DELTA ELECTRONICS, INC.

Transcription

1 DELTA ELECTRONICS, INC. CONSOLIDATED FINANCIAL STATEMENTS AND REVIEW REPORT OF INDEPENDENT ACCOUNTANTS MARCH 31, 2017 AND For the convenience of readers and for information purpose only, the 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. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors report and financial statements shall prevail.

2 REVIEW REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE To Delta Electronics, Inc. We have reviewed the accompanying consolidated balance sheets of Delta Electronics, Inc. and subsidiaries as of March 31, 2017 and 2016, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the three-month periods then ended. These financial statements are the responsibility of the Company s management. Our responsibility is to express a conclusion on these financial statements based on our reviews. We did not review the financial statements of certain investments accounted for under the equity method. These investments accounted for under the equity method amounted to NT$6,682,947 thousand and NT$7,119,477 thousand, constituting 2.99% and 3.21% of the consolidated total assets as of March 31, 2017 and 2016, respectively, and the share of profit and other comprehensive income of associates and joint ventures accounted for under equity method was NT$230,530 thousand and NT$196,439 thousand, constituting (15.65%) and 12.39% of the consolidated total comprehensive income for the three-month periods then ended, respectively. Those financial statements were reviewed by other independent accountants whose reports thereon have been furnished to us, and our conclusion expressed herein, is based solely on the review reports of the other independent accountants. Except as explained in the following paragraph, our reviews were made in accordance with the Generally Accepted Auditing Standards No. 36, Review of Financial Statements in the Republic of China. A review consists principally of inquiries of company personnel and analytical procedures applied to financial data. It is substantially less in scope than an audit in accordance with generally accepted auditing standards in the Republic of China, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. As explained in Notes 4(3)B and 6(9), we did not review the financial statements of certain insignificant consolidated subsidiaries and investments accounted for under equity method, whose statements reflect total assets (including investments accounted for under equity method) of NT$20,569,873 thousand and NT$21,139,860 thousand, constituting 9.20% and 9.53% of the consolidated total assets, and total liabilities of NT$6,099,096 thousand and NT$5,101,081 thousand, constituting 6.34% and 5.62% of the consolidated total liabilities as of March 31, 2017 and 2016, respectively, and total comprehensive income (including share of profit and other comprehensive income of associates and joint ventures accounted for under equity method) of NT$199,454 thousand and NT$254,764 thousand, constituting ~1~

3 (13.54%) and 16.07% of the consolidated total comprehensive income for the three-month periods then ended, respectively. These amounts and the information disclosed in Note 13 were based solely on the unreviewed financial statements of these companies as of March 31, 2017 and Based on our reviews and the review reports of other independent accountants, except for the effect of such adjustments, if any, as might have been determined to be necessary had the financial statements of certain consolidated subsidiaries, investments accounted for under equity method and the information disclosed in Note 13 been reviewed by independent accountants, we are not aware of any material modifications that should be made to the consolidated financial statements referred to above for them to be in conformity with the Rules Governing the Preparation of Financial Statements by Securities Issuers and IAS 34, Interim Financial Reporting as endorsed by the Financial Supervisory Commission (FSC). Lin, Yu-Kuan Chou, Chien-Hung for and on behalf of PricewaterhouseCoopers, Taiwan April 27, The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the review of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and review report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice. As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation. ~2~

4 DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS MARCH 31, 2017, DECEMBER 31, 2016, AND MARCH 31, 2016 (EXPRESSED IN THOUSANDS OF DOLLARS) (THE MARCH 31, 2017 AND 2016 AMOUNTS ARE UNAUDITED) US Dollars New Taiwan Dollars Assets Notes March 31, 2017 March 31, 2017 December 31, 2016 March 31, 2016 Current assets Cash and cash equivalents 6(1) $ 1,781,617 $ 54,036,446 $ 55,572,744 $ 56,210,911 Financial assets at fair value through profit or loss - current 6(2) 2,607 79,066 56, ,904 Available-for-sale financial assets - current 6(3) 35,185 1,067, , ,292 Derivative financial assets for hedging - current 6(5) - - 7,708 - Notes receivable, net 105,100 3,187,689 3,553,181 2,429,543 Accounts receivable, net 6(6) 1,332,807 40,424,026 46,756,514 39,717,480 Accounts receivable - related parties 7 44,586 1,352,297 1,431,921 1,253,191 Other receivables 22, , , ,558 Other receivables - related parties 7 20, , , ,258 Current income tax assets 8, , , ,954 Inventories 6(8) 808,568 24,523,872 25,953,182 23,481,348 Prepayments 96,057 2,913,408 2,779,206 3,588,219 Non-current assets held for sale, net 6(13) 40,022 1,213,882 15,647 - Other current assets 8 21, , , ,900 Total current assets 4,318, ,985, ,401, ,907,558 Non-current assets Financial assets at fair value through profit or loss - non-current 6(2) ,512 Available-for-sale financial assets - non-current 6(3) 179,284 5,437,671 5,926,691 6,250,944 Financial assets carried at cost - non-current 6(4) 35,680 1,082,169 1,113, ,834 Investments accounted for under equity method 6(9) 257,874 7,821,330 8,319,562 8,625,541 Property, plant and equipment 6(10) 1,300,576 39,446,485 40,558,137 41,421,277 Investment property, net 6(11) 62,237 1,887,644 1,924,097 2,036,300 Intangible assets 6(12) 963,948 29,236,554 30,918,856 24,870,598 Deferred income tax assets 166,709 5,056,277 5,334,038 5,478,011 Other non-current assets 6(14) and 8 85,467 2,592,193 2,618,312 2,403,020 Total non-current assets 3,051,775 92,560,323 96,712,972 91,991,037 Total assets $ 7,370,463 $ 223,546,127 $ 235,114,670 $ 221,898,595 (Continued) ~3~

5 DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (CONTINUED) MARCH 31, 2017, DECEMBER 31, 2016, AND MARCH 31, 2016 (EXPRESSED IN THOUSANDS OF DOLLARS) (THE MARCH 31, 2017 AND 2016 AMOUNTS ARE UNAUDITED) US Dollars New Taiwan Dollars Liabilities and Equity Notes March 31, 2017 March 31, 2017 December 31, 2016 March 31, 2016 Current liabilities Short-term borrowings 6(15) $ 272,860 $ 8,275,834 $ 12,539,294 $ 12,228,634 Financial liabilities at fair value through profit or loss - current 6(16) , ,490 35,542 Derivative financial liabilities for hedging - current 6(5) , Notes payable Accounts payable 1,018,357 30,886,769 37,045,171 29,913,259 Accounts payable - related parties 7 14, , , ,023 Other payables 731,044 22,172,560 23,275,430 19,974,467 Current income tax liabilities 6(30) 56,436 1,711,707 1,572,229 2,063,582 Liabilities related to non-current assets classified as held for sale 6(13) 18, , Other current liabilities 6(13) 209,856 6,364,953 6,143,043 4,738,158 Total current liabilities 2,322,472 70,440,565 81,263,637 69,333,665 Non-current liabilities Long-term borrowings 6(17) 351,820 10,670,711 8,513,958 5,726,822 Deferred income tax liabilities 371,278 11,260,870 12,386,659 11,620,772 Other non-current liabilities 6(18) 125,028 3,792,071 3,941,550 4,013,427 Total non-current liabilities 848,126 25,723,652 24,842,167 21,361,021 Total liabilities 3,170,598 96,164, ,105,804 90,694,686 Equity Share capital Share capital - common stock 6(19) 856,427 25,975,433 25,975,433 25,975,433 Capital surplus Capital surplus 6(20) 1,597,335 48,447,179 48,442,451 48,331,520 Retained earnings 6(21) Legal reserve 642,717 19,493,608 19,493,608 17,622,146 Special reserve 17, , ,556 - Unappropriated retained earnings 1,181,570 35,837,022 31,915,572 32,395,596 Other equity interest Other equity interest ( 246,865 ) ( 7,487,414) ( 2,240,194) 1,524,187 Equity attributable to owners of the parent 4,048, ,793, ,114, ,848,882 Non-controlling interest 6(22) 151,287 4,588,526 4,894,440 5,355,027 Total equity 4,199, ,381, ,008, ,203,909 Significant contingent liabilities and unrecorded contract 9 commitments Significant subsequent events 11 Total liabilities and equity $ 7,370,463 $ 223,546,127 $ 235,114,670 $ 221,898,595 The accompanying notes are an integral part of these consolidated financial statements. See review report of independent accountants dated April 27, ~4~

6 DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2017 AND 2016 (EXPRESSED IN THOUSANDS OF DOLLARS, EXCEPT EARNINGS PER SHARE DATA) US Dollars New Taiwan Dollars For the three-month For the three-month For the three-month period ended period ended period ended Items Notes March 31, 2017 March 31, 2017 March 31, 2016 Sales revenue 6(23) and 7 $ 1,613,078 $ 48,924,659 $ 47,607,216 Operating costs 6(7)(24)(28) (29) and 7 ( 1,174,280) ( 35,615,905) ( 34,780,621) Gross profit 438,798 13,308,754 12,826,595 Operating expenses 6(28)(29) Selling expenses ( 112,090) ( 3,399,680) ( 3,311,430) General and administrative expenses ( 72,794) ( 2,207,852) ( 2,091,929) Research and development expenses ( 123,109) ( 3,733,910) ( 3,554,115) Total operating expenses ( 307,993) ( 9,341,442) ( 8,957,474) Operating profit 130,805 3,967,312 3,869,121 Non-operating income and expenses Other income 6(25) 24, , ,269 Other gains and losses 6(26) 4, , ,523 Finance costs 6(27) ( 3,060) ( 92,824) ( 73,528) Share of profit of associates and joint ventures accounted for under equity method 6(9) 6, , ,889 Total non-operating income and expenses 32, ,415 1,366,153 Profit before income tax 163,756 4,966,727 5,235,274 Income tax expense 6(30) ( 32,741) ( 993,041) ( 1,188,959) Profit for the year $ 131,015 $ 3,973,686 $ 4,046,315 (Continued) ~5~

7 DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2017 AND 2016 (EXPRESSED IN THOUSANDS OF DOLLARS, EXCEPT EARNINGS PER SHARE DATA) US Dollars New Taiwan Dollars For the three-month period ended For the three-month period ended For the three-month period ended Items Notes March 31, 2017 March 31, 2017 March 31, 2016 Other comprehensive income (loss) Components of other comprehensive income (loss) that will not be reclassified to profit or loss Gain (loss) on remeasurements of defined benefit plans $ 77 $ 2,344 ($ 112) Components of other comprehensive income (loss) that will not be reclassified to profit or loss 77 2,344 ( 112) Components of other comprehensive income (loss) that will be reclassified to profit or loss Financial statements translation differences of foreign operations ( 202,190) ( 6,132,417) ( 1,914,469) Unrealized gain (loss) on valuation of available-for-sale financial assets ,530 ( 719,232) Hedging instrument loss on effective 6(5) hedge of cash flow hedges ( 291) ( 8,835) - Share of other comprehensive loss of associates and joint ventures accounted for under equity method ( 197) ( 5,960) ( 44,870) Income tax relating to the 6(30) components of other comprehensive income that will be reclassified to profit or loss 22, , ,452 Components of other comprehensive loss that will be reclassified to profit or loss ( 179,660) ( 5,449,099) ( 2,461,119) Other comprehensive loss for the year ($ 179,583) ($ 5,446,755) ($ 2,461,231) Total comprehensive (loss) income for the year ($ 48,568) ($ 1,473,069) $ 1,585,084 Profit attributable to: Owners of the parent $ 129,215 $ 3,919,106 $ 3,886,768 Non-controlling interest $ 1,800 $ 54,580 $ 159,547 Comprehensive income (loss) attributable to: Owners of the parent ($ 43,711) ($ 1,325,770) $ 1,491,336 Non-controlling interest ($ 4,857) ($ 147,299) $ 93,748 Earnings per share (in dollars) 6(31) Basic earnings per share $ 0.05 $ 1.51 $ 1.50 Diluted earnings per share $ 0.05 $ 1.48 $ 1.47 The accompanying notes are an integral part of these consolidated financial statements. See review report of independent accountants dated April 27, ~6~

8 DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2017 AND 2016 (EXPRESSED IN THOUSANDS OF DOLLARS) (UNAUDITED) Notes Share capital - common stock Capital surplus Legal reserve Equity attributable to owners of the parent Retained earnings Special reserve Unappropriated retained earnings Financial statements translation differences of foreign operations Other equity interest Unrealized gain or loss on available-forsale financial assets Hedging instrument gain (loss) on effective hedge of cash flow hedges Total Non-controlling interest Total equity 2016 New Taiwan Dollars Balance at January 1, 2016 $ 25,975,433 $ 48,344,161 $ 17,622,146 $ - $ 28,508,940 $ 3,708,438 $ 204,881 $ 6,188 $ 124,370,187 $ 5,182,622 $ 129,552,809 Proceeds from investments accounted for under the equity method - ( 12,641 ) ( 12,641 ) - ( 12,641 ) Changes in non-controlling interests 6(22) Other comprehensive loss for the period Profit for the period ,657 78, ( 112 ) ( 1,676,088 ) ( 719,232 ) - ( 2,395,432 ) ( 65,799 ) ( 2,461,231 ) ,886, ,886, ,547 4,046,315 Balance at March 31, 2016 $ 25,975,433 $ 48,331,520 $ 17,622,146 $ - $ 32,395,596 $ 2,032,350 ($ 514,351 ) $ 6,188 $ 125,848,882 $ 5,355,027 $ 131,203, New Taiwan Dollars Balance at January 1, 2017 $ 25,975,433 $ 48,442,451 $ 19,493,608 $ 527,556 $ 31,915,572 ($ 1,016,396 ) ($ 1,287,293 ) $ 63,495 $ 124,114,426 $ 4,894,440 $ 129,008,866 Proceeds from investments accounted for under the equity method - 4, ,728-4,728 Changes in non-controlling interests 6(22) ( 158,615 ) ( 158,615 ) Other comprehensive income (loss) for the period ,344 ( 5,263,416 ) 25,031 ( 8,835 ) ( 5,244,876 ) ( 201,879 ) ( 5,446,755 ) Profit for the period ,919, ,919,106 54,580 3,973,686 Balance at March 31, 2017 $ 25,975,433 $ 48,447,179 $ 19,493,608 $ 527,556 $ 35,837,022 ($ 6,279,812 ) ( $1,262,262 ) $ 54,660 $ 122,793,384 $ 4,588,526 $ 127,381,910 (Continued) -7-

9 DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (CONTINUED) FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2017 AND 2016 (EXPRESSED IN THOUSANDS OF DOLLARS) (UNAUDITED) Notes Share capital - common stock Capital surplus Legal reserve Equity attributable to owners of the parent Retained earnings Special reserve Unappropriated retained earnings Financial statements translation differences of foreign operations Other equity interest Unrealized gain or loss on available-forsale financial assets Hedging instrument gain (loss) on effective hedge of cash flow hedges Total Non-controlling interest Total equity 2017 US Dollars Balance at January 1, 2017 $ 856,427 $ 1,597,179 $ 642,717 $ 17,394 $ 1,052,278 ( $ 33,511 ) ( $ 42,443 ) $ 2,093 $ 4,092,134 $ 161,373 $ 4,253,507 Proceeds from investments accounted for under the equity method Changes in non-controlling interests 6(22) ( 5,230 ) ( 5,230 ) Other comprehensive income (loss) for the period ( 173,538 ) 825 ( 291 ) ( 172,927 ) ( 6,656 ) ( 179,583 ) Profit for the period , ,215 1, ,015 Balance at March 31, 2017 $ 856,427 $ 1,597,335 $ 642,717 $ 17,394 $ 1,181,570 ( $ 207,049 ) ( $ 41,618 ) $ 1,802 $ 4,048,578 $ 151,287 $ 4,199,865 The accompanying notes are an integral part of these consolidated financial statements. See review report of independent accountants dated April 27, ~8~

10 DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2017 AND 2016 (EXPRESSED IN THOUSANDS OF DOLLARS) US Dollars New Taiwan Dollars For the threemonth period ended March 31, 2017 For the threemonth period ended March 31, 2017 For the threemonth period ended March 31, 2016 Notes CASH FLOWS FROM OPERATING ACTIVITIES Consolidated profit before tax for the period $ 163,756 $ 4,966,727 $ 5,235,274 Adjustments to reconcile net income to net cash generated from operating activities Income and expenses having no effect on cash flows Depreciation 6(10)(11) 58,991 1,789,207 1,825,213 Amortization 6(12) 15, , ,992 Provision for bad debts 6(6) 2,498 75, ,100 Net income on financial assets or liabilities at fair 6(3)(26) value through profit or loss ( 6,819 ) ( 206,826 ) ( 148,221 ) Interest expense 6(27) 3,060 92,824 73,528 Interest income 6(25) ( 4,249 ) ( 128,877 ) ( 135,089 ) Dividend income 6(25) ( 483 ) ( 14,635 ) ( 18,850 ) Share of profit of associates accounted for under 6(9) the equity method ( 6,810 ) ( 206,535 ) ( 215,889 ) Gain on disposal of property, plant and equipment 6(26) ( 64 ) ( 1,936 ) ( 241,878 ) Gain on disposal of investments 6(26) ( 2,724 ) ( 82,622 ) ( 92,412 ) Impairment loss on financial assets 6(3)(26) ,000 - Changes in assets/liabilities relating to operating activities Net changes in assets relating to operating activities Financial assets held for trading ( 981 ) ( 29,745 ) 3,450 Notes receivable 12, , ,252 Accounts receivable 209,351 6,349,618 5,585,062 Accounts receivable - related parties 2,625 79, ,364 Other receivables 23, ,688 ( 150,084 ) Other receivables - related parties ( 16,583 ) ( 502,952 ) 8,350 Inventories 41,621 1,262, ,543 Prepayments ( 4,235 ) ( 128,439 ) 384,653 Other current assets ( 2,604 ) ( 78,969 ) ( 19,698 ) Other non-current assets 3, ,089 ( 301,323 ) Net changes in liabilities relating to operating activities Notes payable Accounts payable ( 198,430 ) ( 6,018,371 ) ( 5,558,959 ) Accounts payable - related parties ( 1,402 ) ( 42,523 ) ( 78,686 ) Other payables ( 29,228 ) ( 886,481 ) ( 2,404,218 ) Other current liabilities 7, ,256 ( 293,916 ) Other non-current liabilities ( 5,679 ) ( 172,339 ) ( 648,567 ) Cash generated from operations 264,937 8,035,551 5,397,637 Interest received 1,903 57, ,881 Dividends received ,635 18,850 Interest paid ( 2,992 ) ( 90,752 ) ( 72,056 ) Income taxes paid ( 28,885 ) ( 876,086 ) ( 365,830 ) Net cash provided by operating activities 235,446 7,141,068 5,119,482 (Continued) -9-

11 DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2017 AND 2016 (EXPRESSED IN THOUSANDS OF DOLLARS) (UNAUDITED) CASH FLOWS FROM INVESTING ACTIVITIES Notes US Dollars For the threemonth period ended March 31, 2017 For the threemonth period ended March 31, 2017 New Taiwan Dollars For the threemonth period ended March 31, 2016 Proceeds from disposal of financial assets at fair value through profit or loss, designated upon initial recognition $ 642 $ 19,472 $ - Acquisition of available-for-sale financial assets ( 1,021 ) ( 30,969 ) ( 102,379 ) Proceeds from disposal of available-for-sale financial assets 6, , ,505 Acquisition of financial assets carried at cost - - ( 185,500 ) Proceeds from disposal of financial assets at cost 83 2,514 2,583 Net cash flow from acquisition of subsidiaries (net of cash acquired) ( 8,658 ) ( 262,597 ) ( 68,090 ) Acquisition of property, plant and equipment 6(10) ( 85,180 ) ( 2,583,501 ) ( 1,833,640 ) Proceeds from disposal of property, plant and equipment , ,033 Acquisition of intangible assets 6(12) ( 939 ) ( 28,474 ) ( 62,148 ) Decrease (increase) in other financial assets ,019 ( 6,910 ) Decrease in other non-current assets ( 3,909 ) ( 118,565 ) ( 25,355 ) Net cash used in investing activities ( 91,232 ) ( 2,767,064 ) ( 1,783,901 ) CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term borrowings - - 1,119,061 Repayment of short-term borrowings ( 146,899 ) ( 4,455,460 ) - Proceeds from long-term debt 71,704 2,174,781 1,724,235 Repayment of long-term debt ( 444 ) ( 13,455 ) ( 15,030 ) Change in non-controlling interests ( 685 ) ( 20,782 ) - Net cash (used in) provided by financing activities ( 76,324 ) ( 2,314,916 ) 2,828,266 Effects due to changes in exchange rate ( 118,542 ) ( 3,595,386 ) ( 1,205,389 ) (Decrease) increase in cash and cash equivalents ( 50,652 ) ( 1,536,298 ) 4,958,458 Cash and cash equivalents at beginning of year 1,832,269 55,572,744 51,252,453 Cash and cash equivalents at end of year $ 1,781,617 $ 54,036,446 $ 56,210,911 The accompanying notes are an integral part of these consolidated financial statements. See review report of independent accountants dated April 27, ~10~

12 DELTA ELECTRONICS, INC. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS THREE MONTHS ENDED MARCH 31, 2017 AND 2016 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT AS OTHERWISE INDICATED) (UNAUDITED) 1. HISTORY AND ORGANIZATION Delta Electronics, Inc. (the Company) was incorporated as a company limited by shares under the provisions of the Company Law of the Republic of China (R.O.C.). The Company and its subsidiaries (collectively referred herein as the Group) are global leaders in power and thermal management solutions and are primarily engaged in the research and development, design, manufacturing and sale of electronic control systems, industrial automation products, digital display products, communication products, consumer electronics products, energy-saving lighting application, energy technology services and consulting services of building management and control solutions, etc. The Group s mission statement, to provide innovative, clean and energy-efficient solutions for a better tomorrow, focuses on the role in addressing key environmental issues such as global climate change. With the concern for the environment, the Group continues to develop innovative energy-efficient products and solutions. In recent years, the Group has transformed from a product provider towards a solution provider and the Group s business is segregated into power electronics business, energy management business, and smart green life business. 2. THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORIZATION These consolidated financial statements were reported to the Board of Directors on April 27, APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards ( IFRS ) as endorsed by the Financial Supervisory Commission ( FSC ) New standards, interpretations and amendments as endorsed by FSC effective from 2017 are as follows: New Standards, Interpretations and Amendments Investment entities: applying the consolidation exception (amendments to IFRS 10, IFRS 12 and IAS 28) Accounting for acquisition of interests in joint operations (amendments to IFRS 11) Effective date by International Accounting Standards Board January 1, 2016 January 1, 2016 ~11~

13 Effective date by International Accounting New Standards, Interpretations and Amendments Standards Board IFRS 14, Regulatory deferral accounts January 1, 2016 Disclosure initiative (amendments to IAS 1) January 1, 2016 Clarification of acceptable methods of depreciation and amortisation January 1, 2016 (amendments to IAS 16 and IAS 38) Agriculture: bearer plants (amendments to IAS 16 and IAS 41) January 1, 2016 Defined benefit plans: employee contributions (amendments to IAS July 1, R) Equity method in separate financial statements (amendments to IAS 27) January 1, 2016 Recoverable amount disclosures for non-financial assets (amendments January 1, 2014 to IAS 36) Novation of derivatives and continuation of hedge accounting January 1, 2014 (amendments to IAS 39) IFRIC 21, Levies January 1, 2014 Improvements to IFRSs July 1, 2014 Improvements to IFRSs July 1, 2014 Improvements to IFRSs January 1, 2016 Except for the following, the above standards and interpretations have no significant impact to the Group s financial condition and operating results based on the Group s assessment. A. Amendments to IAS 19, "Defined benefit plans: Employee contributions" The amendment allows contributions that are linked to service, and do not vary with the length of employee or third party service, to be deducted from the cost of benefits earned in the period that the service is provided. Contributions that are linked to service, and vary according to the length of employee or third party service, must be spread over the service period using the same attribution method that is applied to the benefits. B. Annual improvements to IFRSs cycle (a) IFRS 2, Share-based payment The amendment clarifies that the definition of a vesting condition includes only service condition and performance condition. The amendment revises the definition of service condition, performance condition and market condition. (b) IFRS 3, Business combinations Except for the contingent consideration classified as equity, all non-equity contingent consideration is measured at fair value with changes in fair value recognized in profit and loss. (c) IFRS 13, Fair value measurement When issuing IFRS 13, Fair value measurement, the IASB removed the guidance that an entity could measure short-term receivables and payables with no stated interest rate at invoice ~12~

14 amounts without discounting, when the effect of not discounting is immaterial. The amendment clarifies the deletion was made by IASB noting that paragraph 8 of IAS 8 already permits entities not to apply accounting policies set out in accordance with IFRSs when the effect of applying them is immaterial. The IASB did not intend to change the aforementioned measurement requirements, thus, entities can still apply above standard. C. Annual improvements to IFRSs cycle (a) IFRS 3, Business combinations The standard is amended to clarify that IFRS 3 does not apply to the accounting for the formation of any joint arrangement. (b) IFRS 13, Fair value measurement The amendment clarifies that the exception of measuring the fair value of a group of financial assets and financial liabilities (portfolio exception) applies to all financial assets, financial liabilities and other contracts within the scope of IFRS 9 or IAS 39. (c) IAS 40, Investment property This amendment clarifies that preparers should refer to the guidance in IFRS 3 to determine whether the acquisition of a property is an asset acquisition or a business combination, and refer to the guidance in IAS 40 to distinguish between owner-occupied property and investment property. D. Annual improvements to IFRSs cycle (a) IFRS 7, Financial instruments: Disclosures The amendment provides additional guidance to determine whether the terms of a service arrangement to a financial asset which has been transferred constitute continuing involvement and thus the disclosure requirement of transferred financial assets applies. This amendment also clarifies that disclosure of offsetting is not required for all interim periods. (b) IAS 19, Employee benefits The amendment clarifies that, when determining the discount rate for post-employment benefit obligations, it is the currency that the liabilities are denominated in that is important, and not the country where they arise. The assessment of whether there is a deep market in high-quality corporate bonds or not is based on corporate bonds in that currency, and not corporate bonds in a particular country. Similarly, where there is no deep market in high-quality corporate bonds in that currency, government bonds in the relevant currency should be used. (c) IAS 34, Interim financial reporting The amendment clarifies what is meant by the reference in the standard to information disclosed elsewhere in the interim financial report. The amendment further amends IAS 34 to require a cross-reference from the interim financial statements to the location of that information. ~13~

15 (2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group None. (3) Effect of IFRSs issued by IASB but not yet endorsed by the FSC New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC effective from 2017 are as follows: Effective Date by International Accounting Standards New Standards, Interpretations and Amendments Board Classification and measurement of share-based payment transactions January 1, 2018 (amendments to IFRS 2) Applying IFRS 9, Financial instruments with IFRS 4, Insurance January 1, 2018 contracts (amendments to IFRS 4) IFRS 9, Financial instruments January 1, 2018 Sale or contribution of assets between an investor and its associate or To be determined by joint venture (amendments to IFRS 10 and IAS 28) International Accounting Standards IFRS 15, Revenue from contracts with customers January 1, 2018 Clarifications to IFRS 15, Revenue from contracts with customers January 1, 2018 (amendments to IFRS 15) IFRS 16, Leases January 1, 2019 Disclosure initiative (amendments to IAS 7) January 1, 2017 Recognition of deferred tax assets for unrealised losses January 1, 2017 (amendments to IAS 12) Transfers of investment property (amendments to IAS 40) January 1, 2018 IFRIC 22, 'Foreign currency transactions and advance consideration' January 1, 2018 Annual improvements to IFRSs cycle-amendments to IFRS January 1, , 'First-time adoption of International Financial Reporting Standards' Annual improvements to IFRSs cycle-amendments to IFRS January 1, , 'Disclosure of interests in other entities' Annual improvements to IFRSs cycle-amendments to IAS January 1, , 'Investments in associates and joint ventures' Except for the following, the above standards and interpretations have no significant impact to the Group s financial condition and operating results based on the Group s assessment. The quantitative impact will be disclosed when the assessment is complete. A. IFRS 9, Financial instruments Classification of debt instruments is driven by the entity s business model and the contractual cash flow characteristics of the financial assets, which would be classified as financial asset at fair value through profit or loss, financial asset measured at fair value through other comprehensive income ~14~

16 or financial asset measured at amortised cost. Equity instruments would be classified as financial asset at fair value through profit or loss, unless an entity makes an irrevocable election at inception to present in other comprehensive income subsequent changes in the fair value of an investment in an equity instrument that is not held for trading. B. Amendments to IAS 40, Transfers of investment property The amendment clarifies that to transfer to, or from, investment properties, there must be a change in use. A change in use occurs when the property meets, or ceases to meet, the definition of investment property and there is evidence of the change in use. A change in management s intentions, in isolation, does not provide evidence of the change in use. In addition, the amendments added examples for the evidence of a change in use. The examples include assets under construction or development (not completed properties) transfer from investment property to owner-occupied property at commencement of development with a view to owner-occupation and transfer from inventories to investment property at inception of an operating lease to another party. 4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Except for the compliance statement, basis of preparation, basis of consolidation and increased sections as below, the significant accounting policies are identical to those disclosed in the consolidated financial statements for the year ended December 31, These policies have been consistently applied to all the periods presented, unless otherwise stated. (1) Compliance statement A. The consolidated financial statements of the Group have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Accounting Standard 34, Interim financial reporting as endorsed by the FSC. B. These consolidated financial statements should be read along with the consolidated financial statements for the year ended December 31, (2) Basis of preparation A. Except for the following items, the consolidated financial statements have been prepared under the historical cost convention: (a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss. (b) Available-for-sale financial assets measured at fair value. (c) Liabilities on cash-settled share-based payment arrangements measured at fair value. (d) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation. B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as ~15~

17 endorsed by the FSC (collectively referred herein as the IFRSs ) requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5. (3) Basis of consolidation A. Basis for preparation of consolidated financial statements: (a) All subsidiaries are included in the Group s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries. (b) Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group. (c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the noncontrolling interests having a deficit balance. (d) Changes in a parent s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity. (e) When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognised in profit or loss. All amounts previously recognised in other comprehensive income in relation to the subsidiary are reclassified to profit or loss, on the same basis as if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognised in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of. B. Subsidiaries included in the consolidated financial statements: ~16~

18 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 1 Delta International Holding Limited (DIH) Equity investments Delta Electronics, Inc Delta Networks Holding Limited (DNH) Note F 3 Delta Electronics (Netherlands) B.V. (DEN) Trading of equipment, components and materials of telecom and computer systems Delta Electronics, Inc. and DIH PreOptix (Hong Kong) Co., Ltd. (PHK) Equity investments Note T 5 NeoEnergy Microlelectronics, Inc. (NEM) Designing and experimenting on integrated circuit and information software services Delta Electronics, Inc Note S Note T 6 Cyntec Co., Ltd. (Cyntec) 7 DelBio Inc. (DelBio) 8 Delta Electronics Capital Company (Delta Capital) Research, development, manufacturing and sales of film optic-electronics devices Manufacturing, wholesale and retail of medical equipment Equity investments Note T ~17~

19 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 9 Delta Electronics Int'l (Singapore) Pte. Ltd. (DEIL-SG) Sales of electronic products Delta Electronics, Inc Allied Material Technology Corp. (AMT) Lease services, etc SYN-TEK Automation Co., Ltd. (STA) 12 Delta Green Life Co., Ltd. (DGL) Research, designing, development, manufacturing and sales of industrial automation equipment, etc. Providing installation and construction of lighting equipment Note K Note C Note T 13 Vitor Technology Inc. (Vitor) Providing and installation of surveillance system equipment Note C 14 Delta America Ltd. (DAL) Equity investments Delta Electronics, Inc., DEN, Castle Horizon Limited, Energy Dragon Global Limited Note J 15 Delta Electronics (H.K.) Ltd. (DHK) 16 Delta Electronics International Limited (DEIL-Labuan) Equity investments, operations management and engineering services Sales of electronic products DIH ~18~

20 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 17 Delta Power Sharp Limited (DPS) Operations and engineering services DIH Note G Note T 18 DEI Logistics (USA) Corp. (ALI) Warehousing and logistics services Delta Electronics (Japan), Inc. (DEJ) 20 DAC Holding (Cayman) Limited (DAC) Sales of power products, display solution products, electronic components, industrial automation products and their materials Equity investments Note T Note T 21 Ace Pillar Holding Co., Ltd. (Ace) 22 Drake Investment (HK) Limited (Drake-HK) Delta Greentech (China) Co., Ltd. (DGC) Manufacturing and sales of uninterruptible power systems DIH, Ace, Drake-HK, DGSG and Boom Vivitek Corporation (Vivitek) 25 Delta Greentech SGP Pte. Ltd. (DGSG) Sales of projector products and their materials Equity investments DIH Note T Delta Electronics Europe Ltd. (DEU) Repair centre and providing support services Note T ~19~

21 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 27 Boom Treasure Limited (Boom) Equity investments DIH Apex Overseas Financial Investment Limited (Apex) 29 Galaxy Star Overseas Financial Investment Limited (Galaxy Star) 30 Jade Overseas Financial Investment Limited (Jade) Note O Note P Note E 31 Apex Investment (HK) Limited (Apex-HK) DIH and Apex Note O 32 Galaxy Star Investment (HK) Limited (Galaxy Star-HK) DIH and Galaxy Star Note P 33 Jade Investment (HK) Limited (Jade-HK) DIH and Jade Note E 34 Delta Electronics (Dongguan) Co., Ltd. (DDG) 35 Delta Electronics Power (Dongguan) Co., Ltd. (DEP) Manufacturing and sales of DC fans and others Manufacturing and sales of transformer and power supplies DHK ~20~

22 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 36 Delta Electronics (Shanghai) Co., Ltd. (DPEC) Product design, management consulting service and distribution of electronic products. DHK Delta Electronics (Jiangsu) Ltd. (DWJ) Manufacturing and sales of power supplies and transformers DHK, Apex- HK, Galaxy Star-HK and Jade-HK Delta Electronics Components (Wujiang) Ltd. (DWC) Manufacturing and sales of new-type electronic components, variable-frequency drive and others Delta Video Display System (Wujiang) Ltd. (DWV) Manufacturing and sales of various projectors Delta Electronics (Wuhu) Co., Ltd. (DWH) Manufacturing and sales of LED light source, power supplies and others DHK Delta Electronics (Chenzhou) Co., Ltd. (DCZ) 42 Delta Electronics International Mexico S.A. DE C.V. (DEIL-MX) 43 Delta Electronics (Wujiang) Trading Co., Ltd. (DWT) Manufacturing and sales of transformers Sales of power management of industrial automation product and telecommunications equipment Installation, consulting and trading of electronic products Note T Note T ~21~

23 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 44 Delta Green (Tianjin) Industries Co., Ltd. (DGT) Manufacturing and sales of transformers DHK Note T 45 Delta Electronics (Pingtan) Co., Ltd. (Delta Pingtan) 46 PreOptix (Jiang Su) Co., Ltd. (PJS) 47 Addtron Technology (Japan), Inc. (AT Japan) 48 Delta Electronics (Korea), Inc. (Delta Korea) 49 Delta Electronics Mexico S.A. DE C.V. (DEM) 50 Delta Video Technology Limited (DVT) 51 Wuhu Delta Technology Co., Ltd. (WDT) Wholesale and retail of electronic products and energy-saving equipment Manufacturing and sales of lenses and optical engines for projectors Trading of networking system and peripherals Sales of power products, display solution products electronic components, industrial automation products and their materials Manufacturing and sales of electronic products Sales of electronic products Manufacturing and sales of transformers Note T PHK Note T DEJ Note T Note T DAC Note T Note T DWH ~22~

24 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 52 Delta Energy Technology (Wuhu) Co., Ltd. (DET-WH) Research and development of energy-saving technology, energysaving equipment, energy management system and technology consulting service, etc. DWH and DPEC Note T 53 Chenzhou Delta Technology Co., Ltd. (CDT) Manufacturing and sales of transformers DCZ Delta Energy Technology (Chenzhou) Co., Ltd. (DET-CZ) Research and development of energy-saving technology, energysaving equipment, energy management system and technology consulting service, etc. DCZ and DPEC Note W 55 Delta Energy Technology (Dongguan) Co., Ltd. (DET-DG) DDG and DPEC Note T 56 Delta Energy Technology (Wujiang) Co., Ltd. (DET-WJ) Research and development of energy-saving technology, energysaving equipment, energy management system and technology consulting service, etc. (the registration of retirement had completed) DWC and DPEC Note Q ~23~

25 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 57 Delta Energy Technology (Shanghai) Co., Ltd. (DET-SH) Research and development of energy-saving technology, energysaving equipment, energy management system and technology consulting service, etc. DPEC and DGC Note T 58 Delta Networks, Inc. (DNI Cayman) Equity investments DNH Delta Networks, Inc. (Taiwan) (DNIT) Manufacturing and sales of networking system and peripherals DEI DNH Note F 60 DNI Logistics (USA) Co. (ALN) Trading of networking system and peripherals DNI Cayman Note T 61 Delta Networks International Limited (DNIL- Labuan) Delta Networks (H.K.) Limited (DNHK) Equity investments Delta Networks (Dongguan) Ltd. (DII) Manufacturing and sales of other radio transmission apparatus, incorporating reception apparatus and other radiobroadcast receivers, combined with sound recording or reproducing apparatus DNHK ~24~

26 Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 64 Delta Networks (Shanghai) Ltd. (DNS) Design of computer software Ownership (%) DNHK Note T 65 Delta Networks (Xiamen) Ltd. (DNX) Operation of radio transmission apparatus, and automatic data processing, reception, conversion and transmission or regeneration of voice, images or other data of the machine, including switches and routers, with a special program to control a computer or word processor with memory business Note D 66 Fairview Assets Ltd. (Fairview) Equity investments Cyntec Grandview Holding Ltd. (Grandview) 68 Cyntec Holding (H.K.) Ltd. (CHK) Fairview Grandview Cyntec International Ltd. (CIL-Labuan) Trading ~25~

27 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 70 Cyntec Electronics (Suzhou) Co., Ltd. (CES) Research, development, manufacturing and sales of new-type electronic components (chip components, sensing elements, hybrid integrated circuits) and wholesale of similar products Cyntec Holding (H.K.) Ltd. (CHK) DelBio (Wujiang) Co., Ltd. 72 Eltek Power Systems AS Manufacturing, wholesale and retail of medical equipment Equity investments DelBio Note T DEN Note L 73 ELTEK AS Research and sales of power supplies and others Note L 74 Castle Horizon Limited Equity investments Note A Note J 75 Energy Dragon Global Limited Note A Note J 76 Delta Controls Inc. 77 Eltek Energy Holding, Inc. Research and sales of building automation system Equity investments Note A ELTEK AS Note T 78 ELTEK PAKISTAN (PRIVATE) LIMITED Sales of power supplies and others Note T ~26~

28 Ownership (%) Name of Main Business Name of March 31, December 31, March 31, No. Subsidiary Activities Investor Description 79 Eltek Deutschland GmbH 80 ELTEK AUSTRALIA PTY LIMITED Sales of power supplies and others and system installation ELTEK AS Note T Note T 81 Eltek Egypt for Power Supply S.A.E 82 Eltek SGS Pvt Ltd. Sales of power supplies and others Sales of power supplies and others and system installation Note T Note T 83 Eltek SGS Mechanics Pvt Ltd. Sales of power supplies and others ELTEK AS and Eltek SGS Pvt Ltd Note T 84 ELTEK POWER PTE. LTD. 85 Eltek Polska Sp. z o. o. Sales of power supplies and others and system installation ELTEK AS Note T Note T 86 Eltek s.r.o. Manufacturing and sales of power supplies Note T 87 ELTEK POWER FRANCE SAS Sales of power supplies and others and system installation 88 ELTEK LIMITED Equity investments and trading Note T Note T 89 ELTEK MEA FZCO Closure Note T ~27~