans to related enterprises     (3,563,124) (4,576,200) (7,164,120) (8,791,800)   (8,521,200) (7,984,640)     (3,467,000) (44,068,084)
Grand total 7 356,611 (2,294,482) 8,002,518 (10,193,649) (1,000,997) (2,326,599) (1,218,618) (2,188,946) 13,418,065 (1,955,244) (2,902,449) (3,398,940) (5,702,730)
Closing cash balance 8 = 1 +2 - 3 + 7 1,549,213 1,591,375 10,772,828 2,430,224 2,345,839 2,346,088 2,380,238 2,428,291 2,372,298 2,355,915 2,387,038 2,431,038 2,431,038

 

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(2) With regard to the company's policy for collection of accounts receivable and payment of accounts payable, capital expenses plan, financial leverage and debt ratio (or ratio of own assets and risk assets) during the current year and the next one year, explanation should be give for reasons for repayment of debt or supplementing working capital.

 

A. Company's policy for collection of accounts receivable and payment of accounts payable

 

The company's main cash in-flow consists of cash receipts of accounts receivable. Its main expenses consist of purchase of raw materials and manufacturing cost. The company's policy for accounts receivable involves consideration of the customer's financial structure, credit status, operating scale, past dealings, economic situation of the respective sales regions and market competition, with appropriate credit limit and collection terms assigned to customers. For collection of money from sale of goods, in the company's financial reports for fiscal years 2014 and 2015 the term for accounts receivable is respectively 68 days and 73 days. There is no major deviation from credit term for the company's sale to general customers which is 30~90 days. Thus the number of days for cash receipts in the company's estimated accounts receivable for 2016 and 2017 should be reasonable, since they are compiled based on credit term for ordinary customers. With regard to purchases the company's policy for payment of accounts payable differs depending the vendor's scale, nature and raw materials market. According to the company's financial reports for fiscal years 2014 and 2015 the term for accounts payable is 42 days. There is no major deviation from credit term for the company's accounts payable which is 45 days. As such the estimate should be considered reasonable. Based on the aforesaid the company has, in keeping with its accounts receivable and payable policies and taking into consideration past and current trading terms, projected its cash receipts and payments for the respective months based on empirical principles for compilation of its cash receipt and payment table. The basis and assumption for its compilation are reasonable.

 

B. Capital expenses plan and long-term investment plan

 

In the Company's capital plan for 2016-2017, the expenses for the period January-November 2016 are based on its actual payments. The main items consist of purchase of operating machinery and equipment and related plant affairs. The capital expense plan from December 2016 to December 2017 consists mainly purchase of machinery and equipment, repair and maintenance of plants etc. Upon review it has been found that there have no major disparities in the Company's projected income and expenses for the respective months in 2016 and 2017. As such their compilation is considered reasonable.

 

Furthermore the Company's long-term investment in January to November 2016 consisted mainly of investment in currencies to obtain fixed return. The Company utilizes its own funds to obtain shareholding in Siliconware Precision Industries and that from its American depository receipts to increase its shareholding in Siliconware. In view of stable operation and performance of Siliconware, the Company expects to obtain long-term, steady investment return. The company also acquired special shares in Deca Technologies Inc. in order to strengthen its deployment in Fan-out WLP technology, thus strengthening the parternship relationship. There are no further plans for long-term investments between December 2016 and the end of December 2017.

 

C. Financial leverage and debt ratio

 

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Year

Item

103.12.31

(Before fundraising)

104.12.31

(Before fundraising)

105.09.30 

(Before fundraising)

2016

(Estimation) (Note) 

2017

(Estimation) (Note)

Financial leverage (multiple) 1.06 1.09 1.11 1.10 1.14
Debt ratio (%) 42.60 48.71 51.66 49.23 41.13

Source: 2014–2015 financial reports inspected and certified by a CPA. 

Note: Projection based on individual 2016Q3 financial report

 

The higher a company's financial leverage, the greater the percentage of its interest expense in relation to its operating profit, and the greater its financial risk. Thus financial leverage operation requires one to consider the safety of one's financial structure as well as liquidity and convertibility of its assets. The company's issuance of new shares for cash to repay its bank loans means it can save on interest expense, thus preventing such expense from eroding its profit. The company’s degree of financial leverage for 2014-2015 and the first three quarters of 2016 are 1.06, 1.09, and 1.11 respectively. In 2015 due to the issuance of the fourth foreign unsecured convertible corporate bonds and additional bank loans to meet its need for working capital, financial leverage rose to 1.09; in the first three quarters of 2016 the financial leverage rose marginally to 1.11 due to the issuance of ordinary corporate bonds and increase in interest for long and short-term loans taken to fulfill the need for working capital. The company plans to issue the first unsecured ordinary corporate bonds for 2016 in January 2017, in consideration of the fact long-term corporate bond yields are still quite low, so long-term corporate bonds will help mitigate the risk of rebounding yields in the future, thus locking in long-term capital for adjustments to the company’s financial structure. Upon repayment of part of the company's bank loans following its fundraising plan, the company's financial leverage at year-end 2017 is at 1.14 times. It has been determined that if the company does not raise funds through issuance of new shares, and instead raises its working capital through loans from financial institutions, its interest burden will increase and its financial structure will deteriorate. The current issuance of new shares will enable the company to obtain long-term funds, reduce the impact of interest expense on its profit, as well as having a positive impact on the company's financial leverage.

 

Furthermore, the company's debt ratio for 2014~end 2015 and 2016Q3 is 42.60%, 48.71% and 51.66% respectively, demonstrating a rising trend. This is mainly because of the company's 2015 issuance of fourth foreign unsecured convertible corporate bonds and 2016Q1 issuance of unsecured ordinary corporate bonds as well as additional bank loans to meet its need for working capital. If the company then uses long and short-term loans to meet its needs, its financial structure consisting of high interest burden and relatively high debt ratio will directly affect its ability to flexibly use its working capital and its stability, thus increasing its financial risk. If the economic outlook turns worse or its operating environment deteriorates, the company will have even greater financial risk. For the above reasons the company has decided to undertake issue of new shares for cash in order to raise medium and long-term funding. It expects that after the fundraising its debt ratio as at the end of 2017 will drop to 41.10%, a significant improvement compared with 51.66% during the first three quarters of 2016. The company expects to improve its debt-repayment ability and reduce its financial risk.

 

(3) Explanation should be given to the use of the original loans and achievement of benefit if the fundraising plan is for repayment of debts

 

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For the current fund utilization plan, the company expects to use NTD10,290,000,000 to repay bank loans. The following sets out details of bank loans to be repaid:

 

Unit: NT$ 1,000

Lending institution Interest rate Contract Period Original loan purpose Original loan amount Proposed repayment amount in 2017Q2 Reduced interest expense

2017

(Note)

2018
Standard Chartered Bank 0.91% 2016.08.01~2018.08.01 Working capital 3,290,000 3,290,000 22,454 29,939
DBS Bank 0.90% 2016.08.12~2019.08.11 Working capital 4,330,000 2,400,000 16,200 21,600
HSBC Bank 0.93% 2016.10.27~2018.10.26 Working capital 4,600,000 4,600,000 32,085 42,780
Total 12,220,000 10,290,000 70,739 94,319

 

Note: The company expects that following completion of fundraising in March 2017 it will utilize the funds to repay bank loans in April 2017, thus saving interest expense for April ~ December 2017.

 

jNecessity and reasonableness of the endorsement or guarantee.

 

It can be seen from the above Table that the company's current fundraising plan is for proposed repayment of bank loans which have been used for its working capital. Owing to poor performance of the semiconductor assembly and testing industry in 2015 due to weak demand for terminal devices, as well as adjustment by upstream customers in their inventory and intensifying market competition the company's operating income in 2015 showed slight decline compared to that in 2014. Owing to weak seasonal demand during the first half of 2016 and lack of terminal devices for the semiconductor industry, the company’s operating income showed modest decline. With traditional peak season during the second half of 2016 and sustained demand for smart phones, the company’s income rose during the third quarter. To maintain its normal operation and continue expanding its business scale the company had to seek working capital from financial institutions. Therefore it was necessary and reasonable for the company to undertake the original loans.

 

kBenefit of original loans

 

The bank loans which the company proposes to repay following the current fundraising plan were necessary to meet its operating needs. Poor performance of the semicondutor assembly and testing industry in 2015 due to weak demand for terminal devices, as well as adjustment by upstream customers in their inventory and intensifying market competition meant that the company's operating income in 2015 suffered a slight decline compared to that in 2014. Owing to weak seasonal demand during the first half of 2016 and lack of terminal devices for the semiconductor industry, the company’s operating income showed modest decline. With traditional peak season during the second half of 2016 and sustained demand for smart phones, the company’s income rose on quarterly basis. To maintain its

 

192
 

normal operation and continue expanding its business it was necessary for the company to obtain working capital from financial institutions. Together with the company's prudent use of its funds, the company's net profit after tax during the first three quarters of 2016 has been steadily growing. Thus the company had benefited from such loans.

 

(4) If as shown in the Statement of Projected Cash Income and Expenses there are major capital expenses and long-term equity investment which together make up 60% of the fund raised, explanation should be given to their necessity, expected source of fund and benefit:

 

This fundraising program is projected at NTD10,290,000,000. The company's monthly statements of projected cash income and expenses from December 2016 to December 2017 show that there are no plans for long-term investments; future major capital expenses comprise primarily of general machinery equipment and the procurement, repair, and maintenance of relevant factory works which together make up 60% of the funds raised with NTD653.778 million in factory works, NTD6.334534 billion in machinery equipment for a total of NTD6.988312 billion. The fund sources, usages, and anticipated benefits of these expenses are described below.

 

From December 2016 to December 2017 in the Company’s cash balance forecast, capital outflow primarily comprises the procurement, repair, and maintenance of general machinery, factory operations, environmental equipment, and related ancillary facilities. This includes NTD653.778 million for factory operations and NTD6.334534 billion for machinery, for a total of NTD6.988312 billion. which are conducted in response to the demands of daily operations and optimization of existing production lines. These measures will in turn improve the product quality and production efficiency of the Company and furthermore reduce production costs and reinforce product competitiveness, and are deemed as indispensable. The necessary funds will be provided by the Company internally.

 

With regard to other anticipated benefits, general factory works primarily support the normal operations of respective plants and take form in factory facilities such as utilities piping and the procurement, replacement, and maintenance of engineering and ancillary equipment, which contribute toward the improvement of efficiency in daily operations but the benefits of which are intangible and therefore unable to exhibit benefits in the form of revenue or profit increase.

 

Additionally, in view of the Company’s continuous improvements in packaging and testing technical capacities and the ageing and expired durability of production machinery equipment on an annual basis, routine expenses in the form of repairs, replacements and equipment procurement are incurred annually to maintain the production efficiency and output yield of existing equipment. The benefits of these expenses are to sustain Company production capacity, thereby improving the Company’s technical capabilities and maintaining its industry competitiveness. Projected replacement and routine maintenance costs are approximately NTD1.353954 billion, do not contribute as newly increased production capacity, and as a result will not generate additional revenue or profit.

 

From December 2016 to December 2017 in the Company’s cash balance forecast includes regular maintenance, replacement, and procurement of environmental equipment and related ancillary facilities, for a total of NTD1.242715 billion. This is expected to continue to improve productivity and maintain existing policies towards environmental protection. It will also help reduce costs and improve the Company’s public image. The predicted reductions in

 

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costs due to these environmental procurements will add NTD101.855 million annually to the Company’s net income.

 

In terms of newly added production equipment costing approximately NTD3.737865 billion, future anticipated benefits on an annual basis and basis of estimate are as described below.

 

jProduction volume and sales volume

 

The machinery equipment procured by the Company under this program will be installed and launched for operations on a progressive and ongoing basis and is scheduled to go into mass production in 2017 Q1. Production volume and sales volume are compositely projected by the Company according to past production process experiences, utilization rate, point in time machinery equipment go into mass production, and anticipated major client orders in the coming year in conjunction with future market demand forecasts provided by professional market research institutions. It is estimated that the Company will experience an increase of 192000000 units each in production and sales volumes from 2017 – 2020. In view of the above, the Company’s estimates in production and sales volumes are conducted by referencing the normal production capacities of similar type production equipment currently in use, mass production experiences, level of supplier cooperation and other relevant factors in conjunction with projected schedules for the procurement, installation, trial testing, inspection and acceptance of new machinery and their launch into mass production as well as factors such as future market supply and demand.

 

kOperation revenue

 

The estimated sales value of machinery equipment procured by the Company under this program are projected according to past production experiences, point in time in which equipment is scheduled to go into production, production utilization rate in conjunction with future market demand for the estimation of production and sales volumes. Unit price is estimated according to the average unit price of similar products currently manufactured by the Company in consideration of future product price fluctuations. It is estimated that from 2017 to 2020 the Company will experience an increase of NTD11.366078 billion in operating revenue.

 

ƒGross operating income and net operating income

 

In terms of gross operating income estimates, the Company adopts the average income ratio contributed by procured machinery equipment as the basis of calculation in conjunction with the impact of market price fluctuations. Based on these premises it is estimated that from 2017 to 2020 the Company will experience an increase of NTD3.973955 billion in gross operating income, which is deemed a reasonable projection. In terms of operating profit, the Company adopts the operating cost ratio of packaging and testing products of approximately 12% over the past year as the basis of calculation. Based on this premise from 2017 to 2020 the Company will experience an increase of NTD2.610026 billion in net operating income.

 

mFund recovery period

 

In the Company’s statements of projected cash income and expenses, with regard to the portion of newly added equipment in major capital expenses from December 2016 to December 2017, the projects amount is approximately

 

194
 

NTD3.737865 billion. If depreciation costs are added in accordance with operating profit, the estimated fund recovery period is 4 years.

 

4. With respect to purchase of land for construction, payment of construction cost or contractors' charges, details of such undertaking from the time of purchase to the completion of sale of construction project or contractors' work in terms of the total amount, source of funds covering any shortfall and funding of the respective stages and construction progress, with the time and amount involved for booking profit or loss and explanation on anticipated benefit: Not applicable.

 

5. In the case of purchase of incomplete works and assumption of contracts unfulfilled by the seller, details on the reasons for assignment by the seller, basis for determination of assignment price and impact of assignment on the contractual parties' rights and duties: Not applicable.

 

3. Assignment of new shares issued by other companies: Not applicable.

 

Matters that should be reported for the current issuance of new shares in connection with acquisition or merger: Not applicable.

 

195
 

IV. Financial Summary

 

A.Financial information for the most recent 5 fiscal years (note)

 

(1) Condensed balance sheet and consolidated profit and loss statement

 

1. Condensed balance sheet - International Financial Reporting Standards (consolidated financial report)

 

Unit: NT$ 1,000

Year

Item

Financial information for the most recent 5 fiscal years (note) Financial information for current year until September 30, 2016
2011 2012 2013 2014

2015

(after adjustment)

Current assets N/A 97,495,577 132,176,482 159,955,190 156,732,840 143,369,196
Financial assets available for use - non-current 1,096,709 1,140,329 941,105 924,362 1,103,939
Investment accounted for using equity method 1,177,871 1,216,201 1,492,441 37,141,552 49,515,448
Property, plant and equipment 127,197,774 131,497,331 151,587,115 149,997,075 145,208,855
Intangible assets 12,361,269 11,953,644 11,913,286 11,888,612 12,217,117
Other assets 8,380,569 8,829,919 8,095,630 8,321,759 9,213,165
Total assets 247,709,769 286,813,906 333,984,767 365,006,200 360,627,720
Current liabilities Pre-distribution 84,668,133 100,835,276 111,199,467 120,502,072 118,397,190
Post-distribution 92,656,107 110,991,281 126,789,292 132,978,851 N/A
Non-current liabilities 52,089,877 58,813,671 64,347,296 76,365,603 81,013,087
Total liabilities Pre-distribution 136,758,010 159,648,947 175,546,763 196,867,675 199,410,277
Post-distribution 144,745,984 169,804,952 191,136,588 209,344,454 N/A
Equity attributable to the parent company's owner 107,430,340 123,020,621 150,218,907 156,634,647 150,158,984
Share capital 76,047,667 78,180,258 78,715,179 79,185,660 79,509,050
Capital reserve 5,262,129 7,908,870 16,013,058 23,757,099 22,461,952
Retained earnings Pre-distribution 30,938,400 38,993,154 52,381,238 55,902,712 57,135,885
Post-distribution 22,950,426 28,837,149 36,791,413 43,425,933 N/A
Other interests (2,858,749) (102,554) 5,068,539 5,081,689 (1,655,390)
Treasury stock (1,959,107) (1,959,107) (1,959,107) (7,292,513) (7,292,513)
Non-controlling interests 3,521,419 4,144,338 8,219,097 11,503,878 11,058,459
Total equity Pre-distribution 110,951,759 127,164,959 158,438,004 168,138,525 161,217,443
Post-distribution 102,963,785 117,008,954 142,848,179 155,661,746 N/A

Source: Financial report inspected and certified by a CPA.

 

Note: Where the financial information prepared according to International Financial Reporting Standards is less than 5 years, financial statements prepared according to local financial standards should be separately provided.

 

196
 

2. Condensed balance sheet - International Financial Reporting Standards (individual financial report)

 

Unit: NT$ 1,000

Year

Item

Financial information for the most recent 5 fiscal years (note)
2011 2012 2013 2014 2015
Current assets N/A 17,849,645 37,009,050 41,483,018 32,132,019
Financial assets available for use (Note 2) - non-current 521,999 592,557 542,147 473,107

Investment accounted for (Note 2)

 

using equity method

 

109,255,920 117,942,583 139,053,527 189,994,170
Property, plant and equipment 58,271,665 63,122,172 77,640,995 80,375,695
Intangible assets 1,338,972 1,352,379 1,444,812 1,614,309
Other assets 1,629,169 1,327,293 1,562,646 1,353,638
Total assets (Note 2) 188,867,370 221,346,034 261,727,145 305,942,938
Current liabilities Pre-distribution 42,827,937 49,159,136 68,567,745 91,305,117
Post-distribution 50,815,911 59,315,141 84,157,570 103,781,896
Non-current liabilities 38,609,093 49,242,041 42,940,493 57,721,817
Total liabilities Pre-distribution 81,437,030 98,401,177 111,508,238 149,026,934
Post-distribution 89,425,004 108,557,182 127,098,063 161,503,713
Equity attributable to the company's owner
Share capital 76,047,667 78,180,258 78,715,179 79,185,660
Capital reserve 5,262,129 7,920,220 16,013,058 23,757,099
Retained earnings (Note 2) Pre-distribution 30,938,400 38,906,102 52,381,238 56,184,069
Post-distribution 22,950,426 28,750,097 36,791,413 43,707,290
Other interests (2,858,749) (102,616) 5,068,539 5,081,689
Treasury stock (1,959,107) (1,959,107) (1,959,107) (7,292,513)
Non-controlling interests
Total equity (Note 2) Pre-distribution 107,430,340 122,944,857 150,218,907 156,916,004
Post-distribution 99,442,366 102,788,852 134,629,082 144,439,225

Source: Financial report inspected and certified by a CPA.

 

Note 1: Where the financial information prepared according to International Financial Reporting Standards is less than 5 years, financial statements prepared according to local financial standards should be separately provided.

 

Note 2: As at September 30, 2016 the company has completed identification of the difference between its investment cost and the net fair value of identifiable assets and liabilities of Siliconware Precision Industries Co., Ltd. following which it has made retrospective adjustments to its 2015 financial statement. After adjustments the company's investment accounted for using equity method is NTD189,712,813,000, total assets NTD305,661,581,000, retained earnings before distribution NTD55,902,712,000, retained earnings after distribution NTD43,425,933,000, total equity before distribution NTD156,634,647,000 and total equity after distribution NTD144,157,868,000.

 

197
 

3. Condensed balance sheet - Local Accounting Standards (consolidated)

 

Unit: NT$ 1,000

Year

Item

Financial information for the most recent 5 fiscal years (note)
2011 2012 2013 2014 2015
Current assets 90,131,690 98,042,323 N/A
Fund and investment 2,220,728 2,365,931
Fixed assets 111,779,036 126,150,296
Intangible assets 15,772,415 15,801,845
Other assets 3,974,226 4,143,720
Total assets 223,878,095 246,504,115
Current liabilities Pre-distribution 66,761,885 84,703,409
Post-distribution 71,087,169 92,691,383
Long-term liabilities 50,425,156 44,591,685
Other liabilities 4,408,560 4,749,953
Total liabilities Pre-distribution 121,595,601 134,045,047
Post-distribution 125,920,885 142,033,021
Share capital 67,571,325 76,047,667
Capital reserve 7,397,481 8,767,134
Retained earnings Pre-distribution 27,809,126 26,969,183
Post-distribution 23,483,842 18,981,209
Unrealized profit and loss for financial products 235,088 401,938
Cumulative conversion adjustments 3,353,938 119,987

Unrecognized pension fund

Net loss for cost

(465,681) (831,917)

Shareholder equity

Total

Pre-distribution 101,169,536 109,514,885
Post-distribution 96,844,252 101,526,911

Source: Financial report inspected and certified by a CPA.

 

Note: For fiscal years 2013-2016 the company's financial reports are compiled in accordance with International Financial Reporting Standards (IFRS), therefore there are no financial reports that have been compiled in accordance with local accounting standards.

 

198
 

4. Condensed balance sheet - Local Accounting Standards (individual financial report)

 

Unit: NT$ 1,000

Year

Item

Financial information for the most recent 5 fiscal years (note)
2011 2012 2013 2014 2015
Current assets 17,147,117 18,147,566 N/A
Fund and investment 106,619,178 110,891,285
Fixed assets 44,897,565 57,233,865
Intangible assets 1,023,803 1,222,757
Other assets 1,390,944 1,505,088
Total assets 171,078,607 189,000,561
Current liabilities Pre-distribution 31,159,171 42,712,691
Post-distribution 35,484,455 50,700,665
Long-term liabilities 37,453,501 34,625,670
Other liabilities 1,296,399 2,147,315
Total liabilities Pre-distribution 69,909,071 79,485,676
Post-distribution 74,234,355 87,473,650
Share capital 67,571,325 76,047,667
Capital reserve 7,397,481 8,767,134
Retained earnings Pre-distribution 27,809,126 26,969,183
Post-distribution 14,167,847 18,981,209
Unrealized profit and loss for financial products 235,088 401,938
Cumulative conversion adjustments 3,353,938 119,987

Unrecognized pension fund

Net loss for cost

(465,681) (831,917)

Shareholder equity

Total

Pre-distribution 109,514,885 101,169,536
Post-distribution 101,526,911 96,844,252

Source: Financial report inspected and certified by a CPA.

 

Note: For fiscal years 2013-2016 the company's financial reports are compiled in accordance with International Financial Reporting Standards (IFRS), therefore there are no financial reports that have been compiled in accordance with local accounting standards.

 

199
 

5. Condensed profit and loss statement - International Financial Reporting Standards (consolidated)

 

Unit: Except for earnings per share which are denominated in NTD, all other figures are expressed in NTD'000. 

Year

Item

Financial information for the most recent 5 fiscal years (note) Financial information for current year until September 30, 2016
2011 2012 2013 2014 2015
Operating revenue N/A 193,972,392 219,862,446 256,591,447 283,302,536 197,755,474
Gross profit 36,619,812 42,813,744 53,588,529 50,135,228 37,817,099
Operating profits 17,687,085 22,044,323 29,645,869 24,884,622 18,575,572
Non-operating revenue and gains (Note 2) (1,102,770) (2,687,631) (1,097,658) 403,631 (203,571)
Net profit before tax (Note 2) 16,584,315 19,356,692 28,548,211 25,288,253 18,372,001

Continuing operations

Current period net profit (Note 2)

13,523,583 16,155,040 24,281,585 20,449,007 14,555,214
Loss on units which cease operations
Current period net profit (Note 2) 13,523,583 16,155,040 24,281,585 20,449,007 14,555,214

Other consolidated profit and loss during current period

(Net after tax)

(3,823,690) 3,238,026 5,503,510 (147,547) (7,331,544)
Total consolidated profit and loss during current period (Note 2) 9,699,893 19,393,066 29,785,095 20,301,460 7,223,670

Net profit attributable to

Owner of the Company (Note 2)

13,066,075 15,689,074 23,636,522 19,478,873 13,715,836

Net profit attributable to Non-controlling interests

457,508 465,966 645,063 970,134 839,378

Total consolidated profit and loss attributable to Owner of the Company

9,301,863 18,798,923 28,802,296 19,405,806 6,978,757

Total consolidated profit and loss attributable to Non-controlling interests

398,030 594,143 982,799 895,654 244,913
Earnings per share (retroactive adjustment) (Note 2) 1.75 2.09 3.07 2.55 1.79

Source: Financial report inspected and certified by a CPA.

 

Note 1: Where the financial information prepared according to International Financial Reporting Standards is less than 5 years, financial statements prepared according to local financial standards should be separately provided.

 

Note 2: As at September 30, 2016 the company has completed identification of the difference between its investment cost and the net fair value of identifiable assets and liabilities of Siliconware Precision Industries Co., Ltd. following which it has made retrospective adjustments to its 2015 financial statement. Following adjustments non-operating income and expenses are NTD122,274,000, net profit before tax NTD25,006,896,000, net profit during current period for continuing operations NTD20,167,650,000, net profit during current period NTD20,167,650,000, total consolidated profit and loss during current period NTD20,020,103,000, net profit attributable to owner of the Company NTD19,197,516,000, total consolidated profit and loss attributable to the Company NTD19,124,449,000 and earning per share (with retroactive adjustment) are NTD2.51.6. Condensed consolidated profit and loss statement - International Financial Reporting Standards(individual financial report)

 

200
 

Unit: Except for earnings per share which are denominated in NTD, all other figures are expressed in NTD'000. 

Year

Item

Financial information for the most recent 5 fiscal years (note)
2011 2012 2013 2014 2015
Operating revenue N/A 72,926,652 82,329,117 96,678,100 94,206,807
Gross profit 18,324,545 22,264,748 29,376,669 25,147,806
Operating profits 10,653,147 12,936,797 18,278,988 13,892,786
Non-operating revenue and gains (Note 2) 3,906,755 4,458,346 7,882,138 8,540,566
Net profit before tax (Note 2) 14,559,902 17,395,143 26,161,126 22,433,352

Continuing operations

Current period net profit (Note 2)

13,066,075 15,689,074 23,636,522 19,478,873
Loss on units which cease operations
Current period net profit (Note 2) 13,066,075 15,689,074 23,636,522 19,478,873

Other consolidated profit and loss during current period

(Net after tax)

(3,764,212) 3,109,849 5,165,774 (73,067)
Total consolidated profit and loss during current period (Note 2) 9,301,863 18,798,923 28,802,296 19,405,806

Net profit attributable to Owner of the Company

Net profit attributable to Non-controlling interests

Total consolidated profit and loss attributable to Owner of the Company

Total consolidated profit and loss attributable to Non-controlling interests

Earnings per share (retroactive adjustment) (Note 2) 1.75 2.09 3.07 2.554

 

Source: Financial report inspected and certified by a CPA.

 

Note 1: Where the financial information prepared according to International Financial Reporting Standards is less than 5 years, financial statements prepared according to local financial standards should be separately provided.

 

Note 2: As at September 30, 2016 the company has completed identification of the difference between its investment cost and the net fair value of identifiable assets and liabilities of Siliconware Precision Industries Co., Ltd. following which it has made retrospective adjustments to its 2015 financial statement. Following adjustments non-operating income and expenses are NTD8,259,209,000, net profit before tax NTD22,151,995,000, net profit during current period for continuing operations NTD19,197,516,000, net profit during current period NTD19,197,516,000, total consolidated profit and loss during current period NTD19,124,449,000, and earning per share (with retroactive adjustment) are NTD2.51.


201
 

7. Condensed profit and loss statement - Local Accounting Standards (consolidated)

 

Unit: Except for earnings per share which are denominated in NTD, all other figures are expressed in NTD'000.

Year

Item

Financial information for the most recent 5 fiscal years (note)
2011 2012 2013 2014 2015
Operating revenue 185,347,206 193,972,392 N/A
Gross profit 35,008,803 36,623,770
Operating profits 16,821,251 17,761,382
Non-operating revenue and profit 3,058,708 2,435,229
Non-operating expenses and losses 2,882,798 3,606,075
Profit and loss before tax for units as continuing operations 16,997,161 16,590,536
Profit and loss for units as continuing operations 13,978,949 13,548,908
Profit and loss for units which cease operations
Non-operating profit and loss

Cumulative effect of changes in

Accounting principles

Current period net profit 13,978,949 13,548,908

Earnings per share (retroactive adjustment)

(NTD)

1.83 1.76

Source: Financial report inspected and certified by a CPA.

 

Note: For fiscal years 2013-2016 the company's financial reports are compiled in accordance with International Financial Reporting Standards (IFRS), therefore there are no financial reports that have been compiled in accordance with local accounting standards.

 

6. Condensed profit and loss statement - Local Accounting Standards(individual financial report)

 

Unit: Except for earnings per share which are denominated in NTD, all other figures are expressed in NTD'000. 

Year

Item

Financial information for the most recent 5 fiscal years (note)
2011 2012 2013 2014 2015
Operating revenue 69,439,165 72,926,652 N/A
Gross profit 17,720,164 18,365,510
Operating profits 10,859,132 10,732,774
Non-operating revenue and profit 6,298,044 5,659,159
Non-operating expenses and losses 2,104,588 1,806,747
Profit and loss before tax for units as continuing operations 15,052,588 14,585,186
Profit and loss for units as continuing operations 13,725,958 13,091,359
Profit and loss for units which cease operations
Non-operating profit and loss

Cumulative effect of changes in

Accounting principles

Current period net profit 13,725,958 13,091,359
Earnings per share (retroactive adjustment) 1.83 1.76

Source: Financial report inspected and certified by a CPA.

 

Note: For fiscal years 2013-2016 the company's financial reports are compiled in accordance with International Financial Reporting Standards (IFRS), therefore there are no financial reports that have been compiled in accordance with local accounting standards.

 

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(2)Changes which affect the above condensed financial statements' consistency such as accounting changes, merger of companies or cessation of business units and their impact on the current year's financial reports: None.

 

(3) Names of auditors and audit opinions of the most recent 5 fiscal years

 

1. List the name of certified public accountants who have audited the company's accounts during the past 5 years and their audit opinion. Except for unqualified opinions, set out in details the contents of their opinions

 

Year Audit firm name: Accountant name: Audit opinion
2011 KPMG Taiwan Gong Jun-Ji, Qiu Hui-Yin Unqualified opinion
2012 KPMG Taiwan Chen Zhen-Li, Gong Jun-Ji Unqualified opinion
2013 KPMG Taiwan Chen Zhen-Li, Gong Jun-Ji Unqualified opinion
2014 KPMG Taiwan Chen Zhen-Li, Jiang Jia-Ling Unqualified opinion
2015 KPMG Taiwan Chen Zhen-Li, Jiang Jia-Ling Revised unqualified opinion

 

2. If there is any replacement of auditor in the last 5 fiscal years, the reasons for the replacement of company, the former and successor auditors should be explained: Change of auditors due to internal re-organization of the auditor firm.

 

(4) Financial analysis

 

1. Financial Anlaysis - International Financial Reporting Standards (consolidated financial report)

 

Year/Anlaysis Item 

Financial analysis of the most recent 5 years Financial information as at September 30, 2016
2011 2012 2013 2014 2015
Financial structure (%) Debt-asset ratio (Note 3) N/A 55.21 55.66 52.56 53.89 55.30
Long-term fund/property, plants and equipment (Note 3) 128.18 141.43 146.97 163.19 166.82

Debt-Repayment 

Ability 

Current ratio % 115.15 131.08 143.85 130.07 121.09
Quick ratio % 73.86 93.47 101.06 87.09 78.39
Interest coverage ratio (Note 3) 9.27 9.58 13.28 12.15 11.76

Operating 

Ability 

Receivables turnover ratio (times) 5.70 5.45 5.34 5.79 5.44
Average days of collection 64 67 68 63 67
Inventory turnover ratio (times) 5.06 5.29 5.14 5.01 4.41
Payables turnover ratio (times) 6.93 6.65 6.30 6.71 5.92
Average days of sales 72 69 71 73 83
Property, plant and equipment 1.62 1.70 1.81 1.88 1.79
Total assets turnover ratio (times) 0.82 0.82 0.83 0.81 0.73

Profit 

Ability 

Return on assets (%)(Note 3) 6.42 6.75 8.44 6.39 5.87
Return on shareholder's equity (%)(Note 3) 12.76 13.57 17.01 12.51 11.78
203
 
  Net profit before tax/Paid-up capital (%)(Note 3)   21.81 24.76 36.27 31.94 30.81
Net profit margin (%)(Note 3) 6.97 7.35 9.46 7.22 7.36
Earnings per share (NTD) (Note 3) 1.75 2.09 3.07 2.55 1.79

Cash

 

Flow

 

Cash flow ratio (%) 39.02 40.95 41.25 47.76 41.34
Cash flow adequacy ratio (%) 85.05 84.88 84.73 90.08 102.76
Cash reinvestment ratio (%) 9.27 9.56 8.80 9.39 10.70
Leverage Operating leverage 2.38 2.21 1.94 2.24 2.24
Financial leverage 1.13 1.11 1.09 1.10 1.10

Please explain reasons for changes in financial ratios in the last two years: (If the increase, decrease or change is less than 20%, the analysis can be exempted.) 

Decrease in return on assets, rate of return and net profit margin of the company and its subsidiaries: Gross operating margin and net operating profit in 2015 were affected by adjustments in product portfolio. As a result net profit after tax for 2015 declined resulting in the reduction of relevant financial ratios. 

 

Source: Financial report inspected and certified by a CPA.

 

Note 1: Where the financial information prepared according to International Financial Reporting Standards is less than 5 years, financial statements prepared according to local financial standards should be separately provided.

 

Note 2: See Note 3 of Table below for formula for financial analysis.

 

Note 3: As at September 30, 2016 the company has completed identification of the difference between its investment cost and the net fair value of identifiable assets and liabilities of Siliconware Precision Industries Co., Ltd. following which it has made retrospective adjustments to its 2015 financial statement. Folowing adjustments the financial analysis is as follows: Debt-asset ratio 53.94%, long-term fund to property, plant and equipment 163.01%, interest cover ratio 12.02, return on assets 6.31%, return on shareholders equity 12.35%, net profit before tax as a percentage of paid-up capital 31.58%, net profit margin 7.12% and earning per share (with retroactive adjustment) NTD2.51.

 

2. Financial anlaysis - International Financial Reporting Standards (individual financial report)

 

Year/Anlaysis Item Financial analysis of the most recent 5 years
2011 2012 2013 2014 2015
Financial structure (%) Debt-asset ratio (Note 2) 43.12 44.44 42.60 48.71
Long-term fund to fixed assets ratio (Note 2) 243.78 264.50 241.94 259.13

Debt-Repayment

Ability

Current ratio % 41.68 75.28 60.50 35.19
Quick ratio % 32.89 67.45 53.66 30.70
Interest coverage ratio (Note2) 21.29 22.64 27.36 20.73

Operating

Ability

Receivables turnover ratio (times) 7.05 6.48 5.37 4.98
Average days of collection 52 56 68 73
Inventory turnover ratio (times) 15.99 16.73 16.90 17.07
Payables turnover ratio (times) 7.43 8.06 8.68 8.69
Average days of sales 23 22 22 21
Fixed assets turnover ratio (times) 1.25 1.30 1.25 1.17
Total assets turnover ratio (times) 0.39 0.37 0.37 0.31

Profit

Ability

Return on assets (%)(Note 2) 7.60 7.97 10.13 7.20

 

 

 

204
 
  Return on shareholder's equity (%)(Note 2)   12.63 13.62 17.31 12.68
Net profit before tax/Paid-up capital (%)(Note 2) 19.15 22.25 33.24 28.33
Net profit margin (%)(Note 2) 17.92 19.06 24.45 20.68
Earnings per share (NTD) (Note 2) 1.75 2.09 3.07 2.55

Cash 

Flow 

Cash flow ratio (%) 49.20 40.73 36.53 32.26
Cash flow adequacy ratio (%) 108.02 100.88 89.77 89.33
Cash reinvestment ratio (%) 8.20 5.06 5.54 5.80
Leverage Operating leverage 1.85 1.86 1.73 2.11
Financial leverage 1.07 1.07 1.06 1.09

Please explain reasons for changes in financial ratios in the last two years: (If the increase, decrease or change is less than 20%, the analysis can be exempted.) 

1. Decrease in current ratio: Customer inventory closeout and the concurrence of major customer payment dates at the end of 2015 has caused accounts receivable to be lower than those at the end of 2014, thereby reducing current asset. Increase in current liabilitie is because of increase at the end of 2014 in others payable (related party) and corporate debt due within one year. Together with decrease in current asset, the increase in current liabilities has caused decrease in current ratio. 

2. Decrease in quick ratio: Customer inventory closeout and the concurrence of major customer payment dates at the end of 2015 has caused accounts receivable to be lower than those at the end of 2014, thereby reducing quick asset. Increase in current liabilitie is because of increase at the end of 2014 in others payable (related party) and corporate debt due within one year. Together with decrease in current asset, the increase in current liabilities has caused decrease in quick ratio. 

3. Decrease in interest coverage ratio: This is mainly because profit is affected by product portfolio adjustments in 2015. 

4. Decrease in return on assets: This is because net profit after tax is affected by product portfolio adjustments in 2015. 

5. Decrease in return on shareholder's equity This is because net profit after tax is affected by product portfolio adjustments in 2015. 

6. Increase in operating leverage: This is because of higher operating income in 2015 than in 2014. 

 

Source: Financial report inspected and certified by a CPA.

 

Note 1: Where the financial information prepared according to International Financial Reporting Standards is less than 5 years, financial statements prepared according to local accounting standards should be separately provided.

 

Note 2: As at September 30, 2016 the company has completed identification of the difference between its investment cost and the net fair value of identifiable assets and liabilities of Siliconware Precision Industries Co., Ltd. following which it has made retrospective adjustments to its 2015 financial statement. Folowing adjustments the financial analysis is as follows: Debt-asset ratio 48.76%, long-term fund to property, plant and equipment 258.78%, interest cover ratio 20.49, return on assets 7.1%, return on shareholders equity 12.51%, net profit before tax as a percentage of paid-up capital 27.97%, net profit margin 20.38% and earning per share (with retroactive adjustment) NTD2.51.

 

Note 3: Calculation formula for financial analysis:

 

1. Financial structure

 

(1) Asset-debt ratio = Total assets/Total liabilities

 

(2) Long-term fund to property, plant and equipment = (Total equity + non-current liabilities)/Net property, plants and equipment

 

2. Solvency

 

(1) Current ratio = current assets / current liabilities.

 

(2) Quick ratio = (current assets – inventory – prepaid expense) / current liabilities.

 

(3) Times interest earned = net income before income tax and interest expense / current interest expense.

 

3. Operating ability

 

205
 

(1) Receivable (including accounts receivable and business-related notes receivable) turnover ratio = net operating revenue / average balance of receivable of the period (including accounts receivable and business-related notes receivable).

 

(2) Average days of collection = 365 / receivables turnover ratio.

 

(3) Inventory turnover ratio = cost of goods sold / average amount of inventory.

 

(4) Payable (including accounts payable and business-related notes payable) turnover ratio = cost of goods sold / average balance of payable of the period (including accounts payable and business-related notes payable).

 

(5) Average days of sales = 365 / inventory turnover ratio.

 

(6) Property, plants and equipment turnover ratio = Net sales/Net average property, plants and equipment

 

(7) Total assets turnover ratio = net sales / total assets.

 

4. Profitability

 

(1) Return on assets = [net income + interest expense (1– tax rate)] / average total assets.

 

(2) Return on shareholder’s equity= net profit and loss / net average shareholders’ equity.

 

(3) Net profit margin = net income / net sales.

 

(4) Earnings per share = (Profit and loss attributable to owner of parent company - dividend to special stock) / weighted average of shares issued.

 

5. Cash flows

 

(1) Cash flow ratio = new cash flows from operating activities / current liabilities.

 

(2) Cash flow adequacy ratio = net cash flows from operating activities in the past five years / (capital expenditure + increase in inventory + cash dividend) in the past five years.

 

(3) Cash reinvestment ratio = (Net cash flows from operating activities – cash dividend) / (gross property, plants and equipment + long-term investment + other non-current assets + working capital).

 

6. Leverage

 

(1) Operating leverage = (Net operating income – variable operating cost and expenses) / operating income

 

(2) Financial leverage = operating income / (operating income – interest expense).

 

206
 

3. Financial analysis - Local accounting standards (consolidated)

 

Year

Item of analysis (Note2)

Financial analysis of the most recent 5 years
2011 2012

2013

(Note 1)

2014

(Note 1)

2015 

(Note 1) 

Financial

Structure

Debt-to-assets ratio (%) 54.31 54.38 N/A
Long-term fund to fixed assets ratio (%) 136.62 124.49

Debt-Repayment

Ability

Current ratio (%) 135.00 115.75
Quick ratio (%) 84.53 73.46
Interest coverage ratio 11.20 9.28

Operating

Ability

Receivables turnover ratio (times) 5.81 5.73
Average days of collection 63 64
Inventory turnover ratio (times) 5.63 5.06
Payables turnover ratio (times) 6.60 6.93
Average days of sales 65 72
Fixed assets turnover ratio (times) 1.66 1.54
Total assets turnover ratio (times) 0.83 0.79

Profit

Ability

Return on assets (%) 7.11 6.47
Return on shareholder's equity (%) 14.40 12.62
Percentage of paid-in capital (%) Operating profits 24.89 23.36
Net profit before tax 25.15 21.82
Net profit margin 7.54 6.98
Earnings per share (NTD) Basic 1.83 1.76
Diluted 1.78 1.71

Cash

Flow

(Note 3)

Cash flow ratio (%) 47.84 34.26
Cash flow adequacy ratio (%) 93.95 82.60
Cash reinvestment ratio (%) 10.07 8.53
Leverage Operating leverage 2.42 2.37
Financial leverage 1.11 1.13
Reasons for changes in the respective financial ratios during the past 2 years (If the increase, decrease is less than 20%, the analysis can be exempted.) Not applicable.

Source: Financial report inspected and certified by a CPA.

 

Note 1: For fiscal years 2013-2016 the company's financial reports are compiled in accordance with International Financial Reporting Standards (IFRS), therefore there are no financial reports that have been compiled in accordance with local accounting standards.

 

Note 2: See Note 2 of Table below for formula for financial analysis.

 

207
 

4. Financial analysis - Local accounting standards (individual)

 

Year

Item of analysis (Note2)

Financial analysis of the most recent 5 years
2011 2012

2013

(Note 1)

2014

(Note 1)

2015 

(Note 1)

Financial

Structure

Debt-to-assets ratio (%) 40.86 42.06 N/A
Long-term fund to fixed assets ratio (%) 308.75 251.84

Debt-Repayment

Ability

Current ratio (%) 55.03 42.49
Quick ratio (%) 41.72 32.72
Interest coverage ratio 17.85 21.33

Operating

Ability

 

Receivables turnover ratio (times) 7.13 7.10
Average days of collection 51 51
Inventory turnover ratio (times) 16.68 15.98
Payables turnover ratio (times) 7.17 7.42
Average days of sales 22 23
Fixed assets turnover ratio (times) 1.55 1.27
Total assets turnover ratio (times) 0.41 0.39

Profit

Ability

 

Return on assets (%) 8.70 7.60
Return on shareholder's equity (%) 14.47 12.43
Percentage of paid-in capital (%) Operating profits 16.07 14.11
Net profit before tax 22.28 19.18
Net profit margin 19.77 17.95
Earnings per share (NTD) Basic 1.83 1.76
Diluted 1.78 1.71

Cash

Flow

(Note 2)

Cash flow ratio (%) 75.82 49.27
Cash flow adequacy ratio (%) 134.49 121.40
Cash reinvestment ratio (%) 10.17 8.24
Leverage Operating leverage 3.10 3.34
Financial leverage 1.09 1.07
Reasons for changes in the respective financial ratios during the past 2 years (If the increase, decrease is less than 20%, the analysis can be exempted.) Not applicable.

Source: Financial report inspected and certified by a CPA.

 

Note 1: For fiscal years 2013-2016 the company's financial reports are compiled in accordance with International Financial Reporting Standards (IFRS), therefore there are no financial reports that have been compiled in accordance with local accounting standards.

 

Note 2: Calculation formula for financial analysis:

 

1. Financial structure

 

(1) Debt-to-asset ratio = total liabilities / total assets.

 

(2) Long-term fund to fixed assets ratio=(net shareholders’ equity + long-term debt) / net fixed assets.

 

2. Solvency

 

(1) Current ratio = current assets / current liabilities.

 

(2) Quick ratio = (current assets – inventory – prepaid expense) / current liabilities.

 

(3) Times interest earned = net income before income tax and interest expense / current interest expense.

 

3. Operating ability

 

(1) Receivable (including accounts receivable and business-related notes receivable) turnover ratio = net operating revenue / average balance of receivable of the period (including accounts receivable and business-related notes receivable).

 

208
 

(2) Average days of collection = 365 / receivables turnover ratio.

 

(3) Inventory turnover ratio = cost of goods sold / average amount of inventory.

 

(4) Accounts payable (including accounts payable and business-related notes payable) turnover ratio = Cost of goods sold / average balance of payable during the period (including accounts payable and business-related notes payable).

 

(5) Average days of sales = 365 / inventory turnover ratio.

 

(6) Fixed assets turnover ratio=net sales / net fixed assets.

 

(7) Total assets turnover ratio = net sales / total assets.

 

4. Profitability

 

(1) Return on assets = [net income + interest expense (1– tax rate)] / average total assets.

 

(2) Return on shareholder’s equity= net income / net average shareholders’ equity.

 

(3) Net profit margin = net income / net sales.

 

(4) Earnings per share = (net income - dividend to preferred stock) / weighted average of shares issued.

 

5. Cash flows

 

(1) Cash flow ratio = new cash flows from operating activities / current liabilities.

 

(2) Cash flow adequacy ratio = net cash flows from operating activities in the past five years / (capital expenditure + increase in inventory + cash dividend) in the past five years.

 

(3) Cash reinvestment ratio = (net cash flows from operating activities – cash dividend) / (gross fixed assets + long-term investment + other assets + working capital).

 

6. Leverage

 

(1) Operating leverage = (net operating income – variable operating cost and expenses) / operating income

 

(2) Financial leverage = operating income / (operating income – interest expense).

 

209
 

(6) Description of material changes in accounts Compare the accounts of the balance sheet and income statement of the most recent two fiscal years. If the change in the amount is 10% or more and the amount is 1% of the total assets of the current fiscal year, the reasons for the change should be analyzed in details.

 

1. International Financial Reporting Standards (consolidated financial report)

 

Unit: (NT$1,000) %

Year

Accounting Item

2014 2015 Changes: Explanation
Amount

% 

(Note 1)

Amount

%

(Note 1)

Amount

%

(Note 2)

Net accounts receivable 52,920,810 15.85% 44,931,487 12.30% (7,989,323) (15.10%) Net accounts receivable for year-end 2015 was lower than that in 2014 due to customers liquidating excess inventory coincidentally encountering the payment dates of key customers
Investment accounted for using equity method 1,492,441 0.45% 37,141,552 10.17% 35,649,111 2,388.64% This is because of the company's additional adoption of equity method for its  investment in 24.99% of the equity of Siliconware Precision Industries
Short-term borrowing 41,176,033 12.33% 32,635,321 8.93% (8,540,712) (20.74%) This is caused by repayment of short-term bank loans in 2015
Short-term bills payable - - 4,348,054 1.19% 4,348,054 100.00% Addition of commercial bills payable for the company's operating needs in 2015
Corporate debts due within one year - - 14,685,866 4.02% 14,685,866 100.00% This is because imminent expiration of the company's 2015 Third foreign unsecured convertible corporate bonds' redemption right, as a result of which the compny transfered them from corporate debts payable to payable within one year
Corporate debt payable 31,270,131 9.36% 23,740,384 6.50% (7,529,747) (24.08%) This is because of the company's issuance of 2015 Fourth foreign unsecured convertible corporate bonds and  imminent expiration of the company's 2015 Third foreign unsecured convertible corporate bonds' redemption right, as a result of which the compny transfered them from corporate debts payable to payable within one year
Long-term borrowing 24,104,424 7.22% 42,493,668 11.64% 18,389,244 76.29% Additional long-term loans to meet the company's operating needs
Capital reserve 16,013,059 4.79% 23,757,099 6.50% 7,744,040 48.36% In 2015 the company disposed of part of its shareholding in Universal Scientific Industrial (Shanghai). Profit from the equity transaction is recognized under Capital Reserve
Treasury stock (1,959,107) (0.59%) (7,292,513) (2.00%) (5,333,406) 272.24% In 2015 the company bought back treasury stocks for conversion under its Fourth foreign unsecured corporate bonds
Operating revenue 256,591,447 100.00% 283,302,536 100.00% 26,711,089 10.41% In 2015 the company continued to expand its production capacity. As a result operating income and cost were both higher than those in 2014
Operating cost 203,002,918 79.12% 233,167,308 82.30% 30,164,390 14.86%
Net operating profit 29,645,869 11.55% 24,884,622 8.78% (4,761,247) (16.06%) The company's adjustments to its product portfolio affect its gross operating margin, thus reducing its net operating profit for 2015
Other profit 776,290 0.30% 1,437,036 0.51% 660,746 85.12% Due to increase in the profit of financial tools whose profit and loss are measured using fair market value, and decrease in loss from currency conversion in 2015
Recognition of portion of profit and loss of related enterprises using equity method (Note 3) (108,726) (0.04%)

402,730

 

0.14% 511,456 (470.41%) Recognition of investment return for reinvestment company in 2015 based on shareholding ratio
Conversion difference in the financial statements of overseas operating units 5,405,027 2.11% (63,509) (0.02%) (5,468,536) (101.17%) Decline in the appreciation of USD caused reduction in conversion difference in the financial statement of overseas operating units
Other comprehensive income (net income after tax) 5,503,510 2.14% (147,547) (0.05%) (5,651,057) (102.68%) Due to changes in the conversion difference in the financial statement of overseas operating units

 

 

210
 

Note 1: % refers to the same type of ratio of that item in the relevant statements.

 

Note 2: % refers to the calculated change of rate, assuming the previous year was 100%.

 

Note 3: As at September 30, 2016 the company has completed identification of the difference between its investment cost and the net fair value of identifiable assets and liabilities of Siliconware Precision Industries Co., Ltd. following which it has made retrospective adjustments to its 2015 financial statement. The portion after adjustment of profit and loss of related enterprises recognized using equity method is NTD121,373,000.

 

211
 

2. International Financial Reporting Standards (individual financial report)

 

Unit: NT$ 1,000

Year

Accounting Item

2014 2015 Changes: Explanation
Amount

%

(Note 1)

Amount

%

(Note 1)

Amount

%

(Note 2)

Investment accounted for using equity method 139,053,527 53.13% 189,994,170 62.10% 50,940,643 36.63% This is because of the company's additional adoption of equity method for its  investment in 24.99% of the equity of Siliconware Precision Industries  
Short-term bills payable 0 0.00% 4,348,054 1.42% 4,348,054 100% Addition of commercial bills payable for the company's operating needs
Others payable - Related parties 30,653,624 11.71% 40,191,954 13.14% 9,538,330 31.12% Increase in loan of funds to related enterprises as a result of fund deployment within the Group
Corporate debts due within one year 0 0.00% 12,162,192 3.98% 12,162,192 100% This is because imminent expiration of the company's 2015 Third foreign unsecured convertible corporate bonds' redemption right, as a result of which the compny transfered them from corporate debts payable to payable within one year
Corporate debt payable 19,270,613 7.36% 13,938,894 4.56% (5,331,719) (27.67%) This is because of the company's issuance of 2015 Fourth foreign unsecured convertible corporate bonds and  imminent expiration of the company's 2015 Third foreign unsecured convertible corporate bonds' redemption right, as a result of which the compny transfered them from corporate debts payable to payable within one year
Long-term borrowing 18,355,554 7.01% 37,424,607 12.23% 19,069,053 103.89% Additional long-term loans taken in response to the company's operating needs
Capital reserve 16,013,058 6.12% 23,757,099 7.77% 7,744,041 48.36% In 2015 the company disposed of part of its shareholding in Universal Scientific Industrial (Shanghai). Profit from the equity transaction is recognized under Capital Reserve
Treasury stock (1,959,107) (0.75%) (7,292,513) (2.38%) (5,333,406) 272.24% In 2015 the company bought back treasury stocks for conversion under its Fourth foreign unsecured corporate bonds
Gross profit 29,376,669 30.39% 25,147,806 26.69% (4,228,863) (14.40%) Gross profit margin affected in 2015 mainly because of adjustment in product portfolio
Other income 114,369 0.12% 451,354 0.48% 336,985 294.65% Increase in share dividend of Ripley Cable Holdings I, L.P., a financial asset available or sale
Other profit 8,043 0.01% 722,437 0.77% 714,394 8882.18% Due to increase in the profit of financial tools whose profit and loss are measured using fair market value, and decrease in loss from currency conversion in 2015
Share of other combined profit and loss of related enterprises and joint ventures recognized using equity method 5,168,779 5.35% 49,316 0.05% (5,119,463) (99.05%) Decline in the appreciation of USD in 2015 caused reduction in conversion difference in the financial statement of overseas operating units

 

 

Note 1: % refers to the same type of ratio of that item in the relevant statements.

 

Note 2: % refers to the calculated change of rate, assuming the previous year was 100%.

 

II. Items that should be included in the financial report

 

(1) The financial statements and CPA audit reports for the two preceding fiscal years as of the time when the issuer registered the offering and issuance of securities, and the financial report for the most recent quarter publicly announced and reported shall also be included:

 

1. Please refer to Appendix 2 for the company's 2014 Consolidated Financial Reports and Auditor Report.

 

2. Please refer to Appendix 3 for the company's 2015 Consolidated Financial Reports and Auditor Report.

 

3. Please refer to Appendix 4 for the company's 2016 Consolidated Financial Reports and Auditor Report.

 

212
 

(2) The issuer's parent company financial reports for the two most recent fiscal years, audited and certified by a CPA but excluding statement of major accounting items:

 

1. 2014 Individual Financial Reports and Auditor Report: Please see Appendix 5.

 

2. 2015 Individual Financial Reports and Auditor Report: Please see Appendix 6.

 

(3) If there are CPA audited and certified, or reviewed financial reports and parent company financial reports for the most recent period during the time after the issuer has registered the offering and issuance of securities and up to the date of publication of the prospectus, disclose these reports: None.

 

III. The information that should be included in the financial summary and other important matters

 

(1) If the company and its affiliated enterprises have experienced any financial difficulties in the most recent two fiscal years, or in the current year up to the date of publication of the prospectus, indicate the impact on the company's financial position. None.

 

(2) The information shall be disclosed, in case of occurrence of the events under Article 185 of the Company Act in the most recent two years and up to the date of publication of the prospectus: None.

 

(3) Subsequent events: None.

 

(4) Others: None.

 

IV. Review and analysis of the company's financial condition and operating performance

 

(2)Financial status

 

Indicate the main reasons for, and impact of, any material changes to the company's assets, liabilities, or equity over the preceding two fiscal years. Where the impact is of material significance, describe plans for future response measures.

 

Unit: (NT$1,000) %

Year

Item

2015 (after adjustment) 2014 Difference
Amount %
Current assets 156,732,840 159,955,190 (3,222,350) (2.01)
Property, plant and equipment 149,997,075 151,587,115 (1,590,040) (1.05)
Intangible assets 11,888,612 11,913,286 (24,674) (0.21)
Other assets 46,387,673 10,529,176 35,858,497 340.56
Total assets 365,006,200 333,984,767 31,021,433 9.29
Current liabilities 120,502,072 111,199,467 9,302,605 8.37
Non-current liabilities 76,365,603 64,347,296 12,018,307 18.68
Total liabilities 196,867,675 175,546,763 21,320,912 12.15
Share capital 79,185,660 78,715,179 470,481 0.60
Capital reserve 23,757,099 16,013,058 7,744,041 48.36
Retained earnings 55,902,712 52,381,238 3,521,474 6.72
Other interests 5,081,689 5,068,539 13,150 0.26
Treasury stock (7,292,513) (1,959,107) (5,333,406) 272.24
Non-controlling interests 11,503,878 8,219,097 3,284,781 39.97
Total equity 168,138,525 158,438,004 9,700,521 6.12

1. Reasons for changes and impact: (for changes of more than 20%, with the amount involved being NTD10 million)

(1) Increase in other assets: This is because of the company's additional adoption of equity method for its investment.

(2) Increase in Capital Reserve In 2015 the company disposed of part of its shareholding in Universal Scientific Industrial (Shanghai). Profit from the equity transaction is recognized under Capital Reserve.

(3) Increase in treasury stock In 2015 the company bought back treasury stocks for conversion under its Fourth foreign unsecured corporate bonds.

(4) Increase in non-controlling equity: Due to disposal of partial shareholding in subsidiary Universal Scientific Industrial (Shanghai).

2. Response plan: The above changes did not have major impact on the company.

   
(3)Financial Performance

 

213
 
1.Analysis of comparison of financial performance

 

Unit: (NT$1,000) %

Year

Item

2015 2014 Increased (reduced) amount Change ratio (%)
Operating revenue 283,302,536 256,591,447 26,711,089 10.41
Operating cost 233,167,308 203,002,918 30,164,390 14.86
Gross profit 50,135,228 53,588,529 (3,453,301) (6.44)
Operating expenses 25,250,606 23,942,660 1,307,946 5.46
Operating profits 24,884,622 29,645,869 (4,761,247) (16.06)
Non-operating revenue and gains (Note) 403,631 (1,097,658) 1,501,289 136.77
Net profit before tax (Note) 25,288,253 28,548,211 (3,259,958) (11.42)
Income tax expense 4,839,246 4,266,626 572,620 13.42
Current period net profit (Note) 20,449,007 24,281,585 (3,832,578) (15.78)
Other comprehensive income (net income after tax) (147,547) 5,509,748 (5,657,295) (102.68)
Total comprehensive income (Note) 20,301,460 29,785,095 (9,483,635) (31.84)

Note: As at September 30, 2016 the company has completed identification of the difference between its investment cost and the fair value of identifiable assets and liabilities of Siliconware Precision Industries Co. Ltd. attributable to the company, with appropriate retroactive adjustments to the company's 2015 financial statement. After the aforesaid adjustments non-operating income and expenses were NT$122,274,000; net profit before tax was NT$25,006,896,000; net profit during current period for units operating as going concern during current period was NT$20,167,650,000; net profit during current period was NT$20,167,650,000; total consolidated profit & loss during current period was NT$20,020,103,000.

Explanation for major changes: (for changes of more than 20%, with the amount involved being NTD10 million)

(1) Increase in non-operating income and expense: This is mainly because of increased profit in 2015 for financial tools whose profit and loss was measured using fair market value compared to those in the previous year.

(2) Decrease in other comprehensive income (net income after tax) This is mainly because of decrease in 2015 of conversion difference in financial statements of overseas operating units.

(3) Decrease in total comprehensive income: This is mainly because gross operation profit margin was affected by adjustments of product portfolio in 2015. There was therefore decrease in net operating profit and conversion difference in financial statements of overseas operating units in 2015.

 

2.The expected sales and its basis, and the possible impact on the company’s future financial operations and response plans:

 

Sales volume is based on market demand. Consideration is also given to projected customer order volume and production capacity of the company and its subsidiaries. The company expects growth in sales volume during the next one year.

 

(4)Cash flow

 

1.Analysis and explanation on the change in cash flow in the most recent fiscal year.

 

Unit: (NT$1,000) %

Item 2015 2014 Increased (reduced) amount Increased (reduced) percentage (%)
Operating activities 57,548,305 45,864,749 11,683,556 25.47%
Investment activities (63,351,429) (38,817,889) (24,533,540) 63.20%
Fundraising activities 8,636,339 (2,797,003) 11,433,342 (408.77%)

Explanation for major changes: (Where changes exceed 50%, with the amount being more than 5% of paid-up capital)

 

(1) Cash out-flow from investment activities increased to NTD24,533,540,000: This is because of the company's additional adoption of equity method for its investment in 24.99% of the equity of Siliconware Precision Industries.

 

(2) Cash in-flow from fundraising activities increased to NTD11,433,342,000: In 2015 the company issued its Fourth foreign unsecured corporate bonds to meet operating needs. It also increased long-term borrowings and short-term bills payable. 

 

2.Plan to improve inadequate liquidity in recent years: None

 

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3.Analysis of cash flow in the next one year (2016) (individual)

 

Unit: NT$ 1,000 

Opening cash

balance

Cash from operations during the year

Net operating cash-flow

Cash during the year

Cash out-flow

Cash balance

(Shortfall) Amount

Remedial measures for cash shortfall
Investment plan Investment plan
8,533,346 110,858,863 (135,556,139) (16,163,930)

Issuance of corporate bonds, 

bank loan, or loans between parent company and subsidiaries 

1. Analysis of liquidity changes during next year:

 

(1) Net operating cash in-flow consists mainly of projected cash in-flow from the company's operations.

 

(2) Cash out-flow is mainly in response to operating needs, purchase of machinery, and purchase of ancillary facilities.

 

2. Expected remedial action for cash shortfall and liquidity analysis: The company's projected cash out-flow during the next one year (2016) is mainly to meet operating needs. In addition to using operating cash in-flow, the company will undertake issuance of ordinary corporate bonds, bank loans, or loans between the parent company and subsidiaries and other methods to meet operating needs. The company additionally plans to implement cash capital increase via issuance of new shares to be wholly contributed toward repayment of bank loans.  

 

(5)Impact of major capital spending on financial position and business operation in the previous year

 

1.Utilization of major capital expenses and source of fund

 

Unit: NT$ 1,000 

Project item Actual or projected source of funds Actual or projected completion date Total funding needed Actual or projected fund utilization
2016
Expansion of plant by the Company or subsidiaries Working capital and bank loan December 2016 6,646,562 6,646,562
Purchase of machinery and equipment by the Company or subsidiaries Working capital and bank loan December 2016 21,763,122 21,763,122

As at present the Company and its subsidiaries are unable to make reasonable estimate of its capital expenses during the next 2 to 5 years and anticipated benefits.

 

2.Impact of major capital spending on financial position and business operation

 

Unit: thousands; NT$ 1,000 

Year Item Output Volume Sales Volume Sales revenue Gross profit
2016 Semiconductor assembly and packaging 1,972,452 1,945,439 3,980,148 1,047,979
2016 Semiconductor assembly and testing -(Note 1) -(Note 1) 774,481 265,058

Note 1: Costs are based on test times, therefore the volumes are not disclosed.

 

Note 2: Estimates are solely for anticipated benefit in fiscal year 2016 for major capital expenses in 2016. Capital expenses on EMS comprise only small ratio. In addition it is difficult to project its industry characteristics. Thus it is not included.

 

(5)Reinvestment policy in the most recent year, the main reason for profit or loss, improvement plan, and investment plan for the coming year:

 

1.The company's reinvestment policy

 

215
 

During the past year reinvestment policy of the company and its subsidiaries mainly involves investment in Mainland China, with key consideration given to their core competitiveness. As such each investment was made after careful study and evaluation.

 

2.Main reason for profit or loss from reinvestment during the past year, improvement plan, and investment plan for the coming year:

 

Unit: NT$ 1,000 

Reinvested company Profit or loss in most recent year Main reasons for profit or loss Improvement plan Other investment plan in the future
A.S.E. Holding Limited 480,474 Good operating status - Depends on its operating status
J & R Holding Limited 2,049,623 Good operating status - Depends on its operating status
ASE Marketing & Service Japan Co., Ltd. 2,082 Good operating status - Depends on its operating status
Omniquest Industrial Limited 198,948 Good operating status - Depends on its operating status
Innosource Limited 77,641 Good operating status - Depends on its operating status
Hung Ching Guang Company (9,694) Increase in competitors causing booth rental rate to decline Continued solicitation of vendors and increase rental rate of exhibition booth Depends on its operating status
Hung Ching  Development & Construction Co. Ltd. 64,151 Good operating status - Depends on its operating status
Universal Scientific Industrial (USI) 1,200,793 Good operating status - Depends on its operating status
ASE Test Inc. 2,883,511 Good operating status - Depends on its operating status
USI 1,239,134 Good operating status - Depends on its operating status
Lu Zhu Development Co., Ltd. (1,527) Real estate development operation current remains in planning and development stage. Already signed partnership contract with Hong Ching Construction to jointly develop land Depends on its operating status
Riyueyang Company (4,274) A new company, its plant is still under construction N/A Depends on its operating status
Siliconware Precision Industries Co., Ltd. 410,937 Good operating status - Depends on its operating status
Advanced Microelectronic Products, Inc. (58,390) Insufficient production capacity, thus incurring loss as it does not have economy of scale Continue to launch high value-added products and maintain technological leadership in order to expand market share in the power semiconductor industry. Depends on its operating status

3. Investment plan for the coming year: None

 

(6)Other material issues: None.

 

216
 

V. Special Notes

 

1.Implementation of internal control system

 

(1) Recommendations of accountants during the past 3 years on internal control

 

Year Recommendation by accountants Current improvements
2013 No major defect None
2014 No major defect None
2015 No major defect None

 

(2) The status of improvement of material defects discovered by internal auditors in the most recent three fiscal years: No major defect.

 

(3) Internal control statement: Please read Page 199 of this Prospectus.

 

(4) If accountants firm has been entrusted to conduct review of internal control system, the reasons for such appointment, the accountants firm review opinion, the company's improvement measures and status of improvement of defects shall be disclosed: Not applicable.

 

2.Those who have retained an FSC-approved or -recognized credit rating institution to conduct a credit rating/evaluation shall disclose the credit rating/evaluation report issued by the credit rating institution: Not applicable.

 

3.Summary opinion from the securities underwriter's assessment: Please read Page 200 of this Prospectus.

 

4.Attorney's legal opinion: Please read Page 201 of this Prospectus.

 

5.Summary opinion stated in the case checklist schedule written by the issuer and reviewed by a CPA: Not applicable.

 

6.The improvement status of the items notified to be corrected, if at the time the company registered (or applied for approval of) the previous offering and issuance of securities the FSC had notified it to make self-correction on certain items: None.

 

7.The items notified to be further disclosed, if at the time the company registered the current offering and issuance of securities the FSC had notified it to make supplemental disclosure on certain items: Not applicable.

 

8.The statement or promised items disclosed in the prospectus from the company's registration (application) for offering and issuance of securities for the first time, the preceding time, and within the most recent three fiscal years, and the current state of fulfillment of such: None.

 

9.The major content of any dissenting opinion of any director or supervisor regarding any material resolution passed by the board of directors, where there is a record or written statement of such opinion, for the most recent fiscal year and up to the date of publication of the prospectus. None.

 

10.Any legal sanctions against the company or its internal personnel, or any disciplinary action taken by the company against its own personnel for violation of internal controls, during the most recent fiscal year or during the current fiscal year up to the date of publication of the prospectus; and a description of the main shortcomings in the company's internal control system as well as an indication of measures for improvement: None.

 

11.The statement issued by the securities underwriter, the issuer, and the issuer's directors, supervisors, General Manager, financial or accounting officer, and the managerial officers involved in the current registration for public offering and issuance of securities, specifying that no underwriting related fees will be refunded or collected: Please refer to Appendix 7.

 

12.For a case that involves the issuer conducting a cash capital increase or an offering of corporate bonds with equity characteristics and adopting book building and public

 

217
 

underwriting, the statement issued by the securities underwriter and issuer, specifying that allocation to related parties and insiders is prohibited. Not applicable.

 

13.Where depending on the nature of its operations, the issuer has engaged experts with professional knowledge and vast experience in technology, operations and finance etc. to conduct analysis and give opinions on the issuer's existing operating status and future development after current issuance of securities, the assessment opinions of such experts shall be disclosed: Not applicable.

 

14.Other necessary supplemental information: None.

 

XIV. Matters relating to the state of its implementation of corporate governance that should be recorded by a company listed on the stock exchange or traded on an OTC market:

 

(1) Operation of the Board of Directors

 

Between January 1, 2015 and December 8, 2016 the Board of Directors met 32 (A) times (6 times for the previous Board an 26 times for the new Board), with the directors' attendance as follows:

 

Title Name Attendance in person (or as observer)(B) By proxy Actual attendance rate (%)(B/A) (note) Remarks
Director

Hong-Ben Chang

(Vice Chairman)

16 13 50% Re-elected on June 23, 2015
Director Rutherford Chang 1 2 3% Re-elected on June 23, 2015
Director

Representative, ASE Enterprises Ltd.

Jason C.S. Chang (Chairman)

16 13 50% Re-elected on June 23, 2015
Director Tien Wu, Representative, ASE Enterprises Ltd. 25 2 78% Re-elected on June 23, 2015
Director Joseph Tung, Representative, ASE Enterprises Ltd. 31 1 97% Re-elected on June 23, 2015
Director Raymond Lo, Representative, ASE Enterprises Ltd. 22 2 85% Newly elected on June 24, 2015
Director Jeffery Chen, Representative, ASE Enterprises Ltd. 22 3 85% Newly elected on June 24, 2015
Director Chen Tien-chi, Representative, ASE Enterprises Ltd. 24 0 92% Newly elected on June 24, 2015
Director Representative, J&R Holding Ltd.: Raymond Lo 6 0 100% Resigned during by-election June 23, 2015
Director Representative, J&R Holding Ltd.: Jeffery Chen 4 1 67% Resigned during by-election June 23, 2015
Independent Director You Sheng-Fu 32 0 100% Re-elected on June 23, 2015
Independent Director Ta-lin Hsu 17 15 53% Re-elected on June 23, 2015
Independent Director Mei-yue Ho 25 1 96% Newly elected on June 24, 2015

Note: Actual attendance rate (%) is calculated based on the number of Board meetings and actual attendance of the director.

Other matters that require reporting:

1. The items included in Article 14-3 of the Securities and Exchange Act and other comments objected or retained by other Independent Directors in record or the resolutions of the Board of directors in a written statement should indicate the

  

218
 

date, period, content of the motion, opinions of all Independent Directors and how the company handles the opinion of the Independent Directors: None.

2. The directors’ avoidance of interest motion should indicate the names of the directors, content of the motion and reasons of avoidance of interest as well as the involvement in voting: 

Date of Board meeting:

Session No.

Motions Results and resolutions Company's follow-up on opinion of independent directors

September 8, 2015

12th Board meeting (2015)

To propose manager and employee bonus for the company's 2014 profit distribution plan.

Abstention of directors on the ground of conflict of interest:

Summary of speech by director Joseph Tung: Directors and ASE Enterprises Ltd. representatives Joseph Tung, Jason Chang, Hong-Ben Chang, Tien Wu, Raymond Lo and Chen Tien-chi are managers of the company and thus obviously are interested parties in the proposal on the company's 2014 profit-distribution proposal involving bonus for managers and employees. To avoid conflict of interest, directors Joseph Tung (including acting as proxy for chairman Jason Chang), Tien Wu, Raymond Lo (including acting as proxy for Hong-Ben Chang) and Chen Tien-chi will abstain from discussion and voting for the motion. The rest of the directors in attendance are requested to discuss the proposal.

The remaining 4 directors in attendance namely Jeffery Chen, You Sheng-Fu (including as proxy for Ta-Lin Hsu) and Mei-Yue Ho discussed and approved the motion. Not applicable.

September 8, 2015

12th Board meeting (2015)

To propose director's remuneration for the company's 2014 profit distribution plan.

Abstention of directors on the ground of conflict of interest:

Summary of speech by director Joseph Tung: Directors and ASE Enterprises Ltd. representative Joseph Tung, Jason Chang, Tien Wu, Raymond Lo, Chen Tien-chi, Jeffery Chen, and director Hong-Ben Chang, are directors of the company and subject of remuneration for directors and supervisors, and thus obviously are interested parties in the proposal. To avoid conflict of interest, directors Joseph Tung (including acting as proxy for chairman Jason Chang), Tien Wu, Raymond Lo (including acting as proxy for Hong-Ben Chang), Chen Tien-chi and Jeffery Chen will abstain from discussion and voting for the motion. The rest of the directors in attendance are requested to discuss the proposal.

The remaining 3 directors in attendance namely You Sheng-Fu (including as proxy for Ta-Lin Hsu) and Mei-Yue Ho discussed and approved the motion. Not applicable.

April 1, 2016

4th Board meeting (2016)

To discuss and revise remuneration of independent directors

Abstention of directors on the ground of conflict of interest:

Summary of speech by independent director You Sheng-Fu: Directors Yu Sheng-Fu, Ta-Lin Hsu and Mei-Yue Ho are all independent directors of the company. As such they have a patent conflict of interest in relation to the motion and will abstain from discussion and voting on the motion. The rest of the directors in attendance are requested to discuss the proposal.

Upon inquiry by the chairman all the directors in attendance except for independent directors Yu Sheng-Fu, Ta-Lin Hsu and Mei-Yue Ho approved the motion and passed the resolution. Not applicable.

September 2, 2016

11th Board meeting

 

To propose distribution of remuneration for managers in 2015.

Abstention of directors on the ground of conflict of interest:

The remaining directors in attendance namely You Sheng-Fu, Not applicable.

219
 

 

(2) The operation of the audit committee or the involvement of supervisors in the operation of the Board of Directors:

 

The company's Audit Committee has between June 24, 2015 and December 08, 2016 met 20 times (A), with attendance of independent directors as follows:

 

Title Name Actual attendance (B) By proxy Actual attendance rate (%)(B/A) Remarks
Independent Directors You Sheng-Fu 19 1 95%  
Independent Directors Ta-lin Hsu 13 7 65%  
Independent Directors Mei-yue Ho 19 1 95%  

Other matters that require reporting:

 

I.Items listed in Article 14-5 of the Securities and Exchange Act and other items that have not passed the Audit Committee but approved by more than two-thirds of the entire Board of Directors (the Board of Directors meeting, session number, motion, resolutions of the Audit Committee and the company's follow-up action on the Audit Committee's opinion):

 

Date of Board meeting: 

Session No.

Motions Resolution of Audit Committee The company's follow-up action on the Audit Committee's opinion
July 2, 2015 To appoint members of All the independent directors As more than half of the members of

  

 

220
 

8th Board meeting (2015) the company's 3rd Compensation Committee expressed upon inquiry by the chairman, no objections to the approval of the motion for approval by the Board by way of resolution in accordance with Article 9 of the "Constitution of the Audit Committee". the Audit Committee are interested parties in the motion and have to abstain the Audit Committee is unable to pass a resolution. Thus, in accordance with Article 9 of the "Constitution of the Audit Committee" the Audit Committee agreed to report to the Board for its approval by way of resolution.

 

II.The directors’ avoidance of interest motion should indicate the names of the directors, content of the motion and reasons of avoidance of interest as well as the involvement in voting:

 

Session number Motions Name of Independent Director Reasons for avoidance of interest Participation in voting
1st meeting of the 1st Audit Committee To appoint members of the company's 3rd Compensation Committee

You Sheng-Fu

Ta-lin Hsu

Independent directors You Sheng-Fu and Ta-Lin Hsu are nominated for election to the Compensation Committee and are therefore interested parties. Independent director You Sheng-Fu (including as proxy for Ta-Lin Hsu) abstain from discussion and voting.

 

III.Communication between independent directors and internal audit supervisor and auditors (e.g. about the company's financial status and operations, means and results etc.)

 

(1)  Before the end of each month the company's Internal Audit Department will submit consolidated report by way of e-mail to each independent director, such report containing results of its internal audit and defect responses. At the same time the supervisor of the Department will regular communicate on a quarterly basis with the independent directors. The supervisor also submits internal audit report during quarterly Board meetings. In addition the supervisor will promptly report to the independent directors on any special incidents. In 2015 and 2016 there are no such special incidents. As at to-date the company's independent directors and the supervisor of the Internal Audit Department have excellent communication.

 

(2)  The company's CPAs (external auditors) also report quarterly to independent directors, results of their audit or review of the current quarter's financial statements, as well as other matters requiring communication under the law. In addition the CPAs (external auditors) will promptly report to the independent directors on any special incidents. In 2015 and 2016 there are no such special incidents. As at to-date the company's independent directors and the CPAs (external auditors) have excellent communication. 

 

2. Attendance of supervisors in board meetings

 

Between January 1, 2015 and June 21, 2015 the Board of Directors has 6 meeting (A). The attendance of the supervisors are as follows:

 

Title Name Attendance in person Actual attendance rate (%) Remarks
Supervisors Jerry Chang 1 17% Resigned during by-election June 23, 2015
Supervisor Representative, Hung Ching Development & Construction Co. Ltd.: Tseng Yuan-Yi 2 33% Resigned during by-election June 23, 2015
Supervisor Representative, Hung Ching Development & Construction Co. Ltd.: Pan Shih-hua 0 0% Resigned during by-election June 23, 2015
Supervisor Representative, Hung Ching Development & Construction Co. Ltd.: Chen Tien-chi 1 17% Resigned during by-election June 23, 2015
Supervisor Representative, Hung Ching Development & Construction Co. Ltd.: Chun-che Lee 2 33% Resigned during by-election June 23, 2015

Other matters that require reporting:

I. Composition and responsibility of supervisors:

 

 

221
 

(1) Communication between supervisors and company employees and shareholders (e.g. communication channels, means etc.): The company's portal is equipped with spokesperson mail box. Employees and shareholders who wish to consult supervisors can make contact through this channel; In addition supervisors attend Shareholder's Meetings and can therefore be available for direct communication.

 

(2) Communication between supervisors and the Company's internal audit chief and CPA:

 

1. Before the end of each month the company's Internal Audit Department will submit consolidated internal audit report and defect response by way of e-mail to supervisors. After the end of each quarter the Department will consolidate all audit items and defects for discussion at the Board meeting, with the Internal Audit Department's supervisor or his proxy present the report in such meetings. After the Board meetings the company will send all relevant materials together with Board minutes by way of e-mail for review by all supervisors.

 

2. According to Article 219 of the Company Law the supervisor should verify all the forms and statements compiled by the Board of Directors for Shareholders Meeting. If a supervisor has any doubts on financial statements he should directly contact and communicate with the external auditors.

 

II. If a supervisor voices opinion in the Board of Directors meeting, describe the date of board meeting, term of the board, agenda items, resolutions adopted by the board, and actions taken by the company in response to the opinion of the supervisor: None. 

 

(3) Corporate governance implementation status and deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons

 

222
 

Assessed areas: Operation Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons
Yes No Summary
I. Does the company establish and disclose its corporate governance principles in accordance with the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies? V   In 2015 the company formulated in accordance with "Corporate Governance Best Practice Principles for TWSE/GTSM Listed Companies" its Code of Corporate Governance. The said Code was approved by the Board of Directors and disclosed on the company's portal. For details please see http://www.aseglobal.com Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons

II. Shareholding structure & shareholders' rights

 

(1)    Does the company establish internal operating procedures for handling shareholder suggestions, questions, disputes or litigation and handled related matters accordingly?

 

(2)    Does the company have a list of major shareholders that have actual control over the Company and a list of ultimate owners of those major shareholders?

 

(3)    Has the company established and implemented risk management and firewall systems within its affiliated enterprises?

 

(4)    Has the company established internal rules against insiders trading with undisclosed information?

 

 

 

V

 

 

 

 

 

 

V

 

 

 

 

 

V

 

 

 

 

V

 

 

The company has set up departments to handle corporate relationship, public relations and legal affairs with full-time staff responsible for handle its stock affairs.

 

The company maintains on a monthly basis, report on filing of changes in shareholder, with such report being held by its directors and major shareholders owning more than 10% of the company's equity, in order to have thorough knowledge of the company's main shareholders. Through close contact with major shareholders the company has understanding of a list of individuals/entities with ultimate control.

 

The company implements control through its internal control system and promulgation of relevant rules and regulations. At the same time its audit unit is tasked with periodic supervision of the company's implementation.

 

The company has formulated "Management Procedure Governing Prevention of Insider Trading" to prevent the company's insiders from carrying out insider trading due to negligence, inadvertence or intentional acts. This ensures fairness in the securities trading market, while also protecting the interest of investors.

 

Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons

 

III. Composition and responsibilities of the Board of Directors

 

(1)    Has the Board of Directors developed and implemented a diversified policy for the composition of its members?

 

(2)    Does the company voluntarily establish other functional committees in addition to compensation committee and audit committee?

 

(3)    Has the company established standards and method for evaluating the

V

 

 

V

 

 

 

 

V

 

 

 

 

 

V

 

The company in its Code of Corporate Governance has set out a policy of diversity with respect to the composition of its Board of Directors.

 

In this regard the Board of Directors comprises 11 directors including 3 independent directors, one of whom is a female director. Professional skills and knowledge of directors include: Industrial engineering, electronic engineering, mechanical engineering, computer science, physics, finance, economics, accounting, corporate management and psychology. It fully exemplifies the ideal of diversity of the members of the Board.

 

The company has also duly established an Audit Committee, comprising members appointed by the Board. Its members are all independent directors who conform to the requirements of Sarbanes-Oxley Act as required under Rule 10A-3 of the U.S. Securities Exchange Act of 1934 and the Listing Rules of TWSE for possession of accounting or relevant financial management expertise.

 

The company has also established a Compensation & Benefit Committee in compliance with the R.O.C. Securities and Exchange Act. According to the aforesaid law, there should be at least one member of the Compensation & Benefit Committee who meets the definition in the R.O.C. Securities and Exchange Act for independent directors. At present the Committee consists of three members, including 2 independent directors.

Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons

 

 

 

223
 

Assessed areas: Operation Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons
Yes No Summary

         performance of the board of directors, and implemented the performance evaluation annually?

 

(4)    Has the company regularly evaluated the independence of CPAs?

 

V

 

V

 

V

 

V

 

 

During annual disbursement of director's remuneration in connection of distribution of profit, the Compensation & Benefit Committee will conduct evaluation based on the directors' performance and propose disbursement accordingly. The company had in its Board of Directors meeting in 2015 passed its rules on directors' performance appraisal and method of appraisal pursuant to its Code of Corporate Governance. It expects to conduct regular performance appraisal beginning in 2016.

The company's Audit Committee obtains yearly, statement of independence of the auditors and assess their independence, following which it presents its findings to the Board of Directors.

(I) Assessment is as follows:

(1) The company's auditors are not related parties of the company and its directors.

(2) In accordance with the Sarbanes-Oxley Act, the company requires that the auditor firm obtain prior approval of its Audit Committee before being appointed as external auditors.

(3) In accordance with the Sarbanes-Oxley Act, the company's auditors are required to report to its Audit Committee on a quarterly basis, its implementation of verification/audit and compliance with independence.

(4) The company conforms to its Code of corporate Governance by rotating its certified accountants/auditors.

(II) Appraisal results are as follows:

(1) The independence of the company's certified accountants is in conformity with the requirements under the U.S. SEC, PCAOB, R.O.C. Accountants Act, and Code of Conduct for Accountants etc.

(2) The company does not appoint the same certified accountant for more than 5 consecutive years.

Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons

 

4. Does the company establish a communication channel and build a designated section on its website for stakeholders, and properly respond to corporate social responsibility issues of concern to the stakeholders? V  

The company empowers the persons-in-charge of relevant departments to handle communication with stakeholders such as creditors, customers and vendors. It also sets up labor union and general manager's mail-box to ensure a channel for communication with employees.

The company's portal contains a special section for stakeholders. It provides them with a channel for expressing their opinions. It therefore facilitates the company's understanding of stakeholders' concerns and enables it to make appropriate response. The company also publicly discloses information on its communication with stakeholders through its annual corporate social responsibility report and official portal.

Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons
5. Does the company designate a professional shareholder service agency to deal with shareholder affairs? V   The Department of Stock Affairs at President Securities Corp. has been appointed the Company's stock affairs agent. Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons

VI. Information disclosure

 

(1)    Has the company established a corporate website to disclose information regarding the company's financial, business and corporate governance status?

 

(2)   Does the company have other

V

 

V

 

 

The company has in place a web portal and empowers its relevant departments to undertake disclosure and updating of its financial operations and corporate governance. For details please see: http://www.aseglobal.com.

The company has also developed its web portal in Chinese and English. It employs full-time staff to be in charge of collation and disclosure of information. It also has in place a spokesperson and acting spokesperson system in accordance with regulations, as well as a special liaison to give reply to shareholders on their views. For more information see: http://www.aseglobal.com.

Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons

 

 

 

 

224
 

Assessed areas: Operation Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons
Yes No Summary
information disclosure channels (e.g., maintaining an English-language website, appointing responsible people to handle information collection and disclosure, creating a spokesperson system, webcasting investor conference on company website)?

V

 

V

 

  The company appoints full-time staff to be in charge of filing periodically and ad hoc, various financial and operating information on the Market Observation Post System, with publication of major information as required by regulations.  
7. Is there any other important information to facilitate a better understanding of the company’s corporate governance practices (including but not limited to employee rights, employee wellness, investor relations, supplier relations, rights of stakeholders, continuing education of directors and supervisors, the implementation of risk management policies and risk evaluation standards, the implementation of customer relations policies, and purchasing insurance for directors and supervisors)? V  

A.     Rights and interests of the employees and employee care: Please refer to the Annual Report's section on "Labor Relationship" and the company's Corporate Social Responsibility Report at http://www.aseglobal.com.

 

B.     Investor relationship, supplier relationships and the rights and interest of stakeholders: Please refer to the company's web portal on investor relationship and its section for stakeholders: http://www.aseglobal.com.

 

C.     Further studies by directors, supervisors and managers; Further studies undertaken by the company's directors, supervisors and managers in 2015 are set out in Attached Tables 1 and 2.

 

D.     Implementation of risk management policy and risk measurement standards: Please refer to the Annual Report under the section "Analysis and Assessment of Risk Items" and the company's Corporate Social Responsibility Report at: http://www.aseglobal.com。

 

E.     (6) The implementation of client policies: Please refer to the Annual Report under the section "Summary of Market, Production and Sale".

 

F.     The Company has purchased liability insurance for directors and supervisors. The company has procured liability insurance for its directors and supervisors (in 2015 the sum insured was NTD820 million.)

 

G.    The company will sign with its suppliers, confidentiality agreements/supplier and contractor social responsibility undertaking. All procurement contracts have clear and legally-valid provisions for rights and duties. The company also has in place a supplier-selection system to ensure that suppliers conform to its quality and environmental policies. The said system is supplemented by supplier audit system to ensure its implementation. In this regard the company accepts the necessity of maintaining long-term dialog with its stakeholders. This will enable the company to have a better understanding of the society, thus allowing it to make the best decisions while preventing it from being in conflict with the public.

Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons
8. Does the company have corporate governance self-assessment report or have engaged any other professional organization to conduct such assessment? (If so, please describe the opinion of the board, the results of self or outside evaluation, major deficiencies found, suggestions, or improvement actions taken) (Note 2) V   At present the company participates in corporate governance evaluation by TWSE, pursuant to which it has established "Corporate Governance Evaluation System" to conduct self-evaluation. The company has completed its second Corporate Governance Self-Evaluation Report. The report will be posted on TWSE portal for the public's perusal. Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons

 

 

Attached Table 1: Continuing education for directors and supervisors during the past year

 

225
 
Title Name Date of further study Organizer Course Study hours Whether the study complies with requirements
Start End
Director (and manager) Hong-Ben Chang 104/12/17 104/12/17 Taiwan Corporate Governance Association Corporate governance, enterprise risk management 6.0 Yes
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
    105/10/13 105/10/13 Securities and Futures Institute 2017 Economic and Industrial Trends 3.0 Yes
Director Rutherford Chang 104/12/17 104/12/17 Taiwan Corporate Governance Association Corporate governance, enterprise risk management 6.0 Yes
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
Representative of legal entity director (and manager) Jason C.S. Chang 104/12/17 104/12/17 Taiwan Corporate Governance Association Corporate governance, enterprise risk management 6.0 Yes
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
    105/10/13 105/10/13 Securities and Futures Institute 2017 Economic and Industrial Trends 3.0 Yes
Representative of legal entity director (and manager) Tien Wu 104/12/17 104/12/17 Taiwan Corporate Governance Association Corporate governance, enterprise risk management 6.0 Yes
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
    105/10/13 105/10/13 Securities and Futures Institute 2017 Economic and Industrial Trends 3.0 Yes
Representative of legal entity director (and manager) Joseph Tung 104/07/23 104/07/23 Taiwan Academy of Banking and Finance Legal responsibility of directors and supervisor under corporate governance 3.0 Yes
104/12/17 104/12/17 Taiwan Corporate Governance Association Corporate governance, enterprise risk management 6.0 Yes
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
    105/09/22 105/09/22 Taiwan Institute of Directors Corporate risk management and the challenges for family enterprises in Taiwan 3.0 Yes
Representative of legal entity director (and manager) Raymond Lo 104/12/17 104/12/17 Taiwan Corporate Governance Association Corporate governance, enterprise risk management 6.0 Yes
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
    105/10/13 105/10/13 Securities and Futures Institute 2017 Economic and Industrial Trends 3.0 Yes
Representative of Jeffery Chen 104/12/17 104/12/17 Taiwan Corporate Governance Association Corporate governance, enterprise risk management 6.0 Yes

 

226
 
Title Name Date of further study Organizer Course Study hours Whether the study complies with requirements
Start End
legal entity director (and manager)              
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
Representative of legal entity director (and manager) Chen Tien-chi 104/12/17 104/12/17 Taiwan Corporate Governance Association Corporate governance, enterprise risk management 6.0 Yes
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
    105/10/13 105/10/13 Securities and Futures Institute 2017 Economic and Industrial Trends 3.0 Yes
Independent Directors You Sheng-Fu 104/01/22 104/01/22 Securities and Futures Institute Corporate social responsibility report - Seminar on showcasing the value of sustainable operation 3.0 Yes
104/07/15  104/07/15 Taiwan Corporate Governance Association Corporate governance and evergreen enterprise; corporate decision-making and functions of board of directors 6.0 Yes
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
    105/08/10 105/08/10 Securities and Futures Institute Preventing fraud, protecting corporate secrets, and strengthening corporate management 3.0 Yes
    105/10/13 105/10/13 Securities and Futures Institute 2017 Economic and Industrial Trends 3.0 Yes
Independent Directors Ta-lin Hsu 104/12/15 104/12/15 Taiwan Academy of Banking and Finance Corporate governance forum - tax governance blueprint 3.0 Yes
104/12/23 104/12/23 Securities and Futures Institute Skills for directors and supervisors in understanding financial information 3.0 Yes
    105/07/13 105/07/13 Taiwan Corporate Governance Association 2016 Global Trends and Opportunities in the Green Economy and Corporate Low-Carbon Innovation 3.0 Yes
    105/10/19 105/10/19 Securities and Futures Institute Corporate management and securities law 3.0 Yes
Independent Directors Mei-yue Ho 104/08/10 104/08/10 Taiwan Corporate Governance Association Enterprise risk management and prevention and detection of fraud risk 3.0 Yes
104/08/18 104/08/18 Taiwan Corporate Governance Association American anti-trust law and Taiwan enterprises - why you should care about and what you should know 3.0 Yes

 

227
 
Title Name Date of further study Organizer Course Study hours Whether the study complies with requirements
Start End
    104/11/13 104/11/13 Taiwan Corporate Governance Association Global CEO Outlook 2015; Key auditing standards and legal updates 3.0 Yes
    105/07/20 105/07/20 Securities and Futures Institute Legal responsibilities of directors and supervisors in mergers and acquisitions 3.0 Yes
    105/08/02 105/08/02 Securities and Futures Institute Understanding and strategically using corporate financial data 3.0 Yes

Attached Table 2: Studies by managers during the past year

 

Title Name Date of further study Organizer Course Study hours Whether study is compliance with requirements
Starting Ending
Vice President and Chief of Accounting Hong-Ming Kuo 2015/08/07 2015/08/11 Accounting Research and Development Foundation Continuing education for accounting supervisors of issues, securities houses and Stock Exchange 12 Yes

 

228
 

(4) State of operations of the compensation committee:

 

1. Information on members of the Compensation Committee.

 

Note: If the committee member meets any of the following criteria in the two years before being appointed or during the term of office, please check "ü" the corresponding boxes:

 

(1) Not an employee of the Company or any of its affiliates.

 

(2) Not a director or supervisor of the Company or any of its affiliates. The same does not apply, however, in cases where the committee member is an independent director of the Company, its parent company, or any subsidiary in which the Company holds, directly or indirectly, more than 50 percent of the voting shares.

 

Not a natural-person shareholder whose shareholding, together with those of his/her spouse, minor children, and shares held under others' names, exceed 1% of the total number of outstanding shares of the Company, or ranks the person in the top ten shareholders of the Company.

 

(4) Not a spouse, relative within second degree of kinship, or lineal relative within third degree of kinship of any of the persons in the preceding three paragraphs.

 

Not a director, supervisor or employee of a juristic-person shareholder that holds directly 5% or more of the total number of outstanding shares of the Company or ranks in the top five shareholders.

 

Not a director, supervisor, manager or shareholder holding 5% or more of the shares of a specified company or institution that has a financial or business relationship with the Company.

 

Not a professional or an owner, partner, director, supervisor, manager or a spouse of the abovementioned who provides commercial, legal, financial, accounting services or consultation to the Company or an affiliate of the Company.

 

(8) Not having any of the situations set forth in Article 30 of the Company Act.

 

2. Current term of office: Between June 24, 2015 and June 23, 2108, and between January 1, 2015 and December 8, 2016 the Compensation Committee met 5 times, with the Committee members' attendance as follows:

 

Title Name Actual attendance (Note) By proxy Actual attendance rate (%) Remarks
Convener You Sheng-Fu 5 0 100% -

 

229
 
Title Name Actual attendance (Note) By proxy Actual attendance rate (%) Remarks
Committee member Ta-lin Hsu 1 4 20% -
Committee member Gu Xiao-Ying 5 0 100% -

Note: Actual attendance rate (%) is calculated based on the number of Board meetings and actual attendance of the Committee member.

 

Other matters that require reporting:

 

I. If the Board of Directors do not adopt or revise the recommendations of the Compensation Committee, explanation should be provided with respect to the date and session of the Board meeting, details on the motion, resolution of the Board and the company's follow-up action on the views of the Compensation Committee: None.

 

II. If with respect to any resolution of the compensation committee, any member has a dissenting or qualified opinion that is on record or stated in a written statement, describe the date of committee meeting, term of the committee, agenda item, opinions of all members, and actions taken by the company in response to the opinion of members: None. 

 

230
 

(5) Implementation of corporate social responsibility:

 

Assessed areas: Operation Departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies and reasons
Yes No Summary

I. Corporate governance implementation

 

(1)    Does the company establish corporate social responsibility policy or system and examine its implementation results?

 

(2)    Does the company provide educational training on corporate social responsibility on a regular basis?

 

(3)    Has the company established a dedicated or concurrent unit in charge of promoting CSR with senior management authorized by the board to take charge of proposing CSR policies and

 

V

 

V

 

V

 

V

 

The company has adopted "ASE Group Policy for Sustainable Development and Corporate Citizen" and "Code of Corporate Social Responsibility". They are listed in the company's portal under corporate social responsibility and its corporate social responsibility (CSR) report. Pursuant to the said policies the company embarks on its CSR implementation plan. Details are set out in "2. Developing Sustainable Environment", "3. Maintaining Public Welfare", and "6. Other Important Information towards Understanding of CSR Operations" in this Table. The Board regularly conducts review of the company's CSR practice and achievements.

 

Details on the company's CSR policy, regulations or management rules and results of specific implementation are all disclosed in ASE Group's CSR Report. Please refer to: http://www.aseglobal.com.

 

The company formalizes annually CSR training program and provides in accordance with the program, training for new recruits and existing employees on their CSR. The program is designed to help employees understand the spirit of the company's CSR and means of achieving it.

 

The company has established a "Group Sustainable Development Committee" consisting of senior management. The Committee is responsible for guiding and supervising ASE's growth with respect to its global economic, environmental and social policies. It regularly submits report to the Board, and puts in place a "Group Enterprise Sustainability Center", responsible for promoting the company's CSR. The Center is also responsible for assessing the Group's sustainability issues and performance, coordinating and promoting the formulation of the Group's targets and promoting the implementation of sustainable development plans. It reports directly to the Committee. The sustainable development program is divided into 6 major

There is no departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies.

 

 

231
 

 

Assessed areas: Operation Departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies and reasons
Yes No Summary

         reporting to the board?

 

(4)    Has the company established a reasonable salary remuneration policy, and integrated the employee performance evaluation system with its CSR policy, and established an effective reward and disciplinary system?

 

   

themes, namely corporate governance, environmental sustainability, human resources, supply chain development, corporate citizen and social participation, consultation with stakeholders and information disclosure. Their implementation and results are as set out in "2. Developing Sustainable Environment", "3. Maintaining Public Welfare", and "6. Other Important Information towards Understanding of CSR Operations" in this Table.

 

The company's CSR Report discloses the performance of its CSR unit. It also explains the unit's governance structure and implementation status. For information on the CSR unit's operation and implementation, please see: http://www.aseglobal.com.

 

The company regularly adjusts its salary structure and welfare in accordance with local regulations and market status. In no way are salaries differentiated based on gender, race, nationality or age.

 

The company complies with Gender Equality Act and will not consider gender as a criterion for appointment, performance appraisal or promotion of employees.

 

To maintain the highest standards for employee's work discipline, the company has promulgated Guidelines on employee management, specifying unequivocal incentive and penalty rules. The Guidelines are the highest ethical standard and commitment to be complied with by employees.

 

II. Fostering a sustainable environment

 

(1)    Has the company endeavored to improve the efficiency of resource utilization and used recycled materials which

V

 

 

The company has in place a management plan for use of electric power, water resources and consumable materials. It upgrades the efficiency of their supply facilities or makes optimal improvements on a sustained basis. The aim is to comply with "ASE Group Policy for Sustainable Development and Corporate Citizen" and "Code of Corporate Social Responsibility" and achieve their targets of reducing consumption of resources. They include: Energy-saving for air-conditioning,

There is no departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM

 

232
 

Assessed areas: Operation Departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies and reasons
Yes No Summary

         have a low impact on the environment?

 

(2)    Has the company established a proper environmental management system based on the characteristics of the industry?

 

(3)    Has the company monitored the impact of climate change on business operations, conducted greenhouse gas inventory and formulated strategies for energy conservation and carbon and greenhouse gas reduction?

 

V

 

V

 

 

lighting and manufacturing processes etc.

 

All the company's packaging materials are recyclable and compliant with EU regulations. Through internal management processes the company classifies waste materials and recycles resources, thereby reduces waste of natural resources and lowers impact on the environment.

 

Pursuant to its "ASE Group Policy for Sustainable Development and Corporate Citizen" and "Code of Corporate Social Responsibility" the company has established a management system to implement in an orderly manner management of various types of resources. In this manner it is able to make best use and improve on a sustained basis, energy and water resources.

 

With respect to environmental protection the company has in addition to compliance with laws and regulations, established ISO14001 environmental management system. In addition to regular checks on legal compliance the company formulates annually, pollution control and equipment improvement plans in order to effectively reduce pollution emission and discharge and make timely review of its environmental management system.

 

The company monitors the impact of climate changes on its operating activities. As such it implements a ISO14064 greenhouse gas management system, based on which it checks its greenhouse gas discharge. It formulates emission-reduction targets in order to reduce its discharge of greenhouse gases. The company has passed ISO50001 certification. In response to expectations or customers and consumers around the world for low-carbon products the company introduces carbon footprint checks and has as its target, reduction of product carbon footprint.

listed companies.

III. Upholding public interests

 

(1) Has the company

V

 

 

The company has introduced SA8000 social responsibility management system and 

There is no departure from

 

  

233
 

 

Assessed areas: Operation Departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies and reasons
Yes No Summary

         formulated appropriate management policies and procedures according to relevant regulations and the International Bill of Human Rights?

 

(2)    Has the company set up an employee hotline or grievance mechanism to handle complaints properly?

 

(3)    Has the company provided a safe and healthy working environment and provided employees with regular safety and health training?

 

(4)    Has the company set up a channel for communicating with employees on a regular basis, and reasonably inform employees of any significant changes in

V

 

V

 

V

 

V

 

V

 

 

EICC certification, and has promulgated "ASE Group Policy for Sustainable Development and Corporate Citizen" and "Code of Corporate Social Responsibility". It also respects basic human rights, complies with government labor laws and protects workers' rights with respect to their work environment, health and safety.

 

The company devotes its attention to a harmonious employer-employee relationship. For this it has in pace a communication and complaint management policy. It provides employees with diversified communication channels including employer-employee meetings, general manager mailbox, employees' opinion box, seminars, correspondence, public notice board, internal communication, training, electronic notice board, employee-consultation staff and e-mail etc., all of which serve to enable the company to understand employees' views and suggestions, with reply and follow-up action whenever necessary.

 

The company has implemented safety and health operations through the introduction of OHSAS 18001 and TOSHMS occupational safety and health management systems. Its objective is to provide employees with a work environment that is compliant with safety and health regulations. In this regard it regularly conducts risk identification and assessment, as well as adopt appropriate improvement measures to reduce work environment risk. The company also conducts employee work safety and health training and health-promotion activities. The company is equipped with employee clinic and regularly arranges employees to undergo health checks required by their respective units.

 

The company regularly holds seminars or related meetings according to the category of employees including recruits, employees and labor representatives. Through periodic communication and exchanges the company is able to provide employees with an uncluttered communication channel. Whenever there are major work

Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies.

 

 

234
 

Assessed areas: Operation Departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies and reasons
Yes No Summary

         operations that may have an impact on them?

 

(5)    Does the company set up effective career development and training programs for its employees?

 

(6)    Has the company established any consumer protection mechanisms and complaint procedures regarding R&D, purchasing, production, operation and service?

 

(7)    Has the company advertised and labeled its goods and services according to relevant regulations and international standards?

 

(8)    Has the company evaluated the records of suppliers’ impact on the environment and society before doing business with the supplier?

 

(9)    Do the contracts between the company and its major

V

 

V

 

V

 

V

 

V

 

 

changes (such as change in operating points) the company will communicate with employees in advance by giving them at least 2 weeks' notice. To-date the company has not been involved in any incidents involving coercion of its employees.

 

The company undertakes annual training planning based on occupational training needs and career development requirements. Course programs include; Recruit training, general knowledge training, professional training, grass-root management, mid-level management and talent development etc.

 

To ensure that customer's views can be effectively relayed and dealt with, as well as to promote timely interaction with customers, the company has in place management procedures for customer communication involving the establishment of professional customer service team, regular inspection of customer satisfaction, provision of relevant customer view response and communication services, and using the Internet as the basis, establishment of customer on-line service platform with integrated service network, thus providing customers with highly efficient services.

 

The company complies with Taiwan trade laws including those on export and import of strategic hi-tech products. Its marketing, sale and labeling of services are all in accordance with customer needs and regulatory requirements.

 

Before admitting new suppliers the company will examine and review their records in environmental and social impact in accordance with its vendor selection mechanism. Thereafter the suppliers are subject to the company's annual "sustainable development questionnaire". The company also conducts site check or documentary audit to ensure that suppliers are in conformity with its requirements.

 

The company also stipulates in its contracts with key suppliers, the requirement for their compliance with local laws and the company's Code of Social Responsibility. Once a supplier is discovered to have conducted itself in contravention of such

There is no departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies.

 

235
 

 

Assessed areas: Operation Departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies and reasons
Yes No Summary
suppliers include termination clauses which come into force once the suppliers breach the corporate social responsibility policy and cause significant impact on the environment and society?     requirements the company will conduct investigation. In serious cases it can even terminate its cooperation with such supplier.  

IV. Enhancing information disclosure

 

(1)    Has the company disclosed relevant and reliable information regarding its corporate social responsibility on its website and the M.O.P.S.?

V

 

 

To enable the public to understand the company's ideas and commitments with respect to its responses to sustainable development trends, as well as its efforts and adherence on related topics, the company makes public annually its Corporate Social Responsibility Report (in Chinese and English). It also provides PDF versions in its web portal (http://www.aseglobal.com). Key information on the company's corporate social responsibility is also disclosed in the Market Observation Post System.

There is no departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies.

V. If the Company has established the corporate social responsibility principles based on "Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies", please describe any discrepancy between the principles and their implementation:

The company has in conformity with "Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies" formulated in 2015 its Code of Corporate Social Responsibility. The said Code was approved by its Board of Directors and posted on its web portal (http://www.aseglobal.com). Furthermore its practice does not deviate significantly from the said Code.

VI. Other important information to facilitate a better understanding of the company’s corporate social responsibility practices:

(1) For other information on the company's CSR operation please refer to the company's CSR Report (http://www.aseglobal.com).

(2) The company has made long-standing effort to repay the society. It does so through the "Warmer Charity Foundation" and "ASE Cultural

 

 

236
 

Assessed areas: Operation Departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies and reasons
Yes No Summary
         

        Educational Foundation" and participation in social welfare activities. The company's employees generously contribute their time, funds and professional skills to help resolve urgent needs and children's educational needs. They provide the greatest support for our fulfillment of our social responsibility and our commitments. The company hopes that through long-term cooperation and communication with neighboring residents and members of the public, it will establish a trusting and harmonious relationship with them. Indeed the company spares no effort in creating a positive and socially-beneficial business environment.

(3)   Active participation in environmental-protection public welfare activities: In December 20, 2013 the company made a commitment to invest at least NTD100 million annually for 30 years in environmental-protection work in Taiwan. This will be done through long-term planning and diverse angles. At present the company has planned and executed numerous environmental-protection public welfare activities through its "ASE Cultural and Educational Foundation". Important projects include:

1.  Promotion of environmental education (construction of green classroom and plan for propagation of environmental-protection concepts/environmental education audio and video programs/South Region environmental education proposal/academic research and studies program for environmental technology/thesis subsidy for post-graduate and doctoral studies on environmental protection.)

2.  Improvement of environmental quality (tree-planting program/Nantze Processing Zone landscaping fence.)

3.  Reduction of environmental impact (campus LED proposal/Nantze Processing Zone's resource recycling model plant operation/proposal for promotion of green supply chain/dengue fever control.)

4.  Promotion of environmental protection art and culture (Yayoi Kusama environmental art and cultural promotion/environmental theme opera - Adventures Under the Sea).

(4)    Participation in charitable and care activities: In 2015 the company was able to rally employees in the Group and raised over NTD10 million. The fund was used through "ASE Cultural and Educational Foundation" towards under-privileged children and needy communities. The Foundation also provides emergency aid. Regional public welfare activities participated by the Foundation include:

1.  Child care center for under-privileged families (after-school care for children/course tutoring/character education/family visits and counseling/parenthood talks etc.)

2.  Subsidies for students from needy families (provision of lunch/study subsidies for primary, secondary and pre-university students in public schools near Kaohsiung and Chungli Plants.)

3.  Emergency aid fund (provision of aid funds to families in need near Kaohsiung and Chungli Plants due to special emergencies or accidents.)

 

 

237
 

Assessed areas: Operation Departure from Corporate Social Responsibility Best Practice Principles for TWSE/GTSM listed companies and reasons
Yes No Summary
         

4.      Sponsorship of aid funds of public welfare units (sponsorship was extended to 20 public welfare organizations in 2015, including donations to medical fund for the under-privileged and assistance in organization of public welfare activities.)

(5)    Promotion of collaboration between industry and academia: Collaboration with numerous universities (NTHU, Tungnan University, Chung Yuan, Yuan Ze, National Sun Yat Sen, National Cheng Kung, Kaohsiung Normal, Kaohsiung First Tech, Kaohsiung University of Applied Sciences, Kaohsiung Marine, Pingtung University of Science and Technology and Kao Yuan University, etc.) This does not only increase the channels for the company's recruitment but also foster job opportunities for local students as well as improve the company's partnership with universities, thereby enhancing academic research and industrial technology. The achievements were impressive. In 2015 the company will continue to expand its program such as to achieve benefit for all parties involved.

(6)    A childcare center for employees was set up in the company's Chungli Plant. Qualified teachers were engaged to look after employees' children, relieving employees of the stress of looking after children while working.

VII. If the corporate social responsibility reports have received assurance from external institutions, they should state so below: None

 

From 2010 to 2014 the company has been publishing annually its corporate social responsibility report, the contents of which are compiled in accordance with the Guidelines of Global Reporting Initiative (GRI) and accountability principle standard (APS) under AA1000. The company also voluntarily obtained verification statement from third party (BSI) with respect to its compliance of G3.1 A+ application level. The company's 2015 Corporate Social Responsibility report was compiled using the core options in the Guidelines of Global Reporting Initiative (GRI). The company also obtained confirmation from Deloitte. The said confirmation was an independent 'limited assurance' under ISAE 3000.

238
 

 

(6) Ethical corporate management and measures adopted:

 

 

Assessed areas: Operation Departure from "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies" and reasons
Yes No Summary

I.     Establishment of ethical corporate management policy and approaches

 

(1)    Has the company declared its ethical corporate management policies and procedures in its rules and external documents, as well as the commitment of its Board of Directors and management to implementing the management policies?

(2)    Has the company established policies to prevent unethical conduct with relevant procedures, guidelines of conduct, punishment for violation, rules of appeal clearly stated in the policies, and implemented the policies?

(3)    Has the company

V

 

V

 

V

 

 

The company's Board of Directors has passed relevant operating rules, i.e. "ASE Group Code of Business Conduct and Ethics" and "Guidelines on Ethical Operation". They are disclosed in the company's web portal. Please see: http://www.aseglobal.com.

 

The company intends to formulate operating procedure, code of behavior and complaint regulations in 2016 in accordance with the aforesaid Code. For work ethics the company has already in place its regulations on ethical behavior and penalties for infringement. All employees have been advised to comply with such regulations.

 

The company expressly prohibits in its Code of Ethics, the following behavior by its directors, managers and employees. This prohibition is being supervised and monitored through its internal audit. The company's aim is to establish an honest business environment:

1.          Giving and accepting bribes;

2.          Giving illegal political contributions;

3.          Improper charity donation or sponsorship;

4.          Giving or accepting unreasonable gifts, entertainment or other benefits; 

There was no departure from "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies". 

 

  

239
 

Assessed areas: Operation Departure from "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies" and reasons
Yes No Summary
established appropriate precautionary measures for operating activities with higher risk of unethical conducts provided in Paragraph 2, Article 7 of the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies or within its scope of business?    

5.          Infringe business secrets, trademark, patent, copyright and other intellectual property rights;

6.          Carrying out unfair competition. 

 

II. Implementation of ethical corporate management

(1)    Has the company evaluated the ethical records of parties it does business with and stipulated ethical conduct clauses in business contracts?

(2)    Has the company established a dedicated (concurrent) unit under the board of directors to promote ethical corporate

V

 

V

 

V

 

V

 

 

Before commencing business dealings the company will first conduct credit checks on potential business partners. It eliminates subjects with poor record of integrity. It also specify integrity as a requisite behavior in its business contracts.

 

The company has also incorporated integrity and moral values in its operating policies. It conducts propagation of integrity for newly-recruited and existing employees. The company proposes to establish in 2016 a dedicated (concurrent) unit to promote ethical corporate management. It will be required to regularly report the status of implementation to the Board of Directors.

 

The company exercises a high degree of discipline. For Board deliberations

 

There was no departure from "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies".

 

 

240
 

Assessed areas: Operation Departure from "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies" and reasons
Yes No Summary

management, and reported the status of implementation to the Board of Directors?

(3)    Has the company established policies to prevent conflict of interests, provided appropriate channels for filing related complaints and implemented the policies accordingly?

(4)    Has the company had effective accounting system and internal control systems set up to facilitate ethical corporate management, and have those systems been audited by either internal auditors or CPAs on a regular basis?

(5)    Has the company held internal and external educational trainings on

V

 

 

involving conflict of interest members of the Board who are affected are required to abstain in such deliberations and voting. Board members are not disallowed to support each other's motions.

 

The company regularly conducts audit to prevent insider trading.

 

The company has in place a comprehensive accounting system and internal control regime. It does not allow outside or retain secret accounts. To ensure sustained effect of the systems' design and implementation the company's internal audit staff conduct ad hoc checks on their compliance.

 

The company also conducts from time to time during each year training on integrity for its senior management. It also carries out propagation of ethical behavior by its suppliers.

 

 

 

241
 

Assessed areas: Operation Departure from "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies" and reasons
Yes No Summary
operational integrity regularly?        

III. Operation of whistleblowing system

 

(1)    Has the company established concrete whistleblowing and reward system and had a convenient reporting channel in place, and assign an appropriate person to communicate with the accused?

(2)    Has the company established standard operating procedures for investigating reported cases and related confidentiality mechanism?

(3)    Has the company provided proper whistle blower protection?

V

 

V

 

V

 

The company has in place a whistle blower channel (including general manager's mailbox and anti-fraud complaint mailbox). Its whistleblowing rules are set out in its Code of Ethics.

 

The company proposes to establish in 2016, after its whistle blower regulations, standard operating procedure for lodgment of complaints and confidentiality rules.

 

The company also intends to formulate and adopt in 2016 protection measures for whistle blowers.

There was no departure from "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies".

 

The company is in the process of undertaking improvement.

 

The company is in the process of undertaking improvement.

 

242
 

Assessed areas: Operation Departure from “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies” and reasons
Yes No Summary

IV. Enhancing information disclosure

(1)    Has the company disclosed information regarding the company’s ethical corporate management principles and implementation status on its website and the M.O.P.S.?

V

 

 

The company has posted on its web portal relevant rules on ethical operations including “ASE Group Code of Business Conduct and Ethics” and “Guidelines on Ethical Operation”. It also discloses its ethical operations in its annual report. The company plans to set up in its web portal information on results of its implementation of the said rules.

 

There is no departure from “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies”

V. If the company has established Ethical Corporate Management Principles in accordance with the "Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies", describe any discrepancy between the principles and their implementation:

In keeping with the "Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies" the company had in 2015 formulated its ethical guidelines. The guidelines were passed by its Board of Directors and duly disclosed in its web portal (http://www.aseglobal.com). The company's actual operations have not deviated from the guidelines.

6. Other important information that is helpful in understanding the company's ethical operations (such as review and revision by the company of its ethical operation guidelines, etc.) None.

 

(7) If the company has established corporate governance principles and related guidelines, disclose the means of accessing this information: “Corporate Governance Best-Practice Principles”, “Corporate Social Responsibility Best Practice Principles” and “Ethical Corporate Management Best Practice Principles” of the company are disclosed in its web portal (http://www.aseglobal.com).

 

(8) Resignation and dismissal of managerial officers related to the financial report (including Chairperson of the Board, General Manager, chief accounting officer, chief financial officer, chief R&D officer and chief internal auditor) in the past year and up to the date of report: None.

 

(9) Other significant information which may improve the understanding of corporate governance and operation: None.

243
 

 

VI. Important Resolutions, Articles of Incorporation and Relevant Laws and Regulations

 

1. Key resolution records and text of resolution on the current issue:

 

Please refer to pages 202 to 203.

 

244
 

Advanced Semiconductor Engineering, Inc. 

Statement of Internal Control Regulations

 

Date:March 16, 2016

 

The Company hereby makes the following statement about its internal control system for the year 2015 based on its self-examination:

 

I.The Company acknowledges and understands that the establishment, enforcement and maintenance of the internal control system are the responsibility of the Board of Directors and management, and that the company has already established such a system.The purpose is to provide reasonable assurance to the effectiveness and efficiency of business operations (including profitability, performance and security of assets), reliability of reports and compliance with relevant regulatory requirements in reaching compliance targets.

 

II.There are inherent limitations to even the most well designed internal control system. As such, an effective internal control system can only reasonably ensure the achievement of the aforementioned goals. Moreover, the operating environment and situation may change and impact the effectiveness of the internal control system.The internal control system of the Company features a self-monitoring mechanism. Once identified, any deficiency will be rectified immediately.

 

III.The Company determines whether the design and implementation of its internal control system is effective by referring to the criteria stated in the "Regulations Governing Establishment of Internal Control Systems by Public Companies" (hereinafter, the "Regulations"). The Regulations provides measures for judging the effectiveness of the internal control system.There are five components of an internal control system as specified in the Regulations which are broken down based on the management control process, namely:1. Control environment, 2. Risk assessment, 3. Procedural control, 4. Information and communication, and 5. Supervision.Each of the components in turn contains certain audit items.Please refer to the Regulations for details.

 

IV.The Company has adopted the aforementioned measures for an evaluation of the effectiveness of the design and implementation of the internal control system.

 

V.Based on the findings of the aforementioned examination, the Company believes it can reasonably assure that the design and implementation of its internal control system as of December 31, 2015 (including supervision and management of subsidiaries), including the effectiveness and efficiency in operation, reliability, promptness and transparency of reports and compliance with relevant regulatory requirements, have achieved the aforementioned objectives.

 

VI.This statement shall be an integral part of the annual report and prospectus of the company and will be made public.If any fraudulent information, concealment or unlawful practices are discovered in the content of the aforementioned information, the Company shall be held liable under Article 20, Article 32, Article 171 and Article 174 of the Securities and Exchange Act.

 

VII.This statement was approved by the Board on March 16, 2016 in the presence of 10 Directors, who concurred unanimously.

 

Advanced Semiconductor Engineering, Inc.
 
Chairman:Jason C.S. Chang
General Manager:Richard H.P. Chang

 

245
 

Summary Opinion of Underwriter

 

Advanced Semiconductor Engineering, Inc. (hereinafter referred to as ASE or the Company) issues 300,000,000 shares in common stocks at a face value of NT$10 per share, amounting to NT$3,000,000,000 in total issuance value for the cash capital increase. It files an application with the Financial Supervisory Commission in accordance with regulations. Upon undertaking necessary counseling and evaluation by the Underwriter including understanding the company's operating status, interviews or meetings with the company's directors, managers and other relevant staff, collation, compilation, verification and comparison and analysis, the Underwriter has given the proposed issue and offering by the company careful evaluation.Pursuant to the Financial Supervisory Commission's "Regulations Governing the Offering and Issuance of Securities by Issuers", "Taiwan Securities Association Rules for Information to be Published in Securities Underwriter Evaluation Reports on Offering and Issuance of Securities by Securities Issuers" and "Taiwan Securities Association Rules for Information to be Published in Securities Underwriter Evaluation Reports on Offering and Issuance of Securities by Securities Issuers", the Underwriter hereby issues its Summary Opinion.

 

According to the opinion of the Underwriter, the offering and issuance of securities by Advanced Semiconductor Engineering, Inc. are consistent with the regulations in the "Regulations Governing the Offering and Issuance of Securities by Securities Issuers" and related regulations. The feasibility and necessity of the plan, the use and progress of funds, and the expected results are also considered to be reasonable.

 

KGI Securities Co., Ltd.
 
Legal Representative: Hsu Daw-yi
 
Supervisor of Underwriting Department:Lin Neng-Xian
 
Date:

 

 

246
 

Attorney's legal opinion

 

Advanced Semiconductor Engineering, Inc. accepts subscriptions and issues 30,000,000 registered shares in common stocks at a face value of NT$10 per share, amounting to NT$3,000,000,000 in total issuance value in the cash capital increase. It files an application with the Financial Supervisory Commission. The Attorney has undertaken necessary review procedures including company visits, interviews or meetings with the company's directors, managers and other relevant staff, collation, compilation, and verification of the company's meeting minutes, important contracts, and other related documents and material, as well as opinions of related experts.The Attorney's legal opinion is provided in accordance with regulations in the "Regulations Governing the Offering and Issuance of Securities by Securities Issuers."

 

According to the opinion of the Attorney, no violations of regulations have been discovered in the items in the legal item check list submitted by Advanced Semiconductor Engineering, Inc. to the Financial Supervisory Commission which would affect the offering and issuance of the securities.

 

To

 

Advanced Semiconductor Engineering, Inc.

 

Handsome Attorneys-at-Law
 
Qiu Ya-Wen
 
 
 
Date: (month) (date), 2016

 

247
 

Summary Opinion of Underwriter

 

 

 

248
 

Attorney's legal opinion

 

 

 

249
 

Advanced Semiconductor Engineering, Inc.

 

2016 14th Board of Directors Meeting Minutes (Excerpt)

 

I. Date and time: 4:00PM, December 8, 2016

 

II. Location: Conference room of the Company

 

III. Attending Directors: Jason C.S. Chang (Joseph Tung as proxy), Tien Wu (attending via video conference), Joseph Tung, Raymond Lo (Tien Wu as proxy), Tien-Szu Chen (attending via video conference), Jeffrey Chen (Tien-Szu Chen as proxy), Shen-Fu Yu, Ta-Lin Hsu, Mei-Yueh Ho, for a total of 9 in attendance. Richard H.P. Chang and Rutherford Chang are on leave and unable to attend

 

IV. In attendance:Li-Bin Guo (Auditing Chief Kun-Huang Wu is on a business trip, therefore in accordance with the relevant job authority and deputy regulations of the Company, deputy Li-Bin Guo is listed in attendance and is participating via video conference)

 

V. Presided by: Joseph Tung corded by: Mei-Hui Li

 

VI. Announcements: The Chairman of the Company Jason C.S. Chang is unable to attend and preside over this board director's meeting, and Vice Chairman Richard H.P. Chang is unable to attend for due reason, therefore Chairman Jason C.S. Chang has delegated I, Joseph Tung to act as proxy for the attendance of this board directors' meeting and to preside as chairman.

 

VII. Discussions:

 

Proposal 1:

 

Cause of action: The company plans to conduct issuance of ordinary shares for increasing domestic cash capital by means of public subscription and placement, and hereby submits the proposal for review and approval.

 

Explanation: 1. To accommodate future production capacity expansion plans, substantiate operating funds, repay bank loans or other capital needs that facilitate the long term developments of the Company, the Company has by resolution of the shareholders' meeting on June 28, 2016 authorized the Board of Directors to conduct one or more of the following financing methods individually or concurrently as deemed appropriate: cash capital increase via issuance of ordinary shares for participation in issuance of global depository receipts, domestic cash capital increase via issuance of ordinary shares, overseas discretionary convertible corporate bonds. New shares issued for domestic cash capital increases shall amount to no more than 500,000,000 ordinary shares and shall be conducted in either one of the following two manners: public subscription and placement, or book building subscription.

 

2. To repay bank loans and reduce interest expenditures, the company proposes to, in accordance with authorization granted to the Board of Directors by the shareholders' meeting on June 28, 2016, conduct domestic cash capital increase via issuance of 300,000,000 ordinary shares for public subscription and placement.

 

3. This issuance of ordinary shares for increasing domestic cash capital shall be conducted in the following manner:

 

(1)The issue price of this cash capital increase is established in accordance with the regulations of the "Taiwan Securities Association Self-Disciplinary Regulations on Underwriter Members for Subscription and Issuance of Securities by Issuing Company," and shall be no lower than 70 percent of the simple arithmetic mean of the closing ordinary share price five business days prior to registering with the FSC for a public offering and ex-rights date after factoring out ex-rights trading in connection with issuance of stock dividends and ex-dividend trading.The Company has tentatively fixed the share issue price at NT$31.50 per share at the time of registering with the FSC, actual issue price as authorized by the Chairman shall become effective with the competent authority's approval and jointly determined by the underwriter according to actual market conditions within the above stated range in compliance with laws and regulations.(2) If the funds raised are insufficient due to adjustment in the offer price of the new ordinary shares as a result of market changes and in compliance with laws and regulations, the difference will be supplemented by proprietary funds; in the event of an excess in funds raised, excess funds shall contribute toward the repayment of bank loans.

 

(2)Pursuant to the requirements under Article 267 of the Company Act, 10% of new shares issued will be set aside for subscription by the company's employees. Furthermore

 

250
 

pursuant to Article 28-1 of the Securities Exchange Act, 10% of new shares issued will be set aside for public offering through underwriter by way of open subscription. The remaining 80% will be subscribed by original shareholders with their respective shareholding ratios on the shareholders’ roster at subscription record date. For fractional part of a share subscribed by shareholders, such shareholders shall proceed to the company's registrar within 5 days of the cessation of transfer registration to process subscription through aggregation of fractional entitlement. For shares for which the original shareholders or employees have relinquished their subscription rights or fractional parts of shares, the Chairman is authorized to negotiate with specific individuals to subscribe such shares or fractional parts at the issue price.

 

(3)The issuance of new shares for cash capital increase shall be conducted in book-entry form, are entitled to the same rights and obligations as those of the ordinary shares originally issued, and shall be listed with the Taiwan Stock Exchange.

 

4. The sources of capital, project items, expected fund utilization and anticipated benefits of this program are as specified in Appendix 1.

 

5. Due to potential rapid fund raising changes in the capital market, in order to obtain full control of the formulation of issuance conditions and achieve timeliness in actual issuance operations, in the event the competent authority conducts modifications or modifications and adjustments are necessary due to subjective and objective concerns, it is hereby proposed that the Chairman of the Company or his delegate be granted full authority to modify or adjust all matters with regard to the preceding cash capital increase financing program, including issue amount, number of issued shares, issuance conditions, project items, issuance schedule, anticipated potential benefits, and other relevant matters.

 

6. Matters not addressed in the preceding paragraphs shall be subject to the discretion of the Chairman in accordance with the law.

 

7. The proposal has been approved by resolution of the Auditing Committee, and is hereby submitted for review and approval.

 

Resolution: The proposal is approved unanimously by attending Directors following proposition by the presiding Chairman.

 

VIII. Extempore motion: None.

 

IX. Meeting dismissed

 

 

Presided by: Joseph Tung

 

Recorded by: Mei-Hui Li

 

 

251
 

 

 

 

 

 

Appendix 1

 

Advanced Semiconductor Engineering, Inc.

 

Calculation of Underwriting Price of Cash Subscription Shares

 

 

 

 

 

 

 

Advanced Semiconductor Engineering, Inc.

 

Calculation of Underwriting Price of Cash Subscription Shares

 

IDescription

 

(I)Th paid-up capital of Advanced Semiconductor Engineering, Inc. ("ASE") at present is NT$79,499,748,460 with 7,949,974,846 ordinary shares issued, each with a face value of NT$10.The current issuance of new shares for cash to increase the company's capital has been approved by resolution of the Board of Directors' meeting held on December 8, 2016, under which 300,000,000 new ordinary shares each with a face value of NT$10 will be issued. After the share capital increase the company's paid-up capital will be NT$82,499,748,460.

 

(II)Pursuant to the requirements under Article 267 of the Company Act, 10% of the new shares issued, i.e. 30,000,000 shares will be set aside for subscription by the company's employees. Furthermore pursuant to Article 28-1 of the Securities Exchange Act, 10% of new shares issued, i.e. 30,000,000 shares will be set aside for public offering through underwriter by way of open subscription. The remaining 80%, i.e. 240,000,000 shares will be subscribed by original shareholders with their respective shareholding ratios on the shareholders’ roster at subscription record date. For fractional part of a share subscribed by shareholders, such shareholders shall proceed to the company's registrar within 5 days of the cessation of transfer registration to process subscription through aggregation of fractional entitlement. For shares for which the original shareholders or employees have relinquished their subscription rights or fractional parts of shares, the Board of Directors authorizes the Chairman to negotiate with specific individuals to subscribe such shares or fractional parts at the issue price.

 

(III)The new shares issued by this cash capital increase shall have the same rights and obligations as those of the ordinary shares originally issued.

 

(IV)For this share issue the shares to be subscribed by original shareholders, employees and underwriter and those offered for public subscription shall have the same subscription price.

 

IIThe company's financial status during the past 3 years

 

(I)Net earnings per share and share dividend per share during the most recent period and the last 3 years are as set out in the Table below:

 

1
 
Unit:NT$/share

 

 

Net earnings per share (Note 1) Dividend distribution
Cash dividend Stock dividend Total
Earnings Capital reserve
2013 2.09 1.30 1.30
2014 3.07 2.00 2.00
2015 2.55 (Note 2) 1.60 1.60
2016Q3 1.79

Source: The company's audited financial reports during the respective periods

Note 1:     Earnings per share are calculated based on weighted average shares in circulation during the current year

Note 2:     As of September 30, 2016, said company completed all identification of invested capital and the difference in net fair value between identifiable assets and liabilities of Silicon Precision Industries Co., Ltd. to which the company is entitled. Retroactive adjustments were made to the 2015 financial report, and earnings per share was retroactively adjusted to NT$2.51

 

(II)Shareholder's Equity per share as at September 30, 2016 calculated based on shares in circulation.

 

Description Amount
Shareholder's Equity attributable to the parent company NT$150,158,984,000
Total shares issued as at September 30, 2016 (note) 7,816,690,000
Net book value per share as at September 30, 2016 19.21 (NT$/share)

Source: The company's audited financial reports for 2016Q3 

Note: Includes advance receipts for capital stock after deducting treasury shares

 

2
 
(III)Audited financial reports for the last 3 years

 

1. Summary Balance Sheet

 

Unit:NT$ 1,000

 

Financial information for the most recent 5 fiscal years (note) Financial Information as at September 30, 2016
2013 2014 2015
Current assets 132,176,482 159,955,190 156,732,840 143,369,196
Financial assets for sale - Non-current 1,140,329 941,105 924,362 1,103,939
Investment accounted for using equity method 1,216,201 1,492,441 37,141,552 49,515,448
Property, plant and equipment 131,497,331 151,587,115 149,997,075 145,208,855
Intangible assets 11,953,644 11,913,286 11,888,612 12,217,117
Other assets 8,829,919 8,095,630 8,321,759 9,213,165
Total assets 286,813,906 333,984,767 365,006,200 360,627,720
Current liabilities Pre-distribution 100,835,276 111,199,467 120,502,072 118,397,190
Post-distribution 110,991,281 126,789,292 132,978,851 N/A
Non-current liabilities 58,813,671 64,347,296 76,365,603 81,013,087
Total liabilities Pre-distribution 159,648,947 175,546,763 196,867,675 199,410,277
Post-distribution 169,804,952 191,136,588 209,344,454 N/A
Shareholder's Equity attributable to the parent company 123,020,621 150,218,907 156,634,647 150,158,984
Share capital 78,180,258 78,715,179 79,185,660 79,509,050
Capital reserve 7,908,870 16,013,058 23,757,099 22,461,952
Retained earnings Pre-distribution 38,993,154 52,381,238 55,902,712 57,135,885
Post-distribution 28,837,149 36,791,413 43,425,933 N/A
Other interests (102,554) 5,068,539 5,081,689 (1,655,390)
Treasury stock (1,959,107) (1,959,107) (7,292,513) (7,292,513)
Non-controlling interests 4,144,338 8,219,097 11,503,878 11,058,459
Total equity Pre-distribution 127,164,959 158,438,004 168,138,525 161,217,443
Post-distribution 117,008,954 142,848,179 155,661,746 N/A

Source:The company's audited financial reports during the respective periods

 

3
 

2. Summary Consolidated Profit & Loss Statement

 

Unit:Except for earnings per share which are expressed in NT$, all other figures are NT$1,000.

 

Financial information for the last 5 fiscal years Financial Information as at September 30, 2016
2013 2014 2015
Operating revenue 219,862,446 256,591,447 283,302,536 197,755,474
Gross profit 42,813,744 53,588,529 50,135,228 37,817,099
Net operating profit 22,044,323 29,645,869 24,884,622 18,575,572
Non-operating revenue and gains (Note 2) (2,687,631) (1,097,658) 403,631 (203,571)
Net income (loss) before tax (Note 2) 19,356,692 28,548,211 25,288,253 18,372,001
Net profit during current period for units operating as going concern (Note 2) 16,155,040 24,281,585 20,449,007 14,555,214
Loss for units which have ceased operations - - - -
Current period net profit (Note 2) 16,155,040 24,281,585 20,449,007 14,555,214

Other consolidated profit & loss

 

(Net income after tax)

 

3,238,026 5,503,510 (147,547) (7,331,544)
Total consolidated profit & loss (Note 2) 19,393,066 29,785,095 20,301,460 7,223,670
Net profit attributable to shareholders of the parent company (Note 2) 15,689,074 23,636,522 19,478,873 13,715,836
Net profit attributable to non-controlling interest 465,966 645,063 970,134 839,378
Consolidated profit & loss attributable toowners of the parent company (Note 2) 18,798,923 28,802,296 19,405,806 6,978,757
4
 
Consolidated profit & loss attributable tonon-controlling interest 594,143 982,799 895,654 244,913
Earnings per share (retroactive adjustment) (Note 2) 2.09 3.07 2.55 1.79

Source:The company's audited financial reports during the respective periods

Note:As at September 30, 2016 said company has completed identification of the difference between its investment cost and the fair value of identifiable assets and liabilities of Siliconware Precision Industries Co. Ltd. attributable to the company, with appropriate retroactive adjustments to the company's 2015 financial statements. After the aforesaid adjustments non-operating income and expenses were NT$122,274,000; net profit before tax was NT$25,006,896,000; net profit during current period for units operating as going concern during current period was NT$20,167,650,000; net profit during current period was NT$20,167,650,000; total consolidated profit & loss during current period was NT$20,020,103,000; net profit attributable to shareholders of the parent company was NT$19,197,516,000; consolidated profit & loss attributable to owners of the parent company was NT$19,124,449,000 and earnings per share were retroactively adjusted to NT$2.51.

 

5
 

 

IIICalculation of Underwriting Price and Explanation

 

(I)Reference factors for calculation of underwriting prices

 

1.The company's capital increase through share issuance proposal has been approved by way of resolution of its Board of Directors meeting held on December 8, 2016. The resolution also stipulates that the issue price of the new shares shall be in accordance with market changes and can be adjusted in accordance with Article 6 Paragraph 1 of the "Taiwan Securities Association Self-Disciplinary Regulations on Underwriter Members for Subscription and Issuance of Securities by Issuing Company". Furthermore the Chairman is authorized to make necessary adjustments to the relevant conditions based on objective conditions at the time of share issuance.

 

2.For the current issue the company plans to issue 300,000,000 new ordinary shares with a face value of NT$10 each. The issue price has been tentatively fixed at NT$34.30, and the total capital raised is fixed at NT$10,290,000,000.Pursuant to the requirements under Article 267 of the Company Act, 10% of the new shares issued, i.e. 30,000,000 shares will be set aside for subscription by the company's employees. Furthermore pursuant to Article 28-1 of the Securities Exchange Act, 10% of new shares issued, i.e. 30,000,000 shares will be set aside for public offering through underwriter by way of open subscription.The remaining 80%, i.e. 240,000,000 shares will be subscribed by original shareholders with their respective shareholding ratios on the shareholders’ roster at subscription record date. For fractional part of a share subscribed by shareholders, such shareholders shall proceed to said company's registrar within 5 days of the cessation of transfer registration to process subscription through aggregation of fractional entitlement.For shares for which the original shareholders or employees have relinquished their subscription rights or fractional parts of shares, the Board of Directors authorizes the Chairman to negotiate with specific individuals to subscribe such shares or fractional parts at the issue price.

 

3.The new shares issued by this cash capital increase shall have the same rights and obligations as those of the ordinary shares originally issued.

 

(II)Explanation on price calculation

 

1.Based on the benchmark date of February 2, 2017 the average closing prices for the company's shares on the preceding trading day, preceding 3 trading days and preceding 5 trading days are NT$34.30, NT$33.78 and NT$34.00. The average closing price of NT$34.30 for the preceding 1 trading day shall be the reference price for the purpose of calculation.

 

2.With respect to the issuance of new shares for additional share capital, the underwriter KGI Securities Co., Ltd. has considered the market's overall situation, the company's

 

6
 
share price trend, ASE's operating performance and future prospects. KGI has, following joint consultation with ASE, fixed the share issue price at NT$34.30 per share. As such the underwriting price is in conformity with Article 6 of the "Taiwan Securities Association Self-Disciplinary Regulations on Underwriter Members for Subscription and Issuance of Securities by Issuing Company".

 

7
 

 

 

 

Issuing company: Advanced Semiconductor Engineering, Inc.

 

 

  

Legal Representative: Chian-Sheng Chang

 

 

 

 

(This seal endorsement page is solely for Calculation of Underwriting Price of Cash Subscription Shares for 2017 Capital Increase Share Issuance by Advanced Semiconductor Engineering, Inc.)

 

Date:

 

8
 

 

 

 

Main Underwriter: KGI Securities Co., Ltd.

 

 

 

 

Legal Representative: Hsu Daw-yi

 

 

 

(This seal endorsement page is solely for Calculation of Underwriting Price of Cash Subscription Shares for 2017 Capital Increase Share Issuance by Advanced Semiconductor Engineering, Inc.)

 

Date:

 

9

 

 

 

 

 

Appendix 2

 

Advanced Semiconductor Engineering, Inc.

2014 Consolidated Financial statements and Auditor Report

 

 

 

 

 

 

 

 

 

 

 

Advanced Semiconductor Engineering, Inc. and Subsidiaries 

 

Consolidated Financial Statements for the  

Years Ended December 31, 2014 and 2013 and 

Independent Auditors’ Report

 

 

 

 

 

 

 

 

 

 

 

 

 

REPRESENTATION LETTER

 

The entities that are required to be included in the combined financial statements of Advanced Semiconductor Engineering, Inc. as of and for the year ended December 31, 2014, under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with the International Accounting Standards No. 27, “Consolidated and Separate Financial Statements.” In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, Advanced Semiconductor Engineering, Inc. and Subsidiaries do not prepare a separate set of combined financial statements.

 

 

 

 

Very truly yours,

 

 

 

Advanced Semiconductor Engineering, Inc.

 

By

 

 

 

________________________ 

JASON C.S. CHANG

Chairman

February 26, 2015

 

 

 

INDEPENDENT AUDITORS’ REPORT

 

The Board of Directors and Shareholders

Advanced Semiconductor Engineering, Inc.

 

 

We have audited the accompanying consolidated balance sheets of Advanced Semiconductor Engineering, Inc. and its subsidiaries (collectively, the “Group”) as of December 31, 2014 and 2013, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2014 and 2013. These consolidated financial statements are the responsibility of the Group’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

 

We conducted our audits in accordance with the Rules Governing the Audit of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Those rules and standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2014 and 2013, and the consolidated results of operations and the consolidated cash flows for the years ended December 31, 2014 and 2013, in conformity with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed by the Financial Supervisory Commission of the Republic of China.

 

We have also audited the parent company only financial statements of Advanced Semiconductor Engineering, Inc. as of and for the years ended December 31, 2014 and 2013 on which we have issued an unqualified opinion.

 

February 26, 2015

 

Notice to Readers

 

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

 

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

 

-3-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

 

   December 31, 2014  December 31, 2013
ASSETS  NT$  %  NT$  %
             
CURRENT ASSETS                    
Cash and cash equivalents (Notes 4 and 6)  $51,694,410    16   $45,026,371    16 
Financial assets at fair value through profit
or loss - current  (Notes 4, 5 and 7)
   4,988,843    2    2,764,269    1 
Available-for-sale financial assets -
current (Notes 4 and 8)
   1,533,265    -    2,376,970    1 
Trade receivables, net
(Notes 4 and 10)
   52,920,810    16    43,235,573    15 
Other receivables (Note 4)   537,122    -    422,345    - 
Current tax assets (Note 4 and 24)   65,312    -    150,596    - 
Inventories (Notes 4, 5 and 11)   20,163,093    6    16,281,236    6 
Inventories related to real estate business                    
(Notes 4, 5, 12, 23 and 34)   23,986,478    7    18,589,255    6 
Other financial assets - current (Notes 4
and 34)
   638,592    -    278,375    - 
Other current assets   3,427,265    1    3,051,492    1 
                     
Total current assets   159,955,190    48    132,176,482    46 
                     
NON-CURRENT ASSETS                    
Available-for-sale financial assets –                    
non-current (Notes 4 and 8)   941,105    -    1,140,329    - 
Investments accounted for using the                    
equity method (Notes 4 and 13)   1,492,441    1    1,216,201    1 
Property, plant and equipment                    
(Notes 4, 5, 14, 23, 34 and 35)   151,587,115    45    131,497,331    46 
Goodwill (Notes 4, 5 and 15)   10,445,415    3    10,347,820    4 
Other intangible assets (Notes 4, 5, 16
and 23)
   1,467,871    1    1,605,824    1 
Deferred tax assets (Notes 4 , 5 and 24)   4,493,664    1    3,765,482    1 
Other financial assets - non-current
(Notes 4 and 34)
   367,345    -    354,993    - 
Long-term prepayments for lease
(Note 17)
   2,585,964    1    4,072,281    1 
Other non-current assets   635,350    -    637,163    - 
                     
Total non-current assets   174,016,270    52    154,637,424    54 
                     
TOTAL  $333,971,460    100   $286,813,906    100 

   

(Continued)

 

-4-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

 

   December 31, 2014  December 31, 2013
LIABILITIES AND EQUITY  NT$  %  NT$  %
             
CURRENT LIABILITIES                    
Short-term borrowings (Note 18)  $41,176,033    12   $44,618,195    16 
Financial liabilities at fair value through                    
profit or loss - current (Notes 4, 5 and 7)   2,651,352    1    1,853,304    1 
Derivative financial liabilities for hedging                    
- current (Notes 4, 5 and 9)   -    -    3,310    - 
Trade payables   35,411,281    11    28,988,976    10 
Other payables (Note 20)   22,364,516    7    14,758,553    5 
Current tax liabilities (Note 4 and 24)   4,150,036    1    3,000,869    1 
Advance real estate receipts (Note 4)   480,325    -    19,248    - 
Current portion of bonds payable                    
(Notes 4 and 19)   -    -    731,438    - 
Current portion of long-term borrowings                    
(Notes 18 and 34)   2,831,007    1    5,276,206    2 
Other current liabilities   2,134,917    1    1,585,177    - 
                     
Total current liabilities   111,199,467    34    100,835,276    35 
                     
NON-CURRENT LIABILITIES                    
Bonds payable (Notes 4 and 19)   31,270,131    10    20,582,567    7 
Long-term borrowings (Notes 18 and 34)   24,104,424    7    29,580,659    11 
Deferred tax liabilities (Notes 4, 5 and 24)   3,932,819    1    2,663,767    1 
Long-term payables (Note 20)   -    -    894,150    - 
Accrued pension cost (Notes 4, 5 and 21)   4,371,136    1    4,441,357    2 
Other non-current liabilities   657,392    -    651,171    - 
                     
Total non-current liabilities   64,335,902    19    58,813,671    21 
                     
Total liabilities   175,535,369    53    159,648,947    56 
                     
EQUITY ATTRIBUTABLE TO OWNERS OF                    
THE COMPANY (Notes 4 and 22)                    
Share capital                    
Ordinary shares   78,525,378    24    77,560,040    27 
Shares subscribed in advance   189,801    -    620,218    - 
Total share capital   78,715,179    24    78,180,258    27 
Capital surplus   15,995,671    5    7,908,870    3 
Retained earnings                    
Legal reserve   10,289,878    3    8,720,971    3 
Special reserve   3,353,938    1    3,663,930    2 
Unappropriated earnings   38,753,462    12    26,608,253    9 
Total retained earnings   52,397,278    16    38,993,154    14 
Other Equity   5,067,931    1    (102,554)   - 
Treasury shares   (1,959,107)   (1)   (1,959,107)   (1)
Equity attributable to owners of                    
the Company   150,216,952    45    123,020,621    43 
                     
NON-CONTROLLING INTERESTS                    
(Notes 4 and 22)   8,219,139    2    4,144,338    1 
                     
Total equity   158,436,091    47    127,164,959    44 
                     
TOTAL  $333,971,460    100   $286,813,906    100 

 

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

(Concluded)

 

-5-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars Except Earnings Per Share)

 

   For the Years Ended December 31
   2014   2013
   NT$  %  NT$  %
OPERATING REVENUES (Note 4)  $256,591,447    100   $219,862,446    100 
                     
OPERATING COSTS (Notes 11, 21 and 23)   203,051,691    79    177,048,702    81 
                     
GROSS PROFIT   53,539,756    21    42,813,744    19 
                     
OPERATING EXPENSES (Notes 21 and 23)                    
Selling and marketing expenses   3,439,258    2    2,983,874    1 
General and administrative expenses   10,233,878    4    8,716,529    4 
Research and development expenses   10,295,363    4    9,069,018    4 
                     
Total operating expenses   23,968,499    10    20,769,421    9 
                     
PROFIT FROM OPERATIONS   29,571,257    11    22,044,323    10 
                     
NON-OPERATING INCOME AND                    
EXPENSES                    
Other income (Note 23)   588,875    -    557,014    - 
Other gains (losses), net (Note 23)   776,290    1    (963,490)   - 
Finance costs (Note 23)   (2,354,097)   (1)   (2,307,455)   (1)
Share of the profit (loss) of associates                    
and joint ventures (Note 4)   (108,726)   -    26,300    - 
                     
Total non-operating income and                    
expenses   (1,097,658)   -    (2,687,631)   (1)
                     
PROFIT BEFORE INCOME TAX EXPENSE   28,473,599    11    19,356,692    9 
                     
INCOME TAX EXPENSE (Notes 4, 5                    
and 24)   4,251,513    1    3,201,652    2 
                     
NET PROFIT FOR THE YEAR   24,222,086    10    16,155,040    7 

 

 

(Continued)

 

-6-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars Except Earnings Per Share)

 

   For the Years Ended December 31
   2014  2013
   NT$  %  NT$  %
OTHER COMPREHENSIVE INCOME                    
(LOSS)                    
Exchange differences on translating                    
foreign operations  $5,404,358    2   $2,817,268    2 
Unrealized gain (loss) on available-for-sale                    
financial assets   (133,714)   -    14,839    - 
Cash flow hedges   3,279    -    1,245    - 
Remeasurement of defined benefit                    
obligation   (45,884)   -    418,843    - 
Share of other comprehensive income                    
of associates and joint ventures   234,125    -    55,183    - 
Income tax relating to items that will not                    
be reclassified subsequently   13,039    -    (69,352)   - 
Other comprehensive income for                    
the year, net of income tax   5,475,203    2    3,238,026    2 
                     
TOTAL COMPREHENSIVE INCOME                    
FOR THE YEAR  $29,697,289    12   $19,393,066    9 
                     
NET PROFIT ATTRIBUTABLE TO:                    
Owners of the Company  $23,592,667    10   $15,689,074    7 
Non-controlling interests   629,419    -    465,966    - 
   $24,222,086    10   $16,155,040    7 
TOTAL COMPREHENSIVE INCOME                    
ATTRIBUTABLE TO:                    
Owners of the Company  $28,730,614    11   $18,798,923    9 
Non-controlling interests   966,675    1    594,143    - 
   $29,697,289    12   $19,393,066    9 
EARNINGS PER SHARE (Note 25)                    
Basic  $3.07        $2.09      
Diluted  $2.95        $2.03      

 

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

(Concluded)

 

-7-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars)

 

 

  Equity Attributable to Owners of the Company    
                Other Equity        
  Share Capital   Retained Earnings                
  Shares
(In Thousands)
Amounts Capital Surplus Legal Reserve Special Reserve Unappropriated Earnings Total Exchange
Differences on Translating
Foreign
Operations
Unrealized Gain
on Available
for-sale
Financial Assets
Cash Flow
Hedges
Total Treasury Shares Total Non-controlling Interests Total Equity
BALANCE AT JANUARY 1, 2013  7,602,292  $76,047,667  $5,262,129   7,411,835   —    $23,526,565  $30,938,400   (3,210,248) $355,254  $(3,755) $(2,858,749) $(1,959,107) $107,430,340  $3,521,419  $110,951,759 
Special reserve under Rule No. 1010012865 issued by the Financial Supervisory Commission (Note 22)  —     —     —     —     3,353,938   (3,353,938)  —     —     —     —     —     —     —     —     —   
Profit for the year ended December 31, 2013  —     —     —     —     —     15,689,074   15,689,074   —     —     —     —     —     15,689,074   465,966   16,155,040 
Other comprehensive income for the year ended
December 31, 2013, net of income tax
 —     —     —     —     —     353,654   353,654   2,684,727   70,992   476   2,756,195       3,109,849   128,177   3,238,026 
Total comprehensive income for the year ended
December 31, 2013
 —     —     —     —     —     16,042,728   16,042,728   2,684,727   70,992   476   2,756,195       18,798,923   594,143   19,393,066 
Issue of ordinary shares for cash (Note 22)  130,000   1,300,000   2,093,000   —     —     —     —     —     —     —             3,393,000   —     3,393,000 
Appropriation of 2012 earnings                                                            
Legal reserve  —     —     —     1,309,136   —     (1,309,136)  —     —     —     —             —     —     —   
Special reserve  —     —     —     —     309,992   (309,992)  —     —     —     —             —     —     —   
Cash dividends distributed by the Company  —     —     —         —     (7,987,974)  (7,987,974)  —     —     —             (7,987,974)  —     (7,987,974)
       —     —     1,309,136   309,992   (9,607,102)  (7,987,974)  —     —     —             (7,987,974)  —     (7,987,974)
Issue of dividends received by subsidiaries from the Company  —     —     153,097   —     —     —     —     —     —     —             153,097   —     153,097 
Partial disposal of interest in subsidiaries and
additional  acquisition  of partially-owned
subsidiaries (Notes 22 and 28)
 —     —     (330)  —     —     —     —     —     —     —             (330)  27,826   27,496 
Changes in capital surplus from investments in
associates accounted for using the equity method
 —     —     1,457   —     —     —     —     —     —     —             1,457   —     1,457 
Issue of ordinary shares under employee share options  55,535   832,591   399,517   —     —     —     —     —     —     —             1,232,108       1,232,108 
Cash dividends distributed by subsidiaries  —     —     —     —     —     —     —     —     —     —             —     (99,597)  (99,597)
Additional non-controlling  interest arising on issue of employee share options by subsidiaries  —     —     —     —     —     —     —     —     —     —             —     100,547   100,547 
BALANCE AT DECEMBER 31, 2013  7,787,827   78,180,258   7,908,870   8,720,971   3,663,930   26,608,253   38,993,154   (525,521)  426,246   (3,279)  (102,554)  (1,959,107)  123,020,621   4,144,338   127,164,959 
Profit for the year ended December 31,2014  —     —     —     —     —     23,592,667   23,592,667   —     —     —     —     —     23,592,667   629,419   24,222,086 
Other comprehensive income (loss) for the year ended December 31, 2014, net of income tax  —     —     —     —     —     (32,538)  (32,538)  5,066,674   100,532   3,279   5,170,485   —     5,137,947   337,256   5,475,203 
Total comprehensive income for the year ended December 31, 2014  —     —     —     —     —     23,560,129   23,560,129   5,066,674   100,532   3,279   5,170,485   —     28,730,614   966,675   29,697,289 
Appropriation of 2013 earnings                                                            
Legal reserve  —     —     —     1,568,907   —     (1,568,907)  —     —     —     —     —     —     —     —     —   
Special reserve  —     —     —     —     (309,992)  309,992   —     —     —     —     —     —     —     —     —   
Cash dividends distributed by the Company  —     —     —     —     —     (10,156,005)  (10,156,005)  —     —     —     —     —     —     —     (10,156,005)
   —     —     —     1,568,907   (309,992)  (11,414,920)  (10,156,005)  —     —     —     —     —     (10,156,005)  —     (10,156,005)
Issue of dividends received by subsidiaries from the Company  —     —     188,790   —     —     —     —     —     —     —     —     —     188,790   —     188,790 
Partial disposal of interest in subsidiaries and
additional  acquisition  of partially-owned
subsidiaries (Notes 22 and 28)
 —     —     6,871,062   —     —     —     —     —     —     —     —     —     6,871,062   3,073,516   9,944,578 
Change in capital surplus from investments in
associates accounted for using the equity method
 —     —     26,884   —     —     —     —     —     —     —     —     —     26,884   —     26,884 

 

                                                                                                                                                                        (Continued)

 

-8-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars)

 

   Equity Attributable to Owners of the Company          
                        Other Equity                
                        Exchange                         
                        Differences on  Unrealized Gain                      
   Share Capital     Retained Earnings  Translating  on Available-                      
   Shares              Unappropriated     Foreign  for-sale  Cash Flow           Non-controlling    
   (In Thousands)  Amounts  Capital Surplus  Legal Reserve  Special Reserve  Earnings  Total  Operations  Financial Assets  Hedges  Total  Treasury Shares  Total  Interests  Total Equity
                                                  
Issue of ordinary shares under employee share options   73,898   $534,921   $1,000,065   $—     $—     $—     $—     $—     $—     $—     $—     $—     $1,534,986    $        $1,534,986
                                                                                
Cash dividends distributed by subsidiaries   —      —      —      —      —      —      —      —      —      —      —      —      —           (85,766)  (85,766
                                                                                
Additional non-controlling interest arising on issue of                                                                               
    employee share options by subsidiaries   —      —      —      —      —      —      —      —      —      —      —      —      —           120,376   120,376
                                                                                
BALANCE AT DECEMBER 31, 2014   7,861,725   $78,715,179   $15,995,671   $10,289,878   $3,353,938   $38,753,462   $52,397,278   $4,541,153   $526,778   $—     $5,067,931   $(1,959,107)  $150,216,952        $8,219,139   $158,436,091

 

 

 

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

(Concluded)
 

-9-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
CASH FLOWS FROM OPERATING ACTIVITIES          
Profit before income tax  $28,473,599   $19,356,692 
Adjustments for:          
Depreciation expense   25,805,042    24,696,607 
Amortization expense   545,734    774,304 
Net gain on fair value change of financial assets          
and liabilities at fair value through profit or loss   (1,838,840)   (795,359)
Interest expense   2,324,426    2,257,144 
Interest income   (243,474)   (212,801)
Dividend income   (101,252)   (131,449)
Compensation cost of employee share options   110,157    260,801 
Share of the loss (profit) of associates and joint          
ventures   108,726    (26,300)
Impairment loss recognized on financial assets   28,421    196,325 
Impairment loss recognized on non-financial assets   899,480    949,015 
Others   1,717,372    1,345,390 
Changes in operating assets and liabilities          
Financial assets held for trading   823,313    1,122,280 
Trade receivables   (9,703,070)   (5,767,254)
Other receivables   (8,625)   (6,540)
Inventories   (8,208,824)   (3,241,115)
Other current assets   102,353    (108,425)
Financial liabilities held for trading   (835,779)   (1,011,975)
Trade payables   6,422,305    4,722,462 
Other payables   3,045,452    1,068,223 
Other current liabilities   703,764    2,796 
Other operating activities items   (111,843)   (174,306)
    50,058,437    45,276,515 
Interest received   233,457    182,164 
Dividend received   101,252    176,058 
Interest paid   (2,065,244)   (2,200,143)
Income tax paid   (2,463,153)   (2,138,639)
           
Net cash generated from operating activities   45,864,749    41,295,955 
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Purchase of financial assets designated as at fair          
value through profit or loss   (108,958,658)   (53,135,894)
Proceeds on sale of financial assets designated as at          
fair value through profit or loss   109,825,159    55,032,536 
Purchase of available-for-sale financial assets   (3,565,428)   (3,474,152)
Proceeds on sale of available-for-sale financial assets   4,388,130    1,093,408 

 

(Continued)

 

-10-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
Cash received from return of capital by      
available-for-sale financial assets  $20,411   $27,368 
Purchase of held-to-maturity financial assets   -    (88,169)
Proceeds on sale of held-to-maturity financial assets   -    73,716 
Acquisition of associates and joint ventures   (100,000)   - 
Net cash outflow on acquisition of subsidiaries   -    (250,387)
Payments for property, plant and equipment   (39,598,964)   (29,142,719)
Proceeds from disposal of property, plant and          
equipment   421,207    351,546 
Payments for intangible assets   (396,466)   (313,110)
Decrease (increase) in other financial assets   (372,569)   4,513 
Increase in other non-current assets   (480,711)   (104,499)
           
Net cash used in investing activities   (38,817,889)   (29,925,843)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Net proceeding from (repayment of) short-term          
borrowings   (3,442,162)   7,051,874 
Proceeds from issue of bonds   8,888,562    11,900,051 
Repayment of bonds payable   (729,790)   - 
Proceeds from long-term borrowings   32,030,868    28,715,694 
Repayment of long-term borrowings   (40,978,403)   (31,382,333)
Dividends paid   (9,967,215)   (7,834,877)
Proceeds from issue of ordinary shares   -    3,393,000 
Proceeds from exercise of employee share options   1,498,343    1,071,854 
Decrease (Increase) in non-controlling interests   9,905,673    (72,101)
Other financing activities items   (2,879)   (48,291)
           
Net cash generated from (used in) financing           
activities   (2,797,003)   12,794,871 
           
EFFECTS OF EXCHANGE RATE CHANGES ON          
THE BALANCE OF CASH AND CASH          
EQUIVALENTS   2,418,182    867,872 
NET INCREASE IN CASH AND CASH          
EQUIVALENTS   6,668,039    25,032,855 
CASH AND CASH EQUIVALENTS AT THE          
BEGINNING OF THE YEAR   45,026,371    19,993,516 
CASH AND CASH EQUIVALENTS AT THE END          
OF THE YEAR  $51,694,410   $45,026,371 

 

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

(Concluded)

 

-11-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 

(Amounts in Thousands, Unless Stated Otherwise)

 

1.GENERAL INFORMATION

 

Advanced Semiconductor Engineering, Inc. (the “Company”), a corporation incorporated in Nantze Export Processing Zone under the laws of Republic of China (the “ROC”). In August 2004, the Company merged its subsidiaries, ASE (Chung Li) Inc. and ASE Material Inc., and established Chung-Li Branch. In August 2006, the Company spun-off and assigned its substrate production business to ASE Electronics Inc. In January 2011, the Company established Nan-Tou Branch. In May 2012, the Company merged its subsidiary, PowerASE Technology, Inc. In August 2013, the Company merged its subsidiary, Yang Ting Tech Co., Ltd. The Company and its subsidiaries (collectively referred to as the “Group”) offer a comprehensive range of semiconductors packaging, testing, and electronic manufacturing services (“EMS”).

 

Since July 1989, the Company’s ordinary shares have been listed on the Taiwan Stock Exchange (the “TSE”) under the symbol “2311”. Since September 2000, the Company’s ordinary shares of the Company have been traded on the New York Stock Exchange (the “NYSE”) under the symbol “ASX” in the form of American Depositary Shares (“ADS”). The ordinary shares of its subsidiary, Universal Scientific Industrial (Shanghai) Co., Ltd. (the “USISH”), have been listed on the Shanghai Stock Exchange (the “SSE”) under the symbol “601231” since February 2012.

 

The consolidated financial statements are presented in the Company’s functional currency, New Taiwan dollar (NT$).

 

2.APPROVAL OF FINANCIAL STATEMENTS

 

The consolidated financial statements were approved for issue by board of directors on February 26, 2015.

 

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

 

a.The amendment to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 version of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) endorsed by the Financial Supervisory Commission of the ROC (“FSC”) not yet effective

 

Rule No. 1030029342 and Rule No. 1030010325 issued by the FSC on April 3, 2014, stipulated that the Group should apply the 2013 version of IFRS, IAS, IFRIC and SIC (collectively, the “IFRSs”) endorsed by the FSC and the related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers starting January 1, 2015.

 

New, Amended and Revised Standards and Interpretations  

(the “New IFRSs”) 

 

Effective Date 

Announced by International Accounting Standard Board (“IASB”) (Note) 

     
Improvements to IFRSs (2009) - amendment to IAS 39   January 1, 2009 or January 1, 2010
Amendment to IAS 39 “Embedded Derivatives”   Effective in fiscal year ended on or after June 30, 2009

 

(Continued)

 

-12-

 

New, Amended and Revised Standards and Interpretations  

(the “New IFRSs”) 

 

Effective Date 

Announced by International Accounting Standard Board (“IASB”) (Note) 

     
Improvements to IFRSs (2010)   July 1, 2010 or January 1,2011
Annual Improvements to IFRSs 2009 - 2011 Cycle   January 1, 2013
Amendments to IFRS 1 “Limited Exemption from Comparative IFRS 7 Disclosures for First- time Adopters”   July 1, 2010
Amendment to IFRS 1 “Severe Hyperinflation and Removal of Fixed Dates for First-time Adopters”   July 1, 2011
Amendment to IFRS 1 “Government Loans”   January 1, 2013
Amendment to IFRS 7 “Disclosures - Offsetting Financial Assets and Financial Liabilities”   January 1, 2013
Amendment to IFRS 7 “Disclosures - Transfers of Financial Assets”   July 1, 2011
IFRS 10 “Consolidated Financial Statements”   January 1, 2013
IFRS 11 “Joint Arrangements”   January 1, 2013
IFRS 12 “Disclosure of Interests in Other Entities”   January 1, 2013
Amendments to IFRS 10, IFRS 11 and IFRS 12 “Consolidated financial Statements, Joint Arrangements, and Disclosure of Interests in Other Entities:  Transition Guidance”   January 1, 2013
Amendments to IFRS 10, IFRS 12 and IAS 27 “Investment Entities”   January 1, 2014
IFRS 13 “Fair Value Measurement”   January 1, 2013
Amendment to IAS 1 “Presentation of Items of Other Comprehensive Income”   July 1, 2012
Amendment to IAS 12 “Deferred Tax:  Recovery of Underlying Assets”   January 1, 2012
IAS 19 (Revised 2011) “Employee Benefits”   January 1, 2013
IAS 27 (Revised 2011) “Separate Financial Statements”   January 1, 2013
IAS 28 (Revised 2011) “Investments in Associates and Joint Ventures”   January 1, 2013
Amendment to IAS 32 “Offsetting of Financial Assets and Financial Liabilities”   January 1, 2014
IFRIC 20 “Stripping Costs in the Production Phase of a Surface Mine”   January 1, 2013

 

(Concluded)

 

Note :Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after the respective effective dates.

 

Except for the following, whenever applied, the initial application of the above 2013 IFRSs version and the related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers would not have any material impact on the Group’s accounting policies:

 

1)IFRS 12 “Disclosure of Interests in Other Entities”

 

IFRS 12 is a new disclosure standard and is applicable to entities that have interests in subsidiaries, joint arrangements, associates and/or unconsolidated structured entities. In general, the disclosure requirements in IFRS 12 are more extensive than in the current standards.

 

2)IFRS 13 “Fair Value Measurement”

 

IFRS 13 establishes a single source of guidance for fair value measurements. It defines fair value,

 

-13-

 

establishes a framework for measuring fair value, and requires disclosures about fair value measurements. The disclosure requirements in IFRS 13 are more extensive than those required in the current standards, for example, quantitative and qualitative disclosures based on the three-level fair value hierarchy currently required for financial instruments only will be extended by IFRS 13 to cover all assets and liabilities within its scope.

 

The fair value measurements under IFRS 13 will be applied prospectively from January 1, 2015.

 

3)Amendment to IAS 1 “Presentation of Items of Other Comprehensive Income”

 

The amendments to IAS 1 requires items of other comprehensive income to be grouped into those items that (1) will not be reclassified subsequently to profit or loss; and (2) may be reclassified subsequently to profit or loss. Income taxes on related items of other comprehensive income are grouped on the same basis. Under current IAS 1, there were no such requirements.

 

The Group retrospectively will apply the above amendments starting in 2015. Items that will not be reclassified subsequently to profit or loss are remeasurements of the defined benefit plans and share of remeasurements of the defined benefit plans of associates accounted for using the equity method. Items that may be reclassified to profit or loss are the exchange differences on translating foreign operations, unrealized gain (loss) on available-for-sale financial assets, cash flow hedges, and share of other comprehensive income (except the share of the remeasurements of the defined benefit plans) of associates accounted for using the equity method. However, the application of the above amendments will not have any impact on the net profit, other comprehensive income (net of income tax), and total comprehensive income for the period.

 

4)Revision to IAS 19 “Employee Benefits”

 

Revised IAS 19 requires the recognition of changes in defined benefit obligations and in the fair value of plan assets when they occur, and hence eliminates the “corridor approach” permitted under current IAS 19 and accelerate the recognition of past service costs. The revision requires all remeasurements of the defined benefit plans to be recognized immediately through other comprehensive income in order for the net pension asset or liability to reflect the full value of the plan deficit or surplus. Remeasurement of the defined benefit plans is presented separately as other equity. The Group has not determinated the presentation of the changes in defined benefit obligations.

 

Furthermore, the interest cost and expected return on plan assets used in current IAS 19 are replaced with a “net interest” amount, which is calculated by applying the discount rate to the net defined benefit liability or asset. In addition, the revised IAS 19 introduces certain changes in the presentation of the defined benefit cost, and also includes more extensive disclosures.

 

On initial application of the revised IAS 19 in 2015, the changes in cumulative employee benefit costs as of January 1, 2013 resulting from the retrospective application are adjusted to accrued pension cost, deferred tax assets, capital surplus, retained earnings and non-controlling interests; however, the carrying amount of inventory is not adjusted. In addition, in preparing the consolidated financial statements for the year ended December 31, 2015, the Group would elect not to present 2014 comparative information about the sensitivity analysis of the defined benefit obligation. The anticipated impact of the initial application is set out below:

 

-14-

 

   Carrying
Amount
  Adjustments Arising from Retrospective Application  Adjusted
   NT$  NT$  NT$
          
Impact on Assets, Liabilities and Equity         
          
December 31, 2014               
                
Deferred tax assets  $4,493,664   $13,307   $4,506,971 
Accrued pension cost   4,371,136    11,393    4,382,529 
Capital surplus   15,995,671    17,387    16,013,058 
Retained earnings   52,397,278    (16,040)   52,381,238 
Exchange differences on translating foreign operations   4,541,153    608    4,541,761 
Non-controlling interests   8,219,139    (41)   8,219,098 
                
January 1, 2014               
                
Deferred tax assets   3,765,482    17,783    3,783,265 
Accrued pension cost   4,441,357    104,603    4,545,960 
Capital surplus   7,908,870    11,576    7,920,446 
Retained earnings   38,993,154    (87,050)   38,906,104 
Non-controlling interests   4,144,338    (11,346)   4,132,992 
                
Impact on Total Comprehensive Income For the Year Ended December 31, 2014               
                
Operating cost   203,051,691    (48,773)   203,002,918 
Operating expense   23,968,499    (25,839)   23,942,660 
Income tax expense   4,251,513    15,113    4,266,626 
Net profit for the year   24,222,086    59,499    24,281,585 
                
Items that will not be reclassified subsequently to profit or loss:               
Remeasurement of defined benefit obligation   (45,884)   17,739    (28,145)
Income tax relating to items that will not be reclassified subsequently   13,039    9,897    22,936 
Impact on comprehensive income for the year, net of income tax   5,475,203    28,244    5,503,447 
Total comprehensive income for the year   29,697,289    87,743    29,785,032 
Net profit attributable to:               
Owners of the Company  $23,592,667   $43,855   $23,636,522 
Non-controlling interests   629,419    15,644    645,063 
                
   $24,222,086   $59,499   $24,281,585 
                
Total comprehensive income attributable to:               
Owners of the Company  $28,730,614   $71,618   $28,802,232 
Non-controlling interests   966,675    16,125    982,800 
                
   $29,697,289   $87,743   $29,785,032 

 

-15-

 

5)Amendment to IFRS 7 “Disclosures - Offsetting Financial Assets and Financial Liabilities”

 

The amendments to IFRS 7 require disclosure of information about rights of offset and related arrangements (such as collateral posting requirements) for financial instruments under enforceable master netting arrangements and similar arrangements.

 

6)Amendment to IAS 32 “Offsetting Financial Assets and Financial Liabilities”

 

The amendments to IAS 32 clarify the requirements relating to the offset of financial assets and financial liabilities. Specifically, the amendments clarify the meaning of “currently has a legally enforceable right of set-off” and “simultaneous realization and settlement”.

 

7)Annual Improvements to IFRSs: 2009-2011 Cycle

 

Several standards including IFRS 1 “First-time Adoption of International Financial Reporting Standards”, IAS 1 “Presentation of Financial Statements”, IAS 16 “Property, Plant and Equipment”, IAS 32 “Financial Instruments: Presentation” and IAS 34 “Interim Financial Reporting” were amended in this annual improvement.

 

The amendments to IAS 1 clarify that an entity is required to present a balance sheet as at the beginning of the preceding period when a) it applies an accounting policy retrospectively, or makes a retrospective restatement or reclassifies items in its financial statements, and b) the retrospective application, restatement or reclassification has a material effect on the information in the balance sheet at the beginning of the preceding period. The amendments also clarify that related notes are not required to accompany the balance sheet at the beginning of the preceding period.

 

The initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 IFRSs version in 2015 is expected to have material effect on the consolidated balance sheet as of January 1, 2014. In preparing the consolidated financial statements for the year ended December 31, 2015, the Group would present the consolidated balance sheet as of January 1, 2014 in accordance of the above amendments to IAS 1 and disclose related information in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors”, but not required to make disclosures about the line items of the balance sheet as of January 1, 2014.

 

b.New IFRSs in issue but not yet endorsed by the FSC

 

The Group has not applied the following New IFRSs issued by the IASB but not yet endorsed by the FSC. As of the date the consolidated financial statements were approved for issue, the FSC has not announced their effective dates.

 

New IFRSs  

Effective Date 

Announced by IASB (Note 1) 

     
Annual Improvements to IFRSs 2010-2012 Cycle   July 1, 2014 or transactions on or after July 1, 2014
Annual Improvements to IFRSs 2011-2013 Cycle   July 1, 2014
Annual Improvements to IFRSs 2012-2014 Cycle   January 1, 2016 (Note 2)
IFRS 9 “Financial Instruments”   January 1, 2018
Amendments to IFRS 9 and IFRS 7 “Mandatory Effective Date of IFRS 9 and Transition Disclosures”   January 1, 2018
     

 

(Continued)

 

-16-

 

New IFRSs  

Effective Date

Announced by IASB (Note 1) 

     
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”   January 1, 2016 (Note 3)
Amendments to IFRS 10, IFRS 12 and IAS 28 “Investment Entities:  Applying the Consolidation Exception”   January 1, 2016
Amendment to IFRS 11 “Accounting for Acquisitions of Interests in Joint Operations”   January 1, 2016
IFRS 14 “Regulatory Deferral Accounts”   January 1, 2016
IFRS 15 “Revenue from Contracts with Customers”   January 1, 2017
Amendment to IAS 1 “Disclosure Initiative”   January 1, 2016
Amendments to IAS 16 and IAS 38 “Clarification of Acceptable Methods of Depreciation and Amortization”   January 1, 2016
Amendments to IAS 16 and IAS 41 “Agriculture:  Bearer Plants”   January 1, 2016
Amendment to IAS 19 “Defined Benefit Plans:  Employee Contributions”   July 1, 2014
Amendment to IAS 27 Equity Method in Separate Financial Statements   January 1, 2016
Amendment to IAS 36 “Impairment of Assets:  Recoverable Amount Disclosures for Non-financial Assets”   January 1, 2014
Amendment to IAS 39 “Novation of Derivatives and Continuation of Hedge Accounting”   January 1, 2014
IFRIC 21 “Levies”   January 1, 2014

 

(Concluded)

 

Note 1:Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

 

Note 2:The amendment to IFRS 5 is applied prospectively to changes in a method of disposal that occur in annual periods beginning on or after January 1, 2016; the remaining amendments are effective for annual periods beginning on or after January 1, 2016.

 

Note 3:Prospectively applicable to transactions occurring in annual periods beginning on or after January 1, 2016.

 

The initial application of the above New IFRSs, whenever applied, would not have any material impact on the Group’s accounting policies, except for the following:

 

1)IFRS 9 “Financial Instruments”

 

Recognition and measurement of financial assets

 

With regards to financial assets, all recognized financial assets that are within the scope of IAS 39 “Financial Instruments: Recognition and Measurement” are subsequently measured at amortized cost or fair value. Under IFRS 9, the requirement for the classification of financial assets is stated below:

 

For the Group’s debt instruments that have contractual cash flows that are solely payments of principal and interest on the principal amount outstanding, their classification and measurement are as follows:

 

-17-

 

a)For debt instruments, if they are held within a business model whose objective is to collect the contractual cash flows, the financial assets are measured at amortized cost and are assessed for impairment continuously with impairment loss recognized in profit or loss, if any. Interest revenue is recognized in profit or loss by using the effective interest method;

 

b)For debt instruments, if they are held within a business model whose objective is achieved by both the collecting of contractual cash flows and the selling of financial assets, the financial assets are measured at fair value through other comprehensive income (FVTOCI) and are assessed for impairment. Interest revenue is recognized in profit or loss by using the effective interest method, and other gain or loss shall be recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses. When the debt instruments are derecognized or reclassified, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss.

 

Except for above, all other financial assets are measured at fair value through profit or loss. However, the Group may make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading) in other comprehensive income, with only dividend income generally recognized in profit or loss. No subsequent impairment assessment is required, and the cumulative gain or loss previously recognized in other comprehensive income cannot be reclassified from equity to profit or loss.

 

The impairment of financial assets

 

IFRS 9 requires that impairment loss on financial assets is recognized by using the “Expected Credit Losses Model”. The credit loss allowance is required for financial assets measured at amortized cost, financial assets mandatorily measured at FVTOCI, lease receivables, contract assets arising from IFRS 15 “Revenue from Contracts with Customers”, certain written loan commitments and financial guarantee contracts. A loss allowance for the 12-month expected credit losses is required for a financial asset if its credit risk has not increased significantly since initial recognition. A loss allowance for full lifetime expected credit losses is required for a financial asset if its credit risk has increased significantly since initial recognition and is not low. However, a loss allowance for full lifetime expected credit losses is required for trade receivables that do not constitute a financing transaction.

 

For purchased or originated credit-impaired financial assets, the Group takes into account the expected credit losses on initial recognition in calculating the credit-adjusted effective interest rate. Subsequently, any changes in expected losses are recognized as a loss allowance with a corresponding gain or loss recognized in profit or loss.

 

Hedge accounting

 

The main changes in hedge accounting amended the application requirements for hedge accounting to better reflect the entity’s risk management activities. Compared with IAS 39, the main changes include: (1) enhancing types of transactions eligible for hedge accounting, specifically broadening the risk eligible for hedge accounting of non-financial items; (2) changing the way hedging derivative instruments are accounted for to reduce profit or loss volatility; and (3) replacing retrospective effectiveness assessment with the principle of economic relationship between the hedging instrument and the hedged item.

 

2)Amendment to IAS 36 “Recoverable Amount Disclosures for Non-financial Assets”

 

In issuing IFRS 13 “Fair Value Measurement”, the IASB made consequential amendment to the disclosure requirements in IAS 36 “Impairment of Assets”, introducing a requirement to disclose in every reporting period the recoverable amount of an asset or each cash-generating unit. The amendment clarifies that such disclosure of recoverable amounts is required only when an

 

-18-

 

impairment loss has been recognized or reversed during the period. Furthermore, the Group is required to disclose the discount rate used in measurements of the recoverable amount based on fair value less costs of disposal measured using a present value technique.

 

3)IFRS 15 “Revenue from Contracts with Customers”

 

IFRS 15 establishes principles for recognizing revenue that apply to all contracts with customers, and will supersedes IAS 18 “Revenue”, IAS 11 “Construction Contracts” and a number of revenue-related interpretations from January 1, 2017.

 

When applying IFRS 15, an entity shall recognize revenue by applying the following steps:

 

Identify the contract with the customer;

 

Identify the performance obligations in the contract;

 

Determine the transaction price;

 

Allocate the transaction price to the performance obligations in the contracts; and

 

Recognize revenue when the entity satisfies a performance obligation.

 

When IFRS 15 is effective, the Group may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this Standard recognized at the date of initial application.

 

4)Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”

 

The amendments stipulated that, when the Group sells or contributes assets that constitute a business (as defined in IFRS 3) to an associate or joint venture, the gain or loss resulting from the transaction is recognized in full. Also, when the Group loses control of a subsidiary that contains a business but retains significant influence or joint control, the gain or loss resulting from the transaction is recognized in full.

 

Conversely, when the Group sells or contributes assets that do not constitute a business to an associate or joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated. Also, when the Group loses control of a subsidiary that does not contain a business but retains significant influence or joint control in an associate or a joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated.

 

5)Amendment to IAS 1 Disclosure Initiative

 

The amendment clarifies that the consolidated financial statements should be prepared for the purpose of disclosing material information. To improve the understandability of its consolidated financial statements, the Group should disaggregate the disclosure of material items into their different natures or functions, and disaggregate material information from immaterial information.

 

The amendment further clarifies that the Group should consider the understandability and comparability of its consolidated financial statements to determine a systematic order in presenting its footnotes.

 

-19-

 

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

 

4.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

a.Statement of Compliance

 

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed by the FSC.

 

b.Basis of Preparation

 

The consolidated financial statements have been prepared on the historical cost basis except for certain financial instruments that are measured at fair value. Historical cost is generally based on the fair value of the consideration given in exchange for the assets.

 

c.Classification of Current and Non-current Assets and Liabilities

 

Current assets include cash and cash equivalents and those assets held primarily for trading purposes or to be realized within twelve months after the balance sheet date, unless the asset is to be used for an exchange or to settle a liability, or otherwise remains restricted, at more than twelve months after the balance sheet date. Current liabilities are obligations incurred for trading purposes or to be settled within twelve months after the balance sheet date and liabilities that do not have an unconditional right to defer settlement for at least twelve months after the balance sheet date. Assets and liabilities that are not classified as current are classified as non-current.

 

The Group engages in the construction business which has an operating cycle of over one year. The normal operating cycle applies when considering the classification of the Group’s construction-related assets and liabilities.

 

d.Basis of Consolidation

 

1)Principles for preparing consolidated financial statements

 

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e. its subsidiaries).

 

Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate.

 

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company.

 

All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.

 

Attribution of total comprehensive income to non-controlling interests

 

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

 

-20-

 

Changes in the Group’s ownership interests in existing subsidiaries

 

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

 

2)Subsidiaries included in consolidated financial statements were as follows:

 

        Establishment and  

Percentage of  

Ownership (%)
December 31

Name of Investee   Main Businesses   Operating Location   2014   2013
                 
A.S.E. Holding Limited   Holding company   Bermuda   100.0   100.0
J & R Holding Limited (“J&R Holding”)   Holding company   Bermuda   100.0   100.0
Innosource Limited   Holding company   British Virgin Islands   100.0   100.0
Omniquest Industrial Limited   Holding company   British Virgin Islands   100.0   100.0
ASE Marketing & Service Japan Co., Ltd.   Engaged in marketing and sales services   Japan   100.0   100.0
ASE Test, Inc.   Engaged in the testing of semiconductors   Kaohsiung, ROC   100.0   100.0
Universal Scientific Industrial Co., Ltd. (“USI”)   Engaged in the manufacturing, processing and sale of computers, computer peripherals and related accessories   Nantou, ROC   99.2   99.2
Luchu Development Corporation (“Luchu”)   Engaged in the development of real estate properties   Taipei, ROC   86.1   86.1
Alto Enterprises Limited   Holding company   British Virgin Islands   100.0   100.0
Super Zone Holdings Limited   Holding company   Hong Kong   100.0   100.0
ASE (Kun Shan) Inc.   Engaged in the packaging and testing of semiconductors   Kun Shan, China   100.0   100.0
ASE Investment (Kun Shan) Limited   Holding company   Kun Shan, China   100.0   100.0
Advanced Semiconductor Engineering (China) Ltd.   Will engage in the packaging and testing of semiconductors   Shanghai, China   100.0   100.0
ASE Investment (Labuan) Inc.   Holding company   Malaysia   100.0   100.0
ASE Test Limited (“ASE Test”)   Holding company   Singapore   100.0   100.0
ASE (Korea) Inc.   Engaged in the packaging and testing of semiconductors   Korea   100.0   100.0
J&R Industrial Inc.   Engaged in leasing equipment and investing activity   Kaohsiung, ROC   100.0   100.0

 

(Continued)

 

-21-

 

        Establishment and  

Percentage of

Ownership (%)
December 31

Name of Investee   Main Businesses   Operating Location   2014   2013
                 
ASE Japan Co., Ltd.   Engaged in the packaging and testing of semiconductors   Japan   100.0   100.0
ASE (U.S.) Inc. (“ASE US”)   After-sales service and sales support   U.S.A.   100.0   100.0
Global Advanced Packaging Technology Limited, Cayman Islands   Holding company   British Cayman Islands   100.0   100.0
ASE WeiHai Inc.   Engaged in the packaging and testing of semiconductors   Shandong, China   100.0   100.0
Suzhou ASEN Semiconductors Co., Ltd.   Engaged in the packaging and testing of semiconductors   Suzhou, China   60.0   60.0
Anstock Limited   Engaged in financing activity   British Cayman Islands   100.0   100.0
Anstock II Limited   Engaged in financing activity   British Cayman Islands   100.0   -
ASE Module (Shanghai) Inc.   Will engage in the production and sale of electronic components and printed circuit boards   Shanghai, China   100.0   100.0
ASE (Shanghai) Inc.   Engaged in the production of substrates   Shanghai, China   100.0   100.0
ASE Corporation   Holding company   British Cayman Islands   100.0   100.0
ASE Mauritius Inc.   Holding company   Mauritius   100.0   100.0
ASE Labuan Inc.   Holding company   Malaysia   100.0   100.0
ASE Module (Kun Shan) Inc.   Merged into ASE (Kun Shan) Inc. in September 2014   Kun Shan, China   -   100.0
Shanghai Ding Hui Real Estate Development Co., Ltd.   Engaged in the development, construction and sale of real estate properties   Shanghai, China   100.0   100.0
Advanced Semiconductor Engineering (HK) Limited   Engaged in the trading of substrates   Hong Kong   100.0   100.0
Shanghai Ding Wei Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Shanghai, China   100.0   100.0
Shanghai Ding Yu Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Shanghai, China   100.0   100.0
Kun Shan Ding Yue Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Kun Shan, China   100.0   100.0

 

(Continued)

 

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        Establishment and  

Percentage of
Ownership (%)
December 31

Name of Investee   Main Businesses   Operating Location   2014   2013
                 
Kun Shan Ding Hong Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Kun Shan, China   100.0   100.0
ASE Electronics Inc.   Engaged in the production of substrates   Kaohsiung, ROC   100.0   100.0
ASE Test Holdings, Ltd.   Holding company   British Cayman Islands   100.0   100.0
ASE Holdings (Singapore) Pte. Ltd.   Holding company   Singapore   100.0   100.0
ASE Test Finance Limited   Engaged in financing activity   Mauritius   100.0   100.0
ASE Singapore Pte. Ltd.   Engaged in the packaging and testing of semiconductors   Singapore   100.0   100.0
ISE Labs, Inc.   Engaged in the testing of semiconductors   U.S.A.   100.0   100.0
ASE Electronics (M) Sdn. Bhd.   Engaged in the packaging and testing of semiconductors   Malaysia   100.0   100.0
ASE Assembly & Test (Shanghai) Limited   Engaged in the packaging and testing of semiconductors   Shanghai, China   100.0   100.0
Wuxi Tongzhi Microelectronics Co., Ltd.   Engaged in the packaging and testing of semiconductors   Wuxi, China   100.0   100.0
Huntington Holdings International Co., Ltd.   Holding company   British Virgin Islands   99.2   99.2
Senetex Investment Co., Ltd.   In the process of liquidation   Nantou, ROC   99.2   99.2
Unitech Holdings International Co., Ltd.   Holding company   British Virgin Islands   99.2   99.2
Real Tech Holdings Limited   Holding company   British Virgin Islands   99.2   99.2
Universal ABIT Holding Co., Ltd.   Holding company   British Cayman Islands   99.2   99.2
Rising Capital Investment Limited   Holding company   British Virgin Islands   99.2   99.2
Rise Accord Limited   Holding company   British Virgin Islands   99.2   99.2
Cubuy Corporation   Will engaged in the trading of computer systems   Shanghai, China   99.2   99.2
Universal Scientific Industrial (Kunshan) Co., Ltd.   Engaged in the manufacturing and sale of computer assistance system and related peripherals   Kun Shan, China   99.2   99.2
USI Enterprise Limited (“USIE”)   Engaged in the services of investment advisory and warehousing management   Hong Kong   98.7   99.1
Universal Scientific Industrial (Shanghai) Co., Ltd. (“USISH”)   Engaged in the designing, manufacturing and sale of electronic components   Shanghai, China   82.1   88.6

 

(Continued)

 

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        Establishment and  

Percentage of

Ownership (%)
December 31

Name of Investee   Main Businesses   Operating Location   2014   2013
                 
Universal Global Technology Co., Limited   Holding company   Hong Kong   82.1   88.6
Universal Global Technology (Kun Shan) Co., Ltd.   Engaged in the designing and manufacturing of electronic components   Kun Shan, China   82.1   88.6
Universal Global Technology (Shanghai) Co., Ltd.   Engaged in the processing and sales of computer and communication peripherals as well as business in import and export of goods and technology   Shanghai, China   82.1   88.6
Universal Global Electronics (Shanghai) Co., Ltd.   Engaged in the sale of electronic components and telecommunications equipment and established in May 2014   Shanghai, China   82.1   -
Universal Global Electronics (Shenzhen) Co., Ltd.   Liquidated in March 2014   Shenzhen, China   -   88.6
Universal Global Industrial Co., Limited   Engaged in manufacturing, trading and investing activity   Hong Kong   82.1   88.6
Universal Global Scientific Industrial Co., Ltd.   Engaged in the manufacturing of components of telecomm and cars and provision of related R&D services   Nantou, ROC   82.1   88.6
USI Manufacturing Service Inc.   Engaged in the manufacturing and processing of motherboards and wireless network communication and provision of related technical service.   U.S.A.   82.1   88.6
Universal Scientific Industrial De Mexico S.A. De C.V.   Engaged in the assembling of motherboards and computer components   Mexico   82.1   88.6
USI Japan Co., Ltd.   Engaged in the manufacturing and sale of computer peripherals, integrated chip and other related accessories   Japan   82.1   88.6
USI@Work, Inc.   After-sale service   U.S.A.   82.1   88.6
USI Electronics (Shenzhen) Co., Ltd.   Engaged in the design, manufacturing and sale of motherboards and computer peripherals   Shenzhen, China   82.1   88.6

 

(Concluded)

 

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e.Business Combinations

 

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interests issued by the Group in exchange for control of the acquiree. Acquisition-related costs are recognized in profit or loss as incurred.

 

Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and the fair value of the acquirer's previously held equity interest in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after re-assessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer's previously held interest in the acquiree (if any), the excess is recognized immediately in profit or loss as a bargain purchase gain.

 

When a business combination is achieved in stages, the Group’s previously held equity interest in the acquiree is remeasured to its acquisition-date fair value and the resulting gain or loss, if any, is recognized in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognized in other comprehensive income are recognized on the same basis as would be required if that interest were directly disposed of by the Group.

 

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the measurement period, or additional assets or liabilities are recognized, to reflect new information obtained about facts and circumstances that existed at the acquisition date that, if known, would have affected the amounts recognized at that date.

 

The Group does not apply the acquisition method to account for business combinations involving entities under common control.

 

f.Foreign Currencies

 

In preparing the financial statements of each individual group entity, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

 

Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

 

Exchange differences arising on the retranslation of non-monetary assets (such as equity instruments) or liabilities measured at fair value are included in profit or loss for the period at the rates prevailing at the balance sheet date except for exchange differences arising on the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

 

For the purposes of presenting the consolidated financial statements, the assets and liabilities of the Group’s foreign operations are translated into New Taiwan dollars using exchange rates prevailing at each balance sheet date. Income and expense items are translated at the average exchange rates for the

 

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period. Exchange differences arising are recognized in other comprehensive income and accumulated in equity attributed to the owners of the Company and non-controlling interests as appropriate.

 

On the disposal of the Group’s foreign operation that result in the Group losing control , joint control or significant influence over the foreign operation, all of the equity in respect of that operation attributable to the owners of the Company are reclassified to profit or loss.

 

g.Cash Equivalents

 

Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value.

 

h.Inventories and Inventories Related to Real Estate Business

 

Inventories, including raw materials (materials received from customers for processing, mainly semiconductor wafers, are excluded from inventories as title and risk of loss remain with the customers), supplies, work in process, finished goods, and materials and supplies in transit are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except for those that may be appropriate to group items of similar or related inventories. Net realizable value is the estimated selling prices of inventories less all estimated costs of completion and estimated costs necessary to make the sale. Raw materials and supplies are recorded at moving average cost while work in process and finished goods are recorded at standard cost.

 

Inventories related to real estate business include land and buildings held for sale, land held for construction, construction in progress and prepayment for land use rights. Land held for development is recorded as land held for construction upon obtaining the title of ownership. The prepayment is recorded as prepayments for land use right before obtaining the title of ownership. Prior to the completion, the borrowing costs directly attributable to construction in progress are capitalized as part of the cost of the asset. Construction in progress is transferred to land and buildings held for sale upon completion. Land and buildings held for sale, construction in progress and land held for construction are stated at the lower of cost or net realizable value and related write-downs are made by item. The amounts received in advance for real estate properties are first recorded as advance receipts and then recognized as revenue when the construction is completed and the title and significant risk of the real estate properties are transferred to customers. Cost of sales of land and buildings held for sale are recognized based on the ratio of property sold to the total property developed.

 

i.Investments Accounted for Using the Equity Method

 

Investments accounted for using the equity method include investments in associates. An associate is an entity over which the Group has significant influence and that is not a subsidiary. Significant influence is the power to participate in the financial and operating policy decisions of the investee without having control over those policies.

 

The operating results as well as assets and liabilities of associates are incorporated in these consolidated financial statements using the equity method of accounting. Under the equity method, an investment in an associate is initially recognized at cost and adjusted thereafter to recognize the Group’s share of the profit or loss and other comprehensive income of the associate. The Group also recognizes the changes in the Group’s share of equity of associates.

 

Any excess of the cost of acquisition over the Group's share of the net fair value of the identifiable assets and liabilities of an associate at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized.

 

When a group entity transacts with its associate, unrealized profits and losses resulting from the transactions with the associate are eliminated.

 

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j.Property, Plant and Equipment

 

Except for land which is stated at cost, property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment.

 

Properties in the course of construction for production, supply or administrative purposes are carried at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such properties are classified to the appropriate categories of property, plant and equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.

 

Freehold land is not depreciated.

 

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

 

Assets held under finance leases are depreciated over their expected useful lives on the same basis as owned assets. If the lease term is shorter than the useful lives, assets are depreciated over the lease term.

 

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

 

k.Goodwill

 

Goodwill arising from an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment loss.

 

For the purposes of impairment testing, goodwill is allocated to each of the Group’s cash-generating units or groups of cash-generating units that is expected to benefit from the synergies of the combination.

 

A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired, by comparing its carrying amount, including the attributed goodwill, with its recoverable amount. However, if the goodwill allocated to a cash-generating unit was acquired in a business combination during the current annual period, that unit shall be tested for impairment before the end of the current annual period. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss is recognized directly in profit or loss. An impairment loss recognized for goodwill is not reversed in subsequent periods.

 

l.Other Intangible Assets

 

Other intangible assets with finite useful lives acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment. Other intangible assets are amortized based on the pattern in which the economic benefits are consumed or using the straight-line method over their estimated useful lives. The estimated useful lives, residual value and amortization methods are reviewed at each balance sheet date. The residual value of an intangible asset with a finite useful life shall be assumed to be zero unless the Group expects to dispose of the intangible asset before the end of its economic life. The effect of any changes in estimate being accounted for on a prospective basis.

 

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Other intangible assets acquired in a business combination and recognized separately from goodwill are initially recognized at their fair value at the acquisition date which is regarded as their cost. Subsequent to initial recognition, they are measured on the same basis as intangible assets that are acquired separately.

 

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset are recognized in profit or loss.

 

m.Impairment of Tangible and Intangible Assets Other than Goodwill

 

At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets, excluding goodwill (see above), to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount.

 

When an impairment loss is subsequently reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

 

n.Financial Instruments

 

Financial assets and financial liabilities are recognized when a group entity becomes a party to the contractual provisions of the instruments. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

 

1)Financial assets

 

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

 

a)Measurement category

 

The classification of financial assets held by the Group depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.

 

iFinancial assets at fair value through profit or loss (“FVTPL”)

 

Financial assets are classified as at FVTPL when the financial assets are either held for trading or they are designated as at FVTPL.

 

A financial asset other than a financial asset held for trading may be designated as at FVTPL upon initial recognition if:

 

Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or

 

-28-

 

The financial asset forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group’s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or

 

It forms part of a contract containing one or more embedded derivatives, and IAS 39 permits the entire combined contract to be designated as at FVTPL.

 

Financial assets at FVTPL are stated at fair value with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any dividend or interest earned on the financial asset.

 

iiAvailable-for-sale financial assets

 

Available-for-sale financial assets are non-derivatives that are either designated as available-for-sale or are not classified as (a) loans and receivables, (b) held-to-maturity investments or (c) financial assets at fair value through profit or loss.

 

Available-for-sale financial assets are stated at fair value at each balance sheet date. Changes in the carrying amount of available-for-sale monetary financial assets relating to changes in foreign currency rates, interest income calculated using the effective interest method and dividends on available-for-sale equity investments are recognized in profit or loss. Other changes in the carrying amount of available-for-sale financial assets are recognized in other comprehensive income and accumulated under the heading of unrealized gain (loss) on available-for-sale financial assets. When the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in the unrealized gain (loss) on available-for-sale financial assets is reclassified to profit or loss.

 

Dividends on available-for-sale equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established.

 

iiiLoans and receivables

 

Loans and receivables including cash and cash equivalents, trade receivables, other receivables, other financial assets and debt investments with no active market are measured at amortized cost using the effective interest method, less any impairment. Interest income is recognized by applying the effective interest rate, except for short-term receivables when the effect of discounting is immaterial.

 

b)Impairment of financial assets

 

Financial assets, other than those at FVTPL, are assessed for indicators of impairment at each balance sheet date. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial assets, the estimated future cash flows of the investments have been affected.

 

For financial assets carried at amortized cost, such as trade receivables and other receivables, assets that are assessed not to be impaired individually are, further, assessed for impairment on a collective basis. The Group assesses the collectability of receivables based on the Group’s past experience of collecting payments and observable changes that correlate with default on receivables.

 

For financial assets carried at amortized cost, the amount of the impairment loss recognized is the difference between the assets’ carrying amounts and the present value of estimated future cash flows, discounted at the financial assets’ original effective interest rates. If, in a

 

-29-

 

subsequent period, the amount of the impairment loss decreases and the decreases can be objectively related to an event occurring after the impairment loss recognized, the previously recognized impairment loss is reversed either directly or by adjusting an allowance account through profit or loss. The reversal shall not result in carrying amounts of financial assets that exceed what the amortized cost would have been at the date the impairment is reversed.

 

When an available-for-sale financial asset is considered to be impaired, cumulative gains or losses previously recognized in other comprehensive income are reclassified to profit or loss in the period. In respect of available-for-sale equity securities, impairment loss previously recognized in profit or loss are not reversed through profit or loss. Any increase in fair value subsequent to an impairment loss is recognized in other comprehensive income and accumulated under the heading of unrealized gain (loss) on available-for-sale financial assets.

 

c)Derecognition of financial assets

 

The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income and accumulated in equity is recognized in profit or loss.

 

2)Equity instruments

 

Debt and equity instruments issued by the Group are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. Equity instruments issued by a group entity are recognized at the proceeds received, net of direct issue costs.

 

Repurchase of the Company’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

 

3)Financial liabilities

 

Financial liabilities are measured either at amortized cost using the effective interest method or at FVTPL. Financial liabilities measured at FVTPL are held for trading.

 

Financial liabilities at FVTPL are stated at fair value, with any gain or loss arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any interest or dividend paid on the financial liability.

 

The Group derecognizes financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or they expire. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

 

4)Derivative financial instruments

 

Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at each balance sheet date. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as financial liabilities.

 

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Derivatives embedded in non-derivative host contracts are treated as separate derivatives when they meet the definition of a derivative, their risks and characteristics are not closely related to those of the host contracts and the contracts are not measured at FVTPL.

 

5)Convertible bonds

 

Convertible bonds issued by the Company that contain liability, conversion option, redemption option and put option (collectively the “Bonds Options”) components are classified separately into respective items on initial recognition. The conversion option that will be settled other than by the exchange of a fixed amount of cash or other financial asset for a fixed number of the Company’s own equity instruments is classified as a conversion option derivative. At the date of offering, both the liability and the Bonds Options components are recognized at fair value.

 

In subsequent periods, the liability component of the convertible bonds is measured at amortized cost using the effective interest method. The Bonds Options are measured at fair value and the changes in fair value are recognized in profit or loss.

 

Transaction costs that relate to the offering of the convertible bonds are allocated to the liability and the Bonds Options components in proportion to their relative fair values. Transaction costs relating to the Bonds Options are recognized immediately in profit or loss. Transaction costs relating to the liability component are included in the carrying amount of the liability component and amortized using the effective interest method.

 

o.Hedge Accounting

 

The Group designates certain hedging instruments as cash flow hedges. At the inception of the hedge relationship, the Group documents the relationship between the hedging instrument and the hedged item, along with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of the hedge and on an ongoing basis, the Group documents whether the hedging instrument is highly effective in offsetting changes in fair values or cash flows of the hedged item attributable to the hedged risk.

 

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income and accumulated under the heading of cash flow hedges. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss.

 

Hedge accounting is discontinued prospectively when the Group revokes the designated hedging relationship, or when the hedging instrument expires or is sold, terminated, or exercised, or when it no longer meets the criteria for hedge accounting. The cumulative gain or loss on the hedging instruments that has been previously recognized in other comprehensive income from the period when the hedge was effective remains separately in equity until the forecast transaction occurs. When a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is recognized immediately in profit or loss.

 

p.Revenue Recognition

 

Revenue is measured at the fair value of the consideration received or receivable take into account of estimated customer returns, rebates and other similar allowances.

 

1)Sale of goods and real estate properties

 

Revenue from the sale of goods and real estate properties is recognized when the goods and real estate properties are delivered and titles have passed, at the time all the following conditions are satisfied:

 

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The Group has transferred to the buyer the significant risks and rewards of ownership of the goods and real estate properties;

 

The Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods and real estate properties sold;

 

The amount of revenue can be reliably measured;

 

It is probable that the economic benefits associated with the transaction will flow to the Group; and

 

The costs incurred or to be incurred in respect of the transaction can be reliably measured.

 

2)Rendering of services

 

Service income is recognized when services are rendered.

 

3)Dividend and interest income

 

Dividend income from investments and interest income from financial assets are recognized when they are probable that the economic benefits will flow to the Group and the amount of income can be reliably measured. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.

 

q.Leasing

 

The Group as lessor

 

Rental income from operating leases is recognized on a straight-line basis over the term of the relevant lease.

 

The Group as lessee

 

Assets held under finance leases are initially recognized as assets of the Group at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor is included in the consolidated balance sheets as a finance lease obligation.

 

Operating lease payments are recognized as expenses on a straight-line basis over the lease term.

 

r.Borrowing Costs

 

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All other borrowing costs are recognized in profit or loss in the period in which they are incurred.

 

s.Government grants

 

Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attaching to them and that the grants will be received.

 

Government grants are recognized in profit or loss on a systematic basis over the periods in which the Group recognizes as expenses the related costs for which the grants are intended to compensate. Specifically, government grants whose primary condition is that the Group should purchase, construct

 

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or otherwise acquire non-current assets are recognized as deferred revenue in the consolidated financial statements and transferred to profit or loss on a systematic and rational basis over the useful lives of the related assets.

 

Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognized in profit or loss in the period in which they become receivable.

 

t.Retirement Benefit Costs

 

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

 

For defined benefit retirement benefit plans, the cost of providing benefits is determined using the Projected Unit Credit Method. All actuarial gains and losses on the defined benefit obligation are recognized immediately in other comprehensive income.

 

u.Share-based Payment Arrangements

 

Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's best estimate of equity instruments that will eventually vest, with a corresponding increase in capital surplus - employee share options.

 

At each balance sheet date, the Group reviews its estimate of the number of employee share options expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the capital surplus - employee share options.

 

v.Taxation

 

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

 

1)Current tax

 

Income tax on unappropriated earnings (excluding earnings from foreign consolidated subsidiaries) at a rate of 10% is expensed in the year the earnings arise and adjusted to the extent that distributions are approved by the shareholders in the following year.

 

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

 

2)Deferred tax

 

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences, unused loss carry-forward and unused tax credits for purchases of machinery and equipment to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

 

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries except where the Group is able to control the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future.

 

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The carrying amounts of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of deferred tax assets to be utilized. A previously unrecognized deferred tax asset is also reviewed at each balance sheet date and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

 

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which assets are realized or the liabilities are settled. The measurement of deferred tax assets and liabilities reflects the tax consequences that would follow from the manner in which the Group expects, at the balance sheet date, to recover or settle the carrying amounts of its assets and liabilities.

 

3)Current and deferred tax for the year

 

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

 

Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.

 

5.CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

 

In the application of the Group’s accounting policies, which are described in Note 4, management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

Impairment of Goodwill

 

Determining whether goodwill is impaired requires an estimation of the value in use of the cash-generating units to which goodwill has been allocated. The value in use calculation requires management to estimate the future cash flows expected to arise from cash-generating units and suitable discount rates in order to calculate its present value. When the actual future cash flows are less than expected, a material impairment loss may arise.

 

Impairment of Tangible and Intangible Assets Other than Goodwill

 

In evaluating the impairment of tangible and intangible assets other than goodwill, the Group is required to make subjective judgments in determining the independent cash flows, useful lives, expected future revenue and expenses related to the specific asset groups with the consideration of its usage patterns and the nature of semiconductor industry. Any changes in these estimates based on changed economic conditions or business strategies could result in significant impairment charges in future periods.

 

-34-

 

Valuation of Inventory

 

Inventories are stated at the lower of cost or net realizable value and the net realizable value of inventory at balance sheet date is determined based on Group’s judgments and estimates.

 

Due to the rapid technology changes, the Group estimates the net realizable value of inventory for obsolescent and unmarketable items at balance sheet date and then writes down the cost of inventories to net realizable value. There may be significant changes in the net realizable value of inventories due to assumptions of future demand within a specific time period.

 

Income Taxes

 

The reliability of deferred tax assets mainly depends on whether sufficient future profits or taxable temporary differences will be available. In cases where the actual future profits generated are less than expected, a material reversal of deferred tax assets may arise, which would be recognized in profit or loss for the period in which such a reversal takes place.

 

Recognition and Measurement of Defined Benefit Plans

 

Accrued pension liabilities and the resulting pension expenses under defined benefit pension plans are calculated using the Projected Unit Credit Method. Actuarial assumptions comprise discount rates and expected rates of salary increase. Changes in economic circumstances and market conditions will affect these assumptions and may have a material impact on the amount of the expense and the liability.

 

Fair value measurements and valuation processes of Derivatives and Other Financial Instruments

 

As disclosed in Note 32, the Group’s management uses its judgments applying appropriate valuation techniques commonly applied by market practitioners. The assumptions applied are based on observable quoted market prices, foreign exchange rates and interest rates to the extent it is available. The fair value of unquoted equity instruments is estimated based on the assumptions supported by unobservable market prices and interest rates which are disclosed in Note 32. The Group’s management believes that the valuation techniques and the assumptions applied are appropriate in determining the fair value of financial instruments.

 

6.CASH AND CASH EQUIVALENTS

 

   December 31
   2014  2013
   NT$  NT$
       
Cash on hand  $9,953   $40,392 
Checking accounts and demand deposits   43,059,911    38,090,014 
Cash equivalents   8,624,546    6,895,965 
           
   $51,694,410   $45,026,371 

 

-35-

 

7.FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

 

   December 31
   2014  2013
   NT$  NT$
       
Financial assets designated as at FVTPL          
           
Structured time deposits  $2,376,050   $2,228,643 
Private-placement convertible bonds   100,500    100,500 
           
    2,476,550    2,329,143 
           
Financial assets held for trading          
           
Swap contracts   1,907,705    219,324 
Open-end mutual funds   533,425    172,000 
Quoted shares   43,352    33,624 
Forward exchange contracts   27,811    10,178 
    2,512,293    435,126 
           
   $4,988,843   $2,764,269 
           
Financial liabilities held for trading          
           
Conversion option, redemption option and put option of convertible bonds (Note 19)  $2,520,606   $1,742,996 
Swap contracts   99,165    74,170 
Forward exchange contracts   31,581    31,315 
Cross currency swap contracts   -    4,180 
Foreign currency option contracts   -    643 
           
   $2,651,352   $1,853,304 

 

The Group invested in structured time deposits and in private-placement convertible bonds, and all included embedded derivative instruments which are not closely related to the host contracts. The Group designated the entire contracts as financial assets at FVTPL on initial recognition.

 

At each balance sheet date, the outstanding swap contracts not accounted for hedge accounting were as follows:

 

      Notional Amount
Currency  Maturity Period  (In Thousands)
       
December 31, 2014      
       
Sell NT$/Buy US$  2015.01-2015.12  NT$36,199,735/US$1,209,000
Sell US$/Buy NT$  2015.01-2015.02  US$132,100/NT$4,149,958
Sell US$/Buy JPY  2015.01  US$72,248/JPY8,450,000
Sell US$/Buy CNY  2015.01-2015.06  US$80,000/CNY503,452
Sell CNY/Buy US$  2015.03  CNY217,288/US$35,000
       

 

(Continued)

 

-36-

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2013        
         
Sell NT$/Buy US$   2014.01-2014.12   NT$31,707,176/US$1,075,000
Sell US$/Buy NT$   2014.01-2014.02   US$46,500/NT$1,377,874
Sell US$/Buy JPY   2014.02   US$53,965/JPY5,550,000
Sell US$/Buy CNY   2014.01-2014.06   US$60,000/CNY368,148


(Concluded)

 

At each balance sheet date, the outstanding forward exchange contracts not accounted for hedge accounting were as follow:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2014        
         
Sell US$/Buy NT$   2015.01   US$14,000/NT$438,434
Sell US$/Buy CNY   2015.01-2015.03   US$127,000/CNY785,683
Sell US$/Buy MYR   2015.01-2015.02   US$6,000/MYR20,860
Sell US$/Buy SGD   2015.01-2015.02   US$11,700/SGD15,211
Sell US$/Buy JPY   2015.01-2015.04   US$18,385/JPY2,177,800
         
December 31, 2013        
         
Sell US$/Buy NT$   2014.01-2014.02   US$51,000/NT$1,521,484
Sell US$/Buy CNY   2014.01-2014.04   US$88,220/CNY537,100
Sell US$/Buy MYR   2014.01-2014.02   US$8,500/MYR27,508
Sell US$/Buy KRW   2014.01   US$4,000/KRW4,253,000
Sell US$/Buy SGD   2014.01-2014.02   US$9,500/SGD11,870
Sell US$/Buy JPY   2014.01-2014.03   US$28,950/JPY3,003,944
Sell NT$/Buy US$   2014.03   NT$294,370/US$10,000

 

At each balance sheet date, the outstanding cross currency swap contracts not accounted for hedge accounting were as follows:

 

Notional Amount 

(In Thousands) 

  Maturity Period   Range of Interest Rates Paid   Range of Interest Rates Received
             
December 31, 2013            
             
NT$598,600/US$20,000   2014.07   (0.19)   0.16

 

At each balance sheet date, the outstanding foreign currency option contracts not accounted for hedge accounting were as follows:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2013        
         
Sell US$ Put/NT$ Call   2016.03 (Note)   US$4,000/NT$113,400
Buy US$ Call/NT$ Put   2016.03 (Note)   US$2,000/NT$56,700

-37-

 

Note:The contracts will be settled once a month and the counterparty has the right to early terminate the contracts. All of the aforementioned outstanding contracts as of December 31, 2013 were early terminated.

 

8.AVAILABLE-FOR-SALE FINANCIAL ASSETS

 

   December 31
   2014  2013
   NT$  NT$
       
Open-end mutual funds  $1,500,434   $2,321,826 
Limited partnership   555,361    583,441 
Unquoted ordinary shares   211,726    199,051 
Quoted ordinary shares   195,070    328,656 
Unquoted preferred shares   11,779    14,670 
Private-placement ordinary shares   -    69,655 
    2,474,370    3,517,299 
Current   1,533,265    2,376,970 
           
Non-current  $941,105   $1,140,329 

 

In 2014 and 2013, the Group assessed its investees’ financial conditions as well as future operating performance and charged an impairment loss of NT$10,390 thousand and NT$106,916 thousand, respectively, to the carrying amounts of a portion of the aforementioned investments and debt investments with no active market.

 

9.DERIVATIVE FINANCIAL INSTRUMENTS FOR HEDGING

 

The Group entered into interest rate swap contracts as cash flow hedge to mitigate exposures to future cash flow fluctuations resulting from interest rate changes from the Group’s borrowings.

 

At each balance sheet date, the outstanding interest rate swap contracts of the Group were as follows:

 

Maturity Period  

Notional Amount 

(In Thousands)

 

Interest Rates

Paid (%)

 

Interest Rates Received

(%)

 

Expected

Period for

 Future Cash 

Flow 

 

Expected Period for the Recognition of Gains or Losses from 

Hedging 

                     
December 31, 2013                    
                     
2014.04   CNY 240,000   2.00   1.05-2.80   2014   2014

 

ll interest rate swap contracts exchanging floating interest rates for fixed interest rates were designated as cash flow hedges in order to reduce the Group's cash flow exposure to loating interest rates on borrowings. The interest rate swaps and the interest payments on the borrowings occur simultaneously and the amounts accumulated in equity are reclassified to profit or loss over the period that the floating rate interest payments on the borrowings affect profit or loss. (Note 22e)

 

-38-

 

10.TRADE RECEIVABLES, NET

 

   December 31
   2014  2013
   NT$  NT$
       
Trade receivables  $53,004,955   $43,303,693 
Less:  Allowance for doubtful debts   84,145    68,120 
           
Trade receivables, net  $52,920,810   $43,235,573 

 

a.Trade receivables

 

The Group’s average credit terms were 30 to 90 days. Allowance for doubtful debts is assessed by reference to the collectability of receivables by evaluating the account aging, historical experience and current financial condition of customers.

 

As of December 31, 2014 and 2013, except that the Group’s five largest customers accounted for 30% and 21% of accounts receivable, respectively, the concentration of credit risk is insignificant for the remaining accounts receivable.

 

Age of receivables that are past due but not impaired

 

   December 31
   2014  2013
   NT$  NT$
       
Less than 30 days  $5,191,521   $4,090,787 
31 to 90 days   131,247    195,741 
More than 91 days   1,407    1,585 
           
Total  $5,324,175   $4,288,113 

 

The above aging schedule was based on the past due date.

 

Except for those impaired, the Group had not provided an allowance for doubtful debts on trade receivables at each balance sheet date since there has not been a significant change in credit quality and the amounts were still considered collectible. The Group did not hold any collateral or other credit enhancements over these balances nor did it have a legal right to offset against any amounts owed by the Group to counterparties.

 

Movement of the allowance for doubtful trade receivables

 

  

Impaired

Individually 

 

Impaired 

Collectively

  Total
    NT$    NT$    NT$ 
                
Balance at January 1, 2014  $26,885   $41,235   $68,120 
Impairment losses recognized   2,875    15,156    18,031 
Amount written off during the period as uncollectible   (891)   (917)   (1,808)
Effect of foreign currency exchange   (564)   366    (198)
                
Balance at December 31, 2014  $28,305   $55,840   $84,145 

 

(Continued)

 

-39-

 

  

Impaired

Individually

 

Impaired 

Collectively

  Total
    NT$    NT$    NT$ 
                
Balance at January 1, 2013  $34,225   $45,912   $80,137 
Impairment losses reversed   (5,860)   (4,033)   (9,893)
Amount written off during the period as uncollectible   -    (757)   (757)
Effect of foreign currency exchange   (1,480)   113    (1,367)
                
Balance at December 31, 2013  $26,885   $41,235   $68,120 

 

(Concluded)

 

Age of impaired trade receivables

 

   December 31
   2014  2013
   NT$  NT$
       
Not past due  $2,701   $- 
Less than 30 days   31,422    11,501 
31 to 90 days   174,805    109,376 
More than 91 days   86,665    115,203 
           
Total  $295,593   $236,080 

 

The above aging schedule was based on the past due date.

 

b.Transfers of financial assets

 

Factored trade receivables of the Company were as follows:

 

Counterparties 

Receivables

Sold 

(In Thousands) 

 

Amounts 

Collected 

(In Thousands) 

 

Advances 

Received 

At Year-end 

(In Thousands) 

 

Interest Rates 

on Advances

 Received 

(%) 

 

Credit Line

 (In Thousands) 

                
Year ended December 31, 2014                   
Citi bank  US$ 103,744  US$ 103,744   -    -   US$ 92,000
                    
Year ended December 31, 2013                   
Citi bank  US$ 258,660  US$ 202,532    US$ 56,128    1.06   US$ 92,000

 

Pursuant to the factoring agreement, losses from commercial disputes (such as sales returns and discounts) should be borne by the Company, while losses from credit risk should be borne by the banks. The Company also issued promissory notes to the banks for commercial disputes which remained undrawn since. The promissory notes amounted to US$5,000 thousand and US$27,000 thousand as of December 31, 2014 and 2013, respectively. As of December 31, 2014, there was no significant losses from commercial disputes in the past and the Company does not expect any significant commercial dispute losses in the foreseeable future.

 

-40-

 

11.INVENTORIES

 

   December 31
   2014  2013
   NT$  NT$
       
Finished goods  $6,568,459   $4,863,676 
Work in process   2,064,377    1,701,257 
Raw materials   10,155,006    8,766,638 
Supplies   797,353    573,588 
Raw materials and supplies in transit   577,898    376,077 
           
   $20,163,093   $16,281,236 

 

The cost of inventories recognized as operating costs for the years ended December 31, 2014 and 2013 were NT$203,009,201 thousand and NT$176,637,295 thousand, respectively, which included write-downs of inventories at NT$601,726 thousand and NT$453,468 thousand, respectively.

 

12.INVENTORIES RELATED TO REAL ESTATE BUSINESS

 

   December 31
   2014  2013
   NT$  NT$
       
Land and buildings held for sale  $5,558   $16,764 
Construction in progress   22,242,065    13,676,668 
Land held for construction   1,738,855    1,682,735 
Prepayments for land use rights   -    3,213,088 
           
   $23,986,478   $18,589,255 

 

Land and buildings held for sale located in Shanghai Zhangjiang was completed and subsequently sold. Construction in progress is mainly located on Caobao Road and Hutai Road in Shanghai, China and Lidu Road and Xinhong Road in Kun Shan, China. The capitalized borrowing costs for the years ended December 31, 2014 and 2013 is disclosed in Note 23.

 

As of December 31, 2014 and 2013, inventories related to real estate business of NT$23,697,339 thousand and NT$18,572,491 thousand, respectively, are expected to be recovered longer than twelve months.

 

Refer to Note 34 for the carrying amount of inventories related to real estate business that had been pledged by the Group to secure bank borrowings.

 

13.INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

 

Investments in associates accounted for using the equity method consisted of the following:

 

-41-

 

        

Carrying Amount as of

 December 31

Name of Associate  Main Business  Operating Location  2014  2013
         NT$  NT$
             
Listed company                
Hung Ching Development & Construction Co. (“HC”)  Engaged in the development, construction and leasing of real estate properties  ROC  $1,351,400   $1,163,196 
Advanced Microelectronic Products Inc. (“AMPI”)  Engaged in integrated circuit  ROC   99,052    - 
Unlisted companies                
Hung Ching Kwan Co. (“HCK”)  Engaged in the leasing of real estate properties  ROC   342,138    353,154 
StarChips Technology Inc. (“SCT”)  Engaged in design, manufacturing and sale of LED driver IC  ROC   -    47,856 
          1,792,590    1,564,206 
   Less:  Deferred gain on transfer of land      300,149    300,149 
   Accumulated impairment - SCT      -    47,856 
                 
         $1,492,441   $1,216,201 

a.At each balance sheet date, the percentages of ownership held by the Group were as follows:

 

    December 31
Name of Associate   2014   2013
         
HC   26.2%   26.2%
AMPI   18.2%   -
HCK   27.3%   27.3%
SCT   -   33.3%

 

b.In January 2014, the Company subscribed for 20,000 thousand private-placement ordinary shares of AMPI in NT$100,000 thousand. The Company obtained significant influence over AMPI since the percentage of ownership was increased to 27.4% after taking into account the shares previously held which were recognized as available-for-sale financial assets. The private-placement ordinary shares were restricted for disposal during a 3-year lock-up period. In addition, the Company did not join AMPI’s cash capital increase in February and April 2014 and, as the result, the percentage of ownership decreased from 27.4% to 18.2%. After the consideration of potential voting rights that are currently convertible, the Company still has significant influence over AMPI.

 

c.The Company did not subscribe for SCT’s cash capital increase in May 2014 and, therefore, the percentage of ownership decreased from 33.3% to 5.6%. As the result, the Company had no significant influence over SCT and the investment in SCT was reclassified to available-for-sale financial assets.

 

d.Fair values of investments in associates with available published price quotation as of the balance sheet date are summarized as follows

 

-42-

 

   December 31
Name of Associate  2014  2013
   NT$  NT$
       
HC  $1,427,499   $1,242,199 
           
AMPI  $184,862   $- 

e.Aggregate information of associates that are not individually material

  

   December 31
   2014  2013
   NT$  NT$
       
Total assets  $16,992,101   $16,020,314 
           
Total liabilities  $8,679,614   $9,802,624 

 

 

For the Year Ended

December 31

   2014  2013
   NT$  NT$
       
Operating revenue for the year  $5,718,922   $2,403,386 
           
Net profit for the year  $508,376   $311,835 
           
Other comprehensive income for the year  $9,087   $215,427 

 

The investment accounted for using the equity method and the share of net profit and other comprehensive income were recorded based on the audited financial statements for the years ended December 31, 2014 and 2013.

 

14.PROPERTY, PLANT AND EQUIPMENT

 

The carrying amounts of each class of property, plant and equipment were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Land  $3,348,018   $3,295,758 
Buildings and improvements   56,395,710    44,766,601 
Machinery and equipment   84,171,647    75,085,182 
Transportation equipment   88,119    82,228 
Furniture and fixtures   1,310,703    1,243,556 
Leased assets and leasehold improvement   417,865    14,304 
Construction in progress and machinery in transit   5,855,053    7,009,702 
           
   $151,587,115   $131,497,331 

 

-43-

 

For the year ended December 31, 2014

 

   Land  Buildings and improvements  Machinery and equipment  Transportation equipment  Furniture and fixtures  Leased assets and leasehold improvement 

Construction in progress and machinery

 in transit

  Total
   NT$  NT$  NT$  NT$  NT$  NT$  NT$  NT$
                         
Cost                        
                         
Balance at January 1,2014  $3,295,758   $70,593,537   $208,351,905   $288,571   $5,973,301   $122,717   $7,009,702   $295,635,491 
Additions   -    1,246,123    1,140,822    8,603    87,903    476,260    40,488,876    43,448,587 
Disposals   -    (299,515)   (8,188,532)   (26,982)   (312,774)   (107,291)   (56,209)   (8,991,303)
Reclassification   -    12,683,476    27,935,525    26,832    378,928    (10,645)   (41,044,364)   (30,248)
Effect of foreign currency exchange differences   52,260    2,501,633    4,429,907    11,103    263,949    2,099    (535,788)   6,725,163 
                                         
Balance at December 31,2014  $3,348,018   $86,725,254   $233,669,627   $308,127   $6,391,307   $483,140   $5,862,217   $336,787,690 
                                         
Accumulated depreciation and impairment                                        
                                         
Balance at January 1,2014  $-   $25,826,936   $133,266,723   $206,343   $4,729,745   $108,413   $-   $164,138,160 
Depreciation expense   -    3,980,337    21,180,214    30,152    550,126    64,213    -    25,805,042 
Impairment losses recognized   -    79,124    211,466    -    -    -    7,164    297,754 
Disposals   -    (248,477)   (7,786,216)   (24,199)   (302,373)   (107,291)   -    (8,468,556)
Reclassification   -    7,459    (7,122)   -    (6,133)   (1,774)   -    (7,570)
Effect of foreign currency exchange differences   -    684,165    2,632,915    7,712    109,239    1,714    -    3,435,745 
                                         
Balance at December 31,2014  $-   $30,329,544   $149,497,980   $220,008   $5,080,604   $65,275   $7,164   $185,200,575 

 

For the year ended December 31, 2013

 

   Land  Buildings and improvements  Machinery and equipment  Transportation equipment  Furniture and fixtures  Leased assets and leasehold improvement 

Construction in progress and machinery  

in transit 

  Total
   NT$  NT$  NT$  NT$  NT$  NT$  NT$  NT$
Cost                        
                         
Balance at January 1,2013  $3,274,086   $63,482,739   $193,973,968   $294,377   $5,435,713   $211,477   $8,178,827   $274,851,187 
Additions   -    5,447,913    14,484,611    22,920    285,276    10,645    6,792,707    27,044,072 
Disposals   -    (412,648)   (9,479,630)   (42,581)   (154,622)   -    (38,565)   (10,128,046)
Reclassification   -    758,850    7,661,570    4,935    241,193    (103,337)   (8,638,840)   (75,629)
Acquisitions through business combinations   -    5,106    278,862    114    121,994    -    -    406,076 
Effect of foreign currency exchange differences   21,672    1,311,577    1,432,524    8,806    43,747    3,932    715,573    3,537,831 
                                         
Balance at December 31,2013  $3,295,758   $70,593,537   $208,351,905   $288,571   $5,973,301   $122,717   $7,009,702   $295,635,491 
                                         
Accumulated depreciation and impairment                                        
                                         
Balance at January 1,2013  $-   $22,307,146   $120,775,451   $207,017   $4,235,613   $128,186   $-   $147,653,413 
Depreciation expense   -    3,555,865    20,486,896    26,766    566,575    60,505    -    24,696,607 
Impairment losses recognized (reversed)   -    (15,754)   508,894    -    2,407    -    -    495,547 
Disposals   -    (368,707)   (9,285,927)   (34,810)   (131,561)   -    -    (9,821,005)
Reclassification   -    (24,797)   58,448    2,016    35,491    (83,242)   -    (12,084)
Acquisitions through business combinations   -    2,473    108,365    4    36,814    -    -    147,656 
Effect of foreign currency exchange differences   -    370,710    614,596    5,350    (15,594)   2,964    -    978,026 
                                         
Balance at December 31,2013  $-   $25,826,936   $133,266,723   $206,343   $4,729,745   $108,413   $-   $164,138,160 

 

A portion of property, plant and equipment used in packaging segment, testing segment, EMS segment and other segment was unable to be used for the Group’s production due to operation plans and production demands. After carrying out individual assessment or cash flow analysis, the Group recognized an impairment loss of NT$297,754 thousand and NT$495,547 thousand under the line item of other income and expenses in the consolidated statements of comprehensive income for the years ended December 31, 2014 and 2013, respectively.

 

Each class of property, plant and equipment was depreciated on a straight-line basis over the following useful lives:

 

Buildings and improvements    
Main plant buildings   10-40 years
Cleanrooms   10-20 years
Others   3-20 years
Machinery and equipment   2-10 years
Transportation equipment   2-7 years
Furniture and fixtures   2-20 years
Leased assets and leasehold improvements   2-10 years

 

-44-

 

The capitalized borrowing costs for the years ended December 31, 2014 and 2013 are disclosed in Note 23.

 

Refer to Note 34 for the carrying amount of property, plant and equipment that had been pledged by the Group to secure bank borrowings.

 

15.GOODWILL

 

   December 31
   2014  2013
   NT$  NT$
       
Cost          
           
Balance at January 1  $12,336,816   $12,295,819 
Effect of foreign currency exchange differences   97,595    40,997 
           
Balance at December 31  $12,434,411   $12,336,816 
           
Accumulated impairment          
           
Balance at January 1 and December 31  $(1,988,996)  $(1,988,996)

 

a.Allocating goodwill to cash-generating units

 

Goodwill had been allocated to the following cash-generating units for impairment testing purposes: packaging segment, testing segment, EMS segment and other segment. The carrying amount of goodwill allocated to cash-generating units was as follows:

 

   December 31
   2014  2013
Cash-generating units  NT$  NT$
       
Testing segment  $7,846,460   $7,777,268 
Others   2,598,955    2,570,552 
           
   $10,445,415   $10,347,820 

 

b.Impairment assessment

 

At the end of each year, the Group performs impairment assessment by reviewing the recoverable amounts based on value in use. In assessing value in use, the estimated 5-year future cash flows are discounted to their present value using annual discount rates of 9.70%-11.50% and 9.56%-11.80% as of December 31, 2014 and 2013, respectively, that reflect the risks specific to each cash-generating unit.

 

Cash flow projection is based on the expected operating revenue, gross profit, capital expenditure and the growth of other operating costs. The Group’s capital expenditure is based on the forecast of market demands, capacity strategy and improvement of manufacturing process.

 

For the years ended December 31, 2014 and 2013, the Group did not recognize impairment loss on goodwill.

 

-45-

 

16.OTHER INTANGIBLE ASSETS

 

The carrying amounts of each class of other intangible assets were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Patents  $15,768   $35,751 
Acquired specific technology   5,116    88,674 
Customer relationships   501,501    654,821 
Computer software and others   945,486    826,578 
           
   $1,467,871   $1,605,824 

 

For the year ended December 31, 2014

 

   Patents  Acquired Specific Technology  Customer Relationships  Computer Software and Others  Total
   NT$  NT$  NT$  NT$  NT$
                
Cost               
                
Balance at January 1, 2014  $1,021,750   $1,113,947   $1,579,015   $3,848,793   $7,563,505 
Additions   -    -    -    396,466    396,466 
Disposals or derecognization   -    -    -    (1,239,163)   (1,239,163)
Reclassification   -    -    -    6,228    6,228 
Effect of foreign currency exchange differences   3,441    -    -    55,017    58,458 
                          
Balance at December 31, 2014  $1,025,191   $1,113,947   $1,579,015   $3,067,341   $6,785,494 
                          
Accumulated amortization                         
                          
Balance at January 1, 2014  $985,999   $1,025,273   $924,194   $3,022,215   $5,957,681 
Amortization expense   21,958    83,558    153,320    286,898    545,734 
Disposals or derecognization   -    -    -    (1,227,346)   (1,227,346)
Reclassification   -    -    -    2,516    2,516 
Effect of foreign currency exchange differences   1,466    -    -    37,572    39,038 
                          
Balance at December 31, 2014  $1,009,423   $1,108,831   $1,077,514   $2,121,855   $5,317,623 

 

-46-

 

For the year ended December 31, 2013

 

   Patents  Acquired Specific Technology  Customer Relationships  Computer Software and Others  Total
   NT$  NT$  NT$  NT$  NT$
                
Cost               
                
Balance at January 1, 2013  $1,018,533   $1,113,947   $1,579,015   $3,522,312   $7,233,807 
Additions   -    -    -    313,110    313,110 
Disposals   -    -    -    (11,294)   (11,294)
Reclassification   -    -    -    (8,684)   (8,684)
Acquisitions through business combinations   -    -    -    3,508    3,508 
Effect of foreign currency exchange differences   3,217    -    -    29,841    33,058 
                          
Balance at December 31, 2013  $1,021,750   $1,113,947   $1,579,015   $3,848,793   $7,563,505 
                          
Accumulated amortization                         
                          
Balance at January 1, 2013  $774,159   $882,625   $776,600   $2,745,977   $5,179,361 
Amortization expense   210,900    142,648    147,594    273,162    774,304 
Disposals   -    -    -    (11,294)   (11,294)
Reclassification   -    -    -    25    25 
Acquisitions through business combinations   -    -    -    688    688 
Effect of foreign currency exchange differences   940    -    -    13,657    14,597 
                          
Balance at December 31, 2013  $985,999   $1,025,273   $924,194   $3,022,215   $5,957,681 

 

Each class of other intangible assets, except a portion of customer relationships amortized based on the pattern in which the economic benefits are consumed, were amortized on the straight-line basis over the following useful lives:

 

Patents   5-15 years
Acquired specific technology   5 years
Customer relationships   11 years
Computer software and others   2-32 years

 

17.LONG-TERM PREPAYMENTS FOR LEASE

 

Long-term prepayments for lease mainly represent land use right located in China with periods for use from 50 to 60 years. As of December 31, 2014 and 2013, the carrying amount of the land use right which the Group was in the process of obtaining the certificates was NT$17,594 thousand and NT$1,541,453 thousand, respectively. During 2014, the land use right located in China which the Group obtained the certificates was reclassified from long-term prepayments for lease to construction in progress under inventories related to real estate business.

 

-47-

 

18.BORROWINGS

 

a.Short-term borrowings

 

Short-term borrowings mainly represented unsecured revolving bank loans with annual interest rates at 0.81%-6.00% and 0.80%-6.30% as of December 31, 2014 and 2013, respectively.

 

b.Long-term borrowings

 

As of December 31, 2014 and 2013, the long-term bank loans with fixed interest rates were NT$1,192,975 thousand and NT$706,562 thousand, respectively, with annual interest rates at 1.10%-6.15%, respectively, and all repayable through May 2015 to November 2016. As of December 31, 2014 and 2013, the current portion of long-term bank loans with fixed interest rates were NT$116,876 thousand and nil, respectively. The others were floating interest rate borrowings and consisted of the followings:

 

   December 31
   2014  2013
   NT$  NT$
       
Specified purpose loans          
Repaid in March 2014, annual interest rate was 6.15% as of December 31, 2013  $-   $16,080 
Working capital bank loans          
Syndicated bank loans - repayable through April 2015 to July 2018, annual interest rates were 0.90%-1.83% and  0.90%-2.28% as of December 31, 2014 and 2013, respectively   10,760,548    11,537,135 
Others - repayable through January 2016 to August 2019, annual interest rates were 1.03%-3.74% and 1.04%-4.43% as of December 31, 2014 and 2013, respectively   12,479,650    22,260,633 
Mortgage loans          
Repayable through December 2015 to June 2023, annual interest rates were 6.77% and 1.40%-7.20% as of December 31, 2014 and 2013, respectively   2,534,483    395,177 
    25,774,681    34,209,025 
Less:  unamortized arrangement fee   32,225    58,722 
    25,742,456    34,150,303 
Less:  current portion   2,714,131    5,276,206 
           
   $23,028,325   $28,874,097 

 

Pursuant to the above syndicated bank loans agreements, the Company and some of its subsidiaries should maintain certain financial covenants including current ratio, leverage ratio, tangible net assets and interest coverage ratio. Such financial ratios are calculated based on the Group’s annual audited consolidated financial statements or semi-annual reviewed consolidated financial statements or subsidiaries’ annual audited financial statements. The Company and its subsidiaries were in compliance with all of the loan covenants as of December 31, 2014 and 2013.

 

The Group had sufficient long term credit facility obtained before December 31, 2013 to refinance some portion of the loans on a long-term basis. Therefore, NT$5,962,343 thousand were not classified as current portion of long-term borrowings as of December 31, 2013.

 

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19.BONDS PAYABLE

 

   December 31
   2014  2013
   NT$  NT$
       
Secured domestic bonds - secured by banks          
Repayable at maturity in August 2016 and interest due annually with annual interest rate 1.45%  $8,000,000   $8,000,000 
Unsecured convertible overseas bonds   12,660,000    11,922,000 
Secured overseas bonds - secured by the Company          
US$300,000 thousand, repayable at maturity in July 2017; interest due semi-annually with annual interest rate 2.125%   9,495,000    - 
CNY500,000 thousand, repayable at maturity in September 2016 and interest due semi-annually with annual interest rate 4.25%   2,586,207    2,444,275 
CNY150,000 thousand with annual interest rate 3.13% and repaid in September 2014   -    733,282 
    32,741,207    23,099,557 
Less:  discounts on bonds payable   1,471,076    1,785,552 
    31,270,131    21,314,005 
Less:  current portion   -    731,438 
           
   $31,270,131   $20,582,567 

 

In September 2013, the Company offered the third unsecured convertible overseas bonds (the “Bonds”) in US$400,000 thousand. The Bonds is zero coupon bonds with the maturity of 5 years, in denominations of US$200 thousand or in any integral multiples thereof. Each holder of the Bonds has the right at any time on or after October 16, 2013 and up to (and including) August 26, 2018, except during legal lock-up period, to convert the Bonds into newly issued listed common shares at the conversion price NT$33.085, determined on the basis of a fixed exchange rate of US$1 to NT$29.956. The conversion price will be adjusted in accordance with the conversion provisions due to anti-dilution clause. As of December 31, 2014, the conversion price was NT$31.93.

 

The Bonds may be redeemed at the option of the Company, in whole or in part, at any time on or after the third anniversary of the offering date provided that (1) the closing price, translated into U.S. dollars, of the common shares for a period of 20 consecutive trading days is at least 130% of the conversion price, (2) at least 90% in aggregate principal amount of the Bonds originally outstanding has been redeemed, repurchased and canceled or converted, or (3) the Company is required to pay additional taxes on the Bonds as a result of certain changes in tax laws in the ROC.

 

Each holder shall have the right to request the Company repurchase all or any portion of the principal amount thereof of a holder’s Bonds (1) on the third anniversary of the offering date, (2) in the event of a change of control, or (3) in the event of delisting.

 

The Bonds contained a debt host contract, recognized as bonds payable, and the conversion option, redemption option and put option (collectively the “Bonds Options”) aggregately recognized as financial liabilities at FVTPL. The effective interest rate of the debt host contract was 3.16% and the aggregate fair value of the Bonds Options was NT$1,667,950 thousand on initial recognition. As a result of changes in fair value, we recognized a loss of NT$777,610 thousand and NT$75,046 thousand for the years ended December 31, 2014 and 2013, respectively, in other gains and losses.

 

To focus on corporate sustainability and to carry out the commitment to environmental protection and energy conservation, Anstock II Limited, a subsidiary the Company 100% owned, offered overseas bonds in US$300,000 thousand with the maturity of 3 years and annual interest rate of 2.125% (the “Green Bonds”) in July 2014. The Green Bonds are unconditionally and irrevocably guaranteed by the Company and the proceeds will be used to fund certain eligible projects to promote the Group’s transition to

 

-49-

 

low-carbon and climate resilient growth.

 

20.OTHER PAYABLES

 

   December 31
   2014  2013
   NT$  NT$
       
Payables for property, plant and equipment  $7,097,129   $3,408,603 
Accrued salary and bonus   5,550,040    4,414,581 
Accrued bonus to employees and remuneration to directors and supervisors   2,602,796    1,778,422 
Accrued legal settlement fee   814,185    - 
Accrued employee insurance   572,259    473,575 
Accrued utilities   495,404    450,506 
Others   5,232,703    4,232,866 
           
   $22,364,516   $14,758,553 

 

The Company and its subsidiary, ASE US, reached the final settlement agreement with Tessera Inc. (“Tessera”) in October 2014 to resolve the patent infringement lawsuit, and Tessera has dismissed all claims against the Company and ASE US. The Company recognized the originally agreed settlement amount of NT$894,150 thousand (US$30,000 thousand as resolved in the term sheet agreement in February 2014) in the fourth quarter of 2013 under the line item of long-term payables. The final settlement amount was reduced to NT$814,185 (US$27,000 thousand as resolved in the final settlement agreement in October 2014) and reclassified from long-term payables to other payables which was paid in January 2015.

 

21.RETIREMENT BENEFIT PLANS

 

a.Defined contribution plans

 

1)The pension plan under the ROC Labor Pension Act (“LPA”) for the Group’s ROC resident employees is a government-managed defined contribution plan. Based on the LPA, the Company and its subsidiaries in Taiwan makes monthly contributions to employees’ individual pension accounts at 6% of their monthly salaries.

 

2)The subsidiaries located in China, U.S.A., Malaysia, Singapore and Mexico also make contributions at various ranges according to relevant local regulations.

 

b.Defined benefit plans

 

1)The Company and its subsidiaries in Taiwan joined the defined benefit pension plan under the ROC Labor Standards Law (“LS Law”). Pension benefits are calculated on the basis of the length of service and average monthly salaries of the last six months before retirement. The Company and its subsidiaries in Taiwan make contributions based on a certain percentage of their domestic employees’s monthly salaries to a pension fund administered by the pension fund monitoring committee and deposited in the names of the Committees in the Bank of Taiwan.. Under the Labor Standards Law, the rate of return on assets shall not be less than the average interest rate on a two-year time deposit published by the local banks and the government is responsible for any shortfall in the event that the rate of return is less than the required rate of return. The plan assets are held in a commingled fund which is operated and managed by the government’s designated authorities; as such, the Company does not have any right to intervene in the investments of the funds.

 

-50-

 

2)ASE Japan has a pension plan under which eligible employees with more than ten years of service are entitled to receive pension benefits based on their length of service and salaries at the time of termination of employment. ASE Japan makes contributions based on a certain amount of pension cost to employees.

 

ASE Korea also has a pension plan under which eligible employees and directors with more than one year of service are entitled to receive a lump-sum payment upon termination of their service with ASE Korea, based on their length of service and salaries at the time of termination. ASE Korea makes contributions based on a certain percentage of pension cost to an external financial institution administered by the management and in the names of employees.

 

3)ASE Inc., ASE Test, Inc. and ASE Electronics Inc. maintain pension plans for executive managers. Pension costs under the plans were NT$16,645 thousand and NT$4,950 thousand for the years ended December 31, 2014 and 2013, respectively. Pension payments were NT$25,315 thousand and NT$2,666 thousand for the years ended December 31, 2014 and 2013, respectively. As of December 31, 2014 and 2013, accrued pension liabilities for executive managers were NT$199,842 thousand and NT$208,512 thousand, respectively.

 

4)The present value of the defined benefit obligation and the related current service cost and past service cost were measured using the Projected Unit Credit Method.

 

Except the pension plans for executive managers, the key assumptions used for the actuarial valuations were as follow:

 

    December 31
    2014   2013
         
Discount rates   0.12%-4.03%   0.20%-4.94%
Expected return on plan assets   1.25%-2.66%   1.25%-3.45%
Expected rates of salary increase   2.00%-4.70%   0.00%-5.05%

 

The expected rate of return was based on historical return trends and analysts’ predictions of the market where the plan assets located over the life of the related obligation, by reference to the aforementioned use of the plan assets and the impact of the related minimum return.

 

5)An analysis of the amounts recognized in profit or loss in respect of the defined benefit plans excluding those for executive managers was as follows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Current service cost  $327,707   $347,629 
Interest cost   189,043    156,157 
Expected return on plan assets   (61,352)   (71,740)
Past service cost   48,364    10,707 
           
   $503,762   $442,753 

 

-51-

 

An analysis by function was as follows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Operating cost  $394,082   $345,336 
Selling and marketing expenses   12,540    11,266 
General and administrative expenses   55,594    47,048 
Research and development expenses   41,546    39,103 
           
   $503,762   $442,753 

 

6)For the years ended December 31, 2014 and 2013, the Group recognized actuarial loss of NT$32,845 thousand and actuarial gain of NT$350,260 thousand in other comprehensive loss, respectively. As of December 31, 2014 and 2013, the accumulated actuarial loss of NT$349,260 thousand and NT$316,722 thousand were recognized in other comprehensive loss, and NT$4,981 thousand and NT$3,643 thousand were recognized in non-controlling interests, respectively.

 

7)The amounts included in the consolidated balance sheets arising from the Group’s obligation in respect of its defined benefit plans excluding those for executive managers were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Present value of funded defined benefit obligation  $7,741,174   $7,472,145 
Fair value of plan assets   (3,502,487)   (3,118,804)
Present value of unfunded defined benefit obligation   4,238,687    4,353,341 
Unrecognized past service cost   (78,275)   (104,603)
Recorded under others payables   (1,028)   (15,893)
Recorded under prepaid pension cost   11,910    - 
           
Net defined benefit liability  $4,171,294   $4,232,845 

 

Movements in net defined benefit liability were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Balance, beginning of the year  $7,472,145   $7,751,862 
Current service cost   327,707    347,629 
Interest cost   189,043    156,157 
Actuarial losses (gains)   64,830    (429,208)
Past service cost   22,036    - 
Exchange differences on foreign plans   (25,354)   (100,662)
Benefits paid          
Plan assets   (292,996)   (154,608)
The Group   (16,237)   (99,025)
           
Balance, end of the year  $7,741,174   $7,472,145 

 

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Movements in the fair value of the plan assets were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Balance, beginning of the year  $3,118,804   $2,682,803 
Expected return on plan assets   61,352    71,740 
Actuarial gains (losses)   18,946    (10,365)
Contributions from employer   556,555    470,592 
Benefits paid from plan assets   (292,996)   (154,608)
Exchange differences on foreign plans   39,826    58,642 
           
Balance, end of the year  $3,502,487   $3,118,804 

 

For the years ended December 31, 2014 and 2013, the actual return on plan assets were NT$80,298 thousand and NT$61,375 thousand, respectively.

 

8)The major categories of plan assets at the end of the reporting period for each category were disclosed based on the information announced by Bureau of Labor Funds, Ministry of Labor and foreign actuarial report:

 

   Fair Value of Plan Assets (%)
   December 31
   2014  2013
       
Cash and cash equivalents   53    37 
Equity instruments   25    26 
Debt instruments   20    33 
Others   2    4 
           
Total   100    100 

 

9)The Group elected to disclose the historical information of experience adjustments as the amounts determined for each accounting period prospectively from the date of transition to Taiwan-IFRSs (January 1, 2012).

 

   December 31
   2014  2013
   NT$  NT$
       
Present value of defined benefit obligation  $7,741,174   $7,472,145 
Fair value of plan assets   (3,502,487)   (3,118,804)
           
Deficit  $4,238,687   $4,353,341 
           
Experience adjustments on plan liabilities  $38,516   $(35,839)
           
Experience adjustments on plan assets  $18,946   $(10,365)

 

10)The Group expects to make contributions of NT$510,434 thousand to the defined benefit plans in the next year starting from January 1, 2015.

 

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22.EQUITY

 

a.Share capital

 

Ordinary shares

 

   December 31,
   2014  2013
       
Numbers of shares authorized (in thousands)   10,000,000    9,600,000 
           
Numbers of shares reserved (in thousands)          
Employee share options   800,000    800,000 
           
Shares authorized  $100,000,000   $960,000,000 
           
Shares reserved          
Employee share options  $8,000,000   $8,000,000 
           
Numbers of shares registered (in thousands)   7,852,538    7,756,004 
Numbers of shares subscribed in advance (in thousands)   9,187    31,823 
           
Number of shares issued and fully paid (in thousands)   7,861,725    7,787,827 

 

The holders of issued ordinary shares with a par value at $10 per share are entitled the right to vote and receive dividends, except the shares held by the Group’s subsidiaries which are not entitled the right to vote. As of December 31, 2014 and 2013, there were 500,000 thousand and 100,000 thousand ordinary shares, respectively, included in the authorized shares that were not yet required to complete the share registration process.

 

American Depositary Receipts

 

The Company issued ADSs and each ADS represents five ordinary shares. As of December 31, 2014 and 2013, 125,731 thousand and 96,649 thousand ADSs were outstanding and represented approximately 628,657 thousand and 483,243 thousand ordinary shares of the Company, respectively.

 

b.Capital surplus

 

   December 31,
   2014  2013
   NT$  NT$
       
Arising from the excess of the consideration received over the carrying amounts of the subsidiaries’ net assets (Note 28)  $9,036,941   $2,165,879 
Arising from issuance of ordinary shares   5,325,382    4,134,295 
Arising from employee share options   1,178,210    1,369,232 
Arising from treasury share transactions   425,004    236,214 
Arising from share of changes in capital surplus of associates   30,134    3,250 
           
   $15,995,671   $7,908,870 

 

As of December 31, 2014 and 2013, capital surplus arising from issuance of ordinary shares of NT$3,626 thousand represented the unexercised portion for employees’ subscription on cash capital increase of the Company in 2013 (Note 26c).

 

-54-

 

The premium from ordinary shares issued in excess of par, including the premium from issuance of ordinary shares, treasury share transactions and carrying amount of expired options, may be used to offset deficits; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to capital up to a certain percentage of the Company’s capital surplus each year.

 

The capital surplus arising from investments accounted for using the equity method and employee share options may not be used for any purpose.

 

c.Retained earnings and dividend policy

 

The Articles of Incorporation of ASE Inc. (the “Articles”) provides that annual net income shall be distributed in the following order:

 

1)Replenishment of deficits;

 

2)10.0% as legal reserve;

 

3)Special reserve appropriated or reversed in accordance with laws or regulations set forth by the authorities concerned;

 

4)An amount equal to the excess of the income from investments accounted for using the equity method over cash dividends as special reserve;

 

5)Addition or deduction of realized gains or losses on equity instruments at fair value through other comprehensive income;

 

6)Not more than 1.0% of the remainder, from 1) to 5), as remuneration to directors and supervisors;

 

7)Between 7.0% to 11.0% of the remainder, from 1) to 5), as bonus to employees, of which 7.0% shall be distributed in accordance with the employee bonus plan and the excess shall be distributed to specified employees at the board of directors’ discretion; and

 

8)Any remainder from above as dividends to shareholders.

 

Employees to whom referred in 7) above include employees of subsidiaries that meet certain conditions, which are to be determined by the board of directors.

 

The Company is currently in the mature growth stage. To meet the capital needs for business development now and in the future and satisfy the shareholders’ demand for cash inflows, the Company shall use residual dividend policy to distribute dividends, of which the cash dividend is not lower than 30% of the total dividend distribution, with the remainder to be distributed in stock. A distribution plan is also to be made by the board of directors and passed for resolution in the shareholders’ meeting.

 

As of December 31, 2014 and 2013, the accrued bonus to employees of the Company was NT$2,335,786 thousand and NT$1,586,672 thousand, respectively, and the accrued remuneration to directors and supervisors of the Company was NT$212,344 thousand and NT$144,243 thousand, respectively. The accrued bonus to employees and remuneration to directors and supervisors represented 11% and 1%, respectively, of net income (net of the bonus and remuneration) for the years ended December 31, 2014 and 2013. Material differences between such estimated amounts and the amounts proposed by the board of directors on or before the consolidated financial statements are authorized for issue are adjusted in the year the bonus and remuneration were recognized. If there is a change in the proposed amounts after the consolidated financial statements are authorized for issue, the differences are recorded as a change in accounting estimate. If a share bonus is resolved to be distributed to employees, the number of shares is determined by dividing the amount of the share bonus

 

-55-

 

by the closing price (after considering the effect of cash and stock dividends) of the shares of the day immediately preceding the shareholders’ meeting.

 

Under Rule No. 1010012865 and Rule No. 1010047490 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”, the Company should appropriate or reverse to a special reserve. Any special reserve appropriated may be reversed to the extent that the net debit balance reverses and thereafter distributed.

 

Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company’s capital surplus. Legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s capital surplus, the excess may be transferred to capital or distributed in cash.

 

The appropriations of earnings for 2013 and 2012 resolved at the Company’s annual shareholders’ meetings in June 2014 and June 2013, respectively, were as follows:

 

   Appropriation of Earnings  Dividends Per Share
   For Year 2013  For Year 2012  For Year 2013  For Year 2012
   NT$  NT$  NT$  NT$
              (in dollars)    (in dollars) 
                     
Legal reserve  $1,568,907   $1,309,136           
Special reserve   (309,992)   309,992           
Cash dividends   10,156,005    7,987,974   $1.30   $1.05 
                     
   $11,414,920   $9,607,102           

 

The bonus to employees and the remuneration to directors and supervisors for 2013 and 2012 distributed in cash were also approved in the aforementioned shareholders’ meetings. The information was as follows:

 

   For Year 2013  For Year 2012
    NT$    NT$ 
           
Bonus to employees  $1,587,300   $1,147,223 
Remuneration to directors and supervisors   144,000    228,000 

 

The appropriations of earnings for 2012 were proposed according to the Corporation’s financial statements for the year ended December 31, 2012, which were prepared in accordance with the former Regulations Governing the Preparation of Financial Reports by Securities Issuers and ROC GAAP.

 

The differences between the resolved amounts of the bonus to employees and remuneration to directors and supervisors and the accrued amounts reflected in the consolidated financial statements for the years ended December 31, 2013 and 2012 were deemed changes in estimates. The difference was NT$385 thousand and NT$38,644 thousand and had been adjusted in earnings for the years ended December 31, 2014 and 2013, respectively.

 

Information regarding the bonus to employees and the remuneration to directors and supervisors resolved by the shareholders’ meeting is available on the Market Observation Post System website of the TSE.

 

d.Special reserve appropriated in accordance with the local regulations

 

On January 1, 2013, the Company appropriated to the special reserve of NT$3,353,938 thousand relating to the exchange differences on translating foreign operations transferred to retained earnings in accordance with the local regulations.

 

-56-

 

e.Accumulated other comprehensive income

 

1)Exchange differences on translating foreign operations

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Balance at January 1  $(525,521)  $(3,210,248)
Exchange differences arising on translating foreign operations   5,064,907    2,685,647 
Share of exchange difference of associates accounted for using the equity method   1,767    (920)
           
Balance at December 31  $4,541,153   $(525,521)

 

2)Unrealized gain on available-for-sale financial assets

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Balance at January 1  $426,246   $355,254 
Unrealized loss arising on revaluation of available-for-sale financial assets   (142,418)   14,985 
Cumulative loss reclassified to profit or loss on disposal of available-for-sale financial assets   9,561    (96)
Share of unrealized gain on available-for-sale financial assets of associates accounted for using the equity method   233,389    56,103 
           
Balance at December 31  $526,778   $426,246 

 

3)Cash flow hedges

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Balance at January 1  $(3,279)  $(3,755)
Gain arising on changes in the fair value of hedging instruments - Interest rate swap contracts   795    (2,597)
Cumulative loss arising on changes in fair value of hedging instruments reclassified to profit or loss - Interest rate swap contracts   2,484    3,842 
Income tax related to cash flow hedges   -    (769)
           
Balance at December 31  $-   $(3,279)

 

f.Treasury shares (in thousand shares)

 

There was no change in the Company’s shares held by subsidiaries in 2014 and 2013. The Company’s shares held by its subsidiaries at each balance sheet date were as follows:

 

-57-

 

The Company’s shares held by its subsidiaries at each balance sheet date were as follows:

 

  

Shares

Held By Subsidiaries (in thousand shares)

  Carrying amount  Fair Value
      NT$  NT$
          
December 31, 2014         
          
ASE Test   88,200   $1,380,721   $3,360,438 
J&R Holding   46,704    381,709    1,779,413 
ASE Test, Inc.   10,979    196,677    418,291 
                
    145,883   $1,959,107   $5,558,142 
                
December 31, 2013               
                
ASE Test   88,200   $1,380,721   $2,443,153 
J&R Holding   46,704    381,709    1,293,694 
ASE Test, Inc.   10,979    196,677    304,112 
                
    145,883   $1,959,107   $4,040,959 

 

The Company issued ordinary shares in connection with its merger with its subsidiaries. The shares held by its subsidiaries were reclassified from investments accounted for using the equity method to treasury shares on the proportion owned by the Company.

 

Under the Securities and Exchange Act in the ROC, the Company shall neither pledge treasury shares nor exercise shareholders’ rights on these shares, such as rights to dividends and voting. The subsidiaries holding treasury shares, however, retain shareholders’ rights except the rights to participate in any share issuance for cash and voting.

 

In February 2015, the board of directors approved to repurchase up to 120,000 thousand of the Company’s ordinary shares which will be used for equity conversion of convertible overseas bonds to be issued in the future. The shares to be repurchased account for 1.53% of our total issued shares, at prices between NT$32.0 to NT$55.0 per share during the period from March 2, 2015 to April 30, 2015. The Company will keep buying back if the prices is under the lower limit.

 

g.Non-controlling interests

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Balance at January 1  $4,144,338   $3,521,419 
Attributable to non-controlling interests:          
Share of profit for the year   629,419    465,966 
Exchange difference on translating foreign operations   339,451    131,621 
Unrealized loss on available-for-sale financial assets   (857)   (50)
Cash capital increase of subsidiary (Note 28)   3,073,516    27,826 
Non-controlling interest relating to outstanding vested share options held by the employees of subsidiaries   120,376    100,547 
Defined benefit plan actuarial losses   (1,338)   (3,394)
Cash dividends to non-controlling interests   (85,766)   (99,597)
           
Balance at December 31  $8,219,139   $4,144,338 

-58-

 

23.PROFIT BEFORE INCOME TAX

 

a.Other income

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Interest income  $243,474   $212,801 
Government subsidy   184,525    149,634 
Dividends income   101,252    131,449 
Rental income   59,624    63,130 
           
   $588,875   $557,014 

b.Other gains, net

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Net gain arising on financial instruments held for trading  $1,266,653   $615,207 
Net gain on financial assets designated as at FVTPL   572,187    180,152 
Gains (losses) on disposal of property, plant and equipment and other assets   (44,681)   127,375 
Foreign exchange loss, net   (1,221,979)   (276,201)
Loss on damages and claims   (102,101)   (1,058,810)
Impairment loss   (308,144)   (691,872)
Bargain purchase gain   -    28,860 
Others   614,355    111,799 
           
   $776,290   $(963,490)

c.Finance costs

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Total interest expense for financial liabilities measured at amortized cost  $2,548,850   $2,433,868 
Less:  Amounts included in the cost of qualifying assets          
Inventories related to real estate business   (100,705)   (42,999)
Property, plant and equipment   (126,203)   (137,567)
    2,321,942    2,253,302 
Loss arising on derivatives as designated hedging instruments in cash flow hedge accounting relationship reclassified from equity to profit or loss   2,484    3,842 
Other finance costs   29,671    50,311 
           
   $2,354,097   $2,307,455 

-59-

 

Information relating to the capitalized borrowing costs was as follows:

 

    For the Years Ended December 31
    2014   2013
         
Annual interest capitalization rates        
Inventories related to real estate business   6.00%-7.21%   5.90%-7.21%
Property, plant and equipment   0.88%-6.15%   1.54%-6.15%

 

d.Depreciation and amortization

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Property, plant and equipment  $25,805,042   $24,696,607 
Intangible assets   545,734    774,304 
           
Total  $26,350,776   $25,470,911 
           
Summary of depreciation by function          
Operating costs  $24,050,546   $23,025,115 
Operating expenses   1,754,496    1,671,492 
           
   $25,805,042   $24,696,607 
           
Summary of amortization by function          
Operating costs  $180,719   $397,976 
Operating expenses   365,015    376,328 
           
   $545,734   $774,304 

 

e.Employee benefits expense

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Post-employment benefits (Note 21)          
Defined contribution plans  $1,589,505   $1,324,178 
Defined benefit plans   520,407    447,703 
    2,109,912    1,771,881 
Equity-settled share-based payments   110,157    260,801 
Salary, incentives and bonus   40,475,594    34,032,023 
Other employee benefits   5,984,074    5,211,948 
           
   $48,679,737   $41,276,653 
           
Summary of employee benefits expense by function          
Operating costs  $33,291,997   $28,061,759 
Operating expenses   15,387,740    13,214,894 
           
   $48,679,737   $41,276,653 

 


-60-

 

24.INCOME TAX

 

a.Income tax recognized in profit or loss

 

The major components of income tax expense were as follows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Current income tax          
In respect of the current year  $3,524,456   $2,594,114 
Income tax on unappropriated earnings   25,737    13,933 
Adjustments for prior years   72,380    (91,633)
    3,622,573    2,516,414 
           
Deferred income tax          
In respect of the current year   556,549    719,332 
Effect of foreign currency exchange differences   75,305    (62,285)
Others   (2,914)   28,191 
    628,940    685,238 
           
Income tax expense recognized in profit or loss  $4,251,513   $3,201,652 

 

A reconciliation of income tax expense calculated at the statutory rate and income tax expense recognized in profit or loss was as follows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Profit before income tax  $28,473,599   $19,356,692 
           
Income tax expense calculated at the statutory rate  $5,089,846   $3,681,888 
Nontaxable expense in determining taxable income   126,407    (172,322)
Tax-exempt income   (623,652)   (373,113)
Additional income tax on unappropriated earnings   488,517    362,359 
Loss carry-forward and income tax credits currently used   (1,186,565)   (684,309)
Remeasurement of deferred income tax assets, net   291,217    241,824 
Adjustments for prior years’ tax   72,380    (91,633)
Land value increment tax   (6,637)   236,958 
           
Income tax expense recognized in profit or loss  $4,251,513   $3,201,652 

 

For the years ended December 31, 2014 and 2013, the Group applied a tax rate of 17% for resident entities subject to the Income Tax Law of the ROC; for the subsidiaries located in China, the applied tax rate was 25%; and for other jurisdictions, the Group measures taxes by using the applicable tax rate for each individual jurisdiction.

 

As the status of 2014 appropriations of earnings is uncertain, the potential income tax consequences of 2014 unappropriated earnings are not reliably determinable.

 

-61-

 

b.Income tax recognized directly in equity

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Deferred income tax          
Employee share options  $4,481   $- 

 

c.Income tax recognized in other comprehensive income

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Deferred income tax          
Actuarial loss on defined benefit plan  $13,039   $(68,583)
Fair value changes of hedging instruments for cash flow hedges   -    (769)
           
   $13,039   $(69,352)

 

d.Current tax assets and liabilities

 

   December 31
   2014  2013
   NT$  NT$
       
Current tax assets          
Tax refund receivable  $23,616   $92,430 
Prepaid income tax   41,696    58,166 
           
   $65,312   $150,596 
           
Current tax liabilities          
Income tax payable  $4,150,036   $3,000,869 

 


e.Deferred tax assets and liabilities

 

The Group offset certain deferred tax assets and deferred tax liabilities which met the offset criteria.

 

The movements of deferred tax assets and deferred tax liabilities were as follows:

 

   Balance at January 1  Recognized in Profit or Loss  Recognized in Other Comprehensive Income  Recognized in Equity  Exchange Differences  Balance at December 31
   NT$  NT$  NT$  NT$  NT$  NT$
                   
Year ended December 31, 2014                  
                   
Temporary differences                              
Property, plant and equipment  $(1,684,616)  $(804,082)  $-   $-   $56,843   $(2,431,855)
Defined benefit obligation   836,757    (44,694)   13,039    -    (21,767)   783,335 
FVTPL financial instruments   (12,329)   (170,722)   -    -    12,992    (170,059)
Others   767,744    372,563    -    4,481    21,509    1,166,297 
    (92,444)   (646,935)   13,039    4,481    69,577    (652,282)
Loss carry-forward   270,031    246,334    -    -    3,533    519,898 
Investment credits   924,128    (227,486)   -    -    (2,560)   694,082 
Others   -    (853)   -    -    -    (853)
                               
   $1,101,715   $(628,940)  $13,039   $4,481   $70,550   $560,845 

-62-

 

   Balance at January 1  Recognized in Profit or Loss  Recognized in Other Comprehensive Income  Exchange Differences  Balance at December 31
   NT$  NT$  NT$  NT$  NT$
Year ended December 31, 2013               
                
Temporary differences                         
Property, plant and equipment  $(977,288)  $(730,743)  $-   $23,415   $(1,684,616)
Defined benefit obligation   977,915    (12,829)   (68,583)   (59,746)   836,757 
Cash flow hedges   769    -    (769)   -    - 
FVTPL financial instruments   61,499    (73,832)   -    4    (12,329)
Others   445,904    336,473    -    (14,633)   767,744 
    508,799    (480,931)   (69,352)   (50,960)   (92,444)
Loss carry-forward   380,694    (117,007)   -    6,344    270,031 
Investment credits   1,029,097    (87,300)   -    (17,669)   924,128 
                          
   $1,918,590   $(685,238)  $(69,352)  $(62,285)  $1,101,715 

f.Items for which no deferred tax assets have been recognized

 

Unrecognized deferred tax assets related to loss carry-forward, investment credits and deductible temporary differences were summarized as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Loss carry-forward  $694,960   $669,410 
Investment credits   629,231    714,481 
Deductible temporary differences   957,183    901,580 
           
   $2,281,374   $2,285,471 

 

The unrecognized loss carry-forward will expire through 2023 and the unrecognized investment credits will expire through 2017.

 

g.Information about unused loss carry-forward, unused investment credits, tax-exemption and other tax relief

 

As of December 31, 2014, the unused loss carry-forward comprised of:

 

Year of Expiry  NT$
    
2015  $70,223 
2016   167,001 
2017   352,030 
2018   277,680 
2019 and thereafter   347,924 
      
   $1,214,858 

 

As of December 31, 2014, unused investment credits comprised of:

 

      Remaining Creditable Amount   
Laws and Statutes  Tax Credit Source   NT$   Expiry Year
            
Statute for Upgrading Industries  Purchase of machinery and equipment  $1,267,646   2015 and thereafter
   Others   55,667   2017
            
      $1,323,313    

-63-

 

As of December 31, 2014, profits attributable to the following expansion projects were exempted from income tax for a 3-year or 5-year period:

 

    Tax-exemption Period
     
Construction and expansion of 2004 by the Company   2012.01-2016.12
Construction and expansion of 2005 by the Company   2012.01-2016.12
Construction and expansion of 2007 by the Company   2013.01-2015.12
Construction and expansion of 2008 by the Company.   2014.01-2018.12
Construction and expansion of 2005 by ASE Test Inc.   2011.01-2015.12
Construction and expansion of 2008 by ASE Test Inc.   2014.01-2018.12
Construction and expansion of 2005 by ASE Electronics Inc.   2012.01-2016.12

 

In addition, the Group had additional 3 unused construction and expansion projects.

 

Some China subsidiaries qualify as high technology enterprises which entitle them to a reduced income tax rate of 15% and also make them eligible to deduct certain times of research and development expenses from their taxable income.

 

h.Unrecognized deferred tax liabilities associated with investments

 

As of December 31, 2014 and 2013, the taxable temporary differences associated with investments in subsidiaries for which no deferred tax liabilities have been recognized were NT$11,400,826 thousand and NT$9,326,560 thousand, respectively.

 

i.Integrated income tax

 

As of December 31, 2014 and 2013, unappropriated earnings were all generated on and after January 1, 1998. As of December 31, 2014 and 2013, the balance of the Imputation Credit Account (“ICA”) was NT$934,038 thousand and NT$733,341 thousand, respectively.

 

The creditable ratio for the distribution of earnings of 2014 and 2013 was 6.19% (estimated) and 6.10% (actual), respectively.

 

Under the Integrated Income Tax System, ROC resident shareholders are allowed a tax credit for their proportionate share of the income tax paid in the ROC by the Company on earnings generated after January 1, 1998. Non-resident shareholders are allowed only a tax credit from the 10% income tax on undistributed earnings, which can be used to reduce the withholding income tax on dividends. Starting from 2015, the allowed tax credit is adjusted to 50% of the income tax paid in the ROC by the Company for ROC resident shareholders or 50% of the 10% income tax on undistributed earnings for non-resident shareholders. An ICA is maintained by the Company for such income tax and the tax credit allocated to each shareholder. The maximum credit available for allocation to each shareholder cannot exceed the balance shown in the ICA on the date of dividend distribution. The expected creditable ratio for the 2014 earnings may be adjusted, depending on the ICA balance on the date of dividend distribution.

 

j.Income tax assessments

 

Income tax returns of ASE Inc. and its subsidiaries in Taiwan have been examined by authorities through 2012 and through 2010 to 2012, respectively. ASE Inc. and some of its subsidiaries in Taiwan disagreed with the result of examinations relating to its income tax returns for 2004 through 2008 and 2010 through 2012 and applied for appeal procedures. The related income tax expenses in the years resulting from the examinations have been accrued in respective tax years.

 

-64-

 

25.EARNINGS PER SHARE

 

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

 

Net profit for the year

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Profit for the year attributable to owners of the Company  $23,592,667   $15,689,074 
Effect of potentially dilutive ordinary shares:          
Employee share options issued by subsidiaries   (260,925)   (131,756)
Convertible bonds   931,344    156,193 
           
Earnings used in the computation of diluted earnings per share  $24,263,086   $15,713,511 

 

eighted average number of ordinary shares outstanding (in thousand shares):

 

   For the Years Ended December 31
   2014  2013
       
Weighted average number of ordinary shares in computation of basic earnings per share   7,687,930    7,508,539 
Effect of potentially dilutive ordinary shares:          
Convertible bonds   375,271    117,085 
Employee share options   101,850    67,081 
Bonus to employees   55,643    54,926 
           
Weighted average number of ordinary shares in computation of diluted earnings per share   8,220,694    7,747,631 

 

The Group is able to settle the bonuses paid to employees in cash or shares. The Group assumed that the entire amount of the bonus would be settled in shares and the resulting potential shares were included in the weighted average number of ordinary shares outstanding used in the computation of diluted earnings per share if the effect is dilutive. Such dilutive effect of the potential shares was included in the computation of diluted earnings per share until the shareholders approve the number of shares to be distributed to employees at their meeting in the following year.

 

26.SHARE-BASED PAYMENT ARRANGEMENTS

 

a.Employee share option plans of the Company and its subsidiaries

 

In order to attract, retain and reward employees, ASE Inc. has four employee share option plans for full-time employees of the Group. Each share option represents the right to purchase one ordinary share of ASE Inc. when exercised. Under the terms of the plans, share options are granted at an exercise price equal to or not less than the closing price of the ordinary shares listed on the TSE at the grant date. The option rights of these plans are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date. For any subsequent changes in the Company’s capital structure, the exercise price is accordingly adjusted.

 

In December 2014, the board of directors approved the 5th employee share option plan.

 

-65-

 

ASE Inc. Option Plans

 

Information about share options was as follows:

 

   For the Years Ended December 31
   2014  2013
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options  Price Per Share  Options  Price Per Share
   (In Thousands)  (NT$)  (In Thousands)  (NT$)
             
Balance at January 1   285,480   $20.5    344,332   $20.3 
Options forfeited   (1,515)   20.5    (3,307)   20.7 
Options expired   (322)   13.5    (10)   7.4 
Options exercised   (73,898)   19.7    (55,535)   19.3 
                     
Balance at December 31   209,745    20.7    285,480    20.5 
                     
Options exercisable, end of year   189,240    20.7    228,685    20.4 

 

The weighted average share price at exercise dates of share options for the years ended December 31, 2014 and 2013 was NT$35.1 and NT$26.2, respectively.

 

Information about the Company’s outstanding share options at each balance sheet date was as follows:

 

   Range of Exercise Price  Per Share (NT$) 

Weighted Average Remaining 

Contractual Life (Years) 

       
December 31, 2014    $11.1-13.5    0.4 
     20.4-22.6    4.4 
           
December 31, 2013    11.1-13.5    0.6 
     20.4-22.6    5.4 

 

ASE Mauritius Inc. Option Plan

 

ASE Mauritius Inc. has an employee share option plan for full-time employees of the Group which granted 30,000 thousand units in December 2007. Under the terms of the plan, each unit represents the right to purchase one ordinary share of ASE Mauritius Inc. when exercised. The option rights of the plan are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date.

 

-66-

 

Information about share options was as follows:

 

   For the Years Ended December 31
   2014  2013
   Number of  Exercise  Number of  Exercise
   Options  Price Per Share  Options  Price Per Share
   (In Thousands)  (US$)  (In Thousands)  (US$)
             
Balance at January 1   28,545   $1.7    28,595   $1.7 
Options forfeited   -    -    (50)   1.7 
                     
Balance at December 31   28,545    1.7    28,545    1.7 
                     
Options exercisable, end of year   28,545    1.7    28,545    1.7 

 

As of December 31, 2014 and 2013, the share options were all vested and the remaining contractual life was 3 years and 4 years, respectively.

 

USIE Option Plans

 

The terms of the plans issued by USIE were the same with those of the Company’s option plans.

 

Information about share options was as follows:

 

   For the Years Ended December 31
   2014  2013
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options  Price Per Share  Options  Price Per Share
   (In Thousands)  (US$)  (In Thousands)  (US$)
             
Balance at January 1   34,939   $2.1    34,966   $2.1 
Options forfeited   -    -    (27)   2.9 
Options exercised   (780)   1.5    -    - 
                     
Balance at December 31   34,159    2.1    34,939    2.1 
                     
Options exercisable, end of year   30,874    2.0    28,281    2.0 

 

Information about USIE’s outstanding share options at each balance sheet date was as follows:

 

  

Range of Exercise Price Per Share

(US$)

 

Weighted Average Remaining 

Contractual Life (Years) 

       
December 31, 2014   $1.5    5.0 
      2.4-2.9    5.8 
            
December 31, 2013    1.5    4.0 
      2.4-2.9    6.8 

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b.Fair value of share options

 

Share options granted by the Group were measured using the Black-Scholes Option Pricing Model or the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995), and the inputs to the models were as follows:

 

    ASE Inc.   ASE Mauritius Inc.   USIE
             
Share price/market price at the grant date   NT$28.60-30.65   US$1.7   US$1.53-2.62
Exercise prices   NT$28.60-30.65   US$1.7   US$1.53-2.94
Expected volatility   28.59%-40.82%   47.21%   32.48%-42.58%
Expected lives   10 years   10 years   10-12 years
Expected dividend yield   3.00%-4.00%   -   -
Risk free interest rates   1.56%-2.51%   3.87%-3.90%   1.63%-4.02%

 

Expected volatility was based on the historical share price volatility over the past 10 years of ASE Inc. and the comparable companies of ASE Mauritius Inc. and USIE, respectively. Under the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995) to allow for the effects of early exercise, the Group assumed that employees would exercise the options after vesting date when the share price was 1.58-1.69 times the exercise price.

 

In December 2014 and 2013, USIE had modified the terms of its option plan granted in 2007 to extend the valid period from 11 years to 12 years and from 10 years to 11 years, respectively. The incremental fair value of NT$10,378 thousand and NT$15,497 thousand were all recognized as employee benefits expense in 2014 and 2013, respectively, since the options were all vested.

 

Employee benefits expense recognized on employee share options was NT$110,157 thousand and NT$234,093 thousand for the years ended December 31, 2014 and 2013, respectively.

 

c.New shares issued under cash capital increase reserved for subscription by employees

 

In July 2013, the board of directors approved the cash capital increase and, as required under the Company Act of the ROC, simultaneously granted options to employees to purchase 15% of such newly issued shares with such options exercisable within 3 days and vested when granted. The grant of the options was treated as employee options, accordingly a share-based compensation, and measured at fair value in accordance with IFRS 2. The Group recognized employee benefits expense and capital surplus of NT$26,708 thousand in full at the grant date (also the vested date), of which 1,960 thousand shares had not been vested, therefore, NT$3,626 thousand was reclassified from capital surplus-employee share options to capital surplus-issuance of ordinary shares.

 

Information about the Company’s employee share options related to the aforementioned newly issued shares was as follows:

 

  

Number of Options

(In Thousand) 

  Fair Value (NT$)
       
Balance at January 1, 2013   -   $- 
Options granted   14,437    1.85 
Options exercised   (12,477)   1.85 
Options forfeited   (1,960)   - 
           
Balance at December 31, 2013   -    - 

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Fair value was measured using the Black-Scholes Option Pricing Model and the inputs to the model were as follows:

 

Share price at the grant date   NT$27.95 per share
Exercise price   NT$26.10 per share
Expected volatility   17.98%
Expected lives   3 days
Expected dividend yield   -
Risk free interest rate   0.57%

Expected volatility was based on the Company’s historical share prices volatility.

 

27.BUSINESS COMBINATIONS

 

a.Subsidiaries acquired

 

    Principal Activity   Date of Acquisition   Proportion of Voting Equity Interests Acquired   Cash Consideration
                NT$
                 
Wuxi Tongzhi   Packaging and testing of semiconductors   May 27, 2013   100%   $ 338,021

 

b.Consideration transferred, fair value of assets acquired and liabilities assumed as well as net cash outflow on acquisition of subsidiaries at the acquisition date were as follows:

 

   NT$
    
Current assets  $158,100 
Non-current assets     
Property, plant and equipment   258,420 
Other non-current assets   35,656 
Current liabilities   (85,295)
    366,881 
Bargain purchase gain - recognized in other gains and losses   (28,860)
Total consideration   338,021 
Less:  Cash and cash equivalent acquired   (87,634)
      
Net cash outflow on acquisition of Wuxi Tongzhi  $250,387 

 

c.Impact of acquisitions on the operating results of the Group

 

The operating results of Wuxi Tongzhi, since the acquisition date to December 31, 2013, included in the consolidated statements of comprehensive income were operating revenue NT$316,380 thousand and profit for the period NT$15,762 thousand.

 

d.Pro-forma information

 

Had these business combinations been in effect at the beginning of each year, the Group’s operating revenues and profit for the years ended December 31, 2013 would have been NT$220,093,736 thousand and NT$16,158,494 thousand, respectively. This pro-forma information is for illustrative purposes only and is not necessarily an indication of operating revenue and results of operations of the Group that actually would have been achieved had the acquisition been completed at the beginning of each year, nor is it intended to be a projection of future results.

 

-69-

 

28.EQUITY TRANSACTION WITH NON-CONTROLLING INTERESTS

 

In November 2014, USISH completed its cash capital increase of CNY2,017,690 thousand and the Group’s shareholdings of USISH decreased from 88.6% to 82.1% since the Group did not subscribe for additional new shares.

 

In August 2013, the Group’s subsidiary, Luchu, issued new ordinary shares for cash capital increase of NT$400,000 thousand and the Group’s shareholdings of Luchu increased from 84.3% to 86.1%.

 

The above transactions were accounted for as equity transactions since the Group did not cease to have control over these subsidiaries and, as a result, capital surplus was charged an addition of NT$6,871,062 thousand and a deduction of NT$330 thousand due to USISH capital increase and Luchu capital increase, respectively.

 

29.NON-CASH TRANSACTIONS

 

For the years ended December 31, 2014 and 2013, the Group entered into the following non-cash investing activities which were not reflected in the consolidated statements of cash flows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Payments for property, plant and equipment          
Purchase of property, plant and equipment  $43,448,587   $27,044,072 
Increase (decrease) in prepayments for property, plant and equipment   (34,894)   327,810 
Decrease (increase) in payables for property, plant and equipment   (3,688,526)   1,908,404 
Capitalized borrowing costs   (126,203)   (137,567)
           
   $39,598,964   $29,142,719 
           
Proceeds from disposal of property, plant and equipment          
Consideration from disposal of property, plant and equipment  $462,438   $350,873 
Decrease (increase) in other receivables   (41,231)   673 
           
   $421,207   $351,546 

  

30.OPERATING LEASE ARRANGEMENTS

 

Except those discussed in Note 17, the Company and its subsidiary, ASE Test, Inc., lease the land on which their buildings are located under various operating lease agreements with the ROC government expiring through January 2023. The agreements grant these entities the option to renew the leases and reserve the right for the lessor to adjust the lease payments upon an increase in the assessed value of the land and to terminate the leases under certain conditions. In addition, the Group leases buildings, machinery and equipment under operating leases.

 

The subsidiaries’ offices located in U.S.A. and Japan, etc. are leased from other parties and the lease term will expire through 2015 to 2017 with the option to renew the leases upon expiration.

 

The Group recognized rental expense of NT$1,459,835 thousand and NT$1,301,550 thousand for the years ended December 31, 2014 and 2013, respectively.

 

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31.CAPITAL MANAGEMENT

 

The capital structure of the Group consists of debt and equity. The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance. Key management personnel of the Group periodically reviews the cost of capital and the risks associated with each class of capital. In order to balance the overall capital structure, the Group may adjust the amount of dividends paid to shareholders, the number of new shares issued or repurchased, and the amount of new debt issued or existing debt redeemed.

 

The Group is not subject to any externally imposed capital requirements except those discussed in Note 18.

 

32. FINANCIAL INSTRUMENTS

 

a.Fair value of financial instruments

 

1)Fair value of financial instruments that are not measured at fair value

 

Except bonds payable measured at amortized cost, the management considers that the carrying amounts of financial assets and financial liabilities not measured at fair value approximate their fair values.

 

The carrying amounts and fair value of bonds payable as of December 31, 2014 and 2013, respectively, were as follows:

 

   Carrying Amount  Fair Value
    NT$    NT$ 
           
December 31, 2014  $31,270,131   $31,702,988 
December 31, 2013   21,314,005    21,913,590 

 

2)Fair value measurements recognized in the consolidated balance sheets

 

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

 

a)Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;

 

b)Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. prices) or indirectly (i.e. derived from prices); and

 

c)Level 3 fair value measurements are those derived from valuation techniques that include inputs for those assets or liabilities that are not based on observable market data (unobservable inputs).

 

-71-

 

   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
December 31, 2014            
             
Financial assets at FVTPL                    
Financial assets designated as at FVTPL                    
Structured time deposits  $-   $2,376,050   $-   $2,376,050 
Private-placement convertible bonds   -    100,500    -    100,500 
                     
Derivative financial assets                    
Swap contracts   -    1,907,705    -    1,907,705 
Forward exchange contracts   -    27,811    -    27,811 
                     
Non-derivative financial assets held for trading                    
Open-end mutual funds   533,425    -    -    533,425 
Quoted shares   43,352    -    -    43,352 
                     
   $576,777   $4,412,066   $-   $4,988,843 
                     
Available-for-sale financial assets                    
Open-end mutual funds  $1,500,434   $-   $-   $1,500,434 
Limited Partnership   -    -    555,361    555,361 
Unquoted shares   -    -    223,505    223,505 
Quoted shares   195,070    -    -    195,070 
                     
   $1,695,504   $-   $778,866   $2,474,370 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $-   $2,520,606   $-   $2,520,606 
Swap contracts   -    99,165    -    99,165 
Forward exchange contracts   -    31,581    -    31,581 
                     
   $-   $2,651,352   $-   $2,651,352 
                     
December 31, 2013                    
                     
Financial assets at FVTPL                    
Financial assets designated as at FVTPL                    
Structured time deposits  $-   $2,228,643   $-   $2,228,643 
Private-placement convertible bonds   -    100,500    -    100,500 
Derivative financial assets                    
Swap contracts   -    219,324    -    219,324 
Forward exchange contracts   -    10,178    -    10,178 

 

(Continued)

 

-72-

 

   Level 1  Level 2  Level 3  Total
    NT$    NT$    NT$    NT$ 
                     
Non-derivative financial assets held for trading                    
Open-end mutual funds  $172,000   $-   $-   $172,000 
Quoted shares   33,624    -    -    33,624 
                     
   $205,624   $2,558,645   $-   $2,764,269 
                     
Available-for-sale financial assets                    
Open-end mutual funds  $2,321,826   $-   $-   $2,321,826 
Limited partnership   -    -    583,441    583,441 
Quoted shares   328,656    -    -    328,656 
Unquoted shares   -    -    213,721    213,721 
Private-placement shares   -    69,655    -    69,655 
                     
   $2,650,482   $69,655   $797,162   $3,517,299 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $-   $1,742,996   $-   $1,742,996 
Swap contracts   -    74,170    -    74,170 
Forward exchange contracts   -    31,315    -    31,315 
Cross currency swap contracts   -    4,180    -    4,180 
Foreign currency option contracts   -    643    -    643 
                     
   $-   $1,853,304   $-   $1,853,304 
                     
Derivative financial liabilities for hedging                    
Interest rate swap contracts  $-   $3,310   $-   $3,310 

(Concluded)

 

For assets and liabilities held as of December 31, 2014 and 2013 that were measured at fair value on a recurring basis, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

 

3)Reconciliation of Level 3 fair value measurements of financial assets

 

The financial assets measured at Level 3 fair value were equity investments with no quoted prices classified as available-for-sale financial assets - non-current. Reconciliations for the years ended December 31, 2014 and 2013 were as follows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Balance at January 1  $797,162   $776,683 
Purchases   38,793    73,358 
Disposals   (21,012)   (27,368)

(Continued)

 

-73-

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Total gains or losses          
In profit or loss  $(10,390)  $(106,916)
In other comprehensive income   (25,687)   81,405 
           
Balance at December 31  $778,866   $797,162 

 

(Concluded)

 

As of December 31, 2014 and 2013, unrealized loss of NT$21,519 thousand and unrealized gain of NT$20,175 thousand, recorded in other comprehensive income under the heading of unrealized gain (loss) on available-for-sale financial assets, were included in the carrying amount of the financial assets at fair value on Level 3 fair value measurement.

 

4)Valuation techniques and assumptions applied for the purpose of measuring fair value

 

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

 

a)The fair values of financial assets and financial liabilities with standard terms and conditions and traded in active markets were determined with reference to quoted market prices (includes quoted shares and open-end mutual funds). The fair value of private-placement shares was derived using quoted market prices and adjusted for the liquidity discount due to the selling restrictions relating to the lock-up period. The liquidity discount was the option value using the Black-Scholes Model with all observable inputs.

 

b)The fair values of derivative instruments were calculated using quoted prices. Where such prices were not available, a discounted cash flow analysis was performed using the applicable yield curve for the duration of the instruments for non-optional derivatives, and option pricing models for optional derivatives. These models use market-based observable inputs including interest rate curves, foreign exchange rates, and forward and spot prices for currencies to project fair value. The estimates and assumptions used by the Group were consistent with those that market participants would use in pricing financial instruments.

 

c)The fair value of the Group’s investments in unquoted shares on Level 3 fair value measurement were measured using market approach based on investees’ recent financing activities, technical development, valuation of investees comparable companies, market conditions and other economic indicators.

 

d)Except the aforementioned, the fair values of other financial assets and financial liabilities were measured using the generally accepted pricing models based on a discounted cash flow analysis.

 

b.Categories of financial instruments

 

   December 31
   2014  2013
   NT$  NT$
Financial assets          
           
FVTPL          
Designated as at FVTPL  $2,476,550   $2,329,143 
Held for trading   2,512,293    435,126 
Available-for-sale financial assets   2,474,370    3,517,299 
Loans and receivables (Note 1)   106,158,279    89,317,657 

 

(Continued)

 

-74-

 

   December 31
   2014  2013
   NT$  NT$
       
Financial liabilities          
           
FVTPL          
Held for trading  $2,651,352   $1,853,304 
Derivative instruments in designated hedge accounting relationships   -    3,310 
Measured at amortized cost (Note 2)   157,157,392    145,430,744 

 

(Concluded)

 

Note 1:The balances included loans and receivables measured at amortized cost which comprised cash and cash equivalents, trade and other receivables and other financial assets.

 

Note 2:The balances included financial liabilities measured at amortized cost which comprised short-term borrowings, trade and other payables, bonds payable, long-term borrowings and long-term payables.

 

c.Financial risk management objectives and policies

 

The derivative instruments used by the Group are to mitigate risks arising from ordinary business operations. All derivative transactions entered into by the Group are designated as either hedging or trading. Derivative transactions entered into for hedging purposes must hedge risk against fluctuations in foreign exchange rates and interest rates arising from operating activities. The currencies and the amount of derivative instruments held by the Group must match its hedged assets and liabilities denominated in foreign currencies.

 

The Group’s risk management department monitors risks to mitigate risk exposures, reports unsettled position, transaction balances and related gains or losses to the Group’s chief financial officer on monthly basis.

 

1)Market risk

 

The Group’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. Gains or losses arising from fluctuations in foreign currency exchange rates of a variety of derivative financial instruments were approximately offset by those of hedged items. Interest rate risk was not significant due to the cost of capital was expected to be fixed.

 

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

 

a)Foreign currency exchange rate risk

 

The Group had sales and purchases as well as financing activities denominated in foreign currency which exposed the Group to foreign currency exchange rate risk. The Group entered into a variety of derivative financial instruments to hedge foreign currency exchange rate risk to minimize the fluctuations of assets and liabilities denominated in foreign currencies.

 

The carrying amounts of the Group’s foreign currency denominated monetary assets and liabilities (including those eliminated upon consolidation) as well as derivative instruments which exposed the Group to foreign currency exchange rate risk at each balance sheet date are presented in Note 37.

 

-75-

 

The Group was principally subject to the impact to exchange rate fluctuation in U.S. dollars and Japanese yen against NT$ or Chinese Yuan Renminbi (“CNY”). 1% is the sensitivity rate used when reporting foreign currency exchange rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign currency exchange rates. The sensitivity analysis included financial assets and liabilities and inter-company receivables and payables within the Group. The changes in profit before income tax due to a 1% change in U.S. dollars and Japanese yen both against NT$ and CNY would be NT$41,000 thousand and NT$15,000 thousand for the years ended December 31, 2014 and 2013, respectively. Hedging contracts and hedged items have been taken into account while measuring the changes in profit before income tax. The abovementioned sensitivity analysis mainly focused on the foreign currency monetary items at the end of the year. As the year-end exposure did not reflect the exposure for the years ended December 31, 2014 and 2013, the abovementioned sensitivity analysis was unrepresentative of those years.

 

b)Interest rate risk

 

Except a portion of long-term bonds payable at fixed interest rates, the Group was exposed to interest rate risk because group entities borrowed funds at floating interest rates. Changes in market interest rates will lead to variances in effective interest rates of borrowings from which the future cash flow fluctuations arise.

 

The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at each balance sheet date were as follows:

 

   December 31
   2014  2013
   NT$  NT$
Fair value interest rate risk          
Financial liabilities  $34,003,038   $22,186,535 
           
Cash flow interest rate risk          
Financial assets   51,603,455    46,206,830 
Financial liabilities   65,149,698    78,502,073 

 

For assets and liabilities with floating interest rates, a 100 basis point increase or decrease was used when reporting interest rate risk internally to key management personnel. If interest rates had been 100 basis points (1%) higher or lower and all other variables held constant, the Group’s profit before income tax for the years ended December 31, 2014 and 2013 would have decreased or increased approximately by NT$135,000 thousand and NT$323,000 thousand, respectively.

 

c)Other price risk

 

The Group was exposed to equity or debt price risk through its investments in financial assets at FVTPL, including private-placement convertible bonds, quoted shares, and open-end mutual funds, and available-for-sale financial assets. If equity or debt prices were 1% higher or lower, profit before income tax for the years ended December 31, 2014 and 2013 would have increased or decreased approximately by NT$6,800 thousand and NT$3,100 thousand, respectively, and other comprehensive income before income tax for the years ended December 31, 2014 and 2013 would have increased or decreased approximately by NT$25,000 thousand and NT$35,000 thousand, respectively.

 

In addition, the Group was also exposed to the Company’s ordinary share price risk through Bonds Options recognized as financial liabilities held for trading. 7% is the sensitivity rate used when reporting price risk internally to key management personnel. If the Company’s

 

-76-

 

ordinary share price increased or decreased by 7%, profit before income tax for the years ended December 31, 2014 would have decreased approximately by NT$651,000 thousand and increased approximately by NT$608,000 thousand, respectively.

 

2)Credit risk

 

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group’s credit risk arises from cash and cash equivalents, receivables and other financial assets. The Group’s maximum exposure to credit risk was the carrying amounts of financial assets in the consolidated balance sheets.

 

The Group dealt with counterparties creditworthy and has a credit policy and trade receivable management procedures to ensure recovery and evaluation of trade receivables. The Group’s counterparties consisted of a large number of customers and banks and there was no significant concentration of credit risk exposure.

 

3)Liquidity risk

 

The Group manages liquidity risk by maintaining adequate working capital and banking facilities to fulfill the demand for cash flow used in the Group’s operation and capital expenditure. The Group also monitors its compliance with all the loan covenants. Liquidity risk is not considered to be significant.

 

In the table below, financial liabilities with a repayment on demand clause were included in the earliest time band regardless of the probability of counter-parties choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.

 

To the extent that interest flows are floating rate, the undiscounted amounts were derived from the interest rates at each balance sheet date.

 

  

On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year

  1 to 5 Years 

More than  

5 Years 

   NT$  NT$  NT$  NT$  NT$
                
December 31, 2014               
                
Non-derivative financial liabilities                         
Non-interest bearing  $23,660,711   $21,370,876   $4,606,064   $155,599   $29,139 
Floating interest rate liabilities   21,534,220    9,003,403    12,364,453    23,870,629    175,302 
Fixed interest rate liabilities   684,039    838,234    846,899    34,458,859    - 
                          
   $45,878,970   $31,212,513   $17,817,416   $58,485,087   $204,441 
                          
December 31, 2013                         
                          
Non-derivative financial liabilities                         
Non-interest bearing  $16,755,995   $18,506,103   $2,193,722   $979,923   $- 
Floating interest rate liabilities   22,940,649    11,905,684    21,552,430    23,383,218    - 
Fixed interest rate liabilities   4,051    169,271    1,105,439    23,523,781    - 
                          
   $39,700,695   $30,581,058   $24,851,591   $47,886,922   $- 

 

The amounts included above for floating interest rate instruments for non-derivative financial liabilities was subject to change if changes in floating interest rates differ from those estimates of interest rates determined at each balance sheet date.

 

The following table detailed the Group’s liquidity analysis for its derivative financial instruments. The table was based on the undiscounted contractual net cash inflows and outflows on derivative instruments that settle on a net basis, and the undiscounted gross cash inflows and outflows on those derivatives that require gross settlement. When the amounts payable or receivable are not fixed,

 

-77-

 

the amounts disclosed have been determined by reference to the projected interest rates as illustrated by the yield curves at each balance sheet date.

 

  

On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year 

   NT$  NT$  NT$
          
December 31, 2014         
          
Gross settled               
Forward exchange contracts               
Inflows  $3,662,813   $1,959,573   $9,241 
Outflows   (3,655,279)   (1,940,145)   (9,331)
    7,534    19,428    (90)
                
Swap contracts               
Inflows   10,342,259    4,621,200    33,399,031 
Outflows   (10,215,834)   (4,461,118)   (31,646,310)
    126,425    160,082    1,752,721 
                
   $133,959   $179,510   $1,752,631 
                
December 31, 2013               
                
Net settled               
Forward exchange contracts  $3,520   $(2,670)  $- 
Foreign currency option contracts   -    2,910    - 
                
   $3,520   $240   $- 
                
Gross settled               
Forward exchange contracts               
Inflows  $2,703,738   $1,540,707   $208,348 
Outflows   (2,725,667)   (1,541,515)   (208,635)
    (21,929)   (808)   (287)
                
Swap contracts               
Inflows   6,565,374    6,384,442    23,843,432 
Outflows   (6,524,921)   (6,368,366)   (23,596,540)
    40,453    16,076    246,892 
                
Cross currency swap contracts               
Inflows   175    356    596,801 
Outflows   -    -    (598,600)
    175    356    (1,799)
                
Interest rate swap contracts               
Inflows   3,744    -    3,089 
Outflows   (5,995)   -    (5,865)
    (2,251)   -    (2,776)
                
   $16,448   $15,624   $242,030 

 

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33. RELATED PARTY TRANSACTIONS

 

Balances and transactions within the Group had been eliminated upon consolidation. Details of transactions between the Group and other related parties were disclosed as follows:

 

a.The Company acquired real estate from HC in 2014 and 2013 at NT$4,540,086 thousand and NT$1,473,905 thousand, respectively, which were all primarily based on independent professional appraisal reports and fully paid before December 31, 2014 and 2013, respectively. In addition, the construction of buildings with green design concept and other projects on current leased property for which the Company contracted with Fu Hwa Construction Co., Ltd. has been completed with a total consideration of NT$349,646 thousand in 2014, which was primarily based on independent professional appraisal reports as well as request for quotation and price negotiation, and the payment schedule was based on the agreed acceptance progress.

 

b.In addition to the donation of NT$15,000 thousand to Social Affairs Bureau of Kaohsiung City Government through ASE Cultural and Educational Foundation (the “ASE Foundation”) in August 2014, the Company contributed NT$100,000 thousand to ASE Foundation in September 2014 for environmental charity in promoting the related domestic environmental protection and public service activities (Note 35).

 

c.Compensation to key management personnel

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Short-term employee benefits  $989,720   $741,232 
Post-employment benefits   4,049    4,766 
Share-based payments   50,327    78,701 
           
   $1,044,096   $824,699 

 

The compensation to the Company’s key management personnel is determined according to personal performance and market trends.

 

Except for the aforementioned, the Group had no material transactions with related parties for the years ended December 31, 2014 and 2013.

 

34. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

 

In addition to Note 10, the following assets were provided as collateral for bank borrowings and the tariff guarantees of imported raw materials:

 

   December 31
   2014  2013
   NT$  NT$
       
Inventories related to real estate business  $15,164,858   $12,239,500 
Property, plant and equipment          
 Land   -    299,059 
 Buildings and improvements   -    337,222 
Other financial assets (including current and non-current)   268,562    250,656 
           
   $15,433,420   $13,126,437 

 

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35. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

 

In addition to those disclosed in other notes, significant commitments and contingencies of the Group as of each balance sheet date were as follows:

 

a.Significant commitments

 

1)As of December 31, 2014 and 2013, unused letters of credit of the Group were approximately NT$137,000 thousand and NT$271,000 thousand, respectively.

 

2)As of December 31, 2014 and 2013, the amounts that the Group has committed to purchase property, plant and equipment were approximately NT$17,498,000 thousand and NT$8,249,000 thousand, respectively, of which NT$1,516,396 thousand and NT$1,291,306 thousand had been prepaid, respectively.

 

3)In consideration of corporate social responsibility for environmental protection, the Company’s board of directors, in December 2013, approved contributions to be made in the next 30 years, at a total amount of NT$3,000,000 thousand, at the minimum, to environmental protection efforts in Taiwan. In January 2015, the Company’s board of directors approved to contribute NT$100,000 thousand to ASE Foundation for continuously implementing environmental effort in promoting the related domestic environmental protection and public service activities.

 

b.Non-cancellable operating lease commitments

 

   December 31, 2014
    NT$ 
      
Less than 1 year  $224,600 
1-5 years   275,463 
More than 5 years   421,949 
      
   $922,012 

 

36. SIGNIFICANT SUBSEQUENT EVENTS

 

To enhance operational flexibility via structural adjustments, the board of directors of the Company’s subsidiary, USI, resolved in January 2015 the spin-off of its investment business as well as capital reduction of NT$16,012,966 thousand by reducing 1,601,297 thousand shares (a reduction ratio of 97.56%), and will assign its investment business to USI, Inc. (“New USI”), a newly established business entity. As the consideration of the business value to be spun-off by USI, New USI will issue 1,000,000 thousand new ordinary shares to the shareholders of USI. Based on the shareholdings on the record date of the spin-off, the shareholders of USI will receive 609.27 shares of New USI’s ordinary share in exchange of each 1,000 shares of USI’s ordinary share. The tentative record date of the spin-off is March 6, 2015. After the spin-off, the Group will have control over both USI and New USI, and the spin-off will not have material impact on the financial position and business operation of the Group.

 

37. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

 

The significant assets and liabilities denominated in foreign currencies were as follows:

 

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Foreign Currencies

(In Thousand)

  Exchange Rate 

Carrying Amount

(In Thousand)

          
December 31, 2014         
          
Monetary financial assets             
US$  $3,761,345   US$1=NT$31.65  $119,046,569 
JPY   12,543,157   JPY1=NT$0.2646   3,318,919 
              
Monetary financial liabilities             
US$   3,888,563   US$1=NT$31.65   123,073,019 
JPY   12,728,820   JPY1=NT$0.2646   3,368,046 
              
December 31, 2013             
              
Monetary financial assets             
US$   3,381,706   US$1=NT$29.805   100,791,747 
JPY   12,302,816   JPY1=NT$0.2839   3,492,769 
              
Monetary financial liabilities             
US$   3,438,847   US$1=NT$29.805   102,494,835 
JPY   11,659,321   JPY1=NT$0.2839   3,310,081 

 

38. OTHERS

 

On December 20, 2013, the Kaohsiung Environmental Protection Bureau (“KEPB”) issued an official letter No. Kao-Shih-Huan-Chu-Tu-Tzu 10243758100 and an administrative sanction letter No. Kao-Shih-Huan-Chu-Shui-Chu-Tzu 30-102-120022 (“the Administrative Decision”). The Administrative Decision was to suspend the operation at ASE K7 Plant's wafer-level process where nickel is used and impose a fine of NT$110,065 thousand, which has been recorded under the line item of other income and expenses for the year ended December 31, 2013. On April 7, 2014, the amount of the fine was amended to NT$109,359 thousand by the KEPB. On January 17, 2014, the Company retained lawyers to file an administrative appeal to nullify the Administrative Decision with the Kaohsiung City Government, but the administrative appeal was dismissed. The Company next retained lawyers to file an administrative complaint to revoke the part of the Administrative Decision pertaining to the fine, and the case is being heard by the Kaohsiung High Administrative Court. As to the suspended operation at ASE K7 Plant's wafer-level process where nickel is used, the KEPB issued official letter No. Kao-Shih-Huan-Chu-Tu-Tzu 10343171000, on December 15, 2014, to grant the resumption.

 

Meanwhile, owing to the event above, on January 3, 2014, the Kaohsiung District Prosecutors Office charged the Company with violation of the Waste Disposal Act and the judgment was handed down on October 20, 2014, in which the Company was fined NT$3,000 thousand, recorded under the line item of other income and expenses for the year ended December 31, 2014, for violation of Article 47 of the Waste Disposal Act. The Company filed an appeal against the judgment, and the case is being heard by the Taiwan High Court's Kaohsiung Branch Court.

 

39. ADDITIONAL DISCLOSURES

 

Following are the additional disclosures required by the Securities and Futures Bureau for ASE Inc.:

 

a.Financial provided: Please see Table 1 attached;

 

b.Endorsement/guarantee provided: Please see Table 2 attached;

 

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c.Marketable securities held (excluding investments in subsidiaries, associates and joint venture): Please see Table 3 attached;

 

d.Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: Please see Table 4 attached;

 

e.Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: Please see Table 5 attached;

 

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

 

g.Total purchase from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: Please see Table 6 attached;

 

h.Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: Please see Table 7 attached;

 

i.Information about the derivative financial instruments transaction: Please see Note 7 and 9;

 

j.Others: The business relationship between the parent and the subsidiaries and significant transactions between them: Please see Table 10 attached;

 

k.Names, locations, and related information of investees over which ASE Inc. exercises significant influence (excluding information on investment in Mainland China): Please see Table 8 attached;

 

l.Information on investment in Mainland China

 

1)The name of the investee in Mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: Please see Table 9 attached;

 

2)Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:

 

a)The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: Please see Table 6 attached;

 

b)The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: None;

 

c)The amount of property transactions and the amount of the resultant gains or losses: No significant transactions;

 

d)The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: None;

 

e)The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds: None;

 

f)Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: None.

 

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40.       OPERATING SEGMENTS INFORMATION

 

The Group has the following reportable segments: Packaging, Testing and EMS. The Group packages bare semiconductors into finished semiconductors with enhanced electrical and thermal characteristics; provides testing services, including front-end engineering testing, wafer probing and final testing services; provides electronics manufacturing services. Information about other business activities and operating segments that are not reportable are combined and disclosed in “Others.” The Group engages in other activities such as substrate production and real estate business.

 

The accounting policies for segments are the same as those described in Note 4. The measurement basis for resources allocation and performance evaluation is based on profit before income tax.

 

Segment information for the years ended December 31, 2014 and 2013 was as follows:

 

a.Segment revenues and results

 

   Packaging  Testing  EMS  Others  Total
   NT$  NT$  NT$  NT$  NT$
                
For the year ended December 31, 2014               
                
Revenue from external customers   121,336,453    25,874,694    105,784,427    3,595,873    256,591,447 
Inter-segment revenues (Note)   9,418,359    177,793    48,596,814    8,437,439    66,630,405 
Segment revenues   130,754,812    26,052,487    154,381,241    12,033,312    323,221,852 
Interest income   96,737    10,245    116,451    20,041    243,474 
Interest expense   (1,566,595)   (15,663)   (155,702)   (586,466)   (2,324,426)
Depreciation and amortization   (17,533,267)   (6,160,378)   (1,435,509)   (1,221,622)   (26,350,776)
Share of the profit of associates   (108,726)   -    -    -    (108,726)
Impairment loss   (231,936)   (4,701)   (10,390)   (61,117)   (308,144)
Segment profit before income tax   17,241,307    6,790,309    3,807,944    634,039    28,473,599 
Investments accounted for using the equity method   1,492,441    -    -    -    1,492,441 
Segment assets   166,626,502    44,148,283    78,851,169    44,345,506    333,971,460 
Expenditures for segment assets   29,863,337    6,157,154    6,562,513    865,583    43,448,587 
                          
For the year ended December 31, 2013                         
                          
Revenue from external customers   112,603,927    24,732,197    78,530,594    3,995,728    219,862,446 
Inter-segment revenues (Note)   3,337,074    246,223    42,960,432    8,048,827    54,592,556 
Segment revenues   115,941,001    24,978,420    121,491,026    12,044,555    274,455,002 
Interest income   74,171    11,958    85,491    41,181    212,801 
Interest expense   (1,542,047)   (44,167)   (96,620)   (574,310)   (2,257,144)
Depreciation and amortization   (16,412,763)   (6,293,170)   (1,658,743)   (1,106,235)   (25,470,911)
Share of the profit of associates   26,300    -    -    -    26,300 
Impairment loss   (344,150)   (115,966)   (99,843)   (131,913)   (691,872)
Segment profit before income tax   9,973,216    6,320,384    2,918,365    144,727    19,356,692 
Investments accounted for using the equity method   1,216,201    -    -    -    1,216,201 
Segment assets   146,268,732    44,100,564    55,096,207    41,348,403    286,813,906 
Expenditures for segment assets   18,648,304    6,068,085    1,224,698    1,102,985    27,044,072 

 

Note:Inter-segment revenues were eliminated upon consolidation.

 

b.Revenue from major products and services

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Advanced packaging and IC wirebonding service  $108,384,405   $100,457,184 
Wafer probing and final testing service   25,116,026    24,120,370 
Electronic components manufacturing service   104,904,455    77,731,347 
Others   18,186,561    17,553,545 
           
   $256,591,447   $219,862,446 

 

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c.Geographical information

 

Geographical information about revenue from external customers and noncurrent assets are reported based on the country where the external customers are headquartered and noncurrent assets are located.

 

1)Net revenues from external customers

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
United States  $173,912,974   $143,753,891 
Taiwan   36,747,699    31,277,147 
Asia   24,042,586    23,779,212 
Europe   20,826,125    20,392,268 
Others   1,062,063    659,928 
           
   $256,591,447   $219,862,446 

 

2)Noncurrent assets

 

   December 31
   2014  2013
   NT$  NT$
       
Taiwan  $97,159,564   $82,174,469 
China   43,384,186    40,121,292 
Others   26,177,965    25,864,658 
           
   $166,721,715   $148,160,419 

 

Noncurrent assets excluded financial instruments, post-employment benefit assets and deferred tax assets

 

d.Major customers

 

Except one customer from which the operating revenues generated from packaging and EMS segments was NT$54,431,222 thousand and NT$32,588,464 thousand in 2014 and 2013, respectively, the Group did not have other single customer to which the operating revenues exceeded 10% of operating revenues for the years ended December 31, 2014 and 2013.

 

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TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

FINANCINGS PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

      Financial Statement  Related  Maximum Balance        Nature for  Transaction  Reason for Allowance for  Collateral Each Borrowing Company Total Financing 
No. Financing Company Counter-party Account Party for the year Ending Balance Amount Actual Drawn Interest Rate Financing Amounts Financing Bad Debt Item Value (Note 1) Amount Limits (Note 2)
1 A.S.E. Holding Limited The Company Other receivables Yes   $ 2,404,365     $ 2,088,900     $ 2,088,900   0.550.57 The need for short-term   $ -   Operating capital   $  -   -   $  -     $ 2,927,288     $ 5,854,576  
      form related parties                             financing                                            
    J & R Holding Limited Long-term receivables Yes     883,630       189,900       189,900   0.55~0.57 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
        form related parties                             financing                                            
                                                                                 
2 J & R Holding Limited The Company Other receivables Yes     8,935,529       7,849,200       7,849,200   0.551.00 The need for short-term     -   Operating capital     -   -     -       9,522,922       19,045,844  
      form related parties                             financing                                            
    Global Advanced  Long-term receivables Yes     506,400       506,400       506,400   0.550.57 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
        Packaging  form related parties                                 financing                                            
        Technology Limited,                                                                             
        Cayman Islands                                                                            
ASE WeiHai Inc. Other receivables Yes     4,243,590       3,782,175       3,782,175   0.620.64 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
  form related parties                             financing                                            
Omniquest Industrial  Long-term receivables Yes     2,551,298       1,427,415       1,427,415   0.550.57 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
    Limited form related parties                             financing                                            
    ASE Assembly & Test  Other receivables Yes     2,130,450       1,582,500       1,582,500   0.620.65 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
    (Shanghai) Limited form related parties                             financing                                            
    ASE (Kun Shan) Inc. Other receivables Yes     1,592,423        1,344,828       1,344,828   0.635.77 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
      form related parties                             financing                                            
    Anstock Limited Long-term receivables Yes     775,860       775,860       775,860   3.994.05 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
      form related parties                             financing                                            
                                                                                 
3 ASE Test Limited The Company Other receivables Yes     5,113,080       4,525,950       4,525,950   0.550.57 The need for short-term     -   Operating capital     -   -     -       5,682,061       11,364,122  
      form related parties                             financing                                            
    J & R Holding Limited Long-term receivables Yes     1,987,270       1,392,600       1,392,600   0.550.57 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
        form related parties                             financing                                            
    ASE Singapore Pte. Ltd. Long-term receivables Yes     1,127,390       443,100       443,100   0.550.57 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
        form related parties                             financing                                            
    A.S.E. Holding Limited Long-term receivables Yes     1,582,500       1,582,500       1,582,500   0.550.57 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
      form related parties                             financing                                      
                                                                                 
4 ASE Test, Inc. The Company Other receivables Yes     4,800,000       4,499,200       4,499,200   0.981.03 The need for short-term     -   Operating capital     -   -     -       5,452,799       10,905,598  
      form related parties                             financing                                            
    J & R Holding Limited Other receivables Yes     1,523,500       -           -      0.991.00 The need for short-term     -   Operating capital     -   -     -       5,452,799       10,905,598  
      form related parties                             financing                                            
    Luchu Development Other receivables Yes     110,000       -           -      - The need for short-term     -   Operating capital     -   -     -       5,452,799       10,905,598  
    Corporation form related parties                             financing                                            
                                                                                 
5 ASE Module (Shanghai)  ASE (Shanghai) Inc. Other receivables Yes     517,240       517,240       517,240   5.40 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
  Inc.   form related parties                             financing                                            
                                                                                 
6 J&R Industrial Inc. The Company Other receivables Yes     190,000       190,000       190,000   0.981.03 The need for short-term     -   Operating capital     -   -     -       198,616       397,232  
      form related parties                             financing                                            
    J & R Holding Limited Other receivables Yes     182,820       -           -      0.981.00 The need for short-term     -   Operating capital     -   -     -       198,616       397,232  
      form related parties                             financing                                            
    ASE Electronics Inc. Other receivables Yes     190,000       190,000       190,000   0.991.03 The need for short-term     -   Operating capital     -   -     -       198,616       397,232  
      form related parties                             financing                                            
                                                                                 
7 ISE Labs, Inc. J & R Holding Limited Long-term receivables Yes     1,202,700       1,202,700       1,202,700   0.630.66 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
      form related parties                             financing                                    
        Other receivables                                                                  
      form related parties                                                                          
                                                                                 
8 ASE (Korea) Inc. The Company Other receivables Yes     1,582,500       1,582,500       1,582,500   3.153.17 The need for short-term     -   Operating capital     -   -     -       3,017,323       6,034,646  
      form related parties                             financing                                            

 

 

(Continued)

 

-85-

 

TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

FINANCINGS PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

                            Financing Limits for Financing Company's
      Financial Statement  Related  Maximum Balance        Nature for  Transaction  Reason for Allowance for  Collateral Each Borrowing Company Total Financing 
No. Financing Company Counter-party Account Party for the year Ending Balance Amount Actual Drawn Interest Rate Financing Amounts Financing Bad Debt Item Value (Note 1) Amount Limits (Note 2)
9 ASE Japan Co., Ltd. J & R Holding Limited Other receivables Yes   $ 2,668,800     $ 2,407,860     $ 2,249,100   0.530.55 The need for short-term   $ -   Operating capital   $ -   -   $ -     $ 15,021,695     $ 22,532,543  
      form related parties                             financing                                            
                                                                                 
10 USI Enterprise Limited The Company Other receivables Yes     4,431,000       4,431,000       4,431,000   0.550.57 The need for short-term     -   Operating capital     -   -     -       6,424,787       12,849,573  
      form related parties                             financing                                            
    Universal Scientific  Other receivables Yes     335,170       284,850       284,850   0.550.57 The need for short-term     -   Operating capital     -   -     -       6,424,787       12,849,573  
        Industrial Co., Ltd. form related parties                             financing                                            
                                                                                 
11 Huntington Holdings  The Company Other receivables Yes     1,740,750       1,740,750       1,740,750   0.550.56 The need for short-term     -   Operating capital     -   -     -       7,343,287       14,686,574  
      International Co.Ltd.   form related parties                             financing                                            
    J & R Holding Limited Other receivables Yes     1,675,850                               -                                       -      0.550.57 The need for short-term     -   Operating capital     -   -     -       7,343,287       14,686,574  
      form related parties                             financing                                            
                                                                                 
12 Anstock Limited ASE Assembly & Test  Long-term receivables Yes     3,325,853       3,325,853       3,325,853   4.45 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
        (Shanghai) Limited form related parties                             financing                                            
                                                                                 
13 Shanghai Ding Yu Real Shanghai Ding Wei Real  Other receivables Yes     504,520                               -                                       -      6.00 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
      Estate Development      Estate Development Co., form related parties                             financing                                            
     Co., Ltd.     Ltd.                                                                            
                                                                                 
14 ASE (Kun Shan) Inc. ASE Investment  Other receivables Yes     2,069       2,069       2,069   6.00 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
        (Kun Shan) Limited form related parties                             financing                                            
                                                                                 
15 Real Tech Holdings  The Company Other receivables Yes     1,675,850       474,750       474,750   0.550.57 The need for short-term     -   Operating capital     -   -     -       6,882,164       13,764,328  
  Limited   form related parties                             financing                                            
    J & R Holding Limited Other receivables Yes     1,266,000       1,266,000       1,266,000   0.550.56 The need for short-term     -   Operating capital     -   -     -       6,882,164       13,764,328  
        form related parties                             financing                                            
                                                                                 
16 Shanghai Ding Hui Real  Shanghai Ding Wei Real  Other receivables Yes     684,390       206,896       206,896   6.00 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
  Estate Development  Estate Development Co., form related parties                             financing                                            
  Co., Ltd. Ltd.                                                                            
    Kun Shan Ding Hong Real  Other receivables Yes     181,034       181,034       181,034   6.00 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
    Estate Development Co.,  form related parties                             financing                                            
    Ltd.                                                                            
                                                                                 
17 ASE Assembly & Test  ASE (Shanghai) Inc. Other receivables Yes     1,466,550       -       -   5.60 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
  (Shanghai) Limited   form related parties                             financing                                            
    ASE (Kun Shan) Inc. Other receivables Yes     121,740       -       -   1.83 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
      form related parties                             financing                                            
                                                                                 
18 Universal Scientific  Universal Global  Other receivables Yes     517,240       517,240       -   - The need for short-term     -   Operating capital     -   -     -       6,568,672       13,137,345  
  Industrial (Shanghai)  Technology (Kunshan)  form related parties                             financing                                            
  Co., Ltd. Co., Ltd.                                                                            
    Universal Global  Other receivables Yes     3,879,300       3,879,300       -   - The need for short-term     -   Operating capital     -   -     -       6,568,672       13,137,345  
    Technology (Shanghai)  form related parties                             financing                                            
    Co., Ltd.                                                                            
    Universal Global  Other receivables Yes     1,551,720       1,551,720       -   - The need for short-term     -   Operating capital     -   -     -       6,568,672       13,137,345  
       Technology Co., Limited form related parties                             financing                                            
    Universal Global  Other receivables Yes     517,240       517,240       -   - The need for short-term     -   Operating capital     -   -     -       6,568,672       13,137,345  
    Electronics (Shanghai) form related parties                             financing                                            
     Co., Ltd.(Note3)                                                                            
    Universal Global Scientific  Other receivables Yes     1,293,100       1,293,100       -   - The need for short-term     -   Operating capital     -   -     -       6,568,672       13,137,345  
    Industrial Co., Ltd.  form related parties                             financing                                            
                                                                                 
19 ASE Module (Kunshan) Inc. ASE (Kun Shan) Inc. Other receivables Yes     119,960       -       -   1.83 The need for short-term     -   Operating capital     -   -     -       15,021,695       22,532,543  
      form related parties                             financing                                            
                                                                                 
20 Omniquest Industrial  The Company Other receivables Yes     2,548,300       1,424,250       1,424,250   0.550.56 The need for short-term     -   Operating capital     -   -     -       3,218,935       6,437,871  
     Limited   form related parties                             financing                                            

  

(Continued)

  

-86-

 

TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

FINANCINGS PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

      Financial Statement  Related  Maximum Balance        Nature for  Transaction  Reason for Allowance for  Collateral Each Borrowing Company Total Financing 
No. Financing Company Counter-party Account Party for the year Ending Balance Amount Actual Drawn Interest Rate Financing Amounts Financing Bad Debt Item Value (Note 1) Amount Limits (Note 2)
21 Anstock II Limited(Note4) J & R Holding Limited Long-term receivables Yes   $ 9,400,050     $ 9,400,050     $ 9,400,050   2.45 The need for short-term   $ -   Operating capital   $ -   -   $ -     $ 15,021,695     $ 22,532,543  
      form related parties                                 financing                                            
22 USI Electronics  Universal Scientific  Other receivables Yes     1,293,100       1,293,100       -   - The need for short-term     -   Operating capital     -   -     -       1,771,341       3,542,683  
  (Shenzhen) Co., Ltd. Industrial (Shanghai)  form related parties                                 financing                                            
    Co., Ltd.                                                                             
    Universal Global  Other receivables Yes     1,293,100       1,293,100       982,756   3.005.04 The need for short-term     -   Operating capital     -   -     -       1,771,341       3,542,683  
    Technology (Shanghai)  form related parties                                 financing                                            
    Co., Ltd.                                                                            

 

 

Note 1:   Limit amount of lending to a company shall not exceed 20% of the net worth of the company. However, when the foreign subsidiaries whose voting shares are 100% owned directly or indirectly, by ASE as a lender, the amount lending to a company shall not exceed 10% of the net worth of ASE.

Note 2:   Where an inter-company or inter-firm short-term financing facility is necessary provided that the total amount of such financing facility shall not exceed 40% of the amount of the net worth of the lending company. However, the foreign subsidiaries whose voting shares are 100% owned directly or indirectly, by ASE as a lender, the total amount lending to a company shall not exceed 15% of the net worth of ASE.

Note 3:  Universal Global Electronics (Shanghai) Co., Ltd. was established on April 9, 2014 and 100% owned by Universal Scientific Industrial (Shanghai) Co., Ltd.

Note 4:  Anstock II Limited was established on July 8, 2014 and 100% owned by J&R Holding Limited.

Note 5:  Amount was eliminated based on the audited financial statements.

 

-87-

 

TABLE 2

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

ENDORSEMENTS/GUARANTEES PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

      Limits on Endorsement                           Ratio of Accumulated Maximum      Guarantee
  Endorsement/   /Guarantee Amount                    Amount of Endorsement/ Endorsement/Guarantee to Endorsement Guarantee Guarantee Provided to
  Guarantee Provider Guaranteed Party Provided to Each  Maximum Balance     Amount Actually Guarantee Collateralized Net Equity per Latest /Guarantee Amount  Provided by Provided by Subsidiaries
No. Name Name Nature of Relationship Guaranteed Party (Note 1) for the Year Ending Balance Drawn by Properties   Financial Statement Allowable (Note 2) Parent Company A Subsidiary in Mainland CHINA
0 The Company Anstock Limited 100% voting shares    $ 45,065,086     $ 3,568,862     $ 2,804,922     $ 2,616,614     $ -   1.87   $ 60,086,781   Yes No No
         indirectly owned by              (Note3)       (Note3)       (Note3)                          
          the Company                                                        
                                                               
    USI Enterprise Limited 99% voting shares      45,065,086       16,758,500       -       -       -   -     60,086,781   Yes No No
       indirectly owned by              (Note3)                                          
          the Company                                                        
                                                               
    Anstock II Limited 100% voting shares      45,065,086       10,100,306       10,100,306       9,585,235       -   6.72     60,086,781   Yes No No
       indirectly owned by              (Note3)       (Note3)       (Note3)                          
          the Company                                                        

 

 

Note 1:   The ceilings on the amounts for any single entity is permitted to make in endorsements/guarantees shall not exceed 30% of total equity of shareholders, respectively, according to “The Process of make in endorsements/guarantees” of ASE.

Note 2:   The ceilings on the aggregate amounts are permitted to make in endorsements/guarantees shall not exceed 40% of total equity of shareholders, respectively, according to “The Process of make in endorsements/guarantees” of ASE.c

Note 3:   Amount was included principal and interest.

 

-88-

 

TABLE 3

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

MARKETABLE SECURITIES HELD

DECEMBER 31, 2014

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

 

 

        December 31, 2014  
    Relationship with       Percentage of    
Held Company Name Marketable Securities Type and Name the Company Financial Statement Account Shares/ Units Carrying Value Ownership (%) Fair Value Note
The Company Stock                            
      H&HH Venture Investment Corporation - Available-for-sale financial assets - non-current 4,435,245     $ 21,927   15   $ 21,927    
      H&D Venture Capital Investment Corporation - Available-for-sale financial assets - non-current 3,879,310       22,718   13     22,718    
      Claridy Solutions, Inc. - Available-for-sale financial assets - non-current 12,611       58   -     58    
      Asia Pacifical Emerging Industry Venture Capital Co, Ltd. - Available-for-sale financial assets - non-current 6,000,000       58,491   7     58,491    
      StarChips Technology Inc. - Available-for-sale financial assets - non-current 333,334       -   6     -    
                               
  Bond                            
      AMPI Second Private of Domestic Unsecured  - Financial assets at fair value through profit  1,000       100,500   -     100,500    
          Convertible Bonds       or loss - current                        
                               
  Limited Liability Partnership                            
      Ripley Cable Holdings I, L.P. - Available-for-sale financial assets - non-current -       438,953   4     438,953    
                               
  Fund                            
  Mega Diamond Money Market Fund  - Available-for-sale financial assets - current 32,504,205       400,007   -     400,007    
                               
ASE Test, Inc. Stock                            
      The Company Parent Company Available-for-sale financial assets - non-current 10,978,776 (Note)     418,291   -     418,291    
      Claridy Solutions, Inc. - Available-for-sale financial assets - non-current 3,400,090       15,878   17     15,878    
                               
  Fund                            
      UPAMC JAMES BOND MONEY MARKET FUND - Available-for-sale financial assets - current 18,289,114       300,338   -     300,338    
      Allianz Global Investors Taiwan Money Market Fund - Available-for-sale financial assets - current 8,130,610       110,010   -     110,010    
      CTBC Hua-win Money Market Fund - Available-for-sale financial assets - current 27,717,723       300,033   -     300,033    
      Union Money Market Fund - Available-for-sale financial assets - current 7,705,644       100,010   -     100,010    
      Prudential Financial Money Market Fund - Available-for-sale financial assets - current 6,444,088       100,012   -     100,012    
      Franklin Templeton SinoAm Money Market Fund - Available-for-sale financial assets - current 19,729,119       200,024   -     200,024    
                               
J&R Industrial Inc. Fund                            
      Taishin 1699 Money Market - Financial assets at fair value through profit  34,302,310       455,720   -     455,720    
          or loss - current                        
      Hua Nan Kirin Money Market Fund - Financial assets at fair value through profit  2,616,592       30,829   -     30,829    
          or loss - current                        
      Hua Nan Phoenix Money Market Fund - Financial assets at fair value through profit  2,833,825       45,346   -     45,346    
          or loss - current                        
                               
Luchu Development Corporation Stock                            
      Powerchip Technology Corporation - Available-for-sale financial assets - current 1,677,166       -   -     -    
                               
A.S.E. Holding Limited Stock                            
    Global Strategic Investment Inc. - Available-for-sale financial assets - non-current 490,000     US$  282 thousand   3   US$ 282 thousand    
    SiPhoton, Inc. - Available-for-sale financial assets - non-current 544,800       -   4     -    
          Claridy Solutions, Inc. - Available-for-sale financial assets - non-current 169,859     US$  26 thousand   1   US$ 26 thousand    
    Global Strategic Investment, Inc. (Samoa) - Available-for-sale financial assets - non-current 869,891     US$ 212 thousand   2   US$ 212 thousand    
                               
J & R Holding Limited Stock                            
      The Company Parent Company Available-for-sale financial assets - non-current 46,703,763     US$ 56,222 thousand   1   US$ 56,222 thousand    

  

(Continued) 

 

-89-

 

TABLE 3

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

MARKETABLE SECURITIES HELD

DECEMBER 31, 2014

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

 

    Relationship with       Percentage of    
Held Company Name Marketable Securities Type and Name the
Company
Financial Statement Account Shares/ Units Carrying Value Ownership (%) Fair Value Note
  Limited Liability Partnership                            
    Crimson Velocity Fund, L.P. - Available-for-sale financial assets - non-current -     US$ 1,630 thousand   -   US$ 1,630 thousand    
    H&QAP Greater China Growth Fund, L.P. - Available-for-sale financial assets - non-current -     US$ 2,048 thousand   8   US$ 2,048 thousand    
                               
ASE Test Limited Stock                            
      The Company Parent Company Available-for-sale financial assets - non-current 88,200,472 (Note)   US$ 106,175 thousand   1   US$ 106,175 thousand    
                               
Shanghai Ding Hui Real  Fund                            
    Estate Development    180ETF - Financial assets at fair value through profit  47,825     CNY 154 thousand   -   CNY 154 thousand    
    Co., Ltd.         or loss - current                        
    300ETF - Financial assets at fair value through profit  39,700     CNY 142 thousand   -   CNY 142 thousand    
          or loss - current                        
                               
  Stock                            
      Gree Electric Appliances, Inc. Of Zhuhai  - Financial assets at fair value through profit  6,300     CNY 234 thousand   -   CNY 234 thousand    
          or loss - current                        
      Saic Motor Corporation Limited - Financial assets at fair value through profit  7,250     CNY 156 thousand   -   CNY 156 thousand    
          or loss - current                        
      SINOMINE RESOURCE EXPLORATION CO., LTD. - Financial assets at fair value through profit  500     CNY 6 thousand   -   CNY 6 thousand    
          or loss - current                        
                               
Universal Scientific  Stock                            
   Industrial Co,Ltd     Allied Circuit Co., Ltd - Available-for-sale financial assets - current 827,009       32,832   2     32,832    
      Universal Venture Capital Investment Corporation - Available-for-sale financial assets - non-current 6,200,000       39,873   5     39,873    
      Plasmag Technology Inc. - Available-for-sale financial assets - non-current 733,000       -   2     -    
                               
Senetex Investment Co., Ltd. Stock                            
      Universal Scientific Industrial Co,Ltd - Financial assets carried at cost- non-current  2,753,578       37,608   -     37,608    
                               
Huntington Holdings   Stock                            
 International Co., Ltd.     United Pacific Industrial Ltd. - Financial assets at fair value through profit  5,548,800     US$ 558 thousand   -   US$ 558 thousand    
          or loss - current                        
      Cadence Design SYS Inc. - Financial assets at fair value through profit  9,633     US$ 183 thousand   -   US$ 183 thousand    
          or loss - current                        
      Solid Gain Invenstments Ltd. - Available-for-sale financial assets - non-current 1,544,500     US$ 577 thousand   20   US$ 577 thousand    
                               
  Preferred stock                            
      Techgains I Corporation - Available-for-sale financial assets - non-current 675,247     US$ 218 thousand   10   US$ 218 thousand    
      Techgains II Corporation - Available-for-sale financial assets - non-current 784,411     US$ 154 thousand   4   US$ 154 thousand    
                               
Unitech Holdings   Stock                            
 International Co., Ltd.     United Pacific Industrial Ltd. - Financial assets at fair value through profit  5,613,600     US$ 564 thousand   -   US$ 564 thousand    
          or loss - current                        
      WacomCo., Ltd. - Available-for-sale financial assets - non-current 1,200,000     US$ 4,685 thousand   1   US$ 4,685 thousand    
      Sequans Communications SA - Available-for-sale financial assets - non-current 370,554     US$ 441 thousand   1   US$ 441 thousand    
      Asia Global Venture Co., Ltd. - Available-for-sale financial assets - non-current 1,000,000     US$ 571 thousand   10   US$ 571 thousand    

 

 

(Continued) 

 

Note: The Company’s stocks held by ASE Test, Inc., of which 9,600,219 shares are trusted without power to decide the allocation of the trust assets, remaining 1,378,557 shares are under custody by Taiwan Depository &Clearing Corporation; ASE, Inc.'s stocks held by ASE Test Limited, 88,200,472 shares, are all trusted without power to decide the allocation of the trust assets.

 

-90-

 

TABLE 4

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2014

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

 

        Nature of  Beginning Balance Acquisition Disposal Ending Balance
Company Name Marketable Securities Type and Name Financial Statement Account Counter-party Relationship Shares/Units Amount (Note 1) Shares/Units Amount  Shares/Units Amount Carrying Value Gain/Loss on Disposal Shares/Units Amount (Note 1)
The Company Fund                                                                      
      Yuanta De- Bao Money Market Fund Available-for-sale financial assets - current - - 24,719,982     $                        290,381   25,536,262     $ 300,000   50,256,244     $ 591,347     $ 590,000     $ 1,347   -     $                                   -     
      Jih Sun Money Market Available-for-sale financial assets - current - - 20,087,832                             290,402   20,749,327       300,000   40,837,159       591,356       590,000       1,356   -                                         -     
      UPAMC James Bond Money  Available-for-sale financial assets - current - - 17,779,195                             290,384   18,365,923       300,000   36,145,118       591,318       590,000       1,318   -                                         -     
        Market Fund                                                                      
      Franklin Templeton SinoAm  Available-for-sale financial assets - current - - -       -   29,759,838       300,000   29,759,838       300,818       300,000       818   -                                         -     
       Money Market Fund                                                                      
      Mega Diamond Money Market Fund Available-for-sale financial assets - current - - -       -   32,504,205       400,000   -       -       -       -   32,504,205       400,007  
                                                                         
ASE Test, Inc. Fund                                                                      
      UPAMC James Bond Money  Available-for-sale financial assets - current - -                            -          -   36,032,303       590,000   17,743,189       290,972       290,000       972              18,289,114       300,338  
        Market Fund                                                                      
      CTBC Hua-win Money Market Fund Available-for-sale financial assets - current - -                            -          -            29,574,164       320,000   1,856,441       20,051       20,000       51            27,717,723       300,033  
                                                                         
J&R Industrial Inc. Fund                                                                      
      Taishin 1699  Money Market Fund Financial assets at fair value through profit  - -                            -                                             -      34,302,310       454,000                              -                                        -                                       -                                       -               34,302,310       455,720  
        or loss - current                                                                    
                                                                         
A.S.E Holding Limited Stock                                                                      
      ASE Investment (Labuan) Investments accounted for using the equity  (Note 2) Subsidary 147,642,842     US$  302,403 thousand   21,000,000     US$ 21,000 thousand                              -          -       -       -          168,642,842     US$ 337,150 thousand  
           Inc.     method                                                                    
                                                                         
ASE Investment  Stock                                                                      
   (Labuan) Inc.     ASE (Korea) Inc. Investments accounted for using the equity  (Note 2) Subsidary 14,051,363     US$  431,987 thousand   6,690,000     US$ 30,000 thousand   -       -       -       -            20,741,363     US$ 481,629 thousand  
        method                                                                    
                                                                         
ASE (Korea) Inc. Capital                                                                      
      ASE WeiHai Inc. Investments accounted for using the equity  (Note 2) Subsidary -     US$  42,902 thousand   -     US$ 20,000 thousand   -       -       -       -   -     US$ 63,680 thousand  
        method                                                                    
                                                                         
USISH Capital                                                                      
      UG-JQ Investments accounted for using the equity  (Note 2) Subsidary -     CNY  29,581 thousand   -     CNY 500,000 thousand   -       -       -       -   -     CNY 341,706 thousand  
        method                                                                    

 

Note 1:   The ending balance of Long-Term Stock Investment-Equity Method includes share of profits/losses of investees and other related adjustment to equity. The ending balance of other financial assets includes the adjustment to fair value.

Note 2:   Capital Increase by Cash

 

-91-

 

TABLE 5

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

ACQUISITION OF INDIVIDUAL REAL ESTATE PROPERTIES AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

              Prior Transaction of Related Counter-party      
      Transaction Date     Nature of                 Purpose of Other
Company Name Types of Property Transaction Date (Tax excluded) Payment Term Counter-party Relationships Owner Relationships Transfer Date Amount Price Reference Acquisition Terms
The Company The Buildings, Located at No. 566 July 10, 2014   $             4,540,086   Paid HC Associate - - -   $  -   Based on independent  To facilitate the future   None
      568570 B1 and 572, Sec. 1,        (Tax excluded)                             professional appraisal      production expansion   
      Chung-Hwa Rd., Chungli                                     reports     plan  
      City, Taoyuan County                                    
                                       
  Facilities and equipment of ASE's  January 03, 2014~                    426,677   There is 104,995 thousand will  Aircare Engineering  None - - -     -   Request for quotation,  Facilities and equipment  None
      Kaohsiung factory      December 11, 2014      (Tax excluded)         be paid after acceptance check.     Corp.                   price comparison      expansion  
                                      and price negotiation    
                                       
  The plant and facility construction  January 07, 2014~                    349,646   There is 4,620 thousand will  Hu Hwa Construction Associate - - -     -   Based on independent  The wastewater treatment  None
    of a new ”green building” project      November 09, 2014      (Tax excluded)         be paid after acceptance check.     Co., Ltd.              professional appraisal      for further construction  
      in Nantze Export Processing Zone,                                     reports, request for       and plant expansion  
      Kaohsiung City                                    quotation, price        
                                       comparison and       
                                       price negotiation    
                                       
  Pumping and drainage works, etc. January 09, 2014~                    399,154   There is 114,189 thousand will  Kun Lin Engineering  None - - -     -   Request for quotation,  Facilities and equipment  None
       December 23, 2014      (Tax excluded)         be paid after acceptance check.     Co., Ltd.           price comparison      expansion  
                                      and price negotiation    
                                       
  Facilities and equipment of ASE's  January 10, 2014~                    307,025   There is 95,142 thousand will   Chia Wang Technology  None - - -     -   Request for quotation,  Facilities and equipment  None
      Kaohsiung factory      December 24, 2014      (Tax excluded)         be paid after acceptance check.     Engineering Co., Ltd.           price comparison      expansion  
                                      and price negotiation    

 

 

 

-92-

 

TABLE 6

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

 

      Transaction Details Abnormal Transaction      
Buyer Related Party Relationships Purchases/               Ending Balance % to Total Note
      Sales Amount % to Total Payment Terms Unit Price Payment Terms      
The Company ASE (Shanghai) Inc. Subsidiary Purchases   $                        2,033,164       8     Net 60 days from the end    $  -   -   $ (615,718 )     (8 )   Note
                              of the month of when                              
                              invoice is issued                              
  ASE Electronics Inc. Subsidiary Purchases                           2,657,642       10     Net 60 days from the end      -   -     (605,628 )     (7 )   Note
                              of the month of when                              
                                                         
                              invoice is issued                              
  ISE Labs, Inc. Subsidiary Sales     (130,681 )     -     Net 45 days from      -   -     13,192       -     Note
                              invoice date                              
  Universal Scientific  Subsidiary Sales     (8,907,167 )     (9 )   Net 60 days from the end      -   -     4,994,846       23     Note
      Industrial Co., Ltd.                           of the month of when                              
                              invoice is issued                              
  ASE Japan Co.,Ltd Subsidiary Sales     (172,358 )     -     Net 60 days from the end      -   -     31,286       -     Note
                              of the month of when                              
                              invoice is issued                              
                                                         
ASE Assembly & Test  ASE (Shanghai) Inc. Associate Purchases                               672,369       20     Net 60 days from the end      -   -     (161,823 )     (22 )   Note
    (Shanghai) Limited                             of the month of when                              
                              invoice is issued                              
  ASE Electronics Inc. Associate Purchases                                 151,797       4     Net 60 days from the end      -   -     (19,562 )     (3 )   Note
                              of the month of when                              
                              invoice is issued                              
                                                         
Advanced Semiconductor  ASE (Shanghai) Inc. Parent company Purchases                             1,024,417       100     Net 90 days from the end      -   -     (330,610 )     (100 )   Note
    Engineering (HK) Limited                             of the month of when                              
                              invoice is issued                              
                                                         
ASE Electronics (M) Sdn. Bhd. ASE Electronics Inc. Associate Purchases                               327,954       21     Net 60 days from      -   -     (53,717 )     (25 )   Note
                              invoice date     -                        
                                                         
ISE Labs, Inc. The Company The Ultimate Parent of the Company Purchases                                 130,681       47     Net 45 days from      -   -     (13,224 )     (21 )   Note
                              invoice date                              
                                                         
Universal Scientific  The Company The Ultimate Parent of the Company Purchases                            8,907,167       31     Net 60 days from the end      -   -     (4,989,042 )     (17 )   Note
    Industrial Co., Ltd.                             of the month of when                              
                              invoice is issued                              
                                                         
ASE Japan Co.,Ltd The Company The Ultimate Parent of the Company Purchases                                172,358       31     Net 60 days from the end      -   -     (31,526 )     (20 )   Note
                              of the month of when                              
                              invoice is issued                              
                                                         
ASE (Shanghai) Inc. The Company The Ultimate Parent of the Company Sales     (2,033,164 )     (39 )   Net 60 days from the end      -   -     619,787       50     Note
                              of the month of when                              
                              invoice is issued                              
  ASE Assembly & Test  Associate Sales     (672,369 )     (13 )   Net 60 days from      -   -     161,853       13     Note
      (Shanghai) Limited                           invoice date                              
  Advanced Semiconductor  Subsidiary Sales     (1,024,417 )     (20 )   Net 90 days from the end       -    -     330,610       27     Note
      Engineering (HK) Limited                           of the month of when                              
                              invoice is issued                              
ASE Electronics Inc. The Company The Ultimate Parent of the Company Sales     (2,657,642 )     (63 )   Net 60 days from the end      -   -     623,445       64     Note
                              of the month of when                              
                              invoice is issued                              
  ASE Electronics (M) Sdn. Bhd. Associate Sales     (327,954 )     (8 )   Net 60 days from      -   -     53,922       6     Note
                              invoice date                              
  ASE Assembly & Test  Associate Sales     (151,797 )     (4 )   Net 60 days from the end      -   -     19,562       2     Note
      (Shanghai) Limited                           of the month of when                              
                              invoice is issued                              

 

 

(Continued) 

 

-93-

 

TABLE 6

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

      Transaction Details Abnormal Transaction      
Buyer Related Party Relationships Purchases/               Ending Balance % to Total Note
      Sales Amount % to Total Payment Terms Unit Price Payment Terms      
Suzhou ASEN Semiconductors  NXP Semiconductors  Subsidiary of the company has  Sales   $ (2,360,029 )     (50 )   Net 90 days from the end    $ -   -   $ 808,316       63     Note
    Co., Ltd.    Taiwan Ltd.     significant  influence over                        of the month of when                              
        Suzhou ASEN Semiconductors                          invoice is issued                              
        Co., Ltd.Subsidiary of                                                    
        NXP B.V                                                    
                                                         
USI Electronics  Universal Global Industrial  Associate Purchases   CNY 752,761 thousand       18     T/T 75 days      -   - ( CNY 176,197 thousand )     (15 )   Note
    (Shenzhen) Co., Ltd.    Co., Limited   Sales ( CNY 2,383,898 thousand )     (47 )   T/T 75 days      -   -   CNY 543,737 thousand       50     Note
                                                         
Universal Scientific Industrial Universal Global Technology Subsidiary Purchases   CNY  919,092 thousand       16     T/T 75 days      -   - ( CNY 142,047 thousand )     (16 )   Note
     (Shanghai) Co., Ltd.     Co., Limited                                                      
      Universal Global Industrial  Subsidiary Sales ( CNY 29,026 thousand )     -     T/T 75 days      -   -   CNY 5,555thousand       -     Note
     Co., Limited                                                      
  USI Electronics  Subsidiary Sales ( CNY 43,312 thousand )   ( (1     T/T 75 days      -   -   CNY 238 thousand       -     Note
      (Shenzhen) Co., Ltd.                                                      
                                                         
Universal Global Technology  Universal Scientific Industrial Parent company Sales ( US$ 147,603 thousand )     (50 )   T/T 75 days      -   -   US$ 23,239 thousand       33     Note
Co., Limited      (Shanghai) Co., Ltd.                                                       
  Universal Global Technology  Associate Sales ( US$ 144,110 thousand )     (49 )   T/T 75 days      -   -   US$ 47,639 thousand       67     Note
      (Kunshan) Co., Ltd.                                                      
                                                         
Universal Global Industrial  USI Electronics  Associate Purchases   US$ 387,747 thousand       52     T/T 75 days      -   - ( US$ 88,860 thousand )     (49 )   Note
   Co., Limited     (Shenzhen) Co., Ltd.   Sales ( US$ 108,669 thousand )     (15 )   T/T 75 days      -   -   US$ 24,152 thousand       13     Note
  Universal Scientific Industrial Parent company Purchases   US$ 4,728 thousand       1     T/T 75 days      -   - ( US$ 908 thousand )     -     Note
       (Shanghai) Co., Ltd.                                                       
  Universal Global Scientific  Associate Purchases   US$ 20,212 thousand       3     T/T 75 days      -   - ( US$ 2,747 thousand )     (2 )   Note
      Industrial Co., Ltd.    Sales ( US$ 499,126 thousand )     (67 )   T/T 75 days      -   -   US$ 118,943 thousand       66     Note
                                                         
  Universal Global Technology  Associate Purchases   US$ 227,435 thousand       31     T/T 75 days      -   - ( US$ 48,620 thousand )     (27 )   Note
      (Kunshan) Co., Ltd.   Sales ( US$ 15,855 thousand )     (2 )   T/T 75 days      -   -   US$ 3,090 thousand       2     Note
                                                            
Universal Global Scientific  Universal Global Industrial  Associate Purchases     15,070,938       84     T/T 75 days      -   -     (3,763,342 )     (78 )   Note
    Industrial Co., Ltd.     Co., Limited   Sales     (543,727 )     (3 )   T/T 75 days      -   -     225,875       4     Note
  Universal Scientific Industrial Parent company Sales     (210,566 )     (1 )   T/T 75 days      -   -     -       -     Note
       (Shanghai) Co., Ltd.                                                       
  USI Electronics  Associate Sales     (149,256 )     (1 )   T/T 75 days      -   -     -       -     Note
      (Shenzhen) Co., Ltd.                                                      
  Universal Scientific  Parent company Sales     (679,727 )     (3 )   T/T 75 days      -   -     501,212       8     Note
      Industrial Co., Ltd.                                                      
                                                         
Universal Global Technology  Universal Global Technology Associate Purchases   CNY 888,380 thousand       49     T/T 75 days      -   - ( CNY 291,498 thousand )     (51 )   Note
    (Kunshan) Co., Ltd.    Co., Limited                                                      
  Universal Global Industrial  Associate Purchases   CNY 97,851 thousand       5     T/T 75 days      -   - ( CNY 18,906 thousand  )     (3 )   Note
     Co., Limited   Sales ( CNY 1,398,544 thousand )     (66 )   T/T 75 days      -   -   CNY 298,645 thousand       53     Note

 

 

Note: Amount was included principal and interest. (Concluded)

 

-94-

 

TABLE 7

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

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

DECEMBER 31, 2014

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

 

 

        Turnover Rate Overdue (Note 1) Amounts Received Allowance for
Company Name Related Party Relationships Ending Balance (Note 1) (Note 2) Amount Actions Taken in Subsequent Period Bad Debts
The Company Universal Scientific Industrial Co., Ltd. Subsidiary   $ 4,994,846 (Note5)   2   $    203,068   Continued collection   $                  3,485,786     $    -     
                                           
ASE Electronics Inc. The Company The Ultimate Parent of      625,509 (Note5)   4                  -      -                         418,183          -     
        the Company                                      
                                              
Omniquest Industrial Limited The Company The Ultimate Parent of      1,424,250 (Notes 3,5)   -                  -      -                                   -             -     
        the Company                                      
                                           
ISE Labs, Inc. J & R Holding Limited Parent company     1,202,862 (Notes 3,5)   -                  -      -                                   -             -     
                                           
Anstock Limited ASE Assembly & Test (Shanghai) Limited Associate     3,370,262 (Notes 3,5)   -                  -      -                                   -             -     
                                           
A.S.E. Holding Limited J & R Holding Limited Associate     194,320 (Notes 3,5)   -                  -      -                                   -             -     
  The Company Parent company     2,088,900 (Notes 3,5)   -                  -      -                                   -             -     
                                           
ASE Test, Inc. The Company Parent company     6,211,977 (Notes 3,4,5)   -                  -      -                      2,130,251          -     
                                           
ASE Test Limited The Company The Ultimate Parent of      4,525,950 (Notes 3,5)   -                  -      -                                  56          -     
        the Company                                      
  J & R Holding Limited Parent company     1,404,553 (Notes 3,5)                                                 -             -     
  ASE Singapore Pte. Ltd. Subsidiary     443,305 (Notes 3,5)                                           3,006          
  A.S.E. Holding Limited Parent company     1,594,551 (Notes 3,5)   -                  -      -                                   -             -     
                                           
ASE (Korea) Inc. The Company The Ultimate Parent of      1,582,734 (Notes 3,5)   -                  -      -                      1,582,734          -     
        the Company                                      
                                           
J & R Holding Limited ASE WeiHai Inc. Associate     3,791,196 (Notes 3,5)   -                  -      -                         318,494          -     
  Global Advanced Packaging Technology Subsidiary     509,811 (Notes 3,5)   -                  -      -                                   -             -     
    Limited, Cayman Islands.                                        
  The Company Parent company     7,849,200 (Notes 3,5)   -                  -      -                                   -             -     
  ASE (Kun Shan) Inc. Associate     1,361,858 (Notes 3,5)                                                 -             -     
  ASE Assembly & Test (Shanghai) Limited Associate     1,611,205 (Notes 3,5)   -                  -      -                                   -             -     
  Omniquest Industrial Limited Associate     1,433,053 (Notes 3,5)   -                  -      -                                   -             -     
  Anstock Limited Subsidiary     784,955 (Notes 3,5)   -                  -      -                                   -             -     
                                           
J&R Industrial Inc. The Company The Ultimate Parent of      190,000 (Notes 3,5)   -      -   -      -        -   
        the Company                                      
  ASE Electronics Inc. Associate     190,000 (Notes 3,5)   -     -   -     -        -   
ASE Japan Co., Ltd. J & R Holding Limited Parent company     2,250,132 (Notes 3,5)   -     -   -     -       -  
                                           
ASE (Shanghai) Inc. The Company The Ultimate Parent of      619,787 (Note 5)   4                  -                                       -        67,130       -  
        the Company                                      
  ASE Assembly & Test (Shanghai) Limited Associate     168,555 (Note 5)   5     451   Continued collection     19119       -  
  Advanced Semiconductor  Subsidiary     330,610 (Note 5)   3                  -                                       -                                      -          -  
      Engineering (HK) Limited                                        

 

 

(Continued)  

   

-95-

 

TABLE 7

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

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

DECEMBER 31, 2014

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

  

Company Name Related Party Relationships Ending BalanceNote 1 Note 2 Amount Actions Taken in Subsequent Period Bad Debts
ASE Module (Shanghai) Inc. ASE (Shanghai) Inc. Associate   $ 535,275 (Notes 3,5)   -   $ -   -   $ -       -  
                                           
                                           
Shanghai Ding Hui Real  Shanghai Ding Wei Real Estate  Subsidiary     216,660 (Notes 3,5)   -     -   -                                   -          -  
    Estate Development Co., Ltd.      Development Co., Ltd.                                         
  Kun Shan Ding Hong Real  Subsidiary     184,037 (Notes 3,5)   -     -   -     266       -  
      Estate Development Co.,  Ltd.                                        
                                           
Anstock II Limited J & R Holding Limited Parent company     9,458,905 (Notes 3,5)   -     -   -     58,855       -  
                                                
USI Enterprise Limited The Company The Ultimate Parent of      4,431,000 (Notes 3,5)   -     -   -     -       -  
        the Company                                      
  Universal Scientific  Parent company   US$ 9,000 thousand (Note 5)   -     -   -     -       -  
      Industrial Co., Ltd.                                        
                                           
Huntington Holdings International Co. Ltd. The Company The Ultimate Parent of      1,740,750 (Notes 3,5)   -     -   -     -       -  
        the Company                                      
                                           
Real Tech Holdings Limited The Company The Ultimate Parent of      474,750 (Notes 3,5)   -     -   -     -       -  
        the Company                                      
  J & R Holding Limited Associate     1,267,192 (Notes 3,5)   -     -   -     1,813       -  
                                           
Suzhou ASEN Semiconductors Co., Ltd. NXP Semiconductors Taiwan Ltd. Subsidiary of the company has      808,316     3     -   -     6,472       -  
        significant  influence over                                      
        Suzhou ASEN Semiconductors                                       
        Co., Ltd.                                      
                                           
USI Electronics (Shenzhen) Co., Ltd. Universal Global Industrial  Associate   CNY 543,737 thousand (Note 5)   5     -   -   CNY 183,714 thousand       -  
     Co., Limited                                        
  Universal Global Technology  Associate   CNY 190,000 thousand (Note 5)   -     -   -   CNY 130,000 thousand       -  
     (Shanghai)  Co., Ltd.                                        
                                             
                                           
Universal Global Technology Co., Limited Universal Scientific Industrial Parent company   US$ 23,262 thousand (Note 5)   8     -   -   US$ 7,853 thousand       -  
       (Shanghai) Co., Ltd.                                         
  Universal Global Technology  Associate   US$ 47,639 thousand (Note 5)   3     -   -   US$ 13,758 thousand       -  
       (Kunshan) Co., Ltd.                                        
                                             
Universal Global Industrial Co., Limited USI Electronics (Shenzhen) Co., Ltd. Associate   US$ 28,823 thousand (Note 5)   6     -   -   US$ 11,726 thousand       -  
  Universal Global Scientific  Associate   US$ 119,066 thousand (Note 5)   5     -   -   US$ 45,543 thousand       -  
      Industrial Co., Ltd.                                         
                                           
Universal Global Scientific  Industrial Co., Ltd.   Universal Global Industrial  Associate     236,300 (Note 5)   2                  -                                       -        71,068       -  
     Co., Limited                                        
  Universal Scientific Industrial Co., Ltd. Parent company     501,220 (Note 5)   2     135   Continued collection     8,630       -  
                                           
Universal Global Technology  Universal Global Industrial Co., Limited Associate   CNY 298,645 thousand (Note 5)   5     -   -   CNY  153,171 thousand       -  
     (Kunshan) Co., Ltd.                                          

 

(Continued) 

  

-96-

 

 

Note 1:   Include accounts receivables and other receivables

Note 2:   Exclude other receivables

Note 3:   Intercompany Loan, please refer to Table 1.

Note 4:   Receivable of selling PPE.

Note 5:   All the transactions had been eliminated when preparing consolidated financial statements.

 

-97-

 

TABLE 8

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE

FOR THE YEAR ENDED DECEMBER 31, 2014

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

 

        Original Investment Amount Balance as of December 31, 2014 Net Income Share of Profits/Losses   
Investor Company Investee Company Location Main Businesses and Products December 31, 2014 December 31, 2013 Shares Percentage of Ownership Carrying Value (Losses) of the Investee of Investee  Note
The Company A.S.E. Holding Limited Bermuda Investment activities   US$  283,966  thousand     US$ 283,966  thousand    243,966   100     $ 14,367,500     $ 633,375     $ 621,744   Subsidiary
  J & R Holding Limited Bermuda Investment activities   US$  479,693  thousand     US$ 479,693  thousand   435,128   100       45,150,552       2,304,535       2,129,949   Subsidiary
  ASE Marketing & Service Japan Co., Ltd. Japan Engaged in marketing and sales services   JPY  60,000  thousand     JPY 60,000  thousand   1,200   100       24,972       1,316       1,316   Subsidiary
  Omniquest Industrial Limited British Virgin Islands Investment activities   US$  250,504  thousand     US$ 250,504  thousand   250,504,067   71       11,044,272       736,363       509,186   Subsidiary
  Innosource Limited British Virgin Islands Investment activities   US$  86,000  thousand     US$ 86,000  thousand   86,000,000   100       3,965,686       163,878       160,657   Subsidiary
  HCK Taiwan Engaged in the leasing of real estate properties   $ 390,470     $ 390,470   35,497,273   27       342,138       (40,338 )     (11,016 ) Associate
  HC Taiwan Engaged in the development, construction and      2,845,913       2,845,913   68,629,782   26       1,351,400       884,976       6,159   Associate
          leasing of real estate properties                                                  
                                                         
  USI Taiwan Engaged in the manufacturing, processing and      21,356,967       21,356,967   1,625,015,916   99       36,711,064       3,005,865       2,363,353   Subsidiary
          sale of computers, computer peripherals                                                   
          and related accessories                                                  
                                                         
  ASE Test, Inc. Taiwan Engaged in the testing of semiconductors     20,698,867       20,698,867   851,997,366   100       26,941,503       3,074,899       3,060,691   Subsidiary
  Luchu Development Corporation Taiwan Engaged in the development of real estate properties     1,366,238       1,366,238   131,961,457   67       1,315,326       (1,929 )     (1,294 ) Subsidiary
  AMPI Taiwan Engaged in integrated circuit     178,861        -    33,308,452   18       99,052       (361,860 )     (103,869 ) Associate
  StarChips Technology Inc. Taiwan Engaged in manufacturing, product desing, intellectual property       -        84,000   -   -       -       -       -   Transfer to 
           and global transaction                                                 Available-for
                                                        -Sale
ASE Test, Inc. Alto Enterprises Limited British Virgin Islands Investment activities   US$ 140,000 thousand     US$ 140,000 thousand   140,000,000   100       3,351,112       44,145           Subsidiary
  Super Zone Holdings Limited Hong Kong Investment activities   US$ 100,000 thousand     US$ 100,000 thousand   100,000,000   100       3,323,497       5,700           Subsidiary
  Luchu Development Corporation Taiwan Engaged in the development of real estate properties     372,504       372,504   37,250,448   19       371,299       (1,929 )         Subsidiary
                                                         
A.S.E. Holding Limited ASE Test Limited Singapore Investment activities   US$ 84,889 thousand     US$ 84,889 thousand   11,148,000   10     US$ 100,035 thousand     US$ 56,602 thousand           Subsidiary
  ASE Investment (Labuan) Inc. Malaysia Investment activities   US$ 168,643 thousand     US$ 168,643 thousand   168,642,842   70     US$ 337,150 thousand     US$ 23,306 thousand           Subsidiary
                                                         
J & R Holding Limited ASE Test Limited Singapore Investment activities   US$ 964,524 thousand     US$ 964,524 thousand   98,276,087   90     US$ 1,008,799 thousand     US$ 56,602 thousand           Subsidiary
  Omniquest Industrial Limited British Virgin Islands Investment activities   US$ 30,200 thousand     US$ 30,200  thousand   30,200,000   8     US$  43,275 thousand     US$ 24,394 thousand           Subsidiary
  J&R Industrial Inc. Taiwan Engaged in leasing equipment and investing activity   US$ 51,344 thousand     US$ 51,344  thousand   170,000,006   100     US$ 31,377 thousand     US$ 576 thousand           Subsidiary
                                                         
  ASE Japan Co., Ltd. Japan Engaged in the packaging and testing of semiconductors   US$ 25,606 thousand     US$ 25,606 thousand   7,200   100     US$ 69,858 thousand     US$ 5,691 thousand           Subsidiary
  ASE (U.S.) Inc. U.S.A After-sales service and sales support   US$ 4,600 thousand     US$ 4,600 thousand   1,000   100     US$ 10,875 thousand     US$ 1,901 thousand           Subsidiary
  Global Advanced Packaging Technology  British Cayman Islands Investment activities   US$ 190,000 thousand     US$ 190,000  thousand   190,000,000   100     US$ 335,602 thousand     US$ 13,784 thousand           Subsidiary
    Limited, Cayman Islands                                                      
  Anstock Limited British Cayman Islands Investment activities   US$ 10 thousand     US$ 10 thousand   10,000   100     US$ 658 thousand     US$ 730 thousand           Subsidiary
  Anstock II Limited British Cayman Islands Investment activities   US$ 10 thousand       -   10,000   100   ( US$ 56 thousand ) ( US$ 66 thousand )         Subsidiary
                                                         
ASE Investment (Labuan) Inc. ASE (Korea) Inc. Korea Engaged in the packaging and testing of semiconductors   US$ 160,000 thousand     US$ 160,000 thousand   20,741,363   100     US$ 481,629 thousand     US$  20,059 thousand           Subsidiary
                                                         
ASE Test Limited ASE Holdings (Singapore) Pte Ltd Singapore Investment activities   US$ 65,520 thousand     US$ 65,520 thousand   71,428,902   100     US$ 134,133 thousand     US$ 13,176 thousand           Subsidiary
  ASE Test Holdings, Ltd. British Cayman Islands Investment activities   US$ 222,399 thousand     US$ 222,399 thousand   5   100     US$ 98,926 thousand     US$ 2,683 thousand           Subsidiary
  ASE Test Finance Limited Mauritius Investment activities   US$ 0.002 thousand     US$ 0.002 thousand   2   100     US$ 53 thousand   ( US$ 4 thousand )         Subsidiary
  ASE Investment (Labuan) Inc. Malaysia Investment activities   US$ 72,304 thousand     US$ 63,304 thousand   72,304,040   30     US$ 144,493 thousand     US$ 20,306 thousand           Subsidiary
  ASE Singapore Pte. Ltd. Singapore Engaged in the packaging and testing of semiconductors   US$ 55,815 thousand     US$ 55,815 thousand   30,100,000   100     US$ 146,252 thousand     US$ 30,616 thousand           Subsidiary
                                                         
ASE Test Holdings, Ltd. ISE Labs, Inc. U.S.A Engaged in the testing of semiconductors   US$ 221,145 thousand     US$ 221,145 thousand   26,250,000   100     US$ 98,925 thousand     US$ 2,638 thousand           Subsidiary
                                                         
ASE Holdings (Singapore) Pte Ltd ASE Electronics (M) Sdn. Bhd. Malaysia Engaged in the packaging and testing of semiconductors   US$ 60,000 thousand     US$ 60,000 thousand   159,715,000   100     US$ 134,133 thousand     US$ 13,176 thousand           Subsidiary
                                                         
Omniquest Industrial Limited ASE Corporation British Cayman Islands Investment activities   US$ 352,784 thousand     US$ 352,784 thousand   352,784,067   100     US$ 508,568 thousand     US$ 24,430 thousand           Subsidiary

  

 (Continued) 

 

-98-

 

TABLE 8

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE

FOR THE YEAR ENDED DECEMBER 31, 2014

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

 

Investor Company Investee Company Location Main Businesses and Products December 31, 2014 December 31, 2013 Shares Percentage of Ownership Carrying Value (Losses) of the Investee of Investee Note
ASE Corporation ASE Mauritius Inc. Mauritius Investment activities   US$ 217,800 thousand     US$ 217,800 thousand   217,800,000   100     US$ 390,199 thousand     US$ 16,116 thousand           Subsidiary
  ASE Labuan Inc. Malaysia Investment activities   US$ 126,184 thousand     US$ 126,184 thousand   126,184,067   100     US$ 118,231 thousand     US$ 8,323 thousand           Subsidiary
                                                         
ASE Labuan Inc. ASE Electronics Inc. Taiwan Engaged in the production of substrates   US$ 125,813 thousand     US$ 125,813 thousand   398,981,900   100     US$ 117,650 thousand     US$ 8,326 thousand           Subsidiary
                                                         
Innosource Limited Omniquest Industrial Limited British Virgin Islands Investment activities   US$ 74,000 thousand     US$ 74,000 thousand   74,000,000   21     US$ 106,077 thousand     US$ 24,394 thousand           Subsidiary
ASE (Shanghai) Inc. Advanced Semiconductor Engineering  Hong Kong Engaged in the trading of substrates   US$ 1,000 thousand     US$ 1,000 thousand   -   100     US$ 8,808 thousand     US$ 1,087 thousand           Subsidiary
      (HK) Limited                                                      
                                                         
Universal Scientific  Huntington Holdings International Co. Ltd. British Virgin Islands Holding company   $ 8,370,606     $ 8,370,606   255,856,840   100     $ 36,715,105     $ 3,030,791           Subsidiary
   Industrial Co,Ltd Senetex Investment Co., Ltd. Taiwan Engaged in investment activities     298       298   29,700   100       (3,516 )     15           Subsidiary
                                                         
Huntington Holdings International  Unitech Holdings International Co. Ltd. British Virgin Islands Holding company   US$ 3,000 thousand     US$ 3,000 thousand   3,000,000   100     US$ 8,839 thousand     US$ 124 thousand           Subsidiary
 Co. Ltd. Real Tech Holdings Limited British Virgin Islands Holding company   US$ 149,151 thousand     US$ 149,151 thousand   149,151,000   100     US$ 1,087,230 thousand     US$ 10,113 thousand           Subsidiary
  Universal ABIT Holding Co., Ltd. British Cayman Islands Holding company   US$ 28,125 thousand     US$ 28,125 thousand   90,000,000   100     US$ 14 thousand   ( US$ 7 thousand )         Subsidiary
  Rising Capital Investment Limited British Virgin Islands Holding company   US$ 6,000 thousand     US$ 6,000 thousand   6,000,000   100     US$ 1,132 thousand     US$ 2 thousand           Subsidiary
  Rise Accord Limited British Virgin Islands Holding company   US$ 2,000 thousand     US$ 2,000 thousand   20,000   100     US$ 153 thousand   ( US$ 119 thousand )         Subsidiary
                                                         
Real Tech Holdings Limited USI Enterprise Limited Hong Kong Engaged in the services of investment advisory and    US$  210,900 thousand     US$ 210,900 thousand   210,900,000   99.53     US$ 1,010,204 thousand     US$ 100,035 thousand           Subsidiary
          warehousing management                                                  
                                                         
USISH Universal Global Technology Co., Limited Hong Kong Holding company   CNY  324,185 thousand     CNY 324,185 thousand   390,000,000   100     CNY 1,042,586 thousand     CNY 307,786 thousand           Subsidiary
                                                         
Universal Global Technology Co.,  Universal Global Industrial Co., Limited Hong Kong Engaged in manufacturing, trading and investing activity   US$ 11,000 thousand     US$ 11,000 thousand   85,800,000   100     US$ 17,597 thousand     US$ 271 thousand           Subsidiary
 Limited Universal Global Scientific Industrial  Taiwan Engaged in the manufacturing of components of    US$ 30,400 thousand     US$ 30,400 thousand   98,000,000   100     US$ 64,353 thousand     US$ 18,028 thousand           Subsidiary
      Co., Ltd.       telecomm and cars and provision of related                                                   
          R&D services                                                  
                                                         
  USI Japan Co., Ltd Japan Engaged in the manufacturing and sale of computer    US$ 885 thousand     US$ 885 thousand   6,400   100     US$ 734 thousand     US$ 59 thousand           Subsidiary
          peripherals, integrated chip and other                                                   
          related accessories                                                  
  USI @ Work, Inc. U.S.A Merged into USI America Inc. in August 2015   US$ 250 thousand     US$ 250 thousand   250,000   100     US$ 737 thousand   ( US$ 11 thousand )         Subsidiary
  Universal Scientific Industrial De Mexico  Mexico Engaged in the assembling of motherboards and    US$ 23,963 thousand     US$ 23,963 thousand   281,085,325   100     US$ 37,317 thousand     US$ 3,984 thousand           Subsidiary
     S.A. De C.V.       computer components                                                  
  USI America Inc. U.S.A Engaged in the manufacturing and processing of    US$ 9,500 thousand     US$ 9,500 thousand   250,000   100     US$ 4,443 thousand     US$ 82 thousand           Subsidiary
          motherboards and wireless network communication                                                   
          and provision of related technical service                                                  
                                                         
Universal Global Industrial  Universal Scientific Industrial De Mexico  Mexico Engaged in the assembling of motherboards and      -        -   1   -       -     US$ 3,984 thousand           Subsidiary
    Co., Limited     S.A. De C.V.       computer components                                                  

 

 

 (Continued) 

 

-99-

 

TABLE 9

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INFORMATION ON INVESTMENT IN MAINLAND CHINA

FOR THE YEAR ENDED DECEMBER 31, 2014

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

                                                                               
        Accumulated amount of  Amount remitted from Taiwan to Accumulated amount of      Investment income (loss)         Accumulated amount of 
        remittance from Taiwan Mainland China/Amount remitted back to remittance from Taiwan   Ownership held recognised by the Company Book value of investments in investment income
      Investment to Mainland China  Taiwan for the year ended December 31,2014 to Mainland China  Net income of investee  by the Company for the yaer ended Mainland China as of remitted back to Taiwan
Investee Company Main Business Activities Paid-in Capital Method as of January 1, 2014 Remitted to Mainland China Remitted back to Taiwan as of December 31, 2014 as of December 31, 2014 (direct or indirect) December 31, 2014 December 31, 2014 as of December 31, 2014
ASE (Shanghai) Inc. Engaged in the production of    $ 4,236,563   Note 1 (1)   $ 4,398,576     $  -     $                -     $ 4,398,576     $ 455,058   100   $ 455,058     $ 10,391,730       None  
      substrates ( US$ 133,812 thousand )   ( US$ 137,800 thousand )                 ( US$ 137,800 thousand ) ( US$ 15,083 thousand )   ( US$ 15,083 thousand ) ( US$ 328,333 thousand )        
                                                  (Note 5 )       (Note 5 )                
                                                                               
ASE (Kun Shan) Inc. Engaged in the packaging and  (   6,843,004   Note 1 (2)     6,641,405       -                     -       6,641,405       69,670   100     69,670       5,266,958       None  
      testing of semiconductors ( US$ 220,000 thousand )   ( US$ 214,000 thousand )                 ( US$ 214,000 thousand ) ( US$ 2,272 thousand )   ( US$ 2,272 thousand ) ( US$ 166,413 thousand )        
        (Note 10)                                         (Note 4 )       (Note 4 )                
                                                                               
ASE Module (Shanghai) Inc. Engage in the production and      383,640   Note 1 (3)     383,640       -                     -       383,640       10,272   100     10,272       611,197       None  
      sale of electronic components  ( US$ 12,000 thousand )   ( US$ 12,000 thousand )                 ( US$ 12,000 thousand ) ( US$ 341 thousand )   ( US$ 341 thousand ) ( US$ 19,311 thousand )        
      and printed circuit boards                                               (Note 5 )       (Note 5 )                
                                                                               
ASE Module (Kunshan) Inc. Engage in the production and                                            -       -      201,599       -                     -       201,599       34,472   100     34,472                                             -             
      sale of electronic components      (Note 10 )   ( US$ 6,000 thousand )                 ( US$ 6,000 thousand ) ( US$ 1,143 thousand )   ( US$ 1,143 thousand )     (Note 10 )        
      and printed circuit boards                                               (Note 4 )       (Note 4 )                
                                                                               
ASE Assembly & Test (Shanghai)  Engaged in the packaging and      6,501,336   Note 1 (4)     5,792,530       -         -       5,792,530       418,932   100     418,932       10,721,752       None  
    Limited      testing of semiconductors ( US$ 203,580 thousand )   ( US$ 180,000 thousand )                 ( US$ 180,000 thousand ) ( US$ 13,879 thousand )   ( US$ 13,879 thousand ) ( US$ 338,760 thousand )        
                                                  (Note 4 )       (Note 4 )                
                                                                               
Suzhou ASEN Semiconductors  Engaged in the packaging and      1,568,467   Note 1 (5)     711,180       -         -       711,180       473,080   60     283,848       1,889,451       None  
    Co., Ltd.     testing of semiconductors ( US$ 48,672 thousand )   ( US$ 21,600 thousand )                 ( US$ 21,600 thousand ) ( US$ 15,648 thousand )   ( US$ 9,389 thousand ) ( US$ 59,698 thousand )        
                                                  (Note 5 )       (Note 5 )                
                                                                               
ASE WeiHai Inc. Engaged in the packaging and      4,507,081   Note 1 (6)     1,295,307       -         -       1,295,307       25,602   100     25,602       2,015,472       None  
      testing of semiconductors ( US$ 152,200 thousand )   ( US$ 40,000 thousand )                 ( US$ 40,000 thousand ) ( US$ 800 thousand )   ( US$ 800 thousand ) ( US$ 63,680 thousand )        
                                                  (Note 5 )       (Note 5 )                
                                                                               
Shanghai Ding Hui Real Estate Engaged in the development,      16,345,070   Note 2     -       -         -       -       (101,922 ) 100     (102,212 )     20,478,531       None  
    Development Co., Ltd.      construction and sale of real  ( CNY 3,600,000 thousand )       (Note 2 )                     (2)   ( CNY -20,670 thousand )   ( CNY -20,729 thousand ) ( CNY 3,959,183 thousand )        
      estate properties                                               (Note 5 )       (Note 5 )                
                                                                               
Shanghai Ding Wei Real Estate  Engaged in the development,      6,908,089   Note 2     -       -         -       -       (18,522 ) 100     (18,522 )     7,958,791       None  
    Development Co., Ltd.      construction and sale of real  ( CNY 1,548,000 thousand )       (Note 2 )                     (2)   ( CNY  -3,757 thousand )   ( CNY  -3,757 thousand ) ( CNY 1538,700 thousand )        
      estate properties                                               (Note 5 )       (Note 5 )                
                                                                               
Shanghai Ding Yu Real Estate  Engaged in the development,      4,936,538   Note 2     -       -         -       -       10,866   100     10,866       5,703,680       None  
    Development Co., Ltd.      construction and sale of real  ( CNY 1,100,000 thousand )       (Note 2 )                     (2)   ( CNY 2,235 thousand )   ( CNY 2,235 thousand ) ( CNY 1,102,711 thousand )        
      estate properties                                               (Note 5 )       (Note 5 )                
                                                                               
Kun Shan Ding Hong Real Estate  Engaged in the development,      3,139,662   Note 2     -       -          -       -       (1,149 ) 100     (1,149 )     3,460,885       None  
    Development Co., Ltd.      construction and sale of real  ( CNY 670,000 thousand )       (Note 2 )                     (2)   ( CNY  -233 thousand )   ( CNY -233 thousand ) ( CNY 669,105 thousand )        
      estate properties                                               (Note 5 )       (Note 5 )                
                                                                               
Kun Shan Ding Yue Real Estate  Engaged in the development,      1,546,415   Note 2     -       -                     -       -       (79 ) 100     (79 )     1,705,018       None  
    Development Co., Ltd.      construction and sale of real  ( CNY 330,000 thousand )         (Note 2 )                     (2)   ( CNY -15 thousand )   ( CNY -15 thousand ) ( CNY 329,637 thousand )        
      estate properties                                               (Note 5 )       (Note 5 )                
                                                                               
Advanced Semiconductor  Engage in the packaging and      3,149,000   Note 1 (7)     3,149,000       -                 -       3,149,000       5,700   100     5,700       3,323,377       None  
    Engineering (China) Ltd.     testing of semiconductors ( US$ 100,000 thousand )   ( US$ 100,000 thousand )                 ( US$ 100,000 thousand ) ( US$ 196 thousand )   ( US$ 196 thousand ) ( US$ 105,004 thousand )        
                                                  (Note 4 )       (Note 4 )                

 

 

 (Continued) 

 

-100-

 

TABLE 9

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INFORMATION ON INVESTMENT IN MAINLAND CHINA

FOR THE YEAR ENDED DECEMBER 31, 2014

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

                                                                               
        Accumulated amount of  Amount remitted from Taiwan to Accumulated amount of      Investment income (loss)         Accumulated amount of 
        remittance from Taiwan Mainland China/Amount remitted back to remittance from Taiwan   Ownership held recognised by the Company Book value of investments in investment income
      Investment to Mainland China  Taiwan for the year ended December 31,2014 to Mainland China  Net income of investee  by the Company for the yaer ended Mainland China as of remitted back to Taiwan
Investee Company Main Business Activities Paid-in Capital Method as of January 1, 2014 Remitted to Mainland China Remitted back to Taiwan as of December 31, 2014 as of December 31, 2014 (direct or indirect) December 31, 2014 December 31, 2014 as of December 31, 2014
ASE Investment (Kun Shan)  Holding company     2,210,118   Note 1 (8)   $ 2,210,118     $ -     $           -     $ 2,210,118     $ 23,191   100   $ 23,191     $ 1,771,025       None  
    Limited   ( US$ 74,000 thousand )   ( US$ 74,000 thousand )                 ( US$ 74,000 thousand ) ( US$ 756 thousand )   ( US$ 756 thousand ) ( US$ 55,957 thousand )        
                                                  (Note 4 )       (Note 4 )                
                                                  .                            
Wuxi Tongzhi Microelectronics  Engage in the packaging and    $ 356,682   (Note 2)     -       -       -       -       24,391   100     24,391       439,093       None  
    Co., Ltd.     testing of semiconductors ( CNY 73,461 thousand )       (Note 2 )                     (Note 2 ) ( CNY 4,938 thousand )   ( CNY 4,938 thousand ) ( CNY 84,891 thousand )        
                                                  (Note 4 )       (Note 4 )                
                                                                               
USI Electronics (Shenzhen)  Engaged in the processing      2,270,625   Note 1 (9)     1,180,746       -       -       1,180,746       1,946,187   82     1,738,082       7,259,533     $ 1,196,256  
    Co., Ltd     and sales of computer and  ( US$ 75,000 thousand )                                   ( CNY 395,800 thousand )   ( US$ 57,549 thousand ) ( US$ 229,369 thousand ) ( US$ 41,243 thousand )
      communication peripherals as                                                (Note 6 )       (Note 6 )                
      well as  business in import and                                                                             
      export of goods and technology                                                                            
                                                                               
Universal Scientific Industrial  Engaged in the designing,      5,228,884   Note 1 (9)     1,668,233       -       -       1,668,233       3,434,878   82     2,994,518       26,968,081       None  
    (Shanghai) Co., Ltd.      manufacturing and sale of  ( CNY 1,087,962 thousand )                                   ( US$ 113,730 thousand )   ( US$ 99,150 thousand ) ( US$ 852,072 thousand )        
      electronic components                                               (Note 6 )       (Note 6 )                
                                                                               
                                                                               
Universal Scientific Industrial Engaged in the manufacturing      383,201   Note 1 (9)     383,201       -       -       383,201       4,748   99     4,709       444,586       None  
    (Kunshan) Co., Ltd.     and sale of computer assistance  ( US$ 12,000 thousand )                                   ( US$ 157 thousand )   ( US$ 156 thousand ) ( US$ 14,047 thousand )        
      system and related peripherals                                               (Note 6 )       (Note 6 )                
                                                                               
e-Cloud Corporation Engaged in the sale of electronic      147,450   Note 1 (11)     147,450       -       -       147,450       -   -     -       -       None  
      components and  ( US$ 5,000 thousand )                                                     (Note 12 )        
      telecommunications equipment                                                                            
                                                                               
Siargo(SH), Ltd.  Engaged in manufacturing and sale       227,063   (Note 3)     3,035       -       -       3,035       -   -     -       -       None  
      of MEMS mass flow sensors ( US$ 7,500 thousand )                                                                    
                                                                               
Universal Global Technology  Engaged in the designing and      1,202,223   (Note 2)     -       -       -       -       500,431   82     432,190       1,398,231       None  
    (Kunshan) Co., Ltd.     manufacturing of electronic  ( CNY 250,000 thousand )       (Note 2 )                     (Note 2 ) ( CNY 101,774 thousand )   ( CNY 87,897 thousand ) ( CNY 270,325 thousand )        
      components                                               (Note 6 )       (Note 6 )                
                                                                               
Universal Global Technology Engaged in the processing and sales       2,603,640   (Note 2)     -       -       -       -       (923,798 ) 82     (807,732 )     1,451,263       None  
    (Shanghai) Co., Ltd.     of computer and communication  ( CNY 530,000 thousand )       (Note 2 )                     (Note 2 ) ( CNY  -187,874 thousand )   ( CNY -164,274 thousand ) ( CNY 280,578 thousand )        
      peripherals as well as business in                                                (Note 6 )       (Note 6 )                
      import and export of goods and                                                                             
      technology                                                                            
                                                                               
Universal Global Electronics Engaged in the sale of electronic      240,850   (Note 2)     -       -       -       -       4,840   82     4,232       216,536       None  
    (Shanghai) Co., Ltd.     components and   ( CNY 50,000 thousand )       (Note 2 )                     (Note 2 ) ( CNY 984 thousand )   ( CNY 861 thousand ) ( CNY 41,864 thousand )        
      telecommunications equipment                                               (Note 6 )       (Note 6 )                
                                                                               
Cubuy Corporation Engaged in the sale of electronic      60,868   Note 1 (10)     -       -       -       -       (3,589 ) 99     (3,560 )     4,796       None  
      components and      -                                     ( US$ -119 thousand )   ( US$ -118 thousand ) ( US$ 152 thousand )        
      telecommunications equipment ( US$ 2,000 thousand )                                       (Note 6 )       (Note 6 )                

  

 (Continued) 

 

-101-

 

Investee Company

Accumulated Investment in Mainland China as of December 31, 2014 

Investment Amounts 

Authorized by Investment 

Commission, MOEA 

Upper Limit on Investment 

The company

 

$             15,203,097

(US$ 471,400 thousand)

$          16,790,306

(US$ 576,400 thousand ) (Note 9)

$         -                (Note 7)
ASE Test, Inc.

7,371,638

(US$ 240,000 thousand)

7,371,638

(US$ 240,000 thousand)

16,358,397     (Note 8)
USI Inc. 3,382,665

5,017,806

(US$ 167,932 thousand)

24,906,385   (Note 11)

 

 

Note 1:       Investments through a holding company registered in a third region. The holding companies are as follow:

(1)ASE Mauritius Inc., ASE Corporation, Omniquest Industrial Limited, Innosource Limited and J&R Holding Limited.

(2)ASE Mauritius Inc., Alto Enterprises Limited, Innosource Limited, ASE Corporation, Omniquest Industrial Limited and J&R Holding Limited.

(3)Innosource Limited.

(4)Global Advanced Packaging Technology Ltd. and J&R Holding Limited.

(5)J&R Holding Limited.

(6)ASE (Korea) Inc., ASE Test Limited, ASE Investment (Labuan) Inc., ASE Holding Ltd. and J&R Holding Limited.

(7)Super Zone Holdings Limited.

(8)Alto Enterprises Limited.

(9)Real Tech Holdings Limited and Huntington Holdings International Co. Ltd.

(10)Rise Accord Limited and Huntington Holdings International Co. Ltd.

(11)Rise Capital Investment Limited and Huntington Holdings International Co. Ltd.

Note 2:      Invested by companies in Mainland China.

Note 3:      The company was invested by Asia Global Venture Co. Ltd which is invested by UHI as available-for-sale. Asia Global Venture Co. Ltd disposed all of the company's shares in October, 2013, therefore as of December 31, 2014 UHI does not invest to any company in Mainland China.

Note 4:      The basis for investment income (loss) recognition is from the financial statements audited and attested by R.O.C. parent company’s CPA

Note 5:      The basis for investment income (loss) recognition is from the financial statements audited and attested by international accounting firm which has cooperative relationship with accounting firm in R.O.C.

Note 6:      The basis for investment income (loss) recognition is from the financial statements audited and attested by other CPA in the same accounting firm with R.O.C. parent company’s CPA.

Note 7:      Pursuant to the Jing-Shen-Zi Letter No. 09704604680 of the Ministry of Economic Affairs, R.O.C amended 'Guidelines Governing the Review of Investment or Technical Cooperation in the Mainland Area' dated on August 29, 2008, as the Company has obtained the certificate of being qualified for operating headquarters, issued by the Industrial Development Bureau, MOEA, the ceiling amount of the investment in Mainland China is not applicable to the Company.

Note 8:       The upper limit on investment of ASET, Inc. is calculated as follow: $27,263,995× 60% = 16,358,397

Note 9:      USD $80,000 thousand was directly remitted by the subsidiary, ASE (Korea), and USD $25,000 thousand was by means of Debt for Equity Swap. Therefore, there is USD$105,000 thousand difference between MOEA approved investment amount and accumulated outflow of investment from Taiwan.

Note 10:     ASE Module (Kun Shan) Inc. was merged into ASE (Kun Shan) Inc. in September 2014.

Note 11:     The upper limit on investment of Universal Scientific Industrial Co., Ltd. is calculated as follow: $41,510,641× 60% = 24,906,385

Note 12:     e-Cloud Corporation was liquidated in December 2013.

 

-102-

 

TABLE 10

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2014

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

 

              Percentage of
              Consolidated Net Revenue
No. Company Name Related Party Nature of Relationships Financial Statement Account Amount (Note) Terms or Total Assets
0 The Company ASE Test, Inc. Parent company to subsidiary Other payables   $ 6,211,123     2  
    USI Parent company to subsidiary Trade receivables     4,994,846     1  
      Parent company to subsidiary Operating revenues     8,907,167   The transacation has the same terms with other companies 3  
    ASE (Shanghai) Inc. Parent company to subsidiary Trade payables     615,718     -  
      Parent company to subsidiary Operating costs     2,033,164   The transacation has the same terms with other companies 1  
    ASE (U.S.) Inc. Parent company to subsidiary Operating expenses     817,169   It is calculated by fixed ratio based on actual expenses.  -  
                      There is an upper limit to the expenses.    
    ASE Electronics Inc. Parent company to subsidiary Trade payables     605,628     -  
      Parent company to subsidiary Operating costs     2,657,642   The transacation has the same terms with other companies 1  
    ISE Labs, Inc. Parent company to subsidiary Operating revenues     130,681   The transacation has the same terms with other companies -  
    J & R Holding Limited Parent company to subsidiary Other payables     7,849,200     2  
    Omniquest Industrial Limited Parent company to subsidiary Other payables     1,424,250     -  
    ASE Japan Co., Ltd Parent company to subsidiary Operating revenues     172,358   The transacation has the same terms with other companies -  
    ASE Test Limited Parent company to subsidiary Other payables     4,525,950     1  
    J&R Industrial Inc. Parent company to subsidiary Other payables     190,000     -  
    ASE (Korea)Inc. Parent company to subsidiary Other payables     1,582,734     -  
    Huntington Holdings International  Parent company to subsidiary Other payables     1,740,750     1  
      Co., Ltd.                  
    USI Enterprise Limited Parent company to subsidiary Other payables     4,431,000     1  
    Real Tech Holdings Limited Parent company to subsidiary Other payables     474,750     -  
    A.S.E. Holding Limited Parent company to subsidiary Other payables     2,088,900     1  
    ASE Test, Inc. Parent company to subsidiary Purchase of property, plant      365,888     -  
            and equipment              
                       
1 ASE (Shanghai) Inc. ASE Assembly & Test (Shanghai) Limited  Subsidiary to subsidiary Trade receivables     161,853     -  
      Subsidiary to subsidiary Operating revenues     672,369   The transacation has the same terms with other companies -  
    Advanced Semiconductor Engineering  Subsidiary to subsidiary Trade receivables     330,610     -  
        (HK) Limited Subsidiary to subsidiary Operating revenues     1,024,417   The transacation has the same terms with other companies -  
    ASE Module (Shanghai) Inc. Subsidiary to subsidiary Other payables     535,275     -  
                       
2 Shanghai Ding Hui Real Estate Shanghai Ding Wei  Real Estate  Subsidiary to subsidiary Other receivables     216,660     -  
      Development Co., Ltd.      Development Co., Ltd.                   
    Kun Shan Ding Hong Real Estate  Subsidiary to subsidiary Other receivables     184,037     -  
        Development Co., Ltd.                   
                       
3 ASE Test Limited ASE Singapore Pte. Ltd. Subsidiary to subsidiary Other assets     443,100     -  

 

 

(Continued) 

 

-103-

 

TABLE 10

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2014

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

 

        Intercompany Transactions (Note)
              Percentage of
              Consolidated Net Revenue
No. Company Name Related Party Nature of Relationships Financial Statement Account Amount (Note) Terms or Total Assets
4 A.S.E. Holding Limited J & R Holding Limited Subsidiary to subsidiary Other assets   $ 194,320     -  
    ASE Test Limited Subsidiary to subsidiary Other liabilities     1,594,551     -  
                       
5 J & R Holding Limited Global Advanced Packaging  Subsidiary to subsidiary Other assets     509,811     -  
      Technology Limited, Cayman                   
      Islands                  
    Omniquest Industrial Limited Subsidiary to subsidiary Other assets     1,433,053     -  
    Anstock Limited Subsidiary to subsidiary Other assets     784,955     -  
    ASE Test Limited Subsidiary to subsidiary Other liabilities     1,404,553     -  
    ISE Labs, Inc. Subsidiary to subsidiary Other liabilities     949,621     -  
      Subsidiary to subsidiary Other payables     253,241     -  
    Anstock II Limited Subsidiary to subsidiary Other liabilities     9,400,050     3  
    ASE Japan Co., Ltd. Subsidiary to subsidiary Other payables     2,250,132     1  
    ASE Assembly & Test (Shanghai) Limited  Subsidiary to subsidiary Other receivables     1,611,205     -  
    ASE WeiHai Inc. Subsidiary to subsidiary Other receivables     3,791,196     1  
    Real Tech Holdings Limited Subsidiary to subsidiary Other payables     1,267,192     -  
    ASE (KunShan) Inc. Subsidiary to subsidiary Other receivables     1,361,858     -  
                       
6 ASE Electronics Inc. J&R Industrial Inc. Subsidiary to subsidiary Other payables     190,000     -  
    ASE Electronics (M) Sdn. Bhd. Subsidiary to subsidiary Operating revenues     327,954   The transacation has the same terms with other companies -  
    ASE Assembly & Test (Shanghai) Limited  Subsidiary to subsidiary Operating revenues     151,797     -  
                       
                       
7 ASE Test, Inc. ASE (Korea) Inc. Subsidiary to subsidiary Purchase of property, plant      137,577     -  
            and equipment              
    ASE (U.S.) Inc. Subsidiary to subsidiary Operating expenses     112,616   It is calculated by fixed ratio based on actual expenses.  -  
                      There is an upper limit to the expenses.    
8 ASE (U.S.) Inc. ASE (Korea) Inc. Subsidiary to subsidiary Operating revenues     152,287   The transacation has the same terms with other companies -  
                       
9 ASE Assembly & Test  Anstock Limited Subsidiary to subsidiary Other liabilities     3,325,862     1  
      (Shanghai) Limited                     
                       
10 USI Universal Global Scientific Industrial  Subsidiary to subsidiary Trade payables     501,212     -  
        Co., Ltd.                  

 

(Continued) 

 

-104-

 

TABLE 10

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2014

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

 

              Percentage of
              Consolidated Net Revenue
No. Company Name Related Party Nature of Relationships Financial Statement Account Amount (Note) Terms or Total Assets
      Subsidiary to subsidiary Operating costs     679,727     -  
    USI Enterprise Limited Subsidiary to subsidiary Other payables     284,850     -  
                       
11 Universal Scientific Industrial      Universal Global Technology Co.,  Subsidiary to subsidiary Operating costs     4,455,899     2  
      (Shanghai) Co., Ltd.  Limited Subsidiary to subsidiary Trade payables     734728     -  
    Universal Global Industrial Co.,Ltd. Subsidiary to subsidiary Operating revenues     142,899     -  
    USI Electronics (Shenzhen) Co., Ltd. Subsidiary to subsidiary Operating revenues     212,933     -  
                       
12 Universal Global Industrial  USI Electronics (Shenzhen) Co., Ltd Subsidiary to subsidiary Operating revenues     3,282,163     1  
      Co., Limited   Subsidiary to subsidiary Operating costs     11,723,368     5  
      Subsidiary to subsidiary Trade receivables     764,406     -  
      Subsidiary to subsidiary Other receivables     147,856     -  
      Subsidiary to subsidiary Trade payables     2,812,432     1  
    Universal Global Scientific Industrial  Subsidiary to subsidiary Operating revenues     15,079,544     6  
        Co., Ltd. Subsidiary to subsidiary Operating costs     543,727     -  
      Subsidiary to subsidiary Trade receivables     3,764,550     1  
    Universal Global Technology  Subsidiary to subsidiary Operating revenues     478,674     -  
        (Kunshan) Co., Ltd. Subsidiary to subsidiary Operating costs     6,874,346     3  
      Subsidiary to subsidiary Trade payables     1,538,819     -  
                       
13 Universal Global Technology Co.,  Universal Global Technology  Subsidiary to subsidiary Operating revenues     4,352,696     2  
    Limited     (Kunshan) Co., Ltd. Subsidiary to subsidiary Trade receivables     1,507,785     -  
                       
14 Universal Global Scientific Industrial  USI Electronics (Shenzhen) Co., Ltd Subsidiary to subsidiary Operating revenues     149,256     -  
      Co., Ltd. Universal Scientific Industrial      Subsidiary to subsidiary Operating revenues     210,566     -  
        (Shanghai) Co., Ltd.                   
    Universal Global Industrial Co., Limited Subsidiary to subsidiary Trade receivables     225,875     -  
                       
15 USI Electronics (Shenzhen) Co., Ltd Universal Global Technology  Subsidiary to subsidiary Other receivables     984,079     -  
        (Shanghai) Co., Ltd.                  

  

Note: Amount was eliminated based on the audited financial statements. (Concluded)

 

-105-

 

 

 

Appendix 3

 

Advanced Semiconductor Engineering, Inc.

2015 Consolidated Financial statements and Auditor Report

 

 

 

 

 

 

 

 

 

 

 

 

 

Advanced Semiconductor Engineering, Inc. and Subsidiaries 

 

Consolidated Financial Statements for the

Years Ended December 31, 2015 and 2014 and

Independent Auditors’ Report

 

 

 

 

 

 

 

 
 

REPRESENTATION LETTER

 

The entities that are required to be included in the combined financial statements of Advanced Semiconductor Engineering, Inc. as of and for the year ended December 31, 2015, under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standards No. 10, “Consolidated Financial Statements.” In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, Advanced Semiconductor Engineering, Inc. and Subsidiaries do not prepare a separate set of combined financial statements.

 

Very truly yours,

 

Advanced Semiconductor Engineering, Inc.

 

By

 

 

 

 
JASON C.S. CHANG
Chairman
March 16, 2016

 

 
 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

 

ASSETS
CURRENT ASSETS
  December 31, 2015  December 31, 2014
(Adjusted)
  January 1, 2014
(Adjusted)
NT$  %  NT$  %  NT$  %
Cash and cash equivalents (Notes 4 and 6)  $55,251,181    15   $51,694,410    16   $45,026,371    16 
Financial assets at fair value through profit
or loss - current (Notes 4, 5 and 7)
   3,833,701    1    4,988,843    2    2,764,269    1 
Available-for-sale financial assets -
current (Notes 4 and 8)
   30,344    —      1,533,265    —      2,376,970    1 
Trade receivables, net (Notes 4 and 9)   44,931,487    13    52,920,810    16    43,235,573    15 
Other receivables (Note 4)   429,541    —      537,122    —      422,345    —   
Current tax assets (Note 4)   168,717    —      65,312    —      150,596    —   
Inventories (Notes 4, 5 and 10)   23,258,279    6    20,163,093    6    16,281,236    6 
Inventories related to real estate business (Notes 4, 5, 11, 22 and 32)   25,713,538    7    23,986,478    7    18,589,255    6 
Other financial assets - current (Notes 4 and 32)   301,999    —      638,592    —      278,375    —   
Other current assets   2,814,053    1    3,427,265    1    3,051,492    1 
                               
Total current assets   156,732,840    43    159,955,190    48    132,176,482    46 
                               
NON-CURRENT ASSETS                              
Available-for-sale financial assets -
non-current (Notes 4 and 8)
   924,362    —      941,105    —      1,140,329    —   
Investments accounted for using the
equity method (Notes 4 and 12)
   37,422,909    10    1,492,441    1    1,216,201    1 
Property, plant and equipment
(Notes 4, 5, 13, 22, 31 and 33)
   149,997,075    41    151,587,115    45    131,497,331    46 
Goodwill (Notes 4, 5 and 14)   10,506,519    3    10,445,415    3    10,347,820    4 
Other intangible assets (Notes 4, 5, 15
and 22)
   1,382,093    —      1,467,871    1    1,605,824    1 
Deferred tax assets (Notes 4 , 5 and
23)
   5,156,515    2    4,506,971    1    3,783,265    1 
Other financial assets - non-current
(Notes 4 and 32)
   345,672    —      367,345    —      354,993    —   
Long-term prepayments for lease
(Note 16)
   2,556,156    1    2,585,964    1    4,072,281    1 
Other non-current assets   263,416    —      635,350    —      637,163    —   
Total non-current assets   208,554,717    57    174,029,577    52    154,655,207    54 
TOTAL  $365,287,557    100   $333,984,767    100   $286,831,689    100 

 

(Continued)

 

- 3
 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS 

(In Thousands of New Taiwan Dollars) 

 

 

   December 31, 2015  December 31, 2014
(Adjusted)
  January 1, 2014
(Adjusted)
                   
LIABILITIES AND EQUITY  NT$  %  NT$  %  NT$  %
CURRENT LIABILITIES                  
Short-term borrowings (Note 17)  $32,635,321    9   $41,176,033    12   $44,618,195    16 
Commercial papers and bank acceptances payable (Note 17)   4,348,054    1    —      —      —      —   
Financial liabilities at fair value through profit or loss - current (Notes 4, 5 and 7)   3,005,726    1    2,651,352    1    1,853,304    1 
Derivative financial liabilities for hedging - current (Notes 4 and 5)   —      —      —      —      3,310    —   
Trade payables   34,138,564    9    35,411,281    11    28,988,976    10 
Other payables (Note 19)   19,194,818    5    22,364,516    7    14,758,553    5 
Current tax liabilities (Note 4)   4,551,785    1    4,150,036    1    3,000,869    1 
Advance real estate receipts (Note 4)   2,703,706    1    480,325    —      19,248    —   
Current portion of bonds payable
(Notes 4 and 18)
   14,685,866    4    —      —      731,438    —   
Current portion of long-term borrowings (Notes 17 and 32)   2,057,465    1    2,831,007    1    5,276,206    2 
Other current liabilities   3,180,767    1    2,134,917    1    1,585,177    —   
                               
Total current liabilities   120,502,072    33    111,199,467    34    100,835,276    35 
                               
NON-CURRENT LIABILITIES                              
Bonds payable (Notes 4 and 18)   23,740,384    7    31,270,131    10    20,582,567    7 
Long-term borrowings (Notes 17 and 32)   42,493,668    12    24,104,424    7    29,580,659    11 
Deferred tax liabilities (Notes 4, 5 and 23)   4,987,549    1    3,932,819    1    2,663,767    1 
Long-term payables   —      —      —      —      894,150    —   
Net defined benefit liabilities (Notes 3, 4, 5 and 20)
   4,072,493    1    4,382,530    1    4,545,960    2 
Other non-current liabilities   1,071,509    —      657,392    —      651,171    —   
                               
Total non-current liabilities   76,365,603    21    64,347,296    19    58,918,274    21 
                               
Total liabilities   196,867,675    54    175,546,763    53    159,753,550    56 
                               
EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Notes 4 and 21)                              
                               
Share capital                              
Ordinary shares   79,029,290    22    78,525,378    24    77,560,040    27 
Shares subscribed in advance   156,370    —      189,801    —      620,218    —   
Total share capital   79,185,660    22    78,715,179    24    78,180,258    27 
Capital surplus   23,757,099    7    16,013,058    5    7,920,220    3 
Retained earnings                              
Legal reserve   12,649,145    3    10,289,878    3    8,720,971    3 
Special reserve   3,353,938    1    3,353,938    1    3,663,930    2 
Unappropriated earnings   40,180,986    11    38,737,422    12    26,521,201    9 
Total retained earnings   56,184,069    15    52,381,238    16    38,906,102    14 
Other Equity   5,081,689    1    5,068,539    1    (102,616)   —   
Treasury shares   (7,292,513)   (2)   (1,959,107)   (1    (1,959,107)   (1)
                               
Equity attributable to owners of
the Company
   156,916,004    43    150,218,907    45    122,944,857    43 
                               
NON-CONTROLLING INTERESTS
(Notes 4 and 21)
   11,503,878    3    8,219,097    2    4,133,282    1 
                               
Total equity   168,419,882    46    158,438,004    47    127,078,139    44 
                               
TOTAL  $365,287,557    100   $333,984,767    100   $286,831,689    100 

  

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

(With Deloitte & Touche audit report dated March 16, 2016) 

(Concluded)

 

- 4
 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 

(In Thousands of New Taiwan Dollars Except Earnings Per Share) 

 

 

   For the Years Ended December 31
   2015  2014
(Adjusted)
   NT$  %  NT$  %
OPERATING REVENUES (Note 4)  $283,302,536    100   $256,591,447    100 
OPERATING COSTS (Notes 10, 20 and 22)   233,167,308    82    203,002,918    79 
GROSS PROFIT   50,135,228    18    53,588,529    21 
OPERATING EXPENSES (Notes 20 and 22)                    
Selling and marketing expenses   3,588,472    1    3,438,166    2 
General and administrative expenses   10,724,568    4    10,214,810    4 
Research and development expenses   10,937,566    4    10,289,684    4 
                     
Total operating expenses   25,250,606    9    23,942,660    10 
                     
PROFIT FROM OPERATIONS   24,884,622    9    29,645,869    11 
                     
NON-OPERATING INCOME AND
EXPENSES
                    
Other income (Note 22)   876,008    —      588,875    —   
Other gains, net (Note 22)   1,437,036    1    776,290    1 
Finance costs (Note 22)   (2,312,143)   (1)   (2,354,097)   (1)
Share of the profit or loss of associates
and joint ventures (Note 4)
   402,730    —      (108,726)   —   
                     
Total non-operating income and
expenses
   403,631    —      (1,097,658)   —   
                     
PROFIT BEFORE INCOME TAX EXPENSE   25,288,253    9    28,548,211    11 
                     
INCOME TAX EXPENSE (Notes 4, 5
and 23)
   4,839,246    2    4,266,626    2 
                     
NET PROFIT FOR THE YEAR   20,449,007    7    24,281,585    9 
                     
OTHER COMPREHENSIVE INCOME
(LOSS)
                    
Items that will not be reclassified subsequently to profit or loss:                    
Remeasurement of defined benefit
obligation
   (62,911)   —      (28,145)   —   
Share of other comprehensive loss of associates and joint ventures   (37,748)   —      (1,031)   —   
Income tax relating to items that will not be reclassified subsequently   11,002         22,938    —   
    (89,657)   —      (6,238)   —   

  

(Continued)

 

- 5
 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 

(In Thousands of New Taiwan Dollars Except Earnings Per Share)

 

 

   For the Years Ended December 31
   2015  2014
(Adjusted)
  NT$  %  NT$  %
Items that may be reclassified subsequently
to profit or loss:
            
Exchange differences on translating foreign operations  $(63,509)   —     $5,405,027    2 
Unrealized gain (loss) on available-for-sale financial assets   10,451    —      (133,714)   —   
Cash flow hedges   —      —      3,279    —   
Share of other comprehensive income (loss) of associates and joint ventures   (4,832)   —      235,156    —   
    (57,890)   —      5,509,748    2 
Other comprehensive income (loss) for the year, net of income tax   (147,547)   —      5,503,510    2 
                     
TOTAL COMPREHENSIVE INCOME FOR THE YEAR  $20,301,460    7   $29,785,095    11 
                     
NET PROFIT ATTRIBUTABLE TO:                    
Owners of the Company  $19,478,873    7   $23,636,522    9 
Non-controlling interests   970,134    —      645,063    —   
   $20,449,007    7   $24,281,585    9 
                     
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO:                    
Owners of the Company  $19,405,806    7   $28,802,296    11 
Non-controlling interests   895,654    —      982,799    —   
   $20,301,460    7   $29,785,095    11 
EARNINGS PER SHARE (Note 24)                    
Basic  $2.55        $3.07      
Diluted  $2.44        $2.96      

 

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

(With Deloitte & Touche audit report dated March 16, 2016)

 

(Concluded)
- 6
 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

 

(In Thousands of New Taiwan Dollars) 

 

 

   Equity Attributable to Owners of the Company
            Accumulated Other Comprehensive Income            
   Share Capital     Retained Earnings  Exchange  Unrealized                  
   Shares
(In Thousands)
  Amounts  Capital Surplus  Legal Reserve  Special Reserve  Unappropriated Earnings  Total  Differences on Translating Foreign Operations  Gain on
Available-
for-sale Financial Assets
  Cash Flow Hedges  Total  Treasury Shares  Total  Non-controlling Interests  Total Equity
BALANCE AT JANUARY 1, 2014   7,787,827   $78,180,258   $7,908,870   $8,720,971   $3,663,930   $26,608,253   $38,993,154   $(525,521)  $426,246   $(3,279)  $(102,554)  $(1,959,107)  $123,020,621   $4,144,338   $27,164,959 
Effect of retrospective application   —      —      11,350    —      —      (87,052)   (87,052)   (62)   —      —      (62)   —      (75,764)   (11,056)   (86,820)
ADJUSTED BALANCE AT JANUARY 1, 2014   7,787,827    78,180,258    7,920,220    8,720,971    3,663,930    26,521,201    38,906,102    (525,583)   426,246    (3,279)   (102,616)   (1,959,107)   122,944,857    4,133,282    127,078,139 
Change in capital surplus from investments in associates accounted for using the equity method   —      —      26,884    —      —      —      —      —      —      —      —      —      26,884    —      26,884 
Profit for the year ended December 31, 2014 (After Adjusted)   —      —      —      —      —      23,636,522    23,636,522    —      —      —      —      —      23,636,522    645,063    24,281,585 
Other comprehensive income (loss) for the year ended                                                                           
December 31, 2014, net of income tax (After Adjusted)   —      —      —      —      —      (5,381)   (5,381)   5,067,344    100,532    3,279    5,171,155    —      5,165,774    337,736    5,503,510 
Total comprehensive income for the year ended December 31, 2014 (After Adjusted)   —      —      —      —      —      23,631,141    23,631,141    5,067,344    100,532    3,279    5,171,155    —      28,802,296    982,799    29,785,095 
Appropriation of 2013 earnings                                                                           
Legal reserve   —      —      —      1,568,907    —      (1,568,907)   —      —      —      —      —      —      —      —      —   
Special reserve   —      —      —      —      (309,992)   309,992    —      —      —      —      —      —      —      —      —   
Cash dividends distributed by the Company   —      —      —      —      —      (10,156,005)   (10,156,005)   —      —      —      —      —      (10,156,005)   —      (10,156,005)
    —      —      —      1,568,907    (309,992)   (11,414,920)   (10,156,005)   —      —      —      —      —      (10,156,005)   —      (10,156,005)
Issue of dividends received by subsidiaries from the Company   —      —      188,790    —      —      —      —      —      —      —      —      —      188,790    —      188,790 
Partial disposal of interests in subsidiaries and additional acquisition of majority-owned subsidiaries (Notes 26)   —      —      6,877,099    —      —      —      —      —      —      —      —      —      6,877,099    3,068,406    9,945,505 
Issue of ordinary shares under employee share options   73,898    534,921    1,000,065    —      —      —      —      —      —      —      —      —      1,534,986    —      1,534,986 
Cash dividends distributed by subsidiaries   —      —      —      —      —      —      —      —      —      —      —      —      —      (85,766)   (85,766)
Additional non-controlling interest arising on issue of employee share options by subsidiaries   —      —      —      —      —      —      —      —      —      —      —      —      —      120,376    120,376 
ADJUSTED BALANCE AT DECEMBER 31, 2014  $7,861,725   $78,715,179   $16,013,058   $10,289,878   $3,353,938   $38,737,422   $52,381,238   $4,541,761   $526,778   $—     $5,068,539   $(1,959,107)  $150,218,907   $8,219,097   $158,438,004 
Equity component of convertible bonds issued by the Company (Note 18)   —      —      214,022    —      —      —      —      —      —      —      —      —      214,022    —      214,022 
Change in capital surplus from investments in associates and joint ventures accounted for using the equity method   —      —      150    —      —      —      —      —      —      —      —      —      150    —      150 
Profit for the year ended December 31, 2015   —      —      —      —      —      19,478,873    19,478,873    —      —      —      —      —      19,478,873    970,134    20,449,007 
Other comprehensive income (loss) for the year ended December 31, 2015, net of income tax   —      —      —      —      —      (86,217)   (86,217)   (48,191)   61,341    —      13,150    —      (73,067)   (74,480)   (147,547)
Total comprehensive income (loss) for the year ended December 31, 2015   —      —      —      —      —      19,392,656    19,392,656    (48,191)   61,341    —      13,150    —      19,405,806    895,654    20,301,460 
Appropriation of 2014 earnings                                                                           
Legal reserve   —      —      —      2,359,267    —      (2,359,267)   —      —      —      —      —      —      —      —      —   
Cash dividends distributed by the Company   —      —      —      —      —      (15,589,825)   (15,589,825)   —      —      —      —      —      (15,589,825)   —      (15,589,825)
    —      —      —      2,359,267    —      (17,949,092)   (15,589,825)   —      —      —      —      —      (15,589,825)   —      (15,589,825)
Acquisition of treasury shares   —      —      —      —      —      —      —      —      —      —      —      (5,333,406)   (5,333,406)   —      (5,333,406)

 

(Continued)

 

- 7
 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY 

(In Thousands of New Taiwan Dollars) 

 

 

   Equity Attributable to Owners of the Company
Share Capital  Capital Surplus  Retained Earnings  Accumulated Other Comprehensive Income  Treasury Shares  Total  Non-controlling Interests  Total Equity
Exchange Differences on Translating Foreign Operations  Unrealized Gain on Available-for-sale Financial Assets  Cash Flow Hedges  Total            
   Shares
(In Thousands)
  Amounts  Legal Reserve  Special Reserve  Unappropriated Earnings  Total                        
Issue of dividends received by subsidiaries from the Company   -   $-   $292,351   $-   $-   $-   $-   $-   $-   $-   $-   $-   $292,351   $-   $292,351 
Partial disposal of interests in subsidiaries and additional acquisition of majority-owned subsidiaries (Notes 26)   -    -    7,197,510    -    -    -    -    -    -    -    -    -    7,197,510    1,712,836    8,910,346 
Changes in percentage of ownership interest in subsidiaries   -    -    (564,344)   -    -    -    -    -    -    -    -    -    (564,344)   564,344    - 
Issue of ordinary shares under employee share options   48,703    470,481    604,352    -    -    -    -    -    -    -    -    -    1,074,833    -    1,074,833 
Cash dividends distributed by subsidiaries   -    -    -    -    -    -    -    -    -    -    -    -    -    (232,148)   (232,148)
Additional non-controlling interest arising on issue of employee share options by subsidiaries   -    -    -    -    -    -    -    -    -    -    -    -    -    344,095    344,095 
ADJUSTED BALANCE AT DECEMBER 31, 2015  $7,910,428   $79,185,660   $23,757,093   $12,649,145   $3,353,938   $40,180,986   $56,184,069   $4,493,570   $588,119   $-   $5,081,689   $(7,292,513)  $156,916,004   $11,503,878   $168,419,88 

 

 

 

  

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

(With Deloitte & Touche audit report dated March 16, 2016) 

(Concluded)

 

  

- 8
 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS 

(In Thousands of New Taiwan Dollars) 

 

 

  

For the Years Ended December 31 

  

2015

 

2014
(Adjusted)

   NT$  NT$
       
CASH FLOWS FROM OPERATING ACTIVITIES      
Profit before income tax  $25,288,253   $28,548,211 
Adjustments for:          
Depreciation expense   28,938,770    25,805,042 
Amortization expense   579,894    545,734 
Net gain on fair value change of financial assets and liabilities at fair value through profit or loss   (2,472,835)   (1,838,840)
Interest expense   2,268,786    2,324,426 
Interest income   (242,084)   (243,474)
Dividend income   (396,973)   (101,252)
Compensation cost of employee share options   133,496    110,157 
Share of the profit or loss of associates and joint ventures   (402,730    108,726 
Impairment loss recognized on financial assets   8,232    28,421 
Impairment loss recognized on non-financial assets   610,140    899,480 
Net loss on foreign currency exchange   1,358,777    1,404,234 
Others   1,411,599    313,138 
Changes in operating assets and liabilities          
Financial assets held for trading   4,162,522    823,313 
Trade receivables   7,982,736    (9,703,070)
Other receivables   55,112    (8,625)
Inventories   (5,128,726)   (8,208,824)
Other current assets   407,017    102,353 
Financial liabilities held for trading   (1,725,606)   (835,779)
Trade payables   (1,272,717)   6,422,305 
Other payables   (814,809)   3,045,452 
Other current liabilities   2,545,312    703,764 
Other operating activities items   (247,024)   (186,455)
    63,047,142    50,058,437 
Interest received   253,289    233,457 
Dividend received   499,918    101,252 
Interest paid   (2,067,955)   (2,065,244)
Income tax paid   (4,184,089)   (2,463,153)
           
Net cash generated from operating activities   57,548,305    45,864,749 
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Purchase of financial assets designated as at
fair value through profit or loss
   (100,842,813)   (108,958,658)
Proceeds on sale of financial assets designated as at fair value through profit or loss   102,139,161    109,825,159 
Purchase of available-for-sale financial assets   (1,273,510)   (3,565,428)
Proceeds on sale of available-for-sale financial assets   2,761,145    4,388,130 

  

(Continued)

 

- 9
 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS 

(In Thousands of New Taiwan Dollars) 

 

  

For the Years Ended December 31

  

2015

 

2014
(Adjusted)

  

NTS

 

NTS

       
Cash received from return of capital by available-for-sale financial assets  $44,511   $20,411 
Acquisition of associates and joint ventures   (35,673,097)   (100,000)
Payments for property, plant and equipment   (30,280,124)   (39,598,964)
Proceeds from disposal of property, plant and equipment   243,031    421,207 
Payments for intangible assets   (491,135)   (396,466)
Decrease (increase) in other financial assets   358,266    (372,569)
Increase in other non-current assets   (336,864)   (480,711)
           
Net cash used in investing activities   (63,351,429)   (38,817,889)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Net repayment of short-term borrowings   (8,532,792)   (3,442,162)
Proceeds from commercial papers and bank acceptances payable   4,348,054    —   
Proceeds from issue of bonds   6,136,425    8,888,562 
Repayment of bonds payable   —      (729,790)
Proceeds from long-term borrowings   39,887,570    32,030,868 
Repayment of long-term borrowings   (22,926,660)   (40,978,403)
Dividends paid   (15,297,474)   (9,967,215)
Proceeds from exercise of employee share options   1,285,102    1,498,343 
Payments for acquisition of treasury shares   (5,333,406)   —   
Proceeds from partial disposal of interests in subsidiaries   8,910,346    9,991,439 
Dividends paid to non-controlling interest   (232,148)   (85,766)
Other financing activities items   391,322    (2,879)
           
Net cash generated from (used in) financing activities   8,636,339    (2,797,003)
EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH AND CASH EQUIVALENTS   723,556    2,418,182 
NET INCREASE IN CASH AND CASH EQUIVALENTS   3,556,771    6,668,039 
           
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR   51,694,410    45,026,371 
           
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR  $55,251,181   $51,694,410 

 

 

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

(With Deloitte & Touche audit report dated March 16, 2016) 

(Concluded)

 

- 10
 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 

(Amounts in Thousands, Unless Stated Otherwise) 

 

1.GENERAL INFORMATION

 

Advanced Semiconductor Engineering, Inc. (the “Company”), a corporation incorporated in Nantze Export Processing Zone under the laws of Republic of China (the “ROC”). In August 2004, the Company merged its subsidiaries, ASE (Chung Li) Inc. and ASE Material Inc., and established Chung-Li Branch. In August 2006, the Company spun-off and assigned its substrate production business to ASE Electronics Inc. In January 2011, the Company established Nan-Tou Branch. In May 2012, the Company merged its subsidiary, PowerASE Technology, Inc. In August 2013, the Company merged its subsidiary, Yang Ting Tech Co., Ltd. The Company and its subsidiaries (collectively referred to as the “Group”) offer a comprehensive range of semiconductors packaging, testing, and electronic manufacturing services (“EMS”).

 

Since July 1989, the Company’s ordinary shares have been listed on the Taiwan Stock Exchange (the “TSE”) under the symbol “2311”. Since September 2000, the Company’s ordinary shares of the Company have been traded on the New York Stock Exchange (the “NYSE”) under the symbol “ASX” in the form of American Depositary Shares (“ADS”). The ordinary shares of its subsidiary, Universal Scientific Industrial (Shanghai) Co., Ltd. (the “USISH”), have been listed on the Shanghai Stock Exchange (the “SSE”) under the symbol “601231” since February 2012.

 

The consolidated financial statements are presented in the Company’s functional currency, New Taiwan dollar (NT$).

 

2.APPROVAL OF FINANCIAL STATEMENTS

 

The consolidated financial statements were approved for issue by board of directors on March 16, 2016.

 

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

 

a.Initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 version of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) endorsed by the FSC

 

Rule No. 1030029342 and Rule No. 1030010325 issued by the FSC on April 3, 2014, stipulated that the Group should apply the 2013 version of IFRS, IAS, IFRIC and SIC (collectively, the “IFRSs”) endorsed by the FSC and the related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers starting January 1, 2015.

 

Except for the following, whenever applied, the initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 version of IFRSs would not have any material impact on the Group’s accounting policies:

 

- 11
 
1)IFRS 12 “Disclosure of Interests in Other Entities”

 

IFRS 12 is a new disclosure standard and is applicable to entities that have interests in subsidiaries, joint arrangements, associates and/or unconsolidated structured entities. In general, the disclosure requirements in IFRS 12 are more extensive than in the current standards.

 

2)IFRS 13 “Fair Value Measurement”

 

IFRS 13 establishes a single source of guidance for fair value measurements. It defines fair value, establishes a framework for measuring fair value, and requires disclosures about fair value measurements. The disclosure requirements in IFRS 13 are more extensive, for example, quantitative and qualitative disclosures based on the three-level fair value hierarchy currently required for financial instruments only will be extended by IFRS 13 to cover all assets and liabilities within its scope.

 

The fair value measurements under IFRS 13 will be applied prospectively from January 1, 2015. Refer to Note 30 for related disclosures.

 

3)Amendments to IAS 1 “Presentation of Items of Other Comprehensive Income”

 

The amendments to IAS 1 requires items of other comprehensive income to be grouped into those items that (1) will not be reclassified subsequently to profit or loss; and (2) may be reclassified subsequently to profit or loss. Income taxes on related items of other comprehensive income are grouped on the same basis. Under current IAS 1, there were no such requirements.

 

The Group retrospectively applied the above amendments starting in 2015. Items that will not be reclassified subsequently to profit or loss are remeasurements of the defined benefit plans and share of remeasurements of the defined benefit plans of associates accounted for using the equity method. Items that may be reclassified to profit or loss are the exchange differences on translating foreign operations, unrealized gain (loss) on available-for-sale financial assets, cash flow hedges, and share of the other comprehensive income (except the share of the remeasurements of the defined benefit plans) of associates accounted for using the equity method. However, the application of the above amendments will not have any impact on the net profit, other comprehensive income (net of income tax), and total comprehensive income for the period.

 

4)Revision to IAS 19 “Employee Benefits”

 

Revised IAS 19 requires the recognition of changes in defined benefit obligations and in the fair value of plan assets when they occur, and hence eliminates the “corridor approach” permitted under current IAS 19 and accelerate the recognition of past service costs. The revision requires all remeasurements of the defined benefit plans to be recognized immediately through other comprehensive income in order for the net pension asset or liability to reflect the full value of the plan deficit or surplus. Remeasurement of the defined benefit plans is presented separately as other equity.

 

Furthermore, the interest cost and expected return on plan assets used in current IAS 19 are replaced with a “net interest” amount, which is calculated by applying the discount rate to the net defined benefit liability or asset. In addition, the revised IAS 19 introduces certain changes in the presentation of the defined benefit cost, and also includes more extensive disclosures.

 

On initial application of the revised IAS 19, the changes in cumulative employee benefit costs as of January 1, 2014 resulting from the retrospective application are adjusted to net defined benefit liabilities, deferred tax assets, capital surplus, retained earnings, other equity and non-controlling interests; however, the carrying amount of inventory is not adjusted. In addition, in preparing the consolidated financial statements for the year ended December 31, 2015, the Group elects not to present 2014 comparative information about the sensitivity analysis of the defined benefit

 

- 12
 

obligation.

 

The initial application of the revised IAS 19 has no material impact on the current period. The impact on the prior reporting periods is set out below:

 

   As Originally Stated  Adjustments Arising from Retrospective Application  Adjusted
          
Impact on Assets, Liabilities and Equity         
          
December 31, 2014         
                
Deferred tax assets  $4,493,664   $13,307   $4,506,971 
Net defined benefit liabilities   4,371,136    11,394    4,382,530 
Capital surplus   15,995,671    17,387    16,013,058 
Retained earnings   52,397,278    (16,040)   52,381,238 
Other equity   5,067,931    608    5,068,539 
Non-controlling interests   8,219,139    (42)   8,219,097 
                

 

January 1, 2014         
          
Deferred tax assets   3,765,482    17,783    3,783,265 
Net defined benefit liabilities   4,441,357    104,603    4,545,960 
Capital surplus   7,908,870    11,350    7,920,220 
Retained earnings   38,993,154    (87,052)   38,906,102 
Other equity   (102,554)   (62)   (102,616)
Non-controlling interests   4,144,338    (11,056)   4,133,282 

 

Impact on Total Comprehensive Income         
          
Year ended December 31, 2014         
          
Operating cost  $203,051,691   $(48,773)  $203,002,918 
Operating expense   23,968,499    (25,839)   23,942,660 
Income tax expense   4,251,513    15,113    4,266,626 
Net profit for the year   24,222,086    59,499    24,281,585 
                
Items that will not be reclassified subsequently to profit or loss:               
Remeasurement of defined benefit obligation   (45,884)   17,739    (28,145)
Income tax relating to items that will not be reclassified subsequently   13,039    9,899    22,938 
Impact on comprehensive income for the year, net of income tax   5,475,203    28,307    5,503,510 
Total comprehensive income for the year   29,697,289    87,806    29,785,095 

(Continued)

 

- 13
 
   As Originally Stated  Adjustments Arising from Retrospective Application  Adjusted
          
Net profit attributable to:         
Owners of the Company  $23,592,667   $43,855   $23,636,522 
Non-controlling interests   629,419    15,644    645,063 
                
   $24,222,086   $59,499   $24,281,585 
                
Total comprehensive income attributable to:               
Owners of the Company  $28,730,614   $71,682   $28,802,296 
Non-controlling interests   966,675    16,124    982,799 
                
   $29,697,289   $87,806   $29,785,095 

 

(Concluded)

 

5)Annual Improvements to IFRSs: 2009-2011 Cycle

 

Several standards including IFRS 1 “First-time Adoption of International Financial Reporting Standards”, IAS 1 “Presentation of Financial Statements”, IAS 16 “Property, Plant and Equipment”, IAS 32 “Financial Instruments: Presentation” and IAS 34 “Interim Financial Reporting” were amended in this annual improvement.

 

The amendments to IAS 1 clarify that an entity is required to present a balance sheet as at the beginning of the preceding period when a) it applies an accounting policy retrospectively, or makes a retrospective restatement or reclassifies items in its financial statements, and b) the retrospective application, restatement or reclassification has a material effect on the information in the balance sheet at the beginning of the preceding period. The amendments also clarify that related notes are not required to accompany the balance sheet at the beginning of the preceding period.

 

The initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 version of IFRSs in 2015 has material effect on the consolidated balance sheet as of January 1, 2014. In preparing the consolidated financial statements for the year ended December 31, 2015, the Group would present the consolidated balance sheet as of January 1, 2014 in accordance of the above amendments to IAS 1 and disclose related information in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors”, but the Group is not required to make disclosures about the line items of the balance sheet as of January 1, 2014.

 

b.New IFRSs in issue but not yet endorsed by the FSC

 

On March 10, 2016, the FSC announced the scope of the 2016 version of IFRSs to be endorsed and will take effect from January 1, 2017. The scope includes all IFRSs that were issued by the IASB before January 1, 2016 and have effective dates on or before January 1, 2017, which means the scope excludes those that are not yet effective as of January 1, 2017 such as IFRS 9 “Financial Instruments” and IFRS 15 “Revenue from Contracts with Customers” and those with undetermined effective date. In addition, the FSC announced that the Group should apply IFRS 15 starting January 1, 2018. As of the date the consolidated financial statements were approved for issue, the FSC has not announced the effective dates of other new, amended and revised standards and interpretations.

 

The Group has not applied the following New IFRSs issued by the IASB but not yet endorsed by the FSC.

 

- 14
 

 

New IFRSs  

Effective Date

Announced by IASB (Note 1)

     
Annual Improvements to IFRSs 2010-2012 Cycle   July 1, 2014 or transactions on or after July 1, 2014
Annual Improvements to IFRSs 2011-2013 Cycle   July 1, 2014
Annual Improvements to IFRSs 2012-2014 Cycle   January 1, 2016 (Note 2)
IFRS 9 “Financial Instruments”   January 1, 2018
Amendments to IFRS 9 and IFRS 7 “Mandatory Effective Date of IFRS 9 and Transition Disclosures”   January 1, 2018
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”   To be determined by IASB
Amendments to IFRS 10, IFRS 12 and IAS 28 “Investment Entities:  Applying the Consolidation Exception”   January 1, 2016
Amendment to IFRS 11 “Accounting for Acquisitions of Interests in Joint Operations”   January 1, 2016
IFRS 14 “Regulatory Deferral Accounts”   January 1, 2016
IFRS 15 “Revenue from Contracts with Customers”   January 1, 2018
IFRS 16 “Leases”   January 1, 2019
Amendment to IAS 1 “Disclosure Initiative”   January 1, 2016
Amendment to IAS 7 “Disclosure Initiative”   January 1, 2017
Amendments to IAS 12 “Recognition of Deferred Tax Assets for Unrealized Losses”   January 1, 2017
Amendments to IAS 16 and IAS 38 “Clarification of Acceptable Methods of Depreciation and Amortization”   January 1, 2016
Amendments to IAS 16 and IAS 41 “Agriculture:  Bearer Plants”   January 1, 2016
Amendment to IAS 19 “Defined Benefit Plans:  Employee Contributions”   July 1, 2014
Amendment to IAS 36 “Impairment of Assets:  Recoverable Amount Disclosures for Non-financial Assets”   January 1, 2014
Amendment to IAS 39 “Novation of Derivatives and Continuation of Hedge Accounting”   January 1, 2014
IFRIC 21 “Levies”   January 1, 2014

 

Note 1:Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

 

Note 2:The amendment to IFRS 5 is applied prospectively to changes in a method of disposal that occur in annual periods beginning on or after January 1, 2016; the remaining amendments are effective for annual periods beginning on or after January 1, 2016.

 

The initial application of the above New IFRSs, whenever applied, would not have any material impact on the Group’s accounting policies, except for the following:

 

1)IFRS 9 “Financial Instruments”

 

Recognition and measurement of financial assets

 

With regards to financial assets, all recognized financial assets that are within the scope of IAS 39 “Financial Instruments: Recognition and Measurement” are subsequently measured at amortized cost or fair value. Under IFRS 9, the requirement for the classification of financial assets is stated below:

 

For the Group’s debt instruments that have contractual cash flows that are solely payments of principal and interest on the principal amount outstanding, their classification and measurement are

 

- 15
 

as follows:

 

a)For debt instruments, if they are held within a business model whose objective is to collect the contractual cash flows, the financial assets are measured at amortized cost and are assessed for impairment continuously with impairment loss recognized in profit or loss, if any. Interest revenue is recognized in profit or loss by using the effective interest method;

 

b)For debt instruments, if they are held within a business model whose objective is achieved by both the collecting of contractual cash flows and the selling of financial assets, the financial assets are measured at fair value through other comprehensive income (FVTOCI) and are assessed for impairment. Interest revenue is recognized in profit or loss by using the effective interest method, and other gain or loss shall be recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses. When the debt instruments are derecognized or reclassified, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss.

 

Except for above, all other financial assets are measured at fair value through profit or loss. However, the Group may make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading) in other comprehensive income, with only dividend income generally recognized in profit or loss. No subsequent impairment assessment is required, and the cumulative gain or loss previously recognized in other comprehensive income cannot be reclassified from equity to profit or loss.

 

The impairment of financial assets

 

IFRS 9 requires that impairment loss on financial assets is recognized by using the “Expected Credit Losses Model”. The credit loss allowance is required for financial assets measured at amortized cost, financial assets mandatorily measured at FVTOCI, lease receivables, contract assets arising from IFRS 15 “Revenue from Contracts with Customers”, certain written loan commitments and financial guarantee contracts. A loss allowance for the 12-month expected credit losses is required for a financial asset if its credit risk has not increased significantly since initial recognition. A loss allowance for full lifetime expected credit losses is required for a financial asset if its credit risk has increased significantly since initial recognition and is not low. However, a loss allowance for full lifetime expected credit losses is required for trade receivables that do not constitute a financing transaction.

 

For purchased or originated credit-impaired financial assets, the Group takes into account the expected credit losses on initial recognition in calculating the credit-adjusted effective interest rate. Subsequently, any changes in expected losses are recognized as a loss allowance with a corresponding gain or loss recognized in profit or loss.

 

Hedge accounting

 

The main changes in hedge accounting amended the application requirements for hedge accounting to better reflect the entity’s risk management activities. Compared with IAS 39, the main changes include: (1) enhancing types of transactions eligible for hedge accounting, specifically broadening the risk eligible for hedge accounting of non-financial items; (2) changing the way hedging derivative instruments are accounted for to reduce profit or loss volatility; and (3) replacing retrospective effectiveness assessment with the principle of economic relationship between the hedging instrument and the hedged item.

 

2)Amendment to IAS 36 “Recoverable Amount Disclosures for Non-financial Assets”

 

In issuing IFRS 13 “Fair Value Measurement”, the IASB made consequential amendment to the disclosure requirements in IAS 36 “Impairment of Assets”, introducing a requirement to disclose in every reporting period the recoverable amount of an asset or each cash-generating unit. The

 

- 16
 

amendment clarifies that such disclosure of recoverable amounts is required only when an impairment loss has been recognized or reversed during the period. Furthermore, the Group is required to disclose the discount rate used in measurements of the recoverable amount based on fair value less costs of disposal measured using a present value technique.

 

3)IFRS 15 “Revenue from Contracts with Customers”

 

IFRS 15 establishes principles for recognizing revenue that apply to all contracts with customers, and will supersedes IAS 18 “Revenue”, IAS 11 “Construction Contracts” and a number of revenue-related interpretations from January 1, 2017.

 

When applying IFRS 15, an entity shall recognize revenue by applying the following steps:

 

ŸIdentify the contract with the customer;

 

ŸIdentify the performance obligations in the contract;

 

ŸDetermine the transaction price;

 

ŸAllocate the transaction price to the performance obligations in the contracts; and

 

ŸRecognize revenue when the entity satisfies a performance obligation.

 

When IFRS 15 is effective, the Group may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this Standard recognized at the date of initial application.

 

4)Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”

 

The amendments stipulated that, when the Group sells or contributes assets that constitute a business (as defined in IFRS 3) to an associate or joint venture, the gain or loss resulting from the transaction is recognized in full. Also, when the Group loses control of a subsidiary that contains a business but retains significant influence or joint control, the gain or loss resulting from the transaction is recognized in full.

 

Conversely, when the Group sells or contributes assets that do not constitute a business to an associate or joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated. Also, when the Group loses control of a subsidiary that does not contain a business but retains significant influence or joint control in an associate or a joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated.

 

5)IFRS 16 “Leases”

 

IFRS 16 sets out the accounting standards for leases that will supersede IAS 17 and a number of related interpretations.

 

Under IFRS 16, if the Group is a lessee, it shall recognize right-of-use assets and lease liabilities for all leases on the consolidated balance sheets except for low-value and short-term leases. The Group may elect to apply the accounting method similar to the accounting for operating lease under IAS 17 to the low-value and short-term leases. On the consolidated statements of comprehensive income, the Group should present the depreciation expense charged on the right-of-use asset separately from interest expense accrued on the lease liability; interest is computed by using

 

- 17
 

effective interest method. On the consolidated statements of cash flows, cash payments for the principal portion of the lease liability are classified within financing activities; cash payments for interest portion are classified within operating activities.

 

The application of IFRS 16 is not expected to have a material impact on the accounting of the Group as lessor.

 

When IFRS 16 becomes effective, the Group may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of the initial application of this Standard recognized at the date of initial application.

 

6)Amendments to IAS 12 “Recognition of Deferred Tax Assets for Unrealized Losses”

 

The amendment clarifies that the difference between the carrying amount of the debt instrument measured at fair value and its tax base gives rise to a temporary difference, even though there are unrealized losses on that asset, irrespective of whether the Group expects to recover the carrying amount of the debt instrument by sale or by holding it and collecting contractual cash flows.

 

In addition, in determining whether to recognize a deferred tax asset, the Group should assess a deductible temporary difference in combination with all of its other deductible temporary differences, unless the tax law restricts the utilization of losses to deduction against income of a specific type, in which case, a deductible temporary difference is assessed in combination only with other deductible temporary differences of the appropriate type. The amendment also stipulates that, when determining whether to recognize a deferred tax asset, the estimate of probable future taxable profit may include some of the Group’s assets for more than their carrying amount if there is sufficient evidence that it is probable that the Group will achieve this, and that the estimate for future taxable profit should exclude tax deductions resulting from the reversal of deductible temporary differences.

 

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

 

4.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

a.Statement of Compliance

 

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed by the FSC.

 

b.Basis of Preparation

 

The consolidated financial statements have been prepared on the historical cost basis except for certain financial instruments that are measured at fair value.

 

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

 

1)Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

 

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

 

- 18
 
3)Level 3 inputs are unobservable inputs for the asset or liability.

 

c.Classification of Current and Non-current Assets and Liabilities

 

Current assets include cash and cash equivalents and those assets held primarily for trading purposes or to be realized within twelve months after the balance sheet date, unless the asset is to be used for an exchange or to settle a liability, or otherwise remains restricted, at more than twelve months after the balance sheet date. Current liabilities are obligations incurred for trading purposes or to be settled within twelve months after the balance sheet date and liabilities that do not have an unconditional right to defer settlement for at least twelve months after the balance sheet date. Assets and liabilities that are not classified as current are classified as non-current.

 

The Group engages in the construction business which has an operating cycle of over one year. The normal operating cycle applies when considering the classification of the Group’s construction-related assets and liabilities.

 

d.Basis of Consolidation

 

1)Principles for preparing consolidated financial statements

 

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e. its subsidiaries). Control is achieved when the Group:

 

Ÿhas power over the investee;

 

Ÿis exposed, or has rights, to variable returns from its involvement with the investee; and

 

Ÿhas the ability to use its power to affect its returns.

 

The Group reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

 

When the Group has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Group considers all relevant facts and circumstances in assessing whether or not the Group’s voting rights in an investee are sufficient to give it power, including:

 

Ÿthe size of the Group’s holding of voting rights relative to the size and dispersion of holdings of the other vote holders;

 

Ÿpotential voting rights held by the Group, other vote holders or other parties;

 

Ÿrights arising from other contractual arrangements; and

 

Ÿany additional facts and circumstances that indicate that the Group has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders' meetings.

 

Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control over the subsidiary. Specifically, income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate.

 

- 19
 

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with those used by the Company.

 

All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.

 

Attribution of total comprehensive income to non-controlling interests

 

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

 

Changes in the Group’s ownership interests in existing subsidiaries

 

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

 

When the Group loses control over a subsidiary, a gain or loss is recognized in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and any investment retained in the former subsidiary at its fair value at the date when control is lost and (ii) the assets (including any goodwill) and liabilities and any non-controlling interests of the former subsidiary at their carrying amounts at the date when control is lost. The Group accounts for all amounts recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required if the Group had directly disposed of the related assets or liabilities.

 

2)Subsidiaries included in consolidated financial statements were as follows:

 

        Establishment and  

Percentage of

Ownership (%)

December 31

Name of Investee   Main Businesses   Operating Location   2015   2014
                 
A.S.E. Holding Limited   Holding company   Bermuda   100.0   100.0
J & R Holding Limited (“J&R Holding”)   Holding company   Bermuda   100.0   100.0
Innosource Limited   Holding company   British Virgin Islands   100.0   100.0
Omniquest Industrial Limited   Holding company   British Virgin Islands   100.0   100.0
ASE Marketing & Service Japan Co., Ltd.   Engaged in marketing and sales services   Japan   100.0   100.0
ASE Test, Inc.   Engaged in the testing of semiconductors   Kaohsiung, ROC   100.0   100.0
Universal Scientific Industrial Co., Ltd. (“USI”)   Engaged in the manufacturing, processing and sale of computers, computer peripherals and related accessories   Nantou, ROC   99.0   99.2
USI Inc. (“USIINC”)   Engaged in investing activity and established in April 2015   Nantou, ROC   99.2   -
Luchu Development Corporation (“Luchu”)   Engaged in the development of real estate properties   Taipei, ROC   86.1   86.1
Alto Enterprises Limited   Holding company   British Virgin Islands   100.0   100.0

(Continued)

 

- 20
 
           

Percentage of

Ownership (%)

        Establishment and   December 31

Name of Investee

 

Main Businesses

 

Operating Location

 

2015

 

2014

Super Zone Holdings Limited   Holding company   Hong Kong   100.0   100.0
ASE (Kun Shan) Inc.   Engaged in the packaging and testing of semiconductors   Kun Shan, China   100.0   100.0
ASE Investment (Kun Shan) Limited   Holding company   Kun Shan, China   100.0   100.0
Advanced Semiconductor Engineering (China) Ltd.   Will engage in the packaging and testing of semiconductors   Shanghai, China   100.0   100.0
ASE Investment (Labuan) Inc.   Holding company   Malaysia   100.0   100.0
ASE Test Limited (“ASE Test”)   Holding company   Singapore   100.0   100.0
ASE (Korea) Inc.   Engaged in the packaging and testing of semiconductors   Korea   100.0   100.0
J&R Industrial Inc.   Engaged in leasing equipment and investing activity   Kaohsiung, ROC   100.0   100.0
ASE Japan Co., Ltd.   Engaged in the packaging and testing of semiconductors   Japan   100.0   100.0
ASE (U.S.) Inc.   After-sales service and sales support   U.S.A.   100.0   100.0
Global Advanced Packaging Technology Limited, Cayman Islands   Holding company   British Cayman Islands   100.0   100.0
ASE WeiHai Inc.   Engaged in the packaging and testing of semiconductors   Shandong, China   100.0   100.0
Suzhou ASEN Semiconductors Co., Ltd.   Engaged in the packaging and testing of semiconductors   Suzhou, China   60.0   60.0
Anstock Limited   Engaged in financing activity   British Cayman Islands   100.0   100.0
Anstock II Limited   Engaged in financing activity   British Cayman Islands   100.0   100.0
ASE Module (Shanghai) Inc.   Will engage in the production and sale of electronic components and printed circuit boards   Shanghai, China   100.0   100.0
ASE (Shanghai) Inc.   Engaged in the production of substrates   Shanghai, China   100.0   100.0
ASE Corporation   Holding company   British Cayman Islands   100.0   100.0
ASE Mauritius Inc.   Holding company   Mauritius   100.0   100.0
ASE Labuan Inc.   Holding company   Malaysia   100.0   100.0
Shanghai Ding Hui Real Estate Development Co., Ltd.   Engaged in the development, construction and sale of real estate properties   Shanghai, China   100.0   100.0
Shanghai Ding Qi Property Management Co., Ltd.   Engaged in the management of real estate properties and established in January 2015   Shanghai, China   100.0   -

(Continued)

 

- 21
 
           

Percentage of

Ownership (%)

        Establishment and   December 31

Name of Investee

 

 

Main Businesses

 

 

Operating Location

 

 

2015

 

 

2014

 

Advanced Semiconductor Engineering (HK) Limited   Engaged in the trading of substrates   Hong Kong   100.0   100.0
Shanghai Ding Wei Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Shanghai, China   100.0   100.0
Shanghai Ding Yu Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Shanghai, China   100.0   100.0
Kun Shan Ding Yue Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Kun Shan, China   100.0   100.0
Kun Shan Ding Hong Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Kun Shan, China   100.0   100.0
ASE Electronics Inc.   Engaged in the production of substrates   Kaohsiung, ROC   100.0   100.0
ASE Test Holdings, Ltd.   Holding company   British Cayman Islands   100.0   100.0
ASE Holdings (Singapore) Pte. Ltd.   Holding company   Singapore   100.0   100.0
ASE Test Finance Limited   Liquidated in July 2015   Mauritius   -   100.0
ASE Singapore Pte. Ltd.   Engaged in the packaging and testing of semiconductors   Singapore   100.0   100.0
ISE Labs, Inc.   Engaged in the testing of semiconductors   U.S.A.   100.0   100.0
ASE Electronics (M) Sdn. Bhd.   Engaged in the packaging and testing of semiconductors   Malaysia   100.0   100.0
ASE Assembly & Test (Shanghai) Limited   Engaged in the packaging and testing of semiconductors   Shanghai, China   100.0   100.0
ASE Trading (Shanghai) Ltd.   Engaged in trading activity and was invested by ASE Assembly & Test (Shanghai) Limited in January 2015   Shanghai, China   100.0   -
Wuxi Tongzhi Microelectronics Co., Ltd.   Engaged in the packaging and testing of semiconductors   Wuxi, China   100.0   100.0
Huntington Holdings International Co., Ltd.   Holding company   British Virgin Islands   99.2   99.2
Senetex Investment Co., Ltd.   Liquidated in December 2015   Nantou, ROC   -   99.2
Unitech Holdings International Co., Ltd.   Holding company   British Virgin Islands   99.2   99.2
Real Tech Holdings Limited   Holding company   British Virgin Islands   99.2   99.2
Universal ABIT Holding Co., Ltd.   In the process of liquidation   British Cayman Islands   99.2   99.2
Rising Capital Investment Limited   Holding company   British Virgin Islands   99.2   99.2

(Continued)

 

- 22
 
           

Percentage of

Ownership (%)

        Establishment and   December 31

Name of Investee

 

 

Main Businesses

 

 

Operating Location

 

 

2015

 

 

2014

 

Rise Accord Limited   Holding company   British Virgin Islands   99.2   99.2
Cubuy Corporation   Liquidated in July 2015   Shanghai, China   -   99.2
Universal Scientific Industrial (Kunshan) Co., Ltd.   Engaged in the manufacturing and sale of computer assistance system and related peripherals   Kun Shan, China   99.2   99.2
USI Enterprise Limited (“USIE”)   Engaged in the services of investment advisory and warehousing management   Hong Kong   96.7   98.7
Universal Scientific Industrial (Shanghai) Co., Ltd. (“USISH”)   Engaged in the designing, manufacturing and sale of electronic components   Shanghai, China   75.7   82.1
Universal Global Technology Co., Limited   Holding company   Hong Kong   75.7   82.1
Universal Global Technology (Kunshan) Co., Ltd.   Engaged in the designing and manufacturing of electronic components   Kun Shan, China   75.7   82.1
Universal Global Technology (Shanghai) Co., Ltd.   Engaged in the processing and sales of computer and communication peripherals as well as business in import and export of goods and technology   Shanghai, China   75.7   82.1
Universal Global Electronics (Shanghai) Co., Ltd.   Engaged in the sale of electronic components and telecommunications equipment   Shanghai, China   75.7   82.1
Universal Global Industrial Co., Limited   Engaged in manufacturing, trading and investing activity   Hong Kong   75.7   82.1
Universal Global Scientific Industrial Co., Ltd. (“UGTW”)   Engaged in the manufacturing of components of telecomm and cars and provision of related R&D services   Nantou, ROC   75.7   82.1
USI America Inc.   Engaged in the manufacturing and processing of motherboards and wireless network communication and provision of related technical service.  The name was changed from USI Manufacturing Service Inc. to USI America Inc. in May 2015   U.S.A.   75.7   82.1

(Continued)

 

- 23
 
           

Percentage of 

Ownership (%)

        Establishment and   December 31

Name of Investee

 

 

Main Businesses

 

 

Operating Location

 

 

2015

 

 

2014

 

Universal Scientific Industrial De Mexico S.A. De C.V.   Engaged in the assembling of motherboards and computer components   Mexico   75.7   82.1
USI Japan Co., Ltd.   Engaged in the manufacturing and sale of computer peripherals, integrated chip and other related accessories   Japan   75.7   82.1
USI@Work, Inc.   Merged into USI America Inc. in August 2015   U.S.A.   -   82.1
USI Electronics (Shenzhen) Co., Ltd.   Engaged in the design, manufacturing and sale of motherboards and computer peripherals   Shenzhen, China   75.7   82.1

(Concluded)

 

a)To enhance operational flexibility via structural adjustments, the board of directors of the Company’s subsidiary, USI, approved to spin-off its investment business as well as capital reduction of NT$16,012,966 thousand by reducing 1,601,297 thousand shares (a reduction ratio of 97.56%), and would transfer its investment business to USIINC, a newly established business entity. The record date of the spin-off was April 1, 2015. USI completed the registration process of capital reduction on April 17, 2015, and USIINC also completed the registration of the incorporation on the same date. Based on the consideration of the business value to be spun-off by USI, USIINC issued 1,000,000 thousand new ordinary shares to the shareholders of USI. Based on the shareholdings on the record date of the spin-off, the shareholders of USI received 609.27 shares of USIINC’s ordinary share in exchange of each 1,000 shares of USI’s ordinary share. After the spin-off, the Group has control over both USI and USIINC, and the spin-off did not have material impact on the financial position and business operation of the Group.

 

b)To integrate the Group’s EMS upstream and downstream business resources, the board of directors approved in September 2015 the disposal of the Company’s 39,603 thousand shares in USI to the Company’s subsidiary, UGTW, at NT$20 per share. Total consideration is NT$792,064 thousand and the transaction price is based on the net value per share of USI’s audited financial statements as of June 30, 2015. The proposed transaction has been approved by the Investment Commission of the ROC in February 2016.

 

e.Business Combinations

 

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interests issued by the Group in exchange for control of the acquiree. Acquisition-related costs are recognized in profit or loss as incurred.

 

Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and the fair value of the acquirer's previously held equity interest in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after re-assessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer's previously held interest in the acquiree (if any), the excess is recognized immediately in profit or loss as a bargain purchase gain.

 

- 24
 

When a business combination is achieved in stages, the Group’s previously held equity interest in the acquiree is remeasured to its acquisition-date fair value and the resulting gain or loss, if any, is recognized in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognized in other comprehensive income are recognized on the same basis as would be required if that interest were directly disposed of by the Group.

 

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the measurement period, or additional assets or liabilities are recognized, to reflect new information obtained about facts and circumstances that existed at the acquisition date that, if known, would have affected the amounts recognized at that date.

 

Business combination involving entities under common control is not accounted for by acquisition method but accounted for at the carrying amounts of the entities. Prior period comparative information in the financial statements is restated as if a business combination involving entities under common control had already occurred in that period.

 

f.Foreign Currencies

 

In preparing the financial statements of each individual group entity, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

 

Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

 

Exchange differences arising on the retranslation of non-monetary assets (such as equity instruments) or liabilities measured at fair value are included in profit or loss for the period at the rates prevailing at the balance sheet date except for exchange differences arising on the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

 

For the purposes of presenting the consolidated financial statements, the assets and liabilities of the Group’s foreign operations are translated into New Taiwan dollars using exchange rates prevailing at each balance sheet date. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising are recognized in other comprehensive income and accumulated in equity attributed to the owners of the Company and non-controlling interests as appropriate.

 

On the disposal of the Group’s entire interest in a foreign operation, or a disposal involving loss of control over a subsidiary that includes a foreign operation, all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Company are reclassified to profit or loss.

 

In relation to a partial disposal of a subsidiary that does not result in the Group losing control over the subsidiary, the proportionate share of accumulated exchange differences is re-attributed to non-controlling interests of the subsidiary and is not recognized in profit or loss. For all other partial disposals, the proportionate share of the accumulated exchange differences recognized in other comprehensive income is reclassified to profit or loss.

 

- 25
 
g.Inventories and Inventories Related to Real Estate Business

 

Inventories, including raw materials (materials received from customers for processing, mainly semiconductor wafers, are excluded from inventories as title and risk of loss remain with the customers), supplies, work in process, finished goods, and materials and supplies in transit are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except for those that may be appropriate to group items of similar or related inventories. Net realizable value is the estimated selling prices of inventories less all estimated costs of completion and estimated costs necessary to make the sale. Raw materials and supplies are recorded at moving average cost while work in process and finished goods are recorded at standard cost.

 

Inventories related to real estate business include land and buildings held for sale, land held for construction and construction in progress. Land held for development is recorded as land held for construction upon obtaining the title of ownership. Prior to the completion, the borrowing costs directly attributable to construction in progress are capitalized as part of the cost of the asset. Construction in progress is transferred to land and buildings held for sale upon completion. Land and buildings held for sale, construction in progress and land held for construction are stated at the lower of cost or net realizable value and related write-downs are made by item. The amounts received in advance for real estate properties are first recorded as advance receipts and then recognized as revenue when the construction is completed and the title and significant risk of the real estate properties are transferred to customers. Cost of sales of land and buildings held for sale are recognized based on the ratio of property sold to the total property developed.

 

h.Investments in associates and joint ventures

 

An associate is an entity over which the Group has significant influence and that is neither a subsidiary nor an interest in a joint venture. Joint venture is a joint arrangement whereby the Group and other parties that have joint control of the arrangement have rights to the net assets of the arrangement.

 

The Group uses the equity method to account for its investments in associates and joint ventures.

 

Under the equity method, investments in an associate and a joint venture are initially recognized at cost and adjusted thereafter to recognize the Group’s share of the profit or loss and other comprehensive income of the associate and joint venture. The Group also recognizes the changes in the Group’s share of equity of associates and joint venture.

 

Any excess of the cost of acquisition over the Group’s share of the net fair value of the identifiable assets and liabilities of an associate or a joint venture at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized.

 

Gains and losses resulting from upstream, downstream and sidestream transactions between the Group (including its subsidiaries) and its associates or joint ventures are recognized in the Group’s consolidated financial statements only to the extent of interests in the associates or joint ventures that are not related to the Group.

 

i.Property, Plant and Equipment

 

Except for land which is stated at cost, property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment.

 

Properties in the course of construction for production, supply or administrative purposes are carried at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such properties are classified to the appropriate categories of property, plant and equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.

 

- 26
 

Freehold land is not depreciated.

 

Depreciation on property, plant and equipment is recognized using the straight-line method. Each significant part is depreciated separately. If the lease term is shorter than the useful lives, assets are depreciated over the lease term. The estimated useful lives, residual values and depreciation method are reviewed at each balance sheet date, with the effect of any changes in estimate accounted for on a prospective basis.

 

On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.

 

j.Goodwill

 

Goodwill arising from an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment loss.

 

For the purposes of impairment testing, goodwill is allocated to each of the Group’s cash-generating units or groups of cash-generating units (referred to as cash-generating units) that is expected to benefit from the synergies of the combination.

 

A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired, by comparing its carrying amount, including the attributed goodwill, with its recoverable amount. However, if the goodwill allocated to a cash-generating unit was acquired in a business combination during the current annual period, that unit shall be tested for impairment before the end of the current annual period. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss is recognized directly in profit or loss. An impairment loss recognized for goodwill is not reversed in subsequent periods.

 

k.Other Intangible Assets

 

Other intangible assets with finite useful lives acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment. Other intangible assets are amortized based on the pattern in which the economic benefits are consumed or using the straight-line method over their estimated useful lives. The estimated useful lives, residual value and amortization methods are reviewed at each balance sheet date, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are measured at cost less accumulated impairment loss.

 

Other intangible assets acquired in a business combination and recognized separately from goodwill are initially recognized at their fair value at the acquisition date which is regarded as their cost. Subsequent to initial recognition, they are measured on the same basis as intangible assets that are acquired separately.

 

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset are recognized in profit or loss.

 

l.Impairment of Tangible and Intangible Assets Other than Goodwill

 

At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets, excluding goodwill (see above), to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the

 

- 27
 

cash-generating unit to which the asset belongs. Corporate assets are allocated to the individual cash-generating units on a reasonable and consistent basis of allocation. Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

 

When an impairment loss is subsequently reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

 

m.Financial Instruments

 

Financial assets and financial liabilities are recognized when a group entity becomes a party to the contractual provisions of the instruments. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

 

1)Financial assets

 

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

 

a)Measurement category

 

The classification of financial assets held by the Group depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.

 

i.Financial assets at fair value through profit or loss (“FVTPL”)

 

Financial assets are classified as at FVTPL when the financial assets are either held for trading or they are designated as at FVTPL.

 

A financial asset other than a financial asset held for trading may be designated as at FVTPL upon initial recognition if:

 

ŸSuch designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or

 

ŸThe financial asset forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group’s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or

 

ŸIt forms part of a contract containing one or more embedded derivatives, and IAS 39 permits the entire combined contract to be designated as at FVTPL.

 

Financial assets at FVTPL are stated at fair value with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any dividend or interest earned on the financial asset.

 

- 28
 

Fair value is determined in the manner described in Note 30.

 

ii.Available-for-sale financial assets

 

Available-for-sale financial assets are non-derivatives that are either designated as available-for-sale or are not classified as (a) loans and receivables, (b) held-to-maturity investments or (c) financial assets at fair value through profit or loss.

 

Available-for-sale financial assets are stated at fair value at each balance sheet date. Changes in the carrying amount of available-for-sale monetary financial assets relating to changes in foreign currency rates, interest income calculated using the effective interest method and dividends on available-for-sale equity investments are recognized in profit or loss. Other changes in the carrying amount of available-for-sale financial assets are recognized in other comprehensive income and accumulated under the heading of unrealized gain (loss) on available-for-sale financial assets. When the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in the unrealized gain (loss) on available-for-sale financial assets is reclassified to profit or loss.

 

Dividends on available-for-sale equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established.

 

iii.Loans and receivables

 

Loans and receivables including cash and cash equivalents, trade receivables, other receivables, other financial assets and debt investments with no active market are measured at amortized cost using the effective interest method, less any impairment. Interest income is recognized by applying the effective interest rate, except for short-term receivables when the effect of discounting is immaterial.

 

Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value.

 

b)Impairment of financial assets

 

Financial assets, other than those at FVTPL, are assessed for indicators of impairment at each balance sheet date. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial assets, the estimated future cash flows of the investments have been affected.

 

For financial assets carried at amortized cost, such as trade receivables and other receivables, assets that are assessed not to be impaired individually are, further, assessed for impairment on a collective basis. The Group assesses the collectability of receivables based on the Group’s past experience of collecting payments and observable changes that correlate with default on receivables.

 

For financial assets carried at amortized cost, the amount of the impairment loss recognized is the difference between the assets’ carrying amounts and the present value of estimated future cash flows, discounted at the financial assets’ original effective interest rates. If, in a subsequent period, the amount of the impairment loss decreases and the decreases can be objectively related to an event occurring after the impairment loss recognized, the previously recognized impairment loss is reversed either directly or by adjusting an allowance account through profit or loss. The reversal shall not result in carrying amounts of financial assets that exceed what the amortized cost would have been at the date the impairment is reversed.

 

- 29
 

When an available-for-sale financial asset is considered to be impaired, cumulative gains or losses previously recognized in other comprehensive income are reclassified to profit or loss in the period. In respect of available-for-sale equity securities, impairment loss previously recognized in profit or loss are not reversed through profit or loss. Any increase in fair value subsequent to an impairment loss is recognized in other comprehensive income and accumulated under the heading of unrealized gain (loss) on available-for-sale financial assets.

 

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables where the carrying amount is reduced through the use of an allowance account. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognized in profit or loss except for uncollectible trade receivables that are written off against the allowance account.

 

c)Derecognition of financial assets

 

The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income and accumulated in equity is recognized in profit or loss.

 

2)Equity instruments

 

Debt and equity instruments issued by a group entity are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

 

Equity instruments issued by a group entity are recognized at the proceeds received, net of direct issue costs.

 

Repurchase of the Company’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

 

3)Financial liabilities

 

Financial liabilities are measured either at amortized cost using the effective interest method or at FVTPL. Financial liabilities measured at FVTPL are held for trading.

 

Financial liabilities at FVTPL are stated at fair value, with any gain or loss arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any interest or dividend paid on the financial liability. Fair value is determined in the manner described in Note 30.

 

The Group derecognizes financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or they expire. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

 

- 30
 
4)Derivative financial instruments

 

Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at each balance sheet date. The resulting gain or loss is recognized in profit or loss immediately unless the derivative is designated and effective as a hedging instrument , in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as financial liabilities.

 

Derivatives embedded in non-derivative host contracts are treated as separate derivatives when they meet the definition of a derivative, their risks and characteristics are not closely related to those of the host contracts and the contracts are not measured at FVTPL.

 

5)Convertible bonds

 

a)Convertible bonds contain conversion option classified as an equity

 

The component parts of compound instruments (convertible bonds) issued by the Group are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

 

On initial recognition, the fair value of the liability component is estimated using the prevailing market interest rate for similar non-convertible instruments. This amount is recorded as a liability on an amortized cost basis using the effective interest method until extinguished upon conversion or the instrument’s maturity date. Any embedded derivative liability is measured at fair value.

 

The conversion option classified as equity is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognized and included in equity, net of income tax effects, and is not subsequently remeasured. In addition, the conversion option classified as equity will remain in equity until the conversion option is exercised, in which case, the balance recognized in equity will be transferred to capital surplus - share premium. When the conversion option remains unexercised at maturity, the balance recognized in equity will be transferred to capital surplus - share premium.

 

Transaction costs that relate to the issue of the convertible bonds are allocated to the liability and equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to the equity component are recognized directly in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component.

 

b)Convertible bonds contain conversion option classified as a liability

 

The conversion options component of the convertible bonds issued by the Group that will be settled other than by the exchange of a fixed amount of cash or other financial asset for a fixed number of the Group’s own equity instruments is classified as derivative financial liabilities.

 

On initial recognition, the derivative financial liabilities component of the convertible bonds is recognized at fair value, and the initial carrying amount of the component of non-derivative financial liabilities is determined by deducting the amount of derivative financial liabilities from the fair value of the hybrid instrument as a whole. In subsequent periods, the non-derivative financial liabilities component of the convertible bonds is measured at amortized cost using the effective interest method. The derivative financial liabilities component is measured at fair value and the changes in fair value are recognized in profit or loss.

 

Transaction costs that relate to the issue of the convertible bonds are allocated to the derivative

 

- 31
 

financial liabilities component and the non-derivative financial liabilities component in proportion to their relative fair values. Transaction costs relating to the derivative financial liabilities component are recognized immediately in profit or loss. Transaction costs relating to the non-derivative financial liabilities component are included in the carrying amount of the liability component.

 

n.Hedge Accounting

 

The Group designates certain hedging instruments as cash flow hedges. At the inception of the hedge relationship, the Group documents the relationship between the hedging instrument and the hedged item, along with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of the hedge and on an ongoing basis, the Group documents whether the hedging instrument is highly effective in offsetting changes in fair values or cash flows of the hedged item attributable to the hedged risk.

 

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income and accumulated under the heading of cash flow hedges. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss.

 

Amounts previously recognized in other comprehensive income and accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss, in the same line as the recognized hedged item. If a hedge of a forecast transaction subsequently results in the recognition of a non-financial asset or a non-financial liability, the associated gains and losses that were recognized in other comprehensive income are removed from equity and are included in the initial cost of the non-financial asset or non-financial liability.

 

Hedge accounting is discontinued prospectively when the Group revokes the designated hedging relationship, or when the hedging instrument expires or is sold, terminated, or exercised, or when it no longer meets the criteria for hedge accounting. The cumulative gain or loss on the hedging instruments that has been previously recognized in other comprehensive income from the period when the hedge was effective remains separately in equity until the forecast transaction occurs. When a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is recognized immediately in profit or loss.

 

o.Revenue Recognition

 

Revenue is measured at the fair value of the consideration received or receivable take into account of estimated customer returns, rebates and other similar allowances.

 

1)Sale of goods and real estate properties

 

Revenue from the sale of goods and real estate properties is recognized when the goods and real estate properties are delivered and titles have passed, at the time all the following conditions are satisfied:

 

ŸThe Group has transferred to the buyer the significant risks and rewards of ownership of the goods and real estate properties;

 

ŸThe Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods and real estate properties sold;

 

ŸThe amount of revenue can be reliably measured;

 

ŸIt is probable that the economic benefits associated with the transaction will flow to the Group; and

 

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ŸThe costs incurred or to be incurred in respect of the transaction can be reliably measured.

 

2)Rendering of services

 

Service income is recognized when services are rendered.

 

3)Dividend and interest income

 

Dividend income from investments and interest income from financial assets are recognized when they are probable that the economic benefits will flow to the Group and the amount of income can be reliably measured. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.

 

p.Leasing

 

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

 

The Group as lessor

 

Rental income from operating leases is recognized on a straight-line basis over the term of the relevant lease.

 

The Group as lessee

 

Assets held under finance leases are initially recognized as assets of the Group at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor is included in the consolidated balance sheets as a finance lease obligation.

 

Operating lease payments are recognized as expenses on a straight-line basis over the lease term.

 

q.Borrowing Costs

 

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

 

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

 

Other than stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

 

r.Government grants

 

Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attaching to them and that the grants will be received.

 

Government grants are recognized in profit or loss on a systematic basis over the periods in which the Group recognizes as expenses the related costs for which the grants are intended to compensate. Specifically, government grants whose primary condition is that the Group should purchase, construct or otherwise acquire non-current assets are recognized as deferred revenue in the consolidated financial statements and transferred to profit or loss on a systematic and rational basis over the useful lives of the related assets.

 

- 33
 

Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognized in profit or loss in the period in which they become receivable.

 

s.Retirement Benefit Costs

 

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

 

Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost and past service cost) and net interest on the net defined benefit liability (asset) are recognized as employee benefits expense in the period they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

 

Net defined benefit liability (asset) represents the actual deficit (surplus) in the Group’s defined benefit plan. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

 

t.Employee share options

 

Employee share options granted to employees are measured at the fair value at the grant date. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the Group’s best estimate of the number of options that are expected to ultimately vest, with a corresponding increase in capital surplus - employee share options and non-controlling interests. It is recognized as an expense in full at the grant date if vesting immediately.

 

At each balance sheet date, the Group reviews its estimate of the number of employee share options expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the capital surplus - employee share options and non-controlling interests.

 

u.Taxation

 

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

 

1)Current tax

 

Income tax on unappropriated earnings (excluding earnings from foreign consolidated subsidiaries) at a rate of 10% is expensed in the year the earnings arise and adjusted to the extent that distributions are approved by the shareholders in the following year.

 

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

 

2)Deferred tax

 

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences, unused loss carry-forward and unused tax credits for purchases of machinery and

 

- 34
 

equipment to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

 

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries except where the Group is able to control the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future.

 

The carrying amounts of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of deferred tax assets to be utilized. A previously unrecognized deferred tax asset is also reviewed at each balance sheet date and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

 

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which assets are realized or the liabilities are settled. The measurement of deferred tax assets and liabilities reflects the tax consequences that would follow from the manner in which the Group expects, at the balance sheet date, to recover or settle the carrying amounts of its assets and liabilities.

 

3)Current and deferred tax for the year

 

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

 

Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.

 

5.CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

 

In the application of the Group’s accounting policies, which are described in Note 4, management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

Impairment of Goodwill

 

Determining whether goodwill is impaired requires an estimation of the value in use of the cash-generating units to which goodwill has been allocated. The value in use calculation requires management to estimate the future cash flows expected to arise from cash-generating units and suitable discount rates in order to calculate its present value. When the actual future cash flows are less than expected, a material impairment loss may arise.

 

Impairment of Tangible and Intangible Assets Other than Goodwill

 

In evaluating the impairment of tangible and intangible assets other than goodwill, the Group is required to make subjective judgments in determining the independent cash flows, useful lives, expected future revenue and expenses related to the specific asset groups with the consideration of its usage patterns and the nature

 

- 35
 

of semiconductor industry. Any changes in these estimates based on changed economic conditions or business strategies could result in significant impairment charges in future periods.

 

Valuation of Inventory

 

Inventories are stated at the lower of cost or net realizable value and the net realizable value of inventory at balance sheet date is determined based on Group’s judgments and estimates.

 

Due to the rapid technology changes, the Group estimates the net realizable value of inventory for obsolescent and unmarketable items at balance sheet date and then writes down the cost of inventories to net realizable value. There may be significant changes in the net realizable value of inventories due to assumptions of future demand within a specific time period.

 

Income Taxes

 

The reliability of deferred tax assets mainly depends on whether sufficient future profits or taxable temporary differences will be available. In cases where the actual future profits generated are less than expected, a material reversal of deferred tax assets may arise, which would be recognized in profit or loss for the period in which such a reversal takes place.

 

Recognition and Measurement of Defined Benefit Plans

 

Accrued pension liabilities and the resulting pension expenses under defined benefit pension plans are calculated using the Projected Unit Credit Method. Actuarial assumptions comprise discount rates and expected rates of salary increase. Changes in economic circumstances and market conditions will affect these assumptions and may have a material impact on the amount of the expense and the liability.

 

Fair value measurements and valuation processes of Derivatives and Other Financial Instruments

 

As disclosed in Note 30, the Group’s management uses its judgments applying appropriate valuation techniques commonly applied by market practitioners. The assumptions applied are based on observable quoted market prices, foreign exchange rates and interest rates to the extent it is available. The fair value of unquoted equity instruments is estimated based on the assumptions supported by unobservable market prices and interest rates which are disclosed in Note 30. The Group’s management believes that the valuation techniques and the assumptions applied are appropriate in determining the fair value of financial instruments.

 

6.CASH AND CASH EQUIVALENTS

 

   December 31
   2015  2014
   NT$  NT$
       
Cash on hand  $8,806   $9,953 
Checking accounts and demand deposits   50,291,823    43,059,911 
Cash equivalent   4,950,552    8,624,546 
           
   $55,251,181   $51,694,410 

 

Cash equivalents include time deposits that are of a short maturity of three months or less from the date of acquisitions, and are highly liquid, readily convertible to known amounts in cash and the risk of changes in values is insignificant. Cash equivalents are held for the purpose of meeting short-term cash commitments rather than for investments or other purposes.

 

- 36
 
7.FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

 

   December 31
   2015  2014
   NT$  NT$
       
Financial assets designated as at FVTPL      
       
Structured time deposits  $1,646,357   $2,376,050 
Private-placement convertible bonds   100,500    100,500 
           
    1,746,857    2,476,550 

 

Financial assets held for trading      
       
Swap contracts   1,452,611    1,907,705 
Open-end mutual funds   573,242    533,425 
Quoted shares   37,058    43,352 
Forward exchange contracts   18,913    27,811 
Foreign currency option contracts   5,020    - 
    2,086,844    2,512,293 
           
   $3,833,701   $4,988,843 

 

Financial liabilities held for trading      
       
Conversion option, redemption option and put option of convertible bonds (Note 18)  $2,632,565   $2,520,606 
Swap contracts   290,176    99,165 
Forward exchange contracts   69,207    31,581 
Foreign currency option contracts   13,659    - 
Interest rate swap contracts   119    - 
           
   $3,005,726   $2,651,352 

 

The Group invested in structured time deposits and in private-placement convertible bonds, and all included embedded derivative instruments which are not closely related to the host contracts. The Group designated the entire contracts as financial assets at FVTPL on initial recognition.

 

At each balance sheet date, the outstanding swap contracts not accounted for hedge accounting were as follows:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2015        
         
Sell NT$/Buy US$   2016.01~2016.12   NT$57,554,138/US$1,802,834
Sell US$/Buy CNY   2016.01~2016.03   US$353,881/CNY 2,255,872
Sell US$/Buy JPY   2016.03   US$67,125/JPY 8,240,000
Sell US$/Buy NT$   2016.01   US$91,750/NT$ 3,005,494

(Continued)

 

- 37
 
        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2014        
         
Sell NT$/Buy US$   2015.01-2015.12   NT$36,199,735/US$1,209,000
Sell US$/Buy NT$   2015.01-2015.02   US$132,100/NT$4,149,958
Sell US$/Buy JPY   2015.01   US$72,248/JPY8,450,000
Sell US$/Buy CNY   2015.01-2015.06   US$80,000/CNY503,452
Sell CNY/Buy US$   2015.03   CNY217,288/US$35,000

(Concluded)

 

At each balance sheet date, the outstanding forward exchange contracts not accounted for hedge accounting were as follow:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2015        
         
Sell NT$/Buy US$   2016.02   NT$325,400/US$10,000
Sell US$/Buy CNY   2016.01~2016.03   US$121,000/CNY780,252
Sell US$/Buy JPY   2016.01   US$14,000/JPY1,713,388
Sell US$/Buy KRW   2016.01   US$8,000/KRW9,420,350
Sell US$/Buy MYR   2016.01~2016.02   US$6,000/MYR25,525
Sell US$/Buy NT$   2016.01~2016.03   US$155,000/NT$5,088,230
Sell US$/Buy SGD   2016.01~2016.02   US$11,400/SGD16,079
         
December 31, 2014        
         
Sell US$/Buy NT$   2015.01   US$14,000/NT$438,434
Sell US$/Buy CNY   2015.01-2015.03   US$127,000/CNY785,683
Sell US$/Buy MYR   2015.01-2015.02   US$6,000/MYR20,860
Sell US$/Buy SGD   2015.01-2015.02   US$11,700/SGD15,211
Sell US$/Buy JPY   2015.01-2015.04   US$18,385/JPY2,177,800

 

At each balance sheet date, the outstanding foreign currency option contracts not accounted for hedge accounting were as follows:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2015        
         
Buy US$ Call/CNY Put   2016.01~2017.08 (Note)   US$2,000/CNY13,800
Buy US$ Put/CNY Call   2016.03 (Note)   US$20,000/CNY131,600
Sell US$ Put/CNY Call   2016.01~2017.08 (Note)   US$1,000/CNY6,900

 

Note:The contracts will be settled once a month and the counterparty has the right to early terminate the contracts, or the contracts will be early terminated or both parties will have no obligation to settle the contracts when the specific criteria is met.

 

At each balance sheet date, the outstanding interest rate swap contracts not accounted for hedge accounting were as follows:

 

- 38
 
Maturity Period  

Notional Amounts

(In Thousands)

  Range of Interest Rates Paid   Range of Interest Rates Received
             
December 31, 2015            
             
2016.10   NT$1,000,000   4.6%
(Fixed)
  0.0%~5.0%
(Floating)

 

8.       AVAILABLE-FOR-SALE FINANCIAL ASSETS

 

   December 31
   2015  2014
   NT$  NT$
       
Limited partnership  $476,612   $555,361 
Unquoted ordinary shares   249,217    211,726 
Quoted ordinary shares   197,580    195,070 
Open-end mutual funds   16,037    1,500,434 
Unquoted preferred shares   15,260    11,779 
    954,706    2,474,370 
Current   30,344    1,533,265 
           
Non-current  $924,362   $941,105 

 

9.TRADE RECEIVABLES, NET

 

   December 31
   2015  2014
   NT$  NT$
       
Trade receivables  $45,014,393   $53,004,955 
Less:  Allowance for doubtful debts   82,906    84,145 
           
Trade receivables, net  $44,931,487   $52,920,810 

 

a.Trade receivables

 

The Group’s average credit terms were 30 to 90 days. Allowance for doubtful debts is assessed by reference to the collectability of receivables by evaluating the account aging, historical experience and current financial condition of customers.

 

As of December 31, 2015 and 2014, except that the Group’s five largest customers accounted for 26% and 30% of accounts receivable, respectively, the concentration of credit risk is insignificant for the remaining accounts receivable.

 

- 39
 

Aging of receivables

 

   December 31
   2015  2014
   NT$  NT$
       
Not past due  $40,409,227   $47,387,888 
1 to 30 days   3,901,300    5,222,943 
31 to 90 days   495,664    306,052 
More than 91 days   208,202    88,072 
           
Total  $45,014,393   $53,004,955 

 

The above aging schedule was based on he past due date.

 

Age of receivables that are past due but not impaired

 

   December 31
   2015  2014
   NT$  NT$
       
Less than 30 days  $3,086,796   $5,191,521 
31 to 90 days   344,265    131,247 
More than 91 days   -    1,407 
           
Total  $3,431,061   $5,324,175 

 

The above aging schedule was based on the past due date.

 

Except for those impaired, the Group had not provided an allowance for doubtful debts on trade receivables at each balance sheet date since there has not been a significant change in credit quality and the amounts were still considered collectible. The Group did not hold any collateral or other credit enhancements over these balances nor did it have a legal right to offset against any amounts owed by the Group to counterparties.

 

Movement of the allowance for doubtful trade receivables

 

  

Impaired

Individually

 

Impaired

Collectively

  Total
   NT$  NT$  NT$
          
Balance at January 1, 2015  $28,305   $55,840   $84,145 
Impairment losses recognized (reversed)   18,816    (10,584)   8,232 
Amount written off during the period as uncollectible   (7,617)   (209)   (7,826)
Effect of foreign currency exchange   (458)   (1,187)   (1,645)
                
Balance at December 31, 2015  $39,046   $43,860   $82,906 

(Continued)

 

- 40
 
  

Impaired

Individually

 

Impaired

Collectively

  Total
   NT$  NT$  NT$
          
Balance at January 1, 2014  $26,885   $41,235   $68,120 
Impairment losses recognized   2,875    15,156    18,031 
Amount written off during the period as uncollectible   (891)   (917)   (1,808)
Effect of foreign currency exchange   (564)   366    (198)
                
Balance at December 31, 2014  $28,305   $55,840   $84,145 

(Concluded)

 

b.Transfers of financial assets

 

Factored trade receivables of the Company were as follows:

 

Counterparties  

Receivables

Sold

(In Thousands)

 

Amounts

Collected

(In Thousands)

 

Advances

Received

At Year-end

(In Thousands)

 

Interest Rates

on Advances

Received

(%)

 

Credit Line

(In Thousands)

                     
Year ended December 31, 2015                    
Citi bank   US$ 78,804   US$ 36,955   US$ 41,849   1.30%   US$ 92,000
                     
Year ended December 31, 2014                    
Citi bank   US$ 103,744   US$ 103,744   -   -   US$ 92,000

 

Pursuant to the factoring agreement, losses from commercial disputes (such as sales returns and discounts) should be borne by the Company, while losses from credit risk should be borne by the banks. The Company also issued promissory notes to the banks for commercial disputes which remained undrawn since. The promissory notes both amounted to US$5,000 thousand as of December 31, 2015 and 2014, respectively. As of December 31, 2015, there was no significant losses from commercial disputes in the past and the Company does not expect any significant commercial dispute losses in the foreseeable future.

 

10.INVENTORIES

 

    
   December 31
   2015  2014
   NT$  NT$
       
Finished goods  $10,012,182   $6,568,459 
Work in process   1,692,346    2,064,377 
Raw materials   9,672,894    10,155,006 
Supplies   852,251    797,353 
Raw materials and supplies in transit   1,028,606    577,898 
           
   $23,258,279   $20,163,093 

 

The cost of inventories recognized as operating costs for the years ended December 31, 2015 and 2014 were NT$233,165,722 thousand and NT$202,960,428 thousand, respectively, which included write-downs of inventories at NT$352,011 thousand and NT$601,726 thousand, respectively.

 

- 41
 
11.INVENTORIES RELATED TO REAL ESTATE BUSINESS

 

   December 31
   2015  2014
   NT$  NT$
       
Land and buildings held for sale  $5,431   $5,558 
Construction in progress (Note 16)   23,956,678    22,242,065 
Land held for construction   1,751,429    1,738,855 
           
   $25,713,538   $23,986,478 

 

Land and buildings held for sale located in Shanghai Zhangjiang was completed and subsequently sold. Construction in progress is mainly located on Caobao Road and Hutai Road in Shanghai, China and Lidu Road and Xinhong Road in Kun Shan, China. The capitalized borrowing costs for the years ended December 31, 2015 and 2014 is disclosed in Note 22.

 

As of December 31, 2015 and 2014, inventories related to real estate business of NT$24,837,046 thousand and NT$23,697,339 thousand, respectively, are expected to be recovered longer than twelve months.

 

Refer to Note 32 for the carrying amount of inventories related to real estate business that had been pledged by the Group to secure bank borrowings.

 

12.INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

 

   December 31
   2015  2014
   NT$  NT$
       
Investments in associates  $36,809,068   $1,492,441 
Investments in joint ventures   613,841    - 
           
   $37,422,909   $1,492,441 

 

a.Investments in associates

 

1)Investments in associates accounted for using the equity method consisted of the following:

 

         Carrying Amount as of December 31
Name of Associate  Main Business  Operating Location  2015  2014
         NT$  NT$
Material associate                
Siliconware Precision Industries Co., Ltd. (“SPIL”)  Engaged in assembly, testing and turnkey services of integrated circuits  ROC  $35,423,058   $- 
Associates that are not individually material                
Hung Ching Development & Construction Co. (“HC”)  Engaged in the development, construction and leasing of real estate properties  ROC   1,313,499    1,351,400 
Hung Ching Kwan Co. (“HCK”)  Engaged in the leasing of real estate properties  ROC   332,444    342,138 
Advanced Microelectronic Products Inc. (“AMPI”)  Engaged in integrated circuit  ROC   40,216    99,052 
          37,109,217    1,792,590 
   Less: Deferred gain on transfer of land      300,149    300,149 
                 
         $36,809,068   $1,492,441 

 

- 42
 
2)At each balance sheet date, the percentages of ownership held by the Group were as follows:

 

   December 31
   2015  2014
       
SPIL   24.99%   - 
HC   26.22%   26.22%
AMPI   18.24%   18.24%
HCK   27.31%   27.31%

 

3)In September 2015, the Company acquired 725,749 thousand ordinary shares and 10,650 thousand units of ADS (one ADS represents five ordinary shares) of SPIL at NT$45 per ordinary share. The percentage of ownership was 24.99% and, as a result, the Company obtained significant influence over SPIL. As of December 31, 2015, the Company has not completed the calculation of the difference between the cost of the investment and the Company’s share of the net fair value of SPIL’s identifiable assets and liabilities.

 

In December 2015, the Company’s board of directors resolved to purchase additional ordinary shares (including ordinary shares represented by ADS) of SPIL up to 770,000 thousand shares, accounting for approximately 24.71% of the outstanding ordinary shares of SPIL, through a tender offer for a consideration of NT$55 per ordinary share and NT$275 per ADS from December 29, 2015 to February 16, 2016. Since the Fair Trade Commission of the ROC is still reviewing the application for the combination between the Company and SPIL, the Company has extended the period of the tender offer from February 16, 2016 to March 17, 2016.

 

4)In January 2014, the Company acquired additional ordinary shares of AMPI in a private placement and, as a result, obtained significant influence over AMPI. The private-placement ordinary shares were restricted for disposal during a 3-year lock-up period.

 

5)Fair values (Level 1 inputs in terms of IFRS 13) of investments in associates with available published price quotation are summarized as follows:

 

   December 31
   2015  2014
   NT$  NT$
       
SPIL  $40,741,700   $- 
HC  $1,149,549   $1,427,499 
AMPI  $104,255   $184,862 

 

6)Summarized financial information in respect of the Group’s material associate is set out below. The summarized financial information below represents amounts shown in SPIL’s consolidated financial statements prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed by the FSC, and adjusted by the Group for equity accounting purposes.

 

- 43
 
   December 31, 2015
   NT$
    
Current assets  $48,785,212 
Non-current assets   74,460,018 
Current liabilities   (30,677,239)
Non-current liabilities   (21,967,349)
      
Equity  $70,600,642 
      
Proportion of the Group’s ownership interest in SPIL   24.99%
      
Equity attributable to the Group  $17,643,100 
The difference between investment cost and net equity   17,779,958 
      
Carrying amount of the Group’s ownership interest in SPIL  $35,423,058 

 

  

For the Year Ended

December 31, 2015

   NT$
    
Operating revenue  $82,839,922 
      
Net profit for the year  $8,762,257 
Other comprehensive loss for the year   (906,053)
      
Total comprehensive income for the year  $7,856,204 

 

The investments accounted for using the equity method and the share of profit or loss and other comprehensive income of the investments in associates for the years ended December 31, 2015 and 2014 was based on the associates’ financial statements audited by the auditors for the same years.

 

7)Aggregate information of associates that are not individually material

 

    
  

For the Year Ended

December 31

   2015  2014
   NT$  NT$
       
The Group’s share of:          
Net profit for the year  $115,857   $147,085 
Other comprehensive income (loss) for the year   (2,916)   234,125 
           
Total comprehensive income for the year  $112,941   $381,210 

 

- 44
 
b.Investments in joint ventures

 

1)Investment in joint ventures that are not individually material accounted for using the equity method consisted of the following:

 

        

December 31, 2015

Name of Joint Venture  Main Business  Operating Location  Percentages of Ownership  Carrying Amount
            NT$
                 
ASE Embedded Electronics Inc.
(“ASEEE”)
  Engaged in the production of embedded substrate  ROC   51.00%  $613,841 

 

In May 2015, the Group and TDK Corporation (“TDK”) entered into an agreement to establish a joint venture to invest in ASEEE. In August 2015, the Croup invested NT$618,097 thousand for 51.00% shareholding in ASEEE. According to the joint arrangement, the Group and TDK must act together to direct the relevant operating activities and, as a result, the Group does not control ASEEE. The investment in ASEEE is accounted for using the equity method.

 

2)Aggregate information of joint venture that is not individually material

 

  

For the Year Ended  

December 31, 2015 

   NT$
    
The Group’s share of:     
Net loss for the year  $(4,274)
Other comprehensive income for the year   - 
      
Total comprehensive loss for the year  $(4,274)

 

The investments accounted for using the equity method and the share of profit or loss and other comprehensive income for the investments in joint ventures for the year ended December 31, 2015 was based on ASEEE’s financial statements audited by the auditors for the same year.

 

13.PROPERTY, PLANT AND EQUIPMENT

 

The carrying amounts of each class of property, plant and equipment were as follows:

 

   December 31
   2015  2014
   NT$  NT$
       
Land  $3,381,300   $3,348,018 
Buildings and improvements   59,801,054    56,395,710 
Machinery and equipment   78,715,309    84,171,647 
Other equipment   1,814,994    1,816,687 
Construction in progress and machinery in transit   6,284,418    5,855,053 
           
   $149,997,075   $151,587,115 

 

- 45
 

For the year ended December 31, 2015

 

   Land  Buildings and improvements  Machinery and equipment  Other equipment 

Construction in progress and machinery

in transit

  Total
   NT$  NT$  NT$  NT$  NT$  NT$
                   
Cost                  
                   
Balance at January 1, 2015  $3,348,018   $86,725,254   $233,669,627   $7,182,574   $5,862,217   $336,787,690 
Additions   -    132,584    553,496    401,417    27,193,324    28,280,821 
Disposals   -    (405,040)   (8,041,933)   (232,555)   (20,711)   (8,700,239)
Reclassification   -    8,579,472    18,054,712    389,783    (26,893,158)   130,809 
Effect of foreign currency exchange differences   33,282    (584,338)   (952,295)   (18,811)   256,088    (1,266,074)
                               
Balance at December 31, 2015  $3,381,300   $94,447,932   $243,283,607   $7,722,408   $6,397,760   $355,233,007 

 

Accumulated depreciation and impairment                  
                   
Balance at January 1, 2015  $-   $30,329,544   $149,497,980   $5,365,887   $7,164   $185,200,575 
Depreciation expense   -    4,790,646    23,372,408    775,716    -    28,938,770 
Impairment losses recognized   -    120,424    31,116    -    106,589    258,129 
Disposals   -    (308,895)   (7,838,937)   (224,509)   -    (8,372,341)
Reclassification   -    5,704    (11,920)   3,008    -    (3,208)
Effect of foreign currency exchange differences   -    (290,545)   (482,349)   (12,688)   (411)   (785,993)
                               
Balance at December 31, 2015  $-   $34,646,878   $164,568,298   $5,907,414   $113,342   $205,235,932 

 

For the year ended December 31, 2014

 

   Land  Buildings and improvements  Machinery and equipment  Other equipment 

Construction in progress and machinery 

in transit

  Total
   NT$  NT$  NT$  NT$  NT$  NT$
                   
Cost                  
                   
Balance at January 1, 2014  $3,295,758   $70,593,537   $208,351,905   $6,384,589   $7,009,702   $295,635,491 
Additions   -    1,246,123    1,140,822    572,766    40,488,876    43,448,587 
Disposals   -    (299,515)   (8,188,532)   (447,047)   (56,209)   (8,991,303)
Reclassification   -    12,683,476    27,935,525    395,115    (41,044,364)   (30,248)
Effect of foreign currency exchange differences   52,260    2,501,633    4,429,907    277,151    (535,788)   6,725,163 
                               
Balance at December 31, 2014  $3,348,018   $86,725,254   $233,669,627   $7,182,574   $5,862,217   $336,787,690 
                               

 

Accumulated depreciation and impairment                  
                   
Balance at January 1, 2014  $-   $25,826,936   $133,266,723   $5,044,501   $-   $164,138,160 
Depreciation expense   -    3,980,337    21,180,214    644,491    -    25,805,042 
Impairment losses recognized   -    79,124    211,466    -    7,164    297,754 
Disposals   -    (248,477)   (7,786,216)   (433,863)   -    (8,468,556)
Reclassification   -    7,459    (7,122)   (7,907)   -    (7,570)
Effect of foreign currency exchange differences   -    684,165    2,632,915    118,665    -    3,435,745 
                               
Balance at December 31, 2014  $-   $30,329,544   $149,497,980   $5,365,887   $7,164   $185,200,575 

 

Due to the Group’s operation plans and production demands, the Group believed that a portion of property, plant and equipment used in packaging segment, testing segment, EMS segment and other segment was not used and recognized an impairment loss of NT$258,129 thousand and NT$297,754 thousand under the line item of other gains, net in the consolidated statements of comprehensive income for the years ended December 31, 2015 and 2014, respectively. The recoverable amount of a portion of the impaired property, plant and equipment is determined by its fair value less costs of disposal, of which the fair value is based on the recent quoted prices of assets with similar age and obsolescence that provided by the vendors in secondary market. The recent quoted prices of assets are a Level 3 input in terms of IFRS 13 because the secondary market is not very active. The recoverable amount of the other portion of the impaired property, plant and equipment is determined on the basis of its value in use which was zero due to the Group’s expectation to derive no cash flows from these assets.

 

- 46
 

Each class of property, plant and equipment was depreciated on a straight-line basis over the following useful lives:

 

Buildings and improvements   
Main plant buildings 10-40 years 
Cleanrooms 10-20 years 
Others 3-20 years 
Machinery and equipment 2-10 years 
Other equipment 2-20 years 

 

The capitalized borrowing costs for the years ended December 31, 2015 and 2014 are disclosed in Note 22.

 

14.GOODWILL

 

   Cost  Accumulated impairment  Carrying value
   NT$  NT$  NT$
          
Balance at January 1, 2015  $12,434,411   $1,988,996   $10,445,415 
Effect of foreign currency exchange differences   61,104    -    61,104 
                
Balance at December 31, 2015  $12,495,515   $1,988,996   $10,506,519 
                
Balance at January 1, 2014  $12,336,816   $1,988,996   $10,347,820 
Effect of foreign currency exchange differences   97,595    -    97,595 
                
Balance at December 31, 2014  $12,434,411   $1,988,996   $10,445,415 

 

a.Allocating goodwill to cash-generating units

 

Goodwill had been allocated to the following cash-generating units for impairment testing purposes: packaging segment, testing segment, EMS segment and other segment. The carrying amount of goodwill allocated to cash-generating units was as follows:

 

   December 31
   2015  2014
Cash-generating units  NT$  NT$
       
Testing segment  $7,890,525   $7,846,460 
Others   2,615,994    2,598,955 
           
   $10,506,519   $10,445,415 

 

b.Impairment assessment

 

At the end of each year, the Group performs impairment assessment by reviewing the recoverable amounts based on value in use calculation which incorporates cash flow projections covering a five-year period. The cash flows beyond that five-year period have been extrapolated using a steady 2% per annum growth rate. In assessing value in use, the estimated future cash flows are discounted to their present value using annual discount rates. For the years ended December 31, 2015 and 2014, the Group did not recognize impairment loss on goodwill.

 

The key assumptions used in the value in use calculations are growth rates for operating revenue and

 

- 47
 

discount rates. Growth rates for operating revenue are based on the revenue forecast for the Group and the market as well as our historical experience. The discount rates were 8.67%- 10.71% and 9.70%-11.50% as of December 31, 2015 and 2014, respectively

 

Management believed that any reasonably possible change in the key assumptions on which recoverable amount was based would not cause the aggregate carrying amount of the cash-generating unit to exceed its aggregate recoverable amount significantly.

 

15.OTHER INTANGIBLE ASSETS

 

The carrying amounts of each class of other intangible assets were as follows:

 

   December 31
   2015  2014
   NT$  NT$
       
Customer relationships  $274,402   $501,501 
Computer software   953,322    798,127 
Others   154,369    168,243 
           
   $1,382,093   $1,467,871 

 

For the year ended December 31, 2015

 

   Customer relationships  Computer software  Others  Total
   NT$  NT$  NT$  NT$
             
Cost            
             
Balance at January 1, 2015  $1,579,015   $2,882,932   $2,323,547   $6,785,494 
Additions   -    481,412    9,723    491,135 
Disposals or derecognization   (663,379)   (8,426)   (1,984,118)   (2,655,923)
Reclassification   -    12,360    -    12,360 
Effect of foreign currency exchange differences   -    (29,918)   (1,732)   (31,650)
                     
Balance at December 31, 2015  $915,636   $3,338,360   $347,420   $4,601,416 

 

Accumulated amortization            
             
Balance at January 1, 2015  $1,077,514   $2,084,804   $2,155,305   $5,317,623 
Amortization expense   227,099    325,856    26,939    579,894 
Disposals or derecognization   (663,379)   (7,402)   (1,983,914)   (2,654,695)
Reclassification   -    3,190    -    3,190 
Effect of foreign currency exchange differences   -    (21,410)   (5,279)   (26,689)
                     
Balance at December 31, 2015  $641,234   $2,385,038   $193,051   $3,219,323 

 

- 48
 

For the year ended December 31, 2014

 

   Customer relationships  Computer software  Others  Total
   NT$  NT$  NT$  NT$
             
Cost            
             
Balance at January 1, 2014  $1,579,015   $3,679,835   $2,304,655   $7,563,505 
Additions   -    375,623    20,843    396,466 
Disposals or derecognization   -    (1,232,757)   (6,406)   (1,239,163)
Reclassification   -    6,228    -    6,228 
Effect of foreign currency exchange differences   -    54,002    4,456    58,458 
                     
Balance at December 31, 2014  $1,579,015   $2,882,931   $2,323,548   $6,785,494 

 

Accumulated amortization            
             
Balance at January 1, 2014  $924,194   $3,002,828   $2,030,659   $5,957,681 
Amortization expense   153,320    269,375    123,039    545,734 
Disposals or derecognization   -    (1,227,346)   -    (1,227,346)
Reclassification   -    2,516    -    2,516 
Effect of foreign currency exchange differences   -    37,431    1,607    39,038 
                     
Balance at December 31, 2014  $1,077,514   $2,084,804   $2,155,305   $5,317,623 

 

Each class of other intangible assets, except a portion of customer relationships amortized based on the pattern in which the economic benefits are consumed, were amortized on the straight-line basis over the following useful lives:

 

Customer relationships    11 years 
Computer software    2-5 years 
Others    5-32 years 

 

16.LONG-TERM PREPAYMENTS FOR LEASE

 

Long-term prepayments for lease mainly represent land use right located in China with periods for use from 50 to 70 years. As of December 31, 2015 and 2014, the carrying amount of the land use right which the Group was in the process of obtaining the certificates was nil and NT$17,594 thousand, respectively. During 2014, the land use right located in China which the Group obtained the certificates was reclassified from long-term prepayments for lease to construction in progress under inventories related to real estate business.

 

17.BORROWINGS

 

a.Short-term borrowings

 

Short-term borrowings mainly represented unsecured revolving bank loans with annual interest rates at 0.57%-5.78% and 0.81%-6.00% as of December 31, 2015 and 2014, respectively.

 

b.Short-term bills payable

 

Short-term bills payable outstanding as of December 31, 2015 represented commercial papers NT$4,350,000 thousand less unamortized discounts of NT$1,946 thousand with annual interest rate at

 

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0.78%. The commercial papers were secured by China Bills Finance Corporation and Mega Bills Finance Corporation.

 

c.Long-term borrowings

 

1)Bank loans

 

As of December 31, 2015 and 2014, the long-term bank loans with fixed interest rates were NT$1,500,000 thousand and NT$1,192,975 thousand, respectively, with annual interest rates at 1.17% and 1.10%-6.15%, respectively. The long-term bank loans with fixed interest rate will be repayable in December 2018. As of December 31, 2015 and 2014, the current portion of long-term bank loans with fixed interest rates were nil and NT$116,876 thousand, respectively. The others were long-term bank loans with floating interest rate and consisted of the followings:

 

   December 31
   2015  2014
   NT$  NT$
       
Working capital bank loans      
Syndicated bank loans - repayable through April 2016 to July 2018, annual interest rates were 1.56%-1.92% and 0.90%-1.83% as of December 31, 2015 and 2014, respectively  $12,159,037   $10,760,548 
Others - repayable through June 2016 to August 2019, annual interest rates were 0.90%-3.98% and 1.03%-3.74% as of December 31, 2015 and 2014, respectively   25,660,638    12,479,650 
Mortgage loans          
Repayable through July 2016 to June 2023, annual interest rates were 4.95%-5.39% and 6.77% as of December 31, 2015 and 2014, respectively   3,251,139    2,534,483 
    41,070,814    25,774,681 
Less:  unamortized arrangement fee   18,670    32,225 
    41,052,144    25,742,456 
Less:  current portion   2,057,465    2,714,131 
           
   $38,994,679   $23,028,325 

 

Pursuant to the above syndicated bank loans agreements, the Company and some of its subsidiaries should maintain certain financial covenants including current ratio, leverage ratio, tangible net assets and interest coverage ratio. Such financial ratios are calculated based on the Group’s annual audited consolidated financial statements or semi-annual reviewed consolidated financial statements or subsidiaries’ annual audited financial statements. The Company and its subsidiaries were in compliance with all of the loan covenants as of December 31, 2015 and 2014.

 

The Group had sufficient long term credit facility obtained before December 31, 2015 to refinance a portion of loans on a long-term basis. Therefore, NT$2,105,883 thousand was not classified as current portion of long-term borrowings as of December 31, 2015.

 

2)Bills payable

 

Long-term bills payable represented unsecured commercial paper NT$2,000,000 thousand less unamortized discounts of NT$1,011 thousand with annual interest rate at 1.03% as of December 31, 2015. The commercial paper contract was entered into with Ta Ching Bills Finance Corporation and the duration is 3 years.

 

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18.BONDS PAYABLE

 

   December 31
   2015  2014
   NT$  NT$
       
Secured domestic bonds - secured by banks      
Repayable at maturity in August 2016 and interest due annually with annual interest rate 1.45%  $8,000,000   $8,000,000 
Unsecured convertible overseas bonds          
US$400,000 thousand   13,130,000    12,660,000 
US$200,000 thousand (linked to New Taiwan dollar)   6,185,600    - 
Secured overseas bonds - secured by the Company          
US$300,000 thousand, repayable at maturity in July 2017; interest due semi-annually with annual interest rate 2.125%   9,847,500    9,495,000 
CNY500,000 thousand, repayable at maturity in September 2016 and interest due semi-annually with annual interest rate 4.25%   2,527,489    2,586,207 
    39,690,589    32,741,207 
Less:  discounts on bonds payable   1,264,339    1,471,076 
    38,426,250    31,270,131 
Less:  current portion   14,685,866    - 
           
   $23,740,384   $31,270,131 

 

The Group had sufficient long term credit facility obtained before December 31, 2015 to refinance a portion of the bonds payable on a long-term basis. Therefore, NT$8,000,000 thousand was not classified as current portion of bonds payable as of December 31, 2015.

 

a.In September 2013, the Company offered the third unsecured convertible overseas bonds (the “Bonds”) in US$400,000 thousand. The Bonds is zero coupon bonds with the maturity of 5 years, in denominations of US$200 thousand or in any integral multiples thereof. Each holder of the Bonds has the right at any time on or after October 16, 2013 and up to (and including) August 26, 2018, except during legal lock-up period, to convert the Bonds into newly issued listed common shares at the conversion price NT$33.085, determined on the basis of a fixed exchange rate of US$1 to NT$29.956. The conversion price will be adjusted in accordance with the conversion provisions due to anti-dilution clause. As of December 31, 2015 and 2014, the conversion price was NT$30.28 and NT$31.93, respectively.

 

The Bonds may be redeemed at the option of the Company, in whole or in part, at any time on or after the third anniversary of the offering date provided that (1) the closing price, translated into U.S. dollars, of the common shares for a period of 20 consecutive trading days is at least 130% of the conversion price, (2) at least 90% in aggregate principal amount of the Bonds originally outstanding has been redeemed, repurchased and canceled or converted, or (3) the Company is required to pay additional taxes on the Bonds as a result of certain changes in tax laws in the ROC.

 

Each holder shall have the right to request the Company repurchase all or any portion of the principal amount thereof of a holder’s Bonds (1) on the third anniversary of the offering date, (2) in the event of a change of control, or (3) in the event of delisting.

 

The Bonds contained a debt host contract, recognized as bonds payable, and the conversion option, redemption option and put option (collectively the “Bonds Options”) aggregately recognized as financial liabilities at FVTPL. The effective interest rate of the debt host contract was 3.16% and the aggregate fair value of the Bonds Options was NT$1,667,950 thousand on initial recognition.

 

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b.In July 2015, the Company offered the forth unsecured convertible overseas bonds (the “Currency Linked Bonds”) in US$200,000 thousand. The Currency Linked Bonds is zero coupon bonds with the maturity of 2.75 years, in denominations of US$200 thousand or in any integral multiples thereof. Repayment, redemption and put amount denominated in U.S. dollar will be converted into New Taiwan dollar amount using a fixed exchange rate of US$1 to NT$30.928 (the “Fixed Exchange Rate”) and then converted back to U.S. dollar amount using the applicable prevailing rate at the time of repayment, redemption or put. Each holder of the Currency Linked Bonds has the right at any time on or after August 11, 2015 and up to (and including) March 17, 2018, except during legal lock-up period, to convert the Currency Linked Bonds into common shares at the conversion price NT$54.55, determined on the basis of the Fixed Exchange Rate. The Company’s treasury shares will be available for delivery upon conversion of the Currency Linked Bonds. The conversion price will be adjusted in accordance with the conversion provisions due to anti-dilution clause. As of December 31, 2015, the conversion price was NT$51.73.

 

The Currency Linked Bonds may be redeemed at the option of the Company, in whole or in part, at any time on or after March 19, 2018 provided that (1) the closing price, translated into U.S. dollars, of the common shares for a period of 20 out of 30 consecutive trading days is at least 130% of the conversion price, (2) at least 90% in aggregate principal amount of the Currency Linked Bonds originally outstanding has been redeemed, repurchased and canceled or converted, or (3) the Company is required to pay additional taxes on the Currency Linked Bonds as a result of certain changes in tax laws in the ROC.

 

Each holder shall have the right to request the Company repurchase all or any portion of the principal amount thereof of a holder’s Currency Linked Bonds (1) in the event of a change of control, or (2) in the event of delisting.

 

The Currency Linked Bonds contained a debt host contract, recognized as bonds payable, and the conversion option, recognized as capital surplus. The effective interest rate of the debt host contract was 1.58% and the fair value of the conversion option was NT$214,022 thousand on initial recognition.

 

c.To focus on corporate sustainability and to carry out the commitment to environmental protection and energy conservation, Anstock II Limited, a subsidiary the Company 100% owned, offered overseas bonds in US$300,000 thousand with the maturity of 3 years and annual interest rate of 2.125% (the “Green Bonds”) in July 2014. The Green Bonds are unconditionally and irrevocably guaranteed by the Company and the proceeds will be used to fund certain eligible projects to promote the Group’s transition to low-carbon and climate resilient growth.

 

19.OTHER PAYABLES

 

   December 31
   2015  2014
   NT$  NT$
       
Payables for property, plant and equipment  $4,782,357   $7,097,129 
Accrued salary and bonus   5,826,982    5,550,040 
Accrued bonus to employees or employees’ compensation and remuneration to directors and supervisors   2,270,608    2,602,796 
Accrued employee insurance   599,218    572,259 
Accrued utilities   466,956    495,404 
Accrued legal settlement fee   -    814,185 
Others   5,248,697    5,232,703 
           
   $19,194,818   $22,364,516 

 

- 52
 

The Company and its subsidiary, ASE US, reached the final settlement agreement with Tessera Inc. (“Tessera”) in October 2014 to resolve the patent infringement lawsuit, and Tessera has dismissed all claims against the Company and ASE US. The final settlement amount was NT$814,185 thousand (US$27,000 thousand as resolved in the final settlement agreement in October 2014) and paid in January 2015.

 

20.RETIREMENT BENEFIT PLANS

 

a.Defined contribution plans

 

1)The pension plan under the ROC Labor Pension Act (“LPA”) for the Group’s ROC resident employees is a government-managed defined contribution plan. Based on the LPA, the Company and its subsidiaries in Taiwan makes monthly contributions to employees’ individual pension accounts at 6% of their monthly salaries.

 

2)The subsidiaries located in China, U.S.A., Malaysia, Singapore and Mexico also make contributions at various ranges according to relevant local regulations.

 

b.Defined benefit plans

 

1)The Company and its subsidiaries in Taiwan joined the defined benefit pension plan under the ROC Labor Standards Law (“LS Law”) operated by the government. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the last six months before retirement. The Company and its subsidiaries in Taiwan make contributions based on a certain percentage of their domestic employees monthly salaries to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name and are managed by the Bureau of Labor Funds, Ministry of Labor (“the Bureau”); the Group has no right to influence the investment policy and strategy. Before the end of each year, the Group assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Group is required to fund the difference in one appropriation that should be made before the end of March of the next year.

 

2)ASE Japan has a pension plan under which eligible employees with more than ten years of service are entitled to receive pension benefits based on their length of service and salaries at the time of termination of employment. ASE Japan makes contributions based on a certain amount of pension cost to employees.

 

ASE Korea also has a pension plan under which eligible employees and directors with more than one year of service are entitled to receive a lump-sum payment upon termination of their service with ASE Korea, based on their length of service and salaries at the time of termination. ASE Korea makes contributions based on a certain percentage of pension cost to an external financial institution administered by the management and in the names of employees.

 

3)ASE Inc., ASE Test, Inc. and ASE Electronics Inc. maintain pension plans for executive managers. Pension costs under the plans were NT$2,302 thousand and NT$16,645 thousand for the years ended December 31, 2015 and 2014, respectively. Pension payments were NT$2,549 thousand and NT$25,315 thousand for the years ended December 31, 2015 and 2014, respectively. As of December 31, 2015 and 2014, accrued pension liabilities for executive managers were NT$199,595 thousand and NT$199,842 thousand, respectively.

 

4)The present value of the defined benefit obligation and the related current service cost and past service cost were measured using the Projected Unit Credit Method.

 

Except the pension plans for executive managers, the key assumptions used for the actuarial

 

- 53
 

valuations were as follow:

 

  

December 31

   2015  2014
       
Discount rates  0.15%-3.48%  0.12%-4.03%
Expected rates of salary increase  2.00%-4.57%  2.00%-4.70%

 

5)An analysis by function of the amounts recognized in profit or loss in respect of the defined benefit plans excluding those for executive managers was as follows:

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Operating cost  $319,151   $345,309 
Selling and marketing expenses   10,160    11,448 
General and administrative expenses   43,753    35,867 
Research and development expenses   38,124    36,526 
           
   $411,188   $429,150 

 

6)For the years ended December 31, 2015 and 2014, the Group recognized actuarial loss of NT$51,909 thousand and NT$5,207 thousand (adjusted) in other comprehensive loss, respectively. As of December 31, 2015 and 2014, the accumulated actuarial loss of NT$420,111 thousand and NT$333,894 thousand (adjusted) were recognized in other comprehensive loss, and NT$7,931 thousand and NT$4,491 thousand (adjusted) were recognized in non-controlling interests, respectively.

 

7)The amounts included in the consolidated balance sheets arising from the Group’s obligation in respect of its defined benefit plans excluding those for executive managers were as follows:

 

   December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Present value of funded defined benefit obligation  $7,973,676   $7,674,293 
Fair value of plan assets   (3,973,729)   (3,502,487)
Present value of unfunded defined benefit obligation   3,999,947    4,171,806 
Recorded under others payables   (138,959)   (1,028)
Recorded under prepaid pension cost   11,910    11,910 
           
Net defined benefit liability  $3,872,898   $4,182,688 

 

- 54
 

Movements in net defined benefit liability (asset) were as follows:

 

   Present value of the defined benefit obligation  Fair value of the plan assets  Net defined benefit liability (asset)
   NT$  NT$  NT$
          
Balance at January 1, 2015  $7,674,293   $(3,502,487)  $4,171,806 
Service cost               
Current service cost   335,655    -    335,655 
Net interest expense (income)   183,889    (108,356)   75,533 
Recognized in profit or loss   519,544    (108,356)   411,188 
                
Remeasurement               
Return on plan assets (excluding amounts included in net interest)   -    12,426    12,426 
Actuarial loss arising from changes in financial assumptions   309,695    -    309,695 
Actuarial gain arising from experience adjustments   (243,363)   -    (243,363)
Actuarial gain arising from changes in demographic assumptions   (15,847)   -    (15,847)
Recognized in other comprehensive income   50,485    12,426    62,911 
                
Contributions from the employer   -    (611,581)   (611,581)
Benefits paid from the pension fund   (192,928)   192,928    - 
Benefits paid from the Group   (43,088)   -    (43,088)
Exchange differences on foreign plans   (34,630)   43,341    8,711 
                
Balance at December 31, 2015  $7,973,676   $(3,973,729)  $3,999,947 
                
Balance at January 1, 2014  $7,472,145   $(3,118,804)  $4,353,341 
Service cost               
Current service cost   327,707    -    327,707 
Past service cost   22,036    -    22,036 
Net interest expense (income)   189,043    (109,636)   79,407 
Recognized in profit or loss   538,786    (109,636)   429,150 
Remeasurement               
Return on plan assets (excluding amounts included in net interest)   -    29,338    29,338 
Actuarial gain arising from changes in financial assumptions   (46,913)   -    (46,913)
Actuarial loss arising from experience adjustments   38,516    -    38,516 

(Continued)

 

- 55
 
   Present value of the defined benefit obligation  Fair value of the plan assets  Net defined benefit liability (asset)
   NT$  NT$  NT$
          
Actuarial loss arising from changes in demographic assumptions   7,204    -    7,204 
Recognized in other comprehensive income   (1,193)   29,338    28,145 
                
Contributions from the employer   -    (556,555)   (556,555)
Benefits paid from the pension fund   (292,996)   292,996    - 
Benefits paid from the Group   (16,237)   -    (16,237)
Exchange differences on foreign plans   (26,212)   (39,826)   (66,038)
                
Balance at December 31, 2014  $7,674,293   $(3,502,487)  $4,171,806 

(Concluded)

 

8)The fair value of the plan assets by major categories at each balance sheet date was as follows:

 

   December 31
   2015  2014
   NT$  NT$
       
Cash and cash equivalents  $2,090,399   $1,854,926 
Debt instruments   1,020,532    691,720 
Equity instruments   823,496    869,752 
Others   39,302    86,089 
           
Total  $3,973,729   $3,502,487 

 

9)Through the defined benefit plans under the Labor Standards Law, the Company and its subsidiaries are exposed to the following risks:

 

a)Investment risk

 

The plan assets are invested in equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

 

b)Interest risk

 

A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments.

 

c)Salary risk

 

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

 

- 56
 
10)The management of ASE Korea is responsible for the administration of the fund and determination of the investment strategies according to related local regulations. ASE Korea is responsible for the shortfall between the fund and the defined benefit obligation. All of the plan assets are invested in the certificates of deposits.

 

11)Significant actuarial assumptions for the determination of the defined obligation are discount rates and expected rates of salary increase. The sensitivity analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at each balance sheet date, while holding all other assumptions constant.

 

   December 31, 2015
   NT$
    
Discount Rate     
0.5% higher  $(444,132)
0.5% lower  $497,046 
Expected rates of salary increase     
0.5% higher  $476,378 
0.5% lower  $(426,130)

 

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

 

12)Maturity analysis of undiscounted pension benefit

 

   December 31
   2015  2014
   NT$  NT$
       
No later than 1 year  $247,030   $249,000 
Later than 1 year and not later than 5 years   1,616,804    1,462,070 
Later than 5 years   17,674,518    14,468,022 
           
   $19,538,352   $16,179,092 

 

The Group expects to make contributions of NT$705,384 thousand to the defined benefit plans in the next year starting from January 1, 2016.

 

As of December 31, 2015 and 2014, the average duration of the defined benefit obligation excluding those for executive managers of the Group was 8 to 16 years and 9 to 18 years, respectively.

 

21.EQUITY

 

a.Share capital

 

Ordinary shares

 

  

December 31,

2015

 

December 31,

2014

           
Numbers of shares authorized (in thousands)   10,000,000    10,000,000 

(Continued)

 

- 57
 
  

December 31,

2015

 

December 31,

2014

       
Numbers of shares reserved (in thousands)          
Employee share options   800,000    800,000 
           
Shares authorized  $100,000,000   $100,000,000 
           
Shares reserved          
Employee share options  $8,000,000   $8,000,000 
           
Numbers of shares registered (in thousands)   7,902,929    7,852,538 
Numbers of shares subscribed in advance (in thousands)   7,499    9,187 
           
Number of shares issued and fully paid (in thousands)   7,910,428    7,861,725 

(Concluded)

 

The holders of issued ordinary shares with a par value at $10 per share are entitled the right to vote and receive dividends, except the shares held by the Group’s subsidiaries which are not entitled the right to vote. As of December 31, 2015 and 2014, there were 500,000 thousand ordinary shares included in the authorized shares that were not yet required to complete the share registration process.

 

American Depositary Receipts

 

The Company issued ADSs and each ADS represents five ordinary shares. As of December 31, 2015 and 2014, 115,240 thousand and 125,731 thousand ADSs were outstanding and represented approximately 576,198 thousand and 628,657 thousand ordinary shares of the Company, respectively.

 

b.Capital surplus

 

   December 31
   2015 

2014

 

(Adjusted)

 

   NT$  NT$
       
May be used to offset a deficit,
distributed as cash dividends,
or transferred to share capital (1)
          
           
Arising from issuance of ordinary shares  $5,479,616   $4,946,308 
Arising from the difference between consideration received and the carrying amount of the subsidiaries’ net assets during actual disposal or acquisition   7,197,510    - 

 

May be used to offset a deficit only      
       
Arising from changes in percentage of ownership interest in subsidiaries (2)   8,489,984    9,054,328 
Arising from treasury share transactions   717,355    425,004 
Arising from exercised employee share options   544,112    375,448 
Arising from expired employee share options   3,626    3,626 

(Continued)

 

- 58
 
   December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
May not be used for any purpose      
       
Arising from employee share options  $1,080,590   $1,178,210 
Arising from equity component of convertible bonds   214,022    - 
Arising from share of changes in capital surplus of associates   30,284    30,134 
           
   $23,757,099   $16,013,058 

(Concluded)

 

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

 

2)Such capital surplus arises from the effect of changes in ownership interest in a subsidiary resulted from equity transactions other than actual disposal or acquisition, or from changes in capital surplus of subsidiaries accounted for by using equity method.

 

c.Retained earnings and dividend policy

 

The Articles of Incorporation of ASE Inc. (the “Articles”) provides that annual net income shall be distributed in the following order:

 

1)Replenishment of deficits;

 

2)10.0% as legal reserve;

 

3)Special reserve appropriated or reversed in accordance with laws or regulations set forth by the authorities concerned;

 

4)An amount equal to the excess of the income from investments accounted for using the equity method over cash dividends as special reserve;

 

5)Addition or deduction of realized gains or losses on equity instruments at fair value through other comprehensive income;

 

6)Not more than 1.0% of the remainder, from 1) to 5), as remuneration to directors;

 

7)Between 7.0% to 11.0% of the remainder, from 1) to 5), as bonus to employees, of which 7.0% shall be distributed in accordance with the employee bonus plan and the excess shall be distributed to specified employees at the board of directors’ discretion; and

 

8)Any remainder from above as dividends to shareholders.

 

Employees to whom referred in 7) above include employees of subsidiaries that meet certain conditions, which are to be determined by the board of directors.

 

The Company is currently in the mature growth stage. To meet the capital needs for business development now and in the future and satisfy the shareholders’ demand for cash inflows, the Company shall use residual dividend policy to distribute dividends, of which the cash dividend is not lower than 30% of the total dividend distribution, with the remainder to be distributed in stock. A distribution plan is also to be made by the board of directors and passed for resolution in the shareholders’ meeting.

 

- 59
 

In accordance with the amendments to the Company Act in May 2015, the recipients of dividends and bonuses are limited to shareholders and do not include employees. Accordingly, the Company expects to make amendments to the Company’s Articles of Incorporation to be approved during the 2016 annual shareholders’ meeting. For information about the accrual basis of the employee compensation and remuneration to directors and supervisors and the actual appropriations, please refer to employee benefits expense under profit before income tax in Note 22 (e).

 

Under Rule No. 1010012865 and Rule No. 1010047490 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”, the Company should appropriate or reverse to a special reserve. Any special reserve appropriated may be reversed to the extent that the net debit balance reverses and thereafter distributed.

 

Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company’s capital surplus. Legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s capital surplus, the excess may be transferred to capital or distributed in cash.

 

The appropriations of earnings for 2014 and 2013 resolved at the Company’s annual shareholders’ meetings in June 2015 and June 2014, respectively, were as follows:

 

   Appropriation of Earnings  Dividends Per Share
   For Year 2014  For Year 2013  For Year 2014  For Year 2013
   NT$  NT$  NT$  NT$
         (in dollars)  (in dollars)
             
Legal reserve  $2,359,267   $1,568,907           
Special reserve   -    (309,992)          
Cash dividends   15,589,825    10,156,005   $2.00   $1.30 
                     
   $17,949,092   $11,414,920           

 

d.Special reserve appropriated in accordance with the local regulations

 

On January 1, 2013, the Company appropriated to the special reserve of NT$3,353,938 thousand relating to the exchange differences on translating foreign operations transferred to retained earnings in accordance with the local regulations.

 

e.Accumulated other comprehensive income

 

1)Exchange differences on translating foreign operations

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Balance at January 1  $4,541,761   $(525,583)
Exchange differences arising on translating foreign operations   11,459    5,065,577 
Share of exchange difference of associates accounted for using the equity method   (59,650)   1,767 
           
Balance at December 31  $4,493,570   $4,541,761 

 

- 60
 
2)Unrealized gain on available-for-sale financial assets

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Balance at January 1  $526,778   $426,246 
Unrealized loss arising on revaluation of available-for-sale financial assets   (4,304)   (142,418)
Cumulative loss reclassified to profit or loss on disposal of available-for-sale financial assets   10,827    9,561 
Share of unrealized gain on available-for-sale financial assets of associates accounted for using the equity method   54,818    233,389 
           
Balance at December 31  $588,119   $526,778 

 

3)Cash flow hedges – for the year ended December 31, 2014

 

   For the Years Ended December 31, 2014
   NT$
    
Balance at January 1  $(3,279)
Gain arising on changes in the fair value of hedging instruments - Interest rate swap contracts   795 
Cumulative loss arising on changes in fair value of hedging instruments reclassified to profit or loss - Interest rate swap contracts   2,484 
      
Balance at December 31  $- 

 

f.Treasury shares (in thousand shares)

 

   Balance at        Balance at
   January 1  Addition  Decrease  December 31
             
2015            
             
Shares held by subsidiaries   145,883    -    -    145,883 
Shares reserved for bonds conversion   -    120,000    -    120,000 
                     
    145,883    120,000    -    265,883 
2014                    
                     
Shares held by subsidiaries   145,883    -    -    145,883 
                     

 

In February 2015, the board of directors approved to repurchase up to 120,000 thousand of the Company’s ordinary shares which will be used for equity conversion of convertible overseas bonds to be issued in the future. The Company has completed the repurchase during March 2015 and the shares repurchased accounted for 1.53% of the Company’s total issued shares. The average repurchase price was NT$44.45 per share.

 

The Company’s shares held by its subsidiaries at each balance sheet date were as follows:

 

- 61
 
  

Shares

Held By Subsidiaries

  Carrying amount  Fair Value
   (in thousand shares)  NT$  NT$
          
December 31, 2015         
                
ASE Test   88,200   $1,380,721   $3,351,618 
J&R Holding   46,704    381,709    1,774,743 
ASE Test, Inc.   10,979    196,677    417,193 
                
    145,883   $1,959,107   $5,543,554 
                
December 31, 2014               
                
ASE Test   88,200   $1,380,721   $3,360,438 
J&R Holding   46,704    381,709    1,779,413 
ASE Test, Inc.   10,979    196,677    418,291 
                
    145,883   $1,959,107   $5,558,142 

 

Fair values of the Company’s shares held by subsidiaries are based on the closing price from an available published price quotation, which is a Level 1 input in terms of IFRS 13, at the balance sheet dates.

 

The Company issued ordinary shares in connection with its merger with its subsidiaries. The shares held by its subsidiaries were reclassified from investments accounted for using the equity method to treasury shares on the proportion owned by the Company.

 

Under the Securities and Exchange Act in the ROC, the Company shall neither pledge treasury shares nor exercise shareholders’ rights on these shares, such as rights to dividends and voting. The subsidiaries holding treasury shares, however, retain shareholders’ rights except the rights to participate in any share issuance for cash and voting.

 

f.Non-controlling interests

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
           
Balance at January 1  $8,219,097   $4,133,282 
Attributable to non-controlling interests:          
Share of profit for the year   970,134    645,063 
Exchange difference on translating foreign operations   (74,968)   339,450 
Unrealized gain (loss) on available-for-sale financial assets   3,928    (857)
Defined benefit plan actuarial losses   (3,440)   (857)
Cash capital increase of subsidiary (Note 26)   -    3,068,406 
Additional non-controlling interests arising from partial disposal of subsidiaries (Note 26)   1,712,836    - 
Spin-off of subsidiaries   3,535    - 

(Continued)

 

- 62
 
   For the Years Ended December 31
   2015 

2014

 

(Adjusted)

 

   NT$  NT$
           
Non-controlling interest relating to outstanding vested share options held by the employees of subsidiaries  $904,904   $120,376 
Cash dividends to non-controlling interests   (232,148)   (85,766)
           
Balance at December 31  $11,503,878   $8,219,097 

(Concluded)

 

22.PROFIT BEFORE INCOME TAX

 

a.Other income

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Dividends income  $396,973   $101,252 
Interest income   242,084    243,474 
Government subsidy   176,721    184,525 
Rental income   60,230    59,624 
           
   $876,008   $588,875 

 

b.Other gains, net

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Net gain arising on financial instruments held for trading  $1,657,093   $1,266,653 
Net gain on financial assets designated as at FVTPL   815,742    572,187 
Foreign exchange loss, net   (713,213)   (1,221,979)
Impairment loss   (258,129)   (308,144)
Others   (64,457)   467,573 
           
   $1,437,036   $776,290 

 

c.Finance costs

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Total interest expense for financial liabilities measured at amortized cost  $2,514,208   $2,548,850 
Less:  Amounts included in the cost of qualifying assets          
Inventories related to real estate business   (197,287)   (100,705)
Property, plant and equipment   (48,135)   (126,203)
    2,268,786    2,321,942 

(Continued)

 

- 63
 
   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Loss arising on derivatives as designated hedging instruments in cash flow hedge accounting relationship reclassified from equity to profit or loss  $-   $2,484 
Other finance costs   43,357    29,671 
           
   $2,312,143   $2,354,097 

(Concluded)

 

Information relating to the capitalized borrowing costs was as follows:

 

   For the Years Ended December 31
   2015  2014
       
Annual interest capitalization rates      
Inventories related to real estate business  4.35%-6.77%  6.00%-7.21%
Property, plant and equipment  0.75%-6.15%  0.88%-6.15%

 

d.Depreciation and amortization

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Property, plant and equipment  $28,938,770   $25,805,042 
Intangible assets   579,894    545,734 
           
Total  $29,518,664   $26,350,776 
           
Summary of depreciation by function          
Operating costs  $27,023,957   $24,050,546 
Operating expenses   1,914,813    1,754,496 
           
   $28,938,770   $25,805,042 
Summary of amortization by function
          
Operating costs  $124,235   $180,719 
Operating expenses   455,659    365,015 
           
   $579,894   $545,734 

 

- 64
 
e.Employee benefits expense

 

  For the Years Ended December 31
   2015 

2014

(Adjusted)

  NT$  NT$
Post-employment benefits (Note 20)          
Defined contribution plans  $1,693,060   $1,589,505 
Defined benefit plans   413,490    445,795 
    2,106,550    2,035,300 
Equity-settled share-based payments   133,496    110,157 
Salary, incentives and bonus   41,985,329    40,475,594 
Other employee benefits   6,529,812    5,984,074 
   $50,755,187   $48,605,125 
Summary of employee benefits expense by function          
Operating costs  $34,720,359   $33,243,224 
Operating expenses   16,034,828    15,361,901 
   $50,755,187   $48,605,125 

 

The existing Articles of Incorporation of the Company stipulate to distribute bonus to employees and remuneration to directors and supervisors at the rates in 7%-11% and no higher than 1% from net income (net of the bonus and remuneration) , respectively (retained earnings and dividend policy in Note 21c). For the year ended December 31, 2014, the bonus to employees and the remuneration to directors and supervisors were NT$2,335,786 thousand and NT$212,344 thousand, respectively, representing 11% and 1%, respectively, of the net income (net of the bonus and remuneration).

 

To be in compliance with the Company Act as amended in May 2015, the amended Articles of Incorporation of the Company, as proposed by the board of directors in January 2016, stipulate to distribute employees’ compensation and remuneration to directors at the rates in 5.25%-8.25% and no higher than 0.75%, respectively, of net profit before income tax, employees’ compensation and remuneration to directors. For the year ended December 31, 2015, the employees’ compensation and the remuneration to directors were NT$2,033,500 thousand and NT$184,500 thousand, respectively, which were accrued based on 8.25% and 0.75% of net profit before income tax, employees’ compensation and remuneration to directors, respectively. The employees’ compensation and remuneration to directors for the year ended December 31, 2015 are subject to the resolution of the Company’s board of directors and the resolution of the amendments to the Company’s Articles of Incorporation for adoption by the shareholders in their meeting to be held in June 2016, and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

 

Material differences between such estimated amounts and the amounts proposed by the board of directors on or before the annual consolidated financial statements approved for issue are adjusted in the year the compensation and remuneration were recognized. If there is a change in the proposed amounts after the consolidated financial statements authorized for issue, the differences are recorded as a change in accounting estimate.

 

- 65
 

The bonus to employees and the remuneration to directors and supervisors for 2014 and 2013 distributed in cash resolved at the Company’s annual shareholders’ meetings in June 2015 and June 2014, respectively, were as follows:

 

   For Year 2014  For Year 2013
   NT$  NT$
       
Bonus to employees  $2,335,600   $1,587,300 
Remuneration to directors and supervisors   211,200    144,000 

 

The differences between the resolved amounts of the bonus to employees and remuneration to directors and supervisors and the accrued amounts reflected in the consolidated financial statements for the years ended December 31, 2014 and 2013 was deemed changes in estimates. The difference was NT$1,330 thousand and NT$385 thousand and had been adjusted in earnings for the years ended December 31, 2015 and 2014, respectively.

 

Information regarding the bonus to employees and the remuneration to directors and supervisors resolved by the Company’s board of directors and the shareholders’ meeting is available on the Market Observation Post System website of the TSE.

 

23.INCOME TAX

 

a.Income tax recognized in profit or loss

 

The major components of income tax expense were as follows:

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Current income tax      
In respect of the current year  $4,029,076   $3,524,456 
Income tax on unappropriated earnings   474,076    25,737 
Adjustments for prior years   (20,719)   72,380 
    4,482,433    3,622,573 
           
Deferred income tax          
In respect of the current year   436,374    571,662 
Effect of foreign currency exchange differences   (58,671)   75,305 
Others   (20,890)   (2,914)
    356,813    644,053 
           
Income tax expense recognized in profit or loss  $4,839,246   $4,266,626 

 

- 66
 

A reconciliation of income tax expense calculated at the statutory rate and income tax expense recognized in profit or loss was as follows:

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Profit before income tax  $25,288,253   $28,548,211 
           
Income tax expense calculated at the statutory rate  $6,306,316   $5,104,220 
Nontaxable expense in determining taxable income   161,362    126,407 
Tax-exempt income   (537,987)   (623,652)
Additional income tax on unappropriated earnings   624,564    488,517 
Loss carry-forward and income tax credits currently used   (1,044,954)   (1,186,565)
Remeasurement of deferred income tax assets, net   (649,336)   291,956 
Adjustments for prior years’ tax   (20,719)   72,380 
Land value increment tax   -    (6,637)
           
Income tax expense recognized in profit or loss  $4, 839,246   $4,266,626 

 

For the years ended December 31, 2015 and 2014, the Group applied a tax rate of 17% for resident entities subject to the Income Tax Law of the ROC; for the subsidiaries located in China, the applied tax rate was 25%; and for other jurisdictions, the Group measures taxes by using the applicable tax rate for each individual jurisdiction.

 

As the status of 2016 appropriations of earnings is uncertain, the potential income tax consequences of 2015 unappropriated earnings are not reliably determinable.

 

b.Income tax recognized directly in equity

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Deferred income tax          
Employee share options  $(33)  $4,481 

 

c.Income tax recognized in other comprehensive income

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Deferred income tax          
Actuarial loss on defined benefit plan  $11,002   $22,938 

 

- 67
 
d.Current tax assets and liabilities

 

   December 31
   2015  2014
   NT$  NT$
       
Current tax assets          
Tax refund receivable  $10,984   $23,616 
Prepaid income tax   157,733    41,696 
           
   $168,717   $65,312 
           
Current tax liabilities          
Income tax payable  $4,551,785   $4,150,036 

 

e.Deferred tax assets and liabilities

 

The Group offset certain deferred tax assets and deferred tax liabilities which met the offset criteria.

 

The movements of deferred tax assets and deferred tax liabilities were as follows:

 

  

Balance at January 1

(Adjusted)

  Recognized in Profit or Loss  Recognized in Other Comprehensive Income  Recognized in Equity  Exchange Differences  Balance at December 31
   NT$  NT$  NT$  NT$  NT$  NT$
                   
Year ended December 31, 2015                  
                   
Temporary differences                  
Property, plant and equipment  $(2,431,855)  $(1,083,273)  $-   $-   $10,670   $(3,504,458)
Defined benefit obligation   796,642    20,398    11,002    -    17,897    845,939 
FVTPL financial instruments   (170,059)   (62,152)   -    -    13    (232,198)
Others   1,166,297    229,799    -    (33)   (11,076)   1,384,987 
    (638,975)   (895,228)   11,002    (33)   17,504    (1,505,730)
Loss carry-forward   519,898    812,217    -    -    (8,538)   1,323,577 
Investment credits   694,082    (274,655)   -    -    (68,308)   351,119 
Others   (853)   853    -    -    -    - 
                               
   $574,152   $(356,813)  $11,002   $(33)  $(59,342)  $168,966 

 

  

Balance at January 1

(Adjusted)

 

Recognized in Profit or Loss

(Adjusted)

 

Recognized in Other Comprehensive Income

(Adjusted)

 

Recognized in Equity

(Adjusted)

 

Exchange Differences

(Adjusted)

 

Balance at December 31

(Adjusted)

   NT$  NT$  NT$  NT$  NT$  NT$
                   
Year ended December 31, 2014                  
                   
Temporary differences                  
Property, plant and equipment  $(1,684,616)  $(804,082)  $-   $-   $56,843   $(2,431,855)
Defined benefit obligation   854,540    (59,807)   22,938    -    (21,029)   796,642 
FVTPL financial instruments   (12,329)   (170,722)   -    -    12,992    (170,059)
Others   767,744    372,563    -    4,481    21,509    1,166,297 
    (74,661)   (662,048)   22,938    4,481    70,315    (638,975)
Loss carry-forward   270,031    246,334    -    -    3,533    519,898 
Investment credits   924,128    (227,486)   -    -    (2,560)   694,082 
Others   -    (853)   -    -    -    (853)
                               
   $1,119,498   $(644,053)  $22,938   $4,481   $71,288   $574,152 

 

- 68
 
f.Items for which no deferred tax assets have been recognized

 

Unrecognized deferred tax assets related to loss carry-forward, investment credits and deductible temporary differences were summarized as follows:

 

   December 31
   2015  2014
   NT$  NT$
       
Loss carry-forward  $666,373   $694,960 
Investment credits   387,480    629,231 
Deductible temporary differences   1,007,105    957,183 
           
   $2,060,958   $2,281,374 

 

The unrecognized loss carry-forward will expire through 2030 and the unrecognized investment credits will expire through 2018.

 

g.Information about unused loss carry-forward, unused investment credits, tax-exemption and other tax relief

 

As of December 31, 2015, the unused loss carry-forward comprised of:

 

Year of Expiry  NT$
    
2016  $124,478 
2017   318,985 
2018   268,332 
2019   333,284 
2020 and thereafter   944,871 
      
   $1,989,950 

 

As of December 31, 2015, unused investment credits comprised of:

 

      Remaining Creditable Amount   
Laws and Statutes  Tax Credit Source   NT$   Expiry Year
            
Statute for Upgrading Industries  Purchase of machinery and equipment  $710,863   2018
   Others   27,736   2017
            
      $738,599    

 

As of December 31, 2015, profits attributable to the following expansion projects were exempted from income tax for a 3-year or 5-year period:

 

  Tax-exemption Period
   
Construction and expansion of 2004 by the Company 2012.01-2016.12
Construction and expansion of 2005 by the Company 2012.01-2016.12

(Continued)

 

- 69
 
  Tax-exemption Period
   
Construction and expansion of 2007 by the Company 2013.01-2015.12
Construction and expansion of 2008 by the Company 2014.01-2018.12
Construction and expansion of 2007 by the Company 2016.01-2020.12
Construction and expansion of 2005 by ASE Test Inc. 2011.01-2015.12
Construction and expansion of 2008 by ASE Test Inc. 2014.01-2018.12
Construction and expansion of 2009 by ASE Test Inc. 2018.01-2022.12
Construction of 2005 by ASE Electronics Inc. 2012.01-2016.12
Expansion of 2008 by ASE Electronics Inc. 2016.01-2020.12

(Concluded)

 

Some China subsidiaries qualify as high technology enterprises which entitle them to a reduced income tax rate of 15% and also make them eligible to deduct certain times of research and development expenses from their taxable income.

 

h.Unrecognized deferred tax liabilities associated with investments

 

As of December 31, 2015 and 2014, the taxable temporary differences associated with investments in subsidiaries for which no deferred tax liabilities have been recognized were NT$12,676,347 thousand and NT$11,400,826 thousand, respectively.

 

i.Integrated income tax

 

As of December 31, 2015 and 2014, unappropriated earnings were all generated on and after January 1, 1998. As of December 31, 2015 and 2014, the balance of the Imputation Credit Account (“ICA”) was NT$1,913,243 thousand and NT$934,038 thousand, respectively.

 

The creditable ratio for the distribution of earnings of 2015 and 2014 was 8.66% (estimated) and 6.88% (actual), respectively.

 

j.Income tax assessments

 

Income tax returns of ASE Inc. and its ROC subsidiaries have been examined by authorities through 2012 and through 2010, 2011, 2012 or 2013, respectively. ASE Inc. and some of its ROC subsidiaries disagreed with the result of examinations relating to its income tax returns for 2004 through 2008 and 2010 through 2012 and appealed to the tax authorities. A settlement was reached in June 2015. The related income tax expenses in the years resulting from the examinations have been accrued in respective tax years or in the year of the settlement.

 

24.EARNINGS PER SHARE

 

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

 

Net profit for the year

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
           
Profit for the year attributable to owners of the Company  $19,478,873   $23,636,522 

(Continued)

 

- 70
 
   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Effect of potentially dilutive ordinary shares:          
Employee share options issued by subsidiaries  $(210,126)  $(260,925)
Convertible bonds   901,187    931,344 
           
Earnings used in the computation of diluted earnings per share  $20,169,934   $24,306,941 

(Concluded)

 

Weighted average number of ordinary shares outstanding (in thousand shares):

 

   For the Years Ended December 31
   2015  2014
       
Weighted average number of ordinary shares in computation of basic earnings per share   7,652,773    7,687,930 
Effect of potentially dilutive ordinary shares:          
Convertible bonds   455,671    375,271 
Employee share options   86,994    101,850 
Bonus to employees or employees’ compensation   54,626    55,643 
           
Weighted average number of ordinary shares in computation of diluted earnings per share   8,250,064    8,220,694 

 

The Group is able to settle the compensation or bonuses paid to employees in cash or shares. The Group assumed that the entire amount of the compensation or bonus would be settled in shares and the resulting potential shares were included in the weighted average number of ordinary shares outstanding used in the computation of diluted earnings per share if the effect is dilutive. Such dilutive effect of the potential shares was included in the computation of diluted earnings per share until the shareholders approve the number of shares to be distributed to employees at their meeting in the following year.

 

25.SHARE-BASED PAYMENT ARRANGEMENTS

 

Employee share option plans of the Company and its subsidiaries

 

In order to attract, retain and reward employees, ASE Inc. has five employee share option plans for full-time employees of the Group, including 100,000 thousand share options approved to be granted in April 2015. Each share option represents the right to purchase one ordinary share of ASE Inc. when exercised. Under the terms of the plans, share options are granted at an exercise price equal to or not less than the closing price of the ordinary shares listed on the TSE at the grant date. The option rights of these plans are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date. For any subsequent changes in the Company’s capital structure, the exercise price is accordingly adjusted.

 

- 71
 
a.ASE Inc. Option Plans

 

Information about share options was as follows:

 

   For the Years Ended December 31
   2015  2014
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options  Price  Options  Price
   (In  Per Share  (In  Per Share
   Thousands)  (NT$)  Thousands)  (NT$)
             
Balance at January 1   209,745   $20.7    285,480   $20.5 
Options granted   94,270    36.5    -    - 
Options forfeited   (1,975)   30.3    (1,515)   20.5 
Options expired   (730)   11.1    (322)   13.5 
Options exercised   (48,703)   20.6    (73,898)   19.7 
                     
Balance at December 31   252,607    26.6    209,745    20.7 
                     
Options exercisable, end of year   158,103    20.8    189,240    20.7 
                     
Weighted-average fair value of options granted (NT$)    $ 7.18~7.39        $-      

 

The weighted average share price at exercise dates of share options for the years ended December 31, 2015 and 2014 was NT$38.8 and NT$35.1, respectively.

 

Information about the Company’s outstanding share options at each balance sheet date was as follows:

 

   Range of Exercise Price  Per Share (NT$) 

Weighted Average Remaining

Contractual Life (Years)

       
December 31, 2015   $ 20.4-22.6   3.5
    36.5   9.7
         
December 31, 2014   11.1-13.5   0.4
    20.4-22.6   4.4

 

b.ASE Mauritius Inc. Option Plan

 

ASE Mauritius Inc. has an employee share option plan for full-time employees of the Group which granted 30,000 thousand units in December 2007. Under the terms of the plan, each unit represents the right to purchase one ordinary share of ASE Mauritius Inc. when exercised. The option rights of the plan are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date.

 

- 72
 

Information about share options was as follows:

 

   For the Years Ended December 31
   2015  2014
   Number of  Exercise  Number of  Exercise
   Options  Price  Options  Price
   (In  Per Share  (In  Per Share
   Thousands)  (US$)  Thousands)  (US$)
             
Balance at January 1   28,545   $1.7    28,545   $1.7 
Options forfeited   (75)   1.7    -    - 
                     
Balance at December 31   28,470    1.7    28,545    1.7 
                     
Options exercisable, end of year   28,470    1.7    28,545    1.7 

 

As of December 31, 2015 and 2014, the share options were all vested and the remaining contractual life was 2 years and 3 years, respectively.

 

c.USIE Option Plans

 

The terms of the plans issued by USIE were the same with those of the Company’s option plans.

 

Information about share options was as follows:

 

   For the Years Ended December 31
   2015  2014
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options  Price  Options  Price
   (In  Per Share  (In  Per Share
   Thousands)  (US$)  Thousands)  (US$)
             
Balance at January 1   34,159   $2.1    34,939   $2.1 
Options forfeited   (84)   2.8    -    - 
Options exercised   (4,380)   1.9    (780)   1.5 
                     
Balance at December 31   29,695    2.1    34,159    2.1 
                     
Options exercisable, end of year   28,106    2.1    30,874    2.0 

 

Information about USIE’s outstanding share options at each balance sheet date was as follows:

 

  

Range of Exercise Price Per Share

(US$)

 

Weighted Average Remaining

Contractual Life (Years)

       
December 31, 2015  $1.5   5.0
     2.4-2.9   4.9
         
December 31, 2014   1.5   5.0
     2.4-2.9   5.8

 

- 73
 
d.USISH Option Plans

 

In November 2015, the shareholders of USISH approved a share option plan for the employees of USISH. Each unit represents the right to purchase one ordinary share of USISH when exercised. The options are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date incorporated with certain performance conditions. For any subsequent changes in USISH’s capital structure, the exercise price is accordingly adjusted.

 

Information about share options was as follows:

 

   For the Year Ended December 31, 2015
   Number of  Exercise
   Options  Price
   (In  Per Share
   Thousands)  (CNY)
       
Balance at January 1   -   $- 
Options granted   26,640    15.5 
Options forfeited   (13)   15.5 
           
Balance at December 31   26,627    15.5 
           
Options exercisable, end of year   -    - 
           
Weighted-average fair value of options granted (CNY)   $5.95~7.14      

 

As of December 31, 2015, the remaining contractual life of the share options was 9.9 years.

 

Fair value of share options

 

Share options granted by the Company and USISH in 2015 were measured using the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995) and the Black-Scholes Option Pricing Model, respectively, and the inputs to the models were as follows:

 

   ASE Inc.  USISH
       
Share price at the grant date  NT$36.5  CNY15.2
Exercise prices  NT$36.5  CNY15.5
Expected volatility  27.02%  40.33%-45.00%
Expected lives  10 years  10 years
Expected dividend yield  4.00%  0.87%
Risk free interest rates  1.34%  3.06%-3.13%

 

Expected volatility was based on the historical share price volatility over the past 10 years of ASE Inc. and the comparable companies of USISH, respectively. Under the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995), the Company assumed that employees would exercise the options after vesting date when the share price was 1.88 times the exercise price to allow for the effects of early exercise.

 

In December 2015 and 2014, USIE had modified the terms of its option plan granted in 2007 to extend the valid period from 12 years to 13 years and from 11 years to 12 years, respectively. The incremental fair value of NT$13,721 thousand and NT$10,378 thousand were all recognized as employee benefits expense in 2015 and 2014, respectively, since the options were all vested.

 

Employee benefits expense recognized on employee share options was NT$133,496 thousand and NT$110,157 thousand for the years ended December 31, 2015 and 2014, respectively.

 

- 74
 
26.EQUITY TRANSACTION WITH NON-CONTROLLING INTERESTS

 

In November 2014, USISH completed its cash capital increase of CNY2,017,690 thousand and the Group’s shareholdings of USISH decreased from 88.6% to 82.1% since the Group did not subscribe for additional new shares. The transaction was accounted for as an equity transaction since the Group did not cease to have control over USISH and, as a result, in the fourth quarter of 2014, capital surplus was increased by NT$6,877,099 thousand (after adjusted).

 

In April 2015, USIE sold its shareholdings of 54,000 thousand ordinary shares of USISH amounting to CNY1,992,060 thousand and, as a result, the Group’s shareholdings of USISH decreased from 82.1% to 77.2%. The transaction was accounted for as an equity transaction since the Group did not cease to have control over USISH. and, as a result, capital surplus was increased by NT$7,197,510 thousand in the second quarter of 2015.

 

Furthermore, the shareholders of USIE approved in December 2015 to repurchase 4,500,820 shares of USIE’s outstanding ordinary shares at US$18.82 per share. The board of directors of USIE resolved in February 2016 to cancel the repurchased shares on February 17, 2016, the record date for the capital reduction.

 

27.NON-CASH TRANSACTIONS

 

For the years ended December 31, 2015 and 2014, the Group entered into the following non-cash investing activities which were not reflected in the consolidated statements of cash flows:

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Payments for property, plant and equipment          
Purchase of property, plant and equipment  $28,280,821   $43,448,587 
Decrease in prepayments for property, plant and equipment (recorded under the line item of other non-current assets)   (267,334)   (34,894)
Decrease (increase) in payables for property, plant and equipment   2,314,772    (3,688,526)
Capitalized borrowing costs   (48,135)   (126,203)
           
   $30,280,124   $39,598,964 
           
Proceeds from disposal of property, plant and equipment          
Consideration from disposal of property, plant and equipment  $201,766   $462,438 
Decrease (increase) in other receivables   41,265    (41,231)
           
   $243,031   $421,207 

 

28.OPERATING LEASE ARRANGEMENTS

 

Except those discussed in Note 16, the Company and its subsidiary, ASE Test, Inc., lease the land on which their buildings are located under various operating lease agreements with the ROC government expiring through June 2035. The agreements grant these entities the option to renew the leases and reserve the right for the lessor to adjust the lease payments upon an increase in the assessed value of the land and to terminate the leases under certain conditions. In addition, the Group leases buildings, machinery and equipment under operating leases.

 

- 75
 

The subsidiaries’ offices located in U.S.A. and Japan, etc. are leased from other parties and the lease term will expire through 2016 to 2023 with the option to renew the leases upon expiration.

 

The Group recognized rental expense of NT$1,390,821 thousand and NT$1,459,835 thousand for the years ended December 31, 2015 and 2014, respectively.

 

29.CAPITAL MANAGEMENT

 

The capital structure of the Group consists of debt and equity. The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance. Key management personnel of the Group periodically reviews the cost of capital and the risks associated with each class of capital. In order to balance the overall capital structure, the Group may adjust the amount of dividends paid to shareholders, the number of new shares issued or repurchased, and the amount of new debt issued or existing debt redeemed.

 

The Group is not subject to any externally imposed capital requirements except those discussed in Note 17.

 

30. FINANCIAL INSTRUMENTS

 

a.Fair value of financial instruments that are not measured at fair value

 

1)Fair value of financial instruments not measured at fair value but for which fair value is disclosed

 

Except bonds payable measured at amortized cost, the management considers that the carrying amounts of financial assets and financial liabilities not measured at fair value approximate their fair values.

 

The carrying amounts and fair value of bonds payable as of December 31, 2015 and 2014, respectively, were as follows:

 

   Carrying Amount  Fair Value
   NT$  NT$
       
December 31, 2015  $38,426,250   $38,465,355 
December 31, 2014   31,270,131    31,702,988 

 

2)Fair value hierarchy

 

The aforementioned fair value hierarchy of bonds payable was Level 3 which was determined based on discounted cash flow analysis with the applicable yield curve for the duration or the last trading prices.

 

- 76
 
b.Fair value of financial instruments that are measured at fair value on a recurring basis

 

1)Fair value hierarchy

 

   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
December 31, 2015            
             
Financial assets at FVTPL            
Financial assets designated as at FVTPL            
Structured time deposits  $-   $1,646,357   $-   $1,646,357 
Private-placement convertible bonds   -    100,500    -    100,500 
                     
Derivative financial assets                    
Swap contracts   -    1,452,611    -    1,452,611 
Forward exchange contracts   -    18,913    -    18,913 
Forward currency options   -    5,020    -    5,020 
                     
Non-derivative financial assets held for trading                    
Open-end mutual funds   573,242    -    -    573,242 
Quoted shares   37,058    -    -    37,058 
                     
   $610,300   $3,223,401   $-   $3,833,701 
                     
Available-for-sale financial assets                    
Limited Partnership  $-   $-   $476,612   $476,612 
Unquoted shares   -    -    264,477    264,477 
Quoted shares   197,580    -    -    197,580 
Open-end mutual funds   16,037    -    -    16,037 
                     
   $213,617   $-   $741,089   $954,706 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $-   $2,632,565   $-   $2,632,565 
Swap contracts   -    290,176    -    290,176 
Forward exchange contracts   -    69,207    -    69,207 
Foreign currency option contracts   -    13,659    -    13,659 
Interest rate swap contracts   -    119    -    119 
                     
   $-   $3,005,726   $-   $3,005,726 

 

 

- 77
 
   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
December 31, 2014            
             
Financial assets at FVTPL                    
Financial assets designated as at FVTPL                    
Structured time deposits  $-   $2,376,050   $-   $2,376,050 
Private-placement convertible bonds   -    100,500    -    100,500 
                     
Derivative financial assets                    
Swap contracts   -    1,907,705    -    1,907,705 
Forward exchange contracts   -    27,811    -    27,811 
                     
Non-derivative financial assets held for trading                    
Open-end mutual funds   533,425    -    -    533,425 
Quoted shares   43,352    -    -    43,352 
                     
   $576,777   $4,412,066   $-   $4,988,843 
                     
Available-for-sale financial assets                    
Open-end mutual funds  $1,500,434   $-   $-   $1,500,434 
Limited Partnership   -    -    555,361    555,361 
Unquoted shares   -    -    223,505    223,505 
Quoted shares   195,070    -    -    195,070 
                     
   $1,695,504   $-   $778,866   $2,474,370 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $-   $2,520,606   $-   $2,520,606 
Swap contracts   -    99,165    -    99,165 
Forward exchange contracts   -    31,581    -    31,581 
                     
   $-   $2,651,352   $-   $2,651,352 

 

For assets and liabilities held as of December 31, 2015 and 2014 that were measured at fair value on a recurring basis, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

 

2)Reconciliation of Level 3 fair value measurements of financial assets

 

The financial assets measured at Level 3 fair value were equity investments with no quoted prices classified as available-for-sale financial assets - non-current. Reconciliations for the years ended December 31, 2015 and 2014 were as follows:

 

- 78
 
   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Balance at January 1  $778,866   $797,162 
Purchases   2,010    38,793 
Disposals   (45,091)   (21,012)
Total gains or losses recognized          
In profit or loss   (15,891)   (10,390)
In other comprehensive income   21,195    (25,687)
           
Balance at December 31  $741,089   $778,866 

 

As of December 31, 2015 and 2014, unrealized loss of NT$8,611 thousand and NT$21,519 thousand, recorded in other comprehensive income under the heading of unrealized gain (loss) on available-for-sale financial assets, were included in the carrying amount of the financial assets at fair value on Level 3 fair value measurement.

 

3)Valuation techniques and assumptions applied for the purpose of measuring fair value

 

a)Valuation techniques and inputs applied for the purpose of measuring Level 2 fair value measurement

 

Financial Instruments   Valuation Techniques and Inputs
     
Derivatives - swap contracts, forward exchange contracts, foreign currency option contracts and interest rate swap contracts   Discounted cash flows - Future cash flows are estimated based on observable forward exchange rates or interest rates at balance sheet dates and contract forward exchange rates and interest rates or interest rates, discounted at rates that reflected the credit risk of various counterparties.
     
Derivatives - conversion option, redemption option and put option of convertible bonds   Option pricing model - Incorporation of present value techniques and reflect both the time value and the intrinsic value of options
     
Structured time deposits and private-placement convertible bonds   Discounted cash flows - Future cash flows are estimated based on observable forward exchange rates or stock prices at balance sheet dates and contract interest rate ranges or conversion prices, discounted at rates that reflected the credit risk of various counterparties.

 

b)Valuation techniques and inputs applied for the purpose of measuring Level 3 fair value measurement

 

The fair value of the Group’s investments in unquoted shares on Level 3 fair value measurement were measured using market approach based on investees’ recent financing activities, technical development, valuation of investees comparable companies, market conditions and other economic indicators.

 

The fair values of investments in limited partnership are measured using discounted cash flow technique and a comparable multiple technique. The significant unobservable inputs used in the discounted cash flow technique were discount rates of 12.34% and the terminal growth rates of 2.50%. Any significant increase in discount rates or any significant decrease in terminal growth rates would result in a decrease in the fair value of the investments in limited partnership. The significant unobservable input used in the comparable multiple technique was EBITDA multiples of 9.73. Any significant decrease in multiples would result in a

 

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decrease in the fair value of the investments in limited partnership.

 

c.Categories of financial instruments

 

   December 31
   2015  2014
   NT$  NT$
       
Financial assets      
       
FVTPL      
Designated as at FVTPL  $1,746,857   $2,476,550 
Held for trading   2,086,844    2,512,293 
Available-for-sale financial assets   954,706    2,474,370 
Loans and receivables (Note 1)   101,259,880    106,158,279 

 

Financial liabilities      
       
FVTPL          
Held for trading   3,005,726    2,651,352 
Measured at amortized cost (Note 2)   173,294,140    157,157,392 

 

Note 1:The balances included loans and receivables measured at amortized cost which comprise cash and cash equivalents, trade and other receivables and other financial assets.

 

Note 2:The balances included financial liabilities measured at amortized cost which comprise short-term borrowings, short-term bills payable, trade and other payables, bonds payable and long-term borrowings.

 

d.Financial risk management objectives and policies

 

The derivative instruments used by the Group are to mitigate risks arising from ordinary business operations. All derivative transactions entered into by the Group are designated as either hedging or trading. Derivative transactions entered into for hedging purposes must hedge risk against fluctuations in foreign exchange rates and interest rates arising from operating activities. The currencies and the amount of derivative instruments held by the Group must match its hedged assets and liabilities denominated in foreign currencies.

 

The Group’s risk management department monitors risks to mitigate risk exposures, reports unsettled position, transaction balances and related gains or losses to the Group’s chief financial officer on monthly basis.

 

1)Market risk

 

The Group’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. Gains or losses arising from fluctuations in foreign currency exchange rates of a variety of derivative financial instruments were approximately offset by those of hedged items. Interest rate risk was not significant due to the cost of capital was expected to be fixed.

 

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

 

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a)Foreign currency exchange rate risk

 

The Group had sales and purchases as well as financing activities denominated in foreign currency which exposed the Group to foreign currency exchange rate risk. The Group entered into a variety of derivative financial instruments to hedge foreign currency exchange rate risk to minimize the fluctuations of assets and liabilities denominated in foreign currencies.

 

The carrying amounts of the Group’s foreign currency denominated monetary assets and liabilities (including those eliminated upon consolidation) as well as derivative instruments which exposed the Group to foreign currency exchange rate risk at each balance sheet date are presented in Note 35.

 

The Group was principally subject to the impact to exchange rate fluctuation in U.S. dollars and Japanese yen against NT$ or Chinese Yuan Renminbi (“CNY”). 1% is the sensitivity rate used when reporting foreign currency exchange rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign currency exchange rates. The sensitivity analysis included financial assets and liabilities and inter-company receivables and payables within the Group. The changes in profit before income tax due to a 1% change in U.S. dollars and Japanese yen both against NT$ and CNY would be NT$18,000 thousand and NT$41,000 thousand for the years ended December 31, 2015 and 2014, respectively. Hedging contracts and hedged items have been taken into account while measuring the changes in profit before income tax. The abovementioned sensitivity analysis mainly focused on the foreign currency monetary items at the end of the year. As the year-end exposure did not reflect the exposure for the years ended December 31, 2015 and 2014, the abovementioned sensitivity analysis was unrepresentative of those years.

 

b)Interest rate risk

 

Except a portion of long-term borrowings and bonds payable at fixed interest rates, the Group was exposed to interest rate risk because group entities borrowed funds at floating interest rates. Changes in market interest rates will lead to variances in effective interest rates of borrowings from which the future cash flow fluctuations arise.

 

The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at each balance sheet date were as follows:

 

   December 31
   2015  2014
   NT$  NT$
Fair value interest rate risk      
Financial liabilities  $18,030,482   $34,003,038 
           
Cash flow interest rate risk          
Financial assets   53,475,994    51,603,455 
Financial liabilities   65,213,083    65,149,698 

 

For assets and liabilities with floating interest rates, a 100 basis point increase or decrease was used when reporting interest rate risk internally to key management personnel. If interest rates had been 100 basis points (1%) higher or lower and all other variables held constant, the Group’s profit before income tax for the years ended December 31, 2015 and 2014 would have decreased or increased approximately by NT$117,000 thousand and NT$135,000 thousand, respectively.

 

c)Other price risk

 

The Group was exposed to equity or debt price risk through its investments in financial assets at

 

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FVTPL, including private-placement convertible bonds, quoted shares, and open-end mutual funds, and available-for-sale financial assets. If equity or debt prices were 1% higher or lower, profit before income tax for the years ended December 31, 2015 and 2014 would have increased or decreased approximately by NT$7,100 thousand and NT$6,800 thousand, respectively, and other comprehensive income before income tax for the years ended December 31, 2015 and 2014 would have increased or decreased approximately by NT$10,000 thousand and NT$25,000 thousand, respectively.

 

In addition, the Group was also exposed to the Company’s ordinary share price risk through Bonds Options recognized as financial liabilities held for trading. 7% is the sensitivity rate used when reporting price risk internally to key management personnel. If the Company’s ordinary share price increased or decreased by 7%, profit before income tax for the years ended December 31, 2015 and 2014 would have decreased approximately by NT$605,000 thousand and NT$651,000 thousand, respectively, or increased approximately by NT$638,000 thousand and NT$608,000 thousand, respectively.

 

2)Credit risk

 

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group’s credit risk arises from cash and cash equivalents, receivables and other financial assets. The Group’s maximum exposure to credit risk was the carrying amounts of financial assets in the consolidated balance sheets.

 

The Group dealt with counterparties creditworthy and has a credit policy and trade receivable management procedures to ensure recovery and evaluation of trade receivables. The Group’s counterparties consisted of a large number of customers and banks and there was no significant concentration of credit risk exposure.

 

3)Liquidity risk

 

The Group manages liquidity risk by maintaining adequate working capital and banking facilities to fulfill the demand for cash flow used in the Group’s operation and capital expenditure. The Group also monitors its compliance with all the loan covenants. Liquidity risk is not considered to be significant.

 

In the table below, financial liabilities with a repayment on demand clause were included in the earliest time band regardless of the probability of counter-parties choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.

 

To the extent that interest flows are floating rate, the undiscounted amounts were derived from the interest rates at each balance sheet date.

 

  

On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year

  1 to 5 Years 

More than

5 Years

   NT$  NT$  NT$  NT$  NT$
                
December 31, 2015               
                
Non-derivative financial liabilities               
Non-interest bearing  $19,393,406   $19,626,026   $6,493,504   $1,926   $194,346 
Floating interest rate liabilities   6,617,050    5,677,129    10,582,324    39,202,454    775,273 
Fixed interest rate liabilities   16,168,484    2,463,617    24,787,238    18,078,920    - 
                          
   $42,178,940   $27,766,772   $41,863,066   $57,283,300   $969,619 

(Continued)

 

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On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year

  1 to 5 Years 

More than

5 Years

   NT$  NT$  NT$  NT$  NT$
                
December 31, 2014               
                
Non-derivative financial liabilities               
Non-interest bearing  $23,660,711   $21,370,876   $4,606,064   $155,599   $29,139 
Floating interest rate liabilities   21,534,220    9,003,403    12,364,453    23,870,629    175,302 
Fixed interest rate liabilities   684,039    838,234    846,899    34,458,859    - 
                          
   $45,878,970   $31,212,513   $17,817,416   $58,485,087   $204,441 

(Concluded)

 

The amounts included above for floating interest rate instruments for non-derivative financial liabilities was subject to change if changes in floating interest rates differ from those estimates of interest rates determined at each balance sheet date.

 

The following table detailed the Group’s liquidity analysis for its derivative financial instruments. The table was based on the undiscounted contractual net cash inflows and outflows on derivative instruments that settle on a net basis, and the undiscounted gross cash inflows and outflows on those derivatives that require gross settlement. When the amounts payable or receivable are not fixed, the amounts disclosed have been determined by reference to the projected interest rates as illustrated by the yield curves at each balance sheet date.

 

  

On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year

   NT$  NT$  NT$
          
December 31, 2015         
          
Net settled         
Forward exchange contracts  $(230)  $3,435   $- 
Foreign currency options  $2,054   $8,735   $- 
                
Gross settled               
Forward exchange contracts               
Inflows  $2,822,265   $2,421,602   $- 
Outflows   (2,836,080)   (2,429,050)   - 
    (13,815)   (7,448)   - 
                
Swap contracts               
Inflows   16,561,521    22,476,799    36,796,825 
Outflows   (16,564,549)   (22,007,274)   (35,813,527)
    (3,028)   469,525    983,298 
                
Interest rate swap               
Inflows   12,603    12,466    25,069 
Outflows   (11,595)   (11,469)   (23,063)
    1,008    997    2,006 
                
   $(15,835)  $463,074   $985,304 

(Continued)

 

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On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year

   NT$  NT$  NT$
          
December 31, 2014         
          
Gross settled         
Forward exchange contracts         
Inflows  $3,662,813   $1,959,573   $9,241 
Outflows   (3,655,279)   (1,940,145)   (9,331)
    7,534    19,428    (90)
                
Swap contracts               
Inflows   10,342,259    4,621,200    33,399,031 
Outflows   (10,215,834)   (4,461,118)   (31,646,310)
    126,425    160,082    1,752,721 
                
   $133,959   $179,510   $1,752,631 

(Concluded)

 

31.RELATED PARTY TRANSACTIONS

 

Balances and transactions within the Group had been eliminated upon consolidation. Details of transactions between the Group and other related parties were disclosed as follows:

 

a.The Company contributed each NT$100,000 thousand to ASE Cultural and Educational Foundation (the “ASE Foundation”) in 2015 and in 2014, respectively, for environmental charity in promoting the related domestic environmental protection and public service activities (Note 33).

 

b.In 2015 and 2014, the Company acquired real estate from an associate at NT$2,466,000 thousand and NT$4,540,086 thousand, respectively, which were primarily based on independent professional appraisal reports and fully paid.

 

c.The Company contracted with an associate to construct a foreign labor dormitory on current lease property and NT$504,600 thousand had been paid in 2015. In addition, for the years ended December 31, 2014, the construction of buildings with green design concept and other projects on current leased property for which the Company contracted with an associate has been completed with a total consideration of NT$349,646 thousand, which was primarily based on independent professional appraisal reports as well as request for quotation and price negotiation, and the payment schedule was based on the agreed acceptance progress.

 

d.In 2014, the Company donated NT$15,000 thousand to Social Affairs Bureau of the Kaohsiung City Government through ASE Foundation to help the Kaohsiung City Government rebuild the damaged area and settle the residents who suffered or needed to be evacuated from home due to the gas explosion accident in the Qianzhen District of the Kaohsiung City.

 

e.Compensation to key management personnel

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Short-term employee benefits  $812,002   $989,720 
Post-employment benefits   3,944    4,049 

(Continued)

 

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   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Share-based payments  $17,937   $50,327 
           
   $833,883   $1,044,096 

(Concluded)

 

The compensation to the Company’s key management personnel is according to personal performance and market trends.

 

32. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

 

In addition to Note 9, the following assets were provided as collateral for bank borrowings and the tariff guarantees of imported raw materials:

 

   December 31
   2015  2014
   NT$  NT$
       
Inventories related to real estate business  $16,312,519   $15,164,858 
Other financial assets (including current and non-current)   229,613    268,562 
           
   $16,542,132   $15,433,420 

 

33.SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

 

In addition to those disclosed in other notes, significant commitments and contingencies of the Group as of each balance sheet date were as follows:

 

a.Significant commitments

 

1)As of December 31, 2015 and 2014, unused letters of credit of the Group were approximately NT$93,000 thousand and NT$137,000 thousand, respectively.

 

2)As of December 31, 2015 and 2014, the amounts that the Group has committed to purchase property, plant and equipment were approximately NT$8,089,200 thousand and NT$17,498,000 thousand, respectively, of which NT$1,756,990 thousand and NT$1,516,396 thousand had been prepaid, respectively.

 

3)As of December 31, 2015 and 2014, the unpaid amounts that the Group has contracted for the construction related to our real estate business were approximately NT$2,745,400 thousand and NT$3,156,100 thousand, respectively.

 

4)In consideration of corporate social responsibility for environmental protection, the Company’s board of directors, in December 2013, approved contributions to be made in the next 30 years, at a total amount of NT$3,000,000 thousand, at the minimum, to environmental protection efforts in Taiwan. In January 2016, the Company’s board of directors approved to contribute NT$100,000 thousand to ASE Foundation for continuously implementing environmental effort in promoting the related domestic environmental protection and public service activities.

 

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b.Non-cancellable operating lease commitments

 

   December 31, 2015
   NT$
    
Less than 1 year  $211,225 
1-5 years   353,470 
More than 5 years   462,733 
      
   $1,027,428 

 

34.SIGNIFICANT SUBSEQUENT EVENTS

 

In January 2016, the Company issued unsecured domestic bonds in NT$7,000,000 thousand with a maturity of 5 years and due annually with annual interest rate 1.30%, and in NT$2,000,000 thousand with a maturity of 7 years and interest due annually with annual interest rate 1.50%.

 

35.SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

 

The following information was aggregated by the foreign currencies other than functional currencies of the group entities and the exchange rates between foreign currencies and respective functional currencies were disclosed. The significant assets and liabilities denominated in foreign currencies were as follows:

 

  

Foreign Currencies

(In Thousand)

  Exchange Rate 

Carrying Amount

(In Thousand)

          
December 31, 2015         
          
Monetary financial assets             
US$  $2,926,597   US$1=NT$32.825  $96,065,552 
US$   1,008,097   US$1=CNY6.4936   33,090,795 
JPY   3,380,683   JPY1=NT$0.2727   921,912 
JPY   8,467,689   JPY1=US$0.0083   2,309,139 
              
Monetary financial liabilities             
US$   2,988,953   US$1=NT$32.825   98,112,393 
US$   995,195   US$1=CNY6.4936   32,667,265 
JPY   3,747,333   JPY1=NT$0.2727   1,021,898 
JPY   8,775,382   JPY1=US$0.0083   2,393,047 

 

December 31, 2014             
              
Monetary financial assets             
US$   3,086,749   US$1=NT$31.65   97,695,606 
US$   649,271   US$1=CNY6.119   20,549,427 
JPY   3,354,008   JPY1=NT$0.2646   887,471 
JPY   8,787,236   JPY1=US$0.0084   2,325,103 
              
Monetary financial liabilities             
US$   2,896,001   US$1=NT$31.65   91,658,432 
US$   976,913   US$1=CNY6.119   30,919,296 
JPY   3,159,712   JPY1=NT$0.2646   836,060 
JPY   8,903,753   JPY1=US$0.0084   2,355,933 

 

- 86
 

The significant realized and unrealized foreign exchange gain (loss) were as follows:

 

   For the Years Ended December 31
   2015  2014
      Net Foreign Exchange Gain (Loss)     Net Foreign Exchange Gain (Loss)
Functional Currencies  Exchange Rate  NT$  Exchange Rate  NT$
             
US$  US$1=NT$32.825  $136,795   US$1=NT$31.65  $298,225 
NT$      (695,510)      (1,591,124)
CNY  CNY1=NT$5.0550   (271,358)  CNY1=NT$5.1724   42,049 
                 
      $(830,073)     $(1,250,850)

 

36.OTHERS

 

a.In November 2015, the Company received a legal brief made by SPIL in connection with a lawsuit brought by SPIL against the Company which was filed with Kaohsiung District Court. SPIL filed a civil lawsuit against the Company seeking to confirm that Company does not have the right to request SPIL to register it as a shareholder in SPIL's shareholder register. The Company has engaged attorney to defend this case and will submit defense brief to the court to protect the Company's interest. The Kaohsiung District Court has not scheduled a hearing on this case. The Company does not expect the lawsuit to have material impact on the financial position and business operation of the Company.

 

b.On December 20, 2013, the Kaohsiung Environmental Protection Bureau (“KEPB”) issued an official letter No. Kao-Shih-Huan-Chu-Tu-Tzu 10243758100 and an administrative sanction letter No. Kao-Shih-Huan-Chu-Shui-Chu-Tzu 30-102-120022 (“the Administrative Decision”). The Administrative Decision was to impose a fine of NT$110,065 thousand which has been recorded under the line item of other losses for the year ended December 31, 2013. On April 7, 2014, the amount of the fine was amended to NT$109,359 thousand by the KEPB. On September 4, 2015, the amount of the fine was further amended to NT$102,014 thousand (US$3,093 thousand) by the KEPB. On January 17, 2014, the Company retained lawyers to file an administrative appeal to nullify the Administrative Decision with the Kaohsiung City Government, but the administrative appeal was dismissed. The Company next retained lawyers to file an administrative complaint to revoke the part of the Administrative Decision pertaining to the fine, and the case is being heard by the Kaohsiung High Administrative Court. Meanwhile, owing to the event above, on January 3, 2014, the Kaohsiung District Prosecutors Office charged the Company with violation of the Waste Disposal Act. The Kaohsiung District Court handed down the judgment on October 20, 2014 and the Company was fined NT$3,000 thousand for violation of Article 47 of the Waste Disposal Act and has been recorded under the line item of other gains and losses for the year ended December 31, 2014. Then the Company appealed against the judgment to the Kaohsiung Branch of Taiwan High Court. On September 29, 2015, the Kaohsiung Branch of Taiwan High Court rendered a final judgment of finding the Company not guilty of the criminal charge.

 

37.       ADDITIONAL DISCLOSURES

 

Following are the additional disclosures required by the Securities and Futures Bureau for ASE Inc.:

 

a.Financial provided: Please see Table 1 attached;

 

b.Endorsement/guarantee provided: Please see Table 2 attached;

 

c.Marketable securities held (excluding investments in subsidiaries, associates and joint venture):

Please see Table 3 attached;

 

d.Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of

 

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the paid-in capital: Please see Table 4 attached;

 

e.Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: Please see Table 5 attached;

 

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

 

g.Total purchase from or sales to related parties of at least NT$100 million or 20% of the paid-in capital:

Please see Table 6 attached;

 

h.Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital:

Please see Table 7 attached;

 

i.Information about the derivative financial instruments transaction: Please see Note 7;

 

j.Others: The business relationship between the parent and the subsidiaries and significant transactions between them: Please see Table 10 attached;

 

k.Names, locations, and related information of investees over which ASE Inc. exercises sinificant influence (excludung information on investment in Mainland China): Please see Table 8 attached;

 

l.Information on investment in Mainland China

 

1)The name of the investee in Mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: Please see Table 9 attached;

 

2)Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:

 

a)The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: Please see Table 6 attached;

 

b)The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: None;

 

c)The amount of property transactions and the amount of the resultant gains or losses: No sinificant transactions;

 

d)The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: Please see Table 2 attached;

 

e)The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds: None;

 

f)Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: None.

 

38.OPERATING SEGMENTS INFORMATION

 

The Group has the following reportable segments: Packaging, Testing and EMS. The Group packages bare semiconductors into finished semiconductors with enhanced electrical and thermal characteristics; provides testing services, including front-end engineering testing, wafer probing and final testing services;

 

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provides electronics manufacturing services. Information about other business activities and operating segments that are not reportable are combined and disclosed in “Others.” The Group engages in other activities such as substrate production and real estate business.

 

The accounting policies for segments are the same as those described in Note 4. The measurement basis for resources allocation and performance evaluation is based on profit before income tax.

 

Segment information for the years ended December 31, 2015 and 2014 was as follows:

 

a.Segment revenues and results

 

   Packaging  Testing  EMS  Others  Total
   NT$  NT$  NT$  NT$  NT$
                
For the year ended December 31, 2015               
                
Revenue from external customers   116,607,314    25,191,916    138,242,100    3,261,206    283,302,536 
Inter-segment revenues (Note)   9,454,671    191,608    58,451,996    7,659,282    75,757,557 
Segment revenues   126,061,985    25,383,524    196,694,096    10,920,488    359,060,093 
Interest income   53,235    12,536    149,385    26,928    242,084 
Interest expense   (1,520,118)   (5,821)   (147,792)   (595,055)   (2,268,786)
Depreciation and amortization   (18,946,460)   (6,516,912)   (2,738,722)   (1,316,570)   (29,518,664)
Share of the profit of associates and joint ventures   402,730    -    -    -    402,730 
Impairment loss   (139,397)   -    (102,389)   (16,343)   (258,129)
Segment profit before income tax   15,756,333    6,354,140    2,874,944    302,836    25,288,253 
Expenditures for segment assets   19,691,068    4,754,481    2,917,939    917,333    28,280,821 

 

December 31, 2015                         
                          
Investments accounted for using the equity method   37,422,909    -    -    -    37,422,909 
Segment assets   193,623,969    42,652,569    79,997,341    49,013,678    365,287,557 
                          

 

For the year ended December 31, 2014                         
                          
Revenue from external customers   121,336,453    25,874,694    105,784,427    3,595,873    256,591,447 
Inter-segment revenues (Note)   9,418,359    177,793    48,596,814    8,437,439    66,630,405 
Segment revenues   130,754,812    26,052,487    154,381,241    12,033,312    323,221,852 
Interest income   96,737    10,245    116,451    20,041    243,474 
Interest expense   (1,566,595)   (15,663)   (155,702)   (586,466)   (2,324,426)
Depreciation and amortization   (17,533,267)   (6,160,378)   (1,435,509)   (1,221,622)   (26,350,776)
Share of the profit of associates   (108,726)   -    -    -    (108,726)
Impairment loss   (231,936)   (4,701)   (10,390)   (61,117)   (308,144)
Segment profit before income tax   17,292,396    6,800,893    3,818,393    636,529    28,548,211 
Expenditures for segment assets   29,863,337    6,157,154    6,562,513    865,583    43,448,587 
                          

 

December 31, 2014                         
                          
Investments accounted for using the equity method   1,492,441    -    -    -    1,492,441 
Segment assets   166,625,901    44,147,813    78,865,897    44,345,157    333,984,768 
                          

 

Note:Inter-segment revenues were eliminated upon consolidation.

 

b.Revenue from major products and services

 

    
   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Advanced packaging and IC wirebonding service  $103,735,586   $108,384,405 
Wafer probing and final testing service   24,136,399    25,116,026 
Electronic components manufacturing service   137,347,359    104,904,455 
Others   18,083,192    18,186,561 
           
   $283,302,536   $256,591,447 

 

- 89
 
c.Geographical information

 

Geographical information about revenue from external customers and noncurrent assets are reported based on the country where the external customers are headquartered and noncurrent assets are located.

 

1)Net revenues from external customers

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
United States  $205,730,670   $173,912,974 
Taiwan   32,631,149    36,747,699 
Asia   22,885,128    24,042,586 
Europe   20,577,069    20,826,125 
Others   1,478,520    1,062,063 
           
   $283,302,536   $256,591,447 

 

2)Noncurrent assets, excluding financial instruments, post-employment benefit assets and deferred tax assets

 

   December 31
   2015  2014
   NT$  NT$
       
Taiwan  $98,849,362   $97,159,564 
China   40,385,484    43,384,186 
Others   25,458,503    26,177,965 
           
   $164,693,349   $166,721,715 

 

d.Major customers

 

Except one customer from which the operating revenues generated from packaging and EMS segments was NT$88,311,697 thousand and NT$54,431,222 thousand in 2015 and 2014, respectively, the Group did not have other single customer to which the operating revenues exceeded 10% of operating revenues for the years ended December 31, 2015 and 2014.

 

- 90
 

TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

FINANCINGS PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2015

(Amounts In Thousands of New Taiwan Dollars)

  

Collateral

No. 

Financing Company

Counter-party 

Financial Statement Account

Related
Party 

Maximum Balance for the year

Ending Balance

Amount Actual Drawn

Interest Rate

Nature for Financing

Transaction Amounts

Reason for Financing

Allowance for Bad Debt

Item

Value

Financing Limits for Each Borrowing Company
(Note 1)

Financing Company’s Total Financing Amount Limits
(Note 2)

1 ASE Holding Limited The Company Other receivables form related parties Yes $ 2,859,690 $ 2,757,300 $ 2,757,300 0.57~0.64 The need for short-term financing $ Operating capital $ $ $ 3,103,833 $ 6,207,666
    J & R Holding Limited Long-term receivables form related parties Yes 189,000 0.57 The need for short-term financing Operating capital 15,691,600 23,537,401
    ASE Trading (Shanghai) Long-term receivables form related parties Yes 821,700 820,625 The need for short-term financing Operating capital 15,691,600 23,537,401
2 J & R Holding Limited The Company Other receivables form related paraties Yes 9,367,950 9,256,650 9,256,650 0.57~0.64 The need for short-term financing Operating capital 9,992,655 19,985,309
   

Global Advanced

 

Packaging

 

Technology Limited, Cayman Islands

 

Other receivables form related parties Yes 2,465,250 2,461,875 2,461,875 0.57~0.64 The need for short-term financing Operating capital 15,691,600 23,537,401
    ASE Wei-Hai Inc. Other receivables form related parties Yes 3,782,175 1,378,650 1,378,650 0.63~0.84 The need for short-term financing Operating capital 15,691,600 23,537,401
    Omniquest Industrial Limited Long-term receivables form related parties Yes 1,482,437 1,480,408 3,283 0.57~0.64 The need for short-term financing Operating capital 15,691,600 23,537,401
    ASE Assembly & Test (Shanghai) Limited Long-term receivables form related parties Yes 1,579,000 558,025 558,025 0.63~0.84 The need for short-term financing Operating capital 15,691,600 23,537,401
    ASE (Kun Shan) Inc. Other receivables form related parties Yes 1,334,528 3.81~5.77 The need for short-term financing Operating capital 15,691,600 23,537,401
    Anstock Limited Long-term receivables form related parties Yes 775,080 758,250 758,250 3.64~5.13 The need for short-term financing Operating capital 15,691,600 23,537,401
    ASE Trading (Shanghai) Ltd. Long-term receivables form related parties Yes 6,947,600 4,923,750 The need for short-term financing Operating capital 15,691,600 23,537,401
    Innosource Limited Long-term receivables form related parties Yes 723,140 722,150 722,150 0.59~0.64 The need for short-term financing Operating capital 15,691,600 23,537,401
    ASE Labuan Inc. Long-term receivables form related parties Yes 723,140 0.59~61 The need for short-term financing Operating capital 15,691,600 23,537,401
    ASE Investment (Labuan) Inc. Other receivables form related parties Yes 2,662,470 0.59~61 The need for short-term financing Operating capital 15,691,600 23,537,401
    Real Tech Holdings Limited Other receivables form related parties Yes 2,136,550 2,133,625 2,133,625 0.59~0.64 The need for short-term financing Operating capital 9,992,655 19,985,309
3 ASE Test Limited The Company Other receivables form related parties Yes 5,842,850 5,842,850 4,037,475 0.57~0.64 The need for short-term financing Operating capital 6,059,525 12,119,051
    J & R Holding Limited Long-term receivables form related parties Yes 1,386,000 0.57~0.60 The need for short-term financing Operating capital 15,691,600 23,537,401
    ASE Singapore Pte. Ltd. Long-term receivables form related parties Yes 443,100 0.57~0.58 The need for short-term financing Operating capital 15,691,600 23,537,401
    A S E Holding Limited Other receivables form related parties Yes 1,643,500 1,641,250 1,641,250 0.57~0.64 The need for short-term financing Operating capital 15,691,600 23,537,401
    Omniquest Industrial Limited Long-term receivables form related parties Yes 1,643,500 1,641,250 1,641,250 0.59~0.64 The need for short-term financing Operating capital 15,691,600 23,537,401
4 ASE Test, Inc. The Company Other receivables form related parties Yes 5,600,000 5,600,000 5,600,000 0.87~1.03 The need for short-term financing Operating capital 5,981,659 11,963,319
    ASE Trading (Shanghai) Ltd. Other receivables form related parties Yes 2,629,600 656,500 The need for short-term financing Operating capital 5,981,659 11,963,319
    ASE Corporation Other receivables form related parties Yes 2,793,950 1,879,444 900,000 0.87~0.93 The need for short-term financing Operating capital 5,981,659 11,963,319
    ASE Investment (Labuan) Inc. Other receivables form related parties Yes 2,626,000 2,626,000 The need for short-term financing Operating capital 5,981,659 11,963,319
5 ASE Module (Shanghai) Inc. ASE (Shanghai) Inc. Other receivables form related parties Yes 516,720 4.59~5.40 The need for short-term financing Operating capital 15,691,600 23,537,401

 

 

(Continued)

 

- 91
 

TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

FINANCINGS PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2015 

(Amounts In Thousands of New Taiwan Dollars)

 

Collateral

No.

 

Financing Company

Counter-party

Financial Statement Account

Related Party

Maximum Balance for the year 

Ending Balance

Amount Actual Drawn 

Interest Rate

Nature for Financing

Transaction Amounts

Reason for Financing

Allowance for Bad Debt

Item

Value

Financing Limits for each Borrowing Company
(Note 1)

Financing Company’s Total Financing Amount Limits
(Note 2) 

6 J&R Industrial Inc. The Company Other receivables form related parties Yes $ 109,000 $ 190,000 $ 190,000 0.87~1.03 The need for short-term financing Operating capital $ $ $ 199,539 $ 399,079
    ASE Electronics Inc. Other receivables form related parties Yes 190,000 190,000 190,000 0.87~1.03 The need for short-term financing Operating capital 199,539 399,079
7 ISE Labs,  Inc. J & R Holding Limited Other receivables form related parties Yes 1,512,020 1,509,950 1,509,950 0.65~0.99 The need for short-term financing Operating capital 15,691,600 23,537,401
      Long-term receivables form related parties                          
8 ASE (Korea) Inc. The Company Other receivables form related parties Yes 2,958,300 2,954,250 2,626,000 3.17-3.42 The need for short-term financing Operating capital 3,187,595 6,375,190
    ASE WeiHai Inc. Other receivables form related parties Yes 1,641,250 1,641,250 1,641,250 3.21~3.24 The need for short-term financing Operating capital 15,691,600 23,537,401
9 ASE Japan Co., Ltd. J &  R Holding Limited Other receivables form related parties Yes 2,431,520 2,263,410 2,263,410 0.53 The need for short-term financing Operating capital 15,691,600 23,537,401
10 USI Enterprise Limited The Company Other receivables form related parties Yes 5,916,600 2,626,000 2,626,000 0.57-0.64 The need for short-term financing Operating capital 8,435,979 16,871,957
    Universal Scientific Industrial Co., Ltd. Other receivables form related parties Yes 283,500 0.57~0.58 The need for short-term financing Operating capital 8,435,979 16,871,957
    USI Inc. Other receivables form related parties Yes 2,235,160 2,235,160 2,322,100 0.59~0.64 The need for short-term financing Operating capital 8,435,979 16,871,957
    J&R Holding Limited Other receivables form related parties Yes 4,443,317 6,390,340 6,390,340 0.59~3.29 The need for short-term financing Operating capital 8,435,979 16,871,957
11 Huntington Holdings International Co. Ltd. The Company Other receivables form related parties Yes 1,807,850 1,805,375 1,805,375 0.57-0.64 The need for short-term financing Operating capital 9,161,282 18,322,564
12 Anlock Limited ASE Assembly & Test (Shanghai) Limited Other receivables form related parties Yes 3,322,510 3,250,365 3,250,365 4.45 The need for short-term financing Operating capital 15,691,600 23,537,401
13 ASE (Kun Shan) Inc. ASE Investment (Kun Shan) Limited Other receivables form related parties Yes 4,130 2,022 2,022 4.85~6.00 The need for short-term financing Operating capital 15,691,600 23,537,401
14 Real Tech Holdings Limited The Company Other receivables form related parties Yes 3,944,400 3,939,000 3,939,000 0.57~0.64 The need for short-term financing Operating capital 8,704,030 17,408,100
    J & R Holding Limited Other receivables form related parties Yes 1,260,000 0.57~0.58 The need for short-term financing Operating capital 8,704,030 17,408,100
15 Shanghai Ding Hui Real Estate Development Co., Ltd. Shanghai Ding Wei Real Estate Development Co., Ltd. Other receivables form related parties Yes 205,312 6.00 The need for short-term financing Operating capital 15,691,600 23,537,401
    Kun Shan Ding Hong Real Estate Development Co., Ltd. Other receivables form related parties Yes 682,425 682,425 556,050 4.35~6.00 The need for short-term financing Operating capital 15,691,600 23,537,401
16 Universal Scientific Industrial (Shanghai) Co., Ltd. Universal Global Technology (Kunshan) Co., Ltd. Other receivables form related parties Yes 1,550,160 1,516,500 The need for short-term financing Operating capital 6,906,269 13,812,538
    Universal Global Technology (Shanghai) Co., Ltd. Other receivables form related parties Yes 3,875,400 3,791,250 1,982,623 0.80~2.25 The need for short-term financing Operating capital 6,906,269 13,812,538
    Universal Global Technology Co., Limited Other receivables form related parties Yes 6,200,640 6,066,000 2.25 The need for short-term financing Operating capital 6,906,269 13,812,538
    Universal Global Electronics (Shanghai) Co., Ltd. Other receivables form related parties Yes 516,720 305,500 The need for short-term financing Operating capital 6,906,269 13,812,538
    Universal Global Scientific Industires Co., Ltd. Other receivables form related parties Yes 1,283,200 The need for short-term financing Operating capital 6,906,269 13,812,538

 

 

(Continued)

 

- 92
 

TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

FINANCINGS PROVIDED 

FOR THE YEAR ENDED DECEMBER 31, 2015 

(Amounts In Thousands of New Taiwan Dollars)

  

Collateral

No.

 

Financing Company

Counter-party

Financial Statement Account

Related Party

Maximum Balance for the year 

Ending Balance

Amount Actual Drawn 

Interest Rate

Nature for Financing

Transaction Amounts

Reason for Financing

Allowance for Bad Debt

Item

Value

Financing Limits for each Borrowing Company
(Note 1)

Financing Company’s Total Financing Amount Limits
(Note 2) 

17 Omniquest Industrial Limited The Company Other receivables from related parties Yes $ 3,122,650 $ 3,118,375 $ 1,641,250 0.37~0.64 The need for short-term financing Operating capital $ $ 3,236,524 $ 6,473,048
18 Anstock II Limited J & R Holding Limited Long-term receivables from related parties Yes 9,762,390 9,749,025 9,749,025 2.45 The need for short-term financing Operating capital 15,691,600 23,537,401
19 USI Electronics (Shenshen) Co., Ltd. Universal Scientific Industrial (Shanghai) Co., Ltd. Other receivables from related parties Yes 1,283,200 The need for short-term financing Operating capital 1,667,679 3,335,357
    Universal Global Technology (Shanghai) Co., Ltd. Other receivables from related parties Yes 1,756,848 1,313,006 1,313,006 0.8~5.04 The need for short-term financing Operating capital 1,667,679 3,335,357
    Universal Global Technology Co., Limited Other receivables form related parties Yes 1,756,848 1,465,950 The need for short-term financing Operating capital 1,667,679 3,335,357
20 ASE Assembly & Test (Shanghai) Limited Shanghai Ding Wei Real Estate Development Co., Ltd. Other receivables form related parties Yes 774,375 - - 5.35 The need for short-term financing Operating capital 15,691,600 23,537,401
    ASE Trading (Shanghai) Ltd. Long-term receivables from related parties Yes 986,100 984,750 - 0.94 The need for short-term financing Operating capital 15,691,600 23,537,401
21 ASE Trading (Shanghai) Ltd. J & R Holding Limtied Long-term receivables from related parties Yes 6,574,000 6,565,000 0.94 The need for short-term financing Operating capital 15,691,600 23,537,401
    A.S.E. Holding Limited Long-term receivables from related parties Yes 3,287,000 3,282,500 The need for short-term financing Operating capital 15,691,600 23,537,401
22 ASE (Shanghai) Inc. ASE WeiHai Inc. Other receivables form related parties Yes 427,310 164,125 164,125 0.73~1.12 The need for short-term financing Operating capital 15,691,600 23,537,401
23 Innosource Limited The Company Other receivables form related parties Yes 723,140 722,150 722,150 0.59~0.64 The need for short-term financing Operating capital 798,494 1,596,988
24 ASE Investment (Labuan) Inc. The Company Other receivables form related parties Yes 3,118,375 3,118,375 0.59~0.61 The need for short-term financing Operating capital 3,221,829 6,443,638
25 ASE Labuan Inc. The Company Other receivables from related parties Yes 723,140 0.35~0.61 The need for short-term financing Operating capital 769,395 1,538,770
26 Global Advanced Packaging Technology Limited, Cayman Islands The Company Other receivables from related parties Yes 1,939,330 1,936,673 1,936,673 0.59~0.64 The need for short-term financing Operating capital 2,073,390 4,146,780

 

(Continued)

 

- 93
 

TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

FINANCINGS PROVIDED 

FOR THE YEAR ENDED DECEMBER 31, 2015 

(Amounts In Thousands of New Taiwan Dollars)

 

Collateral

No.

 

Financing Company

Counter-party

Financial Statement Account

Related Party

Maximum Balance for the year 

Ending Balance

Amount Actual Drawn 

Interest Rate

Nature fo Financing

Transaction Amounts

Reason for Financing

Allowance for Bad Debt

Item

Value

Financing Limits for each Borrowing Company
(Note 1)

Financing Company’s Total Financing Amount Limits
(Note 2) 

27 ASE Corporation The Company Other receivables form related parties Yes $ 2,793,990 $ 1,879,444 900,000 0.87~0.93 The need for short-term financing Operating capital $ 3,237,259 $ 6,474,518
28 ASE Electronics Inc. The Company Other receivables form related parties Yes 350,000 200,000 200,000 0.87~0.93 The need for short-term financing Operating capital 765,609 1,531,218
29 ASE Electronics (M) SDN, BHD A.S.E. Holding Limited Other receivables form related parties Yes 131,480 0.60 The need for short-term financing Operating capital 15,691,600 23,537,401
30 ASE Singapore Pte. Ltd. A.S.E. Holding Limited Other receivables from related parties Yes 394,440 393,900 393,900 0.59~0.64 The need for short-term financing Operating capital 15,691,600 23,537,401
31 Advanced Semiconductor Engineering (HK) Limited A.S.E. Holding Limited Other receivables from related parties Yes 230,090 0.61 The need for short-term financing Operating capital 15,691,600 23,537,401

 

(Concluded)

 

Note 1: Limit amount of lending to a company shall not exceed 20% of the net worth of the company.  However, when the foreign subsidiaries whose voting shares are 100% owned directly or indirectly, by ASE as a lender, the amount lending to a company shall not exceed 10% of the net worth of ASE.
Note 2: Where an inter-company or inter-firm short-term financing facility is necessary provided that the total amount of such financing facility shall not exceed 40% of the amount of the net worth of the lending company.  However, the foreign subsidiaries whose voting shares are 100% owned directly or indirectly, by ASE as a lender, the total amount lending to a company shall not exceed 15% of the net worth of ASE.
Note 3: Amount was eliminated based on the audited financial statements.

  

- 94
 

TABLE 2

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

ENDORSEMENTS/GUARANTEES PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2015

(Amounts In Thousands of New Taiwan Dollars)

 

Endorsement
Guarantee Provider 

Guaranteed Party 

No.

Name

Name

Nature of Relationship

Limits on Endorsement Guarantee Amount Provided to Each Guaranteed Party
(Note 1)

Maximum Balance for the Year 

Ending Balance

Amount Actually Drawn 

Amount of Endorsement Guarantee Collateralized by Properties

Ratio of Accumulated Endorsement Guarantee to Net Equity per Latest Financial Statement 

Maximum Endorsement Guarantee Amount Allowable (Note 2) 

Guarantee Provided by Parent Company

Guarantee Provided by A Subsidiary 

Guarantee Provided to Subsidiaries in Manchuria CHINA

0 The Company Anstock Limited 100% voting shares indirectly owned by the Company $ 47,074,801 $ 2,783,448
(Note 3)
$ 2,634,135
(Note 3)
$ 2,557,224
(Note 3)
$ 1.7 $ 62,766,402 Yes No No
    Anstock II Limited 100% voting shares indirectly owned by the Company 47,074,801 10,266,019
(Note 3)
10,226,019
(Note 3)
9,941,667
(Note 3)
6.5 62,766,402 Yes No No
1 Shanghai Ding Hui Real Estate Development Co., Ltd. Shanghai Ding Wei Real Estate Development Co., Ltd. 100% voting shares indirectly owned by the Company 13,765,242 5,693,228
(Note 3)
19,664,631 Yes No Yes
                           

 

 

Note 1: The ceilings on the amounts for any single entity is permitted to make in endorsements/guarantees shall not exceed 30% and 70% of total equity of shareholders, respectively, according to “The Process of make in endorsements/guarantees” of ASE and DH.
Note 2: The ceilings on the aggregate amounts are permitted to make in endorsements/guarantees shall not exceed 40% and 100% of total equity of shareholders, respectively, according to “The Process of make in endorsements/guarantees” of ASE and DH.
Note 3: Amount was included principal and interest.

 

- 95
 

TABLE 3

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

MARKETABLE SECURITIES HELD 

DECEMBER 31, 2015 

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

 

December 31, 2015

Held Company Name

Marketable Securities Type and Name

Relationship with the Company

Financial Statement Account` 

Shares/Units

Carrying Value

Percentage of Ownership (%)

Fair Value

Note

The Company Stock              
  H&HH Venture Investment Corporation Available-for-sale financial assets – non-current 2,528,090 $ 10,771 15 $ 10,771  
  H&D Venture Capital Investment Corporation - Available-for-sale financial assets – non-current 2,482,758 33,798 13 33,798  
  MiTAC Information Technology Corp.   Available-for-sale financial assets – non-current 4,203 27 27  
  Asia Pacific Emerging Industry Venture Capital Co., Ltd.   Available-for-sale financial assets – non-current 6,000,000 37,524 7 37,524  
                 
  StarChips Technology Inc.   Available-for-sale financial assets – non-current 333,334 6  
                 
  Bond              
  AMPI Second Private of Domestic Unsecured   Financial assets at fair value through profit 1,000 100,500 100,500  
  Convertible Bonds or loss - current          
                 
  Limited Liability Partnership              
  Ripley Cable Holdings I, L.P. Available-for-sale financial assets – non-current - 390,987 4 390,987  
                 
ASE Test, Inc. Stock              
  The Company Parent Company Available-for-sale financial assets – non-current 10,978,776 417,193 417,193  
  MiTAC Information Technology Corp Available-for-sale financial assets – non-current 1,133,363 7,314 1 7,314  
                 
  Fund              
  CTBC ASIA PACIFIC MULTIPLE INCOME Available-for-sale financial assets – current 1,600,192 16,036 16,036  
  FUND-A              
                 
J&R Industrial Inc. Fund              
  Taishin Ta Chong Money Market Fund - Financial assets at fair value through profit 33,664,705 472,164 472,164  
      or loss - current          
  Jih Sun Money Market Fund   Financial assets at fair value through profit 1,575,019 23,029 - 23,029  
      or loss - current          
  Hua Nan Kirim Money Market Fund Financial assets at fair value through profit 2,616,592 30,962 30,962  
      or loss - current          
  Hua Nan Phoenix Money Market Fund Financial assets at fair value through profit 2,833,825 45,555 45,555  
      or loss - current          
Luchu Development Corporation Stock              
  Powerchip Technology Corporation Available-for-sale financial assets – non-current 1,677,166 27,530 27,530  
                 
A.S.E. Holding Limited Stock              
  Global Strategic Investment Inc. Available-for-sale financial assets – non-current 490,000 US$ 414 thousand 3 US$ 414 thousand  
  SiPhoton, Inc. Available-for-sale financial assets – non-current 544,800 * 4    
  Global Strategic Investment, Inc. (Samoa) - Available-for-sale financial assets – non-current 869,891 US$ 1,253 thousand 2 US$ 1,253 thousand  
                 
J & R Holding Limited Stock              
  The Company Parent Company Available-for-sale financial assets – non-current 46,703,763 US$ 54,067 thousand 1 US$ 54,067 thousand  

 

 

(Continued)

 

- 96
 

TABLE 3

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

MARKETABLE SECURITIES HELD 

DECEMBER 31, 2015 

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

 

December 31, 2015

Held Company Name

Marketable Securities Type and Name

Relationship with the Company

Financial Statement Account` 

Shares/Units

Carrying Value

Percentage of Ownership (%)

Fair Value

Note

  Limited Liability Partnership              
  Crimson Velocity Fund, L.P. Available-for-sale financial assets – non-current US$ 1,597 thousand US$ 1,597 thousand  
  H&QAP Greater China Growth Fund, L.P. - Available-for-sale financial assets – non-current US$ 1,011 thousand 8 US$ 1,011 thousand  
                 
ASE Test Limited Stock         7    
  The Company Parent Company Available-for-sale financial assets – non-current 88,200,472 (Note) US$ 102,106 thousand 1 US$ 102,106 thousand  
                 
Shanghai Ding Hui Real Fund              
Estate Development 180 ETF Financial assets at fair value through profit 47,825 CNY 153 thousand CNY 153 thousand  
Co., Ltd.     or loss - current          
  300 ETF Financial assets at fair value through profit 39,700 CNY 150 thousand CNY 150 thousand  
      or loss - current          
  Stock              
  Gree Electric Applicances, Inc. Of Zhuhai Financial assets at fair value through profit 28,000 CNY 626 thousand CNY 626 thousand  
      or loss - current          
  Saic Motor Corporation Limtied Financial assets at fair value through profit 19,250 CNY 408 thousand   CNY 408 thousand  
      or loss - current          
  Shenyang Toly Bread Co., Ltd. Financial assets at fair value through profit 1,000 CNY 39 thousand CNY 39 thousand  
      or loss - current          
USINC Stock              
  Allied Circuit Co., Ltd. Available-for-sale financial assets – current 827,009 14,307 2 14,307  
  Universal Venture Capital Investment Corporation Available-for-sale financial assets – non-current 6,200,00 35,789 5 35,780  
  Plasmag Technology Inc. Available-for-sale financial assets – non-current 733,000   2    
                 
Huntington Holdings Stock - Financial assets at fair value through profit 5,548,800 US$ 379 thousand US$ 379 thousand  
International Co., Ltd. United Pacific Industrial Ltd.   or loss - current          
      Financial assets at fair value through profit 9,633 US$ 200 thousand - US$ 200 thousand  
  Cadence Design SYS Inc. or loss - current          
      Financial assets at fair value through profit 1,439,500 US$ 818 thousand 20 US$ 818 thousand  
  Solid Gain Investments Ltd. - or loss - current          
                 
  Preferred stock              
  Techgains I Corporation Available-for-sale financial assets – non-current 526,732 US$ 268 thousand 10 US$ 268 thousand  
  Techgains II Corporation Available-for-sale financial assets – non-current 669,705 US$ 197 thousand 4 US$ 197 thousand  
                 
Unitech Holdings Stock              
International Co., Ltd. United Pacific Industrial Ltd. Financial assets at fair value through profit 5,613,600 US$ 384 thousand US$ 384 thousand  
      or loss - current          
  WacomCo., Ltd. Available-for-sale financial assets – non-current 1,200,000 US$ 4,805 thousand 1 US$ 4,805 thousand  
  Sequans Communications S.A. Available-for-sale financial assets – non-current 370,554 US$ 778 thousand 1 US$ 778 thousand  
  Asia Global Venture Co., Ltd. Available-for-sale financial assets – non-current 1,000,000 US$ 454 thousand 10 US$ 454 thousand  

 

(Concluded)

 

Note:ASE, Inc.'s stocks held by ASE Test Limited, 88,200,472 shares, are all trusted without power to decide the allocation of the trust assets.

 

- 97
 

TABLE 4

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL 

FOR THE YEAR ENDED DECEMBER 31, 2015 

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

 

          Beginning Balance   Acquisitions     Disposal     Ending Balance  

Company Name 

Marketable Securities;
Type and Name

Financial Statement Account

Counter-party 

Nature of
Relationship

Share
Units

Amount
(Note 1)

Shares/
Units

Amount

Shares/
Units

Amount 

Carrying
Value

Gain/Loss on Disposal

Shares/
Unit 

Amount
(Note 1)

The Company Fund                          
  Mega Diamond Money Market Fund Available-for-sale financial assets – current 32,504,205 $ 400,007 $ – 32,504,205 $ 400,085 $ 400,000 $ 85 $ –
  Stock                          
  USI Investments accounted for using the equity method (Note 2) Subsidiary 1,625,015,916 36,706,080 1,585,412,694 36,214,968 36,218,502 (3,534) 39,603,222 1,187,548
  USINC Investments accounted for using the equity method (Note 2) Subsidiary 990,080,566 36,214,968 990,080,566 44,733,359
  ASEEE Investments accounted for using the equity method (Note 3) Joint Venture 61,809,660 618,097 61,809,660 613,841
  SPIL Investments accounted for using the equity method (Note 4) Associate 779,000,000 25,055,000 779,000,000 35,423,058
ASE Test, Inc. Fund                          
  UPAMC James Bond Money Market Fund Available-for-sale financial assets – current 18,289,114 300,338 18,187,991 300,000 36,477,105 601,787 600,000 1,787
  CTBC Hua-win Money Market Fund Available-for-sale financial assets – current 27,717,723 300,033 27,717,723 301,242 300,000 1,242
  FUBON CHI-HSIANG Money Market Fund Available-for-sale financial assets – current 25,850,193 400,000 25,850,193 400,257 400,000 257
  Stock                          
  Auto Enterprises Limited Investments accounted for using the equity method (Note 5) Subsidiary 140,000,000 3,351,112 48,000,000 1,507,200 188,000,000 4,490,553
J&R Industrial Inc. Fund                          
  Taishin 1699 Money Market Fund Financial assets at fair value through profit or loss – current 34,302,310 455,720 14,256,665 190,000 48,558,973 646,223 644,000 2,223 -
  Taishin Ta Chong Money Market Fund Financial assets at fair value through profit or loss – current 33,664,705 470,066 33,664,705 472,164
Alto Enterprises Limited Capital                          
  ASE Investment (Kun Shan) Limited Investments accounted for using the equity method (Note 5) Subsidiary US 55,957 thousand US$ 48,000 thousand US$ 88,752 thousand
ASE Investment Capital                          
(Kun Shen) Limited ASE (Kun Shan) Inc. Investments accounted for using the equity method (Note 5) Subsidiary US$ 55,981 thousand US$ 48,000 thousand US$ 88,805
USISH Capital                          
  Universal Global Technology (Shanghai) Co., Ltd. Investments accounted for using the equity method (Note 5) Subsidiary CNY 341,705 thousand - CNY 800,000 thousand CNY 727,596 thousand
USIE Stock                          
  USISH Investments accounted for using the equity method Subsidiary 895,874,563 US$ 834,449 thousand US$ 319,785 thousand US$ 52,456 thousand US$ 232,972 thousand 1,683,749,126 US$ 814,021 thousand

 

  

Note 1: The ending balance of Long-Term Stock Investment-Equity Method includes share of profits/losses of investees and other related adjustment to equity. The ending balance of other financial assets includes the adjustment to fair value.
Note 2: USI, Inc divided from Universal Scientific Industrial Co., Ltd.
Note 3: Joint venture with TDK Corporation
Note 4: Public Tender Offer
Note 5: Capital Increase by Cash

 

- 98
 

TABLE 5

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

ACQUISITION OF INDIVIDUAL REAL ESTATE PROPERTIES AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL 

FOR THE YEAR ENDED DECEMBER 31, 2015 

(Amounts In Thousands of New Taiwan Dollars)

 

             

Prior Transaction of Related Counter-party 

     

Company Name

Type of Property

Transaction Date

Transaction
Date
(Tax exclude) 

Payment Term 

Counter-party 

Nature of Relationships 

Owner

Relationships

Transfer Date

Amount

Price Reference 

Purpose of Acquisition

Other Terms 

The Company No. 1, Chuangyi N. Rd. in Nantze 2nd Export Processing Zone, Kaohsiung City June 04, 2015 $ 1,718,000 Paid HC Associate $ – Based on independent professional appraisal reports To facilitate the future production expansion plan None
  No. 66, Yenfa Rd. in Nantze 2nd Export Processing Zone, Kaohsiung City June 04, 2015 748,000 Paid HC Associate Based on independent professional appraisal reports To facilitate the future production expansion plan None
  The building construction of foreign worker dormitory of ASE’s Kaohsiung factory January 01, 2015~December 31, 2015 504,600 There is 37,800 thousand will be paid after acceptance check. HU Hwa Construction Co., Ltd. Associate Based on independent professional appraisal reports To manage the demand for accommodation resulted from the recruitment accommodation safety and quality for foreign workers None
  Facilities and equipment of ASE’s Kaohsiung factory January 01, 2015~December 31, 2015 355,282 There is 121,521 thousand will be paid after acceptance check. Kun Lin Engineering Co., Ltd. Request for quotation price comparison and price negotiation Facilities and equipment expansion None
  Facilities and equipment of ASE’s Kaohsiung factory January 01, 2015~December 31, 2015 337,374 There is 55,130 thousand will be paid after acceptance check. Hyun Chang Enterprise Co., Ltd. Request for quotation price comparison and price negotiation Facilities and equipment expansion None
  Facilities and equipment of ASE’s Kaohsiung factory January 01, 2015~December 31, 2015 310,414 There is 62,600 thousand will be paid after acceptance check. Aircare Engineering Corp. Request for quotation price comparison and price negotiation Facilities and equipment expansion None
  Facilities and equipment of ASE’s Kaohsiung factory January 01, 2015~December 31, 2015 307,000 There is 184,200 thousand will be paid after acceptance check. Aqualab Inc. Request for quotation price comparison and price negotiation Facilities and equipment expansion None
ASE Assembly & Test (Shanghai) Limited New plants of ASE Group Zhangjiang 2nd phase project May 05, 2015~December 24, 2015 548,465 There is 90,747 thousand will be paid after acceptance check. China MCC20 Group Corp. Ltd. Bidding, price comparison and price negotiation To facilitate the future production expansion plan None

 

 

- 99
 

TABLE 6

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL 

FOR THE YEAR ENDED DECEMBER 31, 2015 

(Amounts In Thousands of New Taiwan Dollars)

 

     

Transition Detials

Abnormal Transaction

Notes/Accounts Payable or Receivable

Buyer

Related Party

Relationships

Purchases/
Sales

Amount

% to Total

Payment Terms

Unit Price 

Payment Terms 

Ending Balance

% to Total

Note

The Company ASE (Shanghai) Inc. Subsidiary Purchases $ 1,713,266 6 Net 60 days from the end of the month of when invoice is issued $ – $ (433,581) (6) Note
  ASE Electronics Inc. Subsidiary Purchases 1,990,597 6 Net 60 days from the end of the month of when invoice is issued (475,673) (6) Note
  ISE Labs, Inc. Subsidiary Sales (121,374) Net 45 days from invoice date 30,216 Note
  Universal Scientific Industrial Co., Ltd. Subsidiary Sales (9,083,160) (10) Net 60 days from the end of the month of when invoice is issued 2,220,182 14 Note
  ASE Japan Co., Ltd. Subsidiary Sales (116,993) Net 60 days from the end of the month of when invoice is issued 18,075 Note
ASE Assembly & Test (Shanghai) Limited ASE (Shanghai) Inc. Associate Purchases 399,553 13 Net 60 days from the end of the month of when invoice is issued (68,869) (11) Note
  ASE Electronics Inc. Associate Purchases 212,770 7 Net 60 days from the end of the month of when invoice is issued (47,235) (8) Note
Advanced Semiconductor Engineering (HK) Limited ASE (Shanghai) Inc. Parent company Purchases 1,059,036 100 Net 60 days from invoice date (306,358) (100) Note
ASE Electronics (M) Sdn. Bhd. ASE Electronics Inc. Associate Purchases 380,496 26 Net 60 days from invoice date (61,229) (24) Note
ISE Labs, Inc. The Company The Ultimate Parent of the Company Purchases 121,374 47 Net 45 days from invoice date (30,295) (38) Note
Universal Scientific Industrial Co., Ltd. The Company The Ultimate Parent of the Company Purchases 9,083,160 30 Net 60 days from the end of the month of when invoice is issued (2,214,594) (62) Note
ASE Japan Co., Ltd. The Company The Ultimate Parent of the Company Sales 116,993 50 Net 60 days from the end of the month of when invoice is issued (18,101) (22) Note
ASE (Shanghai) Inc. The Company The Ultimate Parent of the Company Sales (1,713,266) (39) Net 60 days from the end of the month of when invoice is issued 435,484 48 Note
  ASE Assembly & Test (Shanghai) Limited Associate Sales (399,553) (9) Net 60 days from invoice date 68,869 8 Note
  Advanced Semiconductor Engineering (HK) Limited Subsidiary Sales (1,059,036) (24) Net 90 days from the end of the month of when invoice is issued 306,358 34 Note
ASE Electronics Inc. The Company The Ultimate Parent of the Company Sales (1,990,597) (50) Net 60 days from the end of the month of when invoice is issued 494,337 51 Note
  ASE Electronics (M) Sdn. Bhd. Associate Sales (380,496) (10) Net 60 days from the end of the month of when invoice is issued 61,337 6 Note
  ASE Assembly & Test (Shanghai) Limited Associate Sales (212,770) (5) Net 60 days from the end of the month of when invoice is issued 47,876 5 Note
  Universal Global Technology Co., Limited Associate Sales (305,682) (8) Net 60 days from the end of the month of when invoice is issued 115,072 12 Note

 

 

 

(Continued)

 

- 100
 

TABLE 6

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL 

FOR THE YEAR ENDED DECEMBER 31, 2015 

(Amounts In Thousands of New Taiwan Dollars)

 

     

Transition Detials

Abnormal Transaction

Notes/Accounts Payable or Receivable

Buyer

Related Party

Relationships

Purchases/
Sales

Amount

% to Total

Payment Terms

Unit Price

Payment Terms

Ending Balance

% to Total

Note

Suzhon ASEN Semiconductors Co., Ltd. NXP Semiconductors Taiwan Ltd. Subsidiary of the company has significant influence over Suzhou ASEM Semiconductors Co., Ltd. – Subsidiary of NXP B.V. Sales $ (1,924,007) (39) Net 90 days from the end of the month of when invoice is issued $ – $ 668,998 51 Note
USI Electronics Universal Global Industrial Associate Purchase CNY 738,134 thousand 20 T/T 75 days (CNY 149,480 thousand) (13) Note
(Shenzhen) Co., Ltd. Co., Limited   Sales (CNY 2,596,129 thousand) (54) T/T 75 days CNY 649,947 thousand 54 Note
              (CNY 903,017 thousand) (48) Note
Universal Scientific Industrial (Shanghai) Co., Ltd. Universal Global Technology Co., Limited Subsidiary Purchases CNY 1,809,909 thousand 22 T/T 75 days     Note
  Universal Global Industrial Co., Limited Subsidiary Sales (CNY 35,722 thousand) T/T 75 days CNY 12,184 thousand 1 Note
  USI Electronics
(Shenshen) Co., Ltd.
Subsidiary Sales (CNY 34,959 thousand) T/T 75 days CNY 329 thousand Note
Universal Global Technology Co., Limited Universal Scientific Industrial (Shanghai) Co., Ltd. Parent company Sales (US$  288,558 thousand) (68) T/T 75 days US$ 139,083 thousand 93 Note
  Universal Global Technology (Kunshen) Co., Ltd Associate Sales (US$ 137,121 thousand) (32) T/T 75 days US$ 10,721 thousand 7 Note
  ASE Electronics Inc. Associate Purchases 305,682 2 Net 60 days from the end of the month of when invoice is issued - - (115,072) (1) Note
Universal Global USI Electronics Associate Purchases US$ 417,234 thousand 54 T/T 75 days (US$ 100,090 thousand) (58) Note
Industrial Co. Limited (Shenshen) Co., Ltd.   Sales (US$107,966 thousand) (14) T/T 75 days US$ 21,927 thousand 12 Note
  Universal Scientific Industrial (Shanghai) Co., Ltd. Parent companies Purchases US$ 5,707 thousand 1 T/T 75 days (US$ 1,876 thousand) (1) Note
  Universal Global Scientific Associate Purchases US$ 9,520 thousand 1 T/T 75 days (US$ 1,143 thousand) (1) Note
  Industrial Co. Ltd   Sales (US$544,423 thousand) (70) T/T 75 days US $121,600 68 Note
  Universal Global Technology Associate Purchases US$ 241,229 thousand 31 T/T 75 days (US$ 31,576 thousand) (18) Note
  (Kunshen) Co., Ltd   Sales (US$ 11,791 thousand) (2) T/T 75 days US$ 2,144 thousand 1 Note
Universal Global Universal Global Industrial Associate Purchases 17,349,315 89 T/T 75 days (3,989,043) (88) Note
Scientific Industrial
Co., Ltd.
Co., Limited   Sales (273,913) (1) T/T 75 days 76,102 (1) Note
  Universal Scientific Industrial (Shanghai)
Co., Ltd.
Parent companies Sales (226,300) (1) T/T 75 days Note
  USI Electronics
(Shenshen) Co., Ltd.
Associate Sales (149,600) (1) T/T 75 days Note
  Universal Scientific Industrial Co., Ltd. Associate Sales (1,496,637) (7) T/T 75 days 329,214 6 Note
Universal Global Technology (Kunshen) Co., Ltd Universal Global Technology Co., Limited Associate Purchases CNY 853,882 thousand 46 T/T 75 days (CNY 69,615 thousand) (22) Note
  Universal Global Industrial Associate Purchases CNY 73,828 thousand 4 T/T 75 days (CNY 13,922 thousand) (4) Note
  Co., Limited   Sales (CNY 1,497,895 thousand) (66) T/T 75 days CNY 206,744 thousand 45 Note

 

 

Note 3: Amount was included principal and interest. (Concluded)

 

- 101
 

TABLE 7

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

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

DECEMBER 31, 2015

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

  

        Turnover Rate

Overdue (Note 1)

Amounts Received Allowance for

Company Name

Related Party

Relationships

Ending Balance (Note 1)

(Note 2)

Amount

Actions Taken

in Subsequent Period

Bad Debts

The Company Universal Scientific Industrial Co., Ltd. Subsidiary $2,220,182 (Note 5) 3 $6.173 Continued collection $1,766,202 $       –         
ASE Electronics Inc. The Company The Ultimate Parent of the Company 700,456 (Note 5) 4 406,076
  Universal Global Technology Co., Ltd. Associate 115,072 (Note 5) 5 94,561
Omniquest Industrial Limited The Company Parent Company 1,641,250 (Notes 3, 5)
ISE Labs, Inc. J & R Holding Limited Parent company 1,510,312 (Notes 3, 5)
Anstock II Limited J & R Holding Limited Parent company 9,810,065 (Notes 3, 5) 61,040
Anstock Limited ASE Assembly & Test (Shanghai) Limited Associate 3,293,743 (Notes 3, 5)
A.S.E. Holding Limited The Company Parent company 2,757,300 (Notes 3, 5)
ASE Test, Inc. The Company Parent company 7,320,710 (Notes 3,4,5) 590,421
  ASE Corporation Associate 900,000 (Notes 3, 5)
ASE Test Limited The Company The Ultimate Parent of the Company 4,037,475 (Notes 3, 5)
  A.S.E. Holding Limited Associate 1,663,540 (Notes 3, 5)
  Omniquest Industrial Limited Associate 1,644,277 (Notes 3, 5)
ASE Singapore Pte. Ltd. A.S.E. Holding Limited Associate 394,118 (Notes 3, 5)
ASE (Korea) Inc. The Company The Ultimate Parent of the Company 2,627,294 (Notes 3, 5) 241
  ASE WeiHai Inc. Subsidiary 1,643,994 (Notes 3, 5)
J & R Holding Limited The Company Parent company 9,256,650 (Notes 3, 5)
  Global Advanced Packaging Technology  Limited, Cayman Islands. Subsidiary 2,471,186 (Notes 3, 5)
  Anstock Limited Subsidiary 801,897 (Notes 3, 5)
  ASE WeiHai Inc. Associate 1,380,065 (Notes 3, 5)
  ASE Assembly & Test (Shanghai) Limited Associate 560,401 (Notes 3, 5)
  Imnosource Limited Associate 723,447 (Notes 3, 5)
  Real Tech Holdings Limited Associate 2,134,808 (Notes 3, 5)
Imnosource Limited The Company Parent company 722,150 (Notes 3, 5)
J&R Industrial Inc. The Company The Ultimate Parent of  the Company 190,000 (Notes 3, 5)
  ASE Electronics Inc. Associate 190,000 (Notes 3, 5)

 

 (Continued)

 

- 102
 

TABLE 7

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

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

DECEMBER 31, 2015 

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

 

 

Appendix 3.table7b

 

        Turnover Rate Overdue (Note 1) Amounts Received Allowance for
Company Name Related Party Relationships Ending Balance (Note 1) (Note 2) Amount Actions Taken in Subsequent Period Bad Debts
Global Advanced Packaging Technology, Limited Cayman Islands The Company The Ultimate Parent of the Company $1,956,675 (Notes 3,5) $                – $                          – $                   –
ASE Japan Co., Ltd. J & R Holding Limited Parent company 2,264,165 (Notes 3,5)
ASE Corporation The Company The Ultimate Parent of the Company 900,000 (Notes 3,5)
ASE (Shanghai) Inc. The Company The Ultimate Parent of the Company 435,484 (Note 5) 3 40,311 Continued collection 105,042
  Advanced Semiconductor Engineering (HK) Limited Subsidiary 306,358 (Note 5) 3 1,772 Continued collection 100,053
  ASE WeiHai Inc. Associate 164,556 (Notes 3,5)
Shanghai Ding Hui Real Estate Development Co., Ltd. Kun Shan Ding Hong Real Estate Development Co.,  Ltd. Subsidiary 570,852 (Notes 3,5) 750
USI Enterprise Limited The Company The Ultimate Parent of the Company 2,626,000 (Notes 3,5)
  J & R Holding Limited Associate 6,402,296 (Notes 3,5) 6.663
  USI Inc. Parent company 2,233,090 (Notes 3,5)
Huntington Holdings International Co. Ltd. The Company The Ultimate Parent of the Company 1,805,375 (Notes 3,5)
Real Tech Holdings Limited The Company The Ultimate Parent of the Company 3,939,000 (Notes 3,5)
Suzhou ASEN Semiconductors Co., Ltd. NXP Semiconductors Taiwan Ltd. Subsidiary of the company has significant influence over Suzhou ASEN Semiconductors  Co., Ltd. 683,680   3  
USI Electronics (Shenzhen) Co., Ltd. Universal Scientific Industrial (Shanghai) Co., Ltd. Associate CNY 650,086 thousand (Note 5) 4 CNY 249,196 thousand
  Universal Global Technology (Shanghai) Co., Ltd. Associate CNY 261,002 thousand (Note 5)
Universal Scientific Industrial (Shanghai) Co., Ltd. Universal Global Technology (Shanghai) Co., Ltd. Subsidiary CNY 393,196 thousand (Note 5)
  USI Electronics (Shenzhen) Co., Ltd. Subsidiary CNYI 289,096 thousand (Note 5)
Universal Global Technology Co., Limited Universal Scientific Industrial (Shanghai) Co., Ltd. Parent company US$ 139,153 thousand (Note 5) 4 US$ 49,939 thousand
  Universal Global Technology (Kunshan) Co., Ltd. Associate US$ 10,721 thousand (Note 5) 5
  USI Electronics (Shenzhen) Co., Ltd. Subsidiary US$ 43,119 thousand (Note 5) US$ 43,119 thousand
Universal Global Industrial Co., Limited USI Electronics (Shenzhen) Co., Ltd. Associate US$ 23,084 thousand (Note 5) 4 US$ 6,589 thousand
  Universal Global Scientific Industrial Co., Ltd. Associate US$ 121,863 thousand (Note 5) 5 US$46,803 thousand
Universal Global Scientific Industrial Co., Ltd. Universal Scientific Industrial Co., Ltd. Associate 345,070 (Note 5) 4 2,563 Continued collection 273,537
Universal Global Technology (Kunshan) Co., Ltd. Universal Global Industrial Co., Limited Associate CNY 206,744 thousand (Note 5) 6 CNY 63,666 thousand

 

 

(Continued)

 

- 103
 

Note 1: Include Accounts receivables and Other receivables

Note 2: Exclude other receivables 

Note 3: Intercompany Loan, please refer to Table 1. 

Note 4: Turnkey transaction. 

Note 5: All the transactions had been eliminated when preparing consolidated financial statements.

 

- 104
 

TABLE 8

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE 

FOR THE YEAR ENDED DECEMBER 31, 2015 

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

 

 

        Original Investment Amount Balance as of December 31, 2015 Net Income Share of Profits/
Losses
 
Investor Company Investee Company Location Main Businesses and Products December 31, 2015 December 31, 2014 Shares Percentage of Ownership Carrying Value (Losses) of the Investee of Investee (Note 1) Note
The Company A.S.E. Holding Limited Bermuda Investment activities US $ 283,966  thousand US$ 283,966 thousand 243,966 100 $ 15,251,124 $ 498,485 $ 480,474 Subsidiary
  J & R Holding Limited Bermuda Investment activities US$ 479,693  thousand US$ 479,693 thousand 435,128 100 47,271,666 2,304,578 2,049,623 Subsidiary
  ASE Marketing & Service Japan Co., Ltd. Japan Engaged in marketing and sales services JPY 60,000  thousand JPY 60,000 thousand 1,200 100 27,986 2,082 2,082 Subsidiary
  Omniquest Industrial Limited British Virgin Islands Investment activities US$ 250,504  thousand US$ 250,504 thousand 250,504,067 71 11,140,252 233,728 198,948 Subsidiary
  Innosource Limited British Virgin Islands Investment activities US$ 86,000  thousand US$ 86,000 thousand 86,000,000 100 3,998.959 67,639 77,641 Subsidiary
  HCK Taiwan Engaged in the leasing of real estate properties $ 390,470 $ 390,470 35,497,273 27 332,444 (35,497) (9,794) Associate
  HC Taiwan

Engaged in the development, construction and leasing of

real estate properties

2,845,911 2,845,913 68,629,782 26 1,313,499 701,551 64,151 Associate
                       
  USI Taiwan

Engaged in the manufacturing, processing and sale of

computers, computer peripherals and related accessories

520,490 21,356,967 39,603,222 99 1,187,548 776,524 1,200,793 Subsidiary
                       
  ASE Test, Inc. Taiwan Engaged in the testing of semiconductors 20,698,867 20,698,867 851,997,366 100 29,586,903 2,905,510 2,883,511 Subsidiary
  USINC Taiwan Investment activities 20,816,477 990,00,566 99 44,753,359 1,427,299 1,239,134 Subsidiary
  Luchu Development Corporation Taiwan Engaged in the development of real estate properties 1,366,238 1,366,238 131,961,457 67 1,332,571 (2,276) (1,527) Subsidiary
  ASEFF Taiwan Engaged in the production of embedded substrate 618,097 61,809,660 51 613,841 (8,375) (4,274) Associate
  SPIL Taiwan

Engaged in the assembly, testing and turnkey services

of integrated circuits

35,055,000 779,000,000 24 35,423,048 8,762,257 410,37 Associate
  AMPI Taiwan Engaged in integrated circuit 178,861 178,861 33,308,452 18 40,216 (217,534) (58,390) Associate
                       
ASE Test, Inc. Alto Enterprises Limited British Virgin Islands Investment activities US$ 188,000 thousand US$ 140,000 thousand 188,000,000 100 4,490,553 (163,043) (Note 2) Subsidiary
  Super Zone Holdings Limited Hong Kong Investment activities US$ 100,000 thousand US$ 100,000 thousand 100,000,000 100 3,332,370 83,754 (Note 2) Subsidiary
  Luchu Development Corporation Taiwan Engaged in the development of real estate properties 372,504 372,504 37,250,448 19 376,082 (2,276) (Note 2) Subsidiary
                       
A.S.E. Holding Limited ASE Test Limited Singapore Investment activities US$ 84,889 thousand US$ 84,889 thousand 11,148,000 10 US$ 102,629 US$ 57,830 thousand (Note 2) Subsidiary
  ASE Investment (Labuan) Inc. Malaysia Investment activities US$ 168,643 thousand US$ 168,643 thousand 168,642,842 70 US$ 343,531 thousand US$ 14,196 thousand (Note 2) Subsidiary
                       
J & R Holding Limited ASE Test Limited Singapore Investment activities US$ 964,524 thousand US$ 964,524 thousand 98,276,087 90 US$ 1,028,767 thousand US$ 57,830 thousand (Note 2) Subsidiary
  Omniquest Industrial Limited British Virgin Islands Investment activities US$ 30,200 thousand US$ 30,200 thousand 30,200,000 8 US$ 41,954 thousand US$ 7,478 thousand (Note 2) Subsidiary
  J&R Industrial Inc. Taiwan Engaged in leasing equipment and investing activity US$ 51,344 thousand US$ 51,344 thousand 170,000,006 100 US$ 30,394 thousand US$ 146 thousand (Note 2) Subsidiary
                       
  ASE Japan Co., Ltd. Japan Engaged in the packaging and testing of semiconductors US$ 25,606 thousand US$ 25,606 thousand 7,200 100 US$ 70,861 thousand US$ 788 thousand (Note 2) Subsidiary
  ASE (U.S.) Inc. U.S.A. After–sales service and sales support US$ 4,600 thousand US$ 4,600 thousand 1,000 100 US$ 12,014 thousand US$ 1,068 thousand (Note 2) Subsidiary
  Global Advanced Packaging Technology Limited, Cayman Islands British Cayman Islands Investment activities US$ 190,000 thousand US$ 190,000 thousand 190,000,000 100 US$ 328,528 thousand US$ 13,060 thousand (Note 2) Subsidiary
                        
  Anstock Limited British Cayman Islands Investment activities US$ 10 thousand US$ 10 thousand 10,000 100 US$ 602 thousand (US$ 18 thousand) (Note 2) Subsidiary
  Anstock II Limited British Cayman Islands Investment activities US$ 10 thousand 10 thousand 10,000 100 US$ 34 thousand US$ 90 thousand (Note 2) Subsidiary
                       
ASE Investment (Labuan) Inc. ASE (Korea) Inc. Korea Engaged in the packaging and testing of semiconductors US$ 160,000 thousand US$ 160,000 thousand 20,741,363 100 US$ 490,753 thousand US$ 13,955 thousand (Note 2) Subsidiary
                       
ASE Test Limited ASE Holdings (Singapore) Pte Ltd Singapore Investment activities US$ 65,520 thousand US$ 65,520 thousand 71,428,902 100 US$ 129,372 thousand US$ 22,127 thousand (Note 2) Subsidiary
  ASE Test Holdings, Ltd. British Cayman Islands Investment activities US$ 222,399 thousand US$ 222,399 thousand 5 100 US$ 99,491 thousand US$ 558 thousand (Note 2) Subsidiary
  ASE Test Finance Limited Mauritius Investment activities US$ - US$ 0.002 thousand - 100 (US$ 1 thousand) (Note 2) Subsidiary
  ASE Investment (Labuan) Inc. Malaysia Investment activities US$ 72,304 thousand US$ 72,304 thousand 72,304,040 30 US$ 147,228 thousand US$ 14,196 thousand (Note 2) Subsidiary
  ASE Singapore Pte. Ltd. Singapore Engaged in the packaging and testing of semiconductors US$ 55,815 thousand US$ 55,815 thousand 30,100,000 100 US$ 171,580 thousand US$ 25,319 thousand (Note 2) Subsidiary
                       
ASE Test Holdings, Ltd. ISE Labs, Inc. U.S.A Engaged in the testing of semiconductors US$ 221,145 thousand US$ 221,145 thousand 26,250,000 100 US$ 99,490 thousand US$ 558 thousand (Note 2) Subsidiary
                       
ASE Holdings (Singapore) Pte Ltd ASE Electronics (M) Sdn. Bhd. Malaysia Engaged in the packaging and testing of semiconductors US$ 60,000 thousand US$ 60,000 thousand 159,715,000 100 US$ 129,372 thousand US$ 22,127 thousand (Note 2) Subsidiary
                       
Omniquest Industrial Limited ASE Corporation British Cayman Islands Investment activities US$ 352,784 thousand US$ 352,784 thousand 352,784,067 100 US$ 493,109 thousand US$ 7,542 thousand (Note 2) Subsidiary

 

 

  

(Continued)

 

- 105
 

TABLE 8

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE 

FOR THE YEAR ENDED DECEMBER 31, 2015 

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

 

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Balance as of December 31, 2015 Net Income (Losses) of the Investee Share of Profits/
Losses of Investee (Note 1)
Note
December 31, 2015 December 31, 2014 Shares Percentage of Ownership Carrying Value
ASE Corporation ASE Mauritius Inc. Mauritius Investment activities US $ 217,800 thousand US$ 217,800 thousand 217,800,000 100 US$ 375,804 thousand US$ 4,246 thousand (Note 2) Subsidiary
  ASE Labuan Inc. Malaysia Investment activities US$ 126,184 thousand US$ 126,184 thousand 126,184,067 100 US$ 117,195 thousand US$ 3,324 thousand (Note 2) Subsidiary
ASE Labuan Inc. ASE Electronics Inc Taiwan Engaged in the production of substrates US$ 125,813 thousand US$ 125,813 thousand 398,981,900 100 US$ 116,620 thousand US$ 3,329 thousand (Note 2) Subsidiary
                       
Innosource Limited Omniquest Industrial Limited British Virgin Islands Investment activities US$ 74,000 thousand US$ 74,000 thousand 74,000,000 21 US$ 102,839 thousand US$ 7,478 thousand (Note 2) Subsidiary
ASE (Shanghai) Inc. Advanced Semiconductor Engineering (HK) Limited Hong Kong Engaged in the trading of substrates US$ 1,000 thousand US$ 1,000 thousand 100 US$ 9,191 thousand US$ 82 thousand (Note 2) Subsidiary
                       
USI Huntington Holdings International Co. Ltd. British Virgin Islands Holding company $ – $ 8,370,606 $ – $ 586,787 (Note 2) Subsidiary
  Senetex Investment Co., Ltd. Taiwan Engaged in investment activities 298 (2) (Note 2) Subsidiary
                       
USIINC Huntington Holdings International Co. Ltd. British Virgin Islands Holding company 8,370,605 255,856,840 100 45,805,518 1,552,527 (Note 2) Subsidiary
  Senetex Investment Co., Ltd. Taiwan Engaged in investment activities 1,046 (Note 2) Subsidiary
                       
Huntington Holdings International Co. Ltd. Unitech Holdings International Co. Ltd. British Virgin Islands Holding company US$ 3,000 thousand US$ 3,000 thousand 3,000,000 100 US$ 9,133 thousand (US$ 46 thousand) (Note 2) Subsidiary
  Real Tech Holdings Limited British Virgin Islands Holding company US$ 149,151 thousand US$ 149,151 thousand 149,151,000 100 US$ 1,325,826 thousand US$ 71,385 thousand (Note 2) Subsidiary
  Universal ABIT Holding Co., Ltd British Cayman Islands Holding company US$ 28,125 thousand US$ 28,125 thousand 90,000,000 100 US$ 13 thousand (US$ 1 thousand) (Note 2) Subsidiary
  Rising Capital Investment Limited British Virgin Islands Holding company US$ 6,000 thousand US$ 6,000 thousand 6,000,000 100 US$ 1,136 thousand US$ 4 thousand (Note 2) Subsidiary
  Rise Accord Limited British Virgin Islands Holding company US$ 2,000 thousand US$ 2,000 thousand 20,000 100 US$ 151 thousand US$ 22 thousand (Note 2) Subsidiary
                       
Real Tech Holdings Limited USI Enterprise Limited Hong Kong Engaged in the services of investment advisory and warehousing management US$ 210,900 thousand US$ 210,900 thousand 210,900,000 98 US$ 1,253,125 thousand US$ 75,710 thousand (Note 2) Subsidiary
                       
USISH Universal Global Technology Co., Limited Hong Kong Holding company CNY 324,185 thousand CNY 324,185 thousand 390,000,000 100 CNY 1,421,145 thousand CNY 375,551 thousand (Note 2) Subsidiary
                       
Universal Global Technology Co., Limited Universal Global Industrial Co., Limited Hong Kong Engaged in manufacturing, trading and investing activity US$ 11,000 thousand US$ 11,000 thousand 85,800,000 100 US$ 18,632 thousand US$ 1,036 thousand (Note 2) Subsidiary
  Universal Global Scientific Industrial Co., Ltd. Taiwan Engaged in the manufacturing of components of telecomm and cars and provision of related R&D services US$ 30,400 thousand US$ 30,400 thousand 98,000,000 100 US$ 83,745 thousand US$ 22,578 thousand (Note 2) Subsidiary
                       
  USI Japan Co., Ltd. Japan Engaged in the manufacturing and sale of computer peripherals, integrated chip and other related accessories US$ 885 thousand US$ 885 thousand 6,400 100 US$ 751 thousand US$ 25 thousand (Note 2) Subsidiary
  USI @ Work, Inc. U.S.A. Merged into USI America Inc. in August 2015 US$ 250 thousand US$ 32 thousand (Note 2) Subsidiary
  Universal Scientific Industrial De Mexico S.A. De C.V. Mexico Engaged in the assembling of motherboards and computer components US$ 23,963 thousand US$ 23,963 thousand 281,085,325 100 US$ 41,731 thousand US$ 4,414 thousand (Note 2) Subsidiary
  USI America Inc. U.S.A. Engaged in the assembling of motherboards and wireless network communication and provision of related technical service US$ 9,500 thousand US$ 9,500 thousand 250,000 100 US$ 5,365 thousand US$ 153 thousand (Note 2) Subsidiary
                       
Universal Global Industrial Co., Limited Universal Scientific Industrial De Mexico S.A. De C.V. Mexico Engaged in the assembling of motherboards and computer components 1 US$ 4,414 thousand (Note 2) Subsidiary

 

(Concluded)

 

Note 1: The share of profits/losses of investee includes the effect of unrealized gross profit on intercompany transaction.
Note 2: The share of profits/losses of investee company is not reflected herein as such amount is already included in the share of profits/losses of the investor company.

 

- 106
 

TABLE 9

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INFORMATION ON INVESTMENT IN MAINLAND CHINA

FOR THE YEAR ENDED DECEMBER 31, 2015

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

 

 

Investee Company Main Business Activities Paid-in Capital Investment Method Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2015 Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three months ended December 31, 2015 Accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2015 Net income of investee as of December 31, 2015 Ownership held by the Company (direct or indirect) Investment income (loss) recognized by the Company for the [Illegible] December 31, 2015 Book value of investments in Mainland China as of December 31, 2015 Accumulated amount of investment income remitted back to Taiwan as of December 31, 2015
Remitted to Mainland China Remitted back to Taiwan
ASE (Shanghai) Inc. Engaged in the production of substrates

$ 4,236,563

(US$ 137,800 thousand)

Note 1 (1)

$ 4,398,576

(US$ 137,800 thousand)

$ – $ –

$ 4,398,576

(US$ 137,800 thousand)

$ 201,665

(CNY 6,425 thousand)

(Note 5)

100

$ 201,665

(US$ 6,425 thousand)

(Note 5)

$ 10,375,148

(US$ 316,075 thousand)

None
ASE (Kun Shan) Inc. Engaged in the packaging and texting of semiconductors

8,350,204

(US$ 268,000 thousand)

Note 1 (2)

6,843,004

(US$ 220,000 thousand)

1,507,200

(US$ 220,000 thousand)

(Note 10)

 

8,350,204

(US$ 268,000 thousand)

(230,901)

(US$ -7,194 thousand)

(Note 4)

100

(230,901)

(US$ -7,194 thousand)

(Note 4)

6,403,859

(US$ 195,091 thousand)

None
ASE Module (Shanghai) Inc. Engage in the production and sale of electronic components and printed circuit boards

383,640

(US$ 12,000 thousand)

Note 1 (3)

383,640

(US$ 12,000 thousand)

383,640

(US$ 12,000 thousand)

19,139

(US$ 605 thousand)

(Note 5)

100

19,139)

(US$ 605 thousand)

(Note 5)

616,357

(US$ 18,777 thousand)

None
ASE Assembly & Text (Shanghai) Limited Engaged in the packaging and texting of semiconductors

6,501,336

(US$ 203,580 thousand)

Note 1 (4)

5,792,530

(US$ 180,000 thousand)

5,792,530

(US$ 180,000 thousand)

417,581

(US$ 13,177 thousand)

(Note 4)

100

417,581

(US$ 13,177 thousand )

(Note 4)

10,892,636

(US$ 331,840 thousand)

None
Suzhou ASEN Semiconductors Co., Ltd. Engaged in the packaging and  testing of semiconductors

1,568,467

(US$ 48,672 thousand)

Note 1 (5)

711,180

(US$ 21,600 thousand)

711,180

(US$ 21,600 thousand)

479,965

(US$ 15,144 thousand)

(Note 5)

60

287,979

(US$ 9,086 thousand)

(Note 5)

2,257,860

(US$ 68,785 thousand)

None
ASE WeiHai Inc. Engaged in the packaging and  testing of semiconductors

4,507,081

(US$ 152,000 thousand)

Note 1 (6)

1,295,307

(US$ 40,0000 thousand)

1,295,307

(US$ 40,000 thousand)

(245,190)

(US$ -7,645 thousand)

(Note 5)

100

(245,190)

(US$ -7,645 thousand)

(Note 5)

1,714,663

(US$ 52,541 thousand)

None
Shanghai Ding Hui Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

16,345,070

(CNY 3,600,000 thousand)

(Note 2)

(Note 2)

(#2)

(145,116)

(CNY -28,561 thousand)

(Note 5)

100

(145,116)

(CNY -28,561 thousand )

(Note 5 )

19,869,203

(CNY 3,930,622 thousand)

None
Shanghai Ding Wei Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

6,908,089

CNY 1,548,000 thousand)

(Note 2)

(Note 2)

(#2)

(28,429)

(CNY -5,599 thousand)

(Note 5)

100

(28,429)

(CNY -5,599 thousand)

(Note 5)

7,749,787

(CNY 1,533,100 thousand)

None
Shanghai Ding Yu Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

4,936,538

(CNY 1,100,000 thousand)

(Note 2)

(Note 2)

(#2)

(5,468)

(CNY -1,074 thousand)

(Note 5)

100

(5,468)

(CNY -1,074 thousand)

(Note 5)

5,568,751

(CNY 1,101,637 thousand)

None
Kun Shan Ding Hong Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

3,139,662

(CNY 670,000 thousand)

(Note 2)

(Note 2)

(#2)

(1,432)

(CNY -282 thousand)

(Note 5)

100

(1,432)

(CNY -282 thousand)

(Note 5)

3,380,883

(CNY 668,823 thousand)

None
Kun Shan Ding Yue Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

1,346,415

(CNY 330,000 thousand)

(Note 2)

(Note 2)

(#2)

487

(CNY 96 thousand)

(Note 5)

100

487

(CNY 96 thousand)

(Note 5)

1,666,793

(CNY 329,733 thousand)

None
Advanced Semiconductor Engineering (China) Ltd. Engage in the packaging and testing of semiconductors

1,349,000

(US$ 100,000 thousand)

Note 1 (7)

3,149,000

(US$ 100,000 thousand)

3,149,000

(US$ 100,000 thousand)

83,753

(US$ 2,616 thousand)

(Note 4)

100

83,753

(US$ 2,6161 thousand)

(Note 4)

3,332,245

(US$ 101,515 thousand)

None
ASE Investment (Kun Shan) Limited Holding company

3,717,318

US$ 122,000 thousand)

Note 1 (8)

2,210,118

(US$ 74,000 thousand)

1,507,200

(US$ 48,000 thousand)

(Note 10)

3,717,318

(US$ 122,000 thousand)

(106,242)

(US$ -3,312 thousand)

(Note 4)

100

(106,242)

(US$ -3,312 thousand)

(Note 4)

2,913,283

(US$ 88,752 thousand)

None

 

 

(Continued)

 

- 107
 

TABLE 9

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INFORMATION ON INVESTMENT IN MAINLAND CHINA

FOR THE YEAR ENDED DECEMBER 31, 2015

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

 

Investee Company Main Business Activities Paid-in Capital Investment Method Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2015 Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the year ended December 31, 2015 Accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2015 Net income of investee as of December 31, 2015 Ownership held by the Company (direct or indirect) Investment income (loss) recognized by the Company for the year ended December 31, 2015 Book value of investments in Mainland China as of December 31, 2015 Accumulated amount of investment income remitted back to Taiwan as of December 31, 2015
Remitted to Mainland China Remitted back to Taiwan
Wuxi Tongzhi Microelectronics Co Ltd Engaged in the packing and testing of semiconductors

$ 356,682

(CNY 73,461 thousand)

(Note 2)

$ –

(Note 2)

$ – $ –

$ –

(Note 2)

$ 25,990

(CNY 5,113 thousand)

(Note 4)

100

$ 25,990

(CNY 5,113 thousand)

(Note 4)

$ 454,969

(CNY 90,004 thousand)

None
ASE Trading (Shanghai) Ltd. Engaged in trading activity

2,566

(CNY 500 thousand)

(Note 2)

(Note 2)

(Note 2)

(255)

(CNY -49 thousand)

(Note 4)

100

(255)

(CNY -49 thousand)

(Note 4)

2,279

(CNY 451 thousand)

None
Shanghai Ding Qi Property Management Co, Ltd. Engaged in the management of real estate properties

5,078

(CNY 1,000 thousand)

(Note 2)

(Note 2)

(Note 2)

(3,438)

(CNY -679 thousand)

(Note 5)

100

(3,438)

(CNY -679 thousand)

(Note 5)

1,623

(CNY 321 thousand)

None
USI Electronics (Shenzhen) Co., Ltd. Engaged in the processing and sales of computer and communication peripherals as well as business in import and export of goods and technology

2,270,625

(US$ 75,000 thousand)

Note 1 (9) 1,180,746 1,180,746

2,523,541

(CNY 496,516 thousand)

(Note 6)

76

1,965,027

(US$ 62,086 thousand)

(Note 6)

6,299,091

(US$ 191,899 thousand)

$ 1,196,256

(US$ 41,343 thousand)

Universal Scientific Industrial (Shanghai) Co., Ltd. Engaged in the designing, manufacturing and sale of electronic components

10,649,310

(CNY 2,175,924 thousand)

Note 1 (9) 1,668,233 1,668,233

3,468,871

(US$ 109,602 thousand)

(Note 6)

76

2,658,906

(US$ 84,010 thousand)

(Note 6)

26,127,903

(US$ 795,936 thousand)

None
Universal Scientific Industrial (Kunshan) Co., Ltd. Engaged in the manufacturing and sale of computer assistance system and related peripherals

383,201

(US$ 12,000 thousand)

Note 1 (9) 383,201 383,201

(86,993)

(US$ -2,749 thousand)

(Note 6)

99

(86,271)

(US$ -2,726 thousand)

(Note 6)

346,005

(US$ 10,541 thousand)

None
e-Cloud Corporation Engaged in the sale of electronic components and telecommunications equipment

147,450

(US$ 5,000 thousand)

Note 1 (11) 147,450 147,450

(Note 11)

None
Siargo (SH), Ltd. Engaged in manufacturing and sale of MEMS mass flow sensors

227,063

(US$ 7,500 thousand)

(Note 3) 3,035 3,035 None
Universal Global Technology (Kunshan) Co., Ltd. Engaged in the designing and manufacturing of electronic components

1,202,223

(CNY 250,000 thousand)

(Note 2)

(Note 2)

(Note 2)

645,853

(CNY 127,074 thousand)

(Note 6)

76

507,448

(CNY 99,842 thousand)

(Note 6)

1,749,854

(CNY 346,164 thousand)

None
Universal Global Technology (Shanghai) Co., Ltd. Engaged in the processing and sales of computer and communication peripherals as well as business in import and export of goods and technology

6,652,140

(CNY 1,330,000 thousand)

(Note 2)

(Note 2)

(Note 2)

(2,106,690)

(CNY -414,499 thousand)

(Note 6)

76

(1,644,175)

(CNY -323,497 thousand)

(Note 6)

2,782,943

(CNY 350,535 thousand)

None
Universal Global Electronics (Shanghai) Co., Ltd. Engaged in the sale of electronic components and telecommunications equipment

240,850

(CNY 50000 thousand)

(Note 2)

(Note 2)

(Note 2)

8,447

(CNY 1,662 thousand)

(Note 6)

76

6,592

(CNY 1,297 thousand)

(Note 6)

201,364

(CNY 39,835 thousand)

None
Cubuy Corporation Engaged in the sale of electronic components and telecommunications equipment

Note 1 (10)

17

(US$ 1 thousand)

(Note 6)

17

(US$ 1 thousand)

(Note 6)

(Note 12)

None

 

 

 

(Continued)

 

- 108
 

 

Investee Company

Accumulated Investment in Mainland China as of December 31, 2015

Investment Amounts
Authorized by Investment Commission, MOEA

Upper Limit on Investment

The company $ 15,203,097
(US$ 471,400 thousand)
$ 16,790,306
(US$ 576,400 thousand) (Note 9)
$- (Note 7)
ASE Test, Inc. 8,878,838
(US$ 288,000 thousand)
8,878,838
(US$ 288,000 thousand)
17,944,978 (Note 8)
USI Inc. 3,382,665 32,402,340
(US$1,027,236 thousand)
- (Note 7)

 

 

Note 1: Investments through a holding company registered in a third region. The holding companies are as follow:
  (1) ASE Mauritius Inc., ASE Corporation,Omniquest Industrial Limited,Innosource Limited and J&R Holding Limited.
  (2) ASE Mauritius Inc., Alto Enterprises Limited, Innosource Limited, ASE Corporation, Omniquest Industrial Limited and J&R Holding Limited.
  (3) Innosource Limited.
  (4) Global Advanced Packaging Technology Ltd. and J&R Holding Limited.
  (5) J&R Holding Limited.
  (6) ASE (Korea) Inc., ASE Test Limited, ASE Investment (Labuan) Inc., ASE Holding Ltd. and J&R Holding Limited.
  (7) Super Zone Holdings Limited.
  (8) Alto Enterprises Limited.
  (9) Real Tech Holdings Limited and Huntington Holdings International Co. Ltd..
  (10) Rise Accord Limited and Huntington Holdings International Co. Ltd..
  (11) Rise Capital Investment Limited and Huntington Holdings International Co. Ltd..
Note 2: Invested by companies in Mainland China.
Note 3: The company was invested by Aisa Global Venture Co. Ltd which is invested by UHI as available-for-sale. Asis Global Venture Co. Ltd disposed all of the company's shares in October, 2013, therefore as of December 31, 2015 UHI does not invest to any company in Mainland China.
Note 4: The basis for investment income (loss) recognition is from the financial statements audited and attested by R.O.C. parent company’s CPA
Note 5: The basis for investment income (loss) recognition is from the financial statements audited and attested by international accounting firm which has cooperative relationship with accounting firm in R.O.C.
Note 6: The basis for investment income (loss) recognition is from the financial statements audited and attested by other CPA in the same accounting firm wirh R.O.C. parent company’s CPA.
Note 7: Pursuant to the Jing-Shen-Zi Letter No. 09704604680 of the Ministry of Economic Affairs, R.O.C amended 'Guidelines Governing the Review of Investment or Technical Cooperation in the Mainland Area' dated on August 29, 2008, as the Company has obtained the certificate of being qualified for operating headquarters, issued by the Industrial Development Bureau, MOEA, the ceiling amount of the investment in Mainland China is not applicable to the Company. (Approved on Augest 13th, 2015.)
Note 8: The upper limit on investment of ASET, Inc is calculated as follow: $29,908,297× 60% = 17,944,978
Note 9: USD $60,000 thousand was directly remitted by the subsidiary, ASE (Korea), and USD $25,000 thousand was by means of Debt for Equity Swap. Therefore, there is USD$85,000 thousand difference between MOEA approved investment amount and accumulated outflow of investment from Taiwan.   
Note 10: It was the same fund that ASET, inc indirectly invested to ASE Investment (KS) through another comapny in 3rd area and than invested to ASEKS.
Note 11: e-Cloud Corporation was liquidated in December 2013.
Note 12: Cubuy Corporationwas liquidated in July 2014.

 

 

- 109
 

TABLE 10

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2015

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

 

       

Intercompany Transactions

No.

Company Name

Related Party

Nature of Relationships

Financial State

Amount (Note)

Terms

Percentage of Consolidated Net Revenue of Total Assets

0 The Company ASE Test Inc. Parent company of subsidiary Other payables $ 7,320,608   2
    USI Parent company of subsidiary Trade receivables 2,220,182   1
      Parent company of subsidiary Operating revenues 9,083,160 The transaction has the same terms with other companies 3
      Parent company of subsidiary Non-operating expenses 604,226 The transaction has the same terms with other companies -
    ASE (Shanghai) Inc. Parent company of subsidiary Trade payables 433,581   -
      Parent company of subsidiary Operating costs 1,713,266 The transaction has the same terms with other companies 1
    ASE (U.S.) Inc. Parent company of subsidiary Operating expenses 834,398 It is calculated by fixed ratio based on actual expenses. There is an upper limit to the expenses. 2
              1
    ASE Electronics Inc. Parent Company of subsidiary Trade payables 475,673   -
      Parent Company of subsidiary Other payables 224,763   -
      Parent Company of subsidiary Operating costs 1,990,567 The transaction has the same terms with other companies 1-
    J & R Holding Limited Parent Company of subsidiary Other payables 9,256,650   -
    Omniqest Industrial Limited Parent Company of subsidiary Other payables 1,641,250   1
    Innosource Limited Parent Company of subsidiary Other payables 722,150   -
    ASE Test Limited Parent Company of subsidiary Other payables 4,037,475   -
    Global Advanced Packaging Parent Company of subsidiary Other payables 1,936,675   1
    Technology Limited. Cayman Islands         1
    J&R Industrial Inc. Parent Company of subsidiary Other payables 190,000   1
    ASE (Korea) Inc. Parent Company of subsidiary Other payables 2,627,294   -
    Hunnington Holdings International Co., Ltd. Parent company of subsidiary Other payables 1,805,375   1
    USI Enterprise Limited Parent company of subsidiary Other payables 2,626,000   1
    Real Tech Holding Limited Parent company of subsidiary Other payables 3,939,000   -
    ASE Corporation Parent company of subsidiary Other payables 900,000   1
    A.S.E. Holding Limited Parent company of subsidiary Operating revenues 2,757,300   1
    ASE Japan Co., Ltd Parent company of subsidiary Operating revenues 116,993 The transaction has the same terms with other companies -
    ISE Labs, Inc. Parent company to subsidiary Operating revenues 121,374 The transaction has the same terms with other companies -
               
1 ASE (Sanghai) Inc. ASE Assembly & Test (Shanghai) Limited Subsidiary to subsidiary Operating revenues 399,553 The transaction has the same terms with other companies -
    Advanced Semiconductor Engineering Subsidiary to subsidiary Trade receivables 306,358   -
    (HK) Limited   Operating revenues 1,059,036 The transaction has the same terms with other companies -
2 Shanghi Ding Hui Real Estate
Development Co. Ltd
Kun Shan Ding Hong Real Estate
Development Co., Ltd
Subsidiary to subsidiary Other receivables 570,852   -
3 A.S.E. Holdings Limited ASE Test Limited Subsidiary to subsidiary Other liabilities 431,754   -
      Subsidiary to subsidiary Other payables 1,231,786   -
    ASE Singapore Pte. Ltd Subsidiary to subsidiary Other payables 394,118   -

 

 

 

(Continued)

 

- 110
 

TABLE 10

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2015

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

  

       

Intercompany Transctions

No.

Company Name

Related Party

Nature of Relationships

Financial Statement Account

Amount (Note)

Terms

Percentage of Consolidated Net Revenue or Total Assets

4 Omniquest Industrial Limited ASE Test Limited. Subsidiary to subsidiary Other liabilities $ 1,644,277   -
               
5 J & R Holding Limited Global Advanced Packaging
Technology Limited, Cayman
Islands
Subsidiary to subsidiary Other receivables 2,471,186   1
    Innosource Limited Subsidiary to subsidiary Other assets 723,447   -
    Anstock Limited Subsidiary to subsidiary Other assets 801,897   -
    Real Tech Holdings Limited Subsidiary to subsidiary Other receivables 2,134,808   1
    ISE Labs, Inc. Subsidiary to subsidiary Other payables 984,941   -
      Subsidiary to subsidiary Other liabilities 525,371   -
    Anstock II Limited Subsidiary to subsidiary Other liabilities 9,749,025   3
    ASE Japan Co., Ltd. Subsidiary to subsidiary Other payables 2,264,163   1
    ASE Assembly & Test (Shanghai) Limited Subsidiary to subsidiary Other assets 560,401   -
    ASE WeiHai Inc. Subsidiary to subsidiary Other receivables 1,380,065   -
    USI Enterprise Limited Subsidiary to subsidiary Other payables 6,402,296   2
               
6 Anstock II Limited J & R Holding Limited Subsidiary to subsidiary Interest income 233,511   -
               
7 ASE Electronics Inc. J&R Industrial Inc. Subsidiary to subsidiary Other payables 190,000   -
    ASE Electronic (M) Sdn. Bhd. Subsidiary to subsidiary Operating revenues 380,496   -
    Universal Global Technology Co., Subsidiary to subsidiary Trade receivables 115,072   -
    Limited Subsidiary to subsidiary Operating revenues 305,682  The transaction has the same terms with other companies -
               
8 ASE Test. Inc. ASE (Korea) Inc. Subsidiary to subsidiary Disposal of property, plant and equipment 104,913   -
               
    ASE Corporation Subsidiary to subsidiary Other receivables 900,000   -
    ASE (U.S.) Inc. Subsidiary to subsidiary Operating expenses 109,470  It is calculated by fixed ratio based on actual expenses. There is an upper limit on the expenses. -
               
9 ASE Assembly & Test ASE Electronics Inc. Subsidiary to subsidiary Operating costs 212,770   -
  (Shanghai) Limited Anstock Limited Subsidiary to subsidiary Other payables 3,293,743   1
        Interest expenses 147,441   -
    Universal Scientific Industrial Subsidiary to subsidiary Salay expenses 161,083   -
    (Shanghai) Co., Ltd.          

 

(Continued)

 

- 111
 

TABLE 10

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2015

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

 

 

        Intercompany Transactions
  Company Name Related Party Nature of Relationships Financial State Amount (Note) Terms Percentage of Consolidated Net Revenue of Total Assets
10 ASE (U.S.) Inc. ASE (Korea) Inc. Subsidiary to subsidiary Operating revenues $ 134,504 It is calculated by fixed ratio based on actual expenses. There is an upper limit to the expenses. -
               
11 ASE WeiHei Inc. ASE (Korea) Inc. Subsidiary to subsidiary Other payables 1,643,994   -
    ASE (Shanghai) Inc. Subsidiary to subsidiary Other payables 164,556   -
               
12 USI Universal Global Scientific Industrial Co., Ltd. Subsidiary to subsidiary Operating costs 1,496,637   1
      Subsidiary to subsidiary Trade payables 329,214   -
               
13 USIINC USI Enterprise Limited Subsidiary to subsidiary Other payables 2,232,100   1
               
14 Universal Scientific Industrial Universal Global Technology Co., Subsidiary to subsidiary Operating costs 9,253,024   3
  (Shanghai) Co., Ltd. Limited Subsidiary to subsidiary Trade payables 4,564,733   1
    Universal Global Industrial Co., Limited Subsidiary to subsidiary Operating revenues 181,875   -
    USI Electronics (Shenzhen) Co., Ltd. Subsidiary to subsidiary Operating revenues 177,762   -
      Subsidiary to subsidiary Other receivables 1,459,713   -
    Universal Global Technology Subsidiary to subsidiary Other receivables 1,987,520   -
    (Shanghai) Co., Ltd.          
               
15 Universal Global Industrial Co., Limited

USI Electronics (Shenzhen) Co., Ltd.

Universal Global Scientific Industrial Co., Ltd.

Universal Global Technology
(Kushan) Co., Ltd.

Subsidiary to subsidiary

Subsidiary to subsidiary

Subsidiary to subsidiary

Subsidiary to subsidiary

Subsidiary to subsidiary

Subsidiary to subsidiary

Subsidiary to subsidiary

Subsidiary to subsidiary

Subsidiary to subsidiary

Operating revenues

Operating costs

Trade receivables

Trade payables

Operating revenues

Trade receivables

Operating revenues

Operating costs

Trade payables

3,419,070

13,193,279

719,766

3,285,468

17,214,934

3,991,508

373,280

7,610,976

1,036,495

 

1

5

-

1

6

1

-

3

-

               
16 Universal Global Technology Co., Limited Universal Global Technology (Kunshan) Co., Ltd. Subsidiary to subsidiary
Subsidiary to subsidiary
Operating revenues
Trade receivables

4,330,764

351,903

  2
-
    USI Electronics (Shenzhen) Co., Ltd Subsidiary to subsidiary Dividend receivable 1,415,390   -
               
               
17 Universal Global Scientific Industrial Co., Ltd. Universal Scientific Industrial (Shanghai) Co., Ltd. Subsidiary to subsidiary Operating  revenues 220,300   -
    Universal Global Industrial Co., Ltd. Subsidiary to subsidiary Operating  revenues 273,913   -
    USI Electronics (Shenzhen) Co., Ltd Subsidiary to subsidiary Operating  revenues 149,600   -
               
18 USI Electronics (Shenzhen) Co., Ltd Universal Global Scientific Industrial Co., Ltd. Subsidiary to subsidiary Other receivables 1,319,361   -

 

Note: Amount was eliminated based on the audited financial statements. (Concluded)

 

- 112

 

 

 

 

 

Appendix 4

 

Advanced Semiconductor Engineering, Inc.

2016Q3 Consolidated Financial Statements and Auditor Report

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Advanced Semiconductor Engineering, Inc. and Subsidiaries
   
  Consolidated Financial Statements for the
  Nine Months Ended September 30, 2016 and 2015 and
  Independent Accountants’ Review Report

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INDEPENDENT ACCOUNTANTS’ REVIEW REPORT

 

 

 

 

 

 

 

 

 

- 1 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS 

(In Thousands of New Taiwan Dollars) 

 

   September 30, 2016  December 31, 2015  Sptember 30, 2015
   (Reviewed)  (Adjusted and audited)  (Reviewed)
ASSETS  NT$  %  NT$  %  NT$  %
                   
CURRENT ASSETS                  
Cash and cash equivalents (Notes 4 and 6)  $37,661,420    10   $55,251,181    15   $42,409,714    12 
Financial assets at fair value through profit or loss - current  (Notes 4, 5 and 7)   813,831    -    3,833,701    1    3,142,231    1 
Available-for-sale financial assets - current (Notes 4 and 8)   70,092    -    30,344    -    15,506    - 
Trade receivables, net (Notes 4 and 9)   52,009,578    14    44,931,487    13    53,156,487    14 
Other receivables (Notes 4)   936,417    -    429,541    -    551,249    - 
Current tax assets (Note 4)   275,770    -    168,717    -    166,615    - 
Inventories (Notes 4, 5 and 10)   23,635,153    7    23,258,279    6    27,591,187    7 
Inventories related to real estate business (Notes 4, 5, 11, 23 and 34)   24,141,398    7    25,713,538    7    25,114,779    7 
Other financial assets - current (Notes 4, 12 and 34)   1,047,303    -    301,999    -    1,928,146    1 
Other current assets   2,778,234    1    2,814,053    1    3,095,559    1 
                               
Total current assets   143,369,196    39    156,732,840    43    157,171,473    43 
                               
NON-CURRENT ASSETS                              
Available-for-sale financial assets -  non-current (Notes 4 and 8)   1,103,939    -    924,362    -    904,795    - 
Investments accounted for using the equity method (Notes 4 and 13)   49,515,448    14    37,141,552    10    36,981,863    10 
Property, plant and equipment (Notes 4, 5, 14, 23 and 35)   145,208,855    40    149,997,075    41    152,981,113    42 
Goodwill (Notes 4, 5 and 15)   10,512,448    3    10,506,519    3    10,509,270    3 
Other intangible assets (Notes 4, 5, 16 and 23)   1,704,669    1    1,382,093    -    1,449,287    - 
Deferred tax assets (Notes 4 , 5 and 24)   5,236,508    1    5,156,515    2    5,128,646    1 
Other financial assets - non-current (Notes 4, 12 and 34)   1,355,254    1    345,672    -    343,516    - 
Long-term prepayments for lease (Note 17)   2,382,424    1    2,556,156    1    2,610,187    1 
Other non-current assets   238,979    -    263,416    -    371,586    - 
                               
Total non-current assets   217,258,524    61    208,273,360    57    211,280,263    57 
                               
TOTAL  $360,627,720    100   $365,006,200    100   $368,451,736    100 

 

(Continued)

 

- 2 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS 

(In Thousands of New Taiwan Dollars) 

 

   Sptember 30, 2016  December 31, 2015  Sptember 30, 2015
   (Reviewed)  (Adjusted and audited)  (Reviewed)
LIABILITIES AND EQUITY  NT$  %  NT$  %  NT$  %
                   
CURRENT LIABILITIES                              
Short-term borrowings (Note 18)  $31,008,127    9   $32,635,321    9   $45,746,588    12 
Short-term bills payable (Note 18)   1,999,342    1    4,348,054    1    -    - 
Financial liabilities at fair value through profit or loss -  current (Notes 4, 5 and 7)   3,953,520    1    3,005,726    1    2,605,077    1 
Trade payables   37,856,245    10    34,138,564    9    39,699,655    11 
Dividends payable (Note 22)                              
Other payables (Note 20)   19,875,189    6    19,194,818    5    18,396,751    5 
Current tax liabilities (Note 4)   4,015,514    1    4,551,785    1    3,828,439    1 
Advance real estate receipts (Note 4)   530,873    -    2,703,706    1    2,234,716    1 
Current portion of bonds payable (Notes 4 and 19)   9,384,865    3    14,685,866    4    2,578,343    1 
Current portion of long-term borrowings (Notes 18 and 34)   6,272,817    2    2,057,465    1    2,025,374    - 
Other current liabilities   3,500,698    1    3,180,767    1    2,799,082    1 
                               
Total current liabilities   118,397,190    34    120,502,072    33    119,914,025    33 
                               
NON-CURRENT LIABILITIES                              
Bonds payable (Notes 4 and 19)   26,871,735    7    23,740,384    7    35,804,305    10 
Long-term borrowings (Notes 18 and 34)   43,941,187    12    42,493,668    12    38,386,055    10 
Deferred tax liabilities (Notes 4, 5 and 24)   4,815,903    1    4,987,549    1    4,833,071    1 
Net defined benefit liabilities (Notes 4, 5 and 21)   4,181,619    1    4,072,493    1    4,429,291    1 
Other non-current liabilities   1,202,643    -    1,071,509    -    801,769    - 
                               
Total non-current liabilities   81,013,087    21    76,365,603    21    84,254,491    22 
                               
Total liabilities   199,410,277    55    196,867,675    54    204,168,516    55 
                               
EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Notes 4 and 22)                              
Share capital                              
Ordinary shares   79,236,226    22    79,029,290    22    78,931,576    21 
Shares subscribed in advance   272,824    -    156,370    -    209,602    - 
Total share capital   79,509,050    22    79,185,660    22    79,141,178    21 
Capital surplus   22,461,952    6    23,757,099    7    24,157,701    7 
Retained earnings (Note 13)                              
Legal reserve   14,597,032    4    12,649,145    3    12,649,145    3 
Special reserve   3,353,938    1    3,353,938    1    3,353,938    1 
Unappropriated earnings   39,184,915    11    39,899,629    11    35,277,587    10 
Total retained earnings   57,135,885    16    55,902,712    15    51,280,670    14 
Accumulated other comprehensive income   (1,655,390)   -    5,081,689    1    6,242,036    2 
Treasury shares   (7,292,513)   (2)   (7,292,513)   (2)   (7,292,513)   (2 
                               
Equity attributable to owners of the Company   150,158,984    42    156,634,647    43    153,529,072    42 
                               
NON-CONTROLLING INTERESTS (Notes 4 and 22)   11,058,459    3    11,503,878    3    10,754,148    3 
                               
Total equity   161,217,443    45    168,138,525    46    164,283,220    45 
                               
TOTAL  $360,627,720    100   $365,006,200    100   $368,451,736    100 

 

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

(With Deloitte & Touche review report dated November 7, 2016) (Concluded)

 

- 3 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 

(In Thousands of New Taiwan Dollars Except Earnings Per Share)

Reviewed, Not Audited)

 

   For the Three Months Ended September 30  For the Nine Months Ended September 30
   2016  2015  2016  2015
   NT$  %  NT$  %  NT$  %  NT$  %
                         
OPERATING REVENUES (Note 4)  $72,783,689    100   $72,870,404    100   $197,755,474    100   $207,754,374    100 
                                         
OPERATING COSTS (Notes 10, 21 and 23)   58,670,777    81    59,882,751    82    159,938,375    81    170,888,018    82 
                                         
GROSS PROFIT   14,112,912    19    12,987,653    18    37,817,099    19    36,866,356    18 
                                         
OPERATING EXPENSES (Notes 21 and 23)                                        
Selling and marketing expenses   837,656    1    923,927    1    2,569,312    2    2,675,081    1 
General and administrative expenses   2,889,746    4    2,837,288    4    8,371,727    4    7,983,571    4 
Research and development expenses   2,947,251    4    2,844,445    4    8,300,488    4    8,124,096    4 
                                         
Total operating expenses   6,674,653    9    6,605,660    9    19,241,527    10    18,782,748    9 
                                         
PROFIT FROM OPERATIONS   7,438,259    10    6,381,993    9    18,575,572    9    18,083,608    9 
                                         
NON-OPERATING INCOME AND EXPENSES                                        
Other income (Note 23)   167,694    -    127,357    -    450,061    -    425,648    - 
Other gains (losses), net (Note 23)   (640,234)   (1)   1,845,931    3    (8,281)   -    1,926,825    1 
Finance costs (Note 23)   (547,458)   (1)   (574,414)   (1)   (1,746,585)   (1)   (1,698,197)   (1 
Share of profit (loss) of associates and joint  ventures (Note 4)   456,612    1    29,322    -    1,101,234    1    (21,268)   - 
                                         
Total non-operating income and  expenses   (563,386)   (1)   1,428,196    2    (203,571)   -    633,008    - 
                                         
PROFIT BEFORE INCOME TAX EXPENSE   6,874,873    9    7,810,189    11    18,372,001    9    18,716,616    9 
                                         
INCOME TAX EXPENSE (Notes 4, 5 and 24)   975,530    1    1,127,308    2    3,816,787    2    3,579,664    2 
                                         
NET PROFIT FOR THE PERIOD   5,899,343    8    6,682,881    9    14,555,214    7    15,136,952    7 
                                         
OTHER COMPREHENSIVE INCOME (LOSS)                                        
Items that may be reclassified subsequently to profit or loss                                        
Exchange differences on translating foreign operations   (4,032,107)   (5)   4,553,560    6    (6,743,531)   (3)   1,369,632    1 
Unrealized gain (loss) on available-for-sale financial assets   (34,111)   -    18,411    -    (52,969)   -    (22,413)   - 
Share of other comprehensive income of associates and joint ventures accounted for using the equity method   (362,462)   -    (145,624)   -    (535,044)   -    (62,823)   - 

 

(Continued)

 

- 4 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 

(In Thousands of New Taiwan Dollars Except Earnings Per Share)

(Reviewed, Not Audited)

 

   For the Three Months Ended September 30  For the Nine Months Ended September 30
   2016  2015  2016  2015
   NT$  %  NT$  %  NT$  %  NT$  %
                         
Other comprehensive income for the period, net of income tax  $(4,428,680)   (5)  $4,426,347    6   $(7,331,544)   (3)  $1,284,396    1 
                                         
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD  $1,470,663    3   $11,109,228    15   $7,223,670    4   $16,421,348    8 
                                         
NET PROFIT ATTRIBUTABLE TO:                                        
Owners of the Company  $5,505,994    7   $6,368,622    9   $13,715,836    7   $14,489,257    7 
Non-controlling interests   393,349    1    314,259    -    839,378    -    647,695    - 
                                         
   $5,899,343    8   $6,682,881    9   $14,555,214    7   $15,136,952    7 
                                         
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO:                                        
Owners of the Company  $1,385,198    3   $10,528,507    14   $6,978,757    4   $15,662,754    8 
Non-controlling interests   85,465    -    580,721    1    244,913    -    758,594    - 
                                         
   $1,470,663    3   $11,109,228    15   $7,223,670    4   $16,421,348    8 
                                         
EARNINGS PER SHARE (Note 25)                                        
Basic  $0.72        $0.83        $1.79        $1.89      
Diluted  $0.64        $0.69        $1.50        $1.76      

 

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

 

(With Deloitte & Touche review report dated November 7, 2016)

(Concluded)

 

- 5 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY 

(In Thousands of New Taiwan Dollars)

(Reviewed, Not Audited)

  

  Equity Attributable to Owners of the Company
                       Other Equity            
                                          
                                         
  Share Capital    Retained Earnings  Exchange Differences on  Unrealized Gain on Available-               
  Shares           Unappropriated     Translating Foreign  for-sale           Non-controlling   
  (In Thousands)  Amounts  Capital Surplus  Legal Reserve  Special Reserve  Earnings  Total  Operations  Financial Assets  Total  Treasury Shares  Total Interests  Total Equity
BALANCE AT JANUARY 1, 2015   7,861,725   $78,715,179   $16,013,058   $10,289,878   $3,353,938   $38,737,422   $52,381,238   $4,541,761   $526,778   $5,068,539   $(1,959,107)  $150,218,907   $8,219,098   $158,438,005 
Equity component of convertible bonds issued by                                                                      
the Company (Note 18)   -    -    214,022    -    -    -    -    -    -    -    -    214,022    -    214,022 
Change in capital surplus from investments in                                                                      
associates and joint ventures accounted for using the                                                                      
equity method   -    -    3,362    -    -    -    -    -    -    -    -    3,362    -    3,362 
Profit for the nine months ended September 30, 2015   -    -    -    -    -    14,489,257    14,489,257    -    -    -    -    14,489,257    647,695    15,136,952 
Other comprehensive income (loss) for the nine                                                                      
months ended September 30, 2015, net of income tax   -    -    -    -    -    -    -    1,262,027    (88,530)   1,173,497    -    1,173,497    110,899    1,284,396 
Total comprehensive income for the nine months                                                                      
ended September 30, 2015   -    -    -    -    -    14,489,257    14,489,257    1,262,027    (88,530)   1,173,497    -    15,662,754    758,594    16,421,348 
Appropriation of 2014 earnings                                                                      
Legal reserve   -    -    -    2,359,267    -    (2,359,267)   -    -    -    -    -    -    -    - 
Cash dividends declared by the Company   -    -    -    -    -    (15,589,825)   (15,589,825)   -    -    -    -    (15,589,825)   -    (15,589,825)
    -    -    -    2,359,267    -    (17,949,092)   (15,589,825)   -    -    -    -    (15,589,825)   -    (15,589,825)
Acquisition of treasury shares   -    -    -    -    -    -    -    -    -    -    (5,333,406)   (5,333,406)   -    (5,333,406)
Issue of dividends received by subsidiaries from the                                                                      
Company   -    -    292,351    -    -    -    -    -    -    -    -    292,351    -    292,351 
Partial disposal of interests in subsidiaries and                                                                      
additional acquisition of majority-owned                                                                      
subsidiaries (Note 28)   -    -    7,197,510    -    -    -    -    -    -    -    -    7,197,510    1,712,836    8,910,346 
Spin-off of subsidiaries   -    -    (3,535)   -    -    -    -    -    -    -    -    (3,535)   3,535    - 
Issue of ordinary shares under employee share options   41,518    425,999    440,933    -    -    -    -    -    -    -    -    866,932    -    866,932 
Cash dividends distributed by subsidiaries   -    -    -    -    -    -    -    -    -    -    -    -    (232,148)   (232,148)
Additional non-controlling interest arising on issue of                                                                      
employee share options by subsidiaries   -    -    -    -    -    -    -    -    -    -    -    -    292,233    292,233 
BALANCE AT SEPTEMBER 30, 2015   7,903,243   $79,141,178   $24,157,701   $12,649,145   $3,353,938   $35,277,587   $51,280,670   $5,803,788   $438,248   $6,242,036   $(7,292,513)  $153,529,072   $10,754,148   $164,283,220 
ADJUSTED BALANCE AT JANUARY 1, 2016 (Note   7,910,428   $79,185,660   $23,757,099   $12,649,145   $3,353,938   $39,899,629   $55,902,712   $4,493,570   $588,119   $5,081,689   $(7,292,513)  $156,634,647   $11,503,878   $168,138,525 
                                                                     
Change in capital surplus from investments in                                                                      
associates and joint ventures accounted for using the                                                                      
equity method   -    -    8,283    -    -    -    -    -    -    -    -    8,283    -    8,283 
Profit for the nine months ended September 30, 2016   -    -    -    -    -    13,715,836    13,715,836    -    -    -    -    13,715,836    839,378    14,555,214 
Other comprehensive income (loss) for the nine                                                                      
months ended September 30, 2016, net of income tax   -    -    -    -    -    -    -    (6,448,846)   (288,233)   (6,737,079)   -    (6,737,079)   (594,465)   (7,331,544)
Total comprehensive income (loss) for the nine                                                                      
months ended September 30, 2016   -    -    -    -    -    13,715,836    13,715,836    (6,448,846)   (288,233)   (6,737,079)   -    6,978,757    244,913    7,223,670 

 

(Continued)

 

- 6 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY 

(In Thousands of New Taiwan Dollars)

(Reviewed, Not Audited)

 

 

   Equity Attributable to Owners of the Company
                        Other Equity            
   Share Capital  Retained Earnings  Exchange Differences on Translating  Unrealized Gain on Available-               
   Shares (In Thousands)  Amounts  Capital Surplus  Legal Reserve  Special Reserve  Unappropriated Earnings  Total  Foreign Operations  for-sale Financial Assets  Total  Treasury Shares  Total  Non-controlling Interests  Total Equity
Appropriation of 2015 earnings                                          
Legal reserve   -   $-   $-   $1,947,887   $-   $(1,947,887)  $-   $-   $-   $-   $-   $-   $-   $- 
Cash dividends declared by the Company   -    -    -    -    -    (12,476,779)   (12,476,779)   -    -    -    -    (12,476,779)   -    (12,476,779)
    -    -    -    1,947,887    -    (14,424,666)   (12,476,779)   -    -    -    -    (12,476,779)   -    (12,476,779)
Issue of dividends received by subsidiaries from the Company   -    -    233,013    -    -    -    -    -    -    -    -    233,013    -    233,013 
Actual disposal or acquisition of interest in subsidiaries (Note 28)   -    -    (20,552)   -    -    (5,884)   (5,884)   -    -    -    -    (26,436)   26,436    - 
Changes in percentage of ownership interest in subsidiaries (Note 28)   -    -    (1,912,887)   -    -    -    -    -    -    -    -    (1,912,887)   (912,886)   (2,825,773)
Issue of ordinary shares under employee share options   26,262    323,390    396,996    -    -    -    -    -    -    -    -    720,386    -    720,386 
Non-controlling interest arising from acquisition of subsidiaries (Note 27)   -    -    -    -    -    -    -    -    -    -    -    -    7,021    7,021 
Cash dividends distributed by subsidiaries   -    -    -    -    -    -    -    -    -    -    -    -    (236,426)   (236,426)
Additional non-controlling interest arising on issue of employee share options by subsidiaries   -    -    -    -    -    -    -    -    -    -    -    -    425,523    425,523 
BALANCE AT SEPTEMBER 30, 2016   7,936,690   $79,509,050   $22,461,952   $14,597,032   $3,353,938   $39,184,915   $57,135,885   $(1,955,276)  $299,886   $(1,655,390)  $(7,292,513)  $150,158,984   $11,058,459   $161,217,443 

 

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

 

(With Deloitte & Touche review report dated November 7, 2016)

(Concluded)

 

- 7 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS 

(In Thousands of New Taiwan Dollars) 

(Reviewed, Not Audited)

 

   For the Nine Months Ended September 30
   2016  2015
   NT$  NT$
       
CASH FLOWS FROM OPERATING ACTIVITIES      
Profit before income tax  $18,372,001   $18,716,616 
Adjustments for:          
Depreciation expense   21,694,771    21,750,748 
Amortization expense   343,868    421,472 
Net (gain) loss on fair value change of financial assets and liabilities at fair value through profit or loss   1,492,157    (3,196,273)
Finance costs   1,746,585    1,698,197 
Interest income   (171,615)   (192,162)
Dividend income   (20,625)   (74,374)
Compensation cost of employee share options   353,676    35,919 
Share of loss (profit) of associates and joint ventures   (1,101,234)   21,268 
Impairment loss recognized on financial assets   1,886    23,299 
Reversal of impairment loss on financial assets   (27,664)   - 
Impairment loss recognized on non-financial assets   1,199,970    154,815 
Net gain on foreign currency exchange   (1,333,438)   1,383,924 
Others   493,491    905,470 
Changes in operating assets and liabilities          
Financial assets held for trading   2,708,652    3,025,524 
Trade receivables   (7,049,447)   (257,928)
Other receivables   (189,591)   60,383 
Inventories   1,077,286    (8,570,434)
Other current assets   (179,052)   150,732 
Financial liabilities held for trading   (2,044,739)   (1,148,709)
Trade payables   3,717,681    4,288,374 
Other payables   (172,266)   (1,959,645)
Advance real estate receipts   (2,172,833)   1,754,391 
Other current liabilities   239,510    314,503 
Other operating activities items   38,013    190,377 
    39,017,043    39,496,487 
Interest received   164,867    182,419 
Dividend received   4,037,857    74,374 
Interest paid   (1,668,975)   (1,713,548)
Income tax paid   (4,838,659)   (3,735,975)
           
Net cash generated from operating activities   36,712,133    34,303,757 
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Purchase of financial assets designated as at fair value through profit or loss   (52,981,180)   (81,789,096)
Proceeds on sale of financial assets designated as at fair value through profit or loss   54,592,483    84,672,199 

 

(Continued)

 

- 8 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS 

(In Thousands of New Taiwan Dollars)

(Reviewed, Not Audited)

 

 

   For the Nine Months Ended September 30
   2016  2015
   NT$  NT$
       
Purchase of available-for-sale financial assets  $(1,192,678)  $(469,291)
Proceeds on sale of available-for-sale financial assets   867,336    1,972,254 
Cash received from return of capital by available-for-sale financial assets   28,927    30,545 
Acquisition of associates and joint ventures   (15,816,463)   (35,673,097)
Net cash outflow on acquisition of subsidiaries   (73,437)   - 
Payments for property, plant and equipment   (20,391,111)   (24,695,271)
Proceeds from disposal of property, plant and equipment   129,261    213,284 
Payments for intangible assets   (373,928)   (393,507)
Proceeds from disposal of intangible assets   5,482    - 
Increase in other financial assets   (1,754,676)   (1,265,725)
Increase in other non-current assets   (177,245)   (294,186)
           
Net cash used in investing activities   (37,137,229)   (57,691,891)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Net proceed from (repayment of) short-term borrowings   (384,911)   4,148,082 
Repayment of short-term bills payable   (2,348,712)   - 
Proceeds from issue of bonds   9,000,000    6,136,425 
Repayment of bonds payable   (10,365,135)   - 
Proceeds from long-term borrowings   48,963,098    29,382,813 
Repayment of long-term borrowings   (42,202,720)   (16,649,534)
Dividends paid   (12,243,766)   (15,297,474)
Proceeds from exercise of employee share options   792,233    854,609 
Payments for acquisition of treasury shares   -    (5,333,406)
Proceeds from partial disposal of interests in subsidiaries   -    8,910,346 
Increase (decrease) in non-controlling interests   (3,062,199)   36,517 
Other financing activities items   12,342    (1,035)
           
Net cash generated from (used in) financing activities   (11,839,770)   12,187,343 
           
EFFECTS OF EXCHANGE RATE CHANGES ON          
 THE BALANCE OF CASH AND CASH EQUIVALENTS   (5,324,895)   1,916,095 
           
NET DECREASE IN CASH AND CASH  EQUIVALENTS   (17,589,761)   (9,284,696)
           
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD   55,251,181    51,694,410 
           
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD  $37,661,420   $42,409,714 

 

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

With Deloitte & Touche review report dated November 7, 2016) (Concluded)

 

- 9 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 AND 2015  

(Amounts in Thousands, Unless Stated Otherwise)

(Reviewed, Not Audited)

 

1.GENERAL INFORMATION

 

Advanced Semiconductor Engineering, Inc. (the “Company”), a corporation incorporated in Nantze Export Processing Zone under the laws of Republic of China (the “ROC”). In August 2004, the Company merged its subsidiaries, ASE (Chung Li) Inc. and ASE Material Inc., and established Chung-Li Branch. In August 2006, the Company spun-off and assigned its substrate production business to ASE Electronics Inc. In January 2011, the Company established Nan-Tou Branch. In May 2012, the Company merged its subsidiary, PowerASE Technology, Inc. In August 2013, the Company merged its subsidiary, Yang Ting Tech Co., Ltd. The Company and its subsidiaries (collectively referred to as the “Group”) offer a comprehensive range of semiconductors packaging, testing, and electronic manufacturing services (“EMS”).

 

Since July 1989, the Company’s ordinary shares have been listed on the Taiwan Stock Exchange (the “TSE”) under the symbol “2311”. Since September 2000, the Company’s ordinary shares of the Company have been traded on the New York Stock Exchange (the “NYSE”) under the symbol “ASX” in the form of American Depositary Shares (“ADS”). The ordinary shares of its subsidiary, Universal Scientific Industrial (Shanghai) Co., Ltd. (the “USISH”), have been listed on the Shanghai Stock Exchange (the “SSE”) under the symbol “601231” since February 2012.

 

The consolidated financial statements are presented in the Company’s functional currency, New Taiwan dollar (NT$).

 

2.APPROVAL OF FINANCIAL STATEMENTS

 

The consolidated financial statements were authorized for issue by the board of directors on November 7, 2016.

 

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

 

a.International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the “IFRSs”) endorsed by the Financial Supervisory Commission of the Republic of China (“FSC”) for application from 2017.

 

Rule No.1050026834 issued by the FSC endorsed the following IFRSs for application starting January 1, 2017.

 

- 10 -

 

New, Amended or Revised Standards and Interpretations 

(the “New IFRSs”) 

 

Effective Date 

Announced by International Accounting Standard Board (“IASB”) (Note 1) 

     
Annual Improvements to IFRSs 2010-2012 Cycle   July 1, 2014 or transactions on or after July 1, 2014
Annual Improvements to IFRSs 2011-2013 Cycle   July 1, 2014
Annual Improvements to IFRSs 2012-2014 Cycle   January 1, 2016 (Note 2)
Amendments to IFRS 10, IFRS 12 and IAS 28 “Investment Entities:  Applying the Consolidation Exception”   January 1, 2016
Amendment to IFRS 11 “Accounting for Acquisitions of Interests in Joint Operations”   January 1, 2016
IFRS 14 “Regulatory Deferral Accounts”   January 1, 2016
Amendment to IAS 1 “Disclosure Initiative”   January 1, 2016
Amendments to IAS 16 and IAS 38 “Clarification of Acceptable Methods of Depreciation and Amortization”   January 1, 2016
Amendments to IAS 16 and IAS 41 “Agriculture:  Bearer Plants”   January 1, 2016
Amendment to IAS 19 “Defined Benefit Plans:  Employee Contributions”   July 1, 2014
Amendment to IAS 36 “Impairment of Assets:  Recoverable Amount Disclosures for Non-financial Assets”   January 1, 2014
Amendment to IAS 39 “Novation of Derivatives and Continuation of Hedge Accounting”   January 1, 2014
IFRIC 21 “Levies”   January 1, 2014

 

Note 1:Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

 

Note 2:The amendment to IFRS 5 is applied prospectively to changes in a method of disposal that occur in annual periods beginning on or after January 1, 2016, the remaining amendments are effective for annual periods beginning on or after January 1, 2016.

 

Except for the following, the initial application of the above New IFRSs in 2017 would not have any material impact on the Group’s accounting policies:

 

Amendment to IAS 36 “Impairment of Assets: Recoverable Amount Disclosures for Non-financial Assets”

 

The amendment to IAS 36 clarifies that the recoverable amount of an asset or a cash-generating unit is disclosed only when an impairment loss on the asset has been recognized or reversed during the period. If the recoverable amount of an item of property, plant and equipment for which impairment loss has been recognized or reversed is fair value less costs of disposal, the Group is required to disclose the fair value hierarchy. If the fair value measurements are categorized within Level 2 or Level 3, the valuation technique and key assumptions used to measure the fair value are disclosed. The discount rate used is disclosed if such fair value less costs of disposal is measured by using present value technique. The amendment will be applied retrospectively. The Group expect that recoverable amount disclosure for non-financial assets is required under the amendment.

 

b.New IFRSs in issue but not yet endorsed by the FSC

 

The Group has not applied the following IFRSs issued by the IASB but not yet endorsed by the FSC. As of the date the consolidated financial statements were authorized for issue, except that the Group should apply IFRS 15 starting January 1, 2018, the FSC has not announced the effective dates of other New IFRSs.

 

- 11 -

 
New IFRSs  

Effective Date

 

Announced by IASB (Note)

 

     
Amendments to IFRS 2 “Classification and Measurement of Share-based Payment Transactions”   January 1, 2018
Amendments to IFRS 4“Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts”   January 1, 2018
IFRS 9 “Financial Instruments”   January 1, 2018
Amendments to IFRS 9 and IFRS 7 “Mandatory Effective Date of IFRS 9 and Transition Disclosures”   January 1, 2018
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”   To be determined by IASB
IFRS 15 “Revenue from Contracts with Customers”   January 1, 2018
Amendments to IFRS 15 “Clarifications to IFRS 15”   January 1, 2018
IFRS 16 “Leases”   January 1, 2019
Amendment to IAS 7 “Disclosure Initiative”   January 1, 2017
Amendments to IAS 12 “Recognition of Deferred Tax Assets for Unrealized Losses”   January 1, 2017

 

Note:Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

 

1)IFRS 9 “Financial Instruments”

 

Recognition and measurement of financial assets

 

With regards to financial assets, all recognized financial assets that are within the scope of IAS 39 “Financial Instruments: Recognition and Measurement” are subsequently measured at amortized cost or fair value. Under IFRS 9, the requirement for the classification of financial assets is stated below:

 

For the Group’s debt instruments that have contractual cash flows that are solely payments of principal and interest on the principal amount outstanding, their classification and measurement are as follows:

 

a)For debt instruments, if they are held within a business model whose objective is to collect the contractual cash flows, the financial assets are measured at amortized cost and are assessed for impairment continuously with impairment loss recognized in profit or loss, if any. Interest revenue is recognized in profit or loss by using the effective interest method;

 

b)For debt instruments, if they are held within a business model whose objective is achieved by both the collecting of contractual cash flows and the selling of financial assets, the financial assets are measured at fair value through other comprehensive income (FVTOCI) and are assessed for impairment. Interest revenue is recognized in profit or loss by using the effective interest method, and other gain or loss shall be recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses. When the debt instruments are derecognized or reclassified, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss.

 

Except for above, all other financial assets are measured at fair value through profit or loss. However, the Group may make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading) in other comprehensive income, with only dividend income generally recognized in profit or loss. No subsequent impairment assessment is required, and the cumulative gain or loss previously recognized in other comprehensive income cannot be reclassified from equity to profit or loss.

 

- 12 -

 

The impairment of financial assets

 

IFRS 9 requires that impairment loss on financial assets is recognized by using the “Expected Credit Losses Model”. The credit loss allowance is required for financial assets measured at amortized cost, financial assets mandatorily measured at FVTOCI, lease receivables, contract assets arising from IFRS 15 “Revenue from Contracts with Customers”, certain written loan commitments and financial guarantee contracts. A loss allowance for the 12-month expected credit losses is required for a financial asset if its credit risk has not increased significantly since initial recognition. A loss allowance for full lifetime expected credit losses is required for a financial asset if its credit risk has increased significantly since initial recognition and is not low. However, a loss allowance for full lifetime expected credit losses is required for trade receivables that do not constitute a financing transaction.

 

For purchased or originated credit-impaired financial assets, the Group takes into account the expected credit losses on initial recognition in calculating the credit-adjusted effective interest rate. Subsequently, any changes in expected losses are recognized as a loss allowance with a corresponding gain or loss recognized in profit or loss.

 

Hedge accounting

 

The main changes in hedge accounting amended the application requirements for hedge accounting to better reflect the entity’s risk management activities. Compared with IAS 39, the main changes include: (1) enhancing types of transactions eligible for hedge accounting, specifically broadening the risk eligible for hedge accounting of non-financial items; (2) changing the way hedging derivative instruments are accounted for to reduce profit or loss volatility; and (3) replacing retrospective effectiveness assessment with the principle of economic relationship between the hedging instrument and the hedged item.

 

2)Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”

 

The amendments stipulated that, when the Group sells or contributes assets that constitute a business (as defined in IFRS 3) to an associate or joint venture, the gain or loss resulting from the transaction is recognized in full. Also, when the Group loses control over a subsidiary that contains a business but retains significant influence or joint control, the gain or loss resulting from the transaction is recognized in full.

 

Conversely, when the Group sells or contributes assets that do not constitute a business to an associate or joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated. Also, when the Group loses control over a subsidiary that does not contain a business but retains significant influence or joint control in an associate or a joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated.

 

3)IFRS 15 “Revenue from Contracts with Customers” and related amendment

 

IFRS 15 establishes principles for recognizing revenue that apply to all contracts with customers, and will supersede IAS 18 “Revenue”, IAS 11 “Construction Contracts” and a number of revenue-related interpretations from January 1, 2018.

 

- 13 -

 

When applying IFRS 15, an entity shall recognize revenue by applying the following steps:

 

Identify the contract with the customer;

 

Identify the performance obligations in the contract;

 

Determine the transaction price;

 

Allocate the transaction price to the performance obligations in the contracts; and

 

Recognize revenue when the entity satisfies a performance obligation.

 

In identifying performance obligations, IFRS 15 and related amendment require that a good or service is distinct if it is capable of being distinct (for example, the Group regularly sells it separately) and the promise to transfer it is distinct within the context of the contract (i.e. the nature of the promise in the contract is to transfer each of those goods or services individually rather than to transfer combined items).

 

When IFRS 15 and related amendment are effective, the Group may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this Standard recognized at the date of initial application.

 

4)IFRS 16 “Leases”

 

IFRS 16 sets out the accounting standards for leases that will supersede IAS 17 and a number of related interpretations.

 

Under IFRS 16, if the Group is a lessee, it shall recognize right-of-use assets and lease liabilities for all leases on the consolidated balance sheets except for low-value and short-term leases. The Group may elect to apply the accounting method similar to the accounting for operating lease under IAS 17 to the low-value and short-term leases. On the consolidated statements of comprehensive income, the Group should present the depreciation expense charged on the right-of-use asset separately from interest expense accrued on the lease liability; interest is computed by using effective interest method. On the consolidated statements of cash flows, cash payments for the principal portion of the lease liability are classified within financing activities; cash payments for interest portion are classified within operating activities.

 

The application of IFRS 16 is not expected to have a material impact on the accounting of the Group as lessor.

 

When IFRS 16 becomes effective, the Group may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of the initial application of this Standard recognized at the date of initial application.

 

5)Amendments to IAS 12 “Recognition of Deferred Tax Assets for Unrealized Losses”

 

The amendment clarifies that the difference between the carrying amount of the debt instrument measured at fair value and its tax base gives rise to a temporary difference, even though there are unrealized losses on that asset, irrespective of whether the Group expects to recover the carrying amount of the debt instrument by sale or by holding it and collecting contractual cash flows.

 

In addition, in determining whether to recognize a deferred tax asset, the Group should assess a deductible temporary difference in combination with all of its other deductible temporary differences, unless the tax law restricts the utilization of losses to deduction against income of a specific type, in which case, a deductible temporary difference is assessed in combination only with other deductible temporary differences of the appropriate type. The amendment also stipulates

 

- 14 -

 

that, when determining whether to recognize a deferred tax asset, the estimate of probable future taxable profit may include some of the Group’s assets for more than their carrying amount if there is sufficient evidence that it is probable that the Group will achieve this, and that the estimate for future taxable profit should exclude tax deductions resulting from the reversal of deductible temporary differences.

 

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

 

4.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

a.Statement of Compliance

 

These interim consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34 “Interim Financial Reporting” as endorsed by the FSC. Disclosure information included in these interim consolidated financial statements is less than the disclosure information required in a complete set of annual financial statements.

 

b.Basis of Consolidation

 

Subsidiaries included in these interim consolidated financial statements were as follows:

 

            Percentage of Ownership (%)
Name of Investee   Main Businesses  

Establishment and

Operating Location

  September 30, 2016   December 31, 2015   September 30, 2015
                     
A.S.E. Holding Limited   Holding company   Bermuda   100.0   100.0   100.0
J & R Holding Limited (“J&R Holding”)   Holding company   Bermuda   100.0   100.0   100.0
Innosource Limited   Holding company   British Virgin Islands   100.0   100.0   100.0
Omniquest Industrial Limited   Holding company   British Virgin Islands   100.0   100.0   100.0
ASE Marketing & Service Japan Co., Ltd.   Engaged in marketing and sales services   Japan   100.0   100.0   100.0
ASE Test, Inc.   Engaged in the testing of semiconductors   Kaohsiung, ROC   100.0   100.0   100.0
USI Inc. (“USIINC”)   Engaged in investment   Nantou, ROC   99.2   99.2   99.2
Luchu Development Corporation   Engaged in the development of real estate properties   Taipei, ROC   86.1   86.1   86.1
TLJ Intertech Inc. (“TLJ”)   Engaged in information software services and 60% shareholdings were acquired by ASE Test, Inc. in May 2016   Taipei, ROC   60.0   -   -
Alto Enterprises Limited   Holding company   British Virgin Islands   100.0   100.0   100.0
Super Zone Holdings Limited   Holding company   Hong Kong   100.0   100.0   100.0
ASE (Kun Shan) Inc.   Engaged in the packaging and testing of semiconductors   Kun Shan, China   100.0   100.0   100.0
ASE Investment (Kun Shan) Limited   Holding company   Kun Shan, China   100.0   100.0   100.0
Advanced Semiconductor Engineering (China) Ltd.   Will engage in the packaging and testing of semiconductors   Shanghai, China   100.0   100.0   100.0
ASE Investment (Labuan) Inc.   Holding company   Malaysia   100.0   100.0   100.0
ASE Test Limited (“ASE Test”)   Holding company   Singapore   100.0   100.0   100.0
ASE (Korea) Inc.   Engaged in the packaging and testing of semiconductors   Korea   100.0   100.0   100.0
J&R Industrial Inc.   Engaged in leasing equipment and investing activity   Kaohsiung, ROC   100.0   100.0   100.0
ASE Japan Co., Ltd.   Engaged in the packaging and testing of semiconductors   Japan   100.0   100.0   100.0
ASE (U.S.) Inc.   After-sales service and sales support   U.S.A.   100.0   100.0   100.0
Global Advanced Packaging Technology Limited, Cayman Islands   Holding company   British Cayman Islands   100.0   100.0   100.0
ASE WeiHai Inc.   Engaged in the packaging and testing of semiconductors   Shandong, China   100.0   100.0   100.0
Suzhou ASEN Semiconductors Co., Ltd.   Engaged in the packaging and testing of semiconductors   Suzhou, China   60.0   60.0   60.0

(Continued)

 

- 15 -

 
            Percentage of Ownership (%)
Name of Investee   Main Businesses  

Establishment and

Operating Location

  September 30, 2016   December 31, 2015   September 30, 2015
                     
Anstock Limited   Engaged in financing activity   British Cayman Islands   100.0   100.0   100.0
Anstock II Limited   Engaged in financing activity   British Cayman Islands   100.0   100.0   100.0
ASE Module (Shanghai) Inc.   Will engage in the production and sale of electronic components and printed circuit boards   Shanghai, China   100.0   100.0   100.0
ASE (Shanghai) Inc.   Engaged in the production of substrates   Shanghai, China   100.0   100.0   100.0
ASE Corporation   Holding company   British Cayman Islands   100.0   100.0   100.0
ASE Mauritius Inc.   Holding company   Mauritius   100.0   100.0   100.0
ASE Labuan Inc.   Holding company   Malaysia   100.0   100.0   100.0
Shanghai Ding Hui Real Estate Development Co., Ltd.   Engaged in the development, construction and sale of real estate properties   Shanghai, China   100.0   100.0   100.0
Shanghai Ding Qi Property Management Co., Ltd.   Engaged in the management of real estate properties   Shanghai, China   100.0   100.0   100.0
Advanced Semiconductor Engineering (HK) Limited   Engaged in the trading of substrates   Hong Kong   100.0   100.0   100.0
Shanghai Ding Wei Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Shanghai, China   100.0   100.0   100.0
Shanghai Ding Yu Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Shanghai, China   100.0   100.0   100.0
Shanghai Ding Fan Department Store Co., Ltd.   Will engage in department store business, and was established in July 2016   Shanghai, China   100.0   -   -
Kun Shan Ding Yue Real Estate Development Co., Ltd.   Engaged in the development, construction and leasing of real estate properties   Kun Shan, China   100.0   100.0   100.0
Kun Shan Ding Hong Real Estate Development Co., Ltd   Engaged in the development, construction and leasing of real estate properties   Kun Shan, China   100.0   100.0   100.0
ASE Electronics Inc.   Engaged in the production of substrates   Kaohsiung, ROC   100.0   100.0   100.0
ASE Test Holdings, Ltd.   Holding company   British Cayman Islands   100.0   100.0   100.0
ASE Holdings (Singapore) Pte Ltd   Holding company   Singapore   100.0   100.0   100.0
ASE Singapore Pte. Ltd.   Engaged in the packaging and testing of semiconductors   Singapore   100.0   100.0   100.0
ISE Labs, Inc.   Engaged in the testing of semiconductors   U.S.A.   100.0   100.0   100.0
ASE Electronics (M) Sdn. Bhd.   Engaged in the packaging and testing of semiconductors   Malaysia   100.0   100.0   100.0
ASE Assembly & Test (Shanghai) Limited   Engaged in the packaging and testing of semiconductors   Shanghai, China   100.0   100.0   100.0
ASE Trading (Shanghai) Ltd.   Engaged in trading activity   Shanghai, China   100.0   100.0   100.0
Wuxi Tongzhi Microelectronics Co., Ltd.   Engaged in the packaging and testing of semiconductors   Wuxi, China   100.0   100.0   100.0
Huntington Holdings International Co., Ltd.   Holding company   British Virgin Islands   99.2   99.2   99.2
Senetex Investment Co., Ltd.   Liquidated in December 2015   Nantou, ROC   -   -   99.2
Unitech Holdings International Co., Ltd.   Holding company   British Virgin Islands   99.2   99.2   99.2
Real Tech Holdings Limited   Holding company   British Virgin Islands   99.2   99.2   99.2
Universal ABIT Holding Co., Ltd.   In the process of liquidation   British Cayman Islands   99.2   99.2   99.2
Rising Capital Investment Limited   Holding company   British Virgin Islands   99.2   99.2   99.2
Rise Accord Limited   Holding company   British Virgin Islands   99.2   99.2   99.2
Universal Scientific Industrial (Kunshan) Co., Ltd.   Engaged in the manufacturing and sale of computer assistance system and related peripherals   Kun Shan, China   99.2   99.2   99.2
USI Enterprise Limited (“USIE”)   Engaged in the service of investment advisory and warehousing management   Hong Kong   98.8   96.7   98.7
Universal Scientific Industrial (Shanghai) Co., Ltd. (“USISH”)   Engaged in the designing, manufacturing and sale of electronic components   Shanghai, China   77.3   75.7   77.2
Universal Global Technology Co., Limited   Holding company   Hong Kong   77.3   75.7   77.2
Universal Global Technology (Kunshan) Co., Ltd.   Engaged in the designing and manufacturing of electronic components   Kun Shan, China   77.3   75.7   77.2
Universal Global Technology (Shanghai) Co., Ltd.   Engaged in the processing and sales of computer and communication peripherals as well as business in import and export of goods and technology   Shanghai, China   77.3   75.7   77.2
Universal Global Electronics (Shanghai) Co., Ltd.   Engaged in the sale of electronic components and telecommunications equipment   Shanghai, China   77.3   75.7   77.2
                     

(Continued)

 

- 16 -

 
            Percentage of Ownership (%)
Name of Investee   Main Businesses  

Establishment and

Operating Location

  September 30, 2016   December 31, 2015   September 30, 2015
                     
Universal Global Industrial Co., Limited   Engaged in manufacturing, trading and investing activity   Hong Kong   77.3   75.7   77.2
Universal Global Scientific Industrial Co., Ltd. (“UGTW”)   Engaged in the manufacturing of components of telecomm and cars and provision of related R&D services   Nantou, ROC   77.3   75.7   77.2
USI America Inc.   Engaged in the manufacturing and processing of motherboards and wireless network communication and provision of related technical service.     U.S.A.   77.3   75.7   77.2
Universal Scientific Industrial De Mexico S.A. De C.V.   Engaged in the assembling of motherboards and computer components   Mexico   77.3   75.7   77.2
USI Japan Co., Ltd.   Engaged in the manufacturing and sale of computer peripherals, integrated chip and other related accessories   Japan   77.3   75.7   77.2
USI Electronics (Shenzhen) Co., Ltd.   Engaged in the design, manufacturing and sale of motherboards and computer peripherals   Shenzhen, China   77.3   75.7   77.2
Universal Scientific Industrial Co., Ltd. (“USI”)   Engaged in the manufacturing, processing and sale of computers, computer peripherals and related accessories   Nantou, ROC   76.5   99.0   99.0

(Concluded)

 

c.Other significant accounting policies

 

Except for the following, the accounting policies applied in these condensed consolidated financial statements are consistent with those applied in the Group’s consolidated financial statements for the year ended December 31, 2015.

 

1)Retirement benefits

 

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

 

2)Taxation

 

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

 

5.CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

 

Except those discussed below, the same critical accounting judgments and key sources of estimation uncertainty of consolidated financial statements have been followed in these consolidated financial statements as were applied in the preparation of the Group’s consolidated financial statements for the year ended December 31, 2015.

 

For the associate accounted for using the equity method, the Group recognized goodwill which is included within the carrying amount of the investment as of each investment date as the excess of cost of investments over the Group’s share of the net fair value of the associate’s identifiable assets acquired and the liabilities assumed at the respective investment dates; as a result, it involves critical accounting judgment and estimates when determining aforementioned fair values. The management engaged external appraiser to identify and evaluate the associate’s identifiable tangible assets, intangible assets and liabilities.

 

- 17 -

 

The scope of such evaluation includes assumptions as current replacement cost of tangible assets, the categories of intangible assets and their expected economic benefits, growth rates and discount rates used in cash flow analysis. The amounts of differences between fair value of identified tangible and intangible assets and the carrying amount at each respective investment dates are depreciated or amortized over their remaining useful lives or expected future economic benefit lives. The management considered that the related evaluation and assumption has appropriately reflected the fair value of identifiable assets acquired and liabilities assumed.

 

6.CASH AND CASH EQUIVALENTS

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Cash on hand  $8,146   $8,806   $8,828 
Checking accounts and demand deposits   29,027,930    50,291,823    33,144,463 
Cash equivalents   8,625,344    4,950,552    9,256,423 
                
   $37,661,420   $55,251,181   $42,409,714 

 

Cash equivalents include time deposits that are of a short maturity of three months or less from the date of acquisitions, and are highly liquid, readily convertible to known amounts in cash and the risk of changes in values is insignificant. Cash equivalents are held for the purpose of meeting short-term cash commitments rather than for investments or other purposes.

 

7.FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS (“FVTPL”)

 

  

September 30, 2016 

 

December 31, 

2015 

 

September 30,

2015 

   NT$  NT$  NT$
          
Financial assets  
designated as at FVTPL
         
          
Private-placement convertible bonds  $100,583   $100,500   $100,500 
Structured time deposits   -    1,646,357    - 
    100,583    1,746,857    100,500 

 

Financial assets held for trading               
                
Open-end mutual funds   584,424    573,242    558,437 
Forward exchange contracts   55,645    18,913    41,189 
Swap contracts   38,451    1,452,611    2,398,880 
Quoted shares   34,728    37,058    43,225 
Foreign currency option contracts   -    5,020    - 
    713,248    2,086,844    3,041,731 
                
   $813,831   $3,833,701   $3,142,231 

 

Financial liabilities held for trading               
                
Conversion option, redemption option and put option of convertible bonds (Note 19)  $2,224,051   $2,632,565   $2,049,773 

(Continued)

 

- 18 -

 
  

September 30, 2016 

 

December 31,

2015 

 

September 30,

2015 

   NT$  NT$  NT$
          
Swap contracts  $1,708,293   $290,176   $244,204 
Forward exchange contracts   10,825    69,207    298,988 
Interest rate swap contracts   8,791    119    - 
Foreign currency option contracts   1,560    13,659    12,112 
                
   $3,953,520   $3,005,726   $2,605,077 

(Concluded)

 

The Group invested in structured time deposits and private-placement convertible bonds, and all included embedded derivative instruments which are not closely related to the host contracts. The Group designated the entire contracts as financial assets at FVTPL on initial recognition.

 

At each balance sheet date, the outstanding swap contracts not accounted for hedge accounting were as follows:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
September 30, 2016        
         
Sell EUR/Buy US$   2016.10   EUR4,960/US$5,573
Sell JPY/Buy US$   2016.10   JPY38,308/US$380
Sell NT$/Buy US$   2016.10-2017.09   NT$62,646,431/US$1,951,500
Sell US$/Buy CNY   2016.10   US$52,535/CNY349,800
Sell US$/Buy JPY   2016.11-2016.12   US$83,036/JPY8,420,000
Sell US$/Buy KRW   2016.10-2016.11   US$20,000/KRW22,232,000
Sell US$/Buy NT$   2016.10-2016.11   US$51,600/NT$1,621,665
         
December 31, 2015        
         
Sell NT$/Buy US$   2016.01-2016.12   NT$57,554,138/US$1,802,834
Sell US$/Buy CNY   2016.01-2016.03   US$353,881/CNY2,255,872
Sell US$/Buy JPY   2016.03   US$67,125/JPY8,240,000
Sell US$/Buy NT$   2016.01   US$91,750/NT$3,005,494
         
September 30, 2015        
         
Sell JPY$/Buy US$   2015.10   JPY66,604/US$550
Sell NT$/Buy US$   2015.10-2016.09   NT$75,508,555/US$2,367,628
Sell US$/Buy CNY   2015.10-2016.01   US$460,287/CNY2,927,341
Sell US$/Buy JPY   2015.10-2015.11   US$69,190/JPY8,350,000
Sell US$/Buy KRW   2015.10   US$17,000/KRW19,903,600
Sell US$/Buy NT$   2015.10-2015.11   US$76,800/NT$2,503,231

 

At each balance sheet date, the outstanding forward exchange contracts not accounted for hedge accounting were as follow:

 

- 19 -

 
        Notional Amount
Currency   Maturity Period   (In Thousands)
         
September 30, 2016        
         
Sell NT$ /Buy US$   2016.10-2016.11   NT$10,147,295/US$325,000
Sell US$/Buy CNY   2016.10-2016.11   US$65,000/CNY433,976
Sell US$/Buy JPY   2016.10-2016.11   US$21,864/JPY2,227,835
Sell US$/Buy KRW   2016.10-2016.11   US$26,400/KRW29,134,690
Sell US$/Buy MYR   2016.10-2016.11   US$9,000/MYR36,944
Sell US$/Buy SGD   2016.10-2016.12   US$11,100/SGD14,988
         
December 31, 2015        
         
Sell NT$/Buy US$   2016.02   NT$325,400/US$10,000
Sell US$/Buy CNY   2016.01-2016.03   US$121,000/CNY780,252
Sell US$/Buy JPY   2016.01   US$14,000/JPY1,713,388
Sell US$/Buy KRW   2016.01   US$8,000/KRW9,420,350
Sell US$/Buy MYR   2016.01-2016.02   US$6,000/MYR25,525
Sell US$/Buy NT$   2016.01-2016.03   US$155,000/NT$5,088,230
Sell US$/Buy SGD   2016.01-2016.02   US$11,400/SGD16,079
         
September 30, 2015        
         
Sell US$/Buy CNY   2015.10-2015.12   US$105,408/CNY673,695
Sell US$/Buy JPY   2015.10   US$74/JPY8,840
Sell US$/Buy KRW   2015.10   US$11,000/KRW13,064,100
Sell US$/Buy MYR   2015.10-2015.11   US$13,000/MYR55,759
Sell US$/Buy NT$   2015.10-2015.12   US$615,000/NT$20,127,565
Sell US$/Buy SGD   2015.10-2015.12   US$12,400/SGD17,302

 

At each balance sheet date, the outstanding foreign currency option contracts not accounted for hedge accounting were as follows:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
September 30, 2016        
         
Buy US$ Call/CNY Put   2017.08 (Note)   US$2,000/CNY13,800
Sell US$ Put/CNY Call   2017.08 (Note)   US$1,000/CNY 6,900
         
December 31, 2015        
         
Buy US$ Call/CNY Put   2017.08 (Note)   US$2,000/CNY13,800
Buy US$ Put/CNY Call   2016.03   US$20,000/CNY131,600
Sell US$ Put/CNY Call   2017.08 (Note)   US$1,000/CNY 6,900
         
September 30, 2015        
         
Buy US$ Call/NT$ Put   2016.08 (Note)   US$2,000/NT$68,200
Buy US$ Call/CNY Put   2017.08 (Note)   US$2,000/CNY13,800
Sell US$ Put/ NT$ Call   2016.08 (Note)   US$1,000/NT$34,100
Sell US$ Put/CNY Call   2017.08 (Note)   US$1,000/CNY6,900

- 20 -

 
Note:The contracts will be settled once a month and the counterparty has the right to early terminate the contracts, or the contracts will be early terminated or both parties will have no obligation to settle the contracts when the specific criteria is met. Partial of the aforementioned outstanding contracts as of September 30, 2015 were early terminated.

 

At each balance sheet date, the outstanding interest rate swap contracts not accounted for hedge accounting were as follows:

 

Maturity Period  

Notional Amounts 

(In Thousands) 

  Range of Interest Rates Paid   Range of Interest Rates Received
             
September 30, 2016            
             
2016.10   NT$1,000,000  

4.60% 

(Fixed) 

 

0.00%-5.00% 

(Floating) 

             
December 31, 2015            
             
2016.10   NT$1,000,000  

4.60% 

(Fixed) 

 

0.00%-5.00% 

(Floating) 

 

8.AVAILABLE-FOR-SALE FINANCIAL ASSETS

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Unquoted ordinary shares  $506,502   $249,217   $230,792 
Limited partnership   448,913    476,612    501,168 
Quoted ordinary shares   160,243    197,580    172,915 
Open-end mutual funds   44,207    16,037    - 
Unquoted preferred shares   14,166    15,260    15,426 
    1,174,031    954,706    920,301 
Current   70,092    30,344    15,506 
                
Non-current  $1,103,939   $924,362   $904,795 

 

9.TRADE RECEIVABLES, NET

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Trade receivables  $52,063,840   $45,014,393   $53,262,675 
Less:  Allowance for doubtful debts   54,262    82,906    106,188 
                
Trade receivables, net  $52,009,578   $44,931,487   $53,156,487 

- 21 -

 
a.Trade receivables

 

The Group’s average credit terms were 30 to 90 days. Allowance for doubtful debts is assessed by reference to the collectability of receivables by evaluating the account aging, historical experience and current financial condition of customers.

 

As of September 30, 2016, December 31, 2015 and September 30, 2015, except that the Group’s five largest customers accounted for 33%, 26% and 28% of accounts receivable, respectively, the concentration of credit risk is insignificant for the remaining accounts receivable.

 

Aging of receivables based on the past due date

 

  

September30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Not past due  $47,741,458   $40,409,227   $48,266,342 
1 to 30 days   3,695,299    3,901,300    3,935,421 
31 to 90 days   532,980    495,664    842,340 
More than 91 days   94,103    208,202    218,572 
                
Total  $52,063,840   $45,014,393   $53,262,675 

Aging of receivables that were past due but not impaired

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
1 to 30 days  $3,669,497   $3,086,796   $2,788,127 
31 to 90 days   333,527    344,265    283,394 
More than 91 days   -    -    3,357 
                
Total  $4,003,024   $3,431,061   $3,074,878 

 

Except for those impaired, the Group had not provided an allowance for doubtful debts on trade receivables at each balance sheet date since there has not been a significant change in credit quality and the amounts were still considered collectible. The Group did not hold any collateral or other credit enhancements over these balances nor did it have a legal right to offset against any amounts owed by the Group to counterparties.

 

Movement of the allowance for doubtful trade receivables

 

  

Impaired 

Individually 

 

Impaired 

Collectively 

  Total
   NT$  NT$  NT$
          
Balance at January 1, 2016  $39,046   $43,860   $82,906 
Impairment losses recognized (reversed)   (29,013)   1,349    (27,664)
Effect of foreign currency exchange differences   (691)   (289)   (980)
                
Balance at September 30, 2016  $9,342   $44,920   $54,262 
                

(Continued)

 

- 22 -

 
  

Impaired 

Individually 

 

Impaired 

Collectively 

  Total
   NT$  NT$  NT$
          
Balance at January 1, 2015  $28,305   $55,840   $84,145 
Impairment losses recognized   20,411    2,888    23,299 
Amount written off as uncollectible   -    (208)   (208)
Effect of foreign currency exchange differences   (177)   (871)   (1,048)
                
Balance at September 30, 2015  $48,539   $57,649   $106,188 

(Concluded)

 

b.Transfers of financial assets

 

Factored trade receivables of the Company were as follows:

 

Counterparties  

Receivables 

Sold 

(In Thousands) 

 

Amounts 

Collected 

(In Thousands) 

 

Advances 

Received 

At Period-end 

(In Thousands) 

 

Interest Rates 

on Advances 

Received 

(%) 

 

Credit Line 

(In Thousands) 

                     
For the nine months ended September 30, 2016                    
Citi bank   US$ -   US$ 41,849   US$ -   -   US$ 66,000
                     
For the nine months ended September 30, 2015                    
Citi bank   US$ 47,555   US$ -   US$ 47,555   1.03   US$ 92,000

 

Pursuant to the factoring agreement, losses from commercial disputes (such as sales returns and discounts) should be borne by the Company, while losses from credit risk should be borne by the banks. The Company also issued promissory notes to the banks for commercial disputes which remained undrawn since. The promissory notes amounted to US$2,000 thousand, US$5,000 thousand and US$5,000 thousand as of September 30, 2016, December 31, 2015 and September 30, 2015, respectively. As of September 30, 2016, there was no significant losses from commercial disputes in the past and the Company does not expect any significant commercial dispute losses in the foreseeable future.

 

10.INVENTORIES

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Finished goods  $6,639,252   $10,012,182   $9,369,678 
Work in process   4,664,874    1,692,346    5,445,993 
Raw materials   11,071,692    9,672,894    11,013,635 
Supplies   788,774    852,251    873,379 
Raw materials and supplies in transit   470,561    1,028,606    888,502 
                
   $23,635,153   $23,258,279   $27,591,187 

- 23 -

 

The cost of inventories recognized as operating costs for the three months and nine months ended September 30, 2016 and 2015 were NT$58,579,554 thousand, NT$59,881,971 thousand, NT$158,489,852 thousand and NT$170,887,198 thousand, respectively, which included write-down of inventories at NT$160,104 thousand, NT$139,193 thousand, NT$313,124 thousand and NT$3,724 thousand, respectively.

 

11.INVENTORIES RELATED TO REAL ESTATE BUSINESS

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Land and buildings held for sale  $667   $5,431   $5,552 
Construction in progress   22,453,205    23,956,678    23,357,798 
Land held for construction   1,687,526    1,751,429    1,751,429 
                
   $24,141,398   $25,713,538   $25,114,779 

 

Land and buildings held for sale located in Shanghai Zhangjiang was completed and successively sold. Construction in progress is mainly located on Caobao Road and Hutai Road in Shanghai, China and Lidu Road and Xinhong Road in Kun Shan, China. The capitalized borrowing costs for the three months and nine months ended September 30, 2016 and 2015 is disclosed in Note 23.

 

As of September 30, 2016, December 31, 2015 and September 30, 2015, inventories related to real estate business of NT$11,978,732 thousand, NT$24,837,046 thousand and NT$24,762,819 thousand, respectively, are expected to be recovered longer than twelve months.

 

Refer to Note 34 for the carrying amount of inventories related to real estate business that had been pledged by the Group to secure bank borrowings.

 

12.OTHER FINANCIAL ASSETS

 

  

September 30, 2016 

 

December 31, 

2015 

 

September 30, 2015 

   NT$  NT$  NT$
          
Unsecured subordinate corporate bonds  $1,000,000   $-   $- 
Time deposits with original maturity over three months   948,086    220,545    1,840,131 
Pledged time deposits (Note 34)   235,913    207,359    207,325 
Guarantee deposits   210,966    197,513    183,892 
Others (Note 34)   7,592    22,254    40,314 
    2,402,557    647,671    2,271,662 
Current   1,047,303    301,999    1,928,146 
                
Non-current  $1,355,254   $345,672   $343,516 

 

In June 2016, the Group acquired 1,000 units of perpetual unsecured subordinate corporate bonds in the amount of NT$1,000,000 thousand. The corporate bonds are in denomination of NT$1,000 thousand with annual interest rate at 3.5% as of September 30, 2016.

 

- 24 -

 
13.INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Investments in associates  $48,811,764   $36,527,711   $36,363,961 
Investments in joint ventures   703,684    613,841    617,902 
                
   $49,515,448   $37,141,552   $36,981,863 

a.Investments in associates

 

1)Investments in associates accounted for using the equity method consisted of the following:

 

            Carrying Amount
        Operating  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

Name of Associate   Main Business   Location   NT$   NT$   NT$
                     
Material associate                    
Siliconware Precision Industries Co., Ltd.( “SPIL”)   Engaged in assembly, testing and turnkey services of integrated circuits   ROC   $ 45,613,346   $ 35,141,701   $ 35,055,000
Associates that are not individually material                    
Deca Technologies Inc.“DECA”   Holding company and the group engaged in manufacturing, development and marketing of wafer level packaging and interconnect technology   British Cayman Islands   1,892,542   -   -
Hung Ching Development & Construction Co. (“HC”)   Engaged in the development, construction and leasing of real estate properties   ROC   1,269,613   1,313,499   1,214,463
Hung Ching Kwan Co. (“HCK”)   Engaged in the leasing of real estate properties   ROC   324,959   332,444   335,273
Advanced Microelectronic Products Inc. (“AMPI”)   Engaged in manufacturing of integrated circuit   ROC  

11,453

 

 

40,216

 

 

59,374

 

 

            49,111,913   36,827,860   36,664,110
    Less: Deferred gain on transfer of land      

300,149

 

 

 

300,149

 

 

 

300,149

 

 

                     
            $ 48,811,764   $ 36,527,711   $ 36,363,961

2)At each balance sheet date, the percentages of ownership held by the Group were as follows:

 

   

September 30, 2016 

 

December 31, 2015 

 

September 30, 2015 

             
SPIL   33.29%   24.99%   24.99%
DECA   22.07%   -   -
HC   26.22%   26.22%   26.22%
HCK   27.31%   27.31%   27.31%
AMPI   17.38%   18.24%   18.24%

 

3)In September 2015, the Company acquired 725,749 thousand ordinary shares and 10,650 thousand units of ADS (one ADS represents five ordinary shares) of SPIL at NT$45 per ordinary share. The percentage of ownership was 24.99% and, as a result, the Company obtained significant influence over SPIL.

 

In March and April 2016, the Company acquired additional 258,300 thousand ordinary shares and ADS (one ADS represents five ordinary shares) of SPIL from open market with a total consideration of NT$13,735,498 thousand which was paid in cash. As the result, the percentage of ownership increased from 24.99% to 33.29%.

 

- 25 -

 

As of September 30, 2016, the Company has completed the identification of the difference between the cost of the investment and the Company’s share of the net fair value of SPIL’s identifiable assets and liabilities. Therefore, the Company has retrospectively adjusted the comparative financial statements for prior periods. As of December 31, 2015, the retrospective adjustments are summarized as follows:

 

    Before adjusted   After adjusted
    NT$   NT$
         
Investments accounted for using the equity method - SPIL   $ 35,423,058   $ 35,141,701
Retained earnings   $ 56,184,069   $ 55,902,712

 

In June 2016, the Company’s board of directors approved to enter into and execute a joint share exchange agreement with SPIL. Please refer to Note 37.

 

4)In July 2016, the Company acquired 98,490 thousand preferred shares issued by DECA at US$0.608 per share with a total consideration of NT$1,934,062 thousand (US$59,882 thousand). The percentage of ownership was 22.07% and the Company obtained significant influence over DECA. As of September 30, 2016, the Company has not completed the identification of the difference between the cost of the investment and the Company’s share of the net fair value of DECA’s identifiable assets and liabilities.

 

5)The convertible bond holders of AMPI exercised the conversion option in September 2016 and, as a result, the percentage of ownership held by the Company decreased from 18.24% to 17.38%.

 

6)Fair values (Level 1 inputs in terms of IFRS 13) of investments in associates with available published price quotation are summarized as follows:

 

   September 30, 2016  December 31, 2015  September 30, 2015
   NT$  NT$  NT$
          
SPIL  $48,753,100   $40,741,700   $31,822,150 
HC  $1,170,138   $1,149,549   $1,146,117 
AMPI  $83,271   $104,255   $96,595 

 

7)Summarized financial information in respect of the Group’s material associate

 

The summarized financial information below represents amounts shown in SPIL’s consolidated financial statements prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34 “Interim Financial Reporting” as endorsed by the FSC, and adjusted by the Group for equity accounting purposes.

 

  

September 30, 2016 

 

December 31, 2015 

 

September 30, 2015 

   NT$  NT$  NT$
          
Current assets  $44,914,756   $48,785,212   $45,627,115 
Non-current assets   75,329,761    74,460,018    74,074,787 
Current liabilities   (30,432,003)   (30,677,239)   (27,698,354)
Non-current liabilities   (25,527,825)   (21,967,349)   (22,764,800)
                
Equity  $64,284,689   $70,600,642   $69,238,748

 

(Continued) 

- 26 -

 

 

  

September 30,  

2016 

 

December 31, 

2015 

 

September 30,  

2015 

   NT$  NT$  NT$
          
Proportion of the Group's ownership   33.29%   24.99%   24.99%
                
Net assets attributable to the Group  $21,400,373   $17,643,100   $17,302,763 
Adjustments for fair value of identifiable assets acquired               
Goodwill   12,433,417    7,980,547    7,980,547 
Tangible assets   3,819,232    3,249,580    3,346,401 
Intangible assets   7,960,324    6,268,474    6,425,289 
                
Carrying amount  $45,613,346   $35,141,701   $35,055,000 

(Concluded)

 

The above tangible assets and intangible assets are mainly depreciated or amortized over 10 years.

 

   For the Three Months Ended September 30, 2016  For the Nine Months Ended September 30, 2016
   NT$  NT$
       
Operating revenue  $21,955,188   $62,934,405 
Gross profit  $5,053,421   $14,121,937 
Profit before income tax expense  $3,159,859   $8,292,368 
           
Net profit for the period  $2,691,530   $7,104,261 
Other comprehensive loss for the period   (1,286,112)   (1,578,042)
           
Total comprehensive income for the period  $1,405,418   $5,526,219 
           
Cash dividends received from SPIL  $3,941,740   $3,941,740 

8)Aggregate information of associates that are not individually material

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
The Group's share of:            
Net profit (loss) for the period  $10,508   $27,918   $(29,002)  $110,449 
Other comprehensive income (loss) for the period   (6,815)   (145,624)   (37,574)   (62,823)
                     
Total comprehensive income (loss) for the period  $3,693   $(117,706)  $(66,576)  $47,626 

 

9)Except for DECA, the investments accounted for using the equity method and the share of loss and other comprehensive loss for the investments in associates for the three months and nine months ended September 30, 2016 and 2015, respectively, was based on the associate’s financial statements reviewed by the auditors for the same period. Management believes there is no material impact on the equity method accounting or the calculation of the share of profit or loss and other comprehensive income, from the financial statements of DECA that have not been reviewed.

 

- 27 -

 
b.Investments in joint ventures

 

1)The Group’s investment in joint ventures that are not individually material and were accounted for using the equity method consisted of ASE Embedded Electronics Inc. (“ASEEE”). In May 2015, the Group and TDK Corporation (“TDK”) entered into an agreement to establish a joint venture to invest in ASEEE. The Croup invested NT$618,097 thousand in August 2015 and participated ASEEE’s capital increase in cash with NT$146,903 thousand in September 2016. As of September 30, 2016, December 31, 2015 and September 30, 2015, the percentage of ownership are both 51%. ASEEE are located in ROC and engaged in the production of embedded substrate. According to the joint arrangement, the Group and TDK must act together to direct the relevant operating activities and, as a result, the Group does not control ASEEE. The investment in ASEEE is accounted for using the equity method.

 

2)Aggregate information of joint venture that is not individually material

 

   For the Three Months Ended September 30 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
                     
The Group's share of net loss and other comprehensive loss for the period  $(31,204)  $(195)  $(57,252)  $(195)

 

3)The investments accounted for using the equity method and the share of loss and other comprehensive loss for the investments in the joint venture for the three months and nine months ended September 30, 2016 and 2015, respectively, was based on the joint venture’s financial statements reviewed by the auditors for the same period.

 

14.PROPERTY, PLANT AND EQUIPMENT

 

The carrying amounts of each class of property, plant and equipment were as follows:

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Land  $3,339,803   $3,381,300   $3,382,574 
Buildings and improvements   57,676,078    59,801,054    59,514,294 
Machinery and equipment   73,399,437    78,715,309    80,491,015 
Other equipment   1,841,436    1,814,994    1,737,466 
Construction in progress and machinery in transit   8,952,101    6,284,418    7,855,764 
                
   $145,208,855   $149,997,075   $152,981,113 

For the nine months ended September 30, 2016

 

    Land   Buildings and improvements   Machinery and equipment   Other equipment  

Construction in progress and machinery  

in transit 

  Total
    NT$   NT$   NT$   NT$   NT$   NT$
Cost                        
                         
Balance at January 1, 2016   $ 3,381,300   $ 94,447,932   $ 243,283,607   $ 7,722,408   $ 6,397,760   $355,233,007
Additions   -   (19,825 )   100,380   76,145   21,128,121   21,284,821

(Continued)

 

- 28 -

 
   Land  Buildings and improvements  Machinery and equipment  Other equipment 

Construction in progress and machinery  

in transit 

  Total
   NT$  NT$  NT$  NT$  NT$  NT$
                   
Disposals  $-   $(387,024)  $(8,033,648)  $(84,143)  $(215,773)  $(8,720,588)
Reclassification   -    3,316,244    14,388,566    594,599    (18,299,584)   (175)
Acquisitions through business combinations   -    -    -    1,159    -    1,159 
Effect of foreign currency exchange differences   (41,497)   (2,534,611)   (4,762,613)   (194,188)   (42,550)   (7,575,459)
                               
Balance at September 30, 2016  $3,339,803   $94,822,716   $244,976,292   $8,115,980   $8,967,974   $360,222,765 
                               
                               

 

Accumulated depreciation and impairment                  
                   
Balance at January 1, 2016  $-   $34,646,878   $164,568,298   $5,907,414   $113,342   $205,235,932 
Depreciation expense   -    3,845,108    17,236,723    612,940    -    21,694,771 
Impairment losses recognized   -    620    876,153    5,564    4,509    886,846 
Disposals   -    (332,480)   (7,790,959)   (76,588)   (100,049)   (8,300,076)
Reclassification   -    (5,200)   2,979    2,221    -    - 
Acquisitions through business combinations   -    -    -    824    -    824 
Effect of foreign currency exchange differences   -    (1,008,288)   (3,316,339)   (177,831)   (1,929)   (4,504,387)
                               
Balance at September 30, 2016  $-   $37,146,638   $171,576,855   $6,274,544   $15,873   $215,013,910 

(Concluded)

 

For the nine months ended September 30, 2015

 

   Land  Buildings and improvements  Machinery and equipment  Other equipment 

Construction in progress and machinery 

in transit 

  Total
   NT$  NT$  NT$  NT$  NT$  NT$
                   
Cost                              
                               
Balance at January 1,2015  $3,348,018   $86,725,254   $233,669,627   $7,182,574   $5,862,217   $336,787,690 
Additions   -    53,050    173,239    204,926    22,698,232    23,129,447 
Disposals   -    (202,257)   (5,877,465)   (203,255)   (8,992)   (6,291,969)
Reclassification   -    6,638,011    14,094,445    289,476    (20,893,867)   128,065 
Effect of foreign currency exchange differences   34,556    34,066    31,141    40,687    207,628    348,078 
                               
Balance at September 30,2015  $3,382,574   $93,248,124   $242,090,987   $7,514,408   $7,865,218   $354,101,311 
                               
Accumulated depreciation and impairment                              
                               
Balance at January 1, 2015  $-   $30,329,544   $149,497,980   $5,365,887   $7,164   $185,200,575 
Depreciation expense   -    3,537,606    17,636,686    576,456    -    21,750,748 
Impairment losses recognized   -    117,646    31,155    -    2,290    151,091 
Disposals   -    (185,390)   (5,693,081)   (196,852)   -    (6,075,323)
Reclassification   -    322    601    (4,102)   -    (3,179)
Effect of foreign currency exchange differences   -    (65,898)   126,631    35,553    -    96,286 
                               
Balance at September 30, 2015  $-   $33,733,830   $161,599,972   $5,776,942   $9,454   $201,120,198 

 

Due to the Group’s future operation plans and capacity evaluation or production demands in segment of packaging and testing, the Group believed that a portion of property, plant and equipment was not used and recognized an impairment loss of NT$ 372,299 thousand, NT$134,890 thousand, NT$886,846 thousand and NT$151,091 thousand under the line item of other gains (losses) in the consolidated statements of comprehensive income for the three months and nine months ended September 30, 2016 and 2015, respectively. The recoverable amount of a portion of the impaired property, plant and equipment is determined by its fair value less costs of disposal, of which the fair value is based on the quoted prices of assets with similar obsolescence that provided by the vendors in market. The recent quoted prices of assets are a Level 3 input in terms of IFRS 13 because the market is not very active. The recoverable amount of the other portion of the impaired property, plant and equipment is determined on the basis of its value in use. The Group expects to derive zero future cash flows from these assets.

 

Each class of property, plant and equipment was depreciated on a straight-line basis over the following useful lives:

 

- 29 -

 

 

Buildings and improvements        
Main plant buildings       10-40 years
Cleanrooms       10-20 years
Others       3-20 years
Machinery and equipment       2-10 years
Other equipment       2-20 years

 

The capitalized borrowing costs for the three months and nine months ended September 30, 2016 and 2015, respectively, are disclosed in Note 23.

 

15.GOODWILL

 

   Cost 

Accumulated  

impairment 

 

Carrying

 amount 

   NT$  NT$  NT$
          
Balance at January 1, 2016  $12,495,515   $1,988,996   $10,506,519 
Acquisitions through business combinations   83,892    -    83,892 
Effect of foreign currency exchange differences   (77,963)   -    (77,963)
                
Balance at September 30, 2016  $12,501,444   $1,988,996   $10,512,488 
                
Balance at January 1, 2015  $12,434,411   $1,988,996   $10,445,415 
Effect of foreign currency exchange differences   63,855    -    63,855 
                
Balance at September 30, 2015  $12,498,266   $1,988,996   $10,509,270 

 

16.OTHER INTANGIBLE ASSETS

 

The carrying amounts of each class of other intangible assets were as follows:

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Customer relationships  $214,167   $274,402   $343,625 
Computer software   954,310    953,322    954,350 
Patents and acquired specific technology   411,530    15,696    16,249 
Others   124,662    138,673    135,063 
                
   $1,704,669   $1,382,093   $1,449,287 

 

For the nine months ended September 30, 2016

 

   Customer relationships  Computer software  Patents and acquired specific technology  Others  Total
   NT$  NT$  NT$  NT$  NT$
Cost               
                
Balance at January 1, 2016  $915,636   $3,338,360   $154,082   $193,338   $4,601,416 
Additions (Note 33)   -    282,739    403,543    1,246    687,528 

(Continued)

 

- 30 -

 
   Customer relationships  Computer software  Patents and acquired specific technology  Others  Total
   NT$  NT$  NT$  NT$  NT$
                
Disposals  $-   $(36,452)  $(30)  $-   $(36,572)
Acquisitions through business combinations   -    -    1,074    30    1,104 
Effect of foreign currency exchange differences   -    (65,196)   (4,318)   (2,327)   (71,841)
                          
Balance at September 30, 2016  $915,636   $3,519,361   $554,351   $192,287   $5,181,635 
                          
Accumulated amortization                         
                          
Balance at January 1, 2016  $641,234   $2,385,038   $138,386   $54,665   $3,219,323 
Amortization expense   60,235    260,597    9,938    13,098    343,868 
Disposals   -    (28,772)   (30)   -    (28,802)
Acquisitions through business combinations   -    -    483    23    506 
Effect of foreign currency exchange differences   -    (51,812)   (5,956)   (161)   (57,929)
                          
Balance at September 30, 2016  $701,469   $2,565,051   $142,821   $67,625   $3,476,966 

(Concluded)

 

For the nine months ended September 30, 2015

 

   Customer relationships  Computer software  Patents and acquired specific technology  Others  Total
   NT$  NT$  NT$  NT$  NT$
                
Cost               
                
Balance at January 1, 2015  $1,579,015   $2,882,932   $2,139,138   $184,409   $6,785,494 
Additions   -    392,235    209    1,063    393,507 
Disposals or derecognization   -    (2,941)   (1,983,914)   (205)   (1,987,060)
Reclassification   -    15,034    -    -    15,034 
Effect of foreign currency exchange differences   -    (15,596)   (17)   121    (15,492)
                          
Balance at September 30, 2015  $1,579,015   $3,271,664   $155,416   $185,388   $5,191,483 
                          
Accumulated amortization                         
                          
Balance at January 1, 2015  $1,077,514   $2,084,805   $2,118,254   $37,050   $5,317,623 
Amortization expense   157,876    242,100    8,382    13,114    421,472 

(Continued)

 

- 31 -

 
   Customer relationships  Computer software  Patents and acquired specific technology  Others  Total
   NT$  NT$  NT$  NT$  NT$
                
Disposals or derecognization  $-   $(2,245)  $(1,983,914)  $-   $(1,986,159)
Reclassification   -    3,160    -    -    3,160 
Effect of foreign currency exchange differences   -    (10,506)   (3,555)   161    (13,900)
                          
Balance at September 30, 2015  $1,235,390   $2,317,314   $139,167   $50,325   $3,742,196 

(Concluded)

 

Each class of other intangible assets, except a portion of customer relationships amortized based on the pattern in which the economic benefits are consumed, were amortized on the straight-line basis over the following useful lives:

 

Customer relationships       11 years
Computer software       2-5 years
Patents and acquired specific technology       5-15 years
Others       5-32 years

 

17.LONG-TERM PREPAYMENTS FOR LEASE

 

Long-term prepayments for lease mainly represent land use right located in China with periods for use from 50 to 70 years.

 

18.BORROWINGS

 

a.Short-term borrowings

 

Short-term borrowings mainly represented unsecured revolving bank loans with annual interest rates at 0.21%-7.98%, 0.57%-5.78% and 0.60%-5.78% as of September 30, 2016, December 31, 2015 and September 30, 2015, respectively.

 

b.Short-term bills payable – only as of September 30, 2016 and December 31, 2015

 

  

September 30, 2016 

 

December 31, 

2015 

   NT$  NT$
       
Commercial papers  $2,000,000   $4,350,000 
Less:  unamortized discounts   658    1,946 
           
   $1,999,342   $4,348,054 
           
Annual interest rate   0.67%   0.78%

- 32 -

 
c.Long-term borrowings

 

1)Bank loans

 

As of September 30, 2016, December 31, 2015 and September 30, 2015, the long-term bank loans with fixed interest rates were NT$1,500,000 thousand, NT$1,500,000 thousand and NT$378,005 thousand, respectively, with annual interest rates at 1.17%, 1.17% and 0.90%, respectively. The long-term bank loans with fixed interest rate will be repayable through December 2018. The others with floating interest rates consisted of the followings:

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Working capital bank loans         
Syndicated bank loans - repayable through January 2017 to July 2018, annual interest rates were 1.94%, 1.56%-1.92% and 1.38%-1.88% as of September 30, 2016, December 31, 2015 and September 30, 2015, respectively  $8,968,960   $12,159,037   $12,509,007 
Others - repayable through October 2016 to August 2019, annual interest rates were 0.74%-4.33%, 0.90%-3.98% and 0.90%-3.83% as of September 30, 2016, December 31, 2015 and September 30, 2015, respectively   33,147,893    25,660,638    24,590,640 
Mortgage loans               
Repayable through December 2016 to June 2023, annual interest rates were 4.95%-5.39%, 4.95%-5.39% and 5.66%-5.71% as of September 30, 2016, December 31, 2015 and September 30, 2015, respectively   4,607,809    3,251,139    2,955,629 
    46,724,662    41,070,814    40,055,276 
Less:  unamortized arrangement fee   9,596    18,670    21,852 
    46,715,066    41,052,144    40,033,424 
Less:  current portion   6,272,817    2,057,465    2,025,374 
                
   $40,442,249   $38,994,679   $38,008,050 

 

Pursuant to the above syndicated bank loans agreements, the Company and some of its subsidiaries should maintain certain financial covenants including current ratio, leverage ratio, tangible net assets and interest coverage ratio. Such financial ratios are calculated based on the Group’s annual audited consolidated financial statements or semi-annual reviewed consolidated financial statements or subsidiaries’ annual audited financial statements. The Group was in compliance with all of the loan covenants as of June 30, 2016 and December 31, 2015. The Company’s subsidiaries were in compliance with all of the loan covenants as of December 31, 2015.

 

The Group had sufficient long term credit facility obtained before December 31, 2015 to refinance a portion of loans on a long-term basis. Therefore, NT$2,105,883 thousand were not classified as current portion of long-term borrowings as of December 31, 2015.

 

- 33 -

 
2)Bills payable-only as of September 30, 2016 and December 31, 2015

 

  

September 30, 

2016 

 

December 31, 

2015 

   NT$  NT$
       
Commercial papers  $2,000,000   $2,000,000 
Less:  unamortized discounts   1,062    1,011 
           
   $1,998,938   $1,998,989 
           
Annual interest rate   0.97%   1.03%

 

The commercial paper contract was entered into with Ta Ching Bills Finance Corporation in December 2015 and the duration is three years.

 

19.BONDS PAYABLE

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Unsecured domestic bonds         
Repayable at maturity in January 2021 and interest due annually with annual interest rate at 1.30%  $7,000,000   $-   $- 
Repayable at maturity in January 2023 and interest due annually with annual interest rate at 1.50%   2,000,000    -    - 
Unsecured convertible overseas bonds               
US$400,000 thousand   12,544,000    13,130,000    13,148,000 
US$200,000 thousand (linked to New Taiwan dollar)   6,185,600    6,185,600    6,185,600 
Secured overseas bonds - secured by the Company               
US$300,000 thousand, repayable at maturity in July 2017; interest due semi-annually with annual interest rate at 2.125%   9,408,000    9,847,500    9,861,000 
CNY500,000 thousand, with annual interest rate at 4.25% and repaid in September 2016   -    2,527,489    2,583,591 
Secured domestic bonds - secured by banks               
With annual interest rate at 1.45% and repaid in August 2016   -    8,000,000    8,000,000 
    37,137,600    39,690,589    39,778,191 
Less:  discounts on bonds payable   881,000    1,264,339    1,395,543 
    36,256,600    38,426,250    38,382,648 
Less:  current portion   9,384,865    14,685,866    2,578,343 
                
   $26,871,735   $23,740,384   $35,804,305 

 

The Group had sufficient long term credit facility obtained before December 31, 2015 to refinance a portion of the bonds payable on a long-term basis. Therefore, NT$8,000,000 thousand was not classified as current portion of bonds payable as of December 31, 2015.

 

- 34 -

 
a.In September 2013, the Company offered the third unsecured convertible overseas bonds (the “Bonds”) in US$400,000 thousand. The Bonds is zero coupon bonds with the maturity of 5 years, in denominations of US$200 thousand or in any integral multiples thereof. Each holder of the Bonds has the right at any time on or after October 16, 2013 and up to (and including) August 26, 2018, except during legal lock-up period, to convert the Bonds into newly issued listed common shares at the conversion price NT$33.085, determined on the basis of a fixed exchange rate of US$1 to NT$29.956. The conversion price will be adjusted in accordance with the conversion provisions due to anti-dilution clause. As of September 30, 2106, December 31, 2015 and September 30, 2015, the conversion price was NT$28.99, NT$30.28 and NT$30.28, respectively.

 

The Bonds may be redeemed at the option of the Company, in whole or in part, at any time on or after the third anniversary of the offering date provided that (1) the closing price, translated into U.S. dollars, of the common shares for a period of 20 consecutive trading days is at least 130% of the conversion price, (2) at least 90% in aggregate principal amount of the Bonds originally outstanding has been redeemed, repurchased and canceled or converted, or (3) the Company is required to pay additional taxes on the Bonds as a result of certain changes in tax laws in the ROC.

 

Each holder shall have the right to request the Company repurchase all or any portion of the principal amount thereof of a holder’s Bonds (1) on the third anniversary of the offering date, (2) in the event of a change of control, or (3) in the event of delisting.

 

The Bonds contained a debt host contract, recognized as bonds payable, and the conversion option, redemption option and put option (collectively the “Bonds Options”) aggregately recognized as financial liabilities at FVTPL. The effective interest rate of the debt host contract was 3.16% and the aggregate fair value of the Bonds Options was NT$1,667,950 thousand on initial recognition.

 

b.In July 2015, the Company offered the forth unsecured convertible overseas bonds (the “Currency Linked Bonds”) in US$200,000 thousand. The Currency Linked Bonds is zero coupon bonds with the maturity of 2.75 years, in denominations of US$200 thousand or in any integral multiples thereof. Repayment, redemption and put amount denominated in U.S. dollar will be converted into New Taiwan dollar amount using a fixed exchange rate of US$1 to NT$30.928 (the “Fixed Exchange Rate”) and then converted back to U.S. dollar amount using the applicable prevailing rate at the time of repayment, redemption or put. Each holder of the Currency Linked Bonds has the right at any time on or after August 11, 2015 and up to (and including) March 17, 2018, except during legal lock-up period, to convert the Currency Linked Bonds into common shares at the conversion price NT$54.55, determined on the basis of the Fixed Exchange Rate. The Company’s treasury shares will be available for delivery upon conversion of the Currency Linked Bonds. The conversion price will be adjusted in accordance with the conversion provisions due to anti-dilution clause. As of September 30, 2016, December 31, 2015 and September 30, 2015 the conversion price was NT$49.52, NT$51.73 and NT$51.73, respectively.

 

The Currency Linked Bonds may be redeemed at the option of the Company, in whole or in part, at any time on or after March 19, 2018 provided that (1) the closing price, translated into U.S. dollars, of the common shares for a period of 20 out of 30 consecutive trading days is at least 130% of the conversion price, (2) at least 90% in aggregate principal amount of the Currency Linked Bonds originally outstanding has been redeemed, repurchased and canceled or converted, or (3) the Company is required to pay additional taxes on the Currency Linked Bonds as a result of certain changes in tax laws in the ROC.

 

Each holder shall have the right to request the Company repurchase all or any portion of the principal amount thereof of a holder’s Currency Linked Bonds (1) in the event of a change of control, or (2) in the event of delisting.

 

The Currency Linked Bonds contained a debt host contract, recognized as bonds payable, and the conversion option, recognized as capital surplus. The effective interest rate of the debt host contract was 1.58% and the fair value of the conversion option was NT$214,022 thousand on initial recognition.

 

- 35 -

 
c.To focus on corporate sustainability and to carry out the commitment to environmental protection and energy conservation, Anstock II Limited, a subsidiary the Company 100% owned, offered overseas bonds in US$300,000 thousand with the maturity of three years and annual interest rate of 2.125% (the “Green Bonds”) in July 2014. The Green Bonds were unconditionally and irrevocably guaranteed by the Company and the proceeds were used to fund certain eligible projects to promote the Group’s transition to low-carbon and climate resilient growth.

 

20.OTHER PAYABLES

 

  

September 30, 

2016 

 

December 31, 

2015 

 

September 30, 

2015 

   NT$  NT$  NT$
          
Accrued salary and bonus  $5,900,872   $5,826,982   $5,295,141 
Payables for property, plant and equipment   5,607,586    4,782,357    5,272,576 
Accrued employees’ compensation and remuneration to directors and supervisors   1,577,483    2,270,608    1,703,539 
Accrued employee insurance   623,069    599,218    633,550 
Accrued utilities   446,717    466,956    480,628 
Accrued patents and acquired specific technology   117,600    -    - 
Others   5,601,862    5,248,697    5,011,317 
                
   $19,875,189   $19,194,818   $18,396,751 

 

21.RETIREMENT BENEFIT PLANS

 

The Group’s retirement benefit plans consisted of defined contribution retirement plan and defined benefit retirement plan. Employee benefit expenses in respect of the Group’s defined benefit retirement plans were calculated using the projected pension cost stated in 2015 and 2014 actuarial reports and recognized in the following line items in respective periods:

 

  

For the Three Months  

Ended September 30 

 

For the Nine Months  

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Operating costs  $77,226   $78,107   $229,241   $238,824 
Selling and marketing expenses   2,512    2,485    7,469    7,598 
General and administrative expenses   11,839    11,409    34,842    34,505 
Research and development expenses   8,691    9,476    25,873    28,663 
                     
   $100,268   $101,477   $297,425   $309,590 

- 36 -

 
22.EQUITY

 

a.Share capital

 

Ordinary shares

 

  

September 30, 

2016 

 

December 31,  

2015 

 

September 30, 

2015 

          
Numbers of shares authorized (in thousands)   10,000,000    10,000,000    10,000,000 
Numbers of shares reserved (in thousands)               
Employee share options   800,000    800,000    800,000 
                
Shares capital authorized  $100,000,000   $100,000,000   $100,000,000 
Shares capital reserved               
Employee share options  $8,000,000   $8,000,000   $8,000,000 
                
Numbers of shares registered (in thousands)   7,923,623    7,902,929    7,893,158 
Numbers of shares subscribed in advance (in thousands)   13,067    7,499    10,085 
                
Number of shares issued and fully paid (in thousands)   7,936,690    7,910,428    7,903,243 

 

The holders of issued ordinary shares with a par value at $10 per share are entitled the right to vote and receive dividends, except the shares held by the Group’s subsidiaries which are not entitled the right to vote. As of September 30, 2016, December 31, 2015 and September 30, 2015, there were 500,000 thousand ordinary shares included in the authorized shares that were not yet required to complete the share registration process.

 

American Depositary Receipts

 

The Company issued ADSs and each ADS represents five ordinary shares. As of September 30, 2016, December 31, 2015 and September 30, 2015, 125,518 thousand, 115,240 thousand and 115,854 thousand ADSs were outstanding and represented approximately 627,590 thousand, 576,198 thousand and 579,271 thousand ordinary shares of the Company, respectively.

 

b.Capital surplus

 

  

September 30,  

2016 

 

December 31, 

2015 

 

September 30,  

2015 

   NT$  NT$  NT$
          
May be used to offset a deficit, 
distributed as cash dividends, 
or transferred to share capital (1)
         
          
Arising from issuance of ordinary shares  $5,704,731   $5,479,616   $5,374,259 
Arising from the difference between consideration received and the carrying amount of the subsidiaries’ net assets during actual disposal or acquisition   7,176,958    7,197,510    7,197,510 
               

(Continued)

 

- 37 -

 
  

September 30, 2016 

 

December 31, 2015

 

 

September 30, 2015 

   NT$  NT$  NT$
          
May be used to offset a deficit only         
          
Arising from changes in percentage of ownership interest in subsidiaries (2)  $6,577,097   $8,489,984   $9,050,793 
Arising from treasury share transactions   950,368    717,355    717,355 
Arising from exercised employee share options   597,869    544,112    510,556 
Arising from expired employee share options   3,626    3,626    3,626 
Arising from share of changes in capital surplus of associates   38,567    30,284    33,496 
                
May not be used for any purpose               
                
Arising from employee share options   1,198,714    1,080,590    1,056,084 
Arising from equity component of convertible bonds   214,022    214,022    214,022 
                
   $22,461,952   $23,757,099   $24,157,701 

(Concluded)

 

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

 

2)Such capital surplus arises from the effect of changes in ownership interest in a subsidiary resulted from equity transactions other than actual disposal or acquisition, or from changes in capital surplus of subsidiaries accounted for by using equity method.

 

c.Retained earnings and dividend policy

 

In accordance with the amendments to the Company Act in May 2015, the recipients of dividends and bonuses are limited to shareholders and do not include employees. The consequential amendments to the Company’s Articles of Incorporation had been proposed for 2015 resolved at the Company’s annual shareholders’ meetings. For information about the accrual basis of the employees’ compensation and remuneration to directors and the actual appropriations, please refer to employee benefits expense under profit before income tax in Note 23(e).

 

The amended Articles of Incorporation of ASE Inc. (the “Articles”) in June, 2016 provides that annual net income shall be distributed in the following order:

 

1)Replenishment of deficits;

 

2)10.0% as legal reserve;

 

3)Special reserve appropriated or reversed in accordance with laws or regulations set forth by the authorities concerned;

 

4)Addition or deduction of realized gains or losses on equity instruments at fair value through other comprehensive income.

 

- 38 -

 

The Company is currently in the mature growth stage. To meet the capital needs for business development now and in the future and satisfy the shareholders’ demand for cash inflows, the Company shall use residual dividend policy to distribute dividends, of which the cash dividend is not lower than 30% of the total dividend distribution, with the remainder to be distributed in stock. A distribution plan is also to be made by the board of directors and passed for resolution in the shareholders’ meeting.

 

Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company’s capital surplus. Legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s capital surplus, the excess may be transferred to capital or distributed in cash.

 

Under Rule No. 1010012865 and Rule No. 1010047490 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”, the Company should appropriate or reverse to a special reserve.

 

Expect for non-ROC resident shareholders, all shareholders receiving the dividends are allowed a tax credit equal to their proportionate share of the income tax paid by the Company.

 

The appropriations of earnings for 2015 and 2014 resolved at the Company’s annual shareholders’ meetings in June 2016 and June 2015, respectively, were as follows:

 

   Appropriation of Earnings  Dividends Per Share
   For Year 2015  For Year 2014  For Year 2015  For Year 2014
   NT$  NT$  NT$  NT$
             (in dollars)  (in dollars)
                 
Legal reserve  $1,947,887   $2,359,267       
Cash dividends   12,476,779    15,589,825   $1.60  $2.00
                 
   $14,424,666   $17,949,092       

d.Others equity

 

1)Exchange differences on translating foreign operations

 

   2016  2015
   NT$  NT$
       
Balance at January 1  $4,493,570   $4,541,761 
Exchange differences arising on translating foreign operations    (6,147,51 9)    1,262,015 
Share of exchange difference of associates accounted for using the equity method   (301,327)   12 
           
Balance at September 30  $(1,955,276)  $5,803,788 

 

2)Unrealized gain on available-for-sale financial assets

 

   2016  2015
   NT$  NT$
       
Balance at January 1  $588,119   $526,778 
Unrealized loss arising on revaluation of available-for-sale financial assets   (62,028)   (37,190)

(Continued)

 

- 39 -

 
   2016  2015
   NT$  NT$
       
Cumulative loss reclassified to profit or loss on disposal of available-for-sale financial assets  $7,512   $11,495 
Unrealized loss on available-for-sale financial assets of associates accounted for using the equity method   (233,717)   (62,835)
           
Balance at September 30  $299,886   $438,248 

(Concluded)

 

e.Treasury shares (in thousand shares)

 

   Beginning        Ending
   Balance  Addition  Decrease  Balance
             
For the nine months 
ended September 30, 2016
            
             
Shares held by subsidiaries   145,883    -    -    145,883 
Shares reserved for bonds conversion   120,000    -    -    120,000 
                     
    265,883    -    -    265,883 
                     
For the nine months
 
ended September 30, 2015
                    
                     
Shares held by subsidiaries   145,883    -    -    145,883 
Shares reserved for bonds conversion   -    120,000    -    120,000 
                     
    145,883    120,000    -    265,883 

 

In February 2015, the board of directors approved to repurchase up to 120,000 thousand of the Company’s ordinary shares which will be used for equity conversion of convertible overseas bonds in the future. The Company has completed the repurchase during March 2015 and the shares repurchased accounted for 1.53% of the Company’s total issued shares. The average repurchase price was NT$44.45 per share.

 

The Company’s shares held by its subsidiaries at each balance sheet date were as follows:

 

  

Shares 

Held By Subsidiaries 

  Carrying amount  Fair Value
   (in thousand shares)  NT$  NT$
          
September 30, 2016         
          
ASE Test   88,200   $1,380,721   $3,316,338 
J&R Holding   46,704    381,709    1,756,061 
ASE Test, Inc.   10,979    196,677    412,802 
                
    145,883   $1,959,107   $5,485,201 

(Continued)

 

- 40 -

 
  

Shares 

Held By Subsidiaries 

  Carrying amount  Fair Value
   (in thousand shares)  NT$  NT$
          
December 31, 2015         
          
ASE Test   88,200   $1,380,721   $3,351,618 
J&R Holding   46,704    381,709    1,774,743 
ASE Test, Inc.   10,979    196,677    417,193 
                
    145,883   $1,959,107   $5,543,554 
                
September 30, 2015               
                
ASE Test   88,200   $1,380,721   $3,113,476 
J&R Holding   46,704    381,709    1,648,643 
ASE Test, Inc.   10,979    196,677    387,551 
                
    145,883   $1,959,107   $5,149,670 

(Concluded)

 

Fair values of the Company’s shares held by subsidiaries are based on the closing price from an available published price quotation, which is a Level 1 input in terms of IFRS 13, at the balance sheet dates.

 

The Company issued ordinary shares in connection with its merger with its subsidiaries. The shares held by its subsidiaries were reclassified from investments accounted for using the equity method to treasury shares on the proportion owned by the Company.

 

Under the Securities and Exchange Act in the ROC, the Company shall neither pledge treasury shares nor exercise shareholders’ rights on these shares, such as rights to dividends and voting. The subsidiaries holding treasury shares, however, retain shareholders’ rights except the rights to participate in any share issuance for cash and voting.

 

f.Non-controlling interests

 

   2016  2015
   NT$  NT$
       
Balance at January 1  $11,503,878   $8,219,098 
Attributable to non-controlling interests:          
Share of profit for the period   839,378    647,695 
Exchange difference on translating foreign operations   (596,012)   107,617 
Unrealized gain on available-for-sale financial assets   1,547    3,282 
Non-controlling interest arising from acquisition of subsidiaries (Note 27)   7,021    - 
Partial disposal of interests in subsidiaries (Note 28)   26,436    1,712,836 
Repurchase of outstanding ordinary shares of subsidiaries (Note 28)   (912,886)   - 
Spin-off of subsidiaries   -    3,535 

(Continued)

 

- 41 -

 
   2016  2015
   NT$  NT$
           
Non-controlling interest relating to issue of ordinary shares under employee share options  $425,523   $292,233 
Cash dividends to non-controlling interests   (236,426)   (232,148)
           
Balance at September 30  $11,058,459   $10,754,148 

(Concluded)

 

23.PROFIT BEFORE INCOME TAX

 

a.Other income

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Government subsidy  $94,227   $34,814   $219,725   $114,333 
Interest income   57,429    75,885    171,615    192,162 
Rental income   13,144    15,004    38,096    44,779 
Dividends income   2,894    1,654    20,625    74,374 
                     
   $167,694   $127,357   $450,061   $425,648 

b.Other gains (losses)

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Net gains (losses) arising on financial instruments held for trading  $(2,056,755)  $4,006,972   $(1,657,476)  $2,452,527 
Net gains on financial assets designated as at FVTPL   58,947    491,548    165,319    743,746 
Foreign exchange gains (losses), net   1,592,864    (2,520,549)   2,235,621    (1,141,608)
Impairment losses   (374,185)   (134,890)   (888,732)   (151,091)
Others   138,895    2,850    136,987    23,251 
                     
   $(640,234)  $1,845,931   $(8,281)  $1,926,825 

 

c.Finance costs

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Total interest expense for financial liabilities measured at amortized cost  $610,084   $630,581   $1,923,733   $1,865,132 

 

(Continued)

 

- 42 -

 
  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Less:  Amounts included in the cost of qualifying assets            
Inventories related to real estate business  $(60,625)  $(49,148)  $(176,710)  $(146,084)
Property, plant and equipment   (13,913)   (13,646)   (38,828)   (37,811)
    535,546    567,787    1,708,195    1,681,237 
Other finance costs   11,912    6,627    38,390    16,960 
                     
   $547,458   $574,414   $1,746,585   $1,698,197 

(Concluded)

 

Information relating to the annual interest capitalization rates was as follows:

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
             
             
Inventories related to real estate business   4.35%-6.00%    4.85%-6.49%    4.35%-6.00%    4.85%-6.77% 
Property, plant and equipment   1.21%-4.05%    0.76%-4.13%    1.15%-4.05%    0.76%-6.15% 

 

d.Depreciation and amortization

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Property, plant and equipment  $7,252,369   $7,270,814   $21,694,771   $21,750,748 
Intangible assets   120,172    149,096    343,868    421,472 
                     
Total  $7,372,541   $7,419,910   $22,038,639   $22,172,220 
                     
Summary of depreciation by function                    
Operating costs  $6,764,505   $6,792,220   $20,206,684   $20,334,199 
Operating expenses   487,864    478,594    1,488,087    1,416,549 
                     
   $7,252,369   $7,270,814   $21,694,771   $21,750,748 
                     
Summary of amortization by function                    
Operating costs  $37,506   $31,751   $110,427   $90,135 
Operating expenses   82,666    117,345    233,441    331,337 
                     
   $120,172   $149,096   $343,868   $421,472 

- 43 -

 
e.Employee benefits expense

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Post-employment benefits            
Defined contribution plans  $435,617   $425,121   $1,298,851   $1,258,304 
Defined benefit plans   100,268    101,477    297,425    309,590 
    535,885    526,598    1,596,276    1,567,894 
Equity-settled share-based payments   112,979    16,564    353,676    35,919 
Salary, incentives and bonus   11,335,717    10,689,401    31,845,563    31,491,527 
Other employee benefits   1,745,373    1,671,839    4,915,816    4,928,015 
                     
   $13,729,954   $12,904,402   $38,711,331   $38,023,355 
                     
Summary of employee benefits expense by function                    
Operating costs  $9,302,919   $8,741,553   $26,264,502   $26,092,702 
Operating expenses   4,427,035    4,162,849    12,446,829    11,930,653 
                     
   $13,729,954   $12,904,402   $38,711,331   $38,023,355 

 

To be in compliance with the Company Act as amended in May 2015, the amended Articles of Incorporation of the Company, has been approved in the shareholders’ meeting in June 2016, stipulate to distribute employees’ compensation and remuneration to directors at the rates in 5.25%-8.25% and no higher than 0.75%, respectively, of net profit before income tax, employees’ compensation and remuneration to directors. For the three months and nine months ended September 30, 2016 and 2015, the employees’ compensation and the remuneration to directors were accrued based on 8.25% and 0.75% of net profit before income tax, employees’ compensation and remuneration to directors, respectively.

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months

 

Ended September 30

 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Employees’ compensation  $506,210   $686,655   $1,409,574   $1,533,299 
Remuneration to directors   46,019    52,346    128,143    129,314 

 

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

 

The appropriations of employees’ compensation and remuneration to directors for 2015 were resolved by the board of directors in April 2016, and the appropriations of bonus to employees and remuneration to directors and supervisors for 2014 were approved in the shareholders’ meeting in June 2015. The amounts of the employees’ compensation/bonus and remuneration to directors and supervisors are disclosed in the table below. After the amendments to the Articles had been resolved in the shareholders’ meeting held in June 2016, the appropriations of the employees’ compensation and remuneration to directors for 2015 were reported in the shareholders’ meeting.

 

- 44 -

 
   For Year 2015  For Year 2014
   NT$  NT$
       
Bonus to employees / employees’ compensation  $2,033,800   $2,335,600 
Remuneration to directors and supervisors / directors   140,000    211,200 

 

The differences between the resolved amounts of the employees’ compensation and the remuneration to directors and the accrued amounts reflected in the consolidated financial statements for the years ended December 31, 2015 and the bonus to employees and remuneration to directors and supervisors and the accrued amounts reflected in the consolidated financial statements for the years ended December 31, 2014 were deemed changes in estimates. The difference was NT$44,200 thousand and NT$1,330 thousand and had been adjusted in earnings for the years ended December 31, 2016 and 2015, respectively.

 

Information on the employees’ compensation and the remuneration to directors for 2015 resolved by the Company’s board of directors in 2016 and the bonus to employees and the remuneration to directors and supervisors resolved by the shareholders’ meeting in 2015 are available on the Market Observation Post System website of the TSE.

 

24.INCOME TAX

 

a.Income tax recognized in profit or loss

 

The major components of income tax expense were as follows:

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Current income tax            
In respect of the current period  $1,135,051   $1,320,237   $3,609,224   $2,740,629 
Income tax on unappropriated earnings   -    -    559,606    610,556 
Changes in estimate for prior periods   (4,265)   7,797    26,514    (38,109)
    1,130,786    1,328,034    4,195,344    3,313,076 
                     
Deferred income tax                    
In respect of the current period   (34,365)   (268,848)   (238,983)   273,630 
Adjustments to attributable to changes in tax rates   -    -    14,184    25,937 
Changes in estimate for prior periods   379    (10,517)   (26,840)   (20,989)
Effect of foreign currency exchange differences   (121,170)   78,639    (126,918)   (11,990)
    (155,256)   (200,726)   (378,557)   266,588 
                     
Income tax expense recognized in profit or loss  $975,530   $1,127,308   $3,816,787   $3,579,664 

- 45 -

 
b.Integrated income tax

 

As of September 30, 2016, December 31, 2015 and September 30, 2015, unappropriated earnings were all generated on and after January 1, 1998. As of September 30, 2016, December 31, 2015 and September 30, 2015, the balance of the Imputation Credit Account (“ICA”) was NT$2,484,934 thousand, NT$1,913,243 thousand and NT$1,430,460 thousand, respectively.

 

The creditable ratio for the distribution of earnings of 2015 and 2014 was 9.65% (estimated) and 6.88% (actual), respectively.

 

c.Income tax assessments

 

Income tax returns of ASE Inc. and its ROC subsidiaries have been examined by authorities through 2012 and through 2013 to 2014, respectively. ASE Inc. and some of its ROC subsidiaries disagreed with the result of examinations relating to its income tax returns for 2004 through 2008 and 2010 through 2012 and appealed to the tax authorities. A settlement was reached in June 2015. The related income tax expenses in the years resulting from the examinations have been accrued in respective tax years or in the year of the settlement.

 

25.EARNINGS PER SHARE

 

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

 

Net profit for the period

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Net profit for the period attributable to owners of the Company  $5,505,994   $6,368,622   $13,715,836   $14,489,257 
Effect of potentially dilutive ordinary shares:                    
Employee share options issued by subsidiaries   (102,880)   (49,096)   (291,290)   (154,682)
Investments in associates   (232,138)   -    (455,098)   - 
Convertible bonds   146,220    (619,223)   (551,720)   174,970 
                     
Earnings used in the computation of diluted earnings per share  $5,317,196   $5,700,303   $12,417,728   $14,509,545 

 

Weighted average number of ordinary shares outstanding (in thousand shares)

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
             
Weighted average number of ordinary shares in computation of basic earnings per share   7,668,008    7,635,675    7,658,467    7,656,395 

(Continued)

 

- 46 -

 
  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30

   2016  2015  2016  2015
             
Effect of potentially dilutive ordinary shares:            
Convertible bonds   515,295    513,995    515,295    435,578 
Employee share options   62,335    71,028    61,385    90,537 
Employees’ compensation   6,732    10,225    37,793    58,454 
                     
Weighted average number of ordinary shares in computation of diluted earnings per share   8,252,370    8,230,923    8,272,940    8,240,964 

(Concluded)

 

The Group is able to settle the employees’ compensation by cash or shares. The Group presumed that the entire amount of the compensation would be settled in shares and the resulting potential shares were included in the weighted average number of ordinary shares outstanding used in the computation of diluted earnings per share if the effect is dilutive. Such dilutive effect of the potential shares was included in the computation of diluted earnings per share until the board of directors approve the number of shares to be distributed to employees at their meeting in the following year.

 

26.SHARE-BASED PAYMENT ARRANGEMENTS

 

Employee share option plans of the Company and its subsidiaries

 

In order to attract, retain and reward employees, ASE Inc. has five employee share option plans for full-time employees of the Group, including 100,000 thousand share options approved to be granted in April 2015. There are 5,730 thousand share options of the fifth employee stock option plan that will no longer be issued due to the expiration of grant period. Each share option represents the right to purchase one ordinary share of ASE Inc. when exercised. Under the terms of the plans, share options are granted at an exercise price equal to or not less than the closing price of the ordinary shares listed on the TSE at the grant date. The option rights of these plans are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date. For any subsequent changes in the Company’s capital structure, the exercise price is accordingly adjusted.

 

a.ASE Inc. Option Plans

 

Information about share options was as follows:

 

   For the Nine Months Ended September 30
   2016  2015
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options (In  Price Per  Options (In  Price Per
   Thousands)  Share (NT$)  Thousands)  Share (NT$)
             
Balance at January 1   252,607   $26.6    209,745   $20.7 
Options granted   -    -    94,270    36.5 
Options forfeited   (4,556)   34.5    (859)   24.4 
Options expired   -    -    (730)   11.1 

(Continued)

 

- 47 -

 
   For the Nine Months Ended September 30
   2016  2015
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options (In  Price Per  Options (In  Price Per
   Thousands)  Share (NT$)  Thousands)  Share (NT$)
             
Options exercised   (26,262)  $20.9    (41,518)  $20.6 
                     
Balance at September 30   221,789    27.1    260,908    26.5 
                     
Options exercisable, end of period   132,619    20.8    164,046    20.8 

(Concluded)

 

The weighted average share prices at exercise dates of share options for the nine months ended September 30, 2016 and 2015 was NT$36.5 and NT$39.6, respectively.

 

Information about the Company’s outstanding share options at each balance sheet date was as follows:

 

    Range of Exercise Price  Per Share (NT$)  

Weighted Average Remaining 

Contractual Life (Years) 

         
September 30, 2016   $ 20.4-22.6   2.7
    36.5   8.9
         
December 31, 2015   20.4-22.6   3.5
    36.5   9.7
         
September 30, 2015   20.4-22.6   3.7
    36.5   9.9

 

b.ASE Mauritius Inc. Option Plan

 

ASE Mauritius Inc. has an employee share option plan for full-time employees of the Group which granted 30,000 thousand units in December 2007. Under the terms of the plan, each unit represents the right to purchase one ordinary share of ASE Mauritius Inc. when exercised. The option rights of the plan are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date.

 

Information about share options was as follows:

 

   For the Nine Months Ended September 30
   2016  2015
   Number of  Exercise  Number of  Exercise
   Options (In  Price Per  Options (In  Price Per
   Thousands)  Share (US$)  Thousands)  Share (US$)
             
Balance at January 1   28,470   $1.7    28,545   $1.7 
Options forfeited   -    -    (75)   1.7 
                     
Balance at September 30   28,470    1.7    28,470    1.7 
                     
Options exercisable, end of period   28,470    1.7    28,470    1.7 

 

- 48 -

 

As of September 30, 2016, December 31, 2015 and September 30, 2015, the remaining contractual life was 1.3 years, 2 years and 2.3 years, respectively.

 

c.USIE Option Plans

 

The terms of the plans issued by USIE were the same with those of the Company’s option plans. USIE modified its option plan granted in 2007 by extending the contractual life to 13 years. The incremental fair value was all recognized as employee benefits expense in the years of modifications since the options were all vested.

 

Information about share options was as follows:

 

   For the Nine Months Ended September 30
   2016  2015
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options (In  Price Per  Options (In  Price Per
   Thousands)  Share (US$)  Thousands)  Share (US$)
             
Balance at January 1   29,695   $2.1    34,159   $2.1 
Options forfeited   -    -    (84)   2.8 
Options exercised   (3,762)   2.0    (4,380)   1.9 
                     
Balance at September 30   25,933    2.2    29,695    2.1 
                     
Options exercisable, end of period   25,933    2.2    28,106    2.1 

 

Information about USIE’s outstanding share options at each balance sheet date was as follows:

 

   

Range of Exercise Price Per Share 

(US$) 

 

Weighted Average Remaining 

Contractual Life (Years) 

         
September 30, 2016   $ 1.5   4.2
    2.4-2.9   4.1
         
December 31, 2015   1.5   5.0
    2.4-2.9   4.9
         
September 30, 2015   1.5   4.2
    2.4-2.9   5.1

d.USISH Option Plan

 

In November 2015, the shareholders of USISH approved a share option plan for the employees of USISH. Each unit represents the right to purchase one ordinary share of USISH when exercised. The options are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date incorporated with certain performance conditions. For any subsequent changes in USISH’s capital structure, the exercise price is accordingly adjusted.

 

- 49 -

 

Information about share options was as follows:

 

  

For the Nine Months Ended  

September 30, 2016 

   Number of  Exercise
   Options  Price Per
   (In Thousands)  Share (CNY)
       
Balance at January 1   26,627   $15.5 
Options forfeited   (1,211)   15.5 
           
Balance at September 30   25,416    15.5 
           
Options exercisable, end of period   -    - 

 

As of September 30, 2016 and December 31, 2015, the remaining contractual life of the share options was 9.2 years and 9.9 years, respectively.

 

Fair value of share options

 

Share options granted by the Company and USISH in 2015 were measured using the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995) and the Black-Scholes Option Pricing Model, respectively, and the inputs to the models were as follows:

 

    ASE Inc.   USISH
         
Share price at the grant date   NT$36.5   CNY15.2
Exercise prices   NT$36.5   CNY15.5
Expected volatility   27.02%   40.33%-45.00%
Expected lives   10 years   10 years
Expected dividend yield   4.00%   0.87%
Risk free interest rates   1.34%   3.06%-3.13%

 

Expected volatility was based on the historical share price volatility over the past 10 years of ASE Inc. and the comparable companies of USISH, respectively. Under the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995), the Company assumed that employees would exercise the options after vesting date when the share price was 1.88 times the exercise price to allow for the effects of early exercise.

 

27.BUSINESS COMBINATIONS

 

a.Subsidiaries acquired

 

   Principal Activity  Date of Acquisition  Proportion of Voting Equity Interests Acquired  Cash Consideration
            NT$
             
 TLJ   Engaged in information software services   May 3, 2016    60%  $89,998 

 

b.Consideration transferred, preliminary fair value of assets acquired and liabilities assumed as well as net cash outflow on acquisition of subsidiaries at the acquisition dates were as follows:

 

- 50 -

 
   NT$
    
Current assets  $16,645 
Non-current assets   4,081 
Current liabilities   (7,599)
    13,127 
Non-controlling interests   (7,021)
Goodwill   83,892 
Total consideration   89,998 
Less:  Cash and cash equivalent acquired   (16,561)
      
   $73,437 

 

In May 2016, the Company’s subsidiary, ASE Test, Inc., acquired 60% shareholdings of TLJ with a total consideration determined primarily based on independent professional appraisal reports. NT$41,739 thousand out of the total consideration was paid to key management personnel and related parties. As of September 30, 2016, the Group has not completed the identification of the difference between the cost of the investment and the Group’s share of the net fair value of TLJ’s identifiable assets and liabilities and, as a result, the difference was recognized as goodwill provisionally.

 

28.EQUITY TRANSACTION WITH NON-CONTROLLING INTERESTS

 

In April 2015, USIE sold its shareholdings of 54,000 thousand ordinary shares of USISH amounting to CNY1,992,060 thousand and, as a result, the Group’s shareholdings of USISH decreased from 82.1% to 77.2%. The transaction was accounted for as an equity transaction since the Group did not cease to have control over USISH and, as a result, capital surplus was increased by NT$7,197,510 thousand in the second quarter of 2015.

 

In February 2016, USIE repurchased 4,501 thousand shares of USIE’s outstanding ordinary shares and, as a result, the Group’s shareholdings of USIE increased from 96.7% to 98.8%. The transaction was accounted for as an equity transaction since the Group did not cease to have control over USIE and capital surplus was decreased by NT$1,912,887 thousand.

 

In February 2016, the Company, with a total consideration of NT$ 792,064 thousand, completed the disposal of 39,603 thousand shares in USI to the Company’s subsidiary, UGTW, at NT$20 per share and, as a result, the Group’s shareholdings of USI decreased from 99.0% to 76.5%. The transaction was accounted for as an equity transaction since the Group did not cease to have control over USI and capital surplus was decreased by NT$20,552 thousand.

 

29.NON-CASH TRANSACTIONS

 

For the nine months ended September 30, 2016 and 2015, the Group entered into the following non-cash investing activities which were not reflected in the consolidated statements of cash flows:

 

  

For the Nine Months  

Ended September 30 

   2016  2015
   NT$  NT$
       
Payments for property, plant and equipment      
Purchase of property, plant and equipment  $21,284,821   $23,129,447 
Decrease in prepayments for property, plant and equipment (recorded under the line item of other non-current assets)   (29,653)   (220,918)

(Continued)

 

- 51 -

 
  

For the Nine Months  

Ended September 30 

   2016  2015
   NT$  NT$
       
(Increase) decrease in payables for property, plant and equipment  $(825,229)  $1,824,553 
Capitalized borrowing costs   (38,828)   (37,811)
           
   $20,391,111   $24,695,271 
           
Proceeds from disposal of property, plant and equipment          
Consideration from disposal of property, plant and equipment  $439,798   $175,106 
(Increase) decrease in other receivables   (310,537)   38,178 
           
   $129,261   $213,284 

(Concluded)

 

30.OPERATING LEASE ARRANGEMENTS

 

Except those discussed in Note 17, the Company and its subsidiary, ASE Test, Inc., lease the land on which their buildings are located under various operating lease agreements with the ROC government expiring through June 2035. The agreements grant these entities the option to renew the leases and reserve the right for the lessor to adjust the lease payments upon an increase in the assessed value of the land and to terminate the leases under certain conditions. In addition, the Group leases buildings, machinery and equipment under operating leases.

 

The subsidiaries’ offices located in U.S.A. and Japan, etc. are leased from other parties and the lease term will expire through 2016 to 2023 with the option to renew the leases upon expiration.

 

The Group recognized rental expense of NT$396,530 thousand, NT$343,584 thousand, NT$1,073,013 thousand and NT$1,057,269 thousand for the three months and nine months ended September 30, 2016 and 2015, respectively.

 

31.CAPITAL MANAGEMENT

 

The capital structure of the Group consists of debt and equity. The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance. Key management personnel of the Group periodically reviews the cost of capital and the risks associated with each class of capital. In order to balance the overall capital structure, the Group may adjust the amount of dividends paid to shareholders, the number of new shares issued or repurchased, and the amount of new debt issued or existing debt redeemed.

 

The Group is not subject to any externally imposed capital requirements except those discussed in Note 18.

 

32.FINANCIAL INSTRUMENTS

 

a.Fair value of financial instruments that are not measured at fair value

 

1)Fair value of financial instruments not measured at fair value but for which fair value is disclosed

 

Except bonds payable measured at amortized cost, the management considers that the carrying amounts of financial assets and financial liabilities not measured at fair value approximate their fair

 

- 52 -

 

values. The carrying amounts and fair value of bonds payable as of September 30, 2016, December 31, 2015 and September 30, 2015, respectively, were as follows:

 

    Carrying Amount   Fair Value
    NT$   NT$
         
September 30, 2016   $ 36,256,600   $ 36,680,738
December 31, 2015   38,426,250   38,465,355
September 30, 2015   38,382,648   38,292,845

2)Fair value hierarchy

 

The aforementioned fair value hierarchy of bonds payable was level 3 which was determined based on discounted cash flows analysis with the applicable yield curve for the duration or the last trading prices.

 

b.Fair value of financial instruments that are measured at fair value on a recurring basis

 

1)Fair value hierarchy

 

   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
September 30, 2016            
             
Financial assets at FVTPL            
Financial assets designated as at FVTPL            
Private-placement convertible bonds  $-   $100,583   $-   $100,583 
                     
Derivative financial assets                    
Forward exchange contracts   -    55,645    -    55,645 
Swap contracts   -    38,451    -    38,451 

Non-derivative financial assets held for trading            
Open-end mutual funds   584,424    -    -    584,424 
Quoted shares   34,728    -    -    34,728 
                     
   $619,152   $194,679   $-   $813,831 
                     
Available-for-sale financial assets                    
Limited partnership  $-   $-   $448,913   $448,913 
Unquoted shares   -    -    520,668    520,668 
Quoted shares   160,243    -    -    160,243 
Open-end mutual funds   44,207    -    -    44,207 
                     
   $204,450   $-   $969,581   $1,174,031 

(Continued)

 

- 53 -

 
   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
Financial liabilities at FVTPL            
Derivative financial liabilities            
Conversion option, redemption option and put option of convertible bonds  $-   $2,224,051   $-   $2,224,051 
Swap contracts   -    1,708,293    -    1,708,293 
Forward exchange contracts   -    10,825    -    10,825 
Interest rate swap contracts   -    8,791    -    8,791 
Foreign currency option contracts   -    1,560    -    1,560 
                     
   $-   $3,953,520   $-   $3,953,520 
                     
December 31, 2015                    
                     
Financial assets at FVTPL                    
Financial assets designated as at FVTPL                    
Structured time deposits  $-   $1,646,357   $-   $1,646,357 
Private-placement convertible bonds   -    100,500    -    100,500 
                     
Derivative financial assets                    
Swap contracts   -    1,452,611    -    1,452,611 
Forward exchange contracts   -    18,913    -    18,913 
Forward currency option contracts   -    5,020    -    5,020 
                     
Non-derivative financial assets held for trading                    
Open-end mutual funds   573,242    -    -    573,242 
Quoted shares   37,058    -    -    37,058 
                     
   $610,300   $3,223,401   $-   $3,833,701 
                     
Available-for-sale financial assets                    
Limited Partnership  $-   $-   $476,612   $476,612 
Unquoted shares   -    -    264,477    264,477 

(Continued)

 

- 54 -

 
   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
Quoted shares  $197,580   $-   $-   $197,580 
Open-end mutual funds   16,037    -    -    16,037 
                     
   $213,617   $-   $741,089   $954,706 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $-   $2,632,565   $-   $2,632,565 
Swap contracts   -    290,176    -    290,176 
Forward exchange contracts   -    69,207    -    69,207 
Foreign currency option contracts   -    13,659    -    13,659 
Interest rate swap contracts   -    119    -    119 
                     
   $-   $3,005,726   $-   $3,005,726 
                     
September 30, 2015                    
                     
Financial assets at FVTPL                    
Financial assets designated as at FVTPL                    
Private-placement convertible bonds  $-   $100,500   $-   $100,500 
                     
Derivative financial assets                    
Swap contracts   -    2,398,880    -    2,398,880 
Forward exchange contracts   -    41,189    -    41,189 
                     
Non-derivative financial assets held for trading                    
Open-end mutual funds   558,437    -    -    558,437 
Quoted shares   43,225    -    -    43,225 
                     
   $601,662   $2,540,569   $-   $3,142,231 

(Continued)

 

- 55 -

 
   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
Available-for-sale financial assets            
Limited Partnership  $-   $-   $501,168   $501,168 
Quoted shares   172,915    -    -    172,915 
Unquoted shares   -    -    246,218    246,218 
                     
   $172,915   $-   $747,386   $920,301 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $-   $2,049,773   $-   $2,049,773 
Foreign exchange contracts   -    298,988    -    298,988 
Swap contracts   -    244,204    -    244,204 
Foreign currency option contracts   -    12,112    -    12,112 
                     
   $-   $2,605,077   $-   $2,605,077 

(Concluded)

 

For the financial assets and liabilities that were measured at fair value on a recurring basis held for the nine months ended September 30, 2016 and 2015, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

 

2)Reconciliation of Level 3 fair value measurements of financial assets

 

The financial assets measured at Level 3 fair value were equity investments with no quoted prices and classified as available-for-sale financial assets - non-current. Reconciliations for the nine months ended September 30, 2016 and 2015 were as follows:

 

   2016  2015
   NT$  NT$
       
Balance at January 1  $741,089   $778,866 
Purchases   297,678    13,791 
Total losses recognized          
In profit or loss   (10,734)   (15,891)
In other comprehensive income   (29,525)   13,522 
Disposals   (28,927)   (42,902)
           
Balance at September 30  $969,581   $747,386 

 

As of September 30, 2016 and 2015, unrealized loss of NT$26,765 thousand and NT$16,633 thousand, recorded in other comprehensive income under the heading of unrealized gain on available-for-sale financial assets, were included in the carrying amount of the financial assets at fair value on Level 3 fair value measurement.

 

- 56 -

 
3)Valuation techniques and assumptions applied for the purpose of measuring fair value

 

a)Valuation techniques and inputs applied for the purpose of measuring Level 2 fair value measurement

 

Financial Instruments   Valuation Techniques and Inputs
     
Derivatives - swap contracts, forward exchange contracts, foreign currency option contracts and interest rate swap contracts   Discounted cash flows - Future cash flows are estimated based on observable forward exchange rates or interest rates at balance sheet dates and contract forward exchange rates or interest rates, discounted at rates that reflected the credit risk of various counterparties.
     
Derivatives - conversion option, redemption option and put option of convertible bonds   Option pricing model - Incorporation of present value techniques and reflect both the time value and the intrinsic value of options
     
Structured time deposits and private-placement convertible bonds   Discounted cash flows - Future cash flows are estimated based on observable forward exchange rates or stock prices at balance sheet dates and contract interest rate ranges or conversion prices, discounted at rates that reflected the credit risk of various counterparties.

 

b)Valuation techniques and inputs applied for the purpose of measuring Level 3 fair value measurement

 

The fair value of the Group’s investments in unquoted shares on Level 3 fair value measurement were measured using market approach based on investees’ recent financing activities, technical development, valuation of investees comparable companies, market conditions and other economic indicators.

 

The fair values of investments in limited partnership are measured using discounted cash flow technique and a comparable multiple technique. The significant unobservable inputs used in the discounted cash flow technique were discount rates of 12.34% and the terminal growth rates of 2.50%. Any significant increase in discount rates or any significant decrease in terminal growth rates would result in a decrease in the fair value of the investments in limited partnership. The significant unobservable input used in the comparable multiple technique was EBITDA multiples of 9.73. Any significant decrease in multiples would result in a decrease in the fair value of the investments in limited partnership.

 

c.Categories of financial instruments

 

  

September 30,  

2016 

 

December 31,  

2015 

 

September 30,  

2015 

   NT$  NT$  NT$
          
Financial assets         
          
FVTPL         
Designated as at FVTPL  $100,583   $1,746,857   $100,500 
Held for trading   713,248    2,086,844    3,041,731 
Available-for-sale financial assets   1,174,031    954,706    920,301 
Loans and receivables (Note 1)   93,009,972    101,259,880    98,389,112 
                

(Continued)

 

- 57 -

 
   

September 30,  

2016 

 

December 31,  

2015 

 

September 30,  

2015 

    NT$   NT$   NT$
             
Financial liabilities            
             
FVTPL      
Held for trading   $ 3,953,520   $ 3,005,726   $ 2,605,077
Measured at amortized cost (Note 2)   177,209,507   173,294,140   182,637,071

(Concluded)

 

Note 1:The balances included loans and receivables measured at amortized cost which comprise cash and cash equivalents, trade and other receivables and other financial assets.

 

Note 2:The balances included financial liabilities measured at amortized cost which comprise short-term borrowings, short-term bills payable, trade and other payables, bonds payable and long-term borrowings.

 

d.Financial risk management objectives and policies

 

The derivative instruments used by the Group are to mitigate risks arising from ordinary business operations. All derivative transactions entered into by the Group are designated as either hedging or trading. Derivative transactions entered into for hedging purposes must hedge risk against fluctuations in foreign exchange rates and interest rates arising from operating activities. The currencies and the amount of derivative instruments held by the Group must match its hedged assets and liabilities denominated in foreign currencies.

 

The Group's risk management department monitors risks to mitigate risk exposures, reports unsettled position, transaction balances and related gains or losses to the Group’s chief financial officer on monthly basis.

 

1)Market risk

 

The Group’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. Gains or losses arising from fluctuations in foreign currency exchange rates of a variety of derivative financial instruments were approximately offset by those of hedged items. Interest rate risk was not significant due to the cost of capital was expected to be fixed.

 

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

 

a)Foreign currency exchange rate risk

 

The Group had sales and purchases as well as financing activities denominated in foreign currency which exposed the Group to foreign currency exchange rate risk. The Group entered into a variety of derivative financial instruments to hedge foreign currency exchange rate risk to minimize the fluctuations of assets and liabilities denominated in foreign currencies.

 

The carrying amounts of the Group's foreign currency denominated monetary assets and liabilities (including those eliminated upon consolidation) as well as derivative instruments which exposed the Group to foreign currency exchange rate risk at each balance sheet date are presented in Note 36.

 

- 58 -

 

The Group was principally subject to the impact to exchange rate fluctuation in U.S. dollars and Japanese yen against NT$ or Chinese Yuan Renminbi (“CNY”). 1% is the sensitivity rate used when reporting foreign currency exchange rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign currency exchange rates. The sensitivity analysis included financial assets and liabilities and inter-company receivables and payables within the Group. The changes in profit before income tax due to a 1% change in U.S. dollars and Japanese yen both against NT$ and CNY would be NT$218,000 thousand and NT$56,000 thousand for the nine months ended September 30, 2016 and 2015, respectively. Hedging contracts and hedged items have been taken into account while measuring the changes in profit before income tax. The abovementioned sensitivity analysis mainly focused on the foreign currency monetary items at the end of the reporting period. As the period-end exposure did not reflect the exposure for the nine months ended September 30, 2016 and 2015, the abovementioned sensitivity analysis was unrepresentative of those periods.

 

b)Interest rate risk

 

Except a portion of long-term borrowings and bonds payable at fixed interest rates, the Group was exposed to interest rate risk because group entities borrowed funds at floating interest rates. Changes in market interest rates will lead to variances in effective interest rates of borrowings from which the future cash flow fluctuations arise. The Group entered into a variety of derivative financial instruments to hedge interest rate risk to minimize the fluctuations of assets and liabilities denominated in interest rate.

 

The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at each balance sheet date were as follows:

 

  

September 30,  

2016 

  December 31, 2015 

September 30,  

2015 

   NT$  NT$  NT$
          
Fair value interest rate risk         
Financial liabilities  $29,731,458   $18,030,482   $29,772,311 
                
Cash flow interest rate risk               
Financial assets   30,340,234    53,475,994    39,098,465 
Financial liabilities   72,903,042    65,213,083    60,468,199 

 

For assets and liabilities with floating interest rates, a 100 basis point increase or decrease was used when reporting interest rate risk internally to key management personnel. If interest rates had been 100 basis points (1%) higher or lower and all other variables held constant, the Group’s profit before income tax for the nine months ended September 30, 2016 and 2015 would have decreased or increased approximately by NT$320,000 thousand and NT$161,000 thousand , respectively. Hedging contracts and hedged items have been taken into account while measuring the changes in profit before income tax. The abovementioned sensitivity analysis mainly focused on the interest rate items at the end of the reporting period. As the period-end exposure did not reflect the exposure for the nine months ended September 30, 2016 and 2015, the abovementioned sensitivity analysis was unrepresentative of those periods.

 

c)Other price risk

 

The Group was exposed to equity or debt price risk through its investments in financial assets at FVTPL, including private-placement convertible bonds, quoted shares, open-end mutual funds, and available-for-sale financial assets. If equity or debt prices were 1% higher or lower, profit before income tax for the nine months ended September 30, 2016 and 2015 would have increased or decreased approximately by NT$7,200 thousand and NT$7,000 thousand,

 

- 59 -

 

respectively, and other comprehensive income before income tax for the nine months ended September 30, 2016 and 2015 would have increased or decreased approximately by NT$12,000 thousand and NT$9,000 thousand, respectively.

 

In addition, the Group was also exposed to the Company’s ordinary share price risk through Bonds Options recognized as financial liabilities held for trading. 7% is the sensitivity rate used when reporting price risk internally to key management personnel. If the Company’s ordinary share price increased or decreased by 7%, profit before income tax for the nine months ended September 30, 2016 and 2015 would have decreased approximately by NT$644,000 thousand and NT$586,000 thousand, respectively, or increased approximately by NT$528,000 thousand and NT$488,000 thousand, respectively.

 

2)Credit risk

 

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group’s credit risk arises from cash and cash equivalents, receivables and other financial assets. The Group’s maximum exposure to credit risk was the carrying amounts of financial assets in the consolidated balance sheets.

 

The Group dealt with counterparties creditworthy and has a credit policy and trade receivable management procedures to ensure recovery and evaluation of trade receivables. Except for those discussed in Note 9, the Group’s counterparties consisted of a large number of customers and banks and there was no significant concentration of credit risk exposure.

 

3)Liquidity risk

 

The Group manages liquidity risk by maintaining adequate working capital and banking facilities to fulfill the demand for cash flow used in the Group’s operation and capital expenditure. The Group also monitors its compliance with all the loan covenants. Liquidity risk is not considered to be significant.

 

In the table below, financial liabilities with a repayment on demand clause were included in the earliest time band regardless of the probability of counter-parties choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.

 

To the extent that interest flows are floating rate, the undiscounted amounts were derived from the interest rates at each balance sheet date.

 

  

On Demand or Less than  

1 Month 

  1 to 3 Months 

3 Months to  

1 Year 

  1 to 5 Years 

More than  

5 Years 

   NT$  NT$  NT$  NT$  NT$
September 30, 2016               
                
Non-derivative financial liabilities               
Non-interest bearing  $25,814,299   $20,449,262   $4,484,715   $1,882   $185,672 
Floating interest rate liabilities   17,893,862    7,033,066    6,508,471    41,578,145    2,123,033 
Fixed interest rate liabilities   4,718,810    3,804,691    10,026,691    28,049,987    2,062,500 
                          
   $48,426,971   $31,287,019   $21,019,877   $69,630,014   $4,371,205 
                          
December 31, 2015                         
                          
Non-derivative financial liabilities                         
Non-interest bearing  $19,393,406   $19,626,026   $6,493,504   $1,926   $194,346 
Floating interest rate liabilities   6,617,050    5,677,129    10,582,324    39,202,454    775,273 
Fixed interest rate liabilities   16,168,484    2,463,617    24,787,238    18,078,920    - 
                          
   $42,178,940   $27,766,772   $41,863,066   $57,283,300   $969,619 
                          

(Continued)

 

- 60 -

 
  

On Demand or Less than  

1 Month 

  1 to 3 Months 

3 Months to  

1 Year 

  1 to 5 Years 

More than

5 Years 

   NT$  NT$  NT$  NT$  NT$
September 30, 2015               
                
Non-derivative financial liabilities               
Non-interest bearing  $21,938,820   $20,993,569   $8,516,979   $1,938   $194,612 
Floating interest rate liabilities   7,883,885    4,458,392    13,030,379    36,033,593    1,091,712 
Fixed interest rate liabilities   17,939,675    6,174,920    12,277,466    29,786,331    - 
                          
   $47,762,380   $31,626,881   $33,824,824   $65,821,862   $1,286,324 

(Concluded)

 

The amounts included above for floating interest rate instruments for non-derivative financial liabilities was subject to change if changes in floating interest rates differ from those estimates of interest rates determined at each balance sheet date.

 

The following table detailed the Group's liquidity analysis for its derivative financial instruments. The table was based on the undiscounted contractual net cash inflows and outflows on derivative instruments that settle on a net basis, and the undiscounted gross cash inflows and outflows on those derivatives that require gross settlement. When the amounts payable or receivable are not fixed, the amounts disclosed have been determined by reference to the projected interest rates as illustrated by the yield curves at each balance sheet date.

 

  

On Demand or Less than 

1 Month 

  1 to 3 Months 

3 Months to 

1 Year 

          
September 30, 2016         
          
Net settled         
Forward exchange contracts  $43,105   $1,600   $- 
Foreign currency option contracts  $1,043   $-   $- 
                
Gross settled               
Forward exchange contracts               
Inflows  $3,504,294   $672,875   $- 
Outflows   (3,507,738)   (674,546)   - 
    (3,444)   (1,671)   - 
                
Swap contracts               
Inflows   14,149,871    16,423,419    37,318,400 
Outflows   (14,255,579)   (16,759,396)   (38,314,216)
    (105,708)   (335,977)   (995,816)
                
Interest rate swap contracts               
Outflows   (11,595)   -    - 
                
   $(120,747)  $(337,648)  $(995,816)
                
December 31, 2015               
                
Net settled               
Forward exchange contracts  $(230)  $3,435   $- 
Foreign currency option contracts  $2,054   $8,735   $- 

(Continued)

 

- 61 -

 
  

On Demand or Less than 

1 Month 

  1 to 3 Months 

3 Months to 

1 Year 

          
Gross settled         
Forward exchange contracts         
Inflows  $2,822,265   $2,421,602   $- 
Outflows   (2,836,080)   (2,429,050)   - 
    (13,815)   (7,448)   - 
                
Swap contracts               
Inflows   16,561,521    22,476,799    36,796,825 
Outflows   (16,564,549)   (22,007,274)   (35,813,527)
    (3,028)   469,525    983,298 
                
Interest rate swap contracts               
Inflows   12,603    12,466    25,069 
Outflows   (11,595)   (11,469)   (23,063)
    1,008    997    2,006 
                
   $(15,835)  $463,074   $985,304 
                
September 30, 2015               
                
Net settled               
Forward exchange contracts  $(21,905)  $(65,580)  $- 
                
Gross settled               
Forward exchange contracts               
Inflows  $3,405,810   $1,257,026   $- 
Outflows   (3,414,596)   (1,249,060)   - 
    (8,786)   7,966    - 
                
Swap contracts               
Inflows   19,580,602    40,269,898    38,880,941 
Outflows   (19,146,168)   (38,601,435)   (37,542,335)
    434,434    1,668,463    1,338,606 
                
Foreign currency option contracts               
Inflows   69,759    -    - 
Outflows   (65,745)   -    - 
    4,014    -    - 
                
   $429,662   $1,676,429   $1,338,606 

(Concluded)

 

33.RELATED PARTY TRANSACTIONS

 

Balances and transactions within the Group had been eliminated upon consolidation. Details of transactions between the Group and other related parties were disclosed as follows:

 

a.The Company contributed each NT$100,000 thousand to ASE Cultural and Educational Foundation in January 2016 and 2015, respectively, for environmental charity in promoting the related domestic environmental protection and public service activities (Note 35).

 

- 62 -

 
b.During the third quarter in 2016, the Company acquired patents and acquired specific technology from associate at NT$403,543 thousand, which was primarily based on independent professional appraisal reports. As of September 30, 2016, NT$313,600 thousand has not been paid and the Company accrued payables under the line item of other payables and other non-current liabilities.

 

c.During the second quarter in 2015, the Company acquired real estate from associate at NT$2,466,000 thousand, which was primarily based on independent professional appraisal reports and fully paid in the second quarter of 2015.

 

d.The Company contracted with associate to construct a foreign labor dormitory on current lease property and NT$ 646,500 thousand and NT$172,400 thousand has been paid as of September 30, 2016 and 2015, respectively.

 

e.In February 2016, USIE repurchased 1,801 thousand USIE’s outstanding ordinary shares from the Group’s key management personnel, with approximately NT$1,130,650 thousand.

 

f.Compensation to key management personnel

 

  

For the Three Months 

Ended September 30 

 

For the Nine Months 

Ended September 30 

   2016  2015  2016  2015
   NT$  NT$  NT$  NT$
             
Short-term employee benefits  $209,947   $273,263   $610,714   $775,997 
Post-employment benefits   959    780    2,836    2,368 
Share-based payments   15,180    7,568    47,520    16,412 
                     
   $226,086   $281,611   $661,070   $794,777 

 

The compensation to the Company’s key management personnel is determined according to personal performance and market trends.

 

34.ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

 

In addition to Note 9, the following assets were provided as collateral for bank borrowings and the tariff guarantees of imported raw materials:

 

  

September 30, 

2016

  December 31, 2015 

September 30,

2015

   NT$  NT$  NT$
          
Inventories related to real estate business  $19,272,915   $16,312,519   $11,599,303 
Other financial assets (including current and non-current)   243,505    229,613    247,639 
                
   $19,516,420   $16,542,132   $11,846,942 

 

35.SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

 

In addition to those disclosed in other notes, significant commitments and contingencies of the Group as of each balance sheet date were as follows:

 

- 63 -

 
a.Significant commitments

 

1)As of September 30, 2016, December 31, 2015 and September 30, 2015, unused letters of credit of the Group were approximately NT$88,000 thousand, NT$93,000 thousand and NT$38,000 thousand, respectively.

 

2)As of September 30, 2016, December 31, 2015 and September 30, 2015, outstanding commitments to purchase property, plant and equipment of the Group were approximately NT$6,983,924 thousand, NT$8,089,200 thousand and NT$8,395,000 thousand, respectively, of which NT$1,353,773 thousand, NT$1,756,990 thousand and NT$1,887,845 thousand had been prepaid, respectively. As of September 30, 2016, December 31, 2015 and September 30, 2015, the commitment that the Group has contracted for the construction related to the real estate business were approximately NT$2,106,576 thousand, NT$2,745,400 thousand and NT$2,774,135 thousand, respectively.

 

3)In consideration of corporate social responsibility for environmental protection, the Company’s board of directors, in December 2013, approved contributions to be made in the next 30 years, at a total amount of NT$3,000,000 thousand, at the minimum, to environmental protection efforts in Taiwan.

 

b.Non-cancellable operating lease commitments

 

   September 30, 2016
   NT$
    
Less than 1 year  $321,660 
1 to 5 years   501,574 
More than 5 years   529,867 
      
   $1,353,101 

 

36.SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

 

The following information was aggregated by the foreign currencies other than functional currencies of the group entities and the exchange rates between foreign currencies and respective functional currencies were disclosed. The significant assets and liabilities denominated in foreign currencies were as follows:

 

  

Foreign Currencies 

(In Thousand) 

  Exchange Rate 

Carrying Amount 

(In Thousand) 

          
September 30, 2016         
          
Monetary financial assets             
US$  $3,455,665   US$1=NT$31.36  $108,369,656 
US$   1,028,436   US$1=CNY6.6778   32,251,751 
JPY   3,040,963   JPY1=NT$0.3109   945,435 
JPY   8,992,855   JPY1=US$0.0099   2,795,879 
              
Monetary financial liabilities             
US$   2,778,373   US$1=NT$31.36   87,129,763 
US$   969,433   US$1=CNY6.6778   30,401,433 
JPY   6,985,135   JPY1=NT$0.3109   2,171,678 
JPY   9,313,192   JPY1=US$0.0099   2,895,471 

 (Continued)

 

- 64 -

 
  

Foreign Currencies

(In Thousand)

  Exchange Rate 

Carrying Amount

(In Thousand)

          
December 31, 2015         
          
Monetary financial assets             
US$  $2,926,597   US$1=NT$32.825  $96,065,552 
US$   1,008,097   US$1=CNY6.4936   33,090,795 
JPY   3,380,683   JPY1=NT$0.2727   921,912 
JPY   8,467,689   JPY1=US$0.0083   2,309,139 
              
Monetary financial liabilities             
US$   2,988,953   US$1=NT$32.825   98,112,393 
US$   995,195   US$1=CNY6.4936   32,667,265 
JPY   3,747,333   JPY1=NT$0.2727   1,021,898 
JPY   8,775,382   JPY1=US$0.0083   2,393,047 

 

September 30, 2015         
          
Monetary financial assets             
US$   3,630,216   US$1=NT$32.87   119,325,202 
US$   1,099,391   US$1=CNY6.3613   36,136,970 
JPY   314,430   JPY1=NT$0.2739   86,122 
JPY   9,025,321   JPY1=US$0.0083   2,472,035 
              
Monetary financial liabilities             
US$   3,708,393   US$1=NT$32.87   121,894,878 
US$   1,156,520   US$1=CNY6.3613   38,014,804 
JPY   4,493,549   JPY1=NT$0.2739   1,230,783 
JPY   9,277,840   JPY1=US$0.0083   2,541,200 

(Concluded)

 

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

 

  

For the Three Months

Ended September 30, 2016

 

For the Three Months

Ended September 30, 2015

Foreign Currencies  Exchange Rate   

Net Foreign Exchange

Gain (Loss)

   Exchange Rate   Net Foreign Exchange Loss 
                 
US$  US$1=NT$31.36  $(83,330)  US$1=NT$32.87  $(113,471)
NT$      1,635,486       (2,223,718)
CNY  CNY1=NT$4.6962   27,079   CNY1=NT$5.1672   (269,976)
                 
      $1,579,235      $(2,607,165)

 

  

For the Nine Months

Ended September 30, 2016

 

For the Nine Months

Ended September 30, 2015

Foreign Currencies  Exchange Rate   

Net Foreign Exchange 

Gain (Loss)

   Exchange Rate   

Net Foreign Exchange

Gain (Loss)

 
                 
US$  US$1=NT$31.36  $(335,549)  US$1=NT$32.87  $124,356 
NT$      2,553,110       (1,095,340)
CNY  CNY1=NT$4.6962   56,388   CNY1=NT$5.1672   (298,002)
                 
      $2,273,949      $(1,268,986)

 

- 65 -

 
37.OTHERS

 

a.In November 2015, the Company received a legal brief filed by SPIL in connection with a lawsuit brought by SPIL against the Company which was filed with Kaohsiung District Court. On June 27, 2016, as SPIL failed to pay the court expenses upon the deadline, the Kaohsiung District Court dismissed the lawsuit pursuant to the relevant law. As a result, the lawsuit does not have material impact on the financial position and the result of operations of the Group.

 

b.On December 20, 2013, the Kaohsiung Environmental Protection Bureau (“KEPB”) imposed a fine of NT$102,014 thousand (“the Administrative Fine”) upon the Company for the violation of the Water Pollution Control Act . The Company filed an administrative appeal to nullify the Administrative Fine, which, however, was dismissed by the Kaohsiung City Government. The Company then filed a lawsuit with the Kaohsiung High Administrative Court seeking to revoke the dismissal decision made by the Kaohsiung City Government (the “Administrative Appeal Decision”) and the Administrative Fine, and to demand a refund of the fine paid by the Company. The judgment of the Kaohsiung High Administrative Court was rendered on March 22, 2016, ruling to revoke the Administrative Appeal Decision and the Administrative Fine, and to dismiss the other complaint filed by the Company (i.e., to demand a refund of the fine paid by the Company). The Company appealed against the unfavorable ruling on April 14, 2016 and the case is now being heard by the Supreme Administrative Court. Meanwhile, owing to the event above, in January 2014, the Kaohsiung District Prosecutors Office charged the Company with violation of the Waste Disposal Act. The Kaohsiung District Court handed down the judgment and the Company was fined NT$3,000 thousand. Then the Company appealed against the judgment to the Kaohsiung Branch of Taiwan High Court, and the Kaohsiung Branch of Taiwan High Court rendered on September 29, 2015 a final judgment of finding the Company not guilty of the criminal charge.

 

c.For the future development and sustainable development of semiconductor industry , the Company’s board of directors approved in June 2016 to enter into and execute a joint share exchange agreement with SPIL to establish ASE Industrial Holding Co., Ltd. (”HoldCo”) and HoldCo will acquire all issued and outstanding shares of both ASE and SPIL in the way of share exchange. The share exchange will be conducted at an exchange ratio of 1 ordinary share of the Company for 0.5 ordinary share of HoldCo, and at NT$55 in cash per SPIL's ordinary share, which has been adjusted to NT$51.2 after SPIL’s appropriation of earnings in 2016 (Note 13).

 

As of the date the consolidated financial statements were authorized for issue, the share exchange transaction which is based on the share exchange agreement is subject to the satisfaction of various conditions precedent (including but not limited to the unconditional approvals at the Company and SPIL's shareholders meeting, the approval or consent to consummate the transaction from all relevant competent authorities). Unless the Company and SPIL entering into an another agreement, this share exchange agreement shall be terminated automatically if the aforementioned conditions precedent are not satisfied or to be waived on or before December 31, 2017.

 

Due to the aforementioned share exchange agreement, treasury shares of the Company and the convertible bonds embedded with conversion option recognized as equity issued by the Company were affected as follows:

 

1)For the outstanding balance of the Bonds, except where the Bonds have been redeemed or repurchased and cancelled or converted by the holders by exercising their conversion rights before the share exchange record date, the holders of the Bonds may, after the Company obtains approval from all relevant competent authorities and after the share exchange record date, convert such outstanding balance into newly issued HoldCo common shares. The conversion shall be subject to applicable laws, the indenture of the Bonds and the share exchange ratio.

 

2)Treasury shares purchased before the share exchange record date for the conversion of the Currency Linked Bonds will be exchanged to HoldCo's ordinary shares, which will still be hold by the

 

- 66 -

 

Company, based on the agreed share exchange ratio. The conversion price of the Currency Linked Bonds shall also be adjusted in accordance with the agreed share exchange ratio in the joint share exchange agreement.

 

3)For the employee share options issued by the Company upon the approval from relevant competent authorities before the execution of the joint share exchange agreement, HoldCo will assume the Company’s obligations under the employee share options as of the share exchange record date. Except that the exercise price and amount shall be adjusted in accordance with the agreed share exchange ratio and that the shares subject to exercise shall be converted into HoldCo’s newly issued ordinary shares, all other terms and conditions for issuance will remain the same. The final execution arrangements shall be made by HoldCo in compliance with relevant laws and regulations and subject to the approval of relevant competent authorities.

 

38.ADDITIONAL DISCLOSURES

 

Following are the additional disclosures required by the Securities and Futures Bureau for ASE Inc.:

 

a.Financial provided: Please see Table 1 attached;

 

b.Endorsement/guarantee provided: Please see Table 2 attached;

 

c.Marketable securities held (excluding investments in subsidiaries, associates and joint venture): Please see Table 3 attached;

 

d.Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: Please see Table 4 attached;

 

e.Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: Please see Table 5 attached;

 

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

 

g.Total purchase from or sales to related parties of at least NT$100 million or 20% of the paid-in capital:

 

Please see Table 6 attached;

 

h.Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital:

 

Please see Table 7 attached;

 

i.Information about the derivative financial instruments transaction: Please see Note 7;

 

j.Others: The business relationship between the parent and the subsidiaries and significant transactions between them: Please see Table 10 attached;

 

k.Names, locations, and related information of investees over which ASE Inc. exercises significant influence (excluding information on investment in Mainland China): Please see Table 8 attached;

 

l.Information on investment in Mainland China

 

1)The name of the investee in Mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: Please see Table 9 attached;

 

- 67 -

 
2)Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:

 

a)The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: Please see Table 6 attached;

 

b)The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: None;

 

c)The amount of property transactions and the amount of the resultant gains or losses: No significant transactions;

 

d)The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: None;

 

e)The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds: Please see Table 1 attached;

 

f)Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: None.

 

39.OPERATING SEGMENTS INFORMATION

 

The Group has the following reportable segments: Packaging, Testing and EMS. The Group packages bare semiconductors into finished semiconductors with enhanced electrical and thermal characteristics; provides testing services, including front-end engineering testing, wafer probing and final testing services; engages in the designing, assembling, manufacturing and sale of electronic components and telecommunications equipment motherboards. Information about other business activities and operating segments that are not reportable are combined and disclosed in “Others.” The Group engages in other activities such as substrate production and real estate business.

 

The accounting policies for segments are the same as those described in Note 4. The measurement basis for resources allocation and performance evaluation is based on profit before income tax.

 

Segment information for the nine months ended September 30, 2016 and 2015 was as follows:

 

   Packaging  Testing  EMS  Others  Adjustment and Elimination  Total
   NT$  NT$  NT$  NT$  NT$  NT$
                   

For the nine months

ended September 30, 2016

                  
                   
Revenue from external customers  $91,662,376   $19,728,887   $80,768,466   $5,595,745   $-   $197,755,474 
Inter-segment revenues (Note)  $3,225,876   $183,035   $35,123,433   $7,057,756   $(45,590,100)  $- 
Segment profit before income tax  $8,468,036   $5,058,493   $2,868,374   $1,977,098   $-   $18,372,001 

 

As of September 30, 2016                  
                               
Segment assets  $200,635,600   $42,705,683   $76,091,008   $41,195,429   $-   $360,627,720 

 

For the nine months

ended September 30, 2015

                  
                   
Revenue from external customers  $87,513,840   $18,836,024   $98,941,313   $2,463,197   $-   $207,754,374 
Inter-segment revenues (Note)  $7,338,347   $139,156   $41,930,125   $5,784,586   $(55,192,214)  $- 
Segment profit before income tax  $11,934,222   $4,634,291   $1,922,964   $225,139   $-   $18,716,616 

(Continued)

 

- 68 -

 
   Packaging  Testing  EMS  Others  Adjustment and Elimination  Total
   NT$  NT$  NT$  NT$  NT$  NT$
                   
As of September 30, 2015                              
                               
Segment assets  $194,463,369   $40,780,791   $88,452,992   $44,754,584   $-   $368,451,736 

(Concluded)

 

Note:Inter-segment revenues were eliminated upon consolidation.

 

- 69 -

 

TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

FINANCINGS PROVIDED 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 

(Amounts In Thousands of New Taiwan Dollars) 

 

                          Collateral   Financing
No. Financing Company Counter-party Financial Statement Account Related
Party
Maximum Balance for the period Ending Balance Amount Actual Drawn Interest Rate Nature for
Financing
Transaction
Amounts
Reason for
Financing
Allowance for
Bad Debt
Item Value

Financing

Limits for
Each
Borrowing
Company
(Note 1)

Company's
Total
Financing
Amount
Limits
(Note 2)
1 A.S.E. Holding Limited The Company Other receivables form related parties Yes $ 2,885,120 $ 2,885,120 $ 2,885,120 0.83~1.16 The need for short-term financing $ - Operating capital $ - - $ - $ 2,992,746 $ 5,985,492
    ASE Trading (Shanghai) Ltd. Long-term receivables form related parties Yes 834,000 784,000 - - The need for short-term financing - Operating capital Payments for equipment - - - 15,015,898 22,523,848
2 J & R Holding Limited The Company Other receivables form related parties Yes 9,408,000 9,408,000 7,024,640 0.83~1.16 The need for short-term financing - Operating capital - - - 10,143,292 20,286,583
    Global Advanced
Packaging Technology Limited, Cayman Islands
Other receivables form related parties Yes 2,502,000 533,120 533,120 0.83~0.92 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    ASE WeiHai Inc. Other receivables form related parties Yes 3,000,580 533,120 533,120 0.76~1.21 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    Omniquest Industrial
Limited
Other receivables form related parties Yes 1,504,536 1,414,336 3,136 0.83~0.92 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
      Long-term receivables form related parties                          
    ASE Assembly & Test(Shanghai) Limited Long-term receivables form related parties Yes 567,120 533,120 533,120 0.84~1.24 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    Anstock Limited Other receivables form related parties Yes 2,113,290 2,113,290 1,972,404 5.24~7.17 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
      Long-term receivables form related parties                          
    ASE Trading (Shanghai) Ltd. Long-term receivables form related parties Yes 5,004,000 4,704,000 - - The need for short-term financing - Operating capital Payments for equipment - - - 15,015,898 22,523,848
    Innosource Limited Long-term receivables form related parties Yes 733,920 3,136 3,136 0.83~0.93 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    ASE Corporation Long-term receivables form related parties Yes 3,013,875 2,979,200 2,979,200 0.85~0.92 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    ASE Labuan Inc. Long-term receivables form related parties Yes 645,500 627,200 627,200 0.85~0.92 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    ASE Investment
(Labuan) Inc.
Long-term receivables form related parties Yes 1,269,000 1,254,400 1,254,400 0.91~0.92 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    Real Tech Holdings
Limited
Other receivables form related parties Yes 2,168,400 - - 0.83~0.89 The need for short-term financing - Operating capital - - - 10,143,292 20,286,583
3 ASE Test Limited The Company Other receivables form related parties Yes 5,805,675 5,738,880 5,738,880 0.83~1.15 The need for short-term financing - Operating capital - - - 6,106,332 12,212,664
    A.S.E. Holding Limited Long-term receivables form related parties Yes 2,195,200 2,195,200 2,195,200 0.83~0.92 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    Omniquest Industrial
Limited
Long-term receivables form related parties Yes 3,098,425 1,411,200 1,411,200 0.83~0.92 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    ASE Investment
(Labuan) Inc.
Long-term receivables form related parties Yes 489,225 470,400 470,400 0.83~0.92 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
4 ASE Test, Inc. The Company Other receivables form related parties Yes 5,600,000 5,600,000 5,600,000 0.73~0.81 The need for short-term financing - Operating capital - - - 5,771,215 11,542,430
    ASE Trading (Shanghai) Ltd. Other receivables form related parties Yes 667,200 - - - The need for short-term financing - Operating capital - - - 5,771,215 11,542,430
    ASE Corporation Other receivables form related parties Yes 1,910,076 - - 0.76~0.81 The need for short-term financing - Operating capital - - - 5,771,215 11,542,430
    ASE Investment
(Labuan) Inc.
Other receivables form related parties Yes 2,668,800 1,133,361 1,100,000 0.73~0.80 The need for short-term financing - Operating capital - - - 5,771,215 11,542,430
    Advanced Microelectronic Products Inc. Other receivables form related parties Yes 75,000 75,000 75,000 3.33 The need for short-term financing - Operating capital - - - 5,771,215 11,542,430
    Omniquest Industrial Limited Other receivables form related parties Yes 1,586,250 1,568,000 250,000 0.73 The need for short-term financing - Operating capital - - - 5,771,215 11,542,430

  

(Continued) 

- 70 -

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

FINANCINGS PROVIDED 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 

(Amounts In Thousands of New Taiwan Dollars) 

 

 

                          Collateral   Financing
No. Financing Company Counter-party Financial Statement Account Related
Party
Maximum Balance for the period Ending Balance Amount Actual Drawn Interest Rate Nature for
Financing
Transaction
Amounts
Reason for
Financing
Allowance for
Bad Debt
Item Value

Financing

Limits for
Each
Borrowing
Company
(Note 1)

Company's
Total
Financing
Amount
Limits
(Note 2)
5 J&R Industrial Inc. The Company Other receivables form related parties Yes $ 190,000 $ 190,000 $ 190,000 0.73~0.81 The need for short-term financing $ - Operating capital $ - - $ - $ 199,982 $ 399,965
    ASE Electronics Inc. Other receivables form related parties Yes 190,000 190,000 190,000 0.73~0.81 The need for short-term financing - Operating capital - - - 199,982 399,965
6 ISE Labs, Inc. J & R Holding Limited Long-term receivables form related parties Yes 1,534,560 1,442,560 1,442,560 0.92~1.26 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
7 ASE (Korea) Inc. The Company Other receivables form related parties Yes 3,002,400 2,508,800 2,195,200 3.43~3.52 The need for short-term financing - Operating capital - - - 3,041,798 6,083,596
    ASE WeiHai Inc. Other receivables form related parties Yes 2,420,625 2,352,000 2,352,000 2.46~3.44 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
8 ASE Japan Co., Ltd. J & R Holding Limited Other receivables form related parties Yes 2,642,650 2,642,650 2,642,650 0.43~0.53 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
9 USI Enterprise Limited The Company Other receivables form related parties Yes 7,584,625 7,369,600 7,369,600 0.83~0.92 The need for short-term financing - Operating capital - - - 7,907,159 15,814,318
    USIINC Other receivables form related parties Yes 2,268,480 2,132,480 2,132,480 0.83~0.92 The need for short-term financing - Operating capital - - - 7,907,159 15,814,318
    J&R Holding Limited Other receivables form related parties Yes 6,475,392 3,136,000 3,136,000 0.83~3.37 The need for short-term financing - Operating capital - - - 7,907,159 15,814,318
10 Huntington Holdings International Co.Ltd. The Company Other receivables form related parties Yes 1,834,800 1,724,800 1,724,800 0.83~0.93 The need for short-term financing - Operating capital - - - 8,690,863 17,381,726
11 Anstock Limited ASE Assembly & Test (Shanghai) Limited Other receivables form related parties Yes 3,274,092 2,028,758 2,028,758 4.45~5.07 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
      Long-term receivables form related parties                          
12 ASE (Kun Shan) Inc.

ASE Investment

 

(Kun Shan) Limited

 

Other receivables form related parties Yes 2,039 2,019 2,019 4.35~4.85 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
13 Real Tech Holdings
Limited
The Company Other receivables form related parties Yes 4,003,200 1,724,800 1,724,800 0.83~0.93 The need for short-term financing - Operating capital - - - 8,278,899 16,557,798
14 Shanghai Ding Hui Real Estate Development Co., Ltd. Kun Shan Ding Hong Real Estate Development Co., Ltd. Other receivables form related parties Yes 687,407 117,405 117,405 4.35~6.00 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    Shanghai Ding Qi Property Management Co., Ltd. Other receivables form related parties Yes 14,984 14,089 14,089 4.35 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
15 Universal Scientific Industrial (Shanghai) Co., Ltd. Universal Global Technology (Kunshan) Co., Ltd. Other receivables form related parties Yes 1,527,570 - - - The need for short-term financing - Operating capital - - - 6,810,764 13,621,527
    Universal Global Technology (Shanghai) Co., Ltd. Other receivables form related parties Yes 6,493,110 6,105,060 2,742,824 0.80~1.75 The need for short-term financing - Operating capital - - - 6,810,764 13,621,527
    Universal Global Technology Co., Limited Other receivables form related parties Yes 6,110,280 2,817,720 - - The need for short-term financing - Operating capital - - - 6,810,764 13,621,527
    Universal Global Electronics (Shanghai) Co., Ltd. Other receivables form related parties Yes 509,190 - - - The need for short-term financing - Operating capital - - - 6,810,764 13,621,527
16 Omniquest Industrial Limited The Company Other receivables form related parties Yes 3,169,200 2,979,200 1,661,200 0.83~1.15 The need for short-term financing - Operating capital - - - 3,229,408 6,458,817
17 Anstock II Limited J & R Holding Limited Other receivables form related parties Yes 9,907,920 9,313,920 9,313,920 2.45 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
18 USI Electronics (Shenzhen) Co., Ltd. Universal Global Technology (Shanghai) Co., Ltd. Other receivables form related parties Yes 1,559,740 1,526,265 516,582 0.80~1.75 The need for short-term financing - Operating capital - - - 1,881,950 3,763,899
    Universal Global Technology Co., Limited Other receivables form related parties Yes 1,526,265 1,526,265 - - The need for short-term financing - Operating capital - - - 1,881,950 3,763,899

 

(Continued)

 

- 71 -

 

 

                          Collateral   Financing
No. Financing Company Counter-party Financial Statement Account Related
Party
Maximum Balance for the period Ending Balance Amount Actual Drawn Interest Rate Nature for
Financing
Transaction
Amounts
Reason for
Financing
Allowance for
Bad Debt
Item Value

Financing

Limits for
Each
Borrowing
Company
(Note 1)

Company's
Total
Financing
Amount
Limits
(Note 2)
19 ASE Assembly & Test (Shanghai) Limited ASE Trading (Shanghai) Ltd. Long-term receivables form related parties Yes $ 1,000,800 $ 940,800 $ - - The need for short-term financing $ - Operating capital $ - - $ - $ 15,015,898 $ 22,523,848
20 ASE Trading (Shanghai) Ltd. J & R Holding Limited Long-term receivables form related parties Yes 6,672,000 6,272,000 - - The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
    A.S.E. Holding Limited Long-term receivables form related parties Yes 3,336,000 3,136,000 - - The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
21 ASE (Shanghai) Inc. ASE WeiHai Inc. Other receivables form related parties Yes 166,800 - - 1.12~1.19 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
22 Innosource Limited The Company Other receivables form related parties Yes 733,920 - - 0.83~0.89 The need for short-term financing - Operating capital - - - 788,348 1,576,695
23 ASE Investment
(Labuan) Inc.
The Company Other receivables form related parties Yes 3,169,200 2,858,161 2,821,664 0.76~1.15 The need for short-term financing - Operating capital - - - 3,075,374 6,150,749
24 Global Advanced Packaging Technology Limited, Cayman Islands The Company Other receivables form related parties Yes 1,968,240 - - 0.83~0.92 The need for short-term financing - Operating capital - - - 2,134,600 4,269,200
25 ASE Corporation The Company Other receivables form related parties Yes 3,061,011 2,979,200 2,979,200 0.76~1.15 The need for short-term financing - Operating capital - - - 3,230,671 6,461,342
26 ASE Electronics Inc. The Company Other receivables form related parties Yes 200,000 - - 0.76~0.81 The need for short-term financing - Operating capital - - - 811,695 1,623,390
27 ASE Singapore Pte. Ltd. A.S.E. Holding Limited Other receivables form related parties Yes 400,320 - - 0.83~0.89 The need for short-term financing - Operating capital - - - 15,015,898 22,523,848
28 Universal Scientific (Kunshan) Co., Ltd. Universal Global Technology (Shanghai) Co., Ltd. Other receivables form related parties Yes 399,576 375,696 234,810 1.75 The need for short-term financing - Operating capital - - - 531,063 1,062,125
29 ASE Labuan Inc. The Company Other receivables form related parties Yes 645,500 627,200 627,200 0.85~1.15 The need for short-term financing - Operating capital - - - 815,251 1,630,502

 

(Concluded)

 

Note 1:Limit amount of lending to a company shall not exceed 20% of the net worth of the company. However, when the foreign subsidiaries whose voting shares are 100% owned directly or indirectly, by ASE as a lender, the amount lending to a company shall not exceed 10% of the net worth of ASE.

 

Note 2:Where an inter-company or inter-firm short-term financing facility is necessary provided that the total amount of such financing facility shall not exceed 40% of the amount of the net worth of the lending company. However, the foreign subsidiaries whose voting shares are 100% owned directly or indirectly, by ASE as a lender, the total amount lending to a company shall not exceed 15% of the net worth of ASE.

 

Note 3:Amount was eliminated based on the reviewed financial statements.

 

- 72 -

 

TABLE 2

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

ENDORSEMENTS/GUARANTEES PROVIDED 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 

(Amounts In Thousands of New Taiwan Dollars) 

 

 

Endorsement
Guarantee Provider 

Guaranteed Party 

No.

Name

Name

Nature of Relationship

Limits on Endorsement Guarantee Amount Provided to Each Guaranteed Party
(Note 1)

Maximum Balance for the Year 

Ending Balance

Amount Actually Drawn 

Amount of Endorsement Guarantee Collateralized by Properties

Ratio of Accumulated Endorsement Guarantee to Net Equity per Latest Financial Statement 

Maximum Endorsement Guarantee Amount Allowable (Note 2) 

Guarantee Provided by Parent Company

Guarantee Provided by A Subsidiary 

Guarantee Provided to Subsidiaries in Manchuria CHINA

0 The Company Anstock Limited 100% voting shares indirectly owned by the Company $ 45,047,695

$ 2,653,363

 

(Note 3)

 

$        -

 

(Note 3)

 

$         -

 

(Note 3)

 

$        - - $ 60,063,594 Yes No No
    Anstock II Limited 100% voting shares indirectly owned by the Company 45,047,695 10,327,005 (Note 3) 9,607,920 (Note 3) 9,445,763 (Note 3) - 6.4 60,063,594 Yes No No
1 Shanghai Ding Hui Real Estate Development Co., Ltd. Kun Shan Ding Hong Real Estate Development Co., Ltd. 100% voting shares directly owned by the Company 13,299,138

633,647

 

(Note 3)

 

585,762
(Note 3)
470,271
(Note 3)
- 3.1 18,998,769 Yes No Yes

 

 

Note 1:The ceilings on the amounts for any single entity is permitted to make in endorsements/guarantees shall not exceed 30% and 70% of total equity of shareholders, respectively, according to “The Process of make in endorsements/guarantees” of ASE and DH.

 

Note 2:The ceilings on the aggregate amounts are permitted to make in endorsements/guarantees shall not exceed 40% and 100% of total equity of shareholders, respectively, according to “The Process of make in endorsements/guarantees” of ASE and DH.

 

Note 3:Amount was included principal and interest.

 

- 73 -

 

TABLE 3

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

MARKETABLE SECURITIES HELD 

SEPTEMBER 30, 2016 

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

 

September 30, 2016

Held Company Name

Marketable Securities Type and Name

Relationship with the Company

Financial Statement Account` 

Shares/Units

Carrying Value

Percentage of Ownership (%)

Fair Value

Note

The Company

Stock

 

H&HH Venture Investment Corporation

 

- Available-for-sale financial assets - non-current 884,832 $        - 15 $        -  
  H&D Venture Capital Investment Corporation - Available-for-sale financial assets - non-current 1,613,793 23,125 13 23,125  
  MiTAC Information Technology Corp - Available-for-sale financial assets - non-current 4,203 20 - 20  
  Asia Pacifical Emerging Industry Venture Capital Co, Ltd. - Available-for-sale financial assets - non-current 6,000,000 37,473 7 37,473  
  StarChips Technology Inc. - Available-for-sale financial assets - non-current 333,334 - 6 -  
 

Bond

 

AMPI Second Private of Domestic Unsecured

 

Convertible Bonds

 

- Financial assets at fair value through profit or loss - current 1,000 100,583 - 100,583  
  Limited Liability Partnership
Ripley Cable Holdings I, L.P.
- Available-for-sale financial assets - non-current - 390,987 4 390,987  
ASE Test, Inc.

Stock

 

The Company

 

Parent Company Available-for-sale financial assets - non-current 10,978,776 412,802 - 412,802  
  Powertec Energy Corporation - Available-for-sale financial assets - non-current 97,000,000 291,000 4 291,000  
  MiTAC Information Technology Corp - Available-for-sale financial assets - non-current 1,133,363 5,273 1 5,273  
 

Fund

 

CTBC Global Real Estate Income Fund-A

 

- Available-for-sale financial assets - current 2,500,000 24,200 - 24,200  
 

Corporate bond

 

Nan Shan Life Insurance Co., Ltd. 1st Perpetual Unsecured

 

Subordinate Corporate Bond Issue in 2016

 

- Other financial assets - non-current 1,000 1,000,000 - 1,000,000  
J&R Industrial Inc.

Fund

 

Taishin Ta Chong Money Market Fund

 

- Financial assets at fair value through profit or loss - current 33,664,705 473,376 - 473,376  
  Jih Sun Money Market Fund - Financial assets at fair value through profit or loss - current 1,575,019 23,090 - 23,090  
  Hua Nan Kirin Money Market Fund - Financial assets at fair value through profit or loss - current 2,616,592 31,026 - 31,026  
  Hua Nan Phoenix Money Market Fund - Financial assets at fair value through profit or loss - current 2,833,825 45,639 - 45,639  
Luchu Development Corporation

Stock

 

Powerchip Technology Corporation

 

- Available-for-sale financial assets - non-current 1,677,166 40,520 - 40,520  
A.S.E. Holding Limited

Stock

 

Global Strategic Investment Inc.

 

- Available-for-sale financial assets - non-current 490,000 US$ 512 thousand 3 US$ 512 thousand  
  SiPhoton, Inc. - Available-for-sale financial assets - non-current 544,800 US$ - thousand 4 US$ - thousand  
  Global Strategic Investment, Inc. (Samoa) - Available-for-sale financial assets - non-current 869,891 US$ 564 thousand 2 US$ 564 thousand  
J & R Holding Limited

Stock

 

The Company

 

Parent Company Available-for-sale financial assets - non-current 46,703,763 US$ 55,997 thousand 1 US$ 55,997 thousand  

 

 

 

(Continued)

 

- 74 -

 

 

September 30, 2016

Held Company Name

Marketable Securities Type and Name

Relationship with the Company

Financial Statement Account` 

Shares/Units

Carrying Value

Percentage of Ownership (%)

Fair Value

Note

  Limited Liability Partnership
Crimson Velocity Fund, L.P.
- Available-for-sale financial assets - non-current - US$ 812 thousand - US$ 812 thousand  
  H&QAP Greater China Growth Fund, L.P. - Available-for-sale financial assets - non-current - US$ 1,036 thousand 8 US$ 1,036 thousand  
ASE Test Limited

Stock

 

The Company

 

Parent Company Available-for-sale financial assets - non-current 88,200,472 (Note) US$ 105,751 thousand 1 US$ 105,751 thousand  
Shanghai Ding Hui Real
Estate Development
Co., Ltd.

Fund

 

180ETF

 

- Financial assets at fair value through profit or loss - current 447,825 CNY 1,276 thousand - CNY 1,276 thousand  
  300ETF - Financial assets at fair value through profit or loss - current 339,700 CNY 1,128 thousand - CNY 1,128 thousand  
 

Stock

 

Gree Electric Appliances, Inc. Of Zhuhai

 

- Financial assets at fair value through profit or loss - current 28,000 CNY 622 thousand - CNY 622 thousand  
  Saic Motor Corporation Limited - Financial assets at fair value through profit or loss - current 19,250 CNY 421 thousand - CNY 421 thousand  
USIINC

Stock

 

Allied Circuit Co., Ltd

 

- Available-for-sale financial assets - current 827,009 $ 25,885 2 $ 25,885  
  Universal Venture Capital Investment Corporation - Available-for-sale financial assets - non-current 6,200,000 34,746 5 34,746  
  Gapertise Inc. - Available-for-sale financial assets - non-current 247,500 3,064 4 3,064  
  WellySun Inc. - Available-for-sale financial assets - non-current 108,000 1,728 1 1,728  
  Plasmag Technology Inc. - Available-for-sale financial assets - non-current 733,000 - 2 -  
Huntington Holdings
International Co., Ltd.

Stock

 

United Pacific Industrial Ltd.

 

- Financial assets at fair value through profit or loss - current 5,548,800 US$ 351 thousand - US$ 351 thousand  
  Cadence Design SYS Inc. - Financial assets at fair value through profit or loss - current 9,633 US$ 246 thousand - US$ 246 thousand  
  Solid Gain Invenstments Ltd. - Available-for-sale financial assets - non-current 1,322,833 US$ 710 thousand 20 US$ 710 thousand  
 

Preferred Stock

 

Techgains I Corporation

 

- Available-for-sale financial assets - non-current 526,732 US$ 267 thousand 10 US$ 267 thousand  
  Techgains II Corporation - Available-for-sale financial assets - non-current 669,705 US$ 185 thousand 4 US$ 185 thousand  
Unitech Holdings
International Co., Ltd.

Stock

 

United Pacific Industrial Ltd.

 

- Financial assets at fair value through profit or loss - current 5,613,600 US$ 355 thousand - US$ 355 thousand  
  WacomCo., Ltd. - Available-for-sale financial assets - non-current 1,200,000 US$ 3,628 thousand 1 US$ 3,628 thousand  
  Sequans Communications SA - Available-for-sale financial assets - non-current 370,554 US$ 656 thousand 1 US$ 656 thousand  
  Asia Global Venture Co., Ltd. - Available-for-sale financial assets - non-current 1,000,000 US$ 431 thousand 10 US$ 431 thousand  
UG-TW

Fund

 

Franklin U.S. Government Money Fund

 

- Available-for-sale financial assets - current 1,956,583 $ 20,007 - $ 20,007  

 

 

(Concluded)

 

Note:ASE, Inc.'s stocks held by ASE Test Limited, 88,200,472 shares, are all trusted without power to decide the allocation of the trust assets.

 

- 75 -

 

TABLE 4

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 

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

 

          Beginning Balance Acquisition Disposal Ending Balance
Company Name Marketable Securities Type and Name Financial Statement Account Counter-party Nature of Relationship Shares/Units Amount (Note 1) Shares/Units Amount Shares/
Units
Amount Carrying Value Gain/Loss on Disposal Shares/Units Amount (Note 1)
The Company

Stock

 

USI

 

Investments accounted for using the equity method (Note 2) Subsidary 39,603,222 $ 1,187,548 - $         - 39,603,222 $  792,064 $  1,242,836 $         - - $         -
  SPIL Investments accounted for using the equity method (Note 3) Associate 779,000,000  35,141,701 258,300,000  13,735,498 - - - - 1,037,300,000 45,613,346
  Deca Technologies Inc., Investments accounted for using the equity method (Note 3) Associate -  - 98,489,803  1,934,062 - - - - 98,489,803 1,892,542
ASE Test, Inc.

Fund

UPAMC JAMES BOND MONEY MARKET FUND

 

Available-for-sale financial assets - current - - -  - 18,170,696  300,000 18,170,696 300,454 300,000 454 - -
 

Corporate bond

Nan Shan Life Insurance Co., Ltd. 1st Perpetual Unsecured Subordinate Corporate Bond Issue in 2016

 

Other financial assets - non-current - - -  - 1,000  1,000,000 - - - - 1,000 1,000,000
UGTW

Stock

 

USI

 

Investments accounted for using the equity method (Note 2) Subsidary -  - 39,603,222  894,612 - - - - 39,603,222 1,130,788
UGHK

Stock

 

UGTW

 

Investments accounted for using the equity method (Note 4) Subsidary 98,000,000 US$ 83,745 100,000,000 US$ 31,835 - - - - 198,000,000 US$ 130,444

 

 

 

Note 1:The ending balance of Long-Term Stock Investment-Equity Method includes share of profits/losses of investees and other related adjustment to equity. The ending balance of other financial assets includes the adjustment to fair value.

 

Note 2:Organizational restructuring due to the acquiring of USI by UG-TW.

 

Note 3:Acquired by Public Market.

 

Note 4:Capital Increase by Cash.

 

- 76 -

 

TABLE 5

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

ACQUISITION OF INDIVIDUAL REAL ESTATE PROPERTIES AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 

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

 

              Prior Transaction of Related Counter-party       
Company Name Types of Property Transaction Date Transaction Date (Tax excluded) Payment Term Counter-party Nature of Relationships Owner Relationships Transfer Date Amount Price Reference Purpose of
Acquisition
Other Terms
The Company

Facilities and equipment of ASE's

Kaohsiung factory

Processing Zone, Kaohsiung City

 

January 01, 2016~ September 30, 2016 $ 350,427 There is 21,303 thousand will be paid after acceptance check. United Integrated Services Co., Ltd. - - - - $ - Request for quotation, price comparison and price negotiation Facilities and equipment expansion None

  

 

- 77 -

 

TABLE 6

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 

(Amounts In Thousands of New Taiwan Dollars) 

  

      Transaction Details Abnormal Transaction Notes/Accounts Payable or Receivable  
Buyer Related Party Relationships Purchases/
Sales
Amount % to Total Payment Terms Unit Price Payment Terms Ending Balance % to Total Note
The Company ASE (Shanghai) Inc. Subsidiary Purchases $   1,653,730 6 Net 60 days from the end of the month of when invoice is issued $         - - $        (510,614 ) (5 ) Note
  ASE Electronics Inc. Subsidiary Purchases 1,935,410 7 Net 60 days from the end of the month of when invoice is issued - - (692,217 ) (7 ) Note
  Universal Scientific
Industrial Co., Ltd.
Subsidiary Sales (2,891,916 ) (4 ) Net 60 days from the end of the month of when invoice is issued - - 1,428,076 7 Note
  ISE Labs, Inc. Subsidiary Sales (125,021 ) - Net 45 days from
invoice date
- - 42,203 - Note
ASE Assembly & Test
(Shanghai) Limited
ASE (Shanghai) Inc. Associate Purchases 182,463 8 Net 60 days from the end of the month of when invoice is issued - - (186 ) - Note
  ASE Electronics Inc. Associate Purchases 163,303 7 Net 60 days from the end of the month of when invoice is issued - - (52,079 ) (9 ) Note
Advanced Semiconductor
Engineering (HK) Limited
ASE (Shanghai) Inc. Parent company Purchases 1,201,962 100 Net 90 days from the end of the month of when invoice is issued - - (481,202 ) (100 ) Note
ASE Electronics (M) Sdn. Bhd. ASE Electronics Inc. Associate Purchases 338,177 28 Net 60 days from
invoice date
- - (87,926 ) (33 ) Note
ISE Labs, Inc. The Company The Ultimate Parent of the Company Purchases 125,021 52 Net 45 days from
invoice date
- - (40,203 ) (40 ) Note
Universal Scientific
Industrial Co., Ltd.
The Company The Ultimate Parent of the Company Purchases 2,891,916 18 Net 60 days from the end of the month of when invoice is issued - - (1,427,212 ) (28 ) Note
ASE (Shanghai) Inc. The Company The Ultimate Parent of the Company Sales (1,653,730 ) (45 ) Net 60 days from the end of the month of when invoice is issued - - 512,966 46 Note
  ASE Assembly & Test
(Shanghai) Limited
Associate Sales (182,463 ) (5 ) Net 60 days from
invoice date
- - 186 - Note
  Advanced Semiconductor
Engineering (HK) Limited
Subsidiary Sales (1,201,962 ) (33 ) Net 90 days from the end of the month of when invoice is issued - - 481,202 43 Note
ASE Electronics Inc. The Company The Ultimate Parent of the Company Sales (1,935,410 ) (55 ) Net 60 days from the end of the month of when invoice is issued - - 703,336 59 Note
  ASE Electronics (M) Sdn. Bhd. Associate Sales (338,177 ) (10 ) Net 60 days from
invoice date
- - 88,124 7 Note
  ASE Assembly & Test
(Shanghai) Limited
Associate Sales (163,303 ) (5 ) Net 60 days from the end of the month of when invoice is issued - - 52,079 4 Note
  Universal Scientific Industrial
(Shanghai) Co., Ltd.
Associate Sales (140,611 ) (4 ) Net 60 days from the end of the month of when invoice is issued - - 86,038 7 Note

 

 

 

(Continued)

 

- 78 -

 

 

      Transaction Details Abnormal Transaction Notes/Accounts Payable or Receivable  
Buyer Related Party Relationships Purchases/
Sales
Amount % to Total Payment Terms Unit Price Payment Terms Ending Balance % to Total Note
Suzhou ASEN Semiconductors Co., Ltd. NXP Semiconductors
Taiwan Ltd.
Subsidiary of the company has significant influence over Suzhou ASEN Semiconductors Co., Ltd.-Subsidiary of NXP B.V Sales $    (1,504,582) (34 ) Net 90 days from the end of the month of when invoice is issued $ -- - $         689,585 45 Note
USI Electronics
(Shenzhen) Co., Ltd.
Universal Global Scientific
Industrial Co., Ltd.
Associate Purchases
Sales

CNY 459,898 thousand

 

( CNY 1,923,195 thousand )

 

17

 

(56 )

 

T/T 75 days
T/T 75 days

-

 

-

 

-

 

-

 

( CNY 130,512 thousand )

 

CNY 597,193 thousand

 

(11 )

 

54

 

Note
Note
Universal Scientific Industrial
(Shanghai) Co., Ltd.
Universal Global Technology
Co., Limited
Subsidiary Purchases CNY 643,050 thousand 13 T/T 75 days - - ( CNY 151,892 thousand ) (10 ) Note
  Universal Global Scientific
Industrial Co., Ltd.
Subsidiary Sales ( CNY 44,113 thousand ) (1 ) T/T 75 days - - CNY 17,818 thousand 1 Note
  Universal Global Technology
(Kunshan) Co., Ltd.
Subsidiary Sales ( CNY 23,047 thousand ) - T/T 75 days - - CNY 6,323 thousand - Note
  USI Electronics
(Shenzhen) Co., Ltd.
Subsidiary Sales ( CNY 27,049 thousand ) - T/T 75 days - - CNY 119 thousand - Note
  ASE Electronics Inc. Associate Purchases CNY 31,812 thousand 1 Net 60 days from the end of the month of when invoice is issued - - CNY 17,533 thousand 1 Note
Universal Global Technology
Co., Limited
Universal Scientific Industrial
(Shanghai) Co., Ltd.
Parent company Sales ( US$ 96,073 thousand ) (55 ) T/T 75 days - - US$ 22,749 thousand 40 Note
  Universal Global Technology
(Kunshan) Co., Ltd.
Associate Sales ( US$ 77,310 thousand ) (44 ) T/T 75 days - - US$ 30,738 thousand 54 Note
Universal Global Industrial
Co., Limited
USI Electronics
(Shenzhen) Co., Ltd.
Associate Purchases
Sales

US$ 292,675 thousand

 

( US$ 68,275 thousand )

 

51

 

(14 )

 

T/T 75 days
T/T 75 days

-

 

-

 

-

 

-

 

( US$ 89,430 thousand )

 

US$ 19,384 thousand

 

(52 )

 

12

 

Note
Note
  Universal Scientific Industrial
(Shanghai) Co., Ltd.
Parent company Purchases US$ 6,696 thousand 1 T/T 75 days - - ( US$ 2,668 thousand ) (2 ) Note
  Universal Global Scientific
Industrial Co., Ltd.
Associate Sales ( US$ 354,711 thousand ) (70 ) T/T 75 days - - US$ 113,669 thousand 68 Note
  Universal Global Technology
(Kunshan) Co., Ltd.
Associate Purchases
Sales

US$ 134,750 thousand

 

( US$ 5,859 thousand )

 

24

 

(1 )

 

T/T 75 days
T/T 75 days

-

 

-

 

-

 

-

 

( US$ 44,302 thousand )

 

US$ 2,126 thousand

 

(26 )

 

1

 

Note
Note
Universal Global Scientific
Industrial Co., Ltd.
Universal Global Industrial
Co., Limited
Associate Purchases $ 11,527,285 90 T/T 75 days - - $ (3,564,648 ) (84 ) Note
  Universal Scientific Industrial
(Shanghai) Co., Ltd.
Parent company Sales (201,454 ) (1 ) T/T 75 days - - 72,440 1 Note
  USI Electronics
(Shenzhen) Co., Ltd.
Associate Sales (155,660 ) (1 ) T/T 75 days - - 41,324 1 Note
  Universal Scientific
Industrial Co., Ltd.
Subsidiary Sales (497,145 ) (3 ) T/T 75 days - - 217,476 4 Note
Universal Global Technology
(Kunshan) Co., Ltd.
Universal Global Technology
Co., Limited
Associate Purchases CNY 519,410 thousand 39 T/T 75 days - - ( CNY 205,212 thousand ) (34 ) Note
  Universal Global Industrial
Co., Limited
Associate Purchases CNY 38,520 thousand 3 T/T 75 days - - ( CNY 14,196 thousand ) (2 ) Note
      Sales ( CNY 889,815 thousand) (55 ) T/T 75 days - - CNY 296,718 thousand 50 Note

Universal Global Technology

 

(Shanghai) Co., Ltd.

 

Universal Global Technology

 

Co., Limited

 

Associate Purchases CNY 21,486 thousand 2 T/T 75 days - - ( CNY 19,539 thousand ) (3 ) Note

 

Note: Amount was eliminated based on the reviewed financial statements. (Concluded)

 

- 79 -

 

TABLE 7

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

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

SEPTEMBER 30, 2016 

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

 

              Overdue (Note 1)        
Company Name Related Party Relationships Ending Balance (Note 1) Turnover Rate (Note 2) Amount Actions Taken Amounts Received in Subsequent Period Allowance for Bad Debts
The Company Universal Scientific Industrial Co., Ltd. Subsidiary $ 1,428,076 (Note 5) 2 $ 39,491 Continued collection $ 198,732 $ -
  ASE Test, Inc. Subsidiary   291,696 (Note 5) 4   32,879 Continued collection   200,316   -
  ASE Electronics Inc. Subsidiary   140,321 (Note 5) 3   - -   6,781   -
ASE Electronics Inc. The Company The Ultimate Parent of the Company   705,668 (Note 5) 4   - -   266,569   -
Omniquest Industrial Limited The Company Parent company   1,661,200 (Notes 3,5) -   - -   -   -
ISE Labs, Inc. J & R Holding Limited Parent company   1,442,959 (Notes 3,5) -   - -   -   -
Anstock Limited ASE Assembly & Test (Shanghai) Limited Associate   2,032,960 (Notes 3,5) -   - -   -   -
Anstock II Limited J & R Holding Limited Parent company   9,372,235 (Notes 3,5) -   - -   -   -
A.S.E. Holding Limited The Company Parent company   2,885,120 (Notes 3,5) -   - -   -   -
ASE Test, Inc. The Company Parent company   7,384,609 (Notes 3,4,5) -   - -   548,477   -
  ASE Investment (Labuan) Inc. Associate   1,100,000 (Notes 3,5) -   - -   -   -
  Omniquest Industrial Limited Associate   250,000 (Notes 3,5) -   - -   -   -
ASE Test Limited The Company The Ultimate Parent of the Company   5,738,880 (Notes 3,5) -   - -       -
  A.S.E. Holding Limited Associate   2,196,952 (Notes 3,5) -   - -   -   -
  Omniquest Industrial Limited Associate   1,417,809 (Notes 3,5) -   - -   -   -
  ASE Investment (Labuan) Inc. Associate   472,515 (Notes 3,5) -   - -   -   -
ASE (Korea) Inc. The Company The Ultimate Parent of the Company   2,195,354 (Notes 3,5) -   - -   911   -
  ASE WeiHai Inc. Subsidiary   2,354,360 (Notes 3,5) -   - -   -   -
J & R Holding Limited The Company Parent company   7,024,640 (Notes 3,5) -   - -   -   -
  Global Advanced Packaging Technology Limited, Cayman Islands. Subsidiary   547,142 (Notes 3,5) -   - -   -   -
  Anstock Limited Subsidiary   2,045,406 (Notes 3,5) -   - -   -   -
  ASE WeiHai Inc. Associate   535,270 (Notes 3,5) -   - -   -   -
  ASE Assembly & Test (Shanghai) Limited Associate   539,545 (Notes 3,5) -   - -   -   -
  ASE Investment (Labuan) Inc. Subsidiary   1,255,839 (Notes 3,5) -   - -   -   -
  ASE Corporation Associate   2,984,121 (Notes 3,5) -   - -   -   -
  ASE Labuan Inc. Associate   628,693 (Notes 3,5) -   - -   -   -

  

(Continued)

 

- 80 -

 

 

              Overdue (Note 1)        
Company Name Related Party Relationships Ending Balance (Note 1) Turnover Rate (Note 2) Amount Actions Taken Amounts Received in Subsequent Period Allowance for Bad Debts
J&R Industrial Inc. The Company The Ultimate Parent of the Company $ 190,000 (Notes 3,5) - $ - - $ - $ -
  ASE Electronics Inc. Associate   190,000 (Notes 3,5) - - -   - -
ASE Japan Co., Ltd. J & R Holding Limited Parent company   2,643,536 (Notes 3,5) - - -   - -
ASE Investment(Labuan)Inc. The Company The Ultimate Parent of the Company   2,821,664 (Notes 3,5) - - -   1,000,000 -
ASE Corporation The Company The Ultimate Parent of the Company   2,979,200 (Notes 3,5) - - -   - -
ASE Labuan Inc. The Company The Ultimate Parent of the Company   627,200 (Notes 3,5) - - -   - -
ASE (Shanghai) Inc. The Company The Ultimate Parent of the Company   512,966 (Note 5) 5 - -   37,942 -
  Advanced Semiconductor Engineering (HK) Limited Subsidiary   481,202 (Note 5) 4 - -   539 -
Shanghai Ding Hui Real Estate Development Co., Ltd. Kun Shan Ding Hong Real Estate Development Co., Ltd. Subsidiary   121,391 (Notes 3,5) - - -   - -
USI Enterprise Limited The Company The Ultimate Parent of the Company   7,369,600 (Notes 3,5) - - -   - -
  J & R Holding Limited Associate   3,140,827 (Notes 3,5) - - -   - -
  USI Inc. Parent company   2,139,481 (Notes 3,5) - - -   6,993 -
Huntington Holdings International Co. Ltd. The Company The Ultimate Parent of the Company   1,724,800 (Notes 3,5) - - -   156,800 -
Real Tech Holdings Limited The Company The Ultimate Parent of the Company   1,724,800 (Notes 3,5) - - -   - -
Suzhou ASEN Semiconductors Co., Ltd. NXP Semiconductors Taiwan Ltd. Subsidiary of the company has significant influence over Suzhou ASEN Semiconductors Co., Ltd.   690,210   3 - -   169,335 -
USI Electronics (Shenzhen) Co., Ltd. Universal Global Industrial Co., Limited Associate CNY 597,216 thousand (Note 5) 4 - - CNY 161,560 thousand -
  Universal Global Technology (Shanghai) Co., Ltd. Associate CNY 110,053 thousand (Notes 3,5) - - -   - -
Universal Scientific Industrial (Shanghai) Co., Ltd. Universal Global Technology (Kunshan) Co., Ltd. Subsidiary CNY 22,625 thousand (Note 5) 2 - - CNY 314 thousand -
  Universal Global Technology (Shanghai) Co., Ltd. Subsidiary CNY 587,494 thousand (Notes 3,5) - - -   - -

 

 

(Continued)

 

- 81 -

 

 

              Overdue (Note 1)        
Company Name Related Party Relationships Ending Balance (Note 1) Turnover Rate (Note 2) Amount Actions Taken Amounts Received in Subsequent Period Allowance for Bad Debts
Universal Global Technology Co., Limited Universal Scientific Industrial (Shanghai) Co., Ltd. Parent company US$ 22,749 thousand (Note 5) 2 $ - - $ - $ -
  Universal Global Technology (Kunshan) Co., Ltd. Associate US$ 30,738 thousand (Note 5) 5   - - US$ 10,070 thousand   -
Universal Global Industrial Co., Limited USI Electronics (Shenzhen) Co., Ltd. Associate US$ 19,545 thousand (Note 5) 4   - - US$ 9 thousand   -
  Universal Global Scientific Industrial Co., Ltd. Associate US$ 113,719 thousand (Note 5) 4   - - US$ 45 thousand   -
Universal Global Scientific Industrial Co., Ltd. Universal Scientific Industrial Co., Ltd. Subsidiary $ 217,606 (Note 5) 2   - -   -   -
Universal Global Technology (Kunshan) Co., Ltd. Universal Global Industrial Co., Limited Associate CNY 296,718 thousand (Note 5) 5   - - CNY 99,944 thousand   -
  Universal Global Technology (Shanghai) Co., Ltd. Associate CNY 50,024 thousand (Notes 3,5) -   - -   -   -

 

 

(Concluded)

 

Note 1: Include Accounts receivables and other receivables.

 

Note 2: Exclude other receivables

 

Note 3: Intercompany Loan, please refer to Table 1.

 

Note 4: Turnkey transaction.

 

Note 5: Amount was eliminated based on the reviewed financial statements.

 

- 82 -

 

TABLE 8

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

NAMES, LOCATION, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 

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

 

        Original Investment Amount Balance as of September 30, 2016      
Investor Company Investee Company Location Main Businesses and Products September 30, 2016 December 31, 2015 Shares Percentage of Ownership Carrying Value

Net Income

(Losses) of the Investee

Share of Profits/Losses of Investee (Note 1) Note
The Company A.S.E. Holding Limited Bermuda Investment activities US$ 283,966 thousand US$ 283,966 thousand 243,966 100 $ 14,699,286 $ 161,771 $ 147,416 Subsidiary
  J & R Holding Limited Bermuda Investment activities US$ 479,693 thousand US$ 479,693 thousand 435,128 100   48,364,435   2,649,260   2,443,483 Subsidiary
  ASE Marketing & Service Japan Co., Ltd. Japan Engaged in marketing and sales services JPY 60,000 thousand JPY 60,000 thousand 1,200 100   34,002   2,003   2,003 Subsidiary
  Omniquest Industrial Limited British Virgin Islands Investment activities US$ 250,504 thousand US$ 250,504 thousand 250,504,067 71   11,106,064   862,856   600,376 Subsidiary
  Innosource Limited British Virgin Islands Investment activities US$ 86,000 thousand US$ 86,000 thousand 86,000,000 100   3,945,550   180,482   177,807 Subsidiary
  HCK Taiwan Engaged in the leasing of real estate properties $ 390,470 $ 390,470 35,497,273 27   324,959   (27,409 )   (7,485 ) Associate
  HC Taiwan Engaged in the development, construction and leasing of real estate properties   2,845,913   2,845,913 68,629,782 26   1,269,613   102,119   38,907 Associate
  Universal Scientific Industrial Co., Ltd. Taiwan Engaged in the manufacturing, processing and sale of computers, computer peripherals and related accessories   -   520,490 - -   -   (34,564 )   55,288 Subsidiary
  ASE Test, Inc. Taiwan Engaged in the testing of semiconductors   20,698,867   20,698,867 1,131,452,502 100   28,539,072   2,123,994   2,106,459 Subsidiary
  USI Inc. Taiwan Investment activities   20,836,477   20,836,477 1,112,236,706 99   42,418,825   1,819,882   1,706,918 Subsidiary
  Luchu Development Corporation Taiwan Engaged in the development of real estate properties   1,366,238   1,366,238 131,961,457 67   1,334,886   (9,540 )   (6,402 ) Subsidiary
  ASEEE Taiwan Engaged in the production of embedded substrate   765,000   618,097 76,500,000 51   703,684   (112,264 )   (57,252 ) Associate
  SPIL Taiwan Engaged in assembly, testing and turnkey services of integrated circuits   48,790,498   35,055,000 1,037,300,000 33   45,613,346   7,104,261   1,175,356 Associate
  Deca Technologies Inc. Cayman Holding company and the group engaged in manufacturing, development and marketing of wafer level packaging and interconnect technology US$ 59,882   - 98,489,803 22.07   1,892,542   (267,219 )   (13,711 ) Associate
  AMPI Taiwan Engaged in integrated circuit   178,861   178,861 33,308,452 17   11,453   (189,588 )   (34,581 ) Associate
ASE Test, Inc. Alto Enterprises Limited British Virgin Islands Investment activities US$ 188,000 thousand US$ 188,000 thousand 188,000,000 100   4,240,162   70,401   (Note 2) Subsidiary
  Super Zone Holdings Limited Hong Kong Investment activities US$ 100,000 thousand US$ 100,000 thousand 100,000,000 100   3,129,882   35,196   (Note 2) Subsidiary
  Luchu Development Corporation Taiwan Engaged in the development of real estate properties $ 372,504 $ 372,504 37,250,448 19   376,736   (9,540 )   (Note 2) Subsidiary
  TLJ Intertech Inc. Taiwan Engaged in information software services   89,998   - 2,119,080 60   89,624   (3,771 )   (Note 2) Subsidiary
A.S.E. Holding Limited ASE Test Limited Singapore Investment activities US$ 84,889 thousand US$ 84,889 thousand 11,148,000 10 US$ 107,774 thousand US$ 42,602 thousand   (Note 2) Subsidiary
  ASE Investment (Labuan) Inc. Malaysia Investment activities US$ 168,643 thousand US$ 168,643 thousand 168,642,842 70 US$ 343,234 thousand US$ 970 thousand   (Note 2) Subsidiary
J & R Holding Limited ASE Test Limited Singapore Investment activities US$ 964,524 thousand US$ 964,524 thousand 98,276,087 90 US$ 1,072,382 thousand US$ 42,602 thousand   (Note 2) Subsidiary
  Omniquest Industrial Limited British Virgin Islands Investment activities US$ 30,200 thousand US$ 30,200 thousand 30,200,000 8 US$ 43,817 thousand US$ 26,427 thousand   (Note 2) Subsidiary
  J&R Industrial Inc. Taiwan Engaged in leasing equipment and investing activity US$ 51,344 thousand US$ 51,344 thousand 170,000,006 100 US$ 31,885 thousand US$ 68 thousand   (Note 2) Subsidiary
  ASE Japan Co., Ltd. Japan Engaged in the packaging and testing of semiconductors US$ 25,606 thousand US$ 25,606 thousand 7,200 100 US$ 86,492 thousand US$ 1,972 thousand   (Note 2) Subsidiary
  ASE (U.S.) Inc. U.S.A After-sales service and sales support US$ 4,600 thousand US$ 4,600 thousand 1,000 100 US$ 12,693 thousand US$ 673 thousand   (Note 2) Subsidiary
  Global Advanced Packaging Technology Limited, Cayman Islands British Cayman Islands Investment activities US$ 190,000 thousand US$ 190,000 thousand 190,000,000 100 US$ 353,014 thousand US$ 34,313 thousand   (Note 2) Subsidiary
  Anstock Limited British Cayman Islands Investment activities US$ 10 thousand US$ 10 thousand 10,000 100 US$ 345 thousand ( US$ 243 thousand )   (Note 2) Subsidiary
  Anstock II Limited British Cayman Islands Investment activities US$ 10 thousand US$ 10 thousand 10,000 100 US$ 189 thousand US$ 155 thousand   (Note 2) Subsidiary
ASE Investment (Labuan) Inc. ASE (Korea) Inc. Korea Engaged in the packaging and testing of semiconductors US$ 160,000 thousand US$ 160,000 thousand 20,741,363 100 US$ 490,377 thousand US$ 831 thousand   (Note 2) Subsidiary
ASE Test Limited ASE Holdings (Singapore) Pte Ltd Singapore Investment activities US$ 65,520 thousand US$ 65,520 thousand 71,428,902 100 US$ 146,168 thousand US$ 12,047 thousand   (Note 2) Subsidiary
  ASE Test Holdings, Ltd. British Cayman Islands Investment activities US$ 222,399 thousand US$ 222,399 thousand 5 100 US$ 100,347 thousand US$ 853 thousand   (Note 2) Subsidiary
  ASE Investment (Labuan) Inc. Malaysia Investment activities US$ 72,304 thousand US$ 72,304 thousand 72,304,040 30 US$ 147,100 thousand US$ 970 thousand   (Note 2) Subsidiary
  ASE Singapore Pte. Ltd. Singapore Engaged in the packaging and testing of semiconductors US$ 55,815 thousand US$ 55,815 thousand 30,100,000 100 US$ 157,950 thousand US$ 24,368 thousand   (Note 2) Subsidiary
ASE Test Holdings, Ltd. ISE Labs, Inc. U.S.A Engaged in the testing of semiconductors US$ 221,145 thousand US$ 221,145 thousand 26,250,000 100 US$ 100,346 thousand US$ 853 thousand   (Note 2) Subsidiary

 

(Continued)

 

- 83 -

 

  

        Original Investment Amount Balance as of September 30, 2016          
Investor Company Investee Company Location Main Businesses and Products September 30, 2016 December 31, 2015 Shares Percentage of Ownership Carrying Value

Net Income

(Losses) of the Investee

Share of Profits/Losses of Investee (Note 1) Note
ASE Holdings (Singapore) Pte Ltd ASE Electronics (M) Sdn. Bhd. Malaysia Engaged in the packaging and testing of semiconductors US$ 60,000 thousand US$ 60,000 thousand 159,715,000 100 US$ 146,168 thousand US$ 12,047 thousand   (Note 2) Subsidiary
Omniquest Industrial Limited ASE Corporation British Cayman Islands Investment activities US$ 352,784 thousand US$ 352,784 thousand 352,784,067 100 US$ 515,094 thousand US$ 26,517 thousand   (Note 2) Subsidiary
ASE Corporation ASE Mauritius Inc. Mauritius Investment activities US$ 217,800 thousand US$ 217,800 thousand 217,800,000 100 US$ 385,060 thousand US$ 19,623 thousand   (Note 2) Subsidiary
  ASE Labuan Inc. Malaysia Investment activities US$ 126,184 thousand US$ 126,184 thousand 126,184,067 100 US$ 129,983 thousand US$ 6,952 thousand   (Note 2) Subsidiary
ASE Labuan Inc. ASE Electronics Inc. Taiwan Engaged in the production of substrates US$ 125,813 thousand US$ 125,813 thousand 398,981,900 100 US$ 129,416 thousand US$ 6,960 thousand   (Note 2) Subsidiary
Innosource Limited Omniquest Industrial Limited British Virgin Islands Investment activities US$ 74,000 thousand US$ 74,000 thousand 74,000,000 21 US$ 107,407 thousand US$ 26,427 thousand   (Note 2) Subsidiary
ASE (Shanghai) Inc. Advanced Semiconductor Engineering (HK) Limited Hong Kong Engaged in the trading of substrates US$ 1,000 thousand US$ 1,000 thousand - 100 US$ 8,810 thousand ( US$ 134 thousand)   (Note 2) Subsidiary
USI Inc. Huntington Holdings International Co. Ltd. British Virgin Islands Holding company $ 8,370,606 $ 8,370,606 255,856,840 100 $ 43,453,577 $ 1,920,067   (Note 2) Subsidiary
Huntington Holdings International Co. Ltd. Unitech Holdings International Co. Ltd. British Virgin Islands Holding company US$ 3,000 thousand US$ 3,000 thousand 3,000,000 100 US$ 7,926 thousand US$ 115 thousand   (Note 2) Subsidiary
  Real Tech Holdings Limited British Virgin Islands Holding company US$ 149,151 thousand US$ 149,151 thousand 149,151,000 100 US$ 1,319,977 thousand US$ 62,362 thousand   (Note 2) Subsidiary
  Universal ABIT Holding Co., Ltd. British Cayman Islands Holding company US$ 28,125 thousand US$ 28,125 thousand 90,000,000 100 US$ 13 thousand US$ - thousand   (Note 2) Subsidiary
  Rising Capital Investment Limited British Virgin Islands Holding company US$ 6,000 thousand US$ 6,000 thousand 6,000,000 100 US$ 1,140 thousand US$ 4 thousand   (Note 2) Subsidiary
  Rise Accord Limited British Virgin Islands Holding company US$ 2,000 thousand US$ 2,000 thousand 20,000 100 US$ 150 thousand US$ - thousand   (Note 2) Subsidiary
Real Tech Holdings Limited USI Enterprise Limited Hong Kong Engaged in the services of investment advisory and warehousing management US$ 210,900 thousand US$ 210,900 thousand 210,900,000 99.59 US$ 1,247,995 thousand US$ 63,130 thousand   (Note 2) Subsidiary
Universal Scientific Industrial(Shanghai) Co., Ltd. Universal Global Technology Co., Limited Hong Kong Holding company CNY 324,185 thousand CNY 324,185 thousand 390,000,000 100 CNY 1,736,583 thousand CNY 225,761 thousand   (Note 2) Subsidiary
Universal Global Technology Co., Limited Universal Global Industrial Co., Limited Hong Kong Engaged in manufacturing, trading and investing activity US$ 11,000 thousand US$ 11,000 thousand 85,800,000 100 US$ 19,916 thousand US$ 1,283 thousand   (Note 2) Subsidiary
  Universal Global Scientific Industrial Co., Ltd. Taiwan Engaged in the manufacturing of components of telecomm and cars and provision of related R&D services US$ 62,235 thousand US$ 30,400 thousand 198,000,000 100 US$ 130,444 thousand US$ 4,616 thousand   (Note 2) Subsidiary
  USI Japan Co., Ltd Japan Engaged in the manufacturing and sale of computer peripherals, integrated chip and other related accessories US$ 885 thousand US$ 885 thousand 6,400 100 US$ 893 thousand ( US$ 2 thousand)   (Note 2) Subsidiary
  Universal Scientific Industrial De Mexico S.A. De C.V. Mexico Engaged in the assembling of motherboards and computer components US$ 23,963 thousand US$ 23,963 thousand 281,085,325 100 US$ 46,823 thousand US$ 5,093 thousand   (Note 2) Subsidiary
  USI America Inc. U.S.A Engaged in the manufacturing and processing of motherboards and wireless network communication and provision of related technical service US$ 9,500 thousand US$ 9,500 thousand 250,000 100 US$ 5,518 thousand US$ 153 thousand   (Note 2) Subsidiary
Universal Global Industrial Co., Limited Universal Scientific Industrial De Mexico S.A. De C.V. Mexico Engaged in the assembling of motherboards and computer components US$ - thousand US$ - thousand 1 - US$ - thousand US$ 5,093 thousand   (Note 2) Subsidiary
Universal Global Scientific Industrial Co., Ltd. Universal Scientific Industrial Co., Ltd. Taiwan Engaged in the manufacturing, processing and sale of computers, computer peripherals and related accessories $ 792,064 $ - 39,603,222 99 $ 1,130,788 $ 209,046   (Note 2) Subsidiary

 

(Concluded)

 

Note 1:The share of profits/losses of investee includes the effect of unrealized gross profit on intercompany transaction.

 

Note 2:The share of profits/losses of investee company is not reflected herein as such amount is already included in the share of profits/losses of the investor company.

 

- 84 -

 

TABLE 9

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INFORMATION ON INVESTMENT IN MAINLAND CHINA

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016

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

 

Investee Company Main Business Activities Paid-in Capital Investment Method Accumulated amount of
remittance from Taiwan
to Mainland China
as of January 1, 2016

Amount remitted from Taiwan to

 

Mainland China/Amount remitted back to
Taiwan for the three months ended September 30, 2016

 

Accumulated amount of
remittance from Taiwan
to Mainland China
as of September 30, 2016
Net income of investee
for the nine months ended
September 30, 2016
Ownership held
by the Company
(direct or indirect)
Investment income (loss)
recognised by the Company
for the nine months ended
September 30, 2016
Book value of investments in
Mainland China as of
September 30, 2016
Accumulated amount of
investment income
remitted back to Taiwan
as of September 30, 2016
Remitted to Mainland China Remitted back to Taiwan
ASE (Shanghai) Inc. Engaged in the production of
substrates

$ 4,236,563

 

( US$ 133,812 thousand )

 

Note 1 (1)

$ 4,398,576

 

( US$ 137,800 thousand )

 

$ - $ -

$ 4,398,576

 

( US$ 137,800 thousand)

 

$ 612,094

 

( US$ 18,697 thousand )

 

(Note 5 )

 

100

$ 612,094

 

( US$ 18,697 thousand)

 

(Note 5 )

 

$ 10,223,905

 

( US$ 326,017 thousand )

 

None
ASE (Kun Shan) Inc. Engaged in the packaging and
testing of semiconductors

8,350,204

 

( US$ 268,000 thousand )

 

Note 1 (2)

8,350,204

 

( US$ 268,000 thousand )

 

(Note 10 )

 

- -

8,350,204

 

( US$ 268,000 thousand)

 

100,451

 

( US$ 3,131 thousand )

 

(Note 4 )

 

100

100,451

 

( US$ 3,131 thousand )

 

(Note 4 )

 

6,046,827

 

( US$ 192,820 thousand )

 

None
ASE Module (Shanghai) Inc. Engage in the production and sale of electronic components and printed circuit boards

383,640

 

( US$ 12,000 thousand )

 

Note 1 (3)

383,640

 

( US$ 12,000 thousand )

 

- -

383,640

 

( US$ 12,000 thousand)

 

1,277

 

( US$ 39 thousand )

 

(Note 5 )

 

100

1,277

 

( US$ 39 thousand)

 

(Note 5 )

 

573,822

 

( US$ 18,298 thousand )

 

None
ASE Assembly & Test (Shanghai) Limited Engaged in the packaging and
testing of semiconductors

6,501,336

 

( US$ 203,580 thousand )

 

Note 1 (4)

5,792,530

 

( US$ 180,000 thousand )

 

- -

5,792,530

 

( US$ 180,000 thousand)

 

1,123,630

 

( US$ 34,498 thousand )

 

(Note 4 )

 

100

1,123,630

 

( US$ 34,498 thousand )

 

(Note 4 )

 

11,181,017

 

( US$ 356,538 thousand )

 

None
Suzhou ASEN Semiconductors Co., Ltd. Engaged in the packaging and
testing of semiconductors

1,568,467

 

( US$ 48,672 thousand )

 

Note 1 (5)

711,180

 

( US$ 21,600 thousand )

 

- -

711,180

 

( US$ 21,600 thousand)

 

511,703

 

( US$ 15,862 thousand )

 

(Note 5 )

 

60

307,022

 

( US$ 9,517 thousand )

 

(Note 5 )

 

2,455,555

 

( US$ 78,302 thousand )

 

None
ASE WeiHai Inc. Engaged in the packaging and
testing of semiconductors

4,507,081

 

( US$ 152,200 thousand )

 

Note 1 (6)

1,295,307

 

( US$ 40,000 thousand )

 

- -

1,295,307

 

( US$ 40,000 thousand)

 

(45,817 )

 

( US$ -1,355 thousand )

 

(Note 5 )

 

100

(45,817 )

 

( US$ -1,355 thousand )

 

(Note 5 )

 

1,561,395

 

( US$ 49,789 thousand )

 

None
Shanghai Ding Hui Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

16,345,070

 

( CNY 3,600,000 thousand )

 

Note 2

-

 

(Note 2 )

 

- -

-

 

(2)

 

787,860

 

( CNY 155,446 thousand )

 

(Note 5 )

 

100

703,378

 

( CNY 138,703 thousand )

 

(Note 5 )

 

19,110,189

 

( CNY 4,069,325 thousand )

 

None
Shanghai Ding Wei Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

6,908,089

 

( CNY 1,548,000 thousand )

 

Note 2

-

 

(Note 2 )

 

- -

-

 

(2)

 

(24,794 )

 

( CNY -5,034 thousand )

 

(Note 5 )

 

100

(24,794 )

 

( CNY -5,034 thousand )

 

(Note 5 )

 

7,176,041

 

( CNY 1,528,067 thousand )

 

None
Shanghai Ding Yu Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

4,936,538

 

( CNY 1,100,000 thousand )

 

Note 2

-

 

(Note 2 )

 

- -

-

 

(2)

 

(17,761 )

 

( CNY -3,611 thousand )

 

(Note 5 )

 

100

(17,761 )

 

( CNY -3,611 thousand )

 

(Note 5 )

 

5,156,505

 

( CNY 1,098,026 thousand )

 

None
Kun Shan Ding Hong Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

3,139,662

 

( CNY 670,000 thousand )

 

Note 2

-

 

(Note 2 )

 

- -

-

 

(2)

 

(8,520 )

 

( CNY -1,744 thousand )

 

(Note 5 )

 

100

(8,520 )

 

( CNY -1,744 thousand )

 

(Note 5 )

 

3,132,706

 

( CNY 667,079 thousand )

 

None
Kun Shan Ding Yue Real Estate Development Co., Ltd. Engaged in the development, construction and sale of real estate properties

1,546,415

 

( CNY 330,000 thousand )

 

Note 2

-

 

(Note 2 )

 

- -

-

 

(2)

 

( 115 )

 

( CNY -23 thousand )

 

(Note 5 )

 

100

( 115 )

 

( CNY -23 thousand )

 

(Note 5 )

 

1,548,369

 

( CNY 329,710 thousand )

 

None
Advanced Semiconductor Engineering (China) Ltd. Engage in the packaging and
testing of semiconductors

3,149,000

 

( US$ 100,000 thousand )

 

Note 1 (7)

3,149,000

 

( US$ 100,000 thousand )

 

- -

3,149,000

 

( US$ 100,000 thousand)

 

35,196

 

( US$ 1,097 thousand )

 

(Note 4 )

 

100

35,196

 

( US$ 1,097 thousand )

 

(Note 4 )

 

3,129,762

 

( US$ 99,801 thousand )

 

None
ASE Investment (Kun Shan) Limited Holding company

3,717,318

 

( US$ 122,000 thousand )

 

Note 1 (8)

3,717,318

 

( US$ 122,000 thousand )

 

(Note 10 )

 

- -

3,717,318

 

( US$ 122,000 thousand)

 

45,660

 

( US$ 1,423 thousand )

 

(Note 4 )

 

100

45,660

 

( US$ 1,423 thousand )

 

(Note 4 )

 

2,750,829

 

( US$ 87,718 thousand )

 

None

  

(Continued)

 

- 85 -

 

  

Investee Company Main Business Activities Paid-in Capital Investment Method Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2016 Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three months ended September 30, 2016 Accumulated amount of remittance from Taiwan to Mainland China as of September 30, 2016 Net income of investee for the nine months ended September 30, 2016 Ownership held by the Company (direct or indirect) Investment income (loss) recognized by the Company for the nine months ended September 30, 2016 Book value of investments in Mainland China as of September 30, 2016 Accumulated amount of investment income remitted back to Taiwan as of September 30, 2016
Remitted to Mainland China Remitted back to Taiwan
Wuxi Tongzhi Microelectronics Co., Ltd. Engage in the packaging and testing of semiconductors

$ 356,682

( CNY 73,461 thousand)

(Note 2)

$ -

(Note 2)

$ - $ -

$ -

(Note 2)

$ 17,214

( CNY 3,485 thousand )

(Note 4 )

100

$ 17,214

( CNY 3,485 thousand )

(Note 4 )

$ 439,040

( CNY 93,489 thousand)

None
ASE Trading (Shanghai) Ltd. Engaged in trading activity

2,566

( CNY 500 thousand)

(Note 2) -
(Note 2)
- -

-

(Note 2)

(32 )

( CNY -6 thousand)

(Note 4 )

100

(32 )

( CNY -6 thousand )

(Note 4 )

2,087

( CNY 444 thousand )

None
Shanghai Ding Qi Property Management Co., Ltd. Engaged in the management of real estate properties

5,078

( CNY 1,000 thousand)

(Note 2) -
(Note 2)
- -

-

(Note 2)

(5,832 )

( CNY -1,188 thousand)

(Note 5 )

100

(5,832 )

( CNY -1,188 thousand )

(Note 5 )

(4,070)

( CNY -867 thousand )

None
Shanghai Ding Fan Department Store Co., Ltd. Engaged in selling General merchandise

7,199

( CNY 1,500 thousand)

(Note 2) -
(Note 2)
- -

-

(Note 2)

(27 )

( CNY -6 thousand)

(Note 5 )

100

(27 )

( CNY -6 thousand )

(Note 5 )

7,018

( CNY -1,494 thousand )

None
USI Electronics (Shenzhen) Co., Ltd. Engaged in the processing and sales of computer and communication peripherals as well as business in import and export of goods and technology

2,270,625

( US$ 75,000 thousand)

(Note 1) (9) 1,180,746 - - 1,180,746

1,719,713

( CNY 348,748 thousand )

(Note 6 )

77

1,324,978

( US$ 40,872 thousand )

(Note 6 )

7,259,997

( US$ 231,505 thousand )

$ 1,196,256

( US$ 41,243 thousand)

Universal Scientific Industrial (Shanghai) Co., Ltd. Engaged in the designing, manufacturing and sale of electronic components

10,649,110

( CNY 2,175,924 thousand)

(Note 1) (9) 1,668,233 - - 1,668,233

2,620,336

( US$ 80,831 thousand )

(Note 6 )

77

2,024,342

( US$ 62,445 thousand )

(Note 6 )

26,307,638

( US$ 838,892 thousand )

None
Universal Scientific Industrial (Kunshan) Co., Ltd. Engaged in the manufacturing and sale of computer assistance system and related peripherals

383,201

( US$ 12,000 thousand)

(Note 1) (9) 383,201 - - 383,201

5,958

( US$ 184 thousand)

(Note 6 )

99

5,908

( US$ 182 thousand )

(Note 6 )

327,092

( US$ 10,430 thousand )

None
e-Cloud Corporation Engaged in the sale of electronic components and telecommunications equipment

147,450

( US$ 5,000 thousand)

(Note 1) (10) 147,450 - - 147,450 - - -

-

(Note 11)

None
Siargo(SH), Ltd. Engaged in manufacturing and sale of MEMS mass flow sensors

227,063

( US$ 7,500 thousand)

(Note 3) 3,035 - - 3,035 - - - - None
Universal Global Technology (Kunshan) Co., Ltd. Engaged in the designing and manufacturing of electronic components

1,202,223

( CNY 250,000 thousand)

(Note 2) -
(Note 2)
- -

-

(Note 2)

512,436

( CNY 103,919 thousand )

(Note 6 )

77

389,771

( CNY 79,062 thousand )

(Note 6 )

2,041,426

( CNY 434,701 thousand )

None
Universal Global Technology (Shanghai) Co., Ltd. Engaged in the processing and sales of computer and communication peripherals as well as business in import and export of goods and technology

6,652,140

( CNY 1,330,000 thousand)

(Note 2) -
(Note 2)
- -

-

(Note 2)

(503,580 )

( CNY -102,123 thousand )

(Note 6 )

77

(388,143 )

( CNY -78,731 thousand )

(Note 6 )

2,279,437

( CNY 485,384 thousand )

None
Universal Global Electronics (Shanghai) Co., Ltd. Engaged in the sale of electronic components and telecommunications equipment

240,850

( CNY 50,000 thousand)

(Note 2) -
(Note 2)
- -

-

(Note 2)

4,691

( CNY 951 thousand )

(Note 6 )

77

3,616

( CNY 733 thousand )

(Note 6 )

194,450

( CNY 41,406 thousand )

None

  

 

(Continued)

 

- 86 -

 

 

Investee Company

Accumulated Investment in Mainland China as of December 31, 2015

Investment Amounts
Authorized by Investment Commission, MOEA

Upper Limit on Investment

The company $ 15,203,097
(US$ 471,400 thousand)
$ 16,790,306
(US$ 576,400 thousand) (Note 9)
$- (Note 7)
ASE Test, Inc. 8,878,838
(US$ 288,000 thousand)
8,878,838
(US$ 288,000 thousand)
17,944,978 (Note 8)
USI Inc. 3,382,665 32,402,340
(US$1,027,236 thousand)
- (Note 7)

  

Note 1:Investments through a holding company registered in a third region. The holding companies are as follow:

(1)ASE Mauritius Inc., ASE Corporation,Omniquest Industrial Limited, Innosource Limited and J&R Holding Limited.

(2)ASE Mauritius Inc., Alto Enterprises Limited, Innosource Limited, ASE Corporation, Omniquest Industrial Limited and J&R Holding Limited.

(3)Innosource Limited.

(4)Global Advanced Packaging Technology Limited, Cayman Islands and J&R Holding Limited.

(5)J&R Holding Limited.

(6)ASE (Korea) Inc., ASE Test Limited, ASE Investment (Labuan) Inc., ASE Holding Ltd. and J&R Holding Limited.

(7)Super Zone Holdings Limited.

(8)Alto Enterprises Limited.

(9)Real Tech Holdings Limited and Huntington Holdings International Co. Ltd..

(10)Rise Capital Investment Limited and Huntington Holdings International Co. Ltd..

 

Note 2:Invested by companies in Mainland China.

 

Note 3:The company was invested by Asia Global Venture Co. Ltd which is invested by UHI as available-for-sale. Asia Global Venture Co. Ltd disposed all of the company's shares in October, 2013, therefore as of September 30, 2016 UHI does not invest to any company in Mainland China.

 

Note 4:The basis for investment income (loss) recognition is from the financial statements reviewed and attested by R.O.C. parent company’s CPA

 

Note 5:The basis for investment income (loss) recognition is from the financial statements reviewed and attested by international accounting firm which has cooperative relationship with accounting firm in R.O.C.

 

Note 6:The basis for investment income (loss) recognition is from the financial statements reviewed and attested by other CPA in the same accounting firm with R.O.C. parent company’s CPA.

 

Note 7:Pursuant to the Jing-Shen-Zi Letter No. 09704604680 of the Ministry of Economic Affairs, R.O.C amended 'Guidelines Governing the Review of Investment or Technical Cooperation in the Mainland Area' dated on August 29, 2008, as the Company has obtained the certificate of being qualified for operating headquarters, issued by the Industrial Development Bureau, MOEA, the ceiling amount of the investment in Mainland China is not applicable to the Company.

 

Note 8:The upper limit on investment of ASE Test, Inc. is calculated as follow: $28,856,075× 60% = 17,313,645

 

Note 9:US$80,000 thousand was directly remitted by the subsidiary, ASE (Korea), and US$25,000 thousand was by means of Debt for Equity Swap. Therefore, there is US$105,000 thousand difference between MOEA approved investment amount and accumulated outflow of investment from Taiwan.

 

Note 10:It was the same fund that ASE Test, Inc. indirectly invested to ASE Investment (KS) through another company in 3rd area and then invested to ASEKS.

 

Note 11:e-Cloud Corporation was liquidated in December 2013.

 

(Concluded)

 

- 87 -

 

TABLE 10

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. AND SUBSIDIARIES

 

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS 

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 

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

 

  

        Intercompany Transactions (Note)
No. Company Name Related Party Nature of Relationships Financial Statement Account Amount (Note) Terms Percentage of Consolidated Net Revenue or Total Assets
0 The Company ASE Test, Inc. Parent company to subsidiary Other payables $          7,384,449   2
      Parent company to subsidiary Disposal of property, plant and equipment 269,349   -
      Parent company to subsidiary Purchase of property, plant and equipment 1,238,210   1
      Parent company to subsidiary Other receivables 281,285   -
    Universal Scientific Industrial Co., Ltd. Parent company to subsidiary Trade Receivables 1,428,076   -
      Parent company to subsidiary Operating revenues 2,891,916 The transacation has the same terms with other companies 1
    ASE (Shanghai) Inc. Parent company to subsidiary Trade payables 510,614   -
      Parent company to subsidiary Operating costs 1,653,730 The transacation has the same terms with other companies 1
    ASE (U.S.) Inc. Parent company to subsidiary Operating expenses 683,776 It is calculated by fixed ratio based on actual expenses.
There is an upper limit to the expenses.
-
    ASE Electronics Inc. Parent company to subsidiary Trade payables 692,217   -
      Parent company to subsidiary Other receivables 139,967   -
      Parent company to subsidiary Operating costs 1,935,410 The transacation has the same terms with other companies 1
    ISE Labs, Inc. Parent company to subsidiary Operating revenues 125,021   -
    J & R Holding Limited Parent company to subsidiary Other payables 7,024,640   2
    Omniquest Industrial Limited Parent company to subsidiary Other payables 1,661,200   -
    ASE Labuan Inc. Parent company to subsidiary Other payables 627,200   -
    ASE Test Limited Parent company to subsidiary Other payables 5,738,880   2
    ASE Investment (Labuan) Inc. Parent company to subsidiary Other payables 2,821,664   1
    J&R Industrial Inc. Parent company to subsidiary Other payables 190,000   -
    ASE (Korea)Inc. Parent company to subsidiary Other payables 2,195,354   1
    Huntington Holdings International
Co., Ltd.
Parent company to subsidiary Other payables 1,724,800   -
    USI Enterprise Limited Parent company to subsidiary Other payables 7,369,600   2
    Real Tech Holdings Limited Parent company to subsidiary Other payables 1,724,800   -
    ASE Corporation Parent company to subsidiary Other payables 2,979,200   1
    A.S.E. Holding Limited Parent company to subsidiary Other payables 2,885,120   1
               
1 ASE (U.S.) Inc. ASE (Korea) Inc. Subsidiary to subsidiary Operating revenues 113,658   -
               
2 ASE (Shanghai) Inc. ASE Assembly & Test (Shanghai) Limited Subsidiary to subsidiary Operating revenues 182,463 The transacation has the same terms with other companies -
    Advanced Semiconductor Engineering Subsidiary to subsidiary Trade receivables 481,202   -
        (HK) Limited Subsidiary to subsidiary Operating revenues 1,201,962 The transacation has the same terms with other companies 1
               
3 Shanghai Ding Hui Real Estate Development Co., Ltd. Kun Shan Ding Hong Real Estate
Development Co., Ltd.
Subsidiary to subsidiary Other receivables 121,391   -
4 ASE Investment (Labuan) Inc. ASE Test Limited Subsidiary to subsidiary Other liabilities 472,515   -
5 A.S.E. Holding Limited ASE Test Limited Subsidiary to subsidiary Other payables 2,196,952   1
6 Omniquest Industrial Limited ASE Test Limited Subsidiary to subsidiary Other liabilities 1,417,809   -

 

  

(Continued)

 

- 88 -

 

 

No Company Name Related Party Name of Relationships Intercompany Transactions
Financial Statement Account Amount (Note) Terms Percentage of
Consolidated Net Revenue
or Total Asset
7 J & R Holding Limited

Global Advanced Packaging

 

Technology Limited, Cayman

 

Islands

 

ASE Labuan Inc.

 

Anstock Limited

 

ISE Labs, Inc.

 

Anstock II Limited

 

ASE Japan Co., Ltd.

 

ASE Assembly & Test (Shanghai) Limited

 

ASE WeisHai Inc.

 

USI Enterprise Limited

 

ASE Investment (Labuan) Inc.

 

ASE Corporation

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Other receivables

 

Other receivables

 

Other receivables

 

Other liabilities

 

Other payables

 

Other payables

 

Other receivables

 

Other receivables

 

Other payables

 

Other receivables

 

Other receivables

 

$ 547,142

 

628,693

 

2,045,406

 

1,442,959

 

9,372,235

 

2,643,536

 

539,545

 

535,270

 

3,140,827

 

1,255,839

 

2,984,121

 

 

-

 

-

 

1

 

-

 

3

 

1

 

-

 

-

 

1

 

-

 

1

 

               
8 Anstock II Limited J&R Holding Limited Subsidiary to subsidiary Interest income 179,524   -
               
9 ASE WeiHai Inc. ASE (Korea) Inc. Subsidiary to subsidiary Other payables 2,354,360   1
               
10 ASE Electronics Inc.

J&R Industrial Inc.

 

Universal Scientific Industrial

 

(Shanghai) Co., Ltd.

 

ASE Electronics (M) Sdn. Bhd.

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Other payables

 

Operating revenues

 

Operating revenues

 

190,000

 

140,611

 

338,177

 

 

-

 

-

 

-

 

               
11 ASE Test, Inc.

ASE Investment (Labuan) Inc.

 

Omniquest Industrial Limited

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Other receivables

 

Other receivables

 

1,100,000

 

250,000

 

 

-

 

-

 

               
12

ASE Assembly & Test

 

(Shanghai) Limited

 

Anstock Limited

 

ASE Electronics Inc.

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Other payables

 

Other liabilities

 

Interest expense

 

Operating costs

 

680,467

 

1,352,493

 

105,612

 

163,303

 

 

-

 

-

 

-

 

-

 

               
13 USI Inc. USI Enterprise Limited Subsidiary to subsidiary Other payables 2,132,480   1
               
14

Universal Scientific Industrial

 

(Shanghai) Co., Ltd.

 

Universal Global Technology Co.,

 

Limited

 

Universal Global Technology

 

(Shanghai) Co., Ltd.

 

Universal Global Industrial Co., Limited

 

Universal Global Technology

 

(Kunshan) Co., Ltd.

 

USI Electronics (Shenzhen) Co., Ltd

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Operating costs

 

Trade payables

 

Other receivables

 

Operating revenues

 

Operating revenues

 

Operating revenues

 

3,120,702

 

713,309

 

2,757,365

 

216,181

 

112,830

 

133,485

 

 

2

 

-

 

1

 

-

 

-

 

-

 

               
15

Universal Global Industrial

 

Co., Limited

 

USI Electronics (Shenzhen) Co., Ltd.

 

Universal Global Scientific Industrial

 

Co., Ltd.

 

Universal Global Technology

 

(Kushan) Co., Ltd.

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Operating revenues

 

Operating costs

 

Trade receivables

 

Trade payables

 

Operating revenues

 

Trade receivables

 

Operating revenues

 

Operating costs

 

Trade payables

 

2,212,281

 

9,472,631

 

607,885

 

2,804,511

 

11,482,615

 

3,564,648

 

189,813

 

4,367,045

 

1,389,297

 

 

1

 

5

 

-

 

1

 

6

 

1

 

-

 

2

 

-

 

16

Universal Global Technology Co.,

 

Limited

 

Universal Global Technology
  (Kunshan) Co., Ltd.

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Operating revenues

 

Trade receivables

 

2,506,039

 

963,952

 

 

1

 

-

 

               

(Continued)

 

- 89 -

 

 

No Company Name Related Party Name of Relationships Intercompany Transactions
Financial Statement Account Amount (Note) Terms Percentage of
Consolidated Net Revenue
or Total Asset
17

Universal Global Scientific Industrial

 

Co., Ltd.

 

USI Electronics (Shenzhen) Co., Ltd

 

Universal Scientific Industrial

 

(Shanghai) Co., Ltd.

 

Universal Scientific Industrial Co., Ltd.

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Subsidiary to subsidiary

 

Operating revenues

 

Operating evenues

 

Operating revenues

 

Trade receivables

 

$ 155,660

 

201,454

 

497,145

 

217,476

 

 

-

 

-

 

-

 

-

 

               
18 USI Electronics (Shenzhen) Co., Ltd Universal Global Technology
  (Shanghai) Co., Ltd.
Subsidiary to subsidiary Trade receivables 516,577   -
               
19 Universal Global Technology
  (Kunshan) Co., Ltd.
Universal Global Technology
  (Shanghai) Co., Ltd.
Subsidiary to subsidiary Other receivables 234,922   -

 

 

Note: Amount was eliminated based on the reviewed financial statements. (Concluded)

 

- 90 -

 

 

 

 

 

 

Appendix 5

 

Advanced Semiconductor Engineering, Inc.

2014 Individual Financial Statements and Auditor Report

 

 

 

 

 

 

 

 

 

 

 

Advanced Semiconductor Engineering, Inc.

 

Parent Company Only Financial Statements for the

Years Ended December 31, 2014 and 2013 and

Independent Auditors’ Report

 

 

 

 

 

 

 

 

 

INDEPENDENT AUDITORS’ REPORT

 

 

The Board of Directors and Shareholders

Advanced Semiconductor Engineering, Inc.

 

We have audited the accompanying balance sheets of Advanced Semiconductor Engineering, Inc. (the “Company”) as of December 31, 2014 and 2013, and the related statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2014 and 2013. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the Rules Governing the Audit of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Those rules and standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, such financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2014 and 2013, and the results of operations and cash flows for the years ended December 31, 2014 and 2013, in conformity with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers.

 

The statements of major accounting items listed in the parent company only financial statements of the Company as of and for the year ended December 31, 2014 are presented for the purpose of additional analysis.   Such statements have been subjected to the auditing procedures applied in our audits of the financial statements mentioned above. In our opinion, such statements are consistent in all material respects in relation to the financial statements as a whole.

 

 

  

February 26, 2015

 

Notice to Readers

 

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

 

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

 

-1-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY BALANCE SHEETS

DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars)

 

 

   December 31, 2014  December 31, 2013     December 31, 2014  December 31, 2013
ASSETS  NT$  %  NT$  %  LIABILITIES AND STOCKHOLDERS’ EQUITY  NT$  %  NT$  %
                            
CURRENT ASSETS              CURRENT LIABILITIES            
Cash (Note 6)  $11,254,517    4   $14,959,268    7   Short-term borrowings (Note 14)  $11,636,241    4   $11,721,924    5 
Financial assets at fair value through profit or loss -                      Financial liabilities at fair value through profit or                    
 current (Notes 4, 5 and 7)   1,990,183    1    302,273    —      loss - current (Notes 4, 5 and 7)   2,540,418    1    1,793,652    1 
Available-for-sale financial assets - current (Notes 4, 5 and 8)   400,007    —      2,312,147    1   Trade payables   6,965,763    3    6,239,588    3 
Trade receivables, net (Notes 4 and 9)   16,473,504    6    12,061,441    6   Trade payables to related parties (Note 27)   1,223,750    —      1,074,901    1 
Trade receivables from related parties (Note 27)   5,082,423    2    2,418,651    1   Other payables (Notes 16 and 17)   12,352,075    5    7,941,207    4 
Other receivables (Note 4)   1,414,007    1    962,907    —     Other payables to related parties (Note 27)   30,653,624    12    18,107,805    8 
Other receivables from related parties (Note 27)   36,699    —      46,202    —     Current tax liabilities (Note 4)   1,617,605    1    803,419    —   
Inventories (Notes 4, 5 and 10)   4,323,668    2    3,642,616    2   Current portion of long-term borrowings (Notes 14 and 28)   1,085,143    —      1,028,571    —   
Other current assets   508,010    —      303,545    —     Other current liabilities   493,126    —      448,069    —   
                                            
Total current assets   41,483,018    16    37,009,050    17   Total current liabilities   68,567,745    26    49,159,136    22 
                                            
NON - CURRENT ASSETS                      NON-CURRENT LIABILITIES                    
Available-for-sale financial assets - non-current (Notes 4, 5 and                      Bonds payable (Notes 4 and 15)   19,270,613    8    18,152,195    8 
8)   542,147    —      592,557    —     Long-term borrowings (Notes 14 and 28)   18,355,554    7    25,787,145    12 
Investments accounted for using the equity method (Notes 4                      Deferred tax liabilities (Notes 4 and 20)   2,897,155    1    1,892,418    1 
and 11)   139,054,506    53    118,011,718    53   Long-term payables (Note 16)   —      —      894,150    —   
Property, plant and equipment (Notes 4, 5, 12, 19, 23, 27 and                      Accrued pension liabilities (Notes 4, 5 and 17)   2,419,189    1    2,488,363    1 
29)   77,640,995    30    63,122,172    29   Other non-current liabilities   1,517    —      19,783    —   
Goodwill (Notes 4 and 5)   958,620    —      958,620    —                          
Other intangible assets (Notes 4, 5, 13 and 19)   486,192    —      393,759    —     Total non-current liabilities   42,944,028    17    49,234,054    22 
Deferred tax assets (Notes 4, 5 and 20)   1,020,403    1    1,019,230    1                        
Other financial assets - non-current (Note 26)   215,784    —      214,803    —     Total liabilities   111,511,773    43    98,393,190    44 
Long-term prepayments for lease   195,879    —      19,141    —                          
Other non-current assets   131,181    —      72,761    —     EQUITY (Notes 4 and 18)                    
                       Share capital                    
Total non-current assets   220,245,707    84    184,404,761    83   Ordinary shares   78,525,378    30    77,560,040    35 
                       Capital received in advance   189,801    —      620,218    —   
                       Total share capital   78,715,179    30    78,180,258    35 
                       Capital surplus   15,995,671    6    7,908,870    4 
                       Retained earnings                    
                       Legal reserve   10,289,878    4    8,720,971    4 
                       Special reserve   3,353,938    1    3,663,930    2 
                       Unappropriated earnings   38,753,462    15    26,608,253    12 
                       Total retained earnings   52,397,278    20    38,993,154    18 
                       Other equity   5,067,931    2    (102,554)   —   
                       Treasury shares   (1,959,107)   (1)   (1,959,107)   (1)
                                            
                       Total equity   150,216,952    57    123,020,621    56 
                                            
TOTAL  $261,728,725    100   $221,413,811    100   TOTAL  $261,728,725    100   $221,413,811    100 

 

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

 

  

 

-2-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

 

   For the Years Ended December 31
   2014  2013
   NT$  %  NT$  %
             
OPERATING REVENUE (Note 4)  $96,678,100    100   $82,329,117    100 
                     
OPERATING COSTS (Notes 10, 17 and 19)   67,316,934    70    60,064,369    73 
                     
GROSS PROFIT   29,361,166    30    22,264,748    27 
                     
OPERATING EXPENSES (Notes 17 and 19)                    
Selling and marketing expenses   1,110,116    1    903,186    1 
General and administrative expenses   4,522,027    5    3,561,931    4 
Research and development expenses   5,472,965    5    4,862,834    6 
                     
Total operating expenses   11,105,108    11    9,327,951    11 
                     
PROFIT FROM OPERATIONS   18,256,058    19    12,936,797    16 
                     
NON-OPERATING INCOME AND EXPENSES                    
Other income (Note 19)   114,369    —      116,525    —   
Other gains and losses (Note 19)   8,043    —      (403,734)   (1)
Finance costs (Note 19)   (1,001,974)   (1)   (817,169)   (1)
Share of the profit of subsidiaries and associates (Note 4)   8,736,876    9    5,562,724    7 
                     
Total non-operating income and expenses   7,857,314    8    4,458,346    5 
                     
PROFIT BEFORE INCOME TAX   26,113,372    27    17,395,143    21 
                     
INCOME TAX EXPENSE (Notes 4 and 20)   2,520,705    2    1,706,069    2 
                     
PROFIT FOR THE YEAR   23,592,667    25    15,689,074    19 
                     
OTHER COMPREHENSIVE INCOME (LOSS)                    
Unrealized gain on available-for-sale financial assets   2,376    —      42,254    —   
Cash flow hedges   —      —      4,524    —   
Share of other comprehensive income of subsidiaries and associates   5,149,012    5    2,855,480    4 
Remeasurement of defined benefit obligation (Note 17)   (16,194)   —      251,036    —   
Income tax relating to the components of other comprehensive income or loss   2,753    —      (43,445)   —   
                     
Other comprehensive income for the year, net of income tax   5,137,947    5    3,109,849    4 
                     
TOTAL COMPREHENSIVE INCOME FOR THE YEAR  $28,730,614    30   $18,798,923    23 

(Continued)

-3-

 

 

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

 

   For the Years Ended December 31
   2014  2013
   NT$  %  NT$  %
             
EARNINGS PER SHARE (Note 21)            
Basic  $3.07      $2.09     
Diluted  $2.95      $2.03     

 

(Concluded)

 

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

-4-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars)

 

                        Other Equity      
                        Exchange  Unrealized            
                        Differences on  Gain on            
   Share Capital     Retained Earnings  Translating  Available-for-            
   Shares     Capital     Special  Unappropriated     Foreign  sale Financial  Cash Flow        Total
   (In thousands)  Amount  Surplus  Legal Reserve  Reserve  Earnings  Total  Operations  Assets  Hedges  Total  Treasury Shares  Equity
                                        
BALANCE AT JANUARY 1, 2013   7,602,292   $76,047,667   $5,262,129   $7,411,835   $—     $23,526,565   $30,938,400   $(3,210,248)  $355,254   $(3,755)  $(2,858,749)  $(1,959,107)  $107,430,340 
                                                                  
Special reserve under Rule No.1010012865 issued by the  Financial Supervisory Commission (Note 22)   —      —      —      —      3,353,938    (3,353,938)   —      —      —      —      —      —      —   
                                                                  
Profit for the year ended December 31, 2013   —      —      —      —      —      15,689,074    15,689,074    —      —      —      —      —      15,689,074 
                                                                  
Other comprehensive income for the year ended December 31, 2013, net of income tax   —      —      —      —      —      353,654    353,654    2,684,727    70,992    476    2,756,195    —      3,109,849 
                                                                  
Total comprehensive income for the year ended December 31, 2013   —      —      —      —      —      16,042,728    16,042,728    2,684,727    70,992    476    2,756,195    —      18,798,923 
                                                                  
Issue of ordinary shares for cash (Note 22)   130,000    1,300,000    2,093,000    —      —      —      —      —      —      —      —      —      3,393,000 
                                                                  
Appropriation of 2012 earnings                                                                 
Legal reserve   —      —      —      1,309,136    —      (1,309,136)   —      —      —      —      —      —      —   
Special reserve   —      —      —      —      309,992    (309,992)   —      —      —      —      —      —      —   
Cash dividends   —      —      —      —      —      (7,987,974)   (7,987,974)   —      —      —      —      —      (7,987,974)
                                                                  
    —      —      —      1,309,136    309,992    (9,607,102)   (7,987,974)   —      —      —      —      —      (7,987,974)
                                                                  
Issue of dividends received by subsidiaries   —      —      153,097    —      —      —      —      —      —      —      —      —      153,097 
                                                                  
Changes in capital surplus from investments in subsidiaries and associates accounted for using the equity method   —      —      1,457    —      —      —      —      —      —      —      —      —      1,457 
                                                                  
Partial disposal of interests in subsidiaries and additional acquisition of partially-owned subsidiaries (Note 11)   —      —      (330)   —      —      —      —      —      —      —      —      —      (330)
                                                                  
Issue of ordinary shares under employee share options   55,535    832,591    399,517    —      —      —      —      —      —      —      —      —      1,232,108 
                                                                  
BALANCE AT DECEMBER 31, 2013   7,787,827    78,180,258    7,908,870    8,720,971    3,663,930    26,608,253    38,993,154    (525,521)   426,246    (3,279)   (102,554)   (1,959,107)   123,020,621 
                                                                  
Profit for the year ended December 31, 2014   —      —      —      —      —      23,592,667    23,592,667    —      —      —      —      —      23,592,667 
                                                                  
Other comprehensive income (loss) for the year ended December 31, 2014, net of income tax   —      —      —      —      —      (32,538)   (32,538)   5,066,674    100,532    3,279    5,170,485    —      5,137,947 
                                                                  
Total comprehensive income for the year ended December 31, 2014   —      —      —      —      —      23,560,129    23,560,129    5,066,674    100,532    3,279    5,170,485    —      28,730,614 
                                                                  
Appropriation of 2013 earnings                                                                 
Legal reserve   —      —      —      1,568,907    —      (1,568,907)   —      —      —      —      —      —      —   
Cash dividends   —      —      —      —      —      (10,156,005)   (10,156,005)   —      —      —      —      —      (10,156,005)
Special reserve   —      —      —      —      (309,992)   309,992    —      —      —      —      —      —      —   
                                                                  
    —      —      —      1,568,907    (309,992)   (11,414,920)   (10,156,005)   —      —      —      —      —      (10,156,005)
                                                                  
Issue of dividends received by subsidiaries   —      —      188,790    —      —      —      —      —      —      —      —      —      188,790 
                                                                  
Changes in capital surplus from investments in subsidiaries and associates accounted for using the equity method   —      —      26,884    —      —      —      —      —      —      —      —      —      26,884 
                                                                  
Partial disposal of interests in subsidiaries and additional acquisition of partially-owned subsidiaries (Note 11)   —      —      6,871,062    —      —      —      —      —      —      —      —      —      6,871,062 
                                                                  
Issue of ordinary shares under employee share options   73,898    534,921    1,000,065    —      —      —      —      —      —      —      —      —      1,534,986 
                                                                  
BALANCE AT DECEMBER 31, 2014   7,861,725   $78,715,179   $15,995,671   $10,289,878   $3,353,938   $38,753,462   $52,397,278   $4,541,153   $526,778   $—     $5,067,931   $(1,959,107)  $150,216,952 

 

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

  

-5-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMAPNY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars)

 

  

For the Years Ended

December 31

   2014  2013
   NT$  NT$
       
CASH FLOWS FROM OPERATING ACTIVITIES      
Profit before income tax  $26,113,372   $17,395,143 
Adjustments for:          
Depreciation expenses   12,667,954    10,778,678 
Amortization expenses   109,809    114,366 
Net gain on fair value change of financial assets and liabilities at fair value through profit or loss   (1,735,649)   (767,225)
Interest expenses   992,542    803,669 
Compensation cost of employee share options   82,408    194,601 
Share of profit of subsidiaries and associates   (8,736,876)   (5,562,724)
Impairment loss recognized on non-financial assets   335,797    223,186 
Others   1,414,695    904,836 
Changes in operating assets and liabilities          
Financial assets held for trading   889,176    723,403 
Trade receivables   (4,412,063)   (1,232,436)
Trade receivables from related parties   (2,663,772)   (2,366,534)
Other receivables   (419,790)   146,660 
Other receivables from related parties   (2,856)   98,571 
Inventories   (851,607)   (340,678)
Other current assets   (230,071)   131,286 
Financial liabilities held for trading   (258,775)   (367,281)
Trade payables   726,175    (237,473)
Trade payables to related parties   148,849    (44,481)
Other payables   1,865,052    785,387 
Other payables to related parties   312,412    (75,040)
Other current liabilities   52,772    26,840 
Accrued pension liabilities   (85,368)   (97,329)
    26,314,186    21,235,425 
Dividend received   87,030    67,044 
Interest paid   (644,433)   (664,985)
Income tax paid   (706,640)   (616,206)
           
Net cash generated from operating activities   25,050,143    20,021,278 
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Purchase of financial assets designated as at fair value through profit or loss   (25,266,850)   (3,072,500)
Proceeds from disposal of financial assets designated as at fair value through profit or loss   25,430,954    2,965,447 
Purchase of available-for-sale financial assets   (1,941,283)   (3,120,451)
Proceeds on sale of available-for-sale financial assets   3,809,325    780,650 
Acquisition of equity method investments   (100,000)   —   
Payments for property, plant and equipment   (25,859,051)   (16,048,751)
Proceeds from disposal of property, plant and equipment   187,058    685,884 
Payments for intangible assets   (202,242)   (130,025)

 

(Continued)

 

-6-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars)

 

  

For the Years Ended

December 31

   2014  2013
   NT$  NT$
       
Net cash inflows from business combination  $—     $13,191 
Other investing activities   (282,825)   144,279 
           
Net cash used in investing activities   (24,224,914)   (17,782,276)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Proceeds from short-term borrowings   (85,683)   5,541,883 
Proceeds from issue of convertible bonds   —      11,900,051 
Proceeds from long-term borrowings   28,718,192    26,022,788 
Repayments of long-term borrowings   (36,739,806)   (28,057,003)
Increase (decrease) in other payables to related parties   12,273,225    (855,962)
Dividends paid   (10,156,005)   (7,987,974)
Proceeds from issue of ordinary shares   —      3,393,000 
Proceeds from exercise of employee share options   1,458,088    1,071,919 
Other financing activities   2,009    (2,866)
           
Net cash generated from (used in) financing activities   (4,529,980)   11,025,836 
           
NET INCREASE ( DECREASE) IN CASH   (3,704,751)   13,264,838 
           
CASH, AT THE BEGINNING OF THE YEAR   14,959,268    1,694,430 
           
CASH, AT THE END OF THE YEAR  $11,254,517   $14,959,268 

 

(Concluded)

 

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

 

  

 

-7-

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS

(Amounts in Thousands, Unless Stated Otherwise)

 

1.GENERAL INFORMATION

 

Advanced Semiconductor Engineering, Inc. (the “Company”), a corporation incorporated in Nantze Export Processing Zone under the laws of Republic of China (the “ROC”). In August 2004, the Company merged its subsidiaries, ASE (Chung Li) Inc. and ASE Material Inc., and established Chung-Li Branch. In August 2006, the Company spun-off and assigned its substrate production business to ASE Electronics Inc. In January 2011, the Company established Nan-Tou Branch. In May 2012, the Company merged its subsidiary, PowerASE Technology, Inc. In August 2013, the Company merged its subsidiary, Yang Ting Tech Co., Ltd. The Company offers a comprehensive range of semiconductors packaging and testing services.

 

Since July 1989, the Company’s ordinary shares have been listed on the Taiwan Stock Exchange (the “TSE”) under the symbol “2311”. Since September 2000, the Company’s ordinary shares have been traded on the New York Stock Exchange (the “NYSE”) under the symbol “ASX” in the form of American Depositary Shares (“ADS”).

 

The parent company only financial statements are presented in the Company’s functional currency, New Taiwan dollar (NT$).

 

2.APPROVAL OF FINANCIAL STATEMENTS

 

The parent company only financial statements were approved for issue by board of directors on February 26, 2015.

 

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

 

a.The amendment to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 version of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) endorsed by the Financial Supervisory Commission of the ROC (“FSC”) not yet effective

 

Rule No. 1030029342 and Rule No. 1030010325 issued by the FSC on April 3, 2014, stipulated that the Group should apply the 2013 version of IFRS, IAS, IFRIC and SIC (collectively, the “IFRSs”) endorsed by the FSC and the related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers starting January 1, 2015.

 

New, Amended and Revised Standards and Interpretations

(the “New IFRSs”) 

 

Effective Date

Announced by International Accounting Standard Board (“IASB”) (Note)

     
Improvements to IFRSs (2009) - amendment to IAS 39   January 1, 2009 or January 1, 2010
Amendment to IAS 39 “Embedded Derivatives”   Effective in fiscal year ended on or after June 30, 2009

 

(Continued)

 

-8-

 

New, Amended and Revised Standards and Interpretations

(the “New IFRSs”)

 

Effective Date

Announced by International Accounting Standard Board (“IASB”) (Note)

     
Improvements to IFRSs (2010)   July 1, 2010 or January 1,2011
Annual Improvements to IFRSs 2009 - 2011 Cycle   January 1, 2013
Amendments to IFRS 1 “Limited Exemption from Comparative IFRS 7 Disclosures for First-time Adopters”   July 1, 2010
Amendment to IFRS 1 “Severe Hyperinflation and Removal of Fixed Dates for First-time Adopters”   July 1, 2011
Amendment to IFRS 1 “Government Loans”   January 1, 2013
Amendment to IFRS 7 “Disclosures - Offsetting Financial Assets and Financial Liabilities”   January 1, 2013
Amendment to IFRS 7 “Disclosures - Transfers of Financial Assets”   July 1, 2011
IFRS 11 “Joint Arrangements”   January 1, 2013
IFRS 12 “Disclosure of Interests in Other Entities”   January 1, 2013
Amendments to IFRS 10, IFRS 11 and IFRS 12 “Consolidated financial Statements Joint Arrangements, and Disclosure of Interests in Other Entities:  Transition Guidance”   January 1, 2013
Amendments to IFRS 10, IFRS 12 and IAS 27 “Investment Entities”   January 1, 2014
IFRS 13 “Fair Value Measurement”   January 1, 2013
Amendment to IAS 1 “Presentation of Items of Other Comprehensive Income”   July 1, 2012
Amendment to IAS 12 “Deferred Tax:  Recovery of Underlying Assets”   January 1, 2012
IAS 19 (Revised 2011) “Employee Benefits”   January 1, 2013
IAS 27 (Revised 2011) “Separate Financial Statements”   January 1, 2013
IAS 28 (Revised 2011) “Investments in Associates and Joint Ventures”   January 1, 2013
Amendment to IAS 32 “Offsetting of Financial Assets and Financial Liabilities”   January 1, 2014
IFRIC 20 “Stripping Costs in the Production Phase of a Surface Mine”   January 1, 2013

 

(Concluded)

 

Note :Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after the respective effective dates.

 

Except for the following, whenever applied, the initial application of the above 2013 IFRSs version and the related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers would not have any material impact on the Company’s accounting policies:

 

1)IFRS 13 “Fair Value Measurement”

 

IFRS 13 establishes a single source of guidance for fair value measurements. It defines fair value, establishes a framework for measuring fair value, and requires disclosures about fair value measurements. The disclosure requirements in IFRS 13 are more extensive than those required in the current standards, for example, quantitative and qualitative disclosures based on the three-level fair value hierarchy currently required for financial instruments only will be extended by IFRS 13 to cover all assets and liabilities within its scope.

 

The fair value measurements under IFRS 13 will be applied prospectively from January 1, 2015.

 

-9-

 

2)Amendment to IAS 1 “Presentation of Items of Other Comprehensive Income”

 

The amendments to IAS 1 requires items of other comprehensive income to be grouped into those items that (1) will not be reclassified subsequently to profit or loss; and (2) may be reclassified subsequently to profit or loss. Income taxes on related items of other comprehensive income are grouped on the same basis. Under current IAS 1, there were no such requirements.

 

The Company retrospectively will apply the above amendments starting in 2015. Items that will not be reclassified subsequently to profit or loss are remeasurements of the defined benefit plans and share of remeasurements of the defined benefit plans of subsidiaries and associates accounted for using the equity method. Items that may be reclassified to profit or loss are unrealized gain (loss) on available-for-sale financial assets, cash flow hedges and share of other comprehensive income (except the share of the remeasurements of the defined benefit plans) of subsidiaries and associates accounted for using the equity method. However, the application of the above amendments will not have any impact on the net profit, other comprehensive income (net of income tax) and total comprehensive income for the period.

 

3)Revision to IAS 19 “Employee Benefits”

 

Revised IAS 19 requires the recognition of changes in defined benefit obligations and in the fair value of plan assets when they occur, and hence eliminates the “corridor approach” permitted under current IAS 19 and accelerate the recognition of past service costs. The revision requires all remeasurements of the defined benefit plans to be recognized immediately through other comprehensive income in order for the net pension asset or liability to reflect the full value of the plan deficit or surplus. Remeasurement of the defined benefit plans is presented separately as other equity. The Company has not determined the presentation of the changes in defined benefit obligations.

 

Furthermore, the interest cost and expected return on plan assets used in current IAS 19 are replaced with a “net interest” amount, which is calculated by applying the discount rate to the net defined benefit liability or asset. In addition, the revised IAS 19 introduces certain changes in the presentation of the defined benefit cost, and also includes more extensive disclosures.

 

On initial application of the revised IAS 19 in 2015, the changes in cumulative employee benefit costs as of January 1, 2013 resulting from the retrospective application are adjusted to accrued pension cost, deferred tax assets and retained earnings; however, the carrying amount of inventory is not adjusted. In addition, in preparing the parent company only financial statements for the year ended December 31, 2015, the Company would elect not to present 2014 comparative information about the sensitivity analysis of the defined benefit obligation. The anticipated impact of the initial application is set out below:

 

   Carrying Amount  Adjustments Arising from Retrospective Application  Adjusted
   NT$  NT$  NT$
          
Impact on Assets, Liabilities and Equity         
          
December 31, 2014               
                
Deferred tax assets  $1,020,403   $(601)  $1,019,802 
Investments accounted for using the equity method   139,054,506    (979)   139,053,527 

 

(Continued)

 

-10-

 

 

   Carrying Amount  Adjustments Arising from Retrospective Application  Adjusted
   NT$  NT$  NT$
          
Accrued pension cost  $2,419,189   $(3,535)  $2,415,654 
Retained earnings   52,397,278    (16,040)   52,381,238 
Capital surplus   15,995,671    17,387    16,013,058 
Exchange differences on translating foreign operations   4,541,153    608    4,541,761 
                
January 1, 2014               
                
Deferred tax assets   1,019,230    1,358    1,020,588 
Investments accounted for using the equity method   118,011,718    68,845    118,080,563 
Accrued pension cost   2,488,363    7,987    2,496,350 
Retained earnings   38,993,154    (87,050)   38,906,104 
Capital surplus   7,908,870    11,576    7,920,446 
                
Impact on Total Comprehensive Income For the Year Ended December 31, 2014               
                
Operating cost   67,316,934    (15,503)   67,301,431 
Operating expense   11,105,108    (7,427)   11,097,681 
Share of profits of subsidiaries and associates   8,736,876    24,824    8,761,700 
Income tax expense   2,520,705    3,899    2,524,604 
Net profit for the year   23,592,667    43,855    23,636,522 
                
Items that will not be reclassified subsequently to profit or loss:               
Remeasurement of defined benefit obligation   (16,194)   (11,408)   (27,602)
Share of other comprehensive income (loss) of subsidiaries and associates   (19,097)   36,623    17,526 
Income tax relating to items that will not be reclassified subsequently   2,753    1,940    4,693 
Impact on comprehensive income for the year, net of income tax   5,137,947    27,763    5,165,710 
Total comprehensive income for the year   28,730,614    71,618    28,802,232 

 

(Concluded)

 

4)Amendment to IFRS 7 “Disclosures - Offsetting Financial Assets and Financial Liabilities”

 

The amendments to IFRS 7 require disclosure of information about rights of offset and related arrangements (such as collateral posting requirements) for financial instruments under enforceable master netting arrangements and similar arrangements.

 

5)Annual Improvements to IFRSs: 2009-2011 Cycle

 

Several standards including IFRS 1 “First-time Adoption of International Financial Reporting Standards”, IAS 1 “Presentation of Financial Statements”, IAS 16 “Property, Plant and Equipment”,

 

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IAS 32 “Financial Instruments: Presentation” and IAS 34 “Interim Financial Reporting” were amended in this annual improvement.

 

The amendments to IAS 1 clarify that an entity is required to present a balance sheet as at the beginning of the preceding period when a) it applies an accounting policy retrospectively, or makes a retrospective restatement or reclassifies items in its financial statements, and b) the retrospective application, restatement or reclassification has a material effect on the information in the balance sheet at the beginning of the preceding period. The amendments also clarify that related notes are not required to accompany the balance sheet at the beginning of the preceding period.

 

The amendments to IAS 16 clarify that spare parts, stand-by equipment and servicing equipment should be recognized in accordance with IAS16 when they meet the definition of property, plant and equipment and otherwise as inventory.

 

The amendments to IAS 32 clarify that income tax relating to distributions to holders of an equity instrument and to transaction costs of an equity transaction should be accounted for in accordance with IAS 12 “Income Taxes”.

 

The initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 IFRSs version in 2015 is expected to have material effect on the parent company only balance sheet as of January 1, 2014. In preparing the parent company only financial statements for the year ended December 31, 2015, the Company would present the parent company only balance sheet as of January 1, 2014 in accordance of the above amendments to IAS 1 and disclose related information in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors”, but not required to make disclosures about the line items of the balance sheet as of January 1, 2014.

 

6)Recognition and measurement of financial liabilities designated as at fair value through profit or loss

 

In accordance with the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers, for financial liabilities designated as at fair value through profit or loss, the amount of change in the fair value attributable to changes in the credit risk of that liability is presented in other comprehensive income and the remaining amount of change in the fair value of that liability is presented in profit or loss. Changes in fair value attributable to a financial liability's credit risk are not subsequently reclassified to profit or loss. If the above accounting treatment would create or enlarge an accounting mismatch, all gains or losses on that liability are presented in profit or loss.

 

b.New IFRSs in issue but not yet endorsed by the FSC

 

The Company has not applied the following New IFRSs issued by the IASB but not yet endorsed by the FSC. As of the date the parent company only financial statements were approved for issue, the FSC has not announced their effective dates.

 

New IFRSs  

Effective Date

Announced by IASB (Note 1)

     
Annual Improvements to IFRSs 2010-2012 Cycle   July 1, 2014 or transactions on or after July 1, 2014
Annual Improvements to IFRSs 2011-2013 Cycle   July 1, 2014
Annual Improvements to IFRSs 2012-2014 Cycle   January 1, 2016 (Note 2)
IFRS 9 “Financial Instruments”   January 1, 2018

(Continued)

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New IFRSs  

Effective Date

Announced by IASB (Note 1)

     
Amendments to IFRS 9 and IFRS 7 “Mandatory Effective Date of IFRS 9 and Transition Disclosures”   January 1, 2018
Amendment to IAS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”   January 1, 2016 (Note 3)
Amendment to IFRS 11 “Accounting for Acquisitions of Interests in Joint Operations”   January 1, 2016
IFRS 14 “Regulatory Deferral Accounts”   January 1, 2016
IFRS 15 “Revenue from Contracts with Customers”   January 1, 2017
Amendment to IAS 1 “Disclosure Initiative”   January 1, 2016
Amendments to IAS 16 and IAS 41 “Agriculture:  Bearer Plants”   January 1, 2016
Amendment to IAS 19 “Defined Benefit Plans:  Employee Contributions”   July 1, 2014
Amendment to IAS 27 Equity Method in Separate Financial Statements   January 1, 2016
Amendment to IAS 36 “Impairment of Assets:  Recoverable Amount Disclosures for Non-financial Assets”   January 1, 2014
Amendment to IAS 39 “Novation of Derivatives and Continuation of Hedge Accounting”   January 1, 2014
IFRIC 21 “Levies”   January 1, 2014

 

(Concluded)

 

Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

 

Note 2: The amendment to IFRS 5 is applied prospectively to changes in a method of disposal that occur in annual periods beginning on or after January 1, 2016; the remaining amendments are effective for annual periods beginning on or after January 1, 2016.

 

Note 3: Prospectively applicable to transactions occurring in annual periods beginning on or after January 1, 2016.

 

The initial application of the above New IFRSs, whenever applied, would not have any material impact on the Company’s accounting policies, except for the following:

 

1)IFRS 9 “Financial Instruments”

 

Recognition and measurement of financial assets

 

With regards to financial assets, all recognized financial assets that are within the scope of IAS 39 “Financial Instruments: Recognition and Measurement” are subsequently measured at amortized cost or fair value. Under IFRS 9, the requirement for the classification of financial assets is stated below:

 

For the Company’s debt instruments that have contractual cash flows that are solely payments of principal and interest on the principal amount outstanding, their classification and measurement are as follows:

 

a)For debt instruments, if they are held within a business model whose objective is to collect the contractual cash flows, the financial assets are measured at amortized cost and are assessed for impairment continuously with impairment loss recognized in profit or loss, if any. Interest revenue is recognized in profit or loss by using the effective interest method;

 

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b)For debt instruments, if they are held within a business model whose objective is achieved by both the collecting of contractual cash flows and the selling of financial assets, the financial assets are measured at fair value through other comprehensive income (FVTOCI) and are assessed for impairment. Interest revenue is recognized in profit or loss by using the effective interest method, and other gain or loss shall be recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses. When the debt instruments are derecognized or reclassified, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss.

 

Except for above, all other financial assets are measured at fair value through profit or loss. However, the Company may make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading) in other comprehensive income, with only dividend income generally recognized in profit or loss. No subsequent impairment assessment is required, and the cumulative gain or loss previously recognized in other comprehensive income cannot be reclassified from equity to profit or loss.

 

The impairment of financial assets

 

IFRS 9 requires that impairment loss on financial assets is recognized by using the “Expected Credit Losses Model”. The credit loss allowance is required for financial assets measured at amortized cost, financial assets mandatorily measured at FVTOCI, lease receivables, contract assets arising from IFRS 15 “Revenue from Contracts with Customers”, certain written loan commitments and financial guarantee contracts. A loss allowance for the 12-month expected credit losses is required for a financial asset if its credit risk has not increased significantly since initial recognition. A loss allowance for full lifetime expected credit losses is required for a financial asset if its credit risk has increased significantly since initial recognition and is not low. However, a loss allowance for full lifetime expected credit losses is required for trade receivables that do not constitute a financing transaction.

 

For purchased or originated credit-impaired financial assets, the Company takes into account the expected credit losses on initial recognition in calculating the credit-adjusted effective interest rate. Subsequently, any changes in expected losses are recognized as a loss allowance with a corresponding gain or loss recognized in profit or loss.

 

Hedge accounting

 

The main changes in hedge accounting amended the application requirements for hedge accounting to better reflect the entity’s risk management activities. Compared with IAS 39, the main changes include: (1) enhancing types of transactions eligible for hedge accounting, specifically broadening the risk eligible for hedge accounting of non-financial items; (2) changing the way hedging derivative instruments are accounted for to reduce profit or loss volatility; and (3) replacing retrospective effectiveness assessment with the principle of economic relationship between the hedging instrument and the hedged item.

 

2)Amendment to IAS 36 “Recoverable Amount Disclosures for Non-financial Assets”

 

In issuing IFRS 13 “Fair Value Measurement”, the IASB made consequential amendment to the disclosure requirements in IAS 36 “Impairment of Assets”, introducing a requirement to disclose in every reporting period the recoverable amount of an asset or each cash-generating unit. The amendment clarifies that such disclosure of recoverable amounts is required only when an impairment loss has been recognized or reversed during the period. Furthermore, the Company is required to disclose the discount rate used in measurements of the recoverable amount based on fair value less costs of disposal measured using a present value technique.

 

-14-

 

3)IFRS 15 “Revenue from Contracts with Customers”

 

IFRS 15 establishes principles for recognizing revenue that apply to all contracts with customers, and will supersedes IAS 18 “Revenue”, IAS 11 “Construction Contracts” and a number of revenue-related interpretations from January 1, 2017.

 

When applying IFRS 15, an entity shall recognize revenue by applying the following steps:

 

Identify the contract with the customer;

 

Identify the performance obligations in the contract;

 

Determine the transaction price;

 

Allocate the transaction price to the performance obligations in the contracts; and

 

Recognize revenue when the entity satisfies a performance obligation.

 

When IFRS 15 is effective, the Company may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this Standard recognized at the date of initial application.

 

4)Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”

 

The amendments stipulated that, when the Company sells or contributes assets that constitute a business (as defined in IFRS 3) to an associate or joint venture, the gain or loss resulting from the transaction is recognized in full. Also, when the Company loses control of a subsidiary that contains a business but retains significant influence or joint control, the gain or loss resulting from the transaction is recognized in full.

 

Conversely, when the Company sells or contributes assets that do not constitute a business to an associate or joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated. Also, when the Company loses control of a subsidiary that does not contain a business but retains significant influence or joint control in an associate or a joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated.

 

5)Amendment to IAS 1 Disclosure Initiative

 

The amendment clarifies that the parent company only financial statements should be prepared for the purpose of disclosing material information. To improve the understandability of its consolidated financial statements, the Company should disaggregate the disclosure of material items into their different natures or functions, and disaggregate material information from immaterial information.

 

The amendment further clarifies that the Company should consider the understandability and comparability of its parent company only financial statements to determine a systematic order in presenting its footnotes.

 

Except for the above impact, as of the date the parent company only financial statements were approved for issue, the Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the Company’s financial position and results of operations, and will disclose the relevant impact when the assessment is completed.

 

-15-

 

4.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

a.Statement of Compliance

 

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

 

b.Basis of Preparation

 

The accompanying parent company only financial statements have been prepared on the historical cost basis except for certain financial instruments that are measured at fair value. Historical cost is generally based on the fair value of the consideration given in exchange for the assets.

 

When preparing the parent company only financial statements, the Company used equity method to account for its investments in subsidiaries and associates. In order for the amount of the net profit for the year, other comprehensive income for the year and total equity in the parent company only financial statements to be the same with the amounts attributable to owners of the Company in its consolidated financial statements, adjustments arising from the differences in accounting treatment between parent company only basis and consolidated basis were made to investments accounted for using the equity method, share of profit or loss of subsidiaries and associates and share of other comprehensive income of subsidiaries and associates in the parent company only financial statements.

 

c.Classification of Current and Non-current Assets and Liabilities

 

Current assets include cash and those assets held primarily for trading purposes or to be realized within twelve months after the balance sheet date, unless the asset is to be used for an exchange or to settle a liability, or otherwise remains restricted, at more than twelve months after the balance sheet date. Current liabilities are obligations incurred for trading purposes or to be settled within twelve months after the balance sheet date and liabilities that do not have an unconditional right to defer settlement for at least twelve months after the balance sheet date. Assets and liabilities that are not classified as current are classified as non-current.

 

d.Foreign Currencies

 

In preparing the parent company only financial statements, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

 

Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

 

Exchange differences arising on the retranslation of non-monetary assets (such as equity instruments) or liabilities measured at fair value are included in profit or loss for the period at the rates prevailing at the balance sheet date except for exchange differences arising on the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

 

For the purposes of presenting the parent company only financial statements, the assets and liabilities of the Company’s foreign operations (including subsidiaries and associates operating in other countries or using currencies that are different from the Company’s) are translated into New Taiwan dollars using exchange rates prevailing at each balance sheet date. Income and expense items are translated at the

 

-16-

 

average exchange rates for the period. Exchange differences arising are recognized in other comprehensive income.

 

e.Inventories

 

Inventories, including raw materials (materials received from customers for processing, mainly semiconductor wafers, are excluded from inventories as title and risk of loss remain with the customers), supplies, work in process, finished goods, and materials and supplies in transit are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except for those that may be appropriate to group items of similar or related inventories. Net realizable value is the estimated selling prices of inventories less all estimated costs of completion and estimated costs necessary to make the sale. Raw materials and supplies are recorded at moving average cost while work in process and finished goods are recorded at standard cost.

 

f.Investments Accounted for Using the Equity Method

 

The Company used equity method to account for its investment in subsidiaries and associates.

 

1)Investment in subsidiaries

 

A subsidiary is an entity that is controlled by the company.

 

Under the equity method, an investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of profit or loss and other comprehensive income of the subsidiary as well as the distribution received. The Company also recognized its share of the changes in other equity of the subsidiaries.

 

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

 

Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of subsidiaries at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized.

 

Unrealized profits and losses from downstream, upstream and sidestream transactions with subsidiaries are eliminated in full.

 

2)Investments in associates

 

An associate is an entity over which the Company has significant influence and that is neither a subsidiary nor a joint venture.

 

The Company uses the equity method to account for its investments in associates. Under the equity method, investments in an associate are initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the associate. The Company also recognizes the changes in the Company’s share of equity of associates.

 

When the Company subscribes to additional shares in an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Company’s proportionate interest in the net assets of the associate. The Company records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus. If the Company’s ownership interest is reduced due to the additional subscription to the shares of associate, the proportionate amount of the gains or losses previously

 

-17-

 

recognized in other comprehensive income in relation to that associate shall be reclassified to profit or loss on the same basis as would be required if the associate had directly disposed of the related assets or liabilities.

 

The unrealized profits and losses from downstream, upstream and sidestream transactions with associates are eliminated in full.

 

g.Property, Plant and Equipment

 

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

 

Properties in the course of construction for production, supply or administrative purposes are carried at cost, less any recognized impairment loss. Such properties are classified to the appropriate categories of property, plant and equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.

 

Depreciation is recognized using the straight-line method. The estimated useful lives, residual values and depreciation method are reviewed at each balance sheet date, with the effect of any changes in estimate accounted for on a prospective basis. Freehold land is not depreciated.

 

Property, plant and equipment is derecognized upon disposal or no expected future economic benefits. Any gain or loss arising on the derecognization of an item of property, plant and equipment is recognized in profit or loss.

 

h.Goodwill

 

Goodwill arising from an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment loss.

 

Goodwill is not amortized and instead is tested for impairment annually. For the purpose of impairment testing, goodwill is allocated to each of the Company’s cash-generating units or groups of cash-generating units that are expected to benefit from the synergies of the combination.

 

If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss is recognized directly in profit or loss. An impairment loss recognized for goodwill is not reversed in subsequent periods.

 

i.Other Intangible Assets

 

Other intangible assets with finite useful lives acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment. Other intangible assets are amortized based on the straight-line method over their estimated useful lives. The estimated useful lives, residual value and amortization methods are reviewed at each balance sheet date. The residual value of an intangible asset with a finite useful life shall be assumed to be zero. The effect of any changes in estimate is accounted for on a prospective basis.

 

j.Impairment of Tangible and Intangible Assets Other than Goodwill

 

At each balance sheet date, the Company reviews the carrying amounts of its tangible and intangible assets, excluding goodwill (see above), to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. Recoverable amount is the higher of

 

-18-

 

fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount.

 

When an impairment loss is subsequently reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

 

k.Financial Instruments

 

Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instruments. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

 

1)Financial assets

 

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

 

a)Measurement category

 

The classification of financial assets held by the Company depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.

 

iFinancial assets at fair value through profit or loss (“FVTPL”)

 

Financial assets are classified as at FVTPL when the financial assets are either held for trading or they are designated as at FVTPL. Financial assets at FVTPL are stated at fair value with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any dividend or interest earned on the financial asset.

 

A financial asset other than a financial asset held for trading may be designated as at FVTPL upon initial recognition if:

 

Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or

 

The financial asset forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Company’s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or

 

It forms part of a contract containing one or more embedded derivatives, and IAS 39 permits the entire combined contract to be designated as at FVTPL.

 

-19-

 

iiAvailable-for-sale financial assets

 

Shares, of which the fair value can be measured reliably, held by the Company are classified as available-for-sale financial assets and are measured at fair value at each balance sheet date. Changes in the carrying amount of available-for-sale financial assets are recognized in other comprehensive income and accumulated under the heading of unrealized gain (loss) on available-for-sale financial assets. When the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in the unrealized gain (loss) on available-for-sale financial assets is reclassified to profit or loss.

 

Dividends on available-for-sale equity instruments are recognized in profit or loss when the Company’ s right to receive the dividends is established.

 

iiiLoans and receivables

 

Loans and receivables including cash, trade receivables, other receivables and other financial assets are measured at amortized cost using the effective interest method, less any impairment. Interest income is recognized by applying the effective interest rate, except for short-term receivables when the effect of discounting is immaterial.

 

b)Impairment of financial assets

 

Financial assets, other than those at FVTPL, are assessed for indicators of impairment at each balance sheet date. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial assets, the estimated future cash flows of the investments have been affected.

 

For financial assets carried at amortized cost, such as trade receivables and other receivables, assets that are assessed not to be impaired individually are, further, assessed for impairment on a collective basis. The Group assesses the collectability of receivables based on the Group’s past experience of collecting payments and observable changes that correlate with default on receivables.

 

For financial assets carried at amortized cost, the amount of the impairment loss recognized is the difference between the assets’ carrying amounts and the present value of estimated future cash flows, discounted at the financial assets’ original effective interest rates. If, in a subsequent period, the amount of the impairment loss decreases and the decreases can be objectively related to an event occurring after the impairment loss recognized, the previously recognized impairment loss is reversed either directly or by adjusting an allowance account through profit or loss. The reversal shall not result in carrying amounts of financial assets that exceed what the amortized cost would have been at the date the impairment is reversed.

 

When an available-for-sale financial asset is considered to be impaired, cumulative gains or losses previously recognized in other comprehensive income are reclassified to profit or loss in the period. In respect of available-for-sale equity securities, impairment loss previously recognized in profit or loss are not reversed through profit or loss. Any increase in fair value subsequent to an impairment loss is recognized in other comprehensive income and accumulated under the heading of unrealized gain (loss) on available-for-sale financial assets.

 

c)Derecognition of financial assets

 

The Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income and accumulated in equity is recognized in profit or loss.

 

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2)Equity instruments

 

Debt and equity instruments issued by the Company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. Equity instruments issued by a group entity are recognized at the proceeds received, net of direct issue costs.

 

Repurchase of the Company’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

 

3)Financial liabilities

 

Financial liabilities are measured either at amortized cost using the effective interest method or at FVTPL. Financial liabilities measured at FVTPL are held for trading.

 

Financial liabilities at FVTPL are stated at fair value, with any gain or loss arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any interest or dividend paid on the financial liability. Fair value is determined in the manner described in Note 26.

 

The Company derecognizes financial liabilities when, and only when, the Company’s obligations are discharged, cancelled or they expire. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

 

4)Derivative financial instruments

 

Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at each balance sheet date. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as financial liabilities.

 

Derivatives embedded in non-derivative host contracts are treated as separate derivatives when they meet the definition of a derivative, their risks and characteristics are not closely related to those of the host contracts and the contracts are not measured at FVTPL.

 

5)Convertible bonds

 

Convertible bonds issued by the Company that contain liability, conversion option, redemption option and put option (collectively the “Bonds Options”) components are classified separately into respective items on initial recognition. The conversion option that will be settled other than by the exchange of a fixed amount of cash or other financial asset for a fixed number of the Company’s own equity instruments is classified as a conversion option derivative.

 

On initial recognition, the Bonds Options are measured at fair value while the residual of total consideration from the Bonds options is recognized as initial carrying amount for the liability. In subsequent periods, the liability component of the convertible bonds is measured at amortized cost using the effective interest method. The Bonds Options are measured at fair value and the changes in fair value are recognized in profit or loss.

 

Transaction costs that relate to the offering of the convertible bonds are allocated to the liability (recognized as the carrying amount of the liability) and the Bonds options components (recognized in profit or loss) in proportion to their relative fair values.

 

-21-

 

l.Revenue Recognition

 

Revenue is measured at the fair value of the consideration received or receivable take into account of estimated customer returns, rebates and other similar allowances.

 

1)Sale of goods

 

Revenue from the sale of goods is recognized when the goods are delivered and titles have passed, at the time all the following conditions are satisfied:

 

The Company has transferred to the buyer the significant risks and rewards of ownership of the goods;

 

The Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

 

The amount of revenue can be reliably measured;

 

It is probable that the economic benefits associated with the transaction will flow to the Company; and

 

The costs incurred or to be incurred in respect of the transaction can be reliably measured.

 

2)Rendering of services

 

Service income is recognized when services are rendered.

 

3)Dividend and interest income

 

Dividend income from investments and interest income from financial assets are recognized when they are probable that the economic benefits will flow to the Company and the amount of income can be reliably measured. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.

 

m.Leasing

 

Rental income or expense from operating leases is recognized on a straight-line basis over the term of the relevant lease.

 

n.Borrowing Costs

 

Borrowing costs directly attributable to the acquisition of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All other borrowing costs are recognized in profit or loss in the period in which they are incurred.

 

o.Retirement Benefit Costs

 

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

 

For defined benefit retirement benefit plans, the cost of providing benefits is determined using the Projected Unit Credit Method. All actuarial gains and losses on the defined benefit obligation are recognized immediately in other comprehensive income.

 

-22-

 

p.Share-based Payment Arrangements

 

Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's best estimate of equity instruments that will eventually vest, with a corresponding increase in capital surplus - employee share options.

 

At each balance sheet date, the Group reviews its estimate of the number of employee share options expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the capital surplus - employee share options.

 

q.Taxation

 

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

 

1)Current tax

 

Income tax on unappropriated earnings (excluding earnings from foreign consolidated subsidiaries) at a rate of 10% is expensed in the year the earnings arise and adjusted to the extent that distributions are approved by the shareholders in the following year.

 

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

 

2)Deferred tax

 

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the parent company only financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences and unused tax credits that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

 

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries except where the Company is able to control the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future.

 

The carrying amounts of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of deferred tax assets to be utilized. A previously unrecognized deferred tax asset is also reviewed at each balance sheet date and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

 

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which assets are realized or the liabilities are settled. The measurement of deferred tax assets and liabilities reflects the tax consequences that would follow from the manner in which the Company expects, at the balance sheet date, to recover or settle the carrying amounts of its assets and liabilities.

 

3) Current and deferred tax for the year

 

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

 

-23-

 

deferred tax are also recognized in other comprehensive income, respectively

 

5.CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

 

In the application of the Company’s accounting policies, which are described in Note 4, management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

Impairment of Goodwill

 

Determining whether goodwill is impaired requires an estimation of the value in use of the cash-generating units to which goodwill has been allocated. The value in use calculation requires management to estimate the future cash flows expected to arise from cash-generating units and suitable discount rates in order to calculate its present value. When the actual future cash flows are less than expected, a material impairment loss may arise.

 

Impairment of Tangible and Intangible Assets Other than Goodwill

 

In evaluating the impairment of tangible and intangible assets other than goodwill, the Company is required to make subjective judgments in determining the independent cash flows, useful lives, expected future revenue and expenses related to the specific asset groups with the consideration of its usage patterns and the nature of semiconductor industry. Any changes in these estimates based on changed economic conditions or business strategies could result in significant impairment charges in future periods.

 

Valuation of Inventory

 

Inventories are stated at the lower of cost or net realizable value and the net realizable value of inventory at balance sheet date is determined based on Company’s judgments and estimates.

 

Due to the rapid technology changes, the Company estimates the net realizable value of inventory for obsolescent and unmarketable items at balance sheet date and then writes down the cost of inventories to net realizable value. There may be significant changes in the net realizable value of inventories due to assumptions of future demand within a specific time period.

 

Income Taxes

 

The reliability of deferred tax assets mainly depends on whether sufficient future profits or taxable temporary differences will be available. In cases where the actual future profits generated are less than expected, a material reversal of deferred tax assets may arise, which would be recognized in profit or loss for the period in which such a reversal takes place.

 

Recognition and Measurement of Defined Benefit Plans

 

Accrued pension liabilities and the resulting pension expenses under defined benefit pension plans are calculated using the Projected Unit Credit Method. Actuarial assumptions comprise discount rates and expected rates of salary increase. Changes in economic circumstances and market conditions will affect these assumptions and may have a material impact on the amount of the expense and the liability.

 

-24-

 

Fair Value Measurements and Valuation Processes of Derivatives and Other Financial Instruments

 

As disclosed in Note 26, the Company’s management uses its judgments applying valuation techniques commonly applied by market practitioners. The assumptions applied are based on observable quoted market prices, foreign exchange rates and interest rates to the extent it is available. The fair value of unquoted equity instruments is estimated based on the assumptions supported by unobservable market prices and interest rates which are disclosed in Note 26. The Company’s management believes that the valuation techniques and the assumptions applied are appropriate in determining the fair value of financial instruments.

 

6.CASH

 

   December 31
   2014  2013
   NT$  NT$
       
Cash on hand  $1,739   $34,273 
Checking accounts and demand deposits   11,252,778    14,924,995 
           
   $11,254,517   $14,959,268 

 

7.FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

 

   December 31
   2014  2013
   NT$  NT$
       
Financial assets designated as at FVTPL      
       
Private-placement convertible bonds  $100,500   $100,500 
           
Financial assets held for trading          
           
Swap contracts   1,888,449    195,964 
Forward exchange contracts   1,234    5,809 
    1,889,683    201,773 
           
   $1,990,183   $302,273 
           
Financial liabilities held for trading          
           
Conversion option, redemption option and put option of convertible bonds (Note 15)  $2,520,606   $1,742,996 
Swap contracts   13,726    33,950 
Forward exchange contracts   6,086    11,882 
Cross currency swap contracts   —      4,180 
Foreign currency option contracts   —      644 
           
   $2,540,418   $1,793,652 

 

The Company invested in private-placement convertible bonds which included embedded derivative instruments and were not closely related to the host contracts. The Company designated the entire contracts as financial assets at FVTPL on initial recognition.

 

-25-

 

At each balance sheet date, the outstanding swap contracts not accounted for hedge accounting were as follows:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2014        
         
Sell NT$/Buy US$   2015.01-2015.12   NT$35,919,205/US$1,200,000
Sell US$/Buy NT$   2015.01   US$44,000/NT$1,386,200
         
December 31, 2013        
         
Sell NT$/Buy US$   2014.01-2014.12   NT$31,369,567/US$1,063,500

 

At each balance sheet date, the outstanding forward exchange contracts not accounted for hedge accounting were as follows:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2014        
         
Sell US$/Buy JPY   2015.01   US$16,600/JPY1,967,144
         
December 31, 2013        
         
Sell US$/Buy NT$   2014.01-2014.02   US$44,800/NT$1,338,505
Sell US$/Buy JPY   2014.01-2014.02   US$21,650/JPY2,238,967

 

At each balance sheet date, the outstanding cross currency swap contracts not accounted for hedge accounting were as follows:

 

Notional Amount

(In Thousands)

  Maturity Period   Range of Interest Rates Paid (%)   Range of Interest Rates Received (%)
             
December 31, 2013            
             
NT$598,600/US$20,000   2014.07   (0.19)   0.16


At each balance sheet date, the outstanding foreign currency option contracts not accounted for hedge accounting were as follows:

 

        Notional Amount
Currency   Maturity Period   (In Thousands)
         
December 31, 2013        
         
Sell US$ Put/NT$ Call   2016.03 (Note)   US$4,000/NT$113,400
Buy US$ Call/NT$ Put   2016.03 (Note)   US$2,000/NT$56,700

 

Note:The contracts will be settled once a month and the counterparty has the right to early terminate the contracts. All of the aforementioned outstanding contracts were early terminated.

 

-26-

 

8.AVAILABLE-FOR-SALE FINANCIAL ASSETS

 

   December 31
   2014  2013
   NT$  NT$
       
Open-end mutual funds  $400,007   $2,301,824 
Limited partnership   438,953    457,756 
Unquoted ordinary shares   103,194    65,146 
Private-placement ordinary shares   —      69,655 
Quoted ordinary shares   —      10,323 
    942,154    2,904,704 
Current   400,007    2,312,147 
           
Non-current  $542,147   $592,557 
9.TRADE RECEIVABLES, NET

 

   December 31
   2014  2013
   NT$  NT$
       
Trade receivables  $16,497,435   $12,085,372 
Less:  Allowance for doubtful debts   23,931    23,931 
           
Trade receivables, net  $16,473,504   $12,061,441 

 

a.Trade receivables

 

The Company’s average credit terms were 30 to 90 days. Allowance for doubtful debts is assessed by reference to the collectability of receivables by evaluating the account aging, historical experience and current financial condition of customers.

 

The Company serves a variety of customers and, therefore, the concentration of credit risk is not significant.

 

Age of receivables that are past due but not impaired

 

   December 31
   2014  2013
   NT$  NT$
       
Less than 30 days  $1,690,033   $1,181,160 
31 to 90 days   58,588    46,141 
           
Total  $1,748,621   $1,227,301 

The above aging schedule was based on the past due date.

 

Except for those impaired, the Company had not provided an allowance for doubtful debts on trade receivables at each balance sheet date since there has not been a significant change in credit quality and the amounts were still considered collectible. The Company did not hold any collateral or other credit enhancements over these balances nor did it have a legal right to offset against any amounts owed by

 

-27-

 

the Company to counterparties.

 

Movement of the allowance for doubtful trade receivables

 

   For the Year Ended
   2014  2013
   NT$  NT$
       
Balance at January 1  $23,931   $21,931 
Impairment losses recognized   —      2,000 
           
Balance at December 31  $23,931   $23,931 

 

The allowance for doubtful trade receivables for trade receivables that were individually impaired were 5,100 thousand and 6,622 thousand for the years ended December 31, 2014 and 2013, respectively. The impairment loss recognized was the difference between the carrying amount of the trade receivables and the present value of the expected recovery amounts.

 

Age of impaired trade receivables

 

   December 31
   2014  2013
   NT$  NT$
       
Not past due  $—     $—   
Less than 30 days   76    5 
31 to 90 days   28,795    20,634 
More than 91 days   24,854    11,881 
           
Total  $53,725   $32,520 

 

The above aging schedule was based on the past due date.

 

b.Transfers of financial assets

 

Factored trade receivables of the Company were as follows:

 

Counterparties 

Receivables

Sold

(In Thousands)

 

Amounts

Collected

(In Thousands)

 

Advances

Received

At Year-end 

(In Thousands)

 

Interest Rates

on Advances

Received

(%)

 

Credit Line

(In Thousands)

                
Year ended December 31, 2014               
Citi bank    US$ 103,744     US$ 103,744    —      —       US$ 92,000 
                          
Year ended December 31, 2013                         
Citi bank    US$ 258,660     US$ 202,532     US$ 56,128    1.06     US$ 92,000 

 

Pursuant to the factoring agreement, losses from commercial disputes (such as sales returns and discounts) should be borne by the Company, while losses from credit risk should be borne by the banks. The Company also issued promissory notes to the banks for commercial disputes which remained undrawn since. The promissory notes amounted to US$5,000 thousand and US$27,000 thousand as of December 31, 2014 and 2013, respectively. As of December 31, 2014, there was no significant losses from commercial disputes in the past and the Company does not expect any significant commercial dispute losses in the foreseeable future.

 

-28-

 

10.INVENTORIES

 

   December 31
   2014  2013
   NT$  NT$
       
Finished goods  $245,301   $218,026 
Work in process   209,411    126,423 
Raw materials   3,467,274    2,997,252 
Supplies   316,515    212,776 
Raw materials and supplies in transit   85,167    88,139 
           
   $4,323,668   $3,642,616 

 

The cost of inventories recognized as operating costs for the years ended December 31, 2014 and 2013 were NT$67,316,934 thousand and NT$60,064,369 thousand, respectively, which included write-downs of inventories at NT$170,555 thousand and NT$236,741 thousand, respectively.

 

11.INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

 

   December 31
   2014  2013
   NT$  NT$
       
Investments in subsidiaries  $137,562,065   $116,795,517 
Investments in associates  $1,492,441   $1,216,201 

 

a.Investments in subsidiaries

 

   December 31
   2014  2013
   Amount 

% of Owner-

ship

  Amount 

% of Owner-

ship

           
J & R Holding Limited (J&R Holding)  $45,150,552    100.0   $41,497,251    100.0 
USI Inc. (“USIINC”)   36,711,064    99.2    25,877,089    99.2 
ASE Test, Inc.   26,941,503    100.0    23,429,925    100.0 
A.S.E. Holding Limited (ASE Holding)   14,367,500    100.0    12,969,126    100.0 
Omniquest Industrial Limited (Omniquest)   11,044,272    70.6    10,003,686    70.6 
Innosource Limited (Innosource)   3,965,686    100.0    3,635,314    100.0 
Luchu Development Corporation (“Luchu”)   1,315,623    67.1    1,316,917    67.1 
ASE Marketing & Service Japan Co., Ltd. (ASE MS Japan)   24,972    100.0    25,316    100.0 
    139,521,172         118,754,624      
Less :  Shares held by subsidiaries accounted for as treasury shares   1,959,107         1,959,107      
                     
   $137,562,065        $116,795,517      

-29-

 

In August 2013, Luchu completed its cash capital increase and the Company’s shareholdings of Luchu decreased from 84.3% to 67.1% since the Company did not subscribe for additional new shares. The transaction was accounted for as an equity transaction since the Company did not cease to have control over Luchu.

 

In November 2014, a subsidiary of the Company, Universal Scientific Industrial (Shanghai) Co., Ltd. (“USISH”), completed its cash capital increase and the Company’s shareholdings of USISH decreased from 88.6% to 82.1% since the Company and its subsidiaries did not subscribe for additional new shares. The transaction was accounted for as an equity transaction since the Company did not cease to have control over USISH and, as a result, in the fourth quarter of 2014, capital surplus was increased by NT$6,871,062 thousand.

 

The Company’s share of profit or loss and other comprehensive income or loss of the subsidiaries for the years ended December 31, 2014 and 2013 was based on those subsidiaries’ audited financial statements for the same years.

 

b.       Investments in associates

 

1)Investments in associates accounted for using the equity method consisted of the following:

 

         Carrying Amount as of December 31
      Operating  2014  2013
Name of Associate  Main Business  Location  NT$  NT$
             
Listed company            
Hung Ching Development & Construction Co. (“HC”)  Engaged in the development, construction and leasing of real estate properties   ROC   $1,351,400   $1,163,196 
Advanced Microelectronic Products Inc. (“AMPI”)  Engaged in integrated circuit   ROC    99,052    —   
Unlisted companies                  
Hung Ching Kwan Co. (“HCK”)  Engaged in the leasing of real estate properties   ROC    342,138    353,154 
StarChips Technology Inc. (“SCT”)  Engaged in design, manufacturing and sale of LED driver IC   ROC    —      47,856 
            1,792,590    1,564,206 
   Less:  Deferred gain on transfer of land        300,149    300,149 
   Accumulated impairment - SCT        —      47,856 
                   
           $1,492,441   $1,216,201 

 

2)At each balance sheet date, the percentages of ownership held by the Company were as follows:

 

   December 31
Name of Associate  2014  2013
       
HC   26.2%   26.2%
AMPI   18.2%   —   
HCK   27.3%   27.3%
SCT   —      33.3%

 

3)In January 2014, the Company subscribed for 20,000 thousand private-placement ordinary shares of AMPI in NT$100,000 thousand. The Company obtained significant influence over AMPI since the percentage of ownership was increased to 27.4% after taking into account the shares previously held which were recognized as available-for-sale financial assets. The private-placement ordinary shares were restricted for disposal during a 3-year lock-up period. In addition, the Company did not join AMPI’s cash capital increase in February and April 2014 and, as the result, the percentage of ownership decreased from 27.4% to 18.2%. After the consideration of potential voting rights

 

-30-

 

that are currently convertible, the Company still has significant influence over AMPI.

 

4)The Company did not subscribe for SCT’s cash capital increase in May 2014 and, therefore, the percentage of ownership decreased from 33.3% to 5.6%. As the result, the Company had no significant influence over SCT and the investment in SCT was reclassified to available-for-sale financial assets.

 

5)Fair values of investments in associates with available published price quotation as of the balance sheet date are summarized as follows:

 

   December 31
   2014  2013
Name of Associate  NT$  NT$
       
HC  $1,427,499   $1,242,199 
AMPI  $184,862   $—   

 

6)Aggregate information of associates that are not individually material

 

   December 31
   2014  2013
   NT$  NT$
       
Total assets  $16,992,101   $16,020,314 
Total liabilities  $8,679,614   $9,802,624 

 

  

For the Year Ended

December 31

   2014  2013
   NT$  NT$
       
Operating revenue for the year  $5,718,922   $2,403,386 
Net profit for the year  $508,376   $311,835 
Other comprehensive income for the year  $9,087   $215,427 

 

The investment accounted for using the equity method and the share of net profit and other comprehensive income were recorded based on the audited financial statements for the years ended December 31, 2014 and 2013.

 

12.PROPERTY, PLANT AND EQUIPMENT

 

The carrying amounts of each class of property, plant and equipment were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Land  $1,562,945   $1,562,945 
Buildings and improvements   25,952,734    19,429,145 
Machinery and equipment   47,020,338    39,998,306 
Transportation equipment   18,264    15,597 
Furniture and fixtures   384,448    237,952 
Construction in progress and machinery in transit   2,702,266    1,878,227 
           
   $77,640,995   $63,122,172 

-31-

 

For the year ended December 31, 2014

 

   Land  Buildings and improvements  Machinery and equipment  Transportation equipment  Furniture and fixtures 

Construction in progress and machinery

 

in transit

 

  Total
   NT$  NT$  NT$  NT$  NT$  NT$  NT$
Cost                     
                      
Balance at January 1,2014  $1,562,945   $30,805,750   $95,019,106   $76,216   $1,162,701   $1,878,227   $130,504,945 
Additions   —      (7,955)   535,770    —      37,838    27,006,561    27,572,214 
Disposals   —      (254,885)   (2,459,275)   (4,545)   (90,841)   (18,046)   (2,827,592)
Reclassification   —      8,337,064    17,572,550    9,343    238,355    (26,157,312)   —   
                                    
Balance at December 31,2014  $1,562,945   $38,879,974   $110,668,151   $81,014   $1,348,053   $2,709,430   $155,249,567 
                                    
Accumulated depreciation and impairment                                   
                                    
Balance at January 1,2014  $—     $11,376,605   $55,020,800   $60,619   $924,749   $—     $67,382,773 
Depreciation expense   —      1,715,421    10,816,943    5,946    129,644    —      12,667,954 
Impairment losses recognized   —      42,988    111,507    —      —      7,164    161,659 
Disposals   —      (207,774)   (2,301,437)   (3,815)   (90,788)   —      (2,603,814)
                                    
Balance at December 31,2014  $—     $12,927,240   $63,647,813   $62,750   $963,605   $7,164   $77,608,572 

 

For the year ended December 31, 2013

 

   Land  Buildings and improvements  Machinery and equipment  Transportation equipment  Furniture and fixtures 

Construction in progress and machinery

in transit

  Total
   NT$  NT$  NT$  NT$  NT$  NT$  NT$
                      
Cost                     
                      
Balance at January 1,2013  $1,562,945   $27,390,641   $84,867,701   $69,066   $956,306   $3,385,002   $118,231,661 
Additions   —      3,724,793    12,762,341    10,572    157,609    (1,436,827)   15,218,488 
Disposals   —      (316,410)   (3,834,446)   (3,422)   (9,712)   (32,573)   (4,196,563)
Reclassification   —      (71,041)   (21,691)   —      56,374    (37,375)   (73,733)
Acquisitions through business combinations   —      77,767    1,245,201    —      2,124    —      1,325,092 
                                    
Balance at December 31,2013  $1,562,945   $30,805,750   $95,019,106   $76,216   $1,162,701   $1,878,227   $130,504,945 
                                    
Accumulated depreciation and impairment                                   
                                    
Balance at January 1,2013  $—     $10,189,585   $48,895,395   $58,746   $816,270   $—     $59,959,996 
Depreciation expense   —      1,501,576    9,189,347    5,295    82,460    —      10,778,678 
Impairment losses recognized (reversed)   —      (13,555)   —      —      —      —      (13,555)
Disposals   —      (301,904)   (3,398,169)   (3,422)   (9,398)   —      (3,712,893)
Reclassification   —      (14,317)   (37,522)   —      34,829    —      (17,010)
Acquisitions through business combinations   —      15,220    371,749    —      588    —      387,557 
                                    
Balance at December 31,2013  $—     $11,376,605   $55,020,800   $60,619   $924,749   $—     $67,382,773 

 

Each class of property, plant and equipment was depreciated on a straight-line basis over the following useful lives:

 

Buildings and improvements    
Main plant buildings   10-40 years
Cleanrooms   10-20 years
Others   3-20 years
Machinery and equipment   2-10 years
Transportation equipment   2-5 years
Furniture and fixtures   2-8 years

 

13.OTHER INTANGIBLE ASSETS

 

The carrying amounts of each class of other intangible assets were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Patents  $—     $788 
Computer software and others   486,192    392,971 
           
   $486,192   $393,759 

-32-

 

For the year ended December 31, 2014

 

   Patents  Computer Software and Others  Total
   NT$  NT$  NT$
          
Cost         
          
Balance at January 1, 2014  $141,320   $2,152,430   $2,293,750 
Additions   —      202,242    202,242 
Disposals   —      (995,500)   (995,500)
                
Balance at December 31, 2014  $141,320   $1,359,172   $1,500,492 
                
Accumulated amortization and impairment               
                
Balance at January 1, 2014  $140,532   $1,759,459   $1,899,991 
Amortization expense   788    109,021    109,809 
Disposals   —      (995,500)   (995,500)
                
Balance at December 31, 2014  $141,320   $872,980   $1,014,300 

 

For the year ended December 31, 2013

 

   Patents  Computer Software and Others  Total
   NT$  NT$  NT$
          
Cost         
          
Balance at January 1, 2013  $141,320   $2,031,927   $2,173,247 
Additions   —      130,025    130,025 
Disposals   —      (10,284)   (10,284)
Reclassification   —      122    122 
Acquisitions through business combinations   —      640    640 
                
Balance at December 31, 2013  $141,320   $2,152,430   $2,293,750 
                
Accumulated amortization and impairment               
                
Balance at January 1, 2013  $134,104   $1,657,338   $1,791,442 
Additions   6,428    107,938    114,366 
Disposals   —      (6,472)   (6,472)
Reclassification   —      122    122 
Acquisitions through business combinations   —      533    533 
                
Balance at December 31, 2013  $140,532   $1,759,459   $1,899,991 

 

Each class of other intangible assets were amortized on the straight-line basis over the following useful lives:

 

Patents   5-8 years
Computer software and others   2-10 years

-33-

 

14.BORROWINGS

 

a.Short-term borrowings

 

Short-term borrowings represented unsecured revolving bank loans with annual interest rates at 0.82%-1.10% and 0.80%-1.11% as of December 31, 2014 and 2013, respectively.

 

b.Long-term borrowings

 

The long-term bank loans are working capital mainly with floating interest rates and consisted of the followings:

 

   December 31
   2014  2013
   NT$  NT$
       
Syndicated bank loans - repayable through June 2015 to July 2018, annual interest rates were 0.90%-1.41% and  0.90%-2.28% as of December 31, 2014 and 2013, respectively  $9,155,893   $10,026,021 
Others - repayable through January 2016 to August 2019, annual interest rates were 1.03%-1.28% and 1.04%-1.36% as of December 31, 2014 and 2013, respectively   10,315,500    16,839,885 
    19,471,393    26,865,906 
Less:  Unamortized arrangement fee   30,696    50,190 
Less:  Current portion   1,085,143    1,028,571 
           
   $18,355,554   $25,787,145 

 

Pursuant to the above syndicated bank loans agreements, the Company should maintain certain financial covenants including current ratio, leverage ratio, tangible net assets and interest coverage ratio. Such financial ratios are calculated based on the annual audited consolidated financial statements or semi-annual reviewed consolidated financial statements of the Company and its subsidiaries. The Company was in compliance with all of the loan covenants as of December 31, 2014 and 2013.

 

The Company had sufficient long term credit facility obtained before December 31, 2013 to refinance a portion of the loans on a long-term basis. Therefore, NT$5,962,343 thousand was not classified as current portion of long-term borrowings as of December 31, 2013.

 

15.BONDS PAYABLE

 

   December 31
   2014  2013
   NT$  NT$
       
Secured domestic bonds - secured by banks      
Repayable at maturity in August 2016 and interest due annually with annual interest rate 1.45%  $8,000,000   $8,000,000 
Unsecured convertible overseas bonds   12,660,000    11,922,000 
    20,660,000    19,922,000 
Less:  Discounts on bonds payable   1,389,387    1,769,805 
           
   $19,270,613   $18,152,195 

-34-

 

In September 2013, the Company offered the third unsecured convertible overseas bonds (the “Bonds”) in US$400,000 thousand. The Bonds is zero coupon bonds with the maturity of 5 years, in denominations of US$200 thousand or in any integral multiples thereof. Each holder of the Bonds has the right at any time on or after October 16, 2013 and up to (and including) August 26, 2018, except during legal lock-up period, to convert the Bonds into newly issued listed common shares at the conversion price NT$33.085, determined on the basis of a fixed exchange rate of US$1 to NT$29.956. The conversion price will be adjusted in accordance with the conversion provisions due to anti-dilution clause. As of December 31, 2014, the conversion price was NT$31.93.

 

The Bonds may be redeemed at the option of the Company, in whole or in part, at any time on or after the third anniversary of the offering date provided that (1) the closing price, translated into U.S. dollars, of the common shares for a period of 20 consecutive trading days is at least 130% of the conversion price, (2) at least 90% in aggregate principal amount of the Bonds originally outstanding has been redeemed, repurchased and canceled or converted, or (3) the Company is required to pay additional taxes on the Bonds as a result of certain changes in tax laws in the ROC.

 

Each holder shall have the right to request the Company repurchase all or any portion of the principal amount thereof of a holder’s Bonds (1) on the third anniversary of the offering date, (2) in the event of a change of control, or (3) in the event of delisting.

 

The Bonds contained a debt host contract, recognized as bonds payable, and the conversion option, redemption option and put option (collectively the “Bonds Options”) aggregately recognized as financial liabilities at FVTPL. The effective interest rate of the debt host contract was 3.16% and the aggregate fair value of the Bonds Options was NT$1,667,950 thousand on initial recognition. As a result of changes in fair value, we recognized a loss of NT$777,610 thousand and NT$75,046 thousand for the years ended December 31, 2014 and 2013, respectively, in other gains and losses.

 

16.OTHER PAYABLES

 

   December 31
   2014  2013
   NT$  NT$
       
Payables for property, plant and equipment  $3,445,582   $1,709,352 
Accrued salary and bonus   2,388,850    1,903,636 
Accrued bonus to employees and remuneration to directors and supervisors   2,548,130    1,730,915 
Others   3,969,513    2,597,304 
           
   $12,352,075   $7,941,207 

 

The Company and its subsidiary, ASE U.S. Inc. (“ASE US”), reached the final settlement agreement with Tessera Inc. (“Tessera”) in October 2014 to resolve the patent infringement lawsuit, and Tessera has dismissed all claims against the Company and ASE US. The Company recognized the originally agreed settlement amount of NT$894,150 thousand (US$30,000 thousand) in the fourth quarter of 2013 under the line item of long-term payables. The final settlement amount was reduced to NT$814,185 (US$27,000 thousand as resolved in the final settlement agreement in October 2014) and reclassified from long-term payables to other payables which was paid in January 2015.

 

-35-

 

17.RETIREMENT BENEFIT PLANS

 

a.Defined contribution plans

 

The pension plan under the ROC Labor Pension Act (“LPA”) is a government-managed defined contribution plan. Based on the LPA, the Company makes monthly contributions to employees’ individual pension accounts at 6% of their monthly salaries.

 

The Company recognized pension costs of NT$716,293 thousand and NT$545,268 thousand in the parent company only statements of comprehensive income for the years ended December 31, 2014 and 2013, respectively.

 

b.Defined benefit plans

 

1)The Company and its subsidiaries in Taiwan joined the defined benefit pension plan under the ROC Labor Standards Law (“LS Law”). Pension benefits are calculated on the basis of the length of service and average monthly salaries of the last six months before retirement. The Company and its subsidiaries in Taiwan make contributions based on a certain percentage of their domestic employees monthly salaries to a pension fund administered by the pension fund monitoring committee and deposited in the names of the Committees in the Bank of Taiwan. Under the Labor Standards Law, the rate of return on assets shall not be less than the average interest rate on a two-year time deposit published by the local banks and the government is responsible for any shortfall in the event that the rate of return is less than the required rate of return. The plan assets are held in a commingled fund which is operated and managed by the government’s designated authorities; as such, the Company does not have any right to intervene in the investments of the funds.

 

2)The Company maintains pension plans for executive managers. Pension costs under the plans were NT$5,297 thousand and NT$1,080 thousand for the years ended December 31, 2014 and 2013, respectively, and were recognized as accrued pension liabilities. Pension payments were NT$15,315 thousand and NT$2,666 thousand for the years ended December 31, 2014 and 2013, respectively. As of December 31, 2014 and 2013, accrued pension liabilities for executive managers were NT$117,173 thousand and NT$127,191 thousand, respectively.

 

3)Except the pension plans for executive managers, the key assumptions used for the actuarial valuations were as follow:

 

   December 31
   2014  2013
       
Discount rates   2.25%   2.15%
Expected return on plan assets   1.25%   1.25%
Expected rates of salary increase   2.75%-3.00%   1.00%-3.00%

 

The expected rate of return was based on historical return trends and analysts’ predictions of the market where the plan assets located over the life of the related obligation, by reference to the aforementioned use of the plan assets and the impact of the related minimum return.

 

4)An analysis of the amounts recognized in profit or loss in respect of the defined benefit plans excluding those for executive managers was as follows:

 

-36-

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Current service cost  $48,809   $38,589 
Interest cost   76,376    66,822 
Expected return on plan assets   (15,742)   (23,585)
Past service cost   726    726 
           
   $110,169   $82,552 

An analysis by function was as follows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Operating cost  $68,581   $61,068 
Selling and marketing expenses   520    507 
General and administrative expenses   28,360    9,873 
Research and development expenses   12,669    11,070 
           
   $110,130   $82,518 

 

The differences between the aforementioned amounts recognized in profit or loss in respect of the defined benefit plans and the amounts categorized by function are mainly receivables from subsidiaries due to the Company’s employees short-term support.

 

5)For the years ended December 31, 2014 and 2013, the Company recognized actuarial loss of NT$16,194 thousand and actuarial gain of NT$251,036 thousand in other comprehensive income or loss, respectively. As of December 31, 2014 and 2013, the accumulated actuarial income or loss of NT$322,886 thousand and NT$306,692 thousand were recognized in other comprehensive income or loss.

 

6)The amounts included in the parent company only balance sheets arising from the Company’s obligation in respect of its defined benefit plans excluding those for executive managers were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Present value of funded defined benefit obligation  $3,660,738   $3,594,640 
Fair value of plan assets   (1,348,084)   (1,211,581)
Present value of unfunded defined benefit obligation   2,312,654    2,383,059 
Unrecognized past service cost   3,535    (7,987)
Recorded under others payables   (14,173)   (13,900)
           
Net defined benefit liability  $2,302,016   $2,361,172 

-37-

 

7)Movements in net defined benefit liability were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Balance, beginning of the year  $3,594,640   $3,853,645 
Current service cost   48,809    38,589 
Interest cost   76,376    66,822 
Actuarial losses (gains)   29,122    (260,119)
Past service cost   (10,796)   —   
Benefits paid from plan assets   (77,413)   (104,297)
           
Balance, end of the year  $3,660,738   $3,594,640 
8)Movements in the fair value of the plan assets were as follows:

 

   December 31
   2014  2013
   NT$  NT$
       
Balance, beginning of the year  $1,211,581   $1,123,266 
Expected return on plan assets   15,742    23,585 
Actuarial gains (losses)   12,928    (9,083)
Contributions from employer   185,246    178,110 
Benefits paid from plan assets   (77,413)   (104,297)
           
Balance, end of the year  $1,348,084   $1,211,581 

 

For the years ended December 31, 2014 and 2013, the actual return on plan assets were NT$28,670 thousand and NT$14,502 thousand, respectively.

 

9)The major categories of plan assets at the end of the reporting period were as follows:

 

   Fair Value of Plan Assets (%)
   December 31
   2014  2013
       
Equity instruments   50    46 
Debt instruments   26    31 
Others   24    23 
           
Total   100    100 

 

10)The Company elected to disclose the historical information of experience adjustments as the amounts determined for each accounting period prospectively from the date of transition to Taiwan-IFRSs (January 1, 2012).

 

   December 31
   2014  2013
   NT$  NT$
       
Present value of defined benefit obligation  $3,660,738   $3,594,640 
           

 

(Continued)

 

-38-

 

   December 31
   2014  2013
   NT$  NT$
       
Fair value of plan assets  $(1,348,084)  $(1,211,581)
           
Deficit  $2,312,654   $2,383,059 
           
Experience adjustments on plan liabilities  $112,848   $(10,646)
           
Experience adjustments on plan assets  $(12,928)  $9,083 

 

(Concluded)

 

11)The Company expects to make contributions of NT$190,394 thousand to the defined benefit plans in the next year starting from January 1, 2015.

 

18.EQUITY

 

a.Share capital

 

Ordinary shares

 

   December 31,
   2014  2013
       
Numbers of shares authorized (in thousands)   10,000,000    9,600,000 
           
Numbers of shares reserved (in thousands)          
Employee share options   800,000    800,000 
           
Shares authorized  $100,000,000   $96,000,000 
           
Shares reserved          
Employee share options  $8,000,000   $8,000,000 
           
Numbers of shares registered (in thousands)   7,852,538    7,756,004 
Numbers of shares subscribed in advance (in thousands)   9,187    31,823 
           
Number of shares issued and fully paid (in thousands)   7,861,725    7,787,827 

 

The holders of issued ordinary shares with a par value at $10 per share are entitled the right to vote and receive dividends, except the shares held by the Company’s subsidiaries which are not entitled the right to vote. As of December 31, 2014 and 2013, there were 500,000 thousand and 100,000 thousand ordinary shares, respectively, included in the authorized shares that were not yet required to complete the share registration process.

 

American Depositary Receipts

 

The Company issued ADSs and each ADS represents five ordinary shares. As of December 31, 2014 and 2013, 125,731 thousand and 96,649 thousand ADSs were outstanding and represented approximately 628,657 thousand and 483,243 thousand ordinary shares of the Company, respectively.

 

-39-

 

b.Capital surplus

 

   December 31,
   2014  2013
   NT$  NT$
       
Arising from the excess of the consideration received over the carrying amounts of the subsidiaries’ net assets (Note 11)  $9,036,941   $2,165,879 
Arising from issuance of ordinary shares   5,325,382    4,134,295 
Arising from employee share options   1,178,210    1,369,232 
Arising from treasury share transactions   425,004    236,214 
Arising from share of changes in capital surplus of associates   30,134    3,250 
           
   $15,995,671   $7,908,870 

 

As of December 31, 2014 and 2013, capital surplus arising from issuance of ordinary shares of NT$3,626 thousand represented the unexercised portion for employees’ subscription on cash capital increase of the Company in 2013 (Note 22c).

 

The premium from ordinary shares issued in excess of par, including the premium from issuance of ordinary shares, treasury share transactions and carrying amount of expired options, may be used to offset deficits; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to capital up to a certain percentage of the Company’s capital surplus each year.

 

The capital surplus arising from investments accounted for using the equity method and employee share options may not be used for any purpose.

 

c.Retained earnings and dividend policy

 

The Articles of Incorporation of ASE Inc. (the “Articles”) provides that annual net income shall be distributed in the following order:

 

1)Replenishment of deficits;

 

2)10.0% as legal reserve;

 

3)Special reserve appropriated or reversed in accordance with laws or regulations set forth by the authorities concerned;

 

4)An amount equal to the excess of the income from investments accounted for using the equity method over cash dividends as special reserve;

 

5)Addition or deduction of realized gains or losses on equity instruments at fair value through other comprehensive income;

 

6)Not more than 1.0% of the remainder, from 1) to 5), as remuneration to directors and supervisors;

 

7)Between 7.0% to 11.0% of the remainder, from 1) to 5), as bonus to employees, of which 7.0% shall be distributed in accordance with the employee bonus plan and the excess shall be distributed to specified employees at the board of directors’ discretion; and

 

8)Any remainder from above as dividends to shareholders.

 

Employees to whom referred in 7) above include employees of subsidiaries that meet certain conditions, which are to be determined by the board of directors.

 

-40-

 

The Company is currently in the mature growth stage. To meet the capital needs for business development now and in the future and satisfy the shareholders’ demand for cash inflows, the Company shall use residual dividend policy to distribute dividends, of which the cash dividend is not lower than 30% of the total dividend distribution, with the remainder to be distributed in stock. A distribution plan is also to be made by the board of directors and passed for resolution in the shareholders’ meeting.

 

As of December 31, 2014 and 2013, the accrued bonus to employees of the Company was NT$2,335,786 thousand and NT$1,586,672 thousand, respectively, and the accrued remuneration to directors and supervisors of the Company was NT$212,344 thousand and NT$144,243 thousand, respectively. The accrued bonus to employees and remuneration to directors and supervisors represented 11% and 1%, respectively, of net income (net of the bonus and remuneration) for the years ended December 31, 2014 and 2013. Material differences between such estimated amounts and the amounts proposed by the board of directors on or before the parent company only financial statements are authorized for issue are adjusted in the year the bonus and remuneration were recognized. If there is a change in the proposed amounts after the parent company only financial statements are authorized for issue, the differences are recorded as a change in accounting estimate. If a share bonus is resolved to be distributed to employees, the number of shares is determined by dividing the amount of the share bonus by the closing price (after considering the effect of cash and stock dividends) of the shares of the day immediately preceding the shareholders’ meeting.

 

Under Rule No. 1010012865 and Rule No. 1010047490 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”, the Company should appropriate or reverse to a special reserve. Any special reserve appropriated may be reversed to the extent that the net debit balance reverses and thereafter distributed.

 

Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company’s capital surplus. Legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s capital surplus, the excess may be transferred to capital or distributed in cash.

 

The appropriations of earnings for 2013 and 2012 resolved at the Company’s annual shareholders’ meetings in June 2014 and June 2013, respectively, were as follows:

 

   Appropriation of Earnings  Dividends Per Share
   For Year 2013  For Year 2012  For Year 2013  For Year 2012
   NT$  NT$  NT$  NT$
         (in dollars)  (in dollars)
             
Legal reserve  $1,568,907   $1,309,136           
Special reserve   (309,992)   309,992           
Cash dividends   10,156,005    7,987,974   $1.30   $1.05 
                     
   $11,414,920   $9,607,102           

 

The bonus to employees and the remuneration to directors and supervisors for 2013 and 2012 distributed in cash were also approved in the aforementioned shareholders’ meetings. The information was as follows:

 

   For Year 2013  For Year 2012
   NT$  NT$
       
Bonus to employees  $1,587,300   $1,147,223 
Remuneration to directors and supervisors   144,000    228,000 

 

-41-

 

The appropriations of earnings for 2012 were proposed according to the Corporation’s financial statements for the year ended December 31, 2012, which were prepared in accordance with the former Regulations Governing the Preparation of Financial Reports by Securities Issuers and ROC GAAP.

 

The differences between the resolved amounts of the bonus to employees and remuneration to directors and supervisors and the accrued amounts reflected in the consolidated financial statements for the years ended December 31, 2013 and 2012 were deemed changes in estimates. The difference was NT$385 thousand and NT$38,644 thousand and had been adjusted in earnings for the years ended December 31, 2014 and 2013, respectively.

 

Information regarding the bonus to employees and the remuneration to directors and supervisors resolved by the shareholders’ meeting is available on the Market Observation Post System website of the TSE.

 

d.Special reserve appropriated in accordance with the local regulations

 

On January 1, 2013, the Company appropriated to the special reserve of NT$3,353,938 thousand relating to the exchange differences on translating foreign operations transferred to retained earnings in accordance with the local regulations.

 

e.Accumulated other comprehensive income

 

1)Exchange differences on translating foreign operations

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Balance at January 1  $(525,521)  $(3,210,248)
Share of exchange difference of subsidiaries and associates accounted for using the equity method   5,066,674    2,684,727 
           
Balance at December 31  $4,541,153   $(525,521)

 

2)Unrealized gain on available-for-sale financial assets

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Balance at January 1  $426,246   $355,254 
Unrealized gain (loss) arising on revaluation of available-for-sale financial assets   (15,648)   42,904 
Cumulative loss (gain) reclassified to profit or loss on disposal of available-for-sale financial assets   18,024    (650)
Share of unrealized gain on available-for-sale financial assets of subsidiaries and associates accounted for using the equity method   98,156    28,738 
           
Balance at December 31  $526,778   $426,246 

-42-

 

3)Cash flow hedges

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Balance at January 1  $(3,279)  $(3,755)
Cumulative loss arising on changes in fair value of hedging instruments reclassified to profit or loss - Interest rate swap contracts   —      4,524 
Income tax related to cash flow hedges   —      (769)
Share of cash flow hedges of subsidiaries accounted for using the equity method   3,279    (3,279)
           
Balance at December 31  $—     $(3,279)

 

f.Treasury shares (in thousand shares)

 

There was no change in the Company’s shares held by subsidiaries in 2014 and 2013. The Company’s shares held by its subsidiaries at each balance sheet date were as follows:

 

The Company’s shares held by its subsidiaries at each balance sheet date were as follows:

 

  

Shares

Held By Subsidiaries

(in thousand shares)

  Carrying amount  Fair Value
      NT$  NT$
          
December 31, 2014         
          
ASE Test   88,200   $1,380,721   $3,360,438 
J&R Holding   46,704    381,709    1,779,413 
ASE Test, Inc.   10,979    196,677    418,291 
                
    145,883   $1,959,107   $5,558,142 
                
December 31, 2013               
                
ASE Test   88,200   $1,380,721   $2,443,153 
J&R Holding   46,704    381,709    1,293,694 
ASE Test, Inc.   10,979    196,677    304,112 
                
    145,883   $1,959,107   $4,040,959 

 

The Company issued ordinary shares in connection with its merger with its subsidiaries. The shares held by its subsidiaries were reclassified from investments accounted for using the equity method to treasury shares on the proportion owned by the Company.

 

Under the Securities and Exchange Act in the ROC, the Company shall neither pledge treasury shares nor exercise shareholders’ rights on these shares, such as rights to dividends and voting. The subsidiaries holding treasury shares, however, retain shareholders’ rights except the rights to participate in any share issuance for cash and voting.

 

-43-

 

In February 2015, the board of directors approved to repurchase up to 120,000 thousand of the Company’s ordinary shares which will be used for equity conversion of convertible overseas bonds to be issued in the future. The shares to be repurchased account for 1.53% of our total issued shares, at prices between NT$32.0 to NT$55.0 per share during the period from March 2, 2015 to April 30, 2015. The Company will keep buying back if the prices is under the lower limit.

 

19.PROFIT BEFORE INCOME TAX

 

a.Other income

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Interest income - mainly from bank deposit  $6,848   $20,021 
Rental income   75,395    74,069 
Dividends income   32,126    22,435 
           
   $114,369   $116,525 

 

b.Other gains (losses)

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Net gain arising on financial instruments held for trading  $1,571,545   $773,778 
Net gain (losses) on financial assets designated as at FVTPL   164,104    (6,553)
Gains (losses) on disposal of property, plant and equipment and other intangible assets   (17,769)   138,864 
Foreign exchange loss, net   (1,759,676)   (535,293)
Loss on damages and claims   (92,959)   (920,732)
Others   142,798    146,202 
           
   $8,043   $(403,734)

 

c.Finance costs

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Total interest expense for financial liabilities measured at amortized cost  $1,039,746   $834,082 
Less:  Amounts included in the cost of qualifying property, plant and equipment   (47,204)   (34,937)
    992,542    799,145 
Loss arising on derivatives as designated hedging instruments in cash flow hedge accounting relationship reclassified from equity to profit or loss   —      4,524 
Other finance costs   9,432    13,500 
           
   $1,001,974   $817,169 

 

-44-

 

The annual interest rates of capitalized borrowing costs included in qualifying property, plant and equipment was 1.12%-1.98% and 1.54%-1.84% for the years ended December 31, 2014 and 2013, respectively.

 

d.Depreciation and amortization

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Property, plant and equipment  $12,667,954   $10,778,678 
Intangible assets   109,809    114,366 
           
Total  $12,777,763   $10,893,044 
           
Summary of depreciation by function          
Operating costs  $11,824,860   $9,959,066 
Operating expenses   843,094    819,612 
           
   $12,667,954   $10,778,678 
           
Summary of amortization by function          
Operating costs  $22,419   $13,369 
Selling and marketing expenses   109    109 
General and administration expenses   58,476    72,764 
Research and development expenses   28,805    28,124 
           
   $109,809   $114,366 

 

e.Employee benefits expense

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Post-employment benefits (Note 17)      
Defined contribution plans  $716,293   $545,268 
Defined benefit plans   115,427    83,598 
    831,720    628,866 
Equity-settled share-based payments   82,408    194,601 
Salary, incentives and bonus   19,829,602    15,940,181 
Other employee benefits   2,258,744    1,746,508 
           
   $23,002,474   $18,510,156 
           
Summary of employee benefits expense by function          
Operating costs  $16,273,648   $13,020,858 
Operating expenses   6,728,826    5,489,298 
           
   $23,002,474   $18,510,156 

 

As of December 31, 2014 and 2013, the Company had 29,563 and 24,879 employees, respectively.

 

-45-

 

20. INCOME TAX

 

a.Income tax recognized in profit or loss

 

The major components of income tax expense were as follows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Current income tax      
In respect of the current year  $1,464,096   $667,659 
Adjustments for prior years   27,218    5,966 
In respect of the income derived outside the ROC   23,074    176 
    1,514,388    673,801 
           
Deferred income tax          
In respect of the current year   1,006,317    1,032,268 
           
Income tax expense recognized in profit or loss  $2,520,705   $1,706,069 

 

A reconciliation of income tax expense calculated at the statutory rate and income tax expense recognized in profit or loss was as follows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Profit before income tax  $26,113,372   $17,395,143 
           
Income tax expense calculated at the statutory rate (17%)  $4,439,273   $2,957,174 
Nontaxable expense in determining taxable income   54,879    63,080 
The origination and reversal of temporary differences   (2,337,894)   (1,963,333)
Tax-exempt income   (353,881)   (129,222)
Additional income tax on unappropriated earnings   462,781    348,426 
Loss carry-forward and income tax credits currently used   (801,062)   (608,466)
Net deferred income tax   1,006,317    1,032,268 
Adjustments for prior years   27,218    5,966 
Payment of income tax in respect of the income derived outside the ROC   23,074    176 
           
Income tax expense recognized in profit or loss  $2,520,705   $1,706,069 

 

b.Income tax recognized in other comprehensive income

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Deferred income tax      
Actuarial loss on defined benefit plan  $2,753   $(42,676)
Fair value changes of hedging instruments for cash flow hedges   —      (769)
           
   $2,753   $(43,455)

 

-46-

 

c.Deferred tax assets and liabilities

 

The movements of deferred tax assets and deferred tax liabilities were as follows:

 

  

Balance at

January 1

 

Recognized in Profit

or Loss

  Recognized in Other Comprehen-sive Income  Balance at December 31
   NT$  NT$  NT$  NT$
             
Year ended December 31, 2014            
             
Temporary differences            
Property, plant and equipment  $(1,879,400)  $(844,743)  $—     $(2,724,143)
Defined benefit obligation   414,161    (34,306)   2,753    382,608 
Others   114,744    108,288    —      223,032 
    (1,350,495)   (770,761)   2,753    (2,118,503)
Investment credits   477,307    (235,556)   —      241,751 
                     
   $(873,188)  $(1,006,317)  $2,753   $(1,876,752)
                     
Year ended December 31, 2013                    
                     
Temporary differences                    
Property, plant and equipment  $(1,057,630)  $(821,770)  $—     $(1,879,400)
Defined benefit obligation   461,780    (4,943)   (42,676)   414,161 
Others   138,893    (23,380)   (769)   114,744 
    (456,957)   (850,093)   (43,445)   (1,350,495)
Investment credits   659,482    (182,175)   —      477,307 
                     
   $202,525   $(1,032,268)  $(43,445)  $(873,188)
d.Items for which no deferred tax assets have been recognized

 

   December 31
   2014  2013
   NT$  NT$
       
Investment credits  $124,184   $622,945 

 

The unrecognized investment credits will expire through 2015.

 

e.Information about unused investment credits and tax-exemption

 

As of December 31, 2014, unused investment credits comprised of:

 

   Remaining Creditable Amount   
Laws and Statutes  NT$  Expiry Year
       
Statute for Upgrading Industries  $365,935    2015 

 

As of December 31, 2014, profits attributable to the following expansion projects were exempted from income tax for a 3 or 5-year period:

 

-47-

 

    Tax-exemption Period
     
Construction and expansion of 2004 by the Company   2012.01-2016.12
Construction and expansion of 2005 by the Company   2012.01-2016.12
Construction and expansion of 2007 by Power ASE Technology, Inc. which was merged into the Company   2013.01-2015.12
Construction and expansion of 2008 by the Company.   2014.01-2018.12

 

In addition, the Company had an unused project for construction and expansion of 2007.

 

f.Unrecognized deferred tax liabilities associated with investments

 

As of December 31, 2014 and 2013, the taxable temporary differences associated with investments in subsidiaries for which no deferred tax liabilities have been recognized were NT$6,934,791 thousand and NT$5,898,380 thousand, respectively.

 

g.Integrated income tax

 

As of December 31, 2014 and 2013, unappropriated earnings were all generated on and after January 1, 1998. As of December 31, 2014 and 2013, the balance of the Imputation Credit Account (“ICA”) was NT$934,038 thousand and NT$733,341 thousand, respectively.

 

The creditable ratio for the distribution of earnings of 2014 and 2013 was 6.19% (estimated) and 6.10% (actual), respectively.

 

Under the Integrated Income Tax System, ROC resident shareholders are allowed a tax credit for their proportionate share of the income tax paid in the ROC by the Company on earnings generated after January 1, 1998. Non-resident shareholders are allowed only a tax credit from the 10% income tax on undistributed earnings, which can be used to reduce the withholding income tax on dividends. Starting from 2015, the allowed tax credit is adjusted to 50% of the income tax paid in the ROC by the Company for ROC resident shareholders or 50% of the 10% income tax on undistributed earnings for non-resident shareholders. An ICA is maintained by the Company for such income tax and the tax credit allocated to each shareholder. The maximum credit available for allocation to each shareholder cannot exceed the balance shown in the ICA on the date of dividend distribution. The expected creditable ratio for the 2014 earnings may be adjusted, depending on the ICA balance on the date of dividend distribution.

 

h.Income tax assessments

 

Income tax returns of the Company have been examined by authorities through 2012. ASE Inc. disagreed with the result of examinations relating to its income tax returns for 2004 through 2008 and 2010 through 2012 and applied for appeal procedures. The related income tax expenses in the years resulting from the examinations have been accrued in respective tax years.

 

21.EARNINGS PER SHARE

 

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

 

-48-

 

Net profit for the year

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Profit for the year  $23,592,667   $15,689,074 
Effect of potentially dilutive ordinary shares:          
Employee share options issued by subsidiaries   (260,925)   (131,756)
Convertible bonds   931,344    156,193 
           
Earnings used in the computation of diluted earnings per share  $24,263,086   $15,713,511 

 

Weighted average number of ordinary shares outstanding (in thousand shares):

 

   For the Years Ended December 31
   2014  2013
       
Weighted average number of ordinary shares in computation of basic earnings per share   7,687,930    7,508,539 
Effect of potentially dilutive ordinary shares:          
Convertible bonds   375,271    117,085 
Employee share options   101,850    67,081 
Bonus to employees   55,643    54,926 
           
Weighted average number of ordinary shares in computation of diluted earnings per share   8,220,694    7,747,631 

 

The Company is able to settle the bonuses paid to employees in cash or shares. The Company assumed that the entire amount of the bonus would be settled in shares and the resulting potential shares were included in the weighted average number of ordinary shares outstanding used in the computation of diluted earnings per share if the effect is dilutive. Such dilutive effect of the potential shares was included in the computation of diluted earnings per share until the shareholders approve the number of shares to be distributed to employees at their meeting in the following year.

 

22.SHARE-BASED PAYMENT ARRANGEMENTS

 

a.Employee share option plans

 

In order to attract, retain and reward employees, the Company has four employee share option plans for full-time employees of the Company and its subsidiaries. Each share option represents the right to purchase one ordinary share of the Company when exercised. Under the terms of the plans, share options are granted at an exercise price equal to or not less than the closing price of the ordinary shares listed on the TSE at the grant date. The option rights of these plans are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date. For any subsequent changes in the Company’s capital structure, the exercise price is accordingly adjusted.

 

In December 2014, the board of directors approved the 5th employee share option plan.

 

Information about share options of the Company was as follows:

 

-49-

 

   For the Years Ended December 31
   2014  2013
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options  Price Per Share  Options  Price Per Share
   (In Thousands)  (NT$)  (In Thousands)  (NT$)
             
Balance at January 1   285,480   $20.5    344,332   $20.3 
Options forfeited   (1,515)   20.5    (3,307)   20.7 
Options expired   (322)   13.5    (10)   7.4 
Options exercised   (73,898)   19.7    (55,535)   19.3 
                     
Balance at December 31   209,745    20.7    285,480    20.5 
                     
Options exercisable, end of year   189,240    20.7    228,685    20.4 

 

The weighted average share price at exercise dates of share options for the years ended December 31, 2014 and 2013 was NT$35.1 and NT$26.2, respectively.

 

Information about the Company’s outstanding share options at each balance sheet date was as follows:

 

   Range of Exercise Price  Per Share (NT$) 

Weighted Average Remaining

Contractual Life (Years)

       
December 31, 2014    $11.1-13.5    0.4 
     20.4-22.6    4.4 
           
December 31, 2013    11.1-13.5    0.6 
     20.4-22.6    5.4 

 

ASE Mauritius Inc., a subsidiary of the Company, has an employee share option plan with the identical terms of the Company’s. 19,265 thousand share options were granted to the Company’s employees and none was exercised for the years ended December 31, 2014 and 2013. As of December 31, 2014 and 2013, 19,265 thousand share options were exercisable and the weighted average exercise price was US$1.7.

 

The terms of the share option plans granted in 2007, 2010 and 2011 by USIE were the same with those of the Company’s. In December 2014 and 2013, USIE had modified the terms of its share option plan granted in 2007 to extend the valid period from 11 years to 12 years and from 10 years to 11 years, respectively. The incremental fair value of NT$5,952 thousand and NT$8,492 thousand were all recognized as employee benefit expense in 2014 and 2013, respectively, since the options were all vested. 20,718 thousand share options of USIE were granted to the Company’s employees. There was no share options exercised or forfeited in 2014 and 2013, and 209 thousand share options were transferred to subsidiaries and 76 thousand share options were transferred into the Company from subsidiaries for the years ended December 31, 2014 and 2013, respectively. For the years ended December 31, 2014 and 2013 in respect of the share options granted by USIE to the Company’s employees, outstanding share options were 20,135 thousand units and 20,344 thousand units, respectively; 18,446 thousand units and 16,358 thousand units were exercisable, respectively; and the weighted average exercise prices were US$2.0 and US$1.9, respectively.

 

-50-

 

b.Fair value of share options

 

The aforementioned share options granted were measured using the Black-Scholes Option Pricing Model or the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995), and the inputs to the models were as follows:

 

    ASE Inc.   ASE Mauritius Inc.   USIE
             
Share price/market price at the grant date   NT$28.60-30.65   US$1.7   US$1.53-2.62
Exercise prices   NT$28.60-30.65   US$1.7   US$1.53-2.94
Expected volatility   28.59%-40.82%   47.21%   32.48%-42.58%
Expected lives   10 years   10 years   10-12 years
Expected dividend yield   3.00%-4.00%   -   -
Risk free interest rates   1.56%-2.51%   3.87%-3.90%   1.63%-4.02%

 

Expected volatility was based on the historical share price volatility over the past 10 years of ASE Inc. and the comparable companies of ASE Mauritius Inc. and USIE, respectively. Under the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995), to allow for the effects of early exercise, the Group assumed that employees would exercise the options after vesting date when the share price was 1.58-1.69 times the exercise price.

 

Employee benefits expense recognized on employee share options was NT$110,157 thousand and NT$234,093 thousand for the years ended December 31, 2014 and 2013, respectively.

 

c.New shares issued under cash capital increase reserved for subscription by employees

 

In July 2013, the board of directors approved the cash capital increase and, as required under the Company Act of the ROC, simultaneously granted options to employees to purchase 15% of such newly issued shares with such options exercisable within 3 days and vested when granted. The grant of the options was treated as employee options, accordingly a share-based compensation, and measured at fair value in accordance with IFRS 2. The Group recognized employee benefits expense and capital surplus of NT$26,708 thousand in full at the grant date (also the vested date), of which 1,960 thousand shares had not been vested, therefore, NT$3,626 thousand was reclassified from capital surplus-employee share options to capital surplus-issuance of ordinary shares.

 

Information about the Company’s employee share options related to the aforementioned newly issued shares was as follows:

 

  

Number of Options

 

(In Thousand)

 

  Fair Value (NT$)
       
Balance at January 1, 2013   —     $—   
Options granted   14,437    1.85 
Options exercised   (12,477)   1.85 
Options forfeited   (1,960)   —   
           
Balance at December 31, 2013   —      —   

 

Fair value was measured using the Black-Scholes Option Pricing Model and the inputs to the model were as follows:

 

Share price at the grant date   NT$27.95 per share
Exercise price   NT$26.10 per share

(Continued)

 

Expected volatility   17.98%
Expected lives   3 days
Expected dividend yield   -
Risk free interest rate   0.57%

(Concluded)

 

Expected volatility was based on the Company’s historical share prices volatility.

 

23.NON-CASH TRANSACTIONS

 

a.For the years ended December 31, 2014 and 2013, the Company entered into the following non-cash investing activities which were not reflected in the parent company only statements of cash flows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Investing activities affecting both cash and non-cash item      
Purchase of property, plant and equipment  $27,572,214   $15,218,488 
Capitalized borrowing costs   (47,204)   (34,937)
Increase in prepayments for property, plant and equipment   30,453    13,080 
Decrease (increase) in payables   (1,696,412)   852,120 
           
   $25,859,051   $16,048,751 
           
Proceeds from disposal of property, plant and equipment          
Consideration from disposal of property, plant and equipment  $206,009   $539,258 
Decrease (increase) in other receivables   (18,951)   146,626 
           
   $187,058   $685,884 

 

b.The Company merged Yang Ting on 30 August, 2013 (the record date) and the related assets and liabilities of Yang Ting were as follows:

 

   NT$
    
Cash  $13,191 
Trade receivables   46,613 
Other receivables (including other receivables form related parties)   38,677 
Other current assets   54,292 
Property, plant and equipment   937,535 
Other non-current assets   1,122 
    1,091,430 
      
Short-term borrowings   (669,318)
Trade payables (including trade payables to related parties)   (1,590)
Other payables   (34,202)
Other current liabilities   (163)
Long-term borrowings   (650,000)
    (1,355,273)
      
Net assets acquired  $(263,843)

-51-

 

24.OPERATING LEASE ARRANGEMENTS

 

The Company lease the land on which its buildings are located under various operating lease agreements with the ROC government expiring through December 2033. The agreements grant the Company the option to renew the leases and reserve the right for the lessor to adjust the lease payments upon an increase in the assessed value of the land and to terminate the leases under certain conditions. In addition, the Company leases buildings, machinery and equipment under operating leases.

 

The Company recognized rental expense of NT$479,838 thousand and NT$274,490 thousand for the years ended December 31, 2014 and 2013, respectively.

 

25.CAPITAL MANAGEMENT

 

The capital structure of the Company consists of debt and equity. The Company manages its capital to ensure that the Company will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance. Key management personnel of the Company periodically reviews the cost of capital and the risks associated with each class of capital. In order to balance the overall capital structure, the Company may adjust the amount of dividends paid to shareholders, the number of new shares issued or repurchased, and the amount of new debt issued or existing debt redeemed.

 

The Company is not subject to any externally imposed capital requirements except those discussed in Note 14.

 

26.FINANCIAL INSTRUMENTS

 

a.Fair value of financial instruments

 

1)Fair value of financial instruments that are not measured at fair value

 

Except bonds payable measured at amortized cost, the management considers that the carrying amounts of financial assets and financial liabilities not measured at fair value approximate their fair values.

 

The carrying amounts and the fair value of bonds payable as of December 31, 2014 and 2013, respectively, were as follows:

 

   Carrying Amount  Fair Value
   NT$  NT$
       
December 31, 2014  $19,270,613   $19,828,076 
December 31, 2013   18,152,195    18,773,778 

 

2)Fair value measurements recognized in the parent company only balance sheets

 

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

 

a)Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;

 

-52-

 

b)Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. prices) or indirectly (i.e. derived from prices); and

 

c)Level 3 fair value measurements are those derived from valuation techniques that include inputs for those assets or liabilities that are not based on observable market data (unobservable inputs).

 

   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
December 31, 2014            
             
Financial assets at FVTPL            
Financial assets designated as at FVTPL            
Private-placement convertible bonds  $—     $100,500   $—     $100,500 
                     
Derivative financial assets                    
Swap contracts   —      1,888,449    —      1,888,449 
Forward exchange contracts   —      1,234    —      1,234 
                     
                     
   $—     $1,990,183     $    $1,990,183 
                     
Available-for-sale financial assets                    
Open-end mutual funds  $400,007   $—     $—     $400,007 
Limited Partnership   —      —      438,953    438,953 
Unquoted shares   —      —      103,194    103,194 
                     
   $400,007   $—     $542,147   $942,154 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $—     $2,520,606   $—     $2,520,606 
Swap contracts   —      13,726    —      13,726 
Forward exchange contracts   —      6,086    —      6,086 
                     
   $—     $2,540,418   $—     $2,540,418 
                     
December 31, 2013                    
                     
Financial assets at FVTPL                    
Financial assets designated as at FVTPL                    
Private-placement convertible bonds  $—     $100,500   $—     $100,500 
Derivative financial assets                    
Swap contracts   —      195,964    —      195,964 
Forward exchange contracts   —      5,809    —      5,809 
                     
   $—     $302,273   $—     $302,273 

 

(Continued)

 

   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
             
Available-for-sale financial assets            
Open-end mutual funds  $2,301,824   $—     $—     $2,301,824 
Quoted shares   10,323    —      —      10,323 
Limited partnership   —      —      457,756    457,756 
Private-placement shares   —      69,655    —      69,655 
Unquoted shares   —      —      65,146    65,146 
                     
   $2,312,147   $69,655   $522,902   $2,904,704 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $—     $1,742,996   $—     $1,742,996 
Swap contracts   —      33,950    —      33,950 
Forward exchange contracts   —      11,882    —      11,882 
Cross currency swap contracts   —      4,180    —      4,180 
Foreign currency option contracts   —      644    —      644 
                     
   $—     $1,793,652   $—     $1,793,652 

(Concluded)

 

For assets and liabilities held as of December 31, 2014 and 2013 that were measured at fair value on a recurring basis, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

 

3)Reconciliation of Level 3 fair value measurements of financial assets

 

The financial assets measured at Level 3 fair value were equity investments with no quoted prices classified as available-for-sale financial assets - non-current. Reconciliations for the years ended December 31, 2014 and 2013 were as follows:

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Balance at January 1  $522,902   $454,853 
Purchases   38,793    30,000 
Total gains (losses) recognized in other comprehensive income   (19,548)   38,049 
           
Balance at December 31  $542,147   $522,902 

 

As of December 31, 2014 and 2013, unrealized gain or loss recorded in other comprehensive income under the heading of unrealized gain (loss) on available-for-sale financial assets was nil.

 

-53-

 

4)Valuation techniques and assumptions applied for the purpose of measuring fair value

 

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

 

a)The fair values of financial assets and financial liabilities with standard terms and conditions and traded in active markets were determined with reference to quoted market prices (includes quoted shares and open-end mutual funds). The fair value of private-placement shares was derived using quoted market prices and adjusted for the liquidity discount due to the selling restrictions relating to the lock-up period. The liquidity discount was the option value using the Black-Scholes Model with all observable inputs.

 

b)The fair values of derivative instruments were calculated using quoted prices. Where such prices were not available, a discounted cash flow analysis was performed using the applicable yield curve for the duration of the instruments for non-optional derivatives, and option pricing models for optional derivatives. These models use market-based observable inputs including interest rate curves, foreign exchange rates, and forward and spot prices for currencies to project fair value. The estimates and assumptions used by the Company were consistent with those that market participants would use in pricing financial instruments.

 

c)The fair value of the Company’s investments in unquoted shares on Level 3 fair value measurement were measured using market approach based on investees’ recent financing activities, technical development, valuation of investees comparable companies, market conditions and other economic indicators.

 

d)Except the aforementioned, the fair values of other financial assets and financial liabilities were measured using the generally accepted pricing models based on a discounted cash flow analysis.

 

b.Categories of financial instruments

 

   December 31
   2014  2013
   NT$  NT$
Financial assets      
       
FVTPL      
Designated as at FVTPL  $100,500   $100,500 
Held for trading   1,889,683    201,773 
Available-for-sale financial assets   942,154    2,904,704 
Loans and receivables (Note 1)   34,476,934    30,663,272 
           
Financial liabilities          
           
FVTPL          
Held for trading   2,540,418    1,793,652 
Measured at amortized cost (Note 2)   101,542,763    90,947,486 

 

Note 1: The balances included loans and receivables measured at amortized cost which comprised cash, trade receivables (including trade receivables from related parties), other receivables (including loans to related parties) and other financial assets.

 

Note 2: The balances included financial liabilities measured at amortized cost which comprised short-term borrowings, trade and other payables (including payables to related parties), bonds payable, long-term borrowings and long-term payables.

 

-54-

 

c.Financial risk management objectives and policies

 

The derivative instruments used by the Company are to mitigate risks arising from ordinary business operations. All derivative transactions entered into by the Company are designated as either hedging or trading. Derivative transactions entered into for hedging purposes must hedge risk against fluctuations in foreign exchange rates and interest rates arising from operating activities. The currencies and the amount of derivative instruments held by the Company must match its hedged assets and liabilities denominated in foreign currencies.

 

The Company’s risk management department monitors risks to mitigate risk exposures, reports unsettled position, transaction balances and related gains or losses to the Company’s chief financial officer on monthly basis.

 

1)Market risk

 

The Company’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. Gains or losses arising from fluctuations in foreign currency exchange rates of a variety of derivative financial instruments were approximately offset by those of hedged items. Interest rate risk was not significant due to the cost of capital was expected to be fixed.

 

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

 

a)Foreign currency exchange rate risk

 

The Company had sales and purchases as well as financing activities denominated in foreign currency which exposed the Company to foreign currency exchange rate risk. The Company entered into a variety of derivative financial instruments to hedge foreign currency exchange rate risk to minimize the fluctuations of assets and liabilities denominated in foreign currencies.

 

The carrying amounts of the Company’s foreign currency denominated monetary assets and liabilities as well as derivative instruments which exposed the Company to foreign currency exchange rate risk at each balance sheet date are presented in Note 31.

 

The Company was principally subject to the impact to exchange rate fluctuation in U.S. dollars and Japanese yen against NT$. 1% is the sensitivity rate used when reporting foreign currency exchange rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign currency exchange rates. The sensitivity analysis included financial assets and liabilities and inter-company receivables and payables within the Company and its subsidiaries. The changes in profit before income tax due to a 1% change in U.S. dollars and Japanese yen both against NT$ would be NT$3,400 thousand and NT$11,800 thousand for the years ended December 31, 2014 and 2013, respectively. Hedging contracts and hedged items have been taken into account while measuring the changes in profit before income tax. As the year-end exposure did not reflect the exposure for the years ended December 31, 2014 and 2013, the abovementioned sensitivity analysis was unrepresentative of those years.

 

b)Interest rate risk

 

Except bonds payable at fixed interest rates, the Company was exposed to interest rate risk because the Company borrowed funds at floating interest rates. Changes in market interest rates will lead to variances in effective interest rates of borrowings from which the future cash flow fluctuations arise.

 

-55-

 

The carrying amounts of the Company’s financial assets and financial liabilities with exposure to interest rates at each balance sheet date were as follows:

 

   December 31
   2014  2013
   NT$  NT$
Fair value interest rate risk      
Financial liabilities  $21,736,100   $20,866,340 
           
Cash flow interest rate risk          
Financial assets   11,432,949    15,099,100 
Financial liabilities   57,040,407    55,071,138 

 

For assets and liabilities with floating interest rates, a 100 basis point increase or decrease was used when reporting interest rate risk internally to key management personnel. If interest rates had been 100 basis points (1%) higher or lower and all other variables held constant, the Company’s profit before income tax for the years ended December 31, 2014 and 2013 would have decreased or increased approximately by NT$456,000 thousand and NT$400,000 thousand, respectively.

 

c)Other price risk

 

The Company was exposed to equity price risk through its investments in available-for-sale financial assets. If equity prices were 1% higher or lower, other comprehensive income before income tax for the years ended December 31, 2014 and 2013 would have increased or decreased approximately by NT$9,500 thousand and NT$30,000 thousand, respectively.

 

In addition, the Company was also exposed to the Company’s ordinary share price risk through Bonds Options recognized as financial liabilities held for trading. 7% is the sensitivity rate used when reporting price risk internally to key management personnel. If the Company’s ordinary share price increased or decreased by 7%, profit before income tax for the years ended December 31, 2014 would have decreased approximately by NT$651,000 thousand, or increased approximately by NT$608,000 thousand, respectively.

 

2)Credit risk

 

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company’s credit risk arises from cash, receivables and other financial assets. The Company’s maximum exposure to credit risk was the carrying amounts of financial assets in the consolidated balance sheets.

 

The Company dealt with counterparties creditworthy and has a credit policy and trade receivable management procedures to ensure recovery and evaluation of trade receivables. The Company’s counterparties consisted of a large number of customers and banks and there was no significant concentration of credit risk exposure.

 

3)Liquidity risk

 

The Company manages liquidity risk by maintaining adequate working capital and banking facilities to fulfill the demand for cash flow used in the Company’s operation and capital expenditure. In addition, some creditors to the Company’s current liabilities are the Company’s subsidiaries, and there’s no risk of obligation for prompt repayments. The Group also monitors its compliance with all the loan covenants. Liquidity risk is not considered to be significant.

 

-56-

 

In the table below, financial liabilities with a repayment on demand clause were included in the earliest time band regardless of the probability of counter-parties choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.

 

To the extent that interest flows are floating rate, the undiscounted amounts were derived from the interest rates at each balance sheet date.

 

  

On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year

  1 to 5 Years 

More than

5 Years

   NT$  NT$  NT$  NT$  NT$
                
December 31, 2014               
                
Non-derivative financial liabilities               
Non-interest bearing  $8,339,715   $8,817,318   $66,299   $—     $—   
Floating interest rate liabilities   11,462,504    2,025,963    26,638,522    17,648,985    —   
Fixed interest rate liabilities   582,373    778,550    568,920    21,862,951    —   
                          
   $20,384,592   $11,621,831   $27,273,741   $39,511,936   $—   
                          
December 31, 2013                         
                          
Non-derivative financial liabilities                         
Non-interest bearing  $4,868,363   $8,112,531   $69,735   $894,150   $—   
Floating interest rate liabilities   10,577,776    1,888,157    23,238,634    20,246,035    —   
Fixed interest rate liabilities   —      —      116,000    20,154,000    —   
                          
   $15,446,139   $10,000,688   $23,424,369   $41,294,185   $—   

The amounts included above for floating interest rate instruments for non-derivative financial liabilities was subject to change if changes in floating interest rates differ from those estimates of interest rates determined at each balance sheet date.

 

The following table detailed the Company’s liquidity analysis for its derivative financial instruments. The table was based on the undiscounted contractual net cash inflows and outflows on derivative instruments that settle on a net basis, and the undiscounted gross cash inflows and outflows on those derivatives that require gross settlement. When the amounts payable or receivable are not fixed, the amounts disclosed have been determined by reference to the projected interest rates as illustrated by the yield curves at each balance sheet date.

 

  

On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year 

   NT$  NT$  NT$
          
December 31, 2014         
          
Gross settled         
Forward exchange contracts         
Inflows  $520,506   $—     $—   
Outflows   (525,390)   —      —   
    (4,884)   —      —   
                
Swap contracts               
Inflows   4,234,700    3,323,250    31,808,250 
Outflows   (4,064,710)   (3,147,315)   (30,099,780)
    169,990    175,935    1,708,470 
                
   $165,106   $175,935   $1,708,470 

(Continued)

 

  

On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year

   NT$  NT$  NT$
          
December 31, 2013         
          
Net settled         
Forward exchange contracts  $3,520   $1,010   $—   
                
Gross settled               
Forward exchange contracts               
Inflows  $538,147   $239,271   $—   
Outflows   (549,902)   (238,440)   —   
    (11,755)   831    —   
                
Swap contracts               
Inflows   5,215,875    4,127,993    22,353,750 
Outflows   (5,180,715)   (4,077,792)   (22,111,060)
    35,160    50,201    242,690 
                
Interest rate swap contracts               
Inflows   2,910    —      —   
Outflows   —      —      —   
    2,910    —      —   
                
Cross currency swap contracts               
Inflows   175    356    596,801 
Outflows   —      —      (598,600)
    175    356    (1,799)
                
   $26,490   $51,388   $240,891 

(Concluded)

 

27.RELATED PARTY TRANSACTIONS

 

The significant transactions between the Company and its related parties are summarized as follows:

 

a.Sales

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Subsidiaries  $9,375,056   $3,319,713 
           

 

b.Purchases

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Subsidiaries  $4,840,949   $4,646,653 
           

-57-

 

Terms of the transactions with related parties were not significantly different from those with non-related parties. The credit terms with related parties are mainly 60 days. Unrealized gross profit from the transactions with related parties had been eliminated.

 

c.Receivables from related parties

 

      December 31,
      2014  2013
      NT$  NT$
          
Trade receivables from related parties  Subsidiaries  $5,082,423   $2,418,651 
              
Other receivables from related parties  Subsidiaries  $36,699   $46,191 
   Associates   —      11 
              
      $36,699   $46,202 

 

d.Payables to related parties (excluding loans from related parties)

 

      December 31,
      2014  2013
      NT$  NT$
          
Accounts payables to related parties  Subsidiaries  $1,223,750   $1,074,901 
              
Other payables to related parties  Subsidiaries  $1,840,573   $1,545,387 
  Associates   6,328    28,920 
              
      $1,846,901   $1,574,307 

 

The outstanding payables to related parties of the Company will be paid in cash and no collateral were provided. The Company did not hold any collateral over the trade receivables from related parties. The Company had not provided an allowance for doubtful debts on receivables from related parties for the years ended December 31, 2014 and 2013.

 

e.Acquisition of property, plant and equipment

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Subsidiaries  $559,544   $304,844 
Associates   4,889,732    1,553,280 
           
   $5,449,276   $1,858,124 

 

f.Disposal of property, plant and equipment:

 

   For the Years Ended December 31
   2014  2013
   Proceeds  Gain from disposal  Proceeds  Gain from disposal
   NT$  NT$  NT$  NT$
             
Subsidiaries  $118,358   $1,299   $457,464   $19,703 
                     

-58-

 

g.Loans from related parties

 

   December 31
   2014  2013
   NT$  NT$
       
Subsidiaries  $28,806,723   $16,533,498 
          

 

The interest rates of loans from related parties were not significantly different from normal market rates.

 

h.Endorsements/Guarantees provided

 

   December 31
   2014  2013
   NT$  NT$
       
Subsidiaries  $12,905,228   $19,903,442 
           

 

NT$16,392,750 thousand were not drawdown from the amount that the Company had provided endorsement/guarantees as of December 31, 2013 and, as a result, the Company’s board of directors resolved to cancel the endorsement/guarantees.

 

i.Other relate party transactions

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Service expenses incurred to subsidiaries  $920,727   $744,643 
Donations to related parties   115,000    —   
           
   $1,035,727   $744,643 

 

j.Compensation to key management personnel

 

   For the Years Ended December 31
   2014  2013
   NT$  NT$
       
Short-term employee benefits  $632,920   $461,049 
Post-employment benefits   1,404    1,805 
Share-based payments   29,125    31,206 
           
   $663,449   $494,060 

 

The compensation to the Company’s key management personnel is determined according to personal performance and market trends.

 

28.ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

 

In addition to Note 9, the Company provided time deposits of NT$181,283 thousand and NT$180,837 thousand as collateral for the tariff guarantees of imported raw materials and guarantees for hiring foreign labor as of December 31, 2014 and 2013, respectively.

 

-59-

 

29.SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

 

In addition to those disclosed in other notes, significant commitments and contingencies of the Company as of each balance sheet date were as follows:

 

a.Significant commitments

 

1)As of December 31, 2014 and 2013, unused letters of credit of the Company were approximately NT$59,300 thousand and NT$85,500 thousand, respectively.

 

2)As of December 31, 2014 and 2013, the amounts that the Company has committed to purchase property, plant and equipment were approximately NT$5,564,000 thousand and NT$2,934,000 thousand, respectively, of which NT$641,684 thousand and NT$528,631 thousand had been prepaid, respectively.

 

3)In consideration of corporate social responsibility for environmental protection, the Company’s board of directors, in December 2013, approved contributions to be made in the next 30 years, at a total amount of NT$3,000,000 thousand, at the minimum, to environmental protection efforts in Taiwan. In January 2015, the Company’s board of directors approved to contribute NT$100,000 thousand to ASE Foundation for continuously implementing environmental effort in promoting the related domestic environmental protection and public service activities.

 

b.Non-cancellable operating lease commitments

 

   December 31, 2014
   NT$
    
Less than 1 year  $118,580 
1-5 years   143,330 
More than 5 years   146,510 
      
   $408,420 

 

30.SIGNIFICANT SUBSEQUENT EVENTS

 

To enhance operational flexibility via structural adjustments, the board of directors of the Company’s subsidiary, Universal Scientific Industrial Co., Ltd. (“USI”), resolved in January 2015 the spin-off of its investment business as well as capital reduction of NT$16,012,966 thousand by reducing 1,601,297 thousand shares (a reduction ratio of 97.56%), and will assign its investment business to USIINC, a newly established business entity. As the consideration of the business value to be spun-off by USI, USIINC will issue 1,000,000 thousand new ordinary shares to the shareholders of USI. Based on the shareholdings on the record date of the spin-off, the shareholders of USI will receive 609.27 shares of USIINC’s ordinary share in exchange of each 1,000 shares of USI’s ordinary share. The tentative record date of the spin-off is March 6, 2015. After the spin-off, the Company will have control over both USI and USIINC, and the spin-off will not have material impact on the financial position and business operation of the Company.

 

-60-

 

31.SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

 

The significant assets and liabilities denominated in foreign currencies were as follows:

 

  

Foreign Currencies

(In Thousand)

  Exchange Rate 

Carrying Amount

(In Thousand)

          
December 31, 2014         
          
Monetary financial assets         
US$  $2,119,319   US$1=NT$31.65  $67,076,446 
JPY   3,319,802   JPY1=NT$0.2646   878,420 
              
Monetary financial liabilities             
US$   2,131,682   US$1=NT$31.65   67,467,735 
JPY   3,111,135   JPY1=NT$0.2646   823,206 
              
December 31, 2013             
              
Monetary financial assets             
US$   1,924,848   US$1=NT$29.805   57,370,095 
JPY   3,844,089   JPY1=NT$0.2839   1,091,337 
              
Monetary financial liabilities             
US$   1,968,832   US$1=NT$29.805   58,681,038 
JPY   3,386,605   JPY1=NT$0.2839   961,457 

 

32.       OTHERS

 

On December 20, 2013, the Kaohsiung Environmental Protection Bureau (“KEPB”) issued an official letter No. Kao-Shih-Huan-Chu-Tu-Tzu 10243758100 and an administrative sanction letter No. Kao-Shih-Huan-Chu-Shui-Chu-Tzu 30-102-120022 (“the Administrative Decision”). The Administrative Decision was to suspend the operation at ASE K7 Plant's wafer-level process where nickel is used and impose a fine of NT$110,065 thousand, which has been recorded under the line item of other income and expenses for the year ended December 31, 2013. On April 7, 2014, the amount of the fine was amended to NT$109,359 thousand by the KEPB. On January 17, 2014, the Company retained lawyers to file an administrative appeal to nullify the Administrative Decision with the Kaohsiung City Government, but the administrative appeal was dismissed. The Company next retained lawyers to file an administrative complaint to revoke the part of the Administrative Decision pertaining to the fine, and the case is being heard by the Kaohsiung High Administrative Court. As to the suspended operation at ASE K7 Plant's wafer-level process where nickel is used, the KEPB issued official letter No. Kao-Shih-Huan-Chu-Tu-Tzu 10343171000, on December 15, 2014, to grant the resumption.

 

Meanwhile, owing to the event above, on January 3, 2014, the Kaohsiung District Prosecutors Office charged the Company with violation of the Waste Disposal Act and the judgment was handed down on October 20, 2014, in which the Company was fined NT$3,000 thousand, recorded under the line item of other income and expenses for the year ended December 31, 2014, for violation of Article 47 of the Waste Disposal Act. The Company filed an appeal against the judgment, and the case is being heard by the Taiwan High Court's Kaohsiung Branch Court.

 

-61-

 

33.       ADDITIONAL DISCLOSURES

 

Following are the additional disclosures required by the Securities and Futures Bureau for ASE Inc.:

 

a.Financial provided: Please see Table 1 attached;

 

b.Endorsement/guarantees provided: Please see Table 2 attached;

 

c.Marketable securities held (excluding investments in subsidiaries and associates): Please see Table 3 attached;

 

d.Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: Please see Table 4 attached;

 

e.Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: Please see Table 5 attached;

 

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

 

g.Total purchase from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: Please see Table 6 attached;

 

h.Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: Please see Table 7 attached;

 

i.Information about the derivative financial instruments transaction: Please see Note 7;

 

j.Names, locations, and related information of investees over which ASE Inc. exercises significant influence (excluding information on investment in Mainland China): Please see Table 8 attached;

 

k.Information on investment in Mainland China

 

1)The name of the investee in Mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: None;

 

2)Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:

 

a)The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: Please see Table 6 attached;

 

b)The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: None;

 

c)The amount of property transactions and the amount of the resultant gains or losses: No significant transactions;

 

d)The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: None;

 

-62-

 

e)The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds: None;

 

f)Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: None.

 

-63-

 

TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

FINANCINGS PROVIDED

 

FOR THE YEAR ENDED DECEMBER 31, 2014

 

(Amounts In Thousands of New Taiwan Dollars)

 

                            Financing Limits for Financing Company's
      Financial Statement Related Maximum Balance   Amount   Nature for Transaction Reason for Allowance for Collateral Each Borrowing Total Financing
No. Financing Company Counter-party Account Party for the year Ending Balance Actual Drawn Interest Rate Financing Amounts Financing Bad Debt Item Value  Company (Note 1) Amount Limits (Note 2)
1 A.S.E. Holding Limited The Company Other receivables Yes   $ 2,404,365     $ 2,088,900     $ 2,088,900   0.550.57 The need for short-term   $ -   Operating capital   $  -   -   $  -     $ 2,927,288     $ 5,854,576  
                                                                                 
2 J & R Holding Limited The Company Other receivables Yes     8,935,529       7,849,200       7,849,200   0.551.00 The need for short-term     -   Operating capital     -   -     -       9,522,922       19,045,844  
          form related parties                                 financing                                            
                                                                                 
3 ASE Test Limited The Company Other receivables Yes     5,113,080       4,525,950       4,525,950   0.550.57 The need for short-term     -   Operating capital     -   -     -       5,682,061       11,364,122  
          form related parties                                 financing                                            
                                                                                 
4 ASE Test, Inc. The Company Other receivables Yes     4,800,000       4,499,200       4,499,200   0.981.03 The need for short-term     -   Operating capital     -   -     -       5,452,799       10,905,598  
          form related parties                                 financing                                            
                                                                                 
5 J&R Industrial Inc. The Company Other receivables Yes     190,000       190,000       190,000   0.981.03 The need for short-term     -   Operating capital     -   -     -       198,616       397,232  
          form related parties                                 financing                                            
                                                                                 
6 ASE (Korea) Inc. The Company Other receivables Yes     1,582,500       1,582,500       1,582,500   3.153.17 The need for short-term     -   Operating capital     -   -     -       3,017,323       6,034,646  
          form related parties                                 financing                                            
                                                                                 
7 USI Enterprise Limited The Company Other receivables Yes     4,431,000       4,431,000       4,431,000   0.550.57 The need for short-term     -   Operating capital     -   -     -       6,424,787       12,849,573  
          form related parties                                 financing                                            
8 Huntington Holdings The Company Other receivables Yes     1,740,750       1,740,750       1,740,750   0.550.56 The need for short-term     -   Operating capital     -   -     -       7,343,287       14,686,574  
      International Co., Ltd.       form related parties                                 financing                                            
                                                                                 
9 Real Tech Holdings The Company Other receivables Yes     1,675,850       474,750       474,750   0.550.57 The need for short-term     -   Operating capital     -   -     -       6,882,164       13,764,328  
  Limited       form related parties                                 financing                                            
                                                                                 
10 Omniquest Industrial The Company Other receivables Yes     2,548,300       1,424,250       1,424,250   0.550.56 The need for short-term     -   Operating capital     -   -     -       3,218,935       6,437,871  
     Limited       form related parties                                 financing                                            
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 
                                                                                 

 

Note 1: Limit amount of lending to a company shall not exceed 20% of the net worth of the company.

 

Note 2: The total amount of such financing facility shall not exceed 40% of the amount of the net worth of the lending company.

 

-64-

 

TABLE 2

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

ENDORSEMENTS/GUARANTEES PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

      Limits on Endorsement                           Ratio of Accumulated Maximum     Guarantee
  Endorsement/   /Guarantee Amount                   Amount of Endorsement/ Endorsement/Guarantee to Endorsement Guarantee Guarantee Provided to
  Guarantee Provider Guaranteed Party Provided to Each Maximum Balance     Amount Actually Guarantee Collateralized Net Equity per Latest /Guarantee Amount Provided by Provided by Subsidiaries
No. Name Name Nature of Relationship Guaranteed Party (Note 1) for the Year Ending Balance Drawn by Properties   Financial Statement Allowable (Note 2) Parent Company A Subsidiary in Mainland CHINA
0 The Company Anstock Limited 100% voting shares   $ 45,065,086     $ 3,568,862     $ 2,804,922     $ 2,616,614     $ -   1.87   $ 60,086,781   Yes No No
         indirectly owned by             (Note3)       (Note3)                                  
          the Company                                                        
                                                               
    USI Enterprise Limited 99% voting shares     45,065,086       16,758,500       -       -       -   -     60,086,781   Yes No No
       indirectly owned by             (Note3)                                          
          the Company                                                        
                                                               
    Anstock II Limited 100% voting shares     45,065,086       10,100,306       10,100,306       9,585,235       -   6.72     60,086,781   Yes No No
       indirectly owned by             (Note3)       (Note3)                                  
          the Company                                                        
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               
                                                               

 

Note 1: The ceilings on the amounts for any single entity is permitted to make in endorsements/guarantees shall not exceed 30% of total equity of shareholders according to “The Process of make in endorsements/guarantees” of ASE.

 

Note 2: The ceilings on the aggregate amounts are permitted to make in endorsements/guarantees shall not exceed 40% of total equity of shareholders according to “The Process of make in endorsements/guarantees” of ASE.

 

Note 3: Amount was included principal and interest.

 

-65-

 

TABLE 3

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

MARKETABLE SECURITIES HELD

DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

        December 31, 2014  
    Relationship with       Percentage of    
Held Company Name Marketable Securities Type and Name the Company Financial Statement Account Shares/ Units Carrying Value Ownership (%) Fair Value Note
The Company Stock                            
      H&HH Venture Investment Corporation - Available-for-sale financial assets - non-current 4,435,245   $ 21,927   15   $ 21,927    
      H&D Venture Capital Investment Corporation - Available-for-sale financial assets - non-current 3,879,310     22,718   13     22,718    
      Claridy Solutions, Inc. - Available-for-sale financial assets - non-current 12,611     58   -     58    
      Asia Pacifical Emerging Industry Venture Capital Co, Ltd. - Available-for-sale financial assets - non-current 6,000,000     58,491   7     58,491    
      StarChips Technology Inc. - Available-for-sale financial assets - non-current 333,334     -   6     -    
                               
  Bond                            
      AMPI Second Private of Domestic Unsecured - Financial assets at fair value through profit 1,000     100,500   -     100,500    
          Convertible Bonds       or loss - current                        
                               
  Limited Liability Partnership                            
      Ripley Cable Holdings I, L.P. - Available-for-sale financial assets - non-current -       438,953   4     438,953    
                               
  Fund                            
  Mega Diamond Money Market Fund - Available-for-sale financial assets - current 32,504,205     400,007   -     400,007    
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               

-66-

 

TABLE 4

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

        Nature of Beginning Balance Acquisition Disposal Ending Balance
Company Name Marketable Securities Type and Name Financial Statement Account Counter-party Relationship Shares/Units Amount (Note 1) Shares/Units Amount Shares/Units Amount Carrying Value Gain/Loss on Disposal Shares/Units Amount (Note)
The Company Fund                                                                      
  Yuanta De- Bao Money Market Fund Available-for-sale financial assets - current - - 24,719,982     $   290,381   25,536,262     $ 300,000   50,256,244     $ 591,347     $ 590,000     $ 1,347   -     $            -     
  Jih Sun Money Market Available-for-sale financial assets - current - - 20,087,832         290,402   20,749,327       300,000   40,837,159       591,356       590,000       1,356   -                  -     
  UPAMC James Bond Money Market Fund Available-for-sale financial assets - current - - 17,779,195         290,384   18,365,923       300,000   36,145,118       591,318       590,000       1,318   -                  -     
  Franklin Templeton SinoAm Money Market Fund Available-for-sale financial assets - current - - -       -   29,759,838       300,000   29,759,838       300,818       300,000       818   -                  -     
  Mega Diamond Money Market Fund Available-for-sale financial assets - current - - -       -   32,504,205       400,000   -       -       -       -   32,504,205       400,007  
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         

 

Note: Including the adjustment to fair value.

 

-67-

 

TABLE 5

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

ACQUISITION OF INDIVIDUAL REAL ESTATE PROPERTIES AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

              Prior Transaction of Related Counter-party      
Company     Transaction Date     Nature of     Transfer           Purpose of Other
Name Types of Property Transaction Date (Tax excluded) Payment Term Counter-party Relationships Owner Relationships Date Amount Price Reference Acquisition Terms
The Company The Buildings, Located at No. 566 July 10, 2014   $        4,540,086   Paid HC Associate - - -   $  -   Based on independent To facilitate the future   None
      568570 B1 and 572, Sec. 1,        (Tax excluded)                          professional appraisal    production expansion  
      Chung-Hwa Rd., Chungli                                  reports    plan  
      City, Taoyuan County                                    
                                       
  Facilities and equipment of ASE's January 03, 2014~               426,677   There is 104,995 thousand will Aircare Engineering None - - -     -   Request for quotation, Facilities and equipment None
      Kaohsiung factory     December 11, 2014      (Tax excluded)        be paid after acceptance check.     Corp.                  price comparison    expansion  
                                     and price negotiation    
                                       
  The plant and facility construction January 07, 2014~               349,646   There is 4,620 thousand will Hu Hwa Construction Associate - - -     -   Based on independent The wastewater treatment None
    of a new ”green building” project     November 09, 2014      (Tax excluded)        be paid after acceptance check.     Co., Ltd.            professional appraisal    for further construction  
      in Nantze Export Processing Zone,                                  reports, request for      and plant expansion  
      Kaohsiung City                                  quotation, price       
                                     comparison and       
                                     price negotiation    
                                       
  Pumping and drainage works, etc. January 09, 2014~               399,154   There is 114,189 thousand will Kun Lin Engineering None - - -     -   Request for quotation, Facilities and equipment None
       December 23, 2014      (Tax excluded)        be paid after acceptance check.     Co., Ltd.          price comparison    expansion  
                                     and price negotiation    
                                       
  Facilities and equipment of ASE's January 10, 2014~               307,025   There is 95,142 thousand will  Chia Wang Technology None - - -     -   Request for quotation, Facilities and equipment None
      Kaohsiung factory     December 24, 2014      (Tax excluded)        be paid after acceptance check.     Engineering Co., Ltd.          price comparison    expansion  
                                     and price negotiation    
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                       

-68-

 

TABLE 6

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

              Notes/Accounts Payable or Receivable  
      Transaction Details Abnormal Transaction      
Buyer Related Party Relationships Purchases/               Ending Balance % to Total Note
      Sales Amount % to Total Payment Terms Unit Price Payment Terms      
The Company ASE (Shanghai) Inc. Subsidiary Purchases   $ 2,033,164              8   Net 60 days from the end   $  -   -   $ (615,718 )     (8 )   Note
                              of the month of when                              
                              invoice is issued                              
  ASE Electronics Inc. Subsidiary Purchases     2,657,642               10   Net 60 days from the end     -   -     (605,628 )     (7 )   Note
                              of the month of when                              
                              invoice is issued                              
                                                            
  ISE Labs, Inc. Subsidiary Sales     (130,681 )       -   Net 45 days from invoice     -   -     13,192       -     Note
                             date                              
  Universal Scientific Subsidiary Sales     (8,907,167 )       (9 ) Net 60 days from the end     -   -     4,994,846       23     Note
      Industrial Co., Ltd.                           of the month of when                              
                              invoice is issued                              
  ASE Japan Co., Ltd. Subsidiary Sales     (172,358 )     -     Net 60 days from the end     -   -     31,286       -     Note
                              of the month of when                              
                              invoice is issued                              
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         

-69-

 

TABLE 7

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

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

DECEMBER 31, 2014

(Amounts In Thousands of New Taiwan Dollars)

 

        Turnover Overdue Amounts Received Allowance for
Company Name Related Party Relationships Ending Balance Rate Amount Actions Taken in Subsequent Period Bad Debts
The Company Universal Scientific Industrial Co., Ltd. Subsidiary   $ 4,994,846     2   $ 203,068      Continued collection   $ 3,485,786            $    -     
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           
                                           

-70-

 

TABLE 8

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE

FOR THE YEAR ENDED DECEMBER 31, 2014

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

  

        Original Investment Amount Balance as of December 31, 2014 Net Income Share of Profits/Losses  
Investor Company Investee Company Location Main Businesses and Products December 31, 2014 December 31, 2013 Shares Percentage of Ownership Carrying Value (Losses) of
the Investee
of Investee Note
The Company A.S.E. Holding Limited Bermuda Investment activities   US$  283,966  thousand     US$ 283,966  thousand   243,966   100     $ 14,367,500     $ 633,375     $ 621,744   Subsidiary
  J & R Holding Limited Bermuda Investment activities   US$  479,693  thousand     US$ 479,693  thousand   435,128   100       45,150,552       2,304,535       2,129,949   Subsidiary
  ASE Marketing & Service Japan Co., Ltd. Japan Engaged in marketing and sales services   JPY  60,000  thousand     JPY 60,000  thousand   1,200   100       24,972       1,316       1,316   Subsidiary
  Omniquest Industrial Limited British Virgin Islands Investment activities   US$  250,504  thousand     US$ 250,504  thousand   250,504,067   71       11,044,272       736,363       509,186   Subsidiary
  Innosource Limited British Virgin Islands Investment activities   US$  86,000  thousand     US$ 86,000  thousand   86,000,000   100       3,965,686       163,878       160,657   Subsidiary
  HCK Taiwan Engaged in the leasing of real estate properties   $ 390,470     $ 390,470   35,497,273   27       342,138       (40,338 )     (11,016 ) Associate
  HC Taiwan Engaged in the development, construction and     2,845,913       2,845,913   68,629,782   26       1,351,400       884,976       6,159   Associate
          leasing of real estate properties                                                  
                                                         
  USI Taiwan Engaged in the manufacturing, processing and     21,356,967       21,356,967   1,625,015,916   99       36,711,064       3,005,865       2,363,353   Subsidiary
          sale of computers, computer peripherals                                                  
          and related accessories                                                  
                                                         
  ASE Test, Inc. Taiwan Engaged in the testing of semiconductors     20,698,867       20,698,867   851,997,366   100       26,941,503       3,074,899       3,060,691   Subsidiary
  Luchu Development Corporation Taiwan Engaged in the development of real estate properties     1,366,238       1,366,238   131,961,457   67       1,315,326       (1,929 )     (1,294 ) Subsidiary
  AMPI Taiwan Engaged in integrated circuit     178,861        -   33,308,452   18       99,052       (361,860 )     (103,869 ) Associate
  StarChips Technology Inc. Taiwan Engaged in manufacturing, product desing, intellectual property      -       84,000   -   -       -       -       -   Transfer to
           and global transaction                                                 Available-for
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         
                                                         

-71-

 

THE CONTENTS OF STATEMENTS OF MAJOR

 

ACCOUNTING ITEMS

 

ITEM   STATEMENT INDEX
     
MAJOR ACCOUNTING ITEMS IN ASSETS, LIABILITIES AND  EQUITY    
STATEMENT OF CASH   1
STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS - CURRENT   Note 7
STATEMENT OF TRADE RECEIVABLES, NET   2
STATEMENT OF OTHER RECEIVABLES   3
STATEMENT OF INVENTORIES   4
STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD   5
STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT   Note 12
STATEMENT OF CHANGES IN ACCUMULATED DEPRECIATION AND ACCUMULATED IMPAIRMENT OF PROPERTY, PLANT AND EQUIPMENT   Note 12
STATEMENT OF CHANGES IN INTANGIBLE ASSETS   Note 13
STATEMENT OF DEFERRED INCOME TAX ASSETS   Note 20
STATEMENT OF SHORT-TERM BORROWINGS   6
STATEMENT OF LONG-TERM BORROWINGS   7
STATEMENT OF FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS - CURRENT   Note 7
STATEMENT OF TRADE PAYABLES   8
STATEMENT OF OTHER PAYABLES   Note 16, Table 1
STATEMENT OF BONDS PAYABLE   Note 15
MAJOR ACCOUNTING ITEMS IN PROFIT OR LOSS    
STATEMENT OF OPERATING REVENUE   9
STATEMENT OF OPERATING COSTS   10
STATEMENT OF OPERATING EXPENSES   11
STATEMENT OF OTHER INCOME AND EXPENSES, NET   Note 19
STATEMENT OF FINANCE COSTS   Note 19

STATEMENT OF LABOR, DEPRECIATION AND

 

AMORTIZATION BY FUNCTION

 

  Note 19

-72-

 

STATEMENT 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF CASH

DECEMBER 31, 2014

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

 

Item   Description   Amount
         
Cash on hand   Including US$10 thousand @31.65, JPY18 thousand @0.2646, HKD1 thousand @4.08, CNY4 thousand @5.1724 and NT$1,393 thousand   $ 1,739
       
Cash in banks        
Checking accounts and demand deposits       3,616,452
Foreign currency deposits   Including US$223,765 thousand @31.65, JPY1,352,503 thousand @0.2646 and EUR5,102 thousand @38.47  

7,636,326

 

 

 

       
        $ 11,254,517

-73-

 

STATEMENT 2

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF TRADE RECEIVABLES, NET

DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

 

Client Name  Amount  Amount Overdue Over 1 Year
       
Non-Related Parties      
Company A  $1,566,008   $5,368 
Company B   1,770,368    —   
Company C   1,123,332    —   
Others (Note)   12,037,727    4,503 
    16,497,435   $9,871 
           
Less:  Allowance for doubtful accounts   23,931      
           
    16,473,504      
           
Related Parties          
USI   4,994,846      
Others (Note)   87,577      
    5,082,423      
           
   $21,555,927      

 

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

 

-74-

 

STATEMENT 3

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF OTHER RECEIVABLES

DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

 

Item  Amount  Remark
       
Non-Related Parties      
Turnkey transaction  $1,265,351   Mainly from turnkey services.
Others (Note)   148,656    
         
Related Parties   36,699    
         
   $1,450,706    

 

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

 

-75-

 

STATEMENT 4

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

DECEMBER 31, 2014

STATEMENT OF INVENTORIES

(In Thousands of New Taiwan Dollars)

 

 

   Amount

Item

 

 

Cost

 

 

Net Realizable

 

Value

 

       
Raw materials  $3,467,274   $3,459,238 
           
Supplies   316,515    315,209 
           
Work in process   209,411    335,861 
           
Finished goods   245,301    436,799 
           
Materials and supplies in transit   85,167    85,167 
           
   $4,323,668   $4,632,274 

-76-

 

STATEMENT 5

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

FOR THE YEAR ENDED DECEMBER 31, 2014

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

 

  

Balance at January 1, 2014

 

 

Additions (Note 1)

 

 

Decrease (Note 1)

 

 

Balance at December 31, 2014

 

  Fair Value or Net Assets Value (Note 2)   
Investees  Shares  Amount  Shares  Amount  Shares  Amount  Shares  %  Amount  Unit Price  Total Amount  Collateral
                                     
Ordinary Shares                                    
Quoted shares                                    
HC   68,629,782   $1,163,196    —     $188,204    —     $—      68,629,782    26.2   $1,351,400   $20.8   $1,427,499    Nil 
Unquoted shares                                                            
J&R Holding   435,128    41,497,251    —      3,653,301    —      —      435,128    100.0    45,150,552    109,426.7    47,614,609    Nil 
USI   1,422,457,910    25,877,089    202,558,006    10,833,975    —      —      1,625,015,916    99.2    36,711,064    21.7    35,267,918    Nil 
ASE Test, Inc.   585,565,200    23,429,925    266,432,166    3,511,578    —      —      851,997,366    100.0    26,941,503    32.0    27,263,995    Nil 
ASE Holding   243,966    12,969,126    —      1,398,374    —      —      243,966    100.0    14,367,500    59,993.7    14,636,439    Nil 
Omniquest   250,504,067    10,003,686    —      1,040,586    —      —      250,504,067    70.6    11,044,272    45.4    11,367,670    Nil 
Innosource   86,000,000    3,635,314    —      330,372    —      —      86,000,000    100.0    3,965,686    46.2    3,969,201    Nil 
Luchu   131,961,457    1,316,917    —      —      —      1,294    131,961,457    67.1    1,315,623    10.0    1,315,623    Nil 
HCK   39,047,000    353,154    —      —      3,549,727    11,016    35,497,273    27.3    342,138    9.6    342,138    Nil 
ASE MS Japan   1,200    25,316    —      —      —      344    1,200    100.0    24,972    20,810.1    24,972    Nil 
StarChips   2,000,000    47,856    —      —      2,000,000    47,856    —      —      —      —      —      Nil 
AMPI   —      —      33,308,452    100,000    —      948    33,308,452    18.2    99,052    5.6    184,862    Nil 
         120,318,830         21,056,390         61,458              141,313,762        $143,414,926      
                                                             
Less: Deferred gain on transfer of land        300,149         —           —                300,149                
                                                             
Reclassified from investments accounted for using the equity method to treasury shares        1,959,107         —           —                1,959,107                
                                                             
Accumulated Impairment -        47,856         —           47,856              —                  
StarChips                                                            
                                                             
        $118,011,718        $21,056,390        $13,602             $139,054,506                

 

Note 1: The aforementioned changes included share of profit or loss, other comprehensive income and cash dividends received from subsidiaries and associates.

 

Note 2: Fair value represented the closing prices of ordinary shares as of the balance sheet date; net assets value was based on the investees’ financial statements and the Company’s shareholdings.

 

-77-

 

STATEMENT 6

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF SHORT-TERM BORROWINGS

DECEMBER 31, 2014

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

 

Type  Balance at December 31, 2014  Contract Period 

Range of

 

Interest Rates (%)

 

  Loan Commitments  Collateral
                
Unsecured revolving bank loans                   
CITI Bank  $4,098,675   2014.12-2015.01   0.84   US$ 130,000  Nil
Mizuho Bank, Ltd.   2,900,000   2014.12-2015.01   0.98   US$ 150,000  Nil
Bank of America   1,819,200   2014.09-2015.03   0.83-1.10   US$ 100,000  Nil
SMBC Bank   1,020,516   2014.12-2015.01   0.82-0.84   US$ 80,000  Nil
HSBC Bank   580,000   2014.09-2015.01   0.98   US$ 50,000  Nil
Taiwan Bank   474,750   2014.12-2015.03   0.82   US$ 20,000  Nil
Mega Bank   443,100   2014.12-2015.06   0.85   US$ 65,000  Nil
China Construction   300,000   2014.12-2015.01   0.86   US$ 10,000  Nil
Bank                   
   $11,636,241               
                    

-78-

 

STATEMENT 7

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

STATEMENT OF LONG-TERM BORROWINGS

DECEMBER 31, 2014

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

 

      Annual Interest  Balance at December 31, 2014   
Creditor Bank  Amount, Contract Period and Reimbursements  Rate (%)  Current Portion  Non-current Portion  Total  Collateral
                   
Syndicated Bank Loan                  
Taiwan Bank  US$255,000 thousand and repayable in equal semiannually through July 2018.   1.41   $—     $8,070,750   $8,070,750    Nil 
                             
CITI Bank  US$34,286 thousand and repayable in equal semiannually through June 2015.   0.90    1,085,143    —      1,085,143    Nil 
                             
Working capital bank loans                            
Standard Chartered Bank  Repayable at maturity in December 2016.   1.16    —      2,500,000    2,500,000    Nil 
CTBC Bank  Repayable in equal quarterly from July 2016 to July 2018.   1.28    —      1,500,000    1,500,000    Nil 
CTBC Bank  Repayable in equal quarterly from August 2017 to August 2019.   1.28    —      1,500,000    1,500,000    Nil 
Bank of Nova Scotia  US$36,000 thousand and repayable at maturity in January 2016.   1.03    —      1,139,400    1,139,400    Nil 
HSBC Bank  US$34,000 thousand and repayable at maturity in November 2016.   1.10    —      1,076,100    1,076,100    Nil 
Industrial Bank of Taiwan  Repayable in equal quarterly from August 2017 to August 2019.   1.27    —      1,000,000    1,000,000    Nil 
HSBC Bank  Repayable at maturity in November 2016.   1.16    —      800,000    800,000    Nil 
ANZ Bank  Repayable at maturity in August 2016.   1.16    —      500,000    500,000    Nil 
Metrobank  Repayable at maturity in June 2016.   1.15    —      300,000    300,000    Nil 
                             
            1,085,143    18,386,250    19,471,393      
                             
   Less:  Unamortized arrangement fee        —      30,696    30,696      
                             
           $1,085,143   $18,355,554   $19,440,697      

-79-

 

STATEMENT 8

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF TRADE PAYABLES

DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

 

Vendor Name  Amount
Non – Related Party   
NAN YA PRINTED CIRCUIT BOARD CORPORATION  $804,961 
KINSUS INTERCONNECT TECHNOLOGY CORP.   500,131 
UNIMICRON TECHNOLOGY CORP.   449,402 
Others (Note)   5,211,269 
    6,965,763 
      
Related Party     
ASE (Shanghai) Inc.   615,718 
ASE Electronics Inc.   605,629 
Others (Note)   2,403 
    1,223,750 
      
   $8,189,513 
      

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

 

-80-

 

STATEMENT 9

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF OPERATING REVENUE

FOR THE YEAR ENDED DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

 

Item

 

 

Quantity

 

(In Thousands)

 

 

Amount

 

       
Advanced Substrate or Integrated Circuit Leadframes (QFPFlip ChipBGA…, etc.)   13,750,911   $72,880,495 
           
Others (Note)   4,030,676    23,797,605 
           
        $96,678,100 

 

Note: The amount for each individual in others does not exceed 10% of the transaction amount.

 

-81-

 

STATEMENT 10

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF OPERATING COSTS

FOR THE YEAR ENDED DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

 

Item  Amount
    
Raw materials used   
Balance, beginning of year  $2,997,252 
Raw material purchased   26,541,178 
Less: Others   517,887 
Raw materials, end of year   3,467,274 
Transferred to manufacturing or operating expenses   25,553,269 
Direct labor   9,103,321 
Manufacturing expenses   32,346,695 
Manufacturing cost   67,003,285 
Add: Work in process, beginning of year   126,423 
Others   19,389 
Less: Work in process, end of year   209,411 
Cost of finished goods   66,939,686 
Add: Finished goods, beginning of year   218,026 
Less: Finished goods, end of year   245,301 
Others   43,784 
    66,868,627 
Others   448,307 
      
   $67,316,934 

-82-

 

STATEMENT 11

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF OPERATING EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

 

Item 

Selling and Marketing

Expenses

 

General and

Administrative

Expenses

 

Research and

Development

Expenses

  Total
             
Payroll  $86,871   $2,595,137   $3,157,485   $5,839,493 
                     
Sales service charge   920,480    —      —      920,480 
                     
Depreciation   638    163,591    678,865    843,094 
                     
Repair, maintenance and factory supplies   78    128,000    304,052    432,130 
                     
Consumption-Tri Run and indirect material   52    39,127    386,104    425,283 
                     
Professional service fee   13    274,088    101,985    376,086 
                     
Employee insurance   5,155    137,261    226,689    369,105 
                     
Pension   2,851    96,751    125,650    225,252 
                     
Amortization   109    58,476    28,805    87,390 
                     
Others   93,869    1,029,596    463,330    1,586,795 
                     
   $1,110,116   $4,522,027   $5,472,965   $11,105,108 

-83-

 

 

 

 

 

 

Appendix 6

 

Advanced Semiconductor Engineering, Inc. 

2015 Individual Financial Statements and Auditor Report

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Advanced Semiconductor Engineering, Inc.

 

Parent Company Only Financial Statements for the

Years Ended December 31, 2015 and 2014 and

Independent Auditors’ Report

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INDEPENDENT AUDITORS’ REPORT

 

 

The Board of Directors and Shareholders

Advanced Semiconductor Engineering, Inc.

 

We have audited the accompanying balance sheets of Advanced Semiconductor Engineering, Inc. (the “Company”) as of December 31, 2015, December 31, 2014 and January 1, 2014, and the related statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2015 and 2014. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statements of Siliconware Precision Industries Co., Ltd. (“SPIL”) as of December 31, 2015 and for the year then ended were audited by other auditors whose report has been furnished to us, and our opinion, insofar as it relates to the amounts and information disclosed, is based on the report of the other auditors. The accompanying financial statements of the Company include its investments accounted for using the equity method in SPIL of NT$35,423,058 thousand, which was 12% of the Company’s total assets, as of December 31, 2015, and its share of the profit of SPIL of NT$410,937 thousand, which was 2% of the Company’s profit before income tax for the year ended December 31, 2015.

 

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Those regulations and standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits and the report of the other auditors provide a reasonable basis for our opinion.

 

In our opinion, based on our audits and the report of the other auditors, such financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2015, December 31, 2014 and January 1, 2014, and the results of operations and cash flows for the years ended December 31, 2015 and 2014, in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

 

As discussed in Note 3 to the financial statements, the Company has applied the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 version of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC) and Interpretations of IAS (SIC) endorsed by the Financial Supervisory Commission of the Republic of China from January 1, 2015. Therefore, the Company retrospectively applied the aforementioned regulations, standards and interpretations and adjusted the affected items in the financial statements of the preceding periods.

 

-1-

The statements of major accounting items listed in the parent company only financial statements of the Company as of and for the year ended December 31, 2015 are presented for the purpose of additional analysis. Such statements have been subjected to the auditing procedures applied in our audits of the financial statements mentioned above. In our opinion, such statements are consistent in all material respects in relation to the financial statements as a whole.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 16, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notice to Readers

 

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

 

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

 

-2-

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

 

   December 31, 2015  December 31, 2014 (Adjusted) 

January 1, 2014

(Adjusted)

ASSETS  NT$    NT$    NT$ 
                   
CURRENT ASSETS                              
Cash (Notes 4 and 6)  $8,533,346    3   $11,254,517    4   $14,959,268    7 
Financial assets at fair value through profit or loss -                              
 current (Notes 4, 5 and 7)   1,503,196    1    1,990,183    1    302,273    - 
Available-for-sale financial assets - current (Notes 4 and                              
 8)   -    -    400,007    -    2,312,147    1 
Trade receivables, net (Notes 4 and 9)   14,030,441    5    16,473,504    6    12,061,441    6 
Trade receivables from related parties (Note 27)   2,281,805    1    5,082,423    2    2,418,651    1 
Other receivables (Note 4)   1,367,621    -    1,414,007    1    962,907    - 
Other receivables from related parties (Note 27)   161,080    -    36,699    -    46,202    - 
Inventories (Notes 4, 5 and 10)   3,769,108    1    4,323,668    2    3,642,616    2 
Other current assets   485,422    -    508,010    -    303,545    - 
                               
Total current assets   32,132,019    11    41,483,018    16    37,009,050    17 
                               
NON-CURRENT ASSETS                              
Available-for-sale financial assets - non-current (Notes 4 and 8)   473,107    -    542,147    -    592,557    - 
Investments accounted for using the equity method (Notes 3, 4 and 11)   189,994,170    62    139,053,527    53    117,942,583    53 
Property, plant and equipment (Notes 4, 12, 19, 23, 27 and 29)   80,375,695    26    77,640,995    30    63,122,172    29 
Goodwill (Notes 4 and 5)   958,620    1    958,620    -    958,620    - 
Other intangible assets (Notes 4, 5, 13 and 19)   655,689    -    486,192    -    393,759    - 
Deferred tax assets (Notes 3, 4 and 20)   906,821    -    1,019,802    1    1,020,588    1 
Other financial assets - non-current (Note 4)   209,817    -    215,784    -    214,803    - 
Long-term prepayments for lease   80,887    -    195,879    -    19,141    - 
Other non-current assets   156,113    -    131,181    -    72,761    - 
                               
Total non-current assets   273,810,919    89    220,244,127    84    184,336,984    83 
                               
                               
TOTAL  $305,942,938    100   $261,727,145    100   $221,346,034    100 

 

(Continued)

 

-3-

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

 

   December 31, 2015  December 31, 2014 (Adjusted) 

January 1, 2014

(Adjusted)

LIABILITIES AND STOCKHOLDERS’ EQUITY  NT$    NT$    NT$ 
                   
CURRENT LIABILITIES                              
Short-term borrowings (Note 14)  $11,231,973    4   $11,636,241    4   $11,721,924    5 
Commercial papers and bank acceptances payable (Note14)   4,348,054    1    -    -    -    - 
Financial liabilities at fair value through profit or loss - current (Notes 4, 5 and 7)   2,669,605    1    2,540,418    1    1,793,652    1 
Trade payables   6,801,383    2    6,965,763    3    6,239,588    3 
Trade payables to related parties (Note 27)   910,211    1    1,223,750    -    1,074,901    1 
Other payables (Notes 16 and 17)   10,565,591    3    12,352,075    5    7,941,207    4 
Other payables to related parties (Note 27)   40,191,954    13    30,653,624    12    18,107,805    8 
Current tax liabilities (Notes 4 and 20)   1,685,349    1    1,617,605    1    803,419    - 
Current portion of bonds payable (Notes 4 and 15)   12,162,192    4    -    -    -    - 
Current portion of long-term borrowings (Note 14)   -    -    1,085,143    -    1,028,571    - 
Other current liabilities   738,805    -    493,126    -    448,069    - 
                               
Total current liabilities   91,305,117    30    68,567,745    26    49,159,136    22 
                               
NON-CURRENT LIABILITIES                              
Bonds payable (Notes 4 and 15)   13,938,894    5    19,270,613    8    18,152,195    8 
Long-term borrowings (Note 14)   37,424,607    12    18,355,554    7    25,787,145    12 
Deferred tax liabilities (Notes 4 and 20)   3,774,152    1    2,897,155    1    1,892,418    1 
Long-term payables (Note 16)   -    -    -    -    894,150    - 
Net defined benefit liabilities (Notes 3, 4, 5 and 17)   2,287,072    1    2,415,654    1    2,496,350    1 
Other non-current liabilities   297,092    -    1,517    -    19,783    - 
                               
Total non-current liabilities   57,721,817    19    42,940,493    17    49,242,041    22 
                               
Total liabilities   149,026,934    49    111,508,238    43    98,401,177    44 
                               
EQUITY (Notes 3, 4 and 18)                              
Share capital                              
Ordinary shares   79,029,290    26    78,525,378    30    77,560,040    35 
Capital received in advance   156,370    -    189,801    -    620,218    - 
Total share capital   79,185,660    26    78,715,179    30    78,180,258    35 
Capital surplus   23,757,099    8    16,013,058    6    7,920,220    4 
Retained earnings                              
Legal reserve   12,649,145    4    10,289,878    4    8,720,971    4 
Special reserve   3,353,938    -    3,353,938    1    3,663,930    2 
Unappropriated earnings   40,180,986    13    38,737,422    15    26,521,201    12 
Total retained earnings   56,184,069    17    52,381,238    20    38,906,102    18 
Other equity   5,081,689    2    5,068,539    2    (102,616)   - 
Treasury shares   (7,292,513)   (2)   (1,959,107)   (1)   (1,959,107)   (1)
                               
Total equity   156,916,004    51    150,218,907    57    122,944,857    56 
                               
TOTAL  $305,942,938    100   $261,727,145    100   $221,346,034    100 

 

(Concluded)

 

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

 

(With Deloitte & Touche audit report dated March 16, 2016)

 

-4-

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

 

   For the Years Ended December 31
   2015  2014 (Adjusted)
   NT$    NT$ 
             
OPERATING REVENUE (Note 4)  $94,206,807    100   $96,678,100    100 
                     
OPERATING COSTS (Notes 3, 10, 17 and 19)   69,059,001    73    67,301,431    70 
                     
GROSS PROFIT   25,147,806    27    29,376,669    30 
                     
OPERATING EXPENSES (Notes 3, 17 and 19)                    
Selling and marketing expenses   1,100,826    1    1,110,054    1 
General and administrative expenses   4,788,073    5    4,517,187    5 
Research and development expenses   5,366,121    6    5,470,440    5 
                     
Total operating expenses   11,255,020    12    11,097,681    11 
                     
PROFIT FROM OPERATIONS   13,892,786    15    18,278,988    19 
                     
NON-OPERATING INCOME AND EXPENSES                    
Other income (Note 19)   451,354    -    114,369    - 
Other gains, net (Note 19)   722,437    1    8,043    - 
Finance costs (Note 19)   (1,166,632)   (1)   (1,001,974)   (1)
Share of the profit of subsidiaries, associates and joint ventures (Notes 3 and 4)   8,533,407    9    8,761,700    9 
                     
Total non-operating income and expenses   8,540,566    9    7,882,138    8 
                     
PROFIT BEFORE INCOME TAX   22,433,352    24    26,161,126    27 
                     
INCOME TAX EXPENSE (Notes 3, 4, 5 and 20)   2,954,479    3    2,524,604    2 
                     
PROFIT FOR THE YEAR   19,478,873    21    23,636,522    25 
                     
OTHER COMPREHENSIVE INCOME (LOSS)                    
Items that will not be reclassified subsequently to profit or loss:                    
Remeasurement of defined benefits obligation   39,710    -    (27,602)   - 
Share of other comprehensive income of subsidiaries, associates and joint ventures   (119,176)   -    17,528    - 
Income tax relating to items that will not be reclassified subsequently   (6,751)   -    4,693    - 
    (86,217)   -    (5,381)   - 
                     
Items that may be reclassified subsequently to profit or loss:                    
Unrealized gain (loss) on available-for-sale financial assets   (36,166)   -    2,376    - 

 

(Continued)

 

-5-

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

 

   For the Years Ended December 31
   2015  2014 (Adjusted)
   NT$    NT$ 
             
Share of other comprehensive income of subsidiaries, associates and joint ventures  $49,316    -   $5,168,779    5 
    13,150    -    5,171,155    5 
                     
Other comprehensive income (loss) for the year, net of income tax   (73,067)   -    5,165,774    5 
                     
TOTAL COMPREHENSIVE INCOME FOR THE YEAR  $19,405,806    21   $28,802,296    30 
                     
EARNINGS PER SHARE (Note 21)                    
Basic  $2.55        $3.07      
Diluted  $2.44        $2.96      

 

(Concluded)

 

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

 

(With Deloitte & Touche audit report dated March 16, 2016)

 

-6-

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars)

 

                        Other Equity      
                       

Exchange

Differences

 

Unrealized

Gain on

            
   Share Capital     Retained Earnings  on  Available-for-            
  

Shares

(In Thousands)

  Amount 

Capital

Surplus 

  Legal Reserve  Special Reserve 

Unappropriated

Earnings

  Total 

Translating

Foreign Operations

 

sale Financial 

Assets

 

Cash Flow

Hedges 

  Total  Treasury Shares 

Total

Equity

                                        
BALANCE AT JANUARY 1, 2014   7,787,827   $78,180,258   $7,908,870   $8,720,971   $3,663,930   $26,608,253   $38,993,154   $(525,521)  $426,246   $(3,279)  $(102,554)  $(1,959,107)  $123,020,621 
Effect of retrospective application   -    -    11,350    -    -    (87,052)   (87,052)   (62)   -    -    (62)   -    (75,764)
ADJUSTED BALANCE AT JANUARY 1, 2014   7,787,827    78,180,258    7,920,220    8,720,971    3,663,930    26,521,201    38,906,102    (525,583)   426,246    (3,279)   (102,616)   (1,959,107)   122,944,857 
Change in capital surplus from investments in associates accounted for using the equity method   -    -    26,884    -    -    -    -    -    -    -    -    -    26,884 
Profit for the year ended December 31, 2014 (After Adjusted)   -    -    -    -    -    23,636,522    23,636,522    -    -    -    -    -    23,636,522 
Other comprehensive income (loss) for the year ended December 31, 2014, net of income tax (After Adjusted)   -    -    -    -    -    (5,381)   (5,381)   5,067,344    100,532    3,279    5,171,155    -    5,165,774 
Total comprehensive income for the year ended December 31, 2014 (After Adjusted)   -    -    -    -    -    23,631,141    23,631,141    5,067,344    100,532    3,279    5,171,155    -    28,802,296 
Appropriation of 2013 earnings                                                                 
Legal reserve   -    -    -    1,568,907    -    (1,568,907)   -    -    -    -    -    -    - 
Cash dividends distributed by the Company   -    -    -    -    -    (10,156,005)   (10,156,005)   -    -    -    -    -    (10,156,005)
Special reserve   -    -    -    -    (309,992)   309,992    -    -    -    -    -    -    - 
    -    -    -    1,568,907    (309,992)   (11,414,920)   (10,156,005)   -    -    -    -    -    (10,156,005)
Issue of dividends received by subsidiaries from the Company   -    -    188,790    -    -    -    -    -    -    -    -    -    188,790 
Partial disposal of interests in subsidiaries and additional acquisition of majority-owned subsidiaries   -    -    6,877,099    -    -    -    -    -    -    -    -    -    6,877,099 
Issue of ordinary shares under employee share options   73,898    534,921    1,000,065    -    -    -    -    -    -    -    -    -    1,534,986 
                                                                  
ADJUSTED BALANCE AT DECEMBER 31, 2014   7,861,725    78,715,179    16,013,058    10,289,878    3,353,938    38,737,422    52,381,238    4,541,761    526,778    -    5,068,539    (1,959,107)   150,218,907 
                                                                  
Equity component of convertible bonds issued by the Company (Note 18)   -    -    214,022    -    -    -    -    -    -    -    -    -    214,022 
Change in capital surplus from investments in associates and joint ventures accounted for using the equity method   -    -    150    -    -    -    -    -    -    -    -    -    150 
Profit for the year ended December 31, 2015   -    -    -    -    -    19,478,873     19, 478,873     -    -    -    -    -    19,478,873 
Other comprehensive income (loss) for the year  ended December 31, 2015, net of income tax   -    -    -    -    -    (86,217)   (86,217)   (48,191)   61,341    -    13,150    -    (73,067)
Total comprehensive income (loss) for the year ended December 31, 2015   -    -    -    -    -    19,392,656    19,392,656    (48,191)   61,341    -    13,150    -    19,405,806 
Appropriation of 2014 earnings                                                                 
Legal reserve   -    -    -    2,359,267         (2,359,267)   -    -    -    -    -    -    - 
Cash dividends distributed by the Company   -    -    -    -    -    (15,589,825)   (15,589,825)   -    -    -    -    -    (15,589,825)
    -    -    -    2,359,267         (17,949,092)   (15,589,825)   -    -    -    -    -    (15,589,825)
Acquisition of treasury shares   -    -    -    -    -    -    -    -    -    -    -    (5,333,406)   (5,333,406)
Issue of dividends received by subsidiaries from the Company   -    -    292,351    -    -    -    -    -    -    -    -    -    292,351 
Partial disposal of interests in subsidiaries and additional acquisition of majority-owned subsidiaries (Note 11)   -    -    7,197,510    -    -    -    -    -    -    -    -    -    7,197,510 
Changes in percentage of ownership interest in subsidiaries             (564,344)   -    -    -    -    -    -    -    -    -    (564,344)
Issue of ordinary shares under employee share options   48,703    470,481    604,352    -    -    -    -    -    -    -    -    -    1,074,833 
                                                                  
BALANCE AT DECEMBER 31, 2015   7,910,428   $79,185,660   $23,757,099   $12,649,145   $3,353,938   $40,180,986   $56,184,069   $4,493,570   $588,119   $-   $5,081,689   ($7,292,513)  $156,916,004 

 

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

 

(With Deloitte & Touche audit report dated March 16, 2016)

 

-7-

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

 

  

For the Years Ended

December 31

   2015 

2014 

(Adjusted) 

   NT$  NT$
       
CASH FLOWS FROM OPERATING ACTIVITIES          
Profit before income tax  $22,433,352   $26,161,126 
Adjustments for:          
Depreciation expense   14,630,862    12,667,954 
Amortization expense   139,065    109,809 
Net gain on fair value change of financial assets and liabilities at fair value through profit or loss   (2,089,130)   (1,735,649)
Interest expenses   1,136,748    992,542 
Compensation cost of employee share options   89,768    82,408 
Share of profit of subsidiaries, associates and joint venture   (8,533,407)   (8,761,700)
Impairment loss recognized on non-financial assets   374,201    335,797 
Others   1,014,001    1,414,695 
Changes in operating assets and liabilities          
Financial assets held for trading   3,407,552    889,176 
Trade receivables   2,443,202    (4,412,063)
Trade receivables from related parties   2,800,618    (2,663,772)
Other receivables   14,924    (419,790)
Other receivables from related parties   (27,049)   (2,856)
Inventories   279,328    (851,607)
Other current assets   (47,362)   (230,071)
Financial liabilities held for trading   (1,047,740)   (258,775)
Trade payables   (164,380)   726,175 
Trade payables to related parties   (313,539)   148,849 
Other payables   (1,239,689)   1,865,052 
Other payables to related parties   9,176    312,412 
Other current liabilities   44,553    52,772 
Net defined benefit liabilities   (88,872)   (108,298)
    35,266,182    26,314,186 
Dividend received   456,044    87,030 
Interest paid   (709,474)   (644,433)
Income tax paid   (1,903,810)   (706,640)
           
Net cash generated from operating activities   33,108,942    25,050,143 
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Purchase of financial assets designated as at fair value through profit or loss   (22,059,285)   (25,266,850)
Proceeds from disposal of financial assets designated as at fair value through profit or loss   22,404,777    25,430,954 
Purchase of available-for-sale financial assets   (1,322)   (1,941,283)
Proceeds on sale of available-for-sale financial assets   433,165    3,809,325 
Acquisition of equity method investments   (35,673,097)   (100,000)

 

(Continued)

 

-8-

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

 

  

For the Years Ended

December 31

   2015 

2014

(Adjusted)

   NT$  NT$
       
Payments for property, plant and equipment  $(18,106,610)  $(25,859,051)
Proceeds from disposal of property, and plant equipment   114,976    187,058 
Payments for intangible assets   (308,562)   (202,242)
Other investing activities   (18,842)   (282,825)
           
Net cash used in investing activities   (53,214,800)   (24,224,914)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Net repayment of short-term borrowings   (404,268)   (85,683)
Proceeds from commercial papers and bank acceptances payable   4,347,406    - 
Proceeds from issue of convertible bonds   6,136,425    - 
Proceeds from long-term borrowings   36,638,397    28,718,192 
Repayments of long-term borrowings   (19,237,092)   (36,739,806)
Increase in other payables to related parties   9,431,152    12,273,225 
Dividends paid   (15,589,825)   (10,156,005)
Payments for acquisition of treasury shares   (5,333,406)   - 
Proceeds from exercise of employee share options   1,003,789    1,458,088 
Other financing activities   392,109    2,009 
           
Net cash generated (used in) from financing activities   17,384,687    (4,529,980)
           
NET DECREASE IN CASH   (2,721,171)   (3,704,751)
           
CASH, AT THE BEGINNING OF THE YEAR   11,254,517    14,959,268 
           
CASH, AT THE END OF THE YEAR  $8,533,346   $11,254,517 

 

(Concluded)

 

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

 

(With Deloitte & Touche audit report dated March 16, 2016)

 

-9-

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS

(Amounts in Thousands, Unless Stated Otherwise)

 

1.GENERAL INFORMATION

 

Advanced Semiconductor Engineering, Inc. (the “Company”), a corporation incorporated in Nantze Export Processing Zone under the laws of Republic of China (the “ROC”). In August 2004, the Company merged its subsidiaries, ASE (Chung Li) Inc. and ASE Material Inc., and established Chung-Li Branch. In August 2006, the Company spun-off and assigned its substrate production business to ASE Electronics Inc. In January 2011, the Company established Nan-Tou Branch. In May 2012, the Company merged its subsidiary, PowerASE Technology, Inc. In August 2013, the Company merged its subsidiary, Yang Ting Tech Co., Ltd. The Company offers a comprehensive range of semiconductors packaging and testing services.

 

Since July 1989, the Company’s ordinary shares have been listed on the Taiwan Stock Exchange (the “TSE”) under the symbol “2311”. Since September 2000, the Company’s ordinary shares have been traded on the New York Stock Exchange (the “NYSE”) under the symbol “ASX” in the form of American Depositary Shares (“ADS”).

 

The parent company only financial statements are presented in the Company’s functional currency, New Taiwan dollar (NT$).

 

2.APPROVAL OF FINANCIAL STATEMENTS

 

The parent company only financial statements were approved for issue by board of directors on March 16, 2016.

 

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

 

a.Initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 version of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) endorsed by the FSC.

 

Rule No. 1030029342 and Rule No. 1030010325 issued by the FSC on April 3, 2014, stipulated that the Company should apply the 2013 version of IFRS, IAS, IFRIC and SIC (collectively, the “IFRSs”) endorsed by the FSC and the related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers starting January 1, 2015.

 

Except for the following, whenever applied, the initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 version of IFRSs would not have any material impact on the Company’s accounting policies:

 

1)IFRS 12 “Disclosure of Interests in Other Entities”

 

IFRS 12 is a new disclosure standard and is applicable to entities that have interests in subsidiaries, joint arrangements, associates and/or unconsolidated structured entities. In general, the disclosure requirements in IFRS 12 are more extensive than in the current standards.

 

-10-

 

Refer to Note 11 for related disclosures.

 

2)IFRS 13 “Fair Value Measurement”

 

IFRS 13 establishes a single source of guidance for fair value measurements. It defines fair value, establishes a framework for measuring fair value, and requires disclosures about fair value measurements. The disclosure requirements in IFRS 13 are more extensive, for example, quantitative and qualitative disclosures based on the three-level fair value hierarchy currently required for financial instruments only will be extended by IFRS 13 to cover all assets and liabilities within its scope.

 

The fair value measurements under IFRS 13 will be applied prospectively from January 1, 2015. Refer to Note 26 for related disclosures.

 

3)Amendments to IAS 1 “Presentation of Items of Other Comprehensive Income”

 

The amendments to IAS 1 requires items of other comprehensive income to be grouped into those items that (1) will not be reclassified subsequently to profit or loss; and (2) may be reclassified subsequently to profit or loss. Income taxes on related items of other comprehensive income are grouped on the same basis. Under current IAS 1, there were no such requirements.

 

The Company retrospectively applied the above amendments starting in 2015. Items that will not be reclassified subsequently to profit or loss are remeasurements of the defined benefit plans and share of remeasurements of the defined benefit plans of associates accounted for using the equity method. Items that may be reclassified to profit or loss are unrealized gain (loss) on available-for-sale financial assets and share of the other comprehensive income (except the share of the remeasurements of the defined benefit plans) of associates accounted for using the equity method. However, the application of the above amendments will not have any impact on the net profit, other comprehensive income (net of income tax), and total comprehensive income for the period.

 

4)Revision to IAS 19 “Employee Benefits”

 

Revised IAS 19 requires the recognition of changes in defined benefit obligations and in the fair value of plan assets when they occur, and hence eliminates the “corridor approach” permitted under current IAS 19 and accelerate the recognition of past service costs. The revision requires all remeasurements of the defined benefit plans to be recognized immediately through other comprehensive income in order for the net pension asset or liability to reflect the full value of the plan deficit or surplus. Remeasurement of the defined benefit plans is presented separately as other equity.

 

Furthermore, the interest cost and expected return on plan assets used in current IAS 19 are replaced with a “net interest” amount, which is calculated by applying the discount rate to the net defined benefit liability or asset. In addition, the revised IAS 19 introduces certain changes in the presentation of the defined benefit cost, and also includes more extensive disclosures.

 

On initial application of the revised IAS 19, the changes in cumulative employee benefit costs as of January 1, 2014 resulting from the retrospective application are adjusted to deferred tax assets, investments accounted for using the equity method, net defined benefit liabilities, retained earnings, capital surplus and other equity; however, the carrying amount of inventory is not adjusted. In addition, in preparing the parent company only financial statements for the year ended December 31, 2015, the Company elects not to present 2014 comparative information about the sensitivity analysis of the defined benefit obligation.

 

The initial application of the revised IAS 19 has no material impact on the current period. The impact on the prior reporting periods is set out below:

 

-11-

 

   As Originally Stated  Adjustments Arising from Retrospective Application  Adjusted
   NT$  NT$  NT$
          
Impact on Assets, Liabilities and Equity         
          
December 31, 2014               
                
Deferred tax assets  $1,020,403   $(601)  $1,019,802 
Investment accounted for using the equity method   139,054,506    (979)   139,053,527 
Net defined benefit liabilities   2,419,189    (3,535)   2,415,654 
Retained earnings   52,397,278    (16,040)   52,381,238 
Capital surplus   15,995,671    17,387    16,013,058 
Other equity   5,067,931    608    5,068,539 
                
January 1, 2014               
                
Deferred tax assets   1,019,230    1,358    1,020,588 
Investment accounted for using the equity method   118,011,718    (69,135)   117,942,583 
Net defined benefit liabilities   2,488,363    7,987    2,496,350 
Retained earnings   38,993,154    (87,052)   38,906,102 
Capital surplus   7,908,870    11,350    7,920,220 
Other equity   (102,554)   (62)   (102,616)
                
Impact on Total Comprehensive Income               
                
Year ended December 31, 2014               
                
Operating cost   67,316,934    (15,503)   67,301,431 
Operating expense   11,105,108    (7,427)   11,097,681 
Share of profits of subsidiaries, associates and joint ventures   8,736,876    24,824    8,761,700 
Income tax expense   2,520,705    3,899    2,524,604 
Net profit for the year   23,592,667    43,855    23,636,522 
                
Items that will not be reclassified subsequently to profit or loss:               
Remeasurement of defined benefit obligation   (16,194)   (11,408)   (27,602)
Share of profits of subsidiaries, associates and joint ventures   (19,097)   36,625    17,528 
Income tax relating to items that will not be reclassified subsequently   2,753    1,940    4,693 
Impact on comprehensive income for the year, net of income tax   5,137,947    27,827    5,165,774 
Total comprehensive income for the year   28,730,614    71,682    28,802,296 

 

5)Annual Improvements to IFRSs: 2009-2011 Cycle

 

Several standards including IFRS 1 “First-time Adoption of International Financial Reporting Standards”, IAS 1 “Presentation of Financial Statements”, IAS 16 “Property, Plant and Equipment”,

 

-12-

IAS 32 “Financial Instruments: Presentation” and IAS 34 “Interim Financial Reporting” were amended in this annual improvement.

 

The amendments to IAS 1 clarify that an entity is required to present a balance sheet as at the beginning of the preceding period when a) it applies an accounting policy retrospectively, or makes a retrospective restatement or reclassifies items in its financial statements, and b) the retrospective application, restatement or reclassification has a material effect on the information in the balance sheet at the beginning of the preceding period. The amendments also clarify that related notes are not required to accompany the balance sheet at the beginning of the preceding period.

 

The initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the 2013 version of IFRSs in 2015 has material effect on the parent company only balance sheet as of January 1, 2014. In preparing the parent company only financial statements for the year ended December 31, 2015, the Company would present the parent company only balance sheet as of January 1, 2014 in accordance of the above amendments to IAS 1 and disclose related information in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors”, but the Company is not required to make disclosures about the line items of the balance sheet as of January 1, 2014.

 

b.New IFRSs in issue but not yet endorsed by the FSC

 

On March 10, 2016, the FSC announced the scope of the 2016 version of IFRSs to be endorsed and will take effect from January 1, 2017. The scope includes all IFRSs that were issued by the IASB before January 1, 2016 and have effective dates on or before January 1, 2017, which means the scope excludes those that are not yet effective as of January 1, 2017 such as IFRS 9 “Financial Instruments” and IFRS 15 “Revenue from Contracts with Customers” and those with undetermined effective date. In addition, the FSC announced that the Company should apply IFRS 15 starting January 1, 2018. As of the date the parent company only financial statements were approved for issue, the FSC has not announced the effective dates of other new, amended and revised standards and interpretations.

 

The Company has not applied the following New IFRSs issued by the IASB but not yet endorsed by the FSC.

 

New IFRSs 

Effective Date

Announced by IASB (Note 1)

    
Annual Improvements to IFRSs 2010-2012 Cycle  July 1, 2014 or transactions on or after July 1, 2014
Annual Improvements to IFRSs 2011-2013 Cycle  July 1, 2014
Annual Improvements to IFRSs 2012-2014 Cycle  January 1, 2016 (Note 2)
IFRS 9 “Financial Instruments”  January 1, 2018
Amendments to IFRS 9 and IFRS 7 “Mandatory Effective Date of IFRS 9 and Transition Disclosures”  January 1, 2018
Amendment to IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”  To be determined by IASB
Amendments to IFRS 12 and IAS 28 “Investment Entities:  Applying the Consolidation Exception”  January 1, 2016
Amendment to IFRS 11 “Accounting for Acquisitions of Interests in Joint Operations”  January 1, 2016
IFRS 14 “Regulatory Deferral Accounts”  January 1, 2016
IFRS 15 “Revenue from Contracts with Customers”  January 1, 2018
IFRS 16 “Leases”  January 1, 2019
Amendment to IAS 1 “Disclosure Initiative”  January 1, 2016
Amendment to IAS 7 “Disclosure Initiative”  January 1, 2017

 

(Continued)

 

-13-

New IFRSs 

Effective Date

Announced by IASB (Note 1)

    
Amendments to IAS 12 “Recognition of Deferred Tax Assets for Unrealized Losses”  January 1, 2017
Amendments to IAS 16 and IAS 38 “Clarification of Acceptable Methods of Depreciation and Amortization”  January 1, 2016
Amendments to IAS 16 and IAS 41 “Agriculture:  Bearer Plants”  January 1, 2016
Amendment to IAS 19 “Defined Benefit Plans:  Employee Contributions”  July 1, 2014
Amendment to IAS 36 “Impairment of Assets:  Recoverable Amount Disclosures for Non-financial Assets”  January 1, 2014
Amendment to IAS 27 “Equity Method in Separate Financial Statements”  January 1, 2016
Amendment to IAS 39 “Novation of Derivatives and Continuation of Hedge Accounting”  January 1, 2014
IFRIC 21 “Levies”  January 1, 2014

(Concluded)

 

Note 1:     Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

 

Note 2:     The amendment to IFRS 5 is applied prospectively to changes in a method of disposal that occur in annual periods beginning on or after January 1, 2016; the remaining amendments are effective for annual periods beginning on or after January 1, 2016.

 

The initial application of the above New IFRSs, whenever applied, would not have any material impact on the Company’s accounting policies, except for the following:

 

1)IFRS 9 “Financial Instruments”

 

Recognition and measurement of financial assets

 

With regards to financial assets, all recognized financial assets that are within the scope of IAS 39 “Financial Instruments: Recognition and Measurement” are subsequently measured at amortized cost or fair value. Under IFRS 9, the requirement for the classification of financial assets is stated below:

 

For the Company’s debt instruments that have contractual cash flows that are solely payments of principal and interest on the principal amount outstanding, their classification and measurement are as follows:

 

a)For debt instruments, if they are held within a business model whose objective is to collect the contractual cash flows, the financial assets are measured at amortized cost and are assessed for impairment continuously with impairment loss recognized in profit or loss, if any. Interest revenue is recognized in profit or loss by using the effective interest method;

 

b)For debt instruments, if they are held within a business model whose objective is achieved by both the collecting of contractual cash flows and the selling of financial assets, the financial assets are measured at fair value through other comprehensive income (FVTOCI) and are assessed for impairment. Interest revenue is recognized in profit or loss by using the effective interest method, and other gain or loss shall be recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses. When the debt instruments are derecognized or reclassified, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss.

 

-14-

 

Except for above, all other financial assets are measured at fair value through profit or loss. However, the Company make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading) in other comprehensive income, with only dividend income generally recognized in profit or loss. No subsequent impairment assessment is required, and the cumulative gain or loss previously recognized in other comprehensive income cannot be reclassified from equity to profit or loss.

 

The impairment of financial assets

 

IFRS 9 requires that impairment loss on financial assets is recognized by using the “Expected Credit Losses Model”. The credit loss allowance is required for financial assets measured at amortized cost, financial assets mandatorily measured at FVTOCI, lease receivables, contract assets arising from IFRS 15 “Revenue from Contracts with Customers”, certain written loan commitments and financial guarantee contracts. A loss allowance for the 12-month expected credit losses is required for a financial asset if its credit risk has not increased significantly since initial recognition. A loss allowance for full lifetime expected credit losses is required for a financial asset if its credit risk has increased significantly since initial recognition and is not low. However, a loss allowance for full lifetime expected credit losses is required for trade receivables that do not constitute a financing transaction.

 

For purchased or originated credit-impaired financial assets, the Company takes into account the expected credit losses on initial recognition in calculating the credit-adjusted effective interest rate. Subsequently, any changes in expected losses are recognized as a loss allowance with a corresponding gain or loss recognized in profit or loss.

 

Hedge accounting

 

The main changes in hedge accounting amended the application requirements for hedge accounting to better reflect the entity’s risk management activities. Compared with IAS 39, the main changes include: (1) enhancing types of transactions eligible for hedge accounting, specifically broadening the risk eligible for hedge accounting of non-financial items; (2) changing the way hedging derivative instruments are accounted for to reduce profit or loss volatility; and (3) replacing retrospective effectiveness assessment with the principle of economic relationship between the hedging instrument and the hedged item.

 

2)Amendment to IAS 36 “Recoverable Amount Disclosures for Non-financial Assets”

 

In issuing IFRS 13 “Fair Value Measurement”, the IASB made consequential amendment to the disclosure requirements in IAS 36 “Impairment of Assets”, introducing a requirement to disclose in every reporting period the recoverable amount of an asset or each cash-generating unit. The amendment clarifies that such disclosure of recoverable amounts is required only when an impairment loss has been recognized or reversed during the period. Furthermore, the Company is required to disclose the discount rate used in measurements of the recoverable amount based on fair value less costs of disposal measured using a present value technique.

 

3)IFRS 15 “Revenue from Contracts with Customers”

 

IFRS 15 establishes principles for recognizing revenue that apply to all contracts with customers, and will supersedes IAS 18 “Revenue”, IAS 11 “Construction Contracts” and a number of revenue-related interpretations from January 1, 2017.

 

When applying IFRS 15, an entity shall recognize revenue by applying the following steps:

 

Identify the contract with the customer;

 

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Identify the performance obligations in the contract;

 

Determine the transaction price;

 

Allocate the transaction price to the performance obligations in the contracts; and

 

Recognize revenue when the entity satisfies a performance obligation.

 

When IFRS 15 is effective, the Company may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this Standard recognized at the date of initial application.

 

4)Amendment to IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”

 

The amendments stipulated that, when the Company sells or contributes assets that constitute a business (as defined in IFRS 3) to an associate or joint venture, the gain or loss resulting from the transaction is recognized in full. Also, when the Company loses control of a subsidiary that contains a business but retains significant influence or joint control, the gain or loss resulting from the transaction is recognized in full.

 

Conversely, when the Company sells or contributes assets that do not constitute a business to an associate or joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated. Also, when the Company loses control of a subsidiary that does not contain a business but retains significant influence or joint control in an associate or a joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the unrelated investors’ interest in the associate or joint venture, i.e. the entity’s share of the gain or loss is eliminated.

 

5)IFRS 16 “Leases”

 

IFRS 16 sets out the accounting standards for leases that will supersede IAS 17 and a number of related interpretations.

 

Under IFRS 16, if the Company is a lessee, it shall recognize right-of-use assets and lease liabilities for all leases on the parent company only balance sheets except for low-value and short-term leases. The Company may elect to apply the accounting method similar to the accounting for operating lease under IAS 17 to the low-value and short-term leases. On the parent company only statements of comprehensive income, the Company should present the depreciation expense charged on the right-of-use asset separately from interest expense accrued on the lease liability; interest is computed by using effective interest method. On the parent company only statements of cash flows, cash payments for the principal portion of the lease liability are classified within financing activities; cash payments for interest portion are classified within operating activities.

 

The application of IFRS 16 is not expected to have a material impact on the accounting of the Company as lessor.

 

When IFRS 16 becomes effective, the Company may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of the initial application of this Standard recognized at the date of initial application.

 

6)Amendments to IAS 12 “Recognition of Deferred Tax Assets for Unrealized Losses”

 

The amendment clarifies that the difference between the carrying amount of the debt instrument measured at fair value and its tax base gives rise to a temporary difference, even though there are

 

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unrealized losses on that asset, irrespective of whether the Company expects to recover the carrying amount of the debt instrument by sale or by holding it and collecting contractual cash flows.

 

In addition, in determining whether to recognize a deferred tax asset, the Company should assess a deductible temporary difference in combination with all of its other deductible temporary differences, unless the tax law restricts the utilization of losses to deduction against income of a specific type, in which case, a deductible temporary difference is assessed in combination only with other deductible temporary differences of the appropriate type. The amendment also stipulates that, when determining whether to recognize a deferred tax asset, the estimate of probable future taxable profit may include some of the Company’s assets for more than their carrying amount if there is sufficient evidence that it is probable that the Company will achieve this, and that the estimate for future taxable profit should exclude tax deductions resulting from the reversal of deductible temporary differences.

 

Except for the above impact, as of the date the parent company only financial statements were approved for issue, the Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the Company’s financial position and results of operations, and will disclose the relevant impact when the assessment is completed.

 

4.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

a.Statement of Compliance

 

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

 

b.Basis of Preparation

 

The accompanying parent company only financial statements have been prepared on the historical cost basis except for certain financial instruments that are measured at fair value.

 

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

 

1)Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

 

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

 

3)Level 3 inputs are unobservable inputs for the asset or liability.

 

When preparing the parent company only financial statements, the Company used equity method to account for its investment in subsidiaries, associates and joint ventures. In order for the amount of the net profit for the year, other comprehensive income for the year and total equity in the parent company only financial statements to be the same with the amounts attributable to owners of the Company in its consolidated financial statements, adjustments arising from the differences in accounting treatment between parent company only basis and consolidated basis were made to investments accounted for using the equity method, share of profit or loss of subsidiaries, associates and joint ventures and share of other comprehensive income of subsidiaries, associates and joint ventures in the parent company only financial statements.

 

c.Classification of Current and Non-current Assets and Liabilities

 

Current assets include cash and those assets held primarily for trading purposes or to be realized within

 

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twelve months after the balance sheet date, unless the asset is to be used for an exchange or to settle a liability, or otherwise remains restricted, at more than twelve months after the balance sheet date. Current liabilities are obligations incurred for trading purposes or to be settled within twelve months after the balance sheet date and liabilities that do not have an unconditional right to defer settlement for at least twelve months after the balance sheet date. Assets and liabilities that are not classified as current are classified as non-current.

 

d.Foreign Currencies

 

In preparing the parent company only financial statements, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

 

Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

 

Exchange differences arising on the retranslation of non-monetary assets (such as equity instruments) or liabilities measured at fair value are included in profit or loss for the period at the rates prevailing at the balance sheet date except for exchange differences arising on the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

 

For the purposes of presenting the parent company only financial statements, the assets and liabilities of the Company’s foreign operations (including subsidiaries, associates and joint ventures operating in other countries or using currencies that are different from the Company’s) are translated into New Taiwan dollars using exchange rates prevailing at each balance sheet date. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising are recognized in other comprehensive income.

 

e.Inventories

 

Inventories, including raw materials (materials received from customers for processing, mainly semiconductor wafers, are excluded from inventories as title and risk of loss remain with the customers), supplies, work in process, finished goods, and materials and supplies in transit are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except for those that may be appropriate to group items of similar or related inventories. Net realizable value is the estimated selling prices of inventories less all estimated costs of completion and estimated costs necessary to make the sale. Raw materials and supplies are recorded at moving average cost while work in process and finished goods are recorded at standard cost.

 

f.Investment in subsidiaries

 

Investment in subsidiaries is accounted for using the equity method. A subsidiaries is an entity that is controlled by the company.

 

Under the equity method, an investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of profit or loss and other comprehensive income of the subsidiary as well as the distribution received. The Company also recognized its share of the changes in other equity of the subsidiaries.

 

Changes in the Company’s ownership interests in subsidiaries that do not result in the Company’s losing control over the subsidiaries are accounted for as equity transactions. Any difference between the

 

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carrying amount of the investment and the fair value of the consideration paid or received is recognized directly in equity.

 

Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of subsidiaries at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Company’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.

 

Profits and losses from downstream transactions with subsidiaries are eliminated in full. Profits and losses from upstream with subsidiaries and sidestream transactions between subsidiaries are recognized in the Company’s parent company only financial statements only to the extent of interests in the subsidiaries that are not related to the Company.

 

g.Investments in associates and joint ventures

 

An associate is an entity over which the Company has significant influence and that is neither a subsidiary nor an interest in a joint venture. Joint venture is a joint arrangement whereby the Company and other parties that have joint control of the arrangement have rights to the net assets of the arrangement.

 

The Company uses the equity method to account for its investments in associates and joint ventures.

 

Under the equity method, investments in an associate and a joint venture are initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the associate and joint venture. The Company also recognizes the changes in the Company’s share of equity of associates and joint venture.

 

Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of an associate or a joint venture at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized.

 

Gains and losses resulting from upstream, downstream and sidestream transactions between the Company and its associates or joint ventures are recognized in the Company’s parent company only financial statements only to the extent of interests in the associates or joint ventures that are not related to the Company.

 

h.Property, Plant and Equipment

 

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

 

Properties in the course of construction for production, supply or administrative purposes are carried at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such properties are classified to the appropriate categories of property, plant and equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.

 

Freehold land is not depreciated.

 

Depreciation on property, plant and equipment is recognized using the straight-line method. The estimated useful lives, residual values and depreciation method are reviewed at each balance sheet date, with the effect of any changes in estimate accounted for on a prospective basis.

 

On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.

 

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i.Goodwill

 

Goodwill arising from an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment loss.

 

For the purposes of impairment testing, goodwill is allocated to each of the Group’s cash-generating units or groups of cash-generating units (referred to as cash-generating units) that are expected to benefit from the synergies of the combination.

 

A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired, by comparing its carrying amount, including the attributed goodwill, with its recoverable amount. However, if the goodwill allocated to a cash-generating unit was acquired in a business combination during the current annual period, that unit shall be tested for impairment before the end of the current annual period. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss is recognized directly in profit or loss. An impairment loss recognized for goodwill is not reversed in subsequent periods.

 

j.Other Intangible Assets

 

Other intangible assets with finite useful lives acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment. Other intangible assets are amortized using the straight-line method over their estimated useful lives. The estimated useful lives, residual value and amortization methods are reviewed at each balance sheet date, with the effect of any changes in estimate being accounted for on a prospective basis.

 

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset are recognized in profit or loss.

 

k.Impairment of Tangible and Intangible Assets Other than Goodwill

 

At each balance sheet date, the Company reviews the carrying amounts of its tangible and intangible assets, excluding goodwill (see above), to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

 

When an impairment loss is subsequently reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

 

l.Financial Instruments

 

Financial assets and financial liabilities are recognized when a group entity becomes a party to the contractual provisions of the instruments. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial

 

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liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

 

1)Financial assets

 

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

 

a)Measurement category

 

The classification of financial assets held by the Company depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.

 

i.Financial assets at fair value through profit or loss (“FVTPL”)

 

Financial assets are classified as at FVTPL when the financial assets are either held for trading or they are designated as at FVTPL.

 

A financial asset other than a financial asset held for trading may be designated as at FVTPL upon initial recognition if:

 

Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or

 

The financial asset forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Company’s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or

 

It forms part of a contract containing one or more embedded derivatives, and IAS 39 permits the entire combined contract to be designated as at FVTPL.

 

Financial assets at FVTPL are stated at fair value with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any dividend or interest earned on the financial asset.

 

Fair value is determined in the manner described in Note 26.

 

ii.Available-for-sale financial assets

 

Available-for-sale financial assets are non-derivatives that are either designated as available-for-sale or are not classified as (a) loans and receivables, (b) held-to-maturity investments or (c) financial assets at fair value through profit or loss.

 

Available-for-sale financial assets are stated at fair value at each balance sheet date. Changes in the carrying amount of available-for-sale monetary financial assets relating to changes in foreign currency rates, interest income calculated using the effective interest method and dividends on available-for-sale equity investments are recognized in profit or loss. Other changes in the carrying amount of available-for-sale financial assets are recognized in other comprehensive income and accumulated under the heading of unrealized gain (loss) on available-for-sale financial assets. When the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in the unrealized gain (loss) on available-for-sale financial assets is reclassified to profit or loss.

 

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Dividends on available-for-sale equity instruments are recognized in profit or loss when the Company’s right to receive the dividends is established.

 

iii.Loans and receivables

 

Loans and receivables including cash, trade receivables, other receivables, other financial assets and debt investments with no active market are measured at amortized cost using the effective interest method, less any impairment. Interest income is recognized by applying the effective interest rate, except for short-term receivables when the effect of discounting is immaterial.

 

b)Impairment of financial assets

 

Financial assets, other than those at FVTPL, are assessed for indicators of impairment at each balance sheet date. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial assets, the estimated future cash flows of the investments have been affected.

 

For financial assets carried at amortized cost, such as trade receivables and other receivables, assets that are assessed not to be impaired individually are, further, assessed for impairment on a collective basis. The Company assesses the collectability of receivables based on the Company’s past experience of collecting payments and observable changes that correlate with default on receivables.

 

For financial assets carried at amortized cost, the amount of the impairment loss recognized is the difference between the assets’ carrying amounts and the present value of estimated future cash flows, discounted at the financial assets’ original effective interest rates. If, in a subsequent period, the amount of the impairment loss decreases and the decreases can be objectively related to an event occurring after the impairment loss recognized, the previously recognized impairment loss is reversed either directly or by adjusting an allowance account through profit or loss. The reversal shall not result in carrying amounts of financial assets that exceed what the amortized cost would have been at the date the impairment is reversed.

 

When an available-for-sale financial asset is considered to be impaired, cumulative gains or losses previously recognized in other comprehensive income are reclassified to profit or loss in the period. In respect of available-for-sale equity securities, impairment loss previously recognized in profit or loss are not reversed through profit or loss. Any increase in fair value subsequent to an impairment loss is recognized in other comprehensive income and accumulated under the heading of unrealized gain (loss) on available-for-sale financial assets.

 

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables where the carrying amount is reduced through the use of an allowance account. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognized in profit or loss except for uncollectible trade receivables that are written off against the allowance account.

 

c)Derecognition of financial assets

 

The Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income and accumulated in equity is recognized in profit or loss.

 

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2)Equity instruments

 

Debt and equity instruments issued by the company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

 

Equity instruments issued by the company are recognized at the proceeds received, net of direct issue costs.

 

Repurchase of the Company’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

 

3)Financial liabilities

 

Financial liabilities are measured either at amortized cost using the effective interest method or at FVTPL. Financial liabilities measured at FVTPL are held for trading.

 

Financial liabilities at FVTPL are stated at fair value, with any gain or loss arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any interest or dividend paid on the financial liability. Fair value is determined in the manner described in Note 26.

 

The Company derecognizes financial liabilities when, and only when, the Company’s obligations are discharged, cancelled or they expire. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

 

4)Derivative financial instruments

 

Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at each balance sheet date. The resulting gain or loss is recognized in profit or loss immediately. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as financial liabilities.

 

Derivatives embedded in non-derivative host contracts are treated as separate derivatives when they meet the definition of a derivative, their risks and characteristics are not closely related to those of the host contracts and the contracts are not measured at FVTPL.

 

5)Convertible bonds

 

a)Convertible bonds contain conversion option classified as an equity

 

The component parts of compound instruments (convertible bonds) issued by the Company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

 

On initial recognition, the fair value of the liability component is estimated using the prevailing market interest rate for similar non-convertible instruments. This amount is recorded as a liability on an amortized cost basis using the effective interest method until extinguished upon conversion or the instrument’s maturity date. Any embedded derivative liability is measured at fair value.

 

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The conversion option classified as equity is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognized and included in equity, net of income tax effects, and is not subsequently remeasured. In addition, the conversion option classified as equity will remain in equity until the conversion option is exercised, in which case, the balance recognized in equity will be transferred to capital surplus - share premium. When the conversion option remains unexercised at maturity, the balance recognized in equity will be transferred to capital surplus - share premium.

 

Transaction costs that relate to the issue of the convertible bonds are allocated to the liability and equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to the equity component are recognized directly in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component.

 

b)Convertible bonds contain conversion option classified as a liability

 

The conversion options component of the convertible bonds issued by the Company that will be settled other than by the exchange of a fixed amount of cash or other financial asset for a fixed number of the Company’s own equity instruments is classified as derivative financial liabilities.

 

On initial recognition, the derivative financial liabilities component of the convertible bonds is recognized at fair value, and the initial carrying amount of the component of non-derivative financial liabilities is determined by deducting the amount of derivative financial liabilities from the fair value of the hybrid instrument as a whole. In subsequent periods, the non-derivative financial liabilities component of the convertible bonds is measured at amortized cost using the effective interest method. The derivative financial liabilities component is measured at fair value and the changes in fair value are recognized in profit or loss.

 

Transaction costs that relate to the issue of the convertible bonds are allocated to the derivative financial liabilities component and the non-derivative financial liabilities component in proportion to their relative fair values. Transaction costs relating to the derivative financial liabilities component are recognized immediately in profit or loss. Transaction costs relating to the non-derivative financial liabilities component are included in the carrying amount of the liability component.

 

m.Revenue Recognition

 

Revenue is measured at the fair value of the consideration received or receivable take into account of estimated customer returns, rebates and other similar allowances.

 

1)Sale of goods

 

Revenue from the sale of goods is recognized when the goods are delivered and titles have passed, at the time all the following conditions are satisfied:

 

The Company has transferred to the buyer the significant risks and rewards of ownership of the goods;

 

The Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

 

The amount of revenue can be reliably measured;

 

It is probable that the economic benefits associated with the transaction will flow to the Company; and

 

The costs incurred or to be incurred in respect of the transaction can be reliably measured.

 

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2)Rendering of services

 

Service income is recognized when services are rendered.

 

3)Dividend and interest income

 

Dividend income from investments is recognized when the shareholder’s right to receive payment has been established, provided that it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably.

 

Interest income from a financial asset is recognized when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.

 

n.Leasing

 

Operating lease income or payments are recognized as revenue or expenses on a straight-line basis over the lease term.

 

o.Borrowing Costs

 

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All other borrowing costs are recognized in profit or loss in the period in which they are incurred.

 

p.Retirement Benefit Costs

 

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

 

Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost and past service cost) and net interest on the net defined benefit liability (asset) are recognized as employee benefits expense in the period they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

 

Net defined benefit liability (asset) represents the actual deficit (surplus) in the Company’s defined benefit plan. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

 

q.Employee share options

 

Employee share options granted to employees are measured at the fair value at the grant date. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the Company’s best estimate of the number of options that are expected to ultimately vest, with a corresponding increase in capital surplus - employee share options. It is recognized as an expense in full at the grant date if vesting immediately.

 

At each balance sheet date, the Company reviews its estimate of the number of employee share options expected to vest. The impact of the revision of the original estimates is recognized in profit or loss

 

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such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the capital surplus - employee share options.

 

Employee share options granted by the Company to its subsidiaries’ employees are accounted for as investments by the Company to its subsidiaries. The employee share options granted are measured at fair value at the grant dates and recorded as increases in the carrying amount of the investments in subsidiaries and the capital surplus-employee share option during the vesting periods.

 

r.Taxation

 

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

 

1)Current tax

 

Income tax on unappropriated earnings (excluding earnings from foreign consolidated subsidiaries) at a rate of 10% is expensed in the year the earnings arise and adjusted to the extent that distributions are approved by the shareholders in the following year.

 

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

 

2)Deferred tax

 

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the parent company only financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences and unused tax credits that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

 

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries except where the Company is able to control the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future.

 

The carrying amounts of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of deferred tax assets to be utilized. A previously unrecognized deferred tax asset is also reviewed at each balance sheet date and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

 

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which assets are realized or the liabilities are settled. The measurement of deferred tax assets and liabilities reflects the tax consequences that would follow from the manner in which the Company expects, at the balance sheet date, to recover or settle the carrying amounts of its assets and liabilities.

 

3)Current and deferred tax for the year

 

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

 

-26-

5.CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

 

In the application of the Company’s accounting policies, which are described in Note 4, management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

Impairment of Goodwill

 

Determining whether goodwill is impaired requires an estimation of the value in use of the cash-generating units to which goodwill has been allocated. The value in use calculation requires management to estimate the future cash flows expected to arise from cash-generating units and suitable discount rates in order to calculate its present value. When the actual future cash flows are less than expected, a material impairment loss may arise.

 

Impairment of Tangible and Intangible Assets Other than Goodwill

 

In evaluating the impairment of tangible and intangible assets other than goodwill, the Company is required to make subjective judgments in determining the independent cash flows, useful lives, expected future revenue and expenses related to the specific asset groups with the consideration of its usage patterns and the nature of semiconductor industry. Any changes in these estimates based on changed economic conditions or business strategies could result in significant impairment charges in future periods.

 

Valuation of Inventory

 

Inventories are stated at the lower of cost or net realizable value and the net realizable value of inventory at balance sheet date is determined based on Company’s judgments and estimates.

 

Due to the rapid technology changes, the Company estimates the net realizable value of inventory for obsolescent and unmarketable items at balance sheet date and then writes down the cost of inventories to net realizable value. There may be significant changes in the net realizable value of inventories due to assumptions of future demand within a specific time period.

 

Income Taxes

 

The reliability of deferred tax assets mainly depends on whether sufficient future profits or taxable temporary differences will be available. In cases where the actual future profits generated are less than expected, a material reversal of deferred tax assets may arise, which would be recognized in profit or loss for the period in which such a reversal takes place.

 

Recognition and Measurement of Defined Benefit Plans

 

Accrued pension liabilities and the resulting pension expenses under defined benefit pension plans are calculated using the Projected Unit Credit Method. Actuarial assumptions comprise discount rates and expected rates of salary increase. Changes in economic circumstances and market conditions will affect these assumptions and may have a material impact on the amount of the expense and the liability.

 

-27-

Fair Value Measurements and Valuation Processes of Derivatives and Other Financial Instruments

 

As disclosed in Note 26, the Company’s management uses its judgments applying appropriate valuation techniques commonly applied by market practitioners. The assumptions applied are based on observable quoted market prices, foreign exchange rates and interest rates to the extent it is available. The fair value of unquoted equity instruments is estimated based on the assumptions supported by unobservable market prices and interest rates which are disclosed in Note 26. The Company’s management believes that the valuation techniques and the assumptions applied are appropriate in determining the fair value of financial instruments.

 

6.CASH

 

   December 31
   2015  2014
   NT$  NT$
       
Cash on hand  $1,657   $1,739 
Checking accounts and demand deposits   8,531,689    11,252,778 
           
   $8,533,346   $11,254,517 

 

7.FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

 

   December 31
   2015  2014
   NT$  NT$
       
Financial assets designated as at FVTPL          
           
Private-placement convertible bonds  $100,500   $100,500 
           
Financial assets held for trading          
           
Swap contracts   1,389,931    1,888,449 
Forward exchange contracts   7,745    1,234 
Foreign currency option contracts   5,020    - 
    1,402,696    1,889,683 
           
   $1,503,196   $1,990,183 
           
Financial liabilities held for trading          
           
Conversion option, redemption option and put option of convertible bonds (Note 15)  $2,632,565   $2,520,606 
Forward exchange contracts   22,045    6,086 
Swap contracts   14,876    13,726 
Interest rate swap contracts   119    - 
           
   $2,669,605   $2,540,418 

 

The Company invested in private-placement convertible bonds which included embedded derivative instruments and were not closely related to the host contracts. The Company designated the entire contracts as financial assets at FVTPL on initial recognition.

 

-28-

 

At each balance sheet date, the outstanding swap contracts not accounted for hedge accounting were as follows:

 

      Notional Amount
Currency  Maturity Period  (In Thousands)
       
December 31, 2015      
       
Sell NT$/Buy US$   2016.01-2016.12   NT$55,220,316/US$1,731,334
Sell US$/Buy NT$   2016.01   US$26,000/NT$849,486
Sell US$/Buy CNY   2016.03   US$53,734/CNY349,800
         
December 31, 2014        
         
Sell NT$/Buy US$   2015.01-2015.12   NT$35,919,205/US$1,200,000
Sell US$/Buy NT$   2015.01   US$44,000/NT$1,386,200

 

At each balance sheet date, the outstanding forward exchange contracts not accounted for hedge accounting were as follows:

 

      Notional Amount
Currency  Maturity Period  (In Thousands)
       
December 31, 2015      
       
Sell US$/Buy JPY   2016.01   US$14,000/JPY1,713,388
Sell US$/Buy NT$   2016.01-2016.03   US$121,000/NT$3,971,877
         
December 31, 2014        
         
Sell US$/Buy JPY   2015.01   US$16,600/JPY1,967,144

 

As of December 31, 2015 the outstanding foreign currency option contracts not accounted for hedge accounting were as follows:

 

      Notional Amount
Currency  Maturity Period  (In Thousands)
       
Buy US$ Put/CNY Call   2016.03   US$20,000/CNY131,600

 

As of December 31, 2015 the outstanding interest rate swap contracts not accounted for hedge accounting were as follows:

 

Notional Amount

(In Thousands)

  Maturity Period  Range of Interest Rates Paid  Range of Interest Rates Received
          
NT$1,000,000   2016.10  

4.6%

(Fixed) 

  0.0%~5.0% (Floating)

 

-29-

8.AVAILABLE-FOR-SALE FINANCIAL ASSETS

 

   December 31
   2015  2014
   NT$  NT$
       
Limited partnership  $390,987   $438,953 
Unquoted ordinary shares   82,120    103,194 
Open-end mutual funds   -    400,007 
    473,107    942,154 
Current   -    400,007 
           
Non-current  $473,107   $542,147 

9.TRADE RECEIVABLES, NET

 

   December 31
   2015  2014
   NT$  NT$
       
Trade receivables  $14,054,233   $16,497,435 
Less:  Allowance for doubtful debts   23,792    23,931 
           
Trade receivables, net  $14,030,441   $16,473,504 

 

a.Trade receivables

 

The Company’s average credit terms were 30 to 90 days. Allowance for doubtful debts is assessed by reference to the collectability of receivables by evaluating the account aging, historical experience and current financial condition of customers.

 

As of December 31, 2015 and 2014, except that the Company’s five largest customers accounted for 32% and 38% of accounts receivable, respectively, the concentration of credit risk is insignificant for the remaining accounts receivable.

 

Aging of receivables

 

   December 31
   2015  2014
   NT$  NT$
       
Not past due  $12,074,151   $14,695,089 
1 to 30 days   1,639,016    1,690,110 
31 to 90 days   231,365    87,382 
More than 91 days   109,701    24,854 
           
Total  $14,054,233   $16,497,435 

 

The above aging schedule was based on the past due date.

 

-30-

Age of receivables that are past due but not impaired

 

   December 31
   2015  2014
   NT$  NT$
       
Less than 30 days  $1,636,231   $1,690,033 
31 to 90 days   192,339    58,588 
           
Total  $1,828,570   $1,748,621 

 

Except for those impaired, the Company had not provided an allowance for doubtful debts on trade receivables at each balance sheet date since there has not been a significant change in credit quality and the amounts were still considered collectible. The Company did not hold any collateral or other credit enhancements over these balances nor did it have a legal right to offset against any amounts owed by the Company to counterparties. In addition, the Company is not required to have the legal right of offset to offset trade receivables and payables from the same counterparties.

 

Movement of the allowance for doubtful trade receivables

 

  

Impaired

Individually

 

Impaired

Collectively 

  Total
    NT$    NT$    NT$ 
                
Balance at January 1, 2015  $5,100   $18,831   $23,931 
Impairment losses recognized (reversed)   8,848    (8,826)   22 
Amount written off during the period as uncollectible   -    (161)   (161)
                
Balance at December 31, 2015  $13,948   $9,844   $23,792 
                
Balance at January 1, 2014  $5,100   $18,831   $23,931 
Impairment losses recognized   -    -    - 
Amount written off during the period as uncollectible   -    -    - 
                
Balance at December 31, 2014  $5,100   $18,831   $23,931

    


 

b.Transfers of financial assets

 

Factored trade receivables of the Company were as follows:

 

Counterparties 

Receivables

Sold

(In Thousands)

 

Amounts

Collected

(In Thousands)

 

Advances

Received

At Year-end

(In Thousands)

 

Interest Rates

on Advances

Received

(%)

 

Credit Line

(In Thousands) 

                
Year ended December 31, 2015                   
  Citi bank  US$ 78,804  US$ 36,955    US$ 41,849    1.30%  US$ 92,000
                    
Year ended December 31, 2014                   
  Citi bank  US$ 103,744  US$ 103,744   -    -   US$ 92,000

 

Pursuant to the factoring agreement, losses from commercial disputes (such as sales returns and discounts) should be borne by the Company, while losses from credit risk should be borne by the banks. The Company also issued promissory notes to the banks for commercial disputes which remained undrawn since. The promissory notes both amounted to US$5,000 thousand as of December 31, 2015

 

-31-

and 2014. As of December 31, 2015, there was no significant losses from commercial disputes in the past and the Company does not expect any significant commercial dispute losses in the foreseeable future.

 

10.INVENTORIES

 

   December 31
   2015  2014
   NT$  NT$
       
Finished goods  $243,240   $245,301 
Work in process   241,352    209,411 
Raw materials   2,898,215    3,467,274 
Supplies   335,229    316,515 
Raw materials and supplies in transit   51,072    85,167 
           
   $3,769,108   $4,323,668 

 

The cost of inventories recognized as operating costs for the years ended December 31, 2015 and 2014 were NT$69,059,001 thousand and NT$67,301,431 thousand, respectively, which included write-downs of inventories at NT$275,232 thousand and NT$170,555 thousand, respectively.

 

11.INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

 

   December 31
   2015 

2014

 

(Adjusted)

 

   NT$  NT$
       
Investments in subsidiaries  $152,571,261   $137,561,086 
Investments in associates   36,809,068    1,492,441 
Investments in joint ventures   613,841    - 
           
   $189,994,170   $139,053,527 

 

a.Investments in subsidiaries

 

   December 31
   2015  2014
   Amount 

% of Owner-

ship

  Amount 

% of Owner- 

ship 

             
J & R Holding Limited (J&R Holding)  $47,271,666    100.0   $45,150,697    100.0 
USI Inc. (“USIINC”)   44,733,359    99.2    -    - 
ASE Test, Inc.   29,586,903    100.0    26,943,800    100.0 
A.S.E. Holding Limited (ASE Holding)   15,251,124    100.0    14,367,500    100.0 

 

(Continued)

 

-32-

   December 31
   2015  2014
   Amount 

% of Owner-

ship 

  Amount 

% of Owner-

ship

             
Omniquest Industrial Limited (Omniquest)  $11,140,252    70.6   $11,045,479    70.6 
Innosource Limited (Innosource)   3,998,959    100.0    3,966,042    100.0 
Luchu Development Corporation (“Luchu”)   1,332,571    67.1    1,315,623    67.1 
Universal Scientific Industrial Co., Ltd. (“USI”)   1,187,548    99.0    36,706,080    99.2 
ASE Marketing & Service Japan Co., Ltd. (ASE MS Japan)   27,986    100.0    24,972    100.0 
    154,530,368         139,520,193      
Less :  Shares held by subsidiaries accounted for as treasury shares   1,959,107         1,959,107      
   $152,571,261        $137,561,086      

 

(Concluded)

 

In November 2014, a subsidiary of the Company, Universal Scientific Industrial (Shanghai) Co., Ltd. (“USISH”), completed its cash capital increase and the Company’s shareholdings of USISH decreased from 88.6% to 82.1% since the Company and its subsidiaries did not subscribe for additional new shares. The transaction was accounted for as an equity transaction since the Company did not cease to have control over USISH and, as a result, in the fourth quarter of 2014, capital surplus was increased by NT$6,877,099 thousand (after adjusted).

 

To enhance operational flexibility via structural adjustments, the board of directors of the Company’s subsidiary, USI, approved to spin-off its investment business as well as capital reduction of NT$16,012,966 thousand by reducing 1,601,297 thousand shares (a reduction ratio of 97.56%), and would transfer its investment business to USIINC, a newly established business entity. The record date of the spin-off was April 1, 2015. USI completed the registration process of capital reduction on April 17, 2015 and USIINC also completed the registration of the incorporation on the same date. Based on the consideration of the business value to be spun-off by USI, USIINC issued 1,000,000 thousand new ordinary shares to the shareholders of USI. Based on the shareholdings on the record date of the spin-off, the shareholders of USI received 609.27 shares of USIINC’s ordinary share in exchange of each 1,000 shares of USI’s ordinary share. As of December 31, 2015, the Company received 990,081 thousand ordinary shares of USIINC and the shareholdings were 99.2%.

 

In April 2015, a subsidiary of the Company, USI Enterprise Limited, sold its shareholdings of 54,000 thousand ordinary shares of USISH amounting to CNY1,992,060 thousand and, as a result, the Company’s shareholdings of USISH decreased from 82.1% to 77.2%. The transaction was accounted for as an equity transaction since the Company did not cease to have control over USISH and, as a result, capital surplus was increased by NT$7,197,510 thousand in the second quarter of 2015.

 

In September 2015, the board of directors of the Company approved a disposal of 39,603 thousand USI’s ordinary shares at NT$20 per share held by the Company to its subsidiary, Universal Global Scientific Industrial Co., Ltd (UGTW), amounting to NT$792,064 thousand which was based on the earnings per share of the USI’s audited financial statements as of June 30, 2015. The disposal of USI’s ordinary shares was then approved by Investment Commission of Ministry of Economic Affairs in February 2016.

 

The shareholders of USIE approved in December 2015 to repurchase 4,500,820 USIE’s outstanding ordinary shares at US$18.82 per share. The board of directors of USIE resolved in February 2016 to

 

-33-

cancel the repurchased shares on February 17, 2016, the record date for the capital reduction.

 

The Company’s share of profit or loss and other comprehensive income or loss of the subsidiaries for the years ended December 31, 2015 and 2014 were based on those subsidiaries’ audited financial statements for the same years.

 

b.Investments in associates

 

1)Investments in associates accounted for using the equity method consisted of the following:

 

      Operating  Carrying Amount as of December 31
Name of Associate  Main Business  Location  2015  2014
         NT$  NT$
             
Material associate                
Siliconware Precision Industries Co., Ltd. (“SPIL”)  Engaged in assembly, testing and turnkey services of integrated circuits  ROC  $35,423,058   $- 
Associates that are not individually material                
Hung Ching Development & Construction Co. (“HC”)  Engaged in the development, construction and leasing of real estate properties  ROC   1,313,499    1,351,400 
Hung Ching Kwan Co. (“HCK”)  Engaged in the leasing of real estate properties  ROC   332,444    342,138 
Advanced Microelectronic Products Inc. (“AMPI”)  Engaged in integrated circuit  ROC   40,216    99,052 
          37,109,217    1,792,590 
   Less:  Deferred gain on transfer of land      300,149    300,149 
                 
         $36,809,068   $1,492,441 

 

2)       At each balance sheet date, the percentages of ownership held by the Group were as follows:

 

   December 31
   2015  2014
       
SPIL   24.99%   - 
HC   26.22%   26.22%
AMPI   18.24%   18.24%
HCK   27.31%   27.31%

 

3)In September 2015, the Company acquired 725,749 thousand ordinary shares and 10,650 thousand units of ADS (one ADS represents five ordinary shares) of SPIL at NT$45 per ordinary share. The percentage of ownership was 24.99% and, as a result, the Company obtained significant influence over SPIL. As of December 31, 2015, the Company has not completed the calculation of the difference between the cost of the investment and the Company’s share of the net fair value of SPIL’s identifiable assets and liabilities.

 

In December 2015, the Company’s board of directors resolved to purchase additional ordinary shares (including ordinary shares represented by ADS) of SPIL up to 770,000 thousand shares, accounting for approximately 24.71% of the outstanding ordinary shares of SPIL, through a tender offer for a consideration of NT$55 per ordinary share and NT$275 per ADS from December 29, 2015 to February 16, 2016. Since the Fair Trade Commission of the ROC is still reviewing the application for the combination between the Company and SPIL, the Company has extended the period of the tender offer from February 16, 2016 to March 17, 2016.

 

4)In January 2014, the Company acquired additional ordinary shares of AMPI in a private placement and, as a result, obtained significant influence over AMPI. The private-placement ordinary shares

 

-34-

were restricted for disposal during a 3-year lock-up period.

 

5)Fair values (Level 1 inputs in terms of IFRS 13) of investments in associates with available published price quotation are summarized as follows:

 

   December 31
   2015  2014
   NT$  NT$
       
SPIL  $40,741,700   $- 
HC  $1,149,549   $1,427,499 
AMPI  $104,255   $184,862 

 

6)Summarized financial information in respect of the Company’s material associate is set out below. The summarized financial information below represents amounts shown in SPIL’s consolidated financial statements prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed by the FSC, and adjusted by the Company for equity accounting purposes.

 

   December 31, 2015
    NT$ 
      
Current assets  $48,785,212 
Non-current assets   74,460,018 
Current liabilities   (30,677,239)
Non-current liabilities   (21,967,349)
      
Equity  $70,600,642 
      
Proportion of the Company’s ownership interest in SPIL   24.99%
      
Equity attributable to the Company  $17,643,100 
The difference between investment cost and net equity   17,779,958 
      
Carrying amount of the Company’s ownership interest in SPIL  $35,423,058 

 

  

For the Year Ended

December 31, 2015

    NT$ 
      
Operating revenue  $82,839,922 
      
Net profit for the year  $8,762,257 
Other comprehensive loss for the year   (906,053)
      
Total comprehensive income for the year  $7,856,204 

 

The investments accounted for using the equity method and the share of profit or loss and other comprehensive income of the investments in associates for the years ended December 31, 2015 and 2014 was based on the associates’ financial statements audited by the auditors for the same years.

 

-35-

7)Aggregate information of associates that are not individually material

 

   For the Year Ended December 31
   2015  2014
   NT$  NT$
       
The Company’s share of:          
Net profit for the year  $115,857   $147,085 
Other comprehensive income (loss) for the year   (2,916)   234,125 
           
Total comprehensive income for the year  $112,941   $381,210 

 

c.Investments in joint ventures

 

1)Investment in joint ventures that are not individually material accounted for using the equity method consisted of the following:

 

         December 31, 2015
Name of Joint Venture  Main Business  Operating Location  Percentages of Ownership  Carrying Amount
            NT$
             
ASE Embedded Electronics Inc. (“ASEEE”)  Engaged in the production of embedded substrate  ROC   51.00%  $613,841 

 

 

In May 2015, the Company and TDK Corporation (“TDK”) entered into an agreement to establish a joint venture to invest in ASEEE. In August 2015, the Company invested NT$618,097 thousand for 51.00% shareholding in ASEEE. According to the joint arrangement, the Company and TDK must act together to direct the relevant operating activities and, as a result, the Company does not control ASEEE. The investment in ASEEE is accounted for using the equity method.

 

2)Aggregate information of joint venture that is not individually material

 

  

For the Year Ended

December 31, 2015

   NT$
    
The Company’s share of:     
Net loss for the year  $(4,274)
Other comprehensive income for the year   - 
      
Total comprehensive loss for the year  $(4,274)

 

The investments accounted for using the equity method and the share of profit or loss and other comprehensive income for the investments in joint ventures for the year ended December 31, 2015 was based on ASEEE’s financial statements audited by the auditors for the same year.

 

12.PROPERTY, PLANT AND EQUIPMENT

 

The carrying amounts of each class of property, plant and equipment were as follows:

 

-36-

   December 31
   2015  2014
   NT$  NT$
       
Land  $1,562,945   $1,562,945 
Buildings and improvements   30,722,699    25,952,734 
Machinery and equipment   44,069,302    47,020,338 
Transportation equipment   17,136    18,264 
Office equipment   443,563    384,448 
Construction in progress and machinery in transit   3,560,050    2,702,266 
           
   $80,375,695   $77,640,995 

 

For the year ended December 31, 2015

 

   Land  Buildings and improvements  Machinery and equipment  Transportation equipment  Office equipment 

Construction in progress and machinery 

in transit 

  Total
   NT$  NT$  NT$  NT$  NT$  NT$  NT$
                      
Cost                     
                      
Balance at January 1, 2015  $1,562,945   $38,879,974   $110,668,151   $81,014   $1,348,053   $2,709,430   $155,249,567 
Additions   -    (16,412)   103,847    3,750    28,899    17,531,501    17,651,585 
Disposals   -    (115,669)   (3,111,192)   (16,004)   (20,717)   (12,032)   (3,275,614)
Reclassification   -    6,973,887    9,474,817    3,002    205,779    (16,657,485)   - 
                                    
Balance at December 31, 2015  $1,562,945   $45,721,780   $117,135,623   $71,762   $1,562,014   $3,571,414   $169,625,538 
                                    
Accumulated depreciation and impairment                                   
                                    
Balance at January 1, 2015  $-   $12,927,240   $63,647,813   $62,750   $963,605   $7,164   $77,608,572 
Depreciation expense   -    2,095,142    12,360,166    7,130    168,424    -    14,630,862 
Impairment losses recognized   -    76,792    15,977    -    -    4,200    96,969 
Disposals   -    (100,093)   (2,957,635)   (15,254)   (13,578)   -    (3,086,560)
                                    
Balance at December 31, 2015  $-   $14,999,081   $73,066,321   $54,626   $1,118,451   $11,364   $89,249,843 

 

For the year ended December 31, 2014

 

   Land  Buildings and improvements  Machinery and equipment  Transportation equipment  Office equipment 

Construction in progress and machinery

in transit

  Total
   NT$  NT$  NT$  NT$  NT$  NT$  NT$
                      
Cost                     
                      
Balance at January 1, 2014  $1,562,945   $30,805,750   $95,019,106   $76,216   $1,162,701   $1,878,227   $130,504,945 
Additions   -    (7,955)   535,770    -    37,838    27,006,561    27,572,214 
Disposals   -    (254,885)   (2,459,275)   (4,545)   (90,841)   (18,046)   (2,827,592)
Reclassification   -    8,337,064    17,572,550    9,343    238,355    (26,157,312)   - 
                                    
Balance at December 31, 2014  $1,562,945   $38,879,974   $110,668,151   $81,014   $1,348,053   $2,709,430   $155,249,567 
                                    
Accumulated depreciation and impairment                                   
                                    
Balance at January 1, 2014  $-   $11,376,605   $55,020,800   $60,619   $924,749   $-   $67,382,773 
Depreciation expense   -    1,715,421    10,816,943    5,946    129,644    -    12,667,954 
Impairment losses recognized   -    42,988    111,507    -    -    7,164    161,659 
Disposals   -    (207,774)   (2,301,437)   (3,815)   (90,788)   -    (2,603,814)
                                    
Balance at December 31, 2014  $-   $12,927,240   $63,647,813   $62,750   $963,605   $7,164   $77,608,572 

 

Each class of property, plant and equipment was depreciated on a straight-line basis over the following useful lives:

 

Buildings and improvements   
Main plant buildings  10-40 years
Cleanrooms  10-20 years
Others  3-20 years
Machinery and equipment  2-10 years
Transportation equipment  2-5 years
Office equipment  2-8 years

 

-37-

13.OTHER INTANGIBLE ASSETS

 

Other intangible assets are mainly computer software and the movements were as follows:

 

For the year ended December 31, 2015

 

   Cost 

Accumulated

Amortization and

Impairment

  Carrying Amount
    NT$    NT$    NT$ 
                
Balance at January 1, 2015  $1,500,492   $1,014,300   $486,192 
Addition /Amortization   308,562    139,065    169,497 
Disposals   (30)   (30)   - 
                
Balance at December 31, 2015  $1,809,024   $1,153,335   $655,689 

 

For the year ended December 31, 2014

 

   Cost 

Accumulated

Amortization and

Impairment

  Carrying Amount
    NT$    NT$    NT$ 
                
Balance at January 1, 2014  $2,293,750   $1,899,991   $393,759 
Addition /Amortization   202,242    109,809    92,433 
Disposals   (995,500)   (995,500)   - 
                
Balance at December 31, 2014  $1,500,492   $1,014,300   $486,192 

 

The aforementioned intangible assets were amortized on a straight-line basis over the useful lives from 2 to 5 years.

 

14.BORROWINGS

 

a.Short-term borrowings

 

Short-term borrowings mainly represented unsecured revolving bank loans with annual interest rates at 0.68%-0.85% and 0.82%-1.10% as of December 31, 2015 and 2014, respectively.

 

b.Short-term bills payable

 

Short-term bills payable outstanding as of December 31, 2015 represented commercial papers NT$4,350,000 thousand less unamortized discounts of NT$1,946 thousand with annual interest rate at 0.78%. The commercial papers were secured by China Bills Finance Corporation and Mega Bills Finance Corporation.

 

c.Long-term borrowings

 

1)Bank loans

 

The long-term bank loans are working capital mainly with floating interest rates and consisted of the followings:

 

-38-

   December 31
   2015  2014
   NT$  NT$
       
Syndicated bank loans - repayable through July 2016 to July 2018, annual interest rates were 1.56% and 0.90%-1.41% as of December 31, 2015 and 2014, respectively  $11,160,500   $9,155,893 
Others - repayable through February 2017 to August 2019, annual interest rates were 0.90%-1.26% and 1.03%-1.28% as of December 31, 2015 and 2014, respectively   24,283,112    10,315,500 
    35,443,612    19,471,393 
Less: unamortized arrangement fee   17,994    30,696 
Less:  current portion   -    1,085,143 
           
   $35,425,618   $18,355,554 

 

Pursuant to the above syndicated bank loans agreements, the Company should maintain certain financial covenants including current ratio, leverage ratio, tangible net assets and interest coverage ratio. Such financial ratios are calculated based on the annual audited consolidated financial statements or semi-annual reviewed consolidated financial statements of the Company and its subsidiaries. The Company was in compliance with all of the loan covenants as of December 31, 2015 and 2014.

 

The Company had sufficient long term credit facility obtained before December 31, 2015 to refinance a portion of loans on a long-term basis. Therefore, NT$2,105,883 thousand was not classified as current portion of long-term borrowings as of December 31, 2015.

 

2)Bills payable – only as of December 31, 2015

 

Long-term bills payable represented unsecured commercial paper NT$2,000,000 thousand less unamortized discounts of NT$1,011 thousand with annual interest rate at 1.03% as of December 31, 2015. The commercial paper contract was entered into with Ta Ching Bills Finance Corporation and the duration is 3 years.

 

15.BONDS PAYABLE

 

   December 31
   2015  2014
   NT$  NT$
       
Secured domestic bonds - secured by banks          
Repayable at maturity in August 2016 and interest due annually with annual interest rate 1.45%  $8,000,000   $8,000,000 
Unsecured convertible overseas bonds          
US$400,000 thousand   13,130,000    12,660,000 
US$200,000 thousand (linked to New Taiwan dollar)   6,185,600    - 
    27,315,600    20,660,000 
Less:  Discounts on bonds payable   1,214,514    1,389,387 
    Current portion   12,162,192    - 
           
   $13,938,894   $19,270,613 

 


-39-

The Company had sufficient long term credit facility obtained before December 31, 2015 to refinance a portion of the bonds payable on a long-term basis. Therefore, NT$8,000,000 thousand was not classified as current portion of bonds payable as of December 31, 2015.

 

a.In September 2013, the Company offered the third unsecured convertible overseas bonds (the “Bonds”) in US$400,000 thousand. The Bonds is zero coupon bonds with the maturity of 5 years, in denominations of US$200 thousand or in any integral multiples thereof. Each holder of the Bonds has the right at any time on or after October 16, 2013 and up to (and including) August 26, 2018, except during legal lock-up period, to convert the Bonds into newly issued listed common shares at the conversion price NT$33.085, determined on the basis of a fixed exchange rate of US$1 to NT$29.956. The conversion price will be adjusted in accordance with the conversion provisions due to anti-dilution clause. As of December 31, 2015 and 2014, the conversion price was NT$30.28 and NT$31.93, respectively.

 

The Bonds may be redeemed at the option of the Company, in whole or in part, at any time on or after the third anniversary of the offering date provided that (1) the closing price, translated into U.S. dollars, of the common shares for a period of 20 consecutive trading days is at least 130% of the conversion price, (2) at least 90% in aggregate principal amount of the Bonds originally outstanding has been redeemed, repurchased and canceled or converted, or (3) the Company is required to pay additional taxes on the Bonds as a result of certain changes in tax laws in the ROC.

 

Each holder shall have the right to request the Company repurchase all or any portion of the principal amount thereof of a holder’s Bonds (1) on the third anniversary of the offering date, (2) in the event of a change of control, or (3) in the event of delisting.

 

The Bonds contained a debt host contract, recognized as bonds payable, and the conversion option, redemption option and put option (collectively the “Bonds Options”) aggregately recognized as financial liabilities at FVTPL. The effective interest rate of the debt host contract was 3.16% and the aggregate fair value of the Bonds Options was NT$1,667,950 thousand on initial recognition.

 

b.In July 2015, the Company offered the forth unsecured convertible overseas bonds (the “Currency Linked Bonds”) in US$200,000 thousand. The Currency Linked Bonds is zero coupon bonds with the maturity of 2.75 years, in denominations of US$200 thousand or in any integral multiples thereof. Repayment, redemption and put amount denominated in U.S. dollar will be converted into New Taiwan dollar amount using a fixed exchange rate of US$1 to NT$30.928 (the “Fixed Exchange Rate”) and then converted back to U.S. dollar amount using the applicable prevailing rate at the time of repayment, redemption or put. Each holder of the Currency Linked Bonds has the right at any time on or after August 11, 2015 and up to (and including) March 17, 2018, except during legal lock-up period, to convert the Currency Linked Bonds into common shares at the conversion price NT$54.55, determined on the basis of the Fixed Exchange Rate. The Company’s treasury shares will be available for delivery upon conversion of the Currency Linked Bonds. The conversion price will be adjusted in accordance with the conversion provisions due to anti-dilution clause. As of December 31, 2015, the conversion price was NT$51.73.

 

The Currency Linked Bonds may be redeemed at the option of the Company, in whole or in part, at any time on or after March 19, 2018 provided that (1) the closing price, translated into U.S. dollars, of the common shares for a period of 20 out of 30 consecutive trading days is at least 130% of the conversion price, (2) at least 90% in aggregate principal amount of the Currency Linked Bonds originally outstanding has been redeemed, repurchased and canceled or converted, or (3) the Company is required to pay additional taxes on the Currency Linked Bonds as a result of certain changes in tax laws in the ROC.

 

Each holder shall have the right to request the Company repurchase all or any portion of the principal amount thereof of a holder’s Currency Linked Bonds (1) in the event of a change of control, or (2) in the event of delisting.

 

-40-

The Currency Linked Bonds contained a debt host contract, recognized as bonds payable, and the conversion option, recognized as capital surplus. The effective interest rate of the debt host contract was 1.58% and the fair value of the conversion option was NT$214,022 thousand on initial recognition.

 

16.OTHER PAYABLES

 

   December 31
   2015  2014
   NT$  NT$
       
Payables for property, plant and equipment  $2,888,533   $3,445,582 
Accrued salary and bonus   2,379,823    2,388,850 
Accrued bonus to employees or employees’ compensation and remuneration to directors and supervisors   2,218,000    2,548,130 
Others   3,079,235    3,969,513 
           
   $10,565,591   $12,352,075 

 

The Company and its subsidiary, ASE US, reached the final settlement agreement with Tessera Inc. (“Tessera”) in October 2014 to resolve the patent infringement lawsuit, and Tessera has dismissed all claims against the Company and ASE US. The final settlement amount was NT$814,185 thousand (US$27,000 thousand as resolved in the final settlement agreement in October 2014) and paid in January 2015.

 

17.RETIREMENT BENEFIT PLANS

 

a.Defined contribution plans

 

The pension plan under the ROC Labor Pension Act (“LPA”) is a government-managed defined contribution plan. Based on the LPA, the Company makes monthly contributions to employees’ individual pension accounts at 6% of their monthly salaries.

 

b.Defined benefit plans

 

1)The Company joined the defined benefit pension plan under the ROC Labor Standards Law operated by the government. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the last six months before retirement. The Company makes contributions based on a certain percentage of their domestic employees’ monthly salaries to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name and are managed by the Bureau of Labor Funds, Ministry of Labor (“the Bureau”); the Company has no right to influence the investment policy and strategy. Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year.

 

2)The Company maintains pension plans for executive managers. Pension costs under the plans were NT$1,180 thousand and NT$5,297 thousand for the years ended December 31, 2015 and 2014, respectively. Pension payments were NT$2,549 thousand and NT$15,315 thousand for the years ended December 31, 2015 and 2014, respectively. In addition, NT$18,457 thousand of the accrued pension liabilities for executive managers was transferred from its subsidiary, ASE Test, Inc. As of December 31, 2015 and 2014, accrued pension liabilities for executive managers were NT$134,261 thousand and NT$117,173 thousand, respectively.

 

-41-

3)The amounts included in the parent company only balance sheets arising from the Company’s obligation in respect of its defined benefit plans excluding those for executive managers were as follows:

 

   December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Present value of funded defined benefit obligation  $3,634,267   $3,660,738 
Fair value of plan assets   (1,467,174)   (1,348,084)
Present value of unfunded defined benefit obligation   2,167,093    2,312,654 
Recorded under others payables   (14,282)   (14,173)
           
Net defined benefit liability  $2,152,811   $2,298,481 

 

4)Movements in net defined benefit liability (asset) were as follows:

 

   Present value of the defined benefit obligation  Fair value of the plan assets  Net defined benefit liability (asset)
    NT$    NT$    NT$ 
                
Balance at January 1, 2015  $3,660,738   $(1,348,084)  $2,312,654 
                
Service cost               
Current service cost   36,899    -    36,899 
Net interest expense (income)   81,249    (31,356)   49,893 
Recognized in profit or loss   118,148    (31,356)   86,792 
                
Remeasurement               
Return on plan assets (excluding amounts included in net interest)   -    (4,226)   (4,226)
Actuarial loss arising from changes in financial assumptions   152,319    -    152,319 
Actuarial gain arising from experience adjustments   (168,955)   -    (168,955)
Actuarial gain arising from changes in demographic assumptions   (18,848)   -    (18,848)
Recognized in other comprehensive income   (35,484)   (4,226)   (39,710)
                
Contributions from the employer   -    (192,643)   (192,643)

Benefits paid from the pension fund

   (109,135)   109,135    - 
                
Balance at December 31, 2015  $3,634,267   $(1,467,174)  $2,167,093 

 

(Continued)

 

-42-

   Present value of the defined benefit obligation  Fair value of the plan assets  Net defined benefit liability (asset)
    NT$    NT$    NT$ 
                
Balance at January 1, 2014  $3,594,640   $(1,211,581)  $2,383,059 
                
Service cost               
Current service cost   48,735    -    48,735 
Past service cost   (10,796)   -    (10,796)
Net interest expense (income)   76,376    (27,076)   49,300 
Recognized in profit or loss   114,315    (27,076)   87,239 
                
Remeasurement               
Return on plan assets (excluding amounts included in net interest)   -    (1,594)   (1,594)
Actuarial gain arising from changes in financial assumptions   (83,726)   -    (83,726)
Actuarial loss arising from experience adjustments   112,922    -    112,922 
Recognized in other comprehensive income   29,196    (1,594)   27,602 
                
Contributions from the employer   -    (185,246)   (185,246)

Benefits paid from the pension fund

 

   (77,413)   77,413    - 
                
Balance at December 31, 2014  $3,660,738   $(1,348,084)  $2,312,654 

 

(Concluded)

 

5)Through the defined benefit plans under the Labor Standards Law, the Company is exposed to the following risks:

 

a)Investment risk

 

The plan assets are invested in equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

 

b)Interest risk

 

A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments.

 

c)Salary risk

 

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

 

-43-

6)Except the pension plans for executive managers, the key assumptions used for the actuarial valuations were as follow:

 

   December 31
   2015  2014
       
Discount rates (%)   1.90    2.25 
Expected rates of salary increase (%)   2.75-3.00    2.75-3.00 

 

Significant actuarial assumptions for the determination of the defined obligation are discount rates and expected rates of salary increase. The sensitivity analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at each balance sheet date, while holding all other assumptions constant.

 

   December 31, 2015
    NT$ 
Discount Rate     
0.5% higher  $(213,385)
0.5% lower  $236,088 
      
Expected rates of salary increase     
0.5% higher  $232,856 
0.5% lower  $(212,647)

 

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

 

7)As of December 31, 2015 and 2014, the average duration of the defined benefit obligation excluding those for executive managers of the Company was both 12 years; furthermore, the Company expects to make contributions of NT$206,280 thousand and NT$190,394 thousand to the defined benefit plans in the next year starting from January 1, 2016 and 2015, respectively.

 

8)Maturity analysis of undiscounted pension benefit

 

   December 31
   2015  2014
   NT$  NT$
       
No later than 1 year  $100,459   $99,330 
Later than 1 year and not later than 5 years   533,315    522,113 
Later than 5 years   4,434,125    4,828,451 
           
   $5,067,899   $5,449,894 

-44-

18.EQUITY

 

a.Share capital

 

Ordinary shares

 

   December 31
   2015  2014
       
Numbers of shares authorized (in thousands)   10,000,000    10,000,000 
Numbers of shares reserved (in thousands)          
Employee share options   800,000    800,000 
           
Shares authorized  $100,000,000   $100,000,000 
           
Shares reserved          
Employee share options  $8,000,000   $8,000,000 
           
Numbers of shares registered (in thousands)   7,902,929    7,852,538 
Numbers of shares subscribed in advance (in thousands)   7,499    9,187 
           
Number of shares issued and fully paid (in thousands)   7,910,428    7,861,725 
           
Shares registered  $79,029,290   $78,525,378 
Shares subscribed in advance   156,370    189,801 
           
Shares issued  $79,185,660   $78,715,179 

 

The holders of issued ordinary shares with a par value at $10 per share are entitled the right to vote and receive dividends, except the shares held by the Company’s subsidiaries which are not entitled the right to vote. As of December 31, 2015 and 2014, there were 500,000 thousand ordinary shares included in the authorized shares that were not yet required to complete the share registration process.

 

American Depositary Receipts

 

The Company issued ADSs and each ADS represents five ordinary shares. As of December 31, 2015 and 2014, 115,240 thousand and 125,731 thousand ADSs were outstanding and represented approximately 576,198 thousand and 628,657 thousand ordinary shares of the Company, respectively.

 

b.Capital surplus

 

   December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       

May be used to offset a deficit, distributed 

as cash dividends, or transferred to share capital (1) 

          
           
Arising from issuance of ordinary shares  $5,479,616   $4,946,308 
Arising from the difference between consideration received and the carrying amount of the subsidiaries’ net assets during actual disposal or acquisition   7,197,510    - 

 

(Continued)

 

-45-

   December 31
   2015 

2014

(Adjusted) 

   NT$  NT$
       
May be used to offset a deficit only          
           
Arising from changes in percentage of ownership interest in subsidiaries (2)  $8,489,984   $9,054,328 
Arising from treasury share transactions   717,355    425,004 
Arising from exercised employee share options   544,112    375,448 
Arising from expired employee share options   3,626    3,626 
           
May not be used for any purpose          
           
Arising from employee share options   1,080,590    1,178,210 
Arising from equity component of convertible bonds   214,022    - 
Arising from share of changes in capital surplus of associates   30,284    30,134 
           
   $23,757,099   $16,013,058 

 

(Concluded)

 

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

 

2)Such capital surplus arises from the effect of changes in ownership interest in a subsidiary resulted from equity transactions other than actual disposal or acquisition, or from changes in capital surplus of subsidiaries accounted for by using equity method.

 

c.Retained earnings and dividend policy

 

The Articles of Incorporation of ASE Inc. (the “Articles”) provides that annual net income shall be distributed in the following order:

 

1)Replenishment of deficits;

 

2)10.0% as legal reserve;

 

3)Special reserve appropriated or reversed in accordance with laws or regulations set forth by the authorities concerned;

 

4)An amount equal to the excess of the income from investments accounted for using the equity method over cash dividends as special reserve;

 

5)Addition or deduction of realized gains or losses on equity instruments at fair value through other comprehensive income;

 

6)Not more than 1.0% of the remainder, from 1) to 5), as remuneration to directors;

 

7)Between 7.0% to 11.0% of the remainder, from 1) to 5), as bonus to employees, of which 7.0% shall be distributed in accordance with the employee bonus plan and the excess shall be distributed to specified employees at the board of directors’ discretion; and

 

8)Any remainder from above as dividends to shareholders.

 

-46-

Employees to whom referred in 7) above include employees of subsidiaries that meet certain conditions, which are to be determined by the board of directors.

 

The Company is currently in the mature growth stage. To meet the capital needs for business development now and in the future and satisfy the shareholders’ demand for cash inflows, the Company shall use residual dividend policy to distribute dividends, of which the cash dividend is not lower than 30% of the total dividend distribution, with the remainder to be distributed in stock. A distribution plan is also to be made by the board of directors and passed for resolution in the shareholders’ meeting.

 

In accordance with the amendments to the Company Act in May 2015, the recipients of dividends and bonuses are limited to shareholders and do not include employees. Accordingly, the Company expects to make amendments to the Company’s Articles of Incorporation to be approved during the 2016 annual shareholders’ meeting. For information about the accrual basis of the employee compensation and remuneration to directors and supervisors and the actual appropriations, please refer to employee benefits expense under profit before income tax in Note 19(e).

 

Under Rule No. 1010012865 and Rule No. 1010047490 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”, the Company should appropriate or reverse to a special reserve. Any special reserve appropriated may be reversed to the extent that the net debit balance reverses and thereafter distributed.

 

Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company’s capital surplus. Legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s capital surplus, the excess may be transferred to capital or distributed in cash.

 

The appropriations of earnings for 2014 and 2013 resolved at the Company’s annual shareholders’ meetings in June 2015 and June 2014, respectively, were as follows:

 

   Appropriation of Earnings  Dividends Per Share
   For Year 2014  For Year 2013  For Year 2014  For Year 2013
   NT$  NT$  NT$  NT$
             (in dollars)  (in dollars)
                 
Legal reserve  $2,359,267   $1,568,907       
Special reserve   -    (309,992)      
Cash dividends   15,589,825    10,156,005   $2.00  $1.30
                 
   $17,949,092   $11,414,920       

 

d.Special reserve appropriated in accordance with the local regulations

 

On January 1, 2013, the Company appropriated to the special reserve of NT$3,353,938 thousand relating to the exchange differences on translating foreign operations transferred to retained earnings in accordance with the local regulations.

 

-47-

e.Accumulated other comprehensive income

 

1)Exchange differences on translating foreign operations

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Balance at January 1  $4,541,761   $(525,583)
Share of exchange difference of subsidiaries, associates and joint venture accounted for using the equity method   (48,191)   5,067,344 
           
Balance at December 31  $4,493,570   $4,541,761 

 

2)Unrealized gain on available-for-sale financial assets

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Balance at January 1  $526,778   $426,246 
Unrealized loss arising on revaluation of available-for-sale financial assets   (4,304)   (142,418)
Cumulative loss reclassified to profit or loss on disposal of available-for-sale financial assets   10,827    9,561 
Share of unrealized gain on available-for-sale financial assets of associates accounted for using the equity method   54,818    233,389 
           
Balance at December 31  $588,119   $526,778 

 

3)Cash flow hedges - for the year ended December 31, 2014

 

   NT$
    
Balance at January 1  $(3,279)
Share of cash flow hedges of subsidiaries accounted for using the equity method   3,279 
      
Balance at December 31  $- 

 

f.Treasury shares (in thousand shares)

 

   Balance at        Balance at
   January 1  Addition  Decrease  December 31
             
2015            
             
Shares held by subsidiaries   145,883    -    -    145,883 
Shares reserved for bonds conversion   -    120,000    -    120,000 
                     
    145,883    120,000    -    265,883 
2014                    
                     
Shares held by subsidiaries   145,883    -    -    145,883 

-48-

In February 2015, the board of directors approved to repurchase up to 120,000 thousand of the Company’s ordinary shares which will be used for equity conversion of convertible overseas bonds to be issued in the future. The Company has completed the repurchase during March 2015 and the shares repurchased accounted for 1.53% of the Company’s total issued shares. The average repurchase price was NT$44.45 per share.

 

The Company’s shares held by its subsidiaries at each balance sheet date were as follows:

 

  

Shares

Held By Subsidiaries (in thousand shares) 

  Carrying amount  Fair Value
      NT$  NT$
December 31, 2015         
          
ASE Test   88,200   $1,380,721   $3,351,618 
J&R Holding   46,704    381,709    1,774,743 
ASE Test, Inc.   10,979    196,677    417,193 
                
    145,883   $1,959,107   $5,543,554 
                
December 31, 2014               
                
ASE Test   88,200   $1,380,721   $3,360,438 
J&R Holding   46,704    381,709    1,779,413 
ASE Test, Inc.   10,979    196,677    418,291 
                
    145,883   $1,959,107   $5,558,142 

 

Fair values of the Company’s shares held by subsidiaries are based on the closing price from an available published price quotation, which is a Level 1 input in terms of IFRS 13, at the balance sheet dates.

 

The Company issued ordinary shares in connection with its merger with its subsidiaries. The shares held by its subsidiaries were reclassified from investments accounted for using the equity method to treasury shares on the proportion owned by the Company.

 

Under the Securities and Exchange Act in the ROC, the Company shall neither pledge treasury shares nor exercise shareholders’ rights on these shares, such as rights to dividends and voting. The subsidiaries holding treasury shares, however, retain shareholders’ rights except the rights to participate in any share issuance for cash and voting.

 

19.PROFIT BEFORE INCOME TAX

 

a.Other income

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Interest income – mainly from bank deposit  $7,259   $6,848 
Rental income   90,996    75,395 
Dividends income   353,099    32,126 
           

 

  $451,354   $114,369 

 

-49-

 

b.Other gains (losses)

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Net gain arising on financial instruments held for trading  $1,743,638   $1,571,545 
Net gain on financial assets designated as at FVTPL   345,492    164,104 
Loss on disposal of assets   (8,208)   (17,769)
Foreign currency exchange losses, net   (750,179)   (1,759,676)
Compensation loss   (604,587)   (92,959)
Impairment loss   (96,969)   (161,659)
Others   93,250    304,457 
           
   $722,437   $8,043 

 

c.Finance costs

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Total interest expense for financial liabilities measured at amortized cost  $1,171,258   $1,039,746 
Less:  Amounts included in the cost of qualifying property, plant and equipment   (34,510)   (47,204)
    1,136,748    992,542 
Other finance costs   29,884    9,432 
           
   $1,166,632   $1,001,974 

 

The annual interest rates of capitalized borrowing costs included in qualifying property, plant and equipment was 0.95%-1.26% and 1.12%-1.98% for the years ended December 31, 2015 and 2014, respectively.

 

d.Depreciation and amortization

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Property, plant and equipment  $14,630,862   $12,667,954 
Intangible assets   139,065    109,809 
           
Total  $14,769,927   $12,777,763 
           
Summary of depreciation by function          
Operating costs  $13,751,129   $11,824,860 
Operating expenses   879,733    843,094 
           
   $14,630,862   $12,667,954 

 

(Continued)

 

-50-

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Summary of amortization by function          
Operating costs  $41,471   $22,419 
Selling and marketing expenses   63    109 
General and administration expenses   64,712    58,476 
Research and development expenses   32,819    28,805 
           
   $139,065   $109,809 

(Concluded)

 

e.Employee benefits expense

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Post-employment benefits (Note 17)          
Defined contribution plans  $788,519   $716,293 
Defined benefit plans   87,904    92,497 
    876,423    808,790 
Equity-settled share-based payments   89,768    82,408 
Salary, incentives and bonus   19,852,325    19,829,602 
Other employee benefits   2,414,150    2,258,744 
           
   $23,232,666   $22,979,544 
           
Summary of employee benefits expense by function          
Operating costs  $16,634,736   $16,258,145 
Operating expenses   6,597,930    6,721,399 
           
   $23,232,666   $22,979,544 

 

The existing Articles of Incorporation of the Company stipulate to distribute bonus to employees and remuneration to directors and supervisors at the rates in 7%-11% and no higher than 1% from net income (net of the bonus and remuneration), respectively (retained earnings and dividend policy in Note 18c). For the year ended December 31, 2014, the bonus to employees and the remuneration to directors and supervisors were NT$2,335,786 thousand and NT$212,344 thousand, respectively, representing 11% and 1%, respectively, of the net income (net of the bonus and remuneration).

 

To be in compliance with the Company Act as amended in May 2015, the amended Articles of Incorporation of the Company, as proposed by the board of directors in January 2016, stipulate to distribute employees’ compensation and remuneration to directors at the rates in 5.25%-8.25% and no higher than 0.75%, respectively, of net profit before income tax, employees’ compensation and remuneration to directors. For the year ended December 31, 2015, the employees’ compensation and the remuneration to directors were NT$2,033,500 thousand and NT$184,500 thousand, respectively, which were accrued based on 8.25% and 0.75% of net profit before income tax, employees’ compensation and remuneration to directors, respectively. The employees’ compensation and remuneration to directors for the year ended December 31, 2015 are subject to the resolution of the Company’s board of directors and the resolution of the amendments to the Company’s Articles of Incorporation for adoption by the shareholders in their meeting to be held in June 2016, and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

 

-51-

Material differences between such estimated amounts and the amounts proposed by the board of directors on or before the annual parent company only financial statements approved for issue are adjusted in the year the compensation and remuneration were recognized. If there is a change in the proposed amounts after the parent company only financial statements authorized for issue, the differences are recorded as a change in accounting estimate.

 

The bonus to employees and the remuneration to directors and supervisors for 2014 and 2013 distributed in cash resolved at the Company’s annual shareholders’ meetings in June 2015 and June 2014, respectively, were as follows:

 

   For Year 2014  For Year 2013
    NT$    NT$ 
           
Bonus to employees  $2,335,600   $1,587,300 
Remuneration to directors and supervisors   211,200    144,000 

 

The differences between the resolved amounts of the bonus to employees and remuneration to directors and supervisors and the accrued amounts reflected in the parent company only financial statements for the years ended December 31, 2014 and 2013 was deemed changes in estimates. The difference was NT$1,330 thousand and NT$385 thousand and had been adjusted in earnings for the years ended December 31, 2015 and 2014, respectively.

 

Information regarding the bonus to employees and the remuneration to directors and supervisors resolved by the Company’s board of directors and the shareholders’ meeting is available on the Market Observation Post System website of the TSE.

 

As of December 31, 2015 and 2014, the Company had 28,921 and 29,563 employees, respectively.

 

20.INCOME TAX

 

a.Income tax recognized in profit or loss

 

The major components of income tax expense were as follows:

 

   For the Years Ended December 31
   2015 

2014

(Adjusted) 

   NT$  NT$
       
Current income tax          
In respect of the current year  $1,995,861   $1,464,096 
Adjustments for prior years   (24,609)   27,218 
In respect of the income derived outside the ROC   -    23,074 
    1,971,252    1,514,388 
           
Deferred income tax          
In respect of the current year   983,227    1,010,216 
           
Income tax expense recognized in profit or loss  $2,954,479   $2,524,604 

-52-

A reconciliation of income tax expense calculated at the statutory rate and income tax expense recognized in profit or loss was as follows:

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

   NT$  NT$
       
Profit before income tax  $22,433,352   $26,161,126 
           
Income tax expense calculated at the statutory rate (17%)  $3,813,670   $4,447,391 
Nontaxable expense in determining taxable income   111,501    54,879 
The origination and reversal of temporary differences   (1,952,154)   (2,346,012)
Tax-exempt income   (255,528)   (353,881)
Additional income tax on unappropriated earnings   561,104    462,781 
Loss carry-forward and income tax credits currently used   (282,732)   (801,062)
Net deferred income tax   983,227    1,010,216 
Adjustments for prior years   (24,609)   27,218 
Payments of income tax in respect of the income derived outside the ROC   -    23,074 
           
Income tax expense recognized in profit or loss  $2,954,479   $2,524,604 

 

As the status of 2016 appropriations of earnings is uncertain, the potential income tax consequences of 2015 unappropriated earnings are not reliably determinable.

 

b.Income tax recognized in other comprehensive income

 

   For the Years Ended December 31
   2015 

2014

(Adjusted)

 

   NT$  NT$
       
Deferred income tax          
Remeasurement on defined benefit plan  $(6,751)  $4,693

   


 

c.Deferred tax assets and liabilities

 

The movements of deferred tax assets and deferred tax liabilities were as follows:

 

   Balance at January 1  Recognized in Profit or Loss  Recognized in Other Comprehensive Income  Balance at December 31
   NT$  NT$  NT$  NT$
Year ended December 31, 2015            
             
Temporary differences                    
Property, plant and equipment  $(2,724,143)  $(796,577)  $-   $(3,520,720)
Defined benefit obligation   382,007    15,974    (6,751)   391,230 
Others   223,032    39,127    -    262,159 
    (2,119,104)   (741,476)   (6,751)   (2,867,331)
Investment credits   241,751    (241,751)   -    - 
                     
   $(1,877,353)  $(983,227)  $(6,751)  $(2,867,331)

(Continued)

 

-53-

   Balance at January 1  Recognized in Profit or Loss  Recognized in Other Comprehensive Income  Balance at December 31
   NT$  NT$  NT$  NT$
             
Year ended December 31, 2014 (Adjusted)            
             
Temporary differences                    
Property, plant and equipment  $(1,879,400)  $(844,743)  $-   $(2,724,143)
Defined benefit obligation   415,519    (38,205)   4,693    382,007 
Others   114,744    108,288    -    223,032 
    (1,349,137)   (774,660)   4,693    (2,119,104)
Investment credits   477,307    (235,556)   -    241,751 
                     
   $(871,830)  $(1,010,216)  $4,693   $(1,877,353)

 

(Concluded)

 

d.Tax-exemption information

 

As of December 31, 2015, profits attributable to the following expansion projects were exempted from income tax for a 3-year or 5-year period:

 

   Tax-exemption Period
    
Construction and expansion of 2004 by the Company  2012.01-2016.12
Construction and expansion of 2005 by the Company  2012.01-2016.12
Construction and expansion of 2007 by Power ASE Technology, Inc. which was merged into the Company  2013.01-2015.12
Construction and expansion of 2007 by the Company  2016.01-2020.12
Construction and expansion of 2008 by the Company  2014.01-2018.12

 

e.Unrecognized deferred tax liabilities associated with investments

 

As of December 31, 2015 and 2014, the taxable temporary differences associated with the investments in subsidiaries for which no deferred tax liabilities have been recognized were NT$7,729,422 thousand and NT$6,934,791 thousand, respectively.

 

f.Integrated income tax

 

As of December 31, 2015 and 2014, unappropriated earnings were all generated on and after January 1, 1998. As of December 31, 2015 and 2014, the balance of the Imputation Credit Account (“ICA”) was NT$1,913,243 thousand and NT$934,038 thousand, respectively.

 

The creditable ratio for the distribution of earnings of 2015 and 2014 was 8.66% (estimated) and 6.88% (actual), respectively.

 

g.Income tax assessments

 

Income tax returns of ASE Inc. have been examined by authorities through 2012. ASE Inc. disagreed with the result of examinations relating to its income tax returns for 2004 through 2008 and appealed to the tax authorities. A settlement was reached in June 2015. The related income tax expenses in the years resulting from the examinations have been accrued in respective tax years or in the year of the settlement.

 

-54-

21.EARNINGS PER SHARE

 

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

 

Net profit for the year

 

   For the Years Ended December 31
   2015 

2014

 

(Adjusted)

 

   NT$  NT$
       
Profit for the year  $19,478,873   $23,636,522 
Effect of potentially dilutive ordinary shares:          
Employee share options issued by subsidiaries   (210,126)   (260,925)
Convertible bonds   901,187    931,344 
           
Earnings used in the computation of diluted earnings per share  $20,169,934   $24,306,941 

 

Weighted average number of ordinary shares outstanding (in thousand shares):

 

   For the Years Ended December 31
   2015  2014
       
Weighted average number of ordinary shares in computation of basic earnings per share   7,652,773    7,687,930 
Effect of potentially dilutive ordinary shares:          
Convertible bonds   455,671    375,271 
Employee share options   86,994    101,850 
Bonus to employees or employees’ compensation   54,626    55,643 
           
Weighted average number of ordinary shares in computation of diluted earnings per share   8,250,064    8,220,694 

 

The Company is able to settle the compensation or bonuses paid to employees in cash or shares. The Company assumed that the entire amount of the compensation or bonus would be settled in shares and the resulting potential shares were included in the weighted average number of ordinary shares outstanding used in the computation of diluted earnings per share if the effect is dilutive. Such dilutive effect of the potential shares was included in the computation of diluted earnings per share until the shareholders approve the number of shares to be distributed to employees at their meeting in the following year.

 

22.SHARE-BASED PAYMENT ARRANGEMENTS

 

Employee share option plans

 

In order to attract, retain and reward employees, the Company has five employee share option plans for full-time employees of the Company and its subsidiaries, including 100,000 thousand share options approved to be granted in April 2015. Each share option represents the right to purchase one ordinary share of the Company when exercised. Under the terms of the plans, share options are granted at an exercise price equal to or not less than the closing price of the ordinary shares listed on the TSE at the grant date. The option rights of these plans are valid for 10 years, non-transferable and exercisable at certain percentages subsequent to the second anniversary of the grant date. For any subsequent changes in the Company’s capital structure, the exercise price is accordingly adjusted.

 

-55-

Information about share options of the Company was as follows:

 

   For the Years Ended December 31
   2015  2014
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options  Price  Options  Price
   (In  Per Share  (In  Per Share
   Thousands)  (NT$)  Thousands)  (NT$)
             
Balance at January 1   209,745   $20.7    285,480   $20.5 
Options granted   94,270    36.5    -    - 
Options forfeited   (1,975)   30.3    (1,515)   20.5 
Options expired   (730)   11.1    (322)   13.5 
Options exercised   (48,703)   20.6    (73,898)   19.7 
                     
Balance at December 31   252,607    26.6    209,745    20.7 
                     
Options exercisable, end of year   158,103    20.8    189,240    20.7 
                     
Weighted-average fair value of options granted (NT$)    $ 7.18-7.39        $-      

 

The weighted average share price at exercise dates of share options for the years ended December 31, 2015 and 2014 was NT$38.8 and NT$35.1, respectively.

 

Information about the Company’s outstanding share options at each balance sheet date was as follows:

 

   Range of Exercise Price  Per Share (NT$) 

Weighted Average Remaining

Contractual Life (Years)

       
December 31, 2015    $ 20.4-22.6    3.5 
    36.5    9.7 
           
December 31, 2014    11.1-13.5    0.4 
     20.4-22.6    4.4 

 

ASE Mauritius Inc., a subsidiary of the Company, has an employee share option plan with the identical terms of the Company’s. 19,265 thousand share options were granted to the Company’s employees and none was exercised for the years ended December 31, 2015 and 2014. As of December 31, 2015 and 2014, 19,265 thousand share options were exercisable and the weighted average exercise price was US$1.7.

 

The terms of the share option plan issued by USIE were the same with those of the Company’s. In December 2015 and 2014, USIE had modified the terms of its share option plan granted in 2007 to extend the valid period from 12 years to 13 years and from 11 years to 12 years, respectively. The incremental fair value of NT$8,289 thousand and NT$5,952 thousand were all recognized as employee benefit expense in 2015 and 2014, respectively, since the options were all vested. 20,718 thousand share options of the USIE were granted to the Company’s employees. Information about shares options was as follows:

 

-56-

   For the Years Ended December 31
   2015  2014
      Weighted     Weighted
      Average     Average
   Number of  Exercise  Number of  Exercise
   Options  Price  Options  Price
   (In  Per Share  (In  Per Share
   Thousands)  (US$)  Thousands)  (US$)
             
Balance at January 1   20,135   $2.1    20,344   $2.1 
Options forfeited   (19)   2.8    -    - 
Options exercised   (1,803)   1.9    -    - 
Options transferred in (out) from subsidiaries   345    2.8    (209)   2.6 
                     
Balance at December 31   18,658    2.1    20,135    2.1 
                     
Options exercisable, end of year   18,239    2.1    18,446    2.0 

 

Fair value of share options

 

Share options granted by the Company in 2015 was measured using the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995), and the inputs to the models were as follows:

 

    ASE Inc. 
      
Share price at the grant date   NT$36.5 
Exercise prices   NT$36.5 
Expected volatility   27.02%
Expected lives   10 years 
Expected dividend yield   4.00%
Risk free interest rates   1.34%

 

Expected volatility was based on the historical share price volatility over the past 10 years of ASE Inc. Under the Hull & White Model (2004) incorporated with Ritchken’s Trinomial Tree Model (1995), the Company assumed that employees would exercise the options after vesting date when the share price was 1.88 times the exercise price to allow for the effects of early exercise.

 

Employee benefits expense recognized on employee share options was NT$133,496 thousand and NT$110,157 thousand for the years ended December 31, 2015 and 2014, respectively.

 

23.NON-CASH TRANSACTIONS

 

For the years ended December 31, 2015 and 2014, the Company entered into the following non-cash investing activities which were not reflected in the consolidated statements of cash flows:

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Payments for property, plant and equipment          
Purchase of property, plant and equipment  $17,651,585   $27,572,214 
Capitalized borrowing costs   (34,510)   (47,204)

 

(Continued)

 

-57-

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Increase in prepayments for property, plant and equipment  $30,488   $30,453 
Decrease (increase) in payables for property, plant and equipment   459,047    (1,696,412)
           
           
   $18,106,610   $25,859,051 
           
Proceeds from disposal of property, plant and equipment          
Consideration from disposal of property, plant and equipment  $180,846   $206,009 
Increase in other receivables   (65,870)   (18,951)
           
   $114,976   $187,058 

 

(Concluded)

 

24.OPERATING LEASE ARRANGEMENTS

 

The Company lease the land on which its buildings are located under various operating lease agreements with the ROC government expiring through June 2035. The agreements grant the Company the option to renew the leases and reserve the right for the lessor to adjust the lease payments upon an increase in the assessed value of the land and to terminate the leases under certain conditions. In addition, the Company leases buildings, machinery and equipment under operating leases.

 

The Company recognized rental expense of NT$604,360 thousand and NT$479,838 thousand for the years ended December 31, 2015 and 2014, respectively.

 

25.CAPITAL MANAGEMENT

 

The capital structure of the Company consists of debt and equity. The Company manages its capital to ensure that the Company will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance. Key management personnel of the Company periodically reviews the cost of capital and the risks associated with each class of capital. In order to balance the overall capital structure, the Company may adjust the amount of dividends paid to shareholders, the number of new shares issued or repurchased, and the amount of new debt issued or existing debt redeemed.

 

The Company is not subject to any externally imposed capital requirements except those discussed in Note 14.

 

26.FINANCIAL INSTRUMENTS

 

a.Fair value of financial instruments that are not measured at fair value

 

1)Fair value of financial instruments not measured at fair value but for which fair value is disclosed

 

Except bonds payable measured at amortized cost, the management considers that the carrying amounts of financial assets and financial liabilities not measured at fair value approximate their fair values.

 

The carrying amounts and fair value of bonds payable as of December 31, 2015 and 2014, respectively, were as follows:

 

-58-

   Carrying Amount  Fair Value
    NT$    NT$ 
           
December 31, 2015  $26,101,086   $26,507,124 
December 31, 2014   19,270,613    19,828,076 

 

2)Fair value hierarchy

 

The aforementioned fair value hierarchy of bonds payable was Level 3 which was determined based on discounted cash flow analysis with the applicable yield curve for the duration or the last trading prices.

 

b.Fair value of financial instruments that are measured at fair value on a recurring basis

 

1)Fair value hierarchy

 

   Level 1  Level 2  Level 3  Total
   NT$  NT$  NT$  NT$
             
December 31, 2015            
             
Financial assets at FVTPL                    
Financial assets designated as at FVTPL                    
Private-placement convertible bonds  $-   $100,500   $-   $100,500 
                     
Derivative financial assets                    
Swap contracts   -    1,389,931    -    1,389,931 
Forward exchange contracts   -    7,745    -    7,745 
Forward currency options contracts   -    5,020    -    5,020 
                     
   $-   $1,503,196   $-   $1,503,196 
                     
Available-for-sale financial assets                    
Limited partnership  $-   $-   $390,987   $390,987 
Unquoted shares   -    -    82,120    82,120 
                     
   $-   $-   $473,107   $473,107 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $-   $2,632,565   $-   $2,632,565 

 

(Continued)

 

-59-

   Level 1  Level 2  Level 3  Total
    NT$    NT$    NT$    NT$ 
                     
Forward exchange contracts  $-   $22,045   $-   $22,045 
Swap contracts   -    14,876    -    14,876 
Interest rate swap contracts   -    119    -    119 
                     
   $-   $2,669,605   $-   $2,669,605 
                     
December 31, 2014                    
                     
Financial assets at FVTPL                    
Financial assets designated as at FVTPL                    
Private-placement convertible bonds  $-   $100,500   $-   $100,500 
                     
Derivative financial assets                    
Swap contracts   -    1,888,449    -    1,888,449 
Forward exchange contracts   -    1,234    -    1,234 
                     
   $-   $1,990,183   $-   $1,990,183 
                     
Available-for-sale financial assets                    
Open-end mutual funds  $400,007   $-   $-   $400,007 
Limited partnership   -    -    438,953    438,953 
Unquoted shares   -    -    103,194    103,194 
                     
   $400,007   $-   $542,147   $942,154 
                     
Financial liabilities at FVTPL                    
Derivative financial liabilities                    
Conversion option, redemption option and put option of convertible bonds  $-   $2,520,606   $-   $2,520,606 
Swap contracts   -    13,726    -    13,726 
Forward exchange contracts   -    6,086    -    6,086 
                     
   $-   $2,540,418   $-   $2,540,418 

 

(Concluded)

 

For assets and liabilities held as of December 31, 2015 and 2014 that were measured at fair value on a recurring basis, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

 

-60-

2)Reconciliation of Level 3 fair value measurements of financial assets

 

The financial assets measured at Level 3 fair value were equity investments with no quoted prices classified as available-for-sale financial assets - non-current. Reconciliations for the years ended December 31, 2015 and 2014 were as follows:

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Balance at January 1  $542,147   $522,902 
Purchases   1,322    38,793 
Disposals   (34,203)   - 
Total gains recognized in other          
comprehensive income   (36,159)   (19,548)
           
Balance at December 31  $473,107   $542,147 

 

3)Valuation techniques and assumptions applied for the purpose of measuring fair value

 

a)Valuation techniques and inputs applied for the purpose of measuring Level 2 fair value measurement

 

Financial Instruments   Valuation Techniques and Inputs
     
Derivatives - swap contracts, forward exchange contracts, foreign currency option contracts and interest rate swap contracts   Discounted cash flows - Future cash flows are estimated based on observable forward exchange rates or interest rates at balance sheet dates and contract forward exchange rates and interest rates or interest rates, discounted at rates that reflected the credit risk of various counterparties.
     
Derivatives - conversion option, redemption option and put option of convertible bonds   Option pricing model - Incorporation of present value techniques and reflect both the time value and the intrinsic value of options
     
Private-placement convertible bonds   Discounted cash flows - Future cash flows are estimated based on observable stock prices and conversion prices, discounted at rates that reflected the credit risk of various counterparties.

 

b)Valuation techniques and inputs applied for the purpose of measuring Level 3 fair value measurement

 

The fair value of the Company’s investments in unquoted shares on Level 3 fair value measurement were measured using market approach based on investees’ recent financing activities, technical development, valuation of investees comparable companies, market conditions and other economic indicators.

 

The fair values of investments in limited partnership are measured using discounted cash flow technique and a comparable multiple technique. The significant unobservable inputs used in the discounted cash flow technique were discount rates of 12.34% and the terminal growth rates of 2.50%. Any significant increase in discount rates or any significant decrease in terminal growth rates would result in a decrease in the fair value of the investments in limited partnership. The significant unobservable input used in the comparable multiple technique was EBITDA multiples of 9.73. Any significant decrease in multiples would result in a decrease in the fair value of the investments in limited partnership.

 

-61-

c.Categories of financial instruments

 

   December 31
   2015  2014
   NT$  NT$
       
Financial assets          
           
FVTPL          
Designated as at FVTPL  $100,500   $100,500 
Held for trading   1,402,696    1,889,683 
Available-for-sale financial assets   473,107    942,154 
Loans and receivables (Note 1)   26,584,110    34,476,934 
           
Financial liabilities          
           
FVTPL          
Held for trading   2,669,605    2,540,418 
Measured at amortized cost (Note 2)   137,574,859    101,542,763 

 

Note 1:      The balances included loans and receivables measured at amortized cost which comprised cash, trade receivable (including trade receivables from related parties), other receivables (including loans to related parties) and other financial assets.

 

Note 2:      The balances included financial liabilities measured at amortized cost which comprised short-term borrowings, short-term bills payable, trade and other payables (including related parties), bonds payable and long-term borrowings.

 

d.Financial risk management objectives and policies

 

The derivative instruments used by the Company are to mitigate risks arising from ordinary business operations. All derivative transactions entered into by the Company are designated as either hedging or trading. Derivative transactions entered into for hedging purposes must hedge risk against fluctuations in foreign exchange rates and interest rates arising from operating activities. The currencies and the amount of derivative instruments held by the Company must match its hedged assets and liabilities denominated in foreign currencies.

 

The Company’s risk management department monitors risks to mitigate risk exposures, reports unsettled position, transaction balances and related gains or losses to the Company’s chief financial officer on monthly basis.

 

1)Market risk

 

The Company’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. Gains or losses arising from fluctuations in foreign currency exchange rates of a variety of derivative financial instruments were approximately offset by those of hedged items. Interest rate risk was not significant due to the cost of capital was expected to be fixed.

 

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

 

a)Foreign currency exchange rate risk

 

The Company had sales and purchases as well as financing activities denominated in foreign currency which exposed the Company to foreign currency exchange rate risk. The Company

 

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entered into a variety of derivative financial instruments to hedge foreign currency exchange rate risk to minimize the fluctuations of assets and liabilities denominated in foreign currencies.

 

The carrying amounts of the Company’s foreign currency denominated monetary assets and liabilities as well as derivative instruments which exposed the Company to foreign currency exchange rate risk at each balance sheet date are presented in Note 31.

 

The Company was principally subject to the impact to exchange rate fluctuation in U.S. dollars and Japanese yen against NT$. 1% is the sensitivity rate used when reporting foreign currency exchange rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign currency exchange rates. The sensitivity analysis included financial assets and liabilities. The changes in profit before income tax due to a 1% change in U.S. dollars and Japanese yen both against NT$ would be NT$35,000 thousand and NT$3,400 thousand for the years ended December 31, 2015 and 2014, respectively. Hedging contracts and hedged items have been taken into account while measuring the changes in profit before income tax. As the year-end exposure did not reflect the exposure for the years ended December 31, 2015 and 2014, the abovementioned sensitivity analysis was unrepresentative of those years.

 

b)Interest rate risk

 

Except a portion of long-term borrowings and bonds payable at fixed interest rates, the Company was exposed to interest rate risk because the Company borrowed funds at floating interest rates. Changes in market interest rates will lead to variances in effective interest rates of borrowings from which the future cash flow fluctuations arise.

 

The carrying amounts of the Company’s financial assets and financial liabilities with exposure to interest rates at each balance sheet date were as follows:

 

   December 31
   2015  2014
   NT$  NT$
Fair value interest rate risk          
Financial liabilities  $7,981,190   $21,736,100 
           
Cash flow interest rate risk          
Financial assets   8,710,362    11,432,949 
Financial liabilities   75,431,163    57,040,407 

 

For assets and liabilities with floating interest rates, a 100 basis point increase or decrease was used when reporting interest rate risk internally to key management personnel. If interest rates had been 100 basis points (1%) higher or lower and all other variables held constant, the Company’s profit before income tax for the years ended December 31, 2015 and 2014 would have decreased or increased approximately by NT$677,000 thousand and NT$456,000 thousand, respectively.

 

c)Other price risk

 

The Company was exposed to equity price risk through its investments in available-for-sale financial assets. If equity prices were 1% higher or lower, other comprehensive income before income tax for the years ended December 31, 2015 and 2014 would have increased or decreased approximately by NT$4,700 thousand and NT$9,500 thousand, respectively.

 

In addition, the Company was also exposed to the Company’s ordinary share price risk through Bonds Options recognized as financial liabilities held for trading. 7% is the sensitivity rate used when reporting price risk internally to key management personnel. If the Company’s

 

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ordinary share price increased or decreased by 7%, profit before income tax for the years ended December 31, 2015 and 2014 would have decreased approximately by NT$605,000 thousand and NT$651,000 thousand, respectively, or increased approximately by NT$638,000 thousand and NT$608,000 thousand, respectively.

 

2)Credit risk

 

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company’s credit risk arises from cash, receivables and other financial assets. The Company’s maximum exposure to credit risk was the carrying amounts of financial assets in the parent company only balance sheets.

 

The Company dealt with counterparties creditworthy and has a credit policy and trade receivable management procedures to ensure recovery and evaluation of trade receivables. The Company’s counterparties consisted of a large number of customers and banks and there was no significant concentration of credit risk exposure.

 

3)Liquidity risk

 

The Company manages liquidity risk by maintaining adequate working capital and banking facilities to fulfill the demand for cash flow used in the Company’s operation and capital expenditure. In addition, some creditors to the Company’s current liabilities are the Company’s subsidiaries and there’s no risk of obligation for prompt repayments. The Company also monitors its compliance with all the loan covenants. Liquidity risk is not considered to be significant.

 

In the table below, financial liabilities with a repayment on demand clause were included in the earliest time band regardless of the probability of counter-parties choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.

 

To the extent that interest flows are floating rate, the undiscounted amounts were derived from the interest rates at each balance sheet date.

 

  

On Demand or Less than 

1 Month

  1 to 3 Months 

3 Months to

1 Year

  1 to 5 Years 

More than

5 Years

   NT$  NT$  NT$  NT$  NT$
                
December 31, 2015               
                
Non-derivative financial liabilities                         
Non-interest bearing  $7,500,676   $7,819,035   $144,065   $-   $- 
Floating interest rate liabilities   1,745,677    39,953,192    2,415,098    32,227,631    - 
Fixed interest rate liabilities   12,344,873    3,028    27,535,656    3,830,690    - 
                          
   $21,591,226   $47,775,255   $30,094,819   $36,058,321   $- 
                          
December 31, 2014                         
                          
Non-derivative financial liabilities                         
Non-interest bearing  $8,339,715   $8,817,318   $66,299   $-   $- 
Floating interest rate liabilities   11,462,504    2,025,963    26,638,522    17,648,985    - 
Fixed interest rate liabilities   582,373    778,550    568,920    21,862,951    - 
                          
   $20,384,592   $11,621,831   $27,273,741   $39,511,936   $- 

 

The amounts included above for floating interest rate instruments for non-derivative financial liabilities was subject to change if changes in floating interest rates differ from those estimates of interest rates determined at each balance sheet date.

 

The following table detailed the Company’s liquidity analysis for its derivative financial instruments. The table was based on the undiscounted contractual net cash inflows and outflows

 

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on derivative instruments that settle on a net basis, and the undiscounted gross cash inflows and outflows on those derivatives that require gross settlement. When the amounts payable or receivable are not fixed, the amounts disclosed have been determined by reference to the projected interest rates as illustrated by the yield curves at each balance sheet date.

 

  

On Demand or Less than

1 Month

  1 to 3 Months 

3 Months to

1 Year

   NT$  NT$  NT$
          
December 31, 2015         
          
Net settled               
Forward exchange contracts  $(23)  $75   $- 
Foreign currency options contracts   -    8,735    - 
                
   $(23)  $8,810   $- 
                
Gross settled               
Forward exchange contracts               
Inflows  $467,241   $-   $- 
Outflows   (459,550)   -    - 
    7,691    -    - 
                
Swap contracts               
Inflows   7,250,361    17,601,055    34,597,550 
Outflows   (7,037,259)   (17,173,087)   (33,627,250)
    213,102    427,968    970,300 
                
Interest rate swap contracts               
Inflows   12,603    12,466    25,069 
Outflows   (11,595)   (11,469)   (23,063)
    1,008    997    2,006 
                
   $221,801   $428,965   $972,306 
                
December 31, 2014               
                
Gross settled               
Forward exchange contracts               
Inflows  $520,506   $-   $- 
Outflows   (525,390)   -    - 
    (4,884)   -    - 
                
Swap contracts               
Inflows   4,234,700    3,323,250    31,808,250 
Outflows   (4,064,710)   (3,147,315)   (30,099,780)
    169,990    175,935    1,708,470 
                
   $165,106   $175,935   $1,708,470 

 

27.RELATED PARTY TRANSACTIONS

 

The significant transactions between the Company and its related parties are summarized as follows:

 

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a.Sales

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Subsidiaries  $9,394,518   $9,375,056 

 

b.Purchases

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Subsidiaries  $3,374,644   $4,840,949 
Joint venture   57    - 
           
   $3,374,701   $4,840,949 

 

Terms of the transactions with related parties were not significantly different from those with non-related parties. The credit terms with related parties are mainly 60 days. Unrealized gross profit from the transactions with related parties had been eliminated.

 

c.Receivables from related parties

 

      December 31,
      2015  2014
      NT$  NT$
          
Trade receivables from related parties  Subsidiaries  $2,281,805   $5,082,423 
              
Other receivables from related parties  Subsidiaries  $154,363   $36,699 
   Joint venture   6,717    - 
              
      $161,080   $36,699 

 

The Company did not hold any collateral over the trade receivables from related parties. The Company had not provided an allowance for doubtful debts on receivables from related parties for the years ended December 31, 2015 and 2014.

 

d.Payables to related parties (excluding loans from related parties)

 

      December 31,
      2015  2014
      NT$  NT$
          
Accounts payables to related parties  Subsidiaries  $910,150   $1,223,750 
   Joint venture   61    - 
              
      $910,211   $1,223,750 
              
Other payables to related parties  Subsidiaries  $1,912,834   $1,840,573 
   Associates   41,245    6,328 
              
      $1,954,079   $1,846,901 

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The outstanding payables to related parties of the Company were payables for raw materials, equipment and receipts under custody which will be paid in cash and no collateral were provided.

 

e.Acquisition of property, plant and equipment

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Subsidiaries  $180,658   $559,544 
Associates   2,970,600    4,889,732 
           
   $3,151,258   $5,449,276 

 

f.Disposal of property, plant and equipment:

 

   For the Years Ended December 31
   2015  2014
   Proceeds  Gain from disposal  Proceeds  Gain from disposal
   NT$  NT$  NT$  NT$
             
Subsidiaries  $142,442   $922   $118,358   $1,299 

 

g.Loans from related parties

 

   December 31
   2015  2014
   NT$  NT$
       
Subsidiaries  $38,237,875   $28,806,723 

 

The interest rates of loans from related parties were not significantly different from normal market rates.

 

h.Endorsements/Guarantees provided

 

   December 31
   2015  2014
   NT$  NT$
       
Subsidiaries  $12,900,154   $12,905,228 

 

i.Other relate party transactions

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Service expenses incurred to subsidiaries  $921,269   $920,727 
Donations to related parties   100,000    115,000 
           
   $1,021,269   $1,035,727 

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j.Compensation to key management personnel

 

   For the Years Ended December 31
   2015  2014
   NT$  NT$
       
Short-term employee benefits  $531,847   $632,920 
Post-employment benefits   1,017    1,404 
Share-based payments   10,368    29,125 
           
   $543,232   $663,449 

 

The compensation to the Company’s key management personnel is determined according to personal performance and market trends.

 

28.ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

 

In addition to Note 9, the Company provided time deposits of NT$181,796 thousand and NT$181,283 thousand as collateral for the tariff guarantees of imported raw materials and guarantees for hiring foreign labor as of December 31, 2015 and 2014, respectively.

 

29.SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

 

In addition to those disclosed in other notes, significant commitments and contingencies of the Company as of each balance sheet date were as follows:

 

a.Significant commitments

 

1)As of December 31, 2015 and 2014, unused letters of credit of the Company were approximately NT$0 thousand and NT$59,300 thousand, respectively.

 

2)As of December 31, 2015 and 2014, the amounts that the Company has committed to purchase property, plant and equipment were approximately NT$5,781,000 thousand and NT$5,564,000 thousand, respectively, of which NT$1,369,971 thousand and NT$641,684 thousand had been prepaid, respectively.

 

3)In consideration of corporate social responsibility for environmental protection, the Company’s board of directors, in December 2013, approved contributions to be made in the next 30 years, at a total amount of NT$3,000,000 thousand, at the minimum, to environmental protection efforts in Taiwan. In January 2016 and 2015, the Company’s board of directors both approved to contribute NT$100,000 thousand to ASE Foundation for continuously implementing environmental effort in promoting the related domestic environmental protection and public service activities.

 

b.Non-cancellable operating lease commitments

 

   December 31, 2015
    NT$ 
      
Less than 1 year  $104,804 
1-5 years   173,816 
More than 5 years   198,090 
      
   $476,710 

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30.SIGNIFICANT SUBSEQUENT EVENTS

 

In January 2016, the Company issued unsecured domestic bonds in NT$7,000,000 thousand with a maturity of 5 years and due annually with annual interest rate 1.30%, and in NT$2,000,000 thousand with a maturity of 7 years and interest due annually with annual interest rate 1.50%.

 

31. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

 

The significant assets and liabilities denominated in foreign currencies of the Company were as follows:

 

  

Foreign Cuencies

(In Thousand)

  Exchange Rate 

Carrying Amount

(In Thousand) 

          
December 31, 2015         
          
Monetary financial assets             
US$  $2,407,360   US$1=NT$32.825  $79,021,592 
JPY   3,285,728   JPY1=NT$0.2727   896,018 
              
Monetary financial liabilities             
US$   2,512,262   US$1=NT$32.825   82,465,000 
JPY   3,606,237   JPY1=NT$0.2727   983,421 
              
December 31, 2014             
              
Monetary financial assets             
US$   2,119,319   US$1=NT$31.65   67,076,446 
JPY   3,319,802   JPY1=NT$0.2646   878,420 
              
Monetary financial liabilities             
US$   2,131,682   US$1=NT$31.65   67,467,735 
JPY   3,111,135   JPY1=NT$0.2646   823,206 

 

The significant unrealized foreign exchange gain (loss) were as follows:

 

   For the Years Ended December 31
   2015  2014
         Net Foreign Exchange Loss         Net Foreign Exchange Gain (Loss) 
Functional Currencies   Exchange Rate    NT$    Exchange Rate    NT$ 
                     
US$   US$1=NT$32.825   $(2,279,778)   US$1=NT$31.65   $(2,095,242)
JPY   JPY1=NT$0.2727    (6,981)   JPY1=NT$0.2646    36,965 
                     
        $(2,286,759)       $(2,058,277)

 

32.OTHERS

 

a.In November 2015, the Company received a legal brief made by SPIL in connection with a lawsuit brought by SPIL against the Company which was filed with Kaohsiung District Court. SPIL filed a civil lawsuit against the Company seeking to confirm that Company does not have the right to request SPIL to register it as a shareholder in SPIL's shareholder register. The Company has engaged attorney to defend this case and will submit defense brief to the court to protect the Company's interest. The Kaohsiung District Court has not scheduled a hearing on this case. The Company does not expect the lawsuit to have material impact on the financial position and business operation of the Company.

 

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b.On December 20, 2013, the Kaohsiung Environmental Protection Bureau (“KEPB”) issued an official letter No. Kao-Shih-Huan-Chu-Tu-Tzu 10243758100 and an administrative sanction letter No. Kao-Shih-Huan-Chu-Shui-Chu-Tzu 30-102-120022 (“the Administrative Decision”). The Administrative Decision was to impose a fine of NT$110,065 thousand which has been recorded under the line item of other losses for the year ended December 31, 2013. On April 7, 2014, the amount of the fine was amended to NT$109,359 thousand by the KEPB. On September 4, 2015, the amount of the fine was further amended to NT$102,014 thousand (US$3,093 thousand) by the KEPB. On January 17, 2014, the Company retained lawyers to file an administrative appeal to nullify the Administrative Decision with the Kaohsiung City Government, but the administrative appeal was dismissed. The Company next retained lawyers to file an administrative complaint to revoke the part of the Administrative Decision pertaining to the fine, and the case is being heard by the Kaohsiung High Administrative Court. Meanwhile, owing to the event above, on January 3, 2014, the Kaohsiung District Prosecutors Office charged the Company with violation of the Waste Disposal Act. The Kaohsiung District Court handed down the judgment on October 20, 2014 and the Company was fined NT$3,000 thousand for violation of Article 47 of the Waste Disposal Act and has been recorded under the line item of other gains and losses for the year ended December 31, 2014. Then the Company appealed against the judgment to the Kaohsiung Branch of Taiwan High Court. On September 29, 2015, the Kaohsiung Branch of Taiwan High Court rendered a final judgment of finding the Company not guilty of the criminal charge.

 

33.ADDITIONAL DISCLOSURES

 

Following are the additional disclosures required by the Securities and Futures Bureau for ASE Inc.:

 

a.Financial provided: Please see Table 1 attached;

 

b.Endorsement/guarantee provided: Please see Table 2 attached;

 

c.Marketable securities held (excluding investments in subsidiaries, associates and joint venture): Please see Table 3 attached;

 

d.Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: Please see Table 4 attached;

 

e.Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: Please see Table 5 attached;

 

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

 

g.Total purchase from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: Please see Table 6 attached;

 

h.Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: Please see Table 7 attached;

 

i.Information about the derivative financial instruments transaction: Please see Note 7;

 

j.Names, locations, and related information of investees over which ASE Inc. exercises significant influence (excluding information on investment in Mainland China): Please see Table 8 attached;

 

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k.Information on investment in Mainland China

 

1)The name of the investee in Mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: None;

 

2)Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:

 

a)The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: Please see Table 6 attached;

 

b)The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: None;

 

c)The amount of property transactions and the amount of the resultant gains or losses: No significant transactions;

 

d)The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: None;

 

e)The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds: None;

 

f)Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: None.

 

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TABLE 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

FINANCINGS PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2015

(Amounts In Thousands of New Taiwan Dollars)

 

                            Financing Limits for  Financing Company's
      Financial Statement Related  Maximum Balance    Ending    Amount Actual     Nature for Transaction Reason for Allowance for Collateral Each Borrowing Company  Total Financing  
No. Financing Company Counter-party Account Party  for the year  Balance  Drawn Interest Rate Financing Amounts Financing Bad Debt Item Value (Note 1)  Amount Limits (Note 2)
                                                                                 
1 A.S.E. Holding Limited The Company Other receivables Yes   $ 2,859,690     $ 2,757,300     $ 2,757,300   0.57-0.64 The need for short-term   $ -   Operating capital   $  -   -   $  -     $ 3,103,833     $ 6,207,666  
          form related parties                                 financing                                            
                                                                                 
2 J & R Holding Limited The Company Other receivables Yes     9,367,950       9,256,650       9,256,650   0.57-0.64 The need for short-term     -   Operating capital     -   -     -       9,992,655       19,985,309  
          form related parties                                 financing                                            
                                                                                 
3 ASE Test Limited The Company Other receivables Yes     5,842,850       5,842,850       4,037,475   0.57-0.64 The need for short-term     -   Operating capital     -   -     -       6,059,525       12,119,051  
          form related parties                                 financing                                            
                                                                                 
4 ASE Test, Inc. The Company Other receivables Yes     5,600,000       5,600,000       5,600,000   0.87-1.03 The need for short-term     -   Operating capital     -   -     -       5,981,659       11,963,319  
          form related parties                                 financing                                            
                                                                                 
5 J&R Industrial Inc. The Company Other receivables Yes     190,000       190,000       190,000   0.87-1.03 The need for short-term     -   Operating capital     -   -     -       199,539       399,079  
          form related parties                                 financing                                            
                                                                                 
6 ASE (Korea) Inc. The Company Other receivables Yes     2,958,300       2,954,250       2,626,000   3.17-3.42 The need for short-term     -   Operating capital     -   -     -       3,187,595       6,375,190  
          form related parties                                 financing                                            
                                                                                 
7 USI Enterprise Limited The Company Other receivables Yes     5,916,600       2,626,000       2,626,000   0.57-0.64 The need for short-term     -   Operating capital     -   -     -       8,435,979       16,871,957  
          form related parties                                 financing                                            
                                                                                 
8 Huntington Holdings The Company Other receivables Yes     1,807,850       1,805,375       1,805,375   0.57-0.64 The need for short-term     -   Operating capital     -   -     -       9,161,282       18,322,564  
      International Co. Ltd.       form related parties                                 financing               -   -     -                  
                                                                                 
9 Real Tech Holdings The Company Other receivables Yes     3,944,400       3,939,000       3,939,000   0.57-0.64 The need for short-term     -   Operating capital     -   -     -       8,704,050       17,408,100  
  Limited       form related parties                                 financing                                            
                                                                                 
10 Omniquest Industrial The Company Other receivables Yes     3,122,650       3,118,375       1,641,250   0.57-0.64 The need for short-term     -   Operating capital     -   -     -       3,236,524       6,473,048  
     Limited       form related parties                                 financing                                            
                                                                                 
11 Innosource Limited The Company Other receivables Yes     723,140       722,150       722,150   0.59-0.64 The need for short-term     -   Operating capital     -   -     -       798,494       1,596,988  
          form related parties                                 financing                                            
                                                                                 
12 ASE Investment The Company Other receivables Yes     3,118,375       3,118,375       -   0.59-0.61 The need for short-term     -   Operating capital     -   -     -       3,221,829       6,443,658  
    (Labuan) Inc.       form related parties                                 financing                                            
                                                                                 
13 ASE Labuan Inc. The Company Other receivables Yes     723,140       -       -   0.59-0.61 The need for short-term     -   Operating capital     -   -     -       769,385       1,538,770  
          form related parties                                 financing                                            
                                                                                 
14 Global Advanced The Company Other receivables Yes     1,939,330       1,936,675       1,936,675   0.59-0.64 The need for short-term     -   Operating capital     -   -     -       2,073,390       4,146,780  
     Packaging Technology       form related parties                                 financing                                            
     Limited, Cayman                                                                              
     Islands                                                                              
                                                                                 
15 ASE Corporation The Company Other receivables Yes     2,793,950       1,879,444       900,000   0.87-0.93 The need for short-term     -   Operating capital     -   -     -       3,237,259       6,474,518  
          form related parties                                 financing                                            
                                                                                 
16 ASE Electronics Inc. The Company Other receivables Yes     350,000       200,000       200,000   0.87-0.93 The need for short-term     -   Operating capital     -   -     -       765,609       1,531,218  
          form related parties                                 financing                                            

 

 

Note 1:      Limit amount of lending to a company shall not exceed 20% of the net worth of the company.

Note 2:      Where an inter-company or inter-firm short-term financing facility is necessary provided that the total amount of such financing facility shall not exceed 40% of the amount of the net worth of the lending company.

 

-72-

TABLE 2

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

ENDORSEMENTS/GUARANTEES PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2015

(Amounts In Thousands of New Taiwan Dollars)

 

      Limits on Endorsement                           Ratio of Accumulated Maximum     Guarantee
  Endorsement/   /Guarantee Amount                   Amount of Endorsement/ Endorsement/Guarantee to Endorsement Guarantee Guarantee Provided to
  Guarantee Provider Guaranteed Party Provided to Each Maximum Balance     Amount Actually Guarantee Collateralized Net Equity per Latest /Guarantee Amount Provided by Provided by Subsidiaries
No. Name Name Nature of Relationship Guaranteed Party (Note 1) for the Year Ending Balance Drawn by Properties   Financial Statement Allowable (Note 2) Parent Company A Subsidiary in Mainland CHINA
0 The Company Anstock Limited 100% voting shares   $ 47,074,801     $ 2,783,448     $ 2,634,135     $ 2,557,224     $ -   1.7   $ 62,766,402   Yes No No
         indirectly owned by             (Note3)       (Note3)       (Note3)                          
         the Company                                                        
                                                               
    Anstock II Limited 100% voting shares     47,074,801       10,280,093       10,266,019       9,941,667       -   6.5     62,766,402   Yes No No
       indirectly owned by             (Note3)       (Note3)       (Note3)                          
         the Company                                                        

 

 

Note 1:     The ceilings on the amounts for any single entity is permitted to make in endorsements/guarantees shall not exceed 30% of total equity of shareholders according to “The Process of make in endorsements/guarantees” of ASE.

Note 2:     The ceilings on the aggregate amounts are permitted to make in endorsements/guarantees shall not exceed 40% of total equity of shareholders according to “The Process of make in endorsements/guarantees” of ASE.

Note 3:      Amount was included principal and interest.

 

-73-

TABLE 3

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

MARKETABLE SECURITIES HELD

DECEMBER 31, 2015

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

 

        December 31, 2015  
    Relationship with       Percentage of    
Held Company Name Marketable Securities Type and Name the Company Financial Statement Account Shares/ Units Carrying Value Ownership (%) Fair Value Note
The Company Stock                            
      H&HH Venture Investment Corporation - Available-for-sale financial assets - non-current 2,528,090   $ 10,771   15   $ 10,771    
      H&D Venture Capital Investment Corporation - Available-for-sale financial assets - non-current 2,482,758     33,798   13     33,798    
      MiTAC Information Technology Corp - Available-for-sale financial assets - non-current 4,203     27   -     27    
      Asia Pacifical Emerging Industry Venture Capital Co, Ltd. - Available-for-sale financial assets - non-current 6,000,000     37,524   7     37,524    
                                      
      StarChips Technology Inc. - Available-for-sale financial assets - non-current 333,334     -   6     -    
                               
  Bond                            
      AMPI Second Private of Domestic Unsecured - Financial assets at fair value through profit 1,000     100,500   -     100,500    
          Convertible Bonds       or loss - current                        
                               
  Limited Liability Partnership                            
      Ripley Cable Holdings I, L.P. - Available-for-sale financial assets - non-current -       390,987   4     390,987    

 

Note:ASE, Inc.'s stocks held by ASE Test Limited, 88,200,472 shares, are all trusted without power to decide the allocation of the trust assets.

 

-74-

TABLE 4

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2015

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

 

  Marketable Securities Type     Nature of Beginning Balance Acquisition Disposal Ending Balance
Company Name and Name Financial Statement Account Counter-party Relationship Shares/Units Amount(Note1) Shares/Units Amount Shares/Units Amount Carrying Amount Gain/Loss on Disposal Shares/Units Amount(Note1)
The Company Fund                                                                      
      Mega Diamond Money Market Available-for-sale financial assets - current - - 32,504,205     $ 400,007   -     $ -   32,504,205     $ 400,085     $ 400,000     $ 85   -     $ -  
         Fund Stock                                                                      
                                                                         
      USI Investments accounted for using the equity (Note 2) Subsidiary 1,625,015,916       36,706,080   -       -   1,585,412,694       36,214,968       36,218,502       (3,534 ) 39,603,222       1,187,548  
        method                                                                    
      USIINC Investments accounted for using the equity (Note 2) Subsidiary -       -   990,080,566       36,214,968   -       -       -       -   990,080,566       44,733,359  
        method                                                                    
      ASEEE Investments accounted for using the equity (Note 3) Joint Venture -       -   61,809,660       618,097   -       -       -       -   61,809,660       613,841  
        method                                                                    
      SPIL Investments accounted for using the equity (Note 4) Associate -       -   779,000,000       35,055,000   -       -       -       -   779,000,000       35,423,058  
        method                                                                    

 

Note 1:      The ending balance of Long-Term Stock Investment-Equity Method includes share of profits/losses of investees and other related adjustment to equity. The ending balance of other financial assets includes the adjustment to fair value.

Note 2:      USI, Inc. divided from Universal Scientific Industrial Co., Ltd.

Note 3:      Joint venture with TDK Corporation

Note 4:      Public Tender Offer

 

-75-

TABLE 5

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

ACQUISITION OF INDIVIDUAL REAL ESTATE PROPERTIES AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2015

(Amounts In Thousands of New Taiwan Dollars)

 

              Prior Transaction of Related Counter-party      
      Transaction Date     Nature of                 Purpose of Other
Company Name Types of Property Transaction Date (Tax excluded) Payment Term Counter-party Relationships Owner Relationships Transfer Date Amount Price Reference Acquisition Terms
The Company No.1, Chuangyi N. Rd. June 04, 2015   $ 1,718,000   Paid HC Associate - - -   $  -   Based on independent To facilitate the future   None
      in Nantze 2nd Export                                    professional appraisal     production expansion  
      Processing Zone, Kaohsiung City                                    reports     plan  
                                       
  No.66, Yenfa Rd. in Nantze June 04, 2015     748,000   Paid HC Associate - - -     -   Based on independent To facilitate the future   None
      2nd Export Processing Zone,                                    professional appraisal     production expansion  
      Kaohsiung City                                    reports     plan  
                                       
  The building construction of foreign January 01, 2015~     504,600   There is 37,800 thousand will Hu Hwa Construction Associate - - -     -   Based on independent To manage the demand for None
      worker dormitory of ASE's     December 31, 2015              be paid after acceptance check.     Co., Ltd.              professional appraisal     accommodation resulted  
      Kaohsiung factory                                    reports     from the recruitment  
                                        accommodation safety  
                                        and quality for foreign  
                                        workers  
                                       
  Facilities and equipment of ASE's January 01, 2015~     355,282   There is 121,521 thousand will Kun Lin Engineering - - - -     -   Request for quotation, Facilities and equipment None
      Kaohsiung factory    December 31, 2015              be paid after acceptance check.     Co., Ltd.           price comparison     expansion  
                                      and price negotiation    
                                       
  Facilities and equipment of ASE's January 01, 2015~     337,374   There is 55,130 thousand will Hyun Chang Enterprise   - - - -     -   Request for quotation, Facilities and equipment None
      Kaohsiung factory     December 31, 2015              be paid after acceptance check.     Co., Ltd.           price comparison     expansion  
                                      and price negotiation    
                                       
  Facilities and equipment of ASE's January 01, 2015~     310,414   There is 62,600 thousand will Aircare Engineering - - - -     -   Request for quotation, Facilities and equipment None
      Kaohsiung factory     December 31, 2015              be paid after acceptance check.     Corp.           price comparison     expansion  
                                      and price negotiation    
                                       
  Facilities and equipment of ASE's January 01, 2015~     307,000   There is 184,200 thousand will Aqualab Inc. - - - -     -   Request for quotation, Facilities and equipment None
      Kaohsiung factory     December 31, 2015              be paid after acceptance check.             price comparison     expansion  
                                      and price negotiation    

 

-76-

TABLE 6

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2015

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

 

      Transaction Details Abnormal Transaction    
      Purchases/         Payment Notes/Accounts Payable or Receivable  
Buyer Related Party Relationships Sales Amount % to Total Payment Terms Unit Price Terms Ending Balance % to Total Note
The Company ASE (Shanghai) Inc. Subsidiary Purchases   $ 1,713,266       6     Net 60 days from the end   $  -   -   $ (433,581 )     (6 )   Note
                              of the month of when                              
                              invoice is issued                              
                                                         
  ASE Electronics Inc. Subsidiary Purchases          1,990,597       6     Net 60 days from the end     -   -     (475,673 )     (6 )   Note
                              of the month of when                              
                              invoice is issued                              
                                                         
  ISE Labs, Inc. Subsidiary Sales     (121,374 )     -     Net 45 days from     -   -     30,216       -     Note
                              invoice date                              
                                                         
  Universal Scientific Subsidiary Sales     (9,083,160 )     (10 )   Net 60 days from the end     -   -     2,220,182       14     Note
      Industrial Co., Ltd.                           of the month of when                              
                              invoice is issued                              
                                                         
  ASE Japan Co., Ltd. Subsidiary Sales     (116,993 )     -     Net 60 days from the end     -   -     18,075       -     Note
                              of the month of when                              
                              invoice is issued                              

 

Note :Amount was included principal and interest.

 

-77-

TABLE 7

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

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

DECEMBER 31, 2015

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

 

          Overdue Amounts Received Allowance for
Company Name Related Party Relationships Ending Balance (Note 1) Turnover Rate Amount Actions Taken in Subsequent Period Bad Debts
The Company Universal Scientific Industrial Co., Ltd. Subsidiary   $ 2,220,182     3   $   6,173   Continued collection   $  1,766,202     $   -     
                                           

 

-78-

TABLE 8

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE

FOR THE YEAR ENDED DECEMBER 31, 2015

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

 

        Original Investment Amount Balance as of December 31, 2015      
Investor
Company
Investee Company Location Main Businesses and Products December 31, 2015 December 31, 2014 Shares Percentage of Ownership Carrying Value

Net Income

 

(Losses) of the Investee

 

Share of Profits/Losses

 

of Investee

 

Note
The Company A.S.E. Holding Limited Bermuda Investment activities   US$  283,966 thousand     US$ 283,966  thousand   243,966   100     $ 15,251,124     $ 498,485     $ 480,474   Subsidiary
  J & R Holding Limited Bermuda Investment activities   US$  479,693  thousand     US$ 479,693  thousand   435,128   100       47,271,666       2,304,578       2,049,623   Subsidiary
  ASE Marketing & Service Japan Co., Ltd. Japan Engaged in marketing and sales services   JPY  60,000  thousand     JPY 60,000  thousand   1,200   100       27,986       2,082       2,082   Subsidiary
  Omniquest Industrial Limited British Virgin Islands Investment activities   US$  250,504  thousand     US$ 250,504  thousand   250,504,067   71       11,140,252       233,728       198,948   Subsidiary
  Innosource Limited British Virgin Islands Investment activities   US$  86,000  thousand     US$ 86,000  thousand   86,000,000   100       3,998,959       67,639       77,641   Subsidiary
  HCK Taiwan Engaged in the leasing of real estate properties   $ 390,470     $ 390,470   35,497,273   27       332,444       (35,497 )     (9,694 ) Associate
  HC Taiwan Engaged in the development, construction and     2,845,913       2,845,913   68,629,782   26       1,313,499       701,531       64,151   Associate
          leasing of real estate properties                                                  
                                                         
  USI Taiwan Engaged in the manufacturing, processing and     520,490       21,356,967   39,603,222   99       1,187,548       776,524       1,200,793   Subsidiary
          sale of computers, computer peripherals                                                  
          and related accessories                                                  
                                                         
  ASE Test, Inc. Taiwan Engaged in the testing of semiconductors     20,698,867       20,698,867   851,997,366   100       29,586,903       2,905,510       2,883,511   Subsidiary
  USIINC Taiwan Investment activities     20,836,477       -   990,080,566   99       44,733,359       1,427,299       1,239,134   Subsidiary
  Luchu Development Corporation Taiwan Engaged in the development of real estate properties     1,366,238       1,366,238   131,961,457   67       1,332,571       (2,276 )     (1,527 ) Subsidiary
  ASEEE Taiwan Engaged in the production of embedded substrate     618,097       -   61,809,660   51       613,841       (8,375 )     (4,274 ) Associate
  SPIL Taiwan Engaged in assembly, testing and turnkey services of     35,055,000       -   779,000,000   24       35,423,058       8,762,257       410,937   Associate
          integrated circuits                                                  
                                                         
  AMPI Taiwan Engaged in integrated circuit     178,861       178,861   33,308,452   18       40,216       (217,534 )     (58,390 ) Associate
                                                         

 

-79-

THE CONTENTS OF STATEMENTS OF MAJOR

ACCOUNTING ITEMS

 

ITEM   STATEMENT INDEX
     
MAJOR ACCOUNTING ITEMS IN ASSETS, LIABILITIES AND EQUITY    
STATEMENT OF CASH   1
STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS - CURRENT   Note 7
STATEMENT OF TRADE RECEIVABLES, NET   2
STATEMENT OF OTHER RECEIVABLES   3
STATEMENT OF INVENTORIES   4
STATEMENT OF CHANGES IN AVAILABLE-FOR-SALE FINANCIAL ASSETS – NON-CURRENT   5
STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD   6
STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT   Note 12
STATEMENT OF CHANGES IN ACCUMULATED DEPRECIATION AND ACCUMULATED IMPAIRMENT OF PROPERTY, PLANT AND EQUIPMENT   Note 12
STATEMENT OF CHANGES IN OTHER INTANGIBLE ASSETS   Note 13

STATEMENT OF DEFERRED INCOME TAX ASSETS / LIABILITIES

  Note 20
STATEMENT OF SHORT-TERM BORROWINGS   7
STATEMENT OF COMMERCIAL PAPERS AND BANK ACCEPTANCES PAYABLE   8
STATEMENT OF LONG-TERM BORROWINGS   9
STATEMENT OF FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS - CURRENT   Note 7
STATEMENT OF TRADE PAYABLES   10
STATEMENT OF OTHER PAYABLES   Note 16,Table 1
STATEMENT OF BONDS PAYABLE   Note 15
MAJOR ACCOUNTING ITEMS IN PROFIT OR LOSS    
STATEMENT OF OPERATING REVENUE   11
STATEMENT OF OPERATING COSTS   12
STATEMENT OF OPERATING EXPENSES   13
STATEMENT OF OTHER INCOME AND EXPENSES, NET   Note 19
STATEMENT OF FINANCE COSTS   Note 19
STATEMENT OF LABOR, DEPRECIATION ANDAMORTIZATION BY FUNCTION   Note 19

 

-80-

STATEMENT 1

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF CASH

DECEMBER 31, 2015

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

 

Item  Description  Amount
       
Cash on hand  Including JPY18 thousand @0.2727, HKD1 thousand @4.235, CNY3 thousand @5.055 and NT$1,633 thousand  $1,657 
         
Cash in banks        
Checking accounts and demand deposits      2,861,962 
Foreign currency deposits  Including US$159,582 thousand @32.825, JPY1,572,315 thousand @0.2727 and EUR75 thousand @35.88   5,669,727 
         
      $8,533,346 

 

-81-

STATEMENT 2

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF TRADE RECEIVABLES, NET

DECEMBER 31, 2015

(In Thousands of New Taiwan Dollars)

 

Client Name  Amount  Amount overdue over 1 year
       
Non–Related Parties          
Company A  $1,405,566   $- 
Company B   940,732    - 
Company C   905,374    - 
Others (Note)   10,802,561    5,388 
    14,054,233   $5,388 
           
Less:  Allowance for doubtful accounts   23,792      
           
    14,030,441      
           
Related Parties          
USI   2,220,182      
Others (Note)   61,623      
    2,281,805      
           
   $16,312,246      

 

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

 

-82-

STATEMENT 3

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF OTHER RECEIVABLES

DECEMBER 31, 2015

(In Thousands of New Taiwan Dollars)

 

Item  Amount  Remark
       
Non–Related Parties        
 Turnkey transaction  $1,318,261   Mainly from turnkey services.
 Others (Note)   49,360    
    1,367,621    
         
Related Parties        
Receivables from disposal of property, plant and equipment   104,823    
 Others (Note)   56,257    
    161,080    
         
   $1,528,701    

 

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

 

-83-

STATEMENT 4

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF INVENTORIES

DECEMBER 31, 2015

(In Thousands of New Taiwan Dollars)

 

   Amount

Item

 

Cost

 

Net Realizable

Value

       
Raw materials  $2,898,215   $2,891,476 
           
Supplies   335,229    334,334 
           
Work in process   241,352    378,098 
           
Finished goods   243,240    409,491 
           
Materials and supplies in transit   51,072    51,071 
           
   $3,769,108   $4,064,470 

 

-84-

STATEMENT 5

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF CHANGES IN AVAILABLE-FOR-SALE FINANCIAL ASSETS – NON-CURRENT

FOR THE YEAR ENDED DECEMBER 31, 2015

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

 

 

            Balance at December 31, 2015   
   Balance at January 1, 2015  Additions  Decrease     Fair Value   
Name  Shares  Fair Value  Shares  Fair Value  Shares  Fair Value  Shares  (Note)  Collateral
Unquoted shares                           
Asia Pacifical Emerging Industry Venture Capital Co, Ltd.   6,000,000   $58,491    -   $-    -   $(20,967)   6,000,000   $37,524    Nil 
H&HH Venture Investment Corporation   4,435,245    21,927    -    -    (1,907,155)   (11,156)   2,528,090    10,771    Nil 
H&D Venture Capital Investment Corporation   3,879,310    22,718    -    11,080    (1,396,552)   -    2,482,758    33,798    Nil 
MiTAC Information Technology Corp   -    -    4,203    27    -    -    4,203    27    Nil 
ClarIDy Solutions, Inc.   12,611    58    -    -    (12,611)   (58)   -    -    Nil 
StarChips Technology Inc.   333,334    -    -    -    -    -    333,334    -    Nil 
Limited partnership                                             
Ripley Cable Holdings I, L.P.   -    438,953    -    -    -    (47,966)   -    390,987    Nil 
        $542,147        $11,107        $(80,147)       $473,107      

 

Note:Valuation techniques for fair value are disclosed in Note 26.

 

-85-

STATEMENT 6

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

FOR THE YEAR ENDED DECEMBER 31, 2015

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

 

 

  

Balance at January 1, 2015

 

 

Additions (Note 1)

 

 

Decrease (Note 1)

 

 

Balance at December 31, 2015

 

  Fair Value or Net Assets Value (Note 2)   
Investees  Shares  Amount  Shares  Amount  Shares  Amount  Shares  %  Amount  Unit Price  Total Amount  Collateral
                                     
Ordinary Shares                                                            
Quoted shares                                                            
HC   68,629,782   $1,351,400    -   $-    -   $37,901    68,629,782    26.2   $1,313,499   $16.8   $1,149,549    Nil 
SPIL   -    -    779,000,000    35,423,058    -    -    779,000,000    24.9    35,423,058    52.3    40,741,700    Nil 
AMPI   33,308,452    99,052    -    -    -    58,836    33,308,452    18.2    40,216    3.1    104,255    Nil 
Unquoted shares                                                            
J&R Holding   435,128    45,150,697    -    2,120,969    -    -    435,128    100.0    47,271,666    114,824.3    49,963,273    Nil 
USIINC   -    -    990,080,566    44,733,359    -    -    990,080,566    99.2    44,733,359    43.6    43,118,035    Nil 
ASE Test, Inc.   851,997,366    26,943,800    -    2,643,103    -    -    851,997,366    100.0    29,586,903    35.1    29,908,297    Nil 
ASE Holding   243,966    14,367,500    -    883,624    -    -    243,966    100.0    15,251,124    63,612.0    15,519,163    Nil 
Omniquest   250,504,067    11,045,479    -    94,773    -    -    250,504,067    70.6    11,140,252    45.6    11,429,785    Nil 
Innosource   86,000,000    3,966,042    -    32,917    -    -    86,000,000    100.0    3,998,959    46.4    3,992,471    Nil 
Luchu   131,961,457    1,315,623    -    16,948    -    -    131,961,457    67.1    1,332,571    10.0    1,332,571    Nil 
USI   1,625,015,916    36,706,080    -    -    1,585,412,694    35,518,532    39,603,222    99.0    1,187,548    17.1    679,090    Nil 
ASEEE   -    -    61,809,660    613,841    -    -    61,809,660    51.0    613,841    9.9    613,841    Nil 
HCK   35,497,273    342,138    -    -    -    9,694    35,497,273    27.3    332,444    9.4    332,444    Nil 
ASE MS Japan   1,200    24,972    -    3,014    -    -    1,200    100.0    27,986    23,321.4    27,986    Nil 
         141,312,783         86,565,606         35,624,963              192,253,426        $198,912,460      
                                                             
Less:  Deferred gain on transfer of land        300,149         -         -              300,149                
                                                             
Reclassified from investments    accounted for using the equity method to treasury shares        1,959,107         -         -              1,959,107                
                                                             
        $139,053,527        $86,565,606        $35,624,963             $189,994,170                

 

Note 1:   The aforementioned changes included share of profit or loss, other comprehensive income and cash dividends received from subsidiaries, associates and joint venture.

Note 2   Fair value represented the closing prices of ordinary shares as of the balance sheet date; net assets value was based on the investees’ financial statements and the Company’s shareholdings.

-86-

STATEMENT 7

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF SHORT-TERM BORROWINGS

DECEMBER 31, 2015

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

 

 

Type  Balance at December 31, 2015  Contract Period 

Range of

Interest Rates (%)

  Loan Commitments  Collateral
                
Unsecured revolving bank loans                       
CITI Bank  $2,235,597    2015.12-2016.01    0.68-0.85   US$ 135,000   Nil 
Mizuho Bank, Ltd.   3,030,000    2015.12-2016.01    0.79   US$ 250,000   Nil 
The Bank Of Tokyo-Mitsubishi UFJ, Ltd.   1,500,000    2015.12-2016.01    0.79   US$ 50,000   Nil 
SMBC Bank   2,500,000    2015.12-2016.01    0.80   US$ 130,000   Nil 
HSBC Bank   1,575,600    2015.12-2016.02    0.85   US$ 55,000   Nil 
Mega Bank   90,776    2015.10-2016.06    0.68   US$ 65,000   Nil 
China Construction Bank   300,000    2015.12-2016.01    0.80   US$ 10,000   Nil 
   $11,231,973                   

 

-87-

STATEMENT 8

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF COMMERCIAL PAPERS AND BANK ACCEPTANCES PAYABLE

DECEMBER 31, 2015

(In Thousands of New Taiwan Dollars)

 

 

Item

  Underwriter  Contract Period 

Annual Rate

(%)

  Issued Amount  Unamortized Discounts Amount  Carrying Amount
                   
Commercial papers payables  China Bills Finance Corporation  2015.12-2016.01   0.78   $3,000,000   $1,342   $2,998,658 
   MEGA Bills Finance Co., Ltd.  2015.12-2016.01   0.78    1,350,000    604    1,349,396 
              $4,350,000   $1,946   $4,348,054 

 

-88-

STATEMENT 9

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF LONG-TERM BORROWINGS

DECEMBER 31, 2015

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

 

 

         Balance at December 31, 2015   

Creditor Bank

 

  Amount, Contract Period and Reimbursements  Annual Interest Rate (%) 

Current Portion

 

  Non-current Portion 

Total

 

 

Collateral

 

                   
Syndicated Bank Loan                          
Taiwan Bank  US$340,000 thousand and repayable in equal semiannually through July 2018.   1.56   $-   $11,160,500   $11,160,500   Nil
                           
Working capital bank loans                          
Standard Chartered Bank  Repayable at maturity in December 2017.   1.00    -    2,510,000    2,510,000   Nil
Standard Chartered Bank  US$11,500 thousand and repayable at maturity in December 2017.   0.90    -    377,487    377,487   Nil
CTBC Bank  Repayable in equal quarterly from July 2016 to July 2018.   1.09    -    1,500,000    1,500,000   Nil
CTBC Bank  Repayable in equal quarterly from August 2017 to August 2019.   1.09    -    1,500,000    1,500,000   Nil
Bank of Nova Scotia  Repayable at maturity in February 2017.   1.01    -    2,000,000    2,000,000   Nil
HSBC Bank  US$49,000 thousand and repayable at maturity in October 2017.   1.04    -    1,608,425    1,608,425   Nil
Industrial Bank of Taiwan  Repayable in equal quarterly from August 2017 to August 2019.   1.08    -    1,000,000    1,000,000   Nil
HSBC Bank  Repayable at maturity in October 2017.   1.00    -    3,530,000    3,530,000   Nil
ANZ Bank  US$56,000 thousand and repayable at maturity in September 2017.   1.26    -    1,838,200    1,838,200   Nil
DBS Bank Limited  Repayable at maturity in October 2017.   1.00    -    1,100,000    1,100,000   Nil
DBS Bank Limited  US$10,000 thousand and repayable at maturity in October 2017.   1.05    -    328,250    328,250   Nil
DBS Bank Limited  US$50,000 thousand and repayable at maturity in October 2018.   0.99-1.07    -    1,641,250    1,641,250   Nil
KGI Bank  Repayable at maturity in May 2018.   0.91    -    600,000    600,000   Nil
Taipei Fubon Bank  US$60,000 thousand and repayable at maturity in June 2017.   0.90    -    1,969,500    1,969,500   Nil
BNP Paribas  Repayable at maturity in July 2017.   0.95    -    1,280,000    1,280,000   Nil
The Bank Of Tokyo-Mitsubishi UFJ, Ltd.  Repayable at maturity in December 2018.   1.17    -    1,500,000    1,500,000   Nil
                           
Long-Term Bills payable                          
Ta Ching Bills Finance Corporation  Repayable at maturity in December 2018.   1.03    -    1,998,989    1,998,989   Nil
            -    37,442,601    37,442,601    
                           
   Less: unamortized arrangement fee        -    17,994    17,994    
                           
           $-   $37,424,607   $37,424,607    

 

-89-

STATEMENT 10

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF TRADE PAYABLES

DECEMBER 31, 2015

(In Thousands of New Taiwan Dollars)

 

 

Vendor Name  Amount
    
Non – Related Parties     
NAN YA PRINTED CIRCUIT BOARD CORPORATION  $779,608 
UNIMICRON TECHNOLOGY CORP.   624,319 
Others (Note)   5,397,456 
    6,801,383 
      
Related Parties     
ASE Electronics Inc.   475,673 
ASE (Shanghai) Inc.   433,581 
Others (Note)   957 
    910,211 
      
   $7,711,594 

 

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

 

-90-

STATEMENT 11

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF OPERATING REVENUE

FOR THE YEAR ENDED DECEMBER 31, 2015

(In Thousands of New Taiwan Dollars)

 

 

Item

 

 

Quantity

 

(In Thousands)

 

 

Amount

 

       
Advanced Substrate or Integrated Circuit Leadframes (QFP、Flip Chip、BGA…, etc.)   13,138,885   $68,564,331 
           
Others (Note)   4,154,795    25,642,476 
           
        $94,206,807 

 

Note:The amount for each individual in others does not exceed 10% of the transaction amount.

 

-91-

STATEMENT 12

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF OPERATING COSTS

FOR THE YEAR ENDED DECEMBER 31, 2015

(In Thousands of New Taiwan Dollars)

 

 

Item  Amount
Raw materials used     
Balance, beginning of year  $3,467,274 
Raw material purchased   24,090,125 
Less:  Others   655,170 
Raw materials, end of year   2,898,215 
Transferred to manufacturing or operating expenses   24,004,014 
Direct labor   9,182,515 
Manufacturing expenses   35,285,194 
Manufacturing cost   68,471,723 
Add:  Work in process, beginning of year   209,411 
Others   20,331 
Less:  Work in process, end of year   241,352 
Cost of finished goods   68,460,113 
Add:  Finished goods, beginning of year   245,301 
Less:  Finished goods, end of year   243,240 
Others   40,869 
    68,421,305 
Others   637,696 
      
   $69,059,001 

 

-92-

STATEMENT 13

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC.

 

STATEMENT OF OPERATING EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2015

(In Thousands of New Taiwan Dollars)

 

Item 

Selling and

Marketing

Expenses

 

General and

Administrative

Expenses

 

Research and

Development

Expenses

  Total
             
Payroll  $73,485   $2,385,405   $3,233,270   $5,692,160 
                     
Sales service charge   921,269    -    -    921,269 
                     
Depreciation   603    223,256    655,874    879,733 
                     
Professional fee   149    547,077    55,583    602,809 
                     
Consumption-Tri Run and indirect material   691    36,412    412,327    449,430 
                     
Employee insurance   4,878    147,625    245,051    397,554 
                     
Repair, maintenance and factory supplies   30    145,998    153,350    299,378 
                     
Pension   2,919    81,086    138,535    222,540 
                     
Amortization   63    64,712    32,819    97,594 
                     
Others   96,739    1,156,502    439,312    1,692,553 
                     
   $1,100,826   $4,788,073   $5,366,121   $11,255,020 

 

-93-

 

 

 

Appendix 7

 

Advanced Semiconductor Engineering, Inc.

Statement of Non-refund or Collectin of Expenses

Relating to Underwriting by Underwriter, Issuing

Company and its Related Parties

 

 

 

 

 

 

 

 

Statement

 

Under no circumstances have the Company, its directors, general manager, financial or accounting supervisor and managers involved in the Company's 2016 offer to issue new common stocks for cash, been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have they accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company and the above individuals or their related or appointed parties. Furthermore the said parties have not made false statements or concealed relevant facts. Insofar as involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, they shall bear relevant legal responsibility under Articles 171 and and 174 of the said Act.

 

  Declarant: Advanced Semiconductor Engineering, Inc.
   
  Legal Representative: Chian-Sheng Chang

 

Date:

 

 

 

Statement

 

Our Company, as a legal entity director of Advanced Semiconductor Engineering, Inc. (hereinafter referred to as "said Company"), hereby solemnly declares that, with respect to said Company's 2016 offer to issue new common stocks for cash, our Company has not been involved whether directly or indirectly in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither has our Company accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to said Company or its related or appointed parties. Furthermore our Company has not made false statements or concealed relevant facts. Insofar as our Company’s involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, we shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
Legal Entity Director: A.S.E. Enterprises Limited               
 
Legal Representative: Chian-Sheng Chang

Date:

 

 

 

Statement

 

I am a representative director and Chairman of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
Legal Entity Director A.S.E. Enterprises Limited
Person-in-charge of Legal Entity Director Chian-Sheng Chang
Representative Director and Chairman Chian-Sheng Chang

 

Date:

 

 

 

Statement

 

I am the Vice Charmian and General Manager of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
Vice Charmian and General Manager: Hong-Ben Chang

 

Date:

 

 

 

Statement

 

I am a representative director, Chief Operating Officer and General Manager of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
Legal Entity Director A.S.E. Enterprises Limited
 
Representative Director, Chief Operating Officer and General Manager Tien Wu

 

Date:

 

 

 

Statement

 

I am a representative director and Chief Finance Officer of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
Legal Entity Director A.S.E. Enterprises Limited
 
Representative Director and Chief Finance Officer: Joseph Tung

 

Date:

 

 

 

Statement

 

I am a representative director and General Manager of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
Legal Entity Director A.S.E. Enterprises Limited
 
Representative director and General Manager Raymond Lo

 

Date:

 

 

 

Statement

 

I am a representative director and General Manager of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
Legal Entity Director A.S.E. Enterprises Limited
 
Representative director and General Manager Jeffery Chen

 

Date:

 

 

 
Statement

 

I am a representative director and General Manager of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
Legal Entity Director A.S.E. Enterprises Limited
 
Representative director and General Manager Chen Tien-chi

 

Date:

 

 

 
Statement

 

I am an Independent Director of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
 
Independent Director Ta-lin Hsu

 

Date:

 

 

 
Statement

 

I am an Independent Director of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
 
Independent Director Mei-yue Ho

 

Date:

 

 

 
Statement

 

I am a director of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
 
Director Rutherford Chang

 

Date:

 

 

 
Statement

 

I am an Independent Director of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
 
Independent Director You Sheng-Fu

 

Date:

 

 

 

Statement

 

I am the Supervisor of the Accounting Department of Advanced Semiconductor Engineering, Inc. (hereinafter called "the Company") and I solemnly declare that, with respect to the Company's 2016 offer to issue new common stocks for cash, I have not been involved whether directly or indirectly, in demanding, accepting, agreeing to accept or giving bribery and acceptance of bribery. Neither have I accepted the offer of nor demanded the securities underwriter to compensate or refund underwriting fees in any manner or under any pretext to the Company or its related or appointed parties. Furthermore I have not made false statements or concealed relevant facts. Insofar as my involvement in the above actions involves violation of Articles 20, 20-1 and 32 of the Securities Exchange Act, I shall bear relevant legal responsibility under Articles 171 and 174 of the said Act.

 

Declarant
 
 
Supervisor of Accounting Department: Hong-Ming Kuo

 

Date:

 

 

 

Statement

 

Our company has been appointed by Advanced Semiconductor Engineering, Inc. (hereinafter called "ASE") to act as the securities underwriter of ASE with respect to its issuance in 2016 of new stocks for cash. Our company hereby undertakes to exercise due care and diligence with respect to the matters set out below. Our company further warrants that under no circumstances have we made false representations or concealed the truth:

 

I.The formulation of price of securities issued by ASE and relevant work procedures are pursuant to the "Taiwan Securities Association Self-Disciplinary Regulations on Underwriter Members for Subscription and Issuance of Securities by Issuing Company" and "Taiwan Securities Association Rules Governing Underwriting and Resale of Securities by Securities Firms" and relevant regulations.

 

II.Under no circumstances has our company, whether directly or indirectly, demanded, accepted, agreed to accept or given bribery and acceptance of bribery. Furthermore we have not offered to compensate or refund or compensated or refunded the underwriting fees received by our company to the issuer or its related parties or persons appointed by the aforesaid.

 

III.If as a result of the aforesaid our company is in violation of Articles 20 and 32 of the Securities Exchange Act, our company shall in addition to being legally liable under the relevant regulations of Taiwan Securities Association, bear legal responsibility under Articles 171 and 174 of the said Act.

 

Securities Underwriter: KGI Securities Co., Ltd.
Legal Representative: Hsu Daw-yi

 

Date: