Stock code:5263

Brogent Technologies Inc.
2023 Annual Shareholders’ Meeting Minutes

Time: 9:00AM, Wednesday, May 31, 2023
Venue: No. 9, Fuxing 4th Road, Qianzhen District, Kaohsiung City
(Assembly Hall, Building A, Brogent Technologies)
Total Outstanding Brogent shares: 64,530,176 shares
Total shares represented by shareholders present in person or by proxy: 46,966,060 shares(among them 14,269,925 shares voted via electronic transmission), percentage of shares
held by shareholders present in person or by proxy: 72.78%
Chairman: Chih-Hung Ouyang , the Chairman of the Board of Directors
Presenters: Chih-Hung Ouyang (C.E.O.),
Chin-Huo Huang (Director),
Shen-Hao Cheng (Director),
Lewis Lee (Independent Director & Audit Committee Convener),
Chih-Poung Liou (Independent Director)
Jih-Ching Chiu (Independent Director),
Chiu-Yen Wu (CPA of Deloitte & Touche. Taiwan),
Li-Chi Yeh (Lawyer of Formosan Brothers),
Sui-Chuan Lin (C.F.O.)
Minutes Recorder: Shu-Ching Lin
The aggregate shareholding of the shareholders present in person or by proxy constituted aquorum. The Chairman called the meeting to order.

A. Chairman's Address (omitted)
B. Reports
I: The 2022 Business Report is hereby submitted for review.
Explanation: Please refer to Attachment 1 for the Business Report.

II: The 2022 Audit Committee Audit Report is hereby submitted for review.
Explanation: Please refer to Attachment 2 for the Audit Committee Audit Report.

III: The Proposal for 2022 Cash distribution of Capital Surplus.
Explanation: 1.It is proposed to distribute NT$93,776,126 from capital surplus of
the issuing premium of the par value of the common share
pursuant to Article 241 of the Company Act. A cash dividend of
NT$1.5 per share is to be distributed based on the 62,517,417
shares outstanding.
2. The distribution will be based on the list of shareholders
registered as of the record date of cash distribution of capitalsurplus. The aforementioned cash distribution will be paid to therounded-down full NT dollar.
3. The Chairman is authorized to separately determine related
matters such as the Dividend Record Date and Distribution Date.
4. If the number of total shares outstanding is affected by changes in
the company's share capital or other reasons, such that the ratiosof the cash dividends are affected and must be adjusted, theBroad of Directors authorized the Chairman to handle it with fullauthority.

IV: The status of issuing convertible corporate bonds is hereby submitted for review.
Explanation: The status of issuing convertible corporate bonds is as follows:2Third domestic unsecured

Fourth domestic unsecured

convertible bonds

convertible bonds

Issue date2020.10.12

2020.10.15

Par value

NT$100,000

NT$100,000

Issue price

Issued by 101.64% of par value

Issued by par value

Total value

NT$700,000,000

NT$500,000,000

Interest rate0%0%

5 year

4 yearExpiration date: Oct. 12, 2025

Expiration date: Oct. 15, 2024

None

None

Type

Expiration date
Assurance
institution

Repayment

Except for the repayment by the

Except for the repayment by thecompany, sell of the bond holders

company, sell of the bond holders

or person who convert, when itor person who convert, when it

comes to expiration, the company

comes to expiration, the company

will repay per par value along with will repay per par value along withinterest by cash.
Outstanding
principal

interest by cash.

NT$97,700,000

NT$175,500,000

Till April 2, 2023
book closing dateAmount of execution on conversion Amount of execution on conversion

amount of thebonds: NT$602,300,000; totalbonds: NT$324,500,000; total

corporate bonds(converted) common shares:(converted) common shares:

convertible into

5,736,023

3,046,743

No great influences yet

No great influences yet

sharesThe possible
dilution conditions
and influence onshareholders' equity
caused by theissuance andconversion and theterms of issuance3

C. Ratifications
Item 1: The 2022 Business Report and Financial Report are hereby submitted for
ratification. (Proposed by the Board of Directors)
Explanation: 1.The Company's 2022 Financial Report has been audited by CPAs
Chiu-Yen Wu and Li-Yuan Kuo of Deloitte & Touche. The Financial
Report and Business Report have been forwarded to the Audit
Committee for review, and the written Audit Report is submitted forapproval.
2. The Company's 2022 Business Report (please refer to Attachment 1 )and Financial Report (please refer to Attachment 3).
3. The reports are hereby submitted for ratification.
Resolution: The balloting outcome including votes exercised through electronic
voting: 43,406,288 pro votes, accounting for 96.83% of the aggregate
total votes; 13,853 disapproval votes, 0 invalid vote, abstention/
Non-voting votes: 1,405,071 votes. The present issue is duly resolved
exactly as proposed.
Item 2: The 2022 Deficit Compensation Statement is hereby submitted for ratification.
(Proposed by the Board of Directors)
Explanation: 1. The Company's 2022 Deficit Compensation Statement is as follows:
BROGENT TECHNOLOGIES INC.
Deficit Compensation Statement
2022

UNIT：NT$
AmountItem

Subtotal

Deficit un-compensated at the beginning of 2022
ADD(LESS)：
Remeasurement of Investments accounted forusing equity method

Total(181,725,079)(553,751)

Reversal of Special reserve

14,857,302

Net loss in 2022

(60,726,218)

Accumulated deficit(46,422,667)

Deficit un-compensated at the end of 2022

(228,147,746)

Legal reserve

127,421,032

Capital surplus

100,726,714

End of 2022

Chairman:

0

General Manager:

2. The reports are hereby submitted for ratification.
4

Accounting Manager:

Resolution: The balloting outcome including votes exercised through electronic
voting: 43,395,781 pro votes, accounting for 96.81% of the aggregate
total votes: 22,348 disapproval votes, 0 invalid vote, abstention/
Non-voting votes: 1,407,083 votes. The present issue is duly resolved
exactly as proposed.

D. Matters for Discussion and Votes
Item 1: A vote is hereby called for the comprehensive re-election of Directors.
(Proposed by the Board of Directors)
Explanation: 1. The terms of the Company's current Directors shall reach three
years on May 27, 2023 and a re-election shall be held at thisShareholders Meeting in accordance with regulations.
2. The Directors and Supervisors elected today shall serve a term of
three years from May 31, 2023 to May 30, 2026. The terms of theoriginal Directors shall expire upon the completion of the electionin this Annual Shareholders Meeting.
3. According to Article 14 of the Company's Articles of Incorporation,eight Directors (including four Independent Directors) are elected ona candidate nomination system. The list of candidates for Directors
and Independent Directors information is as follows:
Directors list
Name

Chih-Hung OuyangElectrical Engineering, National
Yat-sen University
R&D Engineer, Acer Incorporated
Project Manager, Ai West Co., Ltd.
President, Micro Sova Co., Ltd.

Education
Experience
Number of shares held

5

3,807,191 shares

Sun

Name

Chang chun Investment
Representative
Chih-Chuan Chen

Co.,

Ltd.

Education

M.B.A., National Taiwan University

Experience

Juridical Person Director Representative of
Miho International Cosmetic Co., Ltd.
Juridical Person Director Representative of
MEGA GROWTH VENTURE CAPITAL
CO., LTD.
Vice President, Investment Administration
Division, RT-Mart International

Number of shares held

2,150,271 shares

Name

Chin-Huo Huang
Chang Hua Industrial Vocational HighSchoolChairman, Fu Ying Metal Industrial Co.,
Ltd.

Education
Experience
Number of shares held

1,149,442 shares
LARGOU MORI CO., LTD.
Representative
Shen-Hao Cheng
The doctorate degree of Meiji University/Graduate School of Commerce.
LARGOU MORI CO., LTD.
Chairman

Name
Education
Experience
Number of shares held

1,724,888 shares

Independent Directors list
Name

Lewis Lee

Education

National Chengchi University, Departmentof Accounting.

Experience

Partner, PwC, Taiwan.

Number of shares held

0 shares6

Name

Chih-Poung Liou

Education

LL. M., University of Tokyo (Japan)

Experience

Managing Partner, Stellex Law Firm.

Number of shares held

0 sharesName

Jih-Ching Chiu

Education

Ph.D., CSIE, Chiao-Tung University,

Experience

Associate Professor, National Sun Yat-sen
University

Number of shares held

0 shares

Name

Keng-Shin Lin
College of Medicine, Taipei Medical
University
Chief Physician, Kaohsiung Municipal
Kai-Syuan Psychiatric Hospital

Education
Experience
Number of shares held

0 shares

4. Submitted for election.
Election Results:
Directors:
Account No. or
ID NO.

Name

Number of votes

2

Chih-Hung Ouyang

56,403,675

7396

Chang chun Investment Co.,
Ltd. Representative
Chih-Chuan Chen

49,458,268

78

Chin-Huo Huang

47,987,319

10698

LARGOU MORI CO., LTD
Representative
Shen-Hao Cheng

44,178,882

7Independent Directors
Account No. or
ID NO.

Name

Number of votes

S12046****

Lewis Lee

38,924,783

B12046****Chih-Poung Liou

37,098,865

T12084****

Jih-Ching Chiu

36,588,936

E12124****Keng-Shin Lin

35,906,452

Item 2: The proposal for lifting the ban on competition between newly elected
Directors and their representatives is hereby submitted for discussion.
(Proposed by the Board of Directors)
Explanation: 1. Pursuant to Article 209 of the Company Act, a Director who acts forhimself or on behalf of another person within the scope of theCompany's business operations shall explain to the meeting ofshareholders the essential contents of such act and obtain approval.
2. To make use of the expertise and related experience of the Company's
Directors, the lift of the ban on competition between newly elected
Directors and their representatives is hereby submitted for approvalthe 2023 Annual Shareholders Meeting in accordance with the law.
3. The details of the proposed shareholders' general meeting to dismiss
directors' competition are as follows:
Title
Director

Director

Director

Name
Chih-Hung
OuyangOther Positions
Chairman, Fu Wu Investment Ltd.
Chairman, Brogent Global Inc.
Vice President, Investment
Administration Division, RT-Mart
International
Chang chun Juridical Person Director
Investment
Representative of MEGA GROWTH
Co., Ltd.
VENTURE CAPITAL CO., LTD.
Representative Juridical Person Director
Chih-Chuan Representative of MIHOChen
INTERNATIONAL COSMETIC
CO., LTD.
Juridical Person Director
Representative of Mirror Vision INC.
Chin-Huo
Chairman, Fu Ying Metal Industrial

8Director

Independent
Director

Huang
LARGOUMORI CO.,LTD.
Representative
Shen-Hao
Cheng

Lewis Lee

Co., Ltd.
LARGOU MORI CO., LTD.(TW)
ChairmanLARGOU MORI CO.,LTD.(JAPAN)
ChairmanVice director, ZHI CHENG
Co-located CPA Firm.
Independent Director,
POYA International Co., Ltd.
Independent Director,
ALL RING TECH CO., LTD.
Independent Director,
ScinoPharm Taiwan, Ltd.

Independent Chih-PoungManaging Partner, Stellex Law Firm.
Director
Liou
Independent
Jih-Ching
Associate Professor, National Sun
Director
Chiu
Yat-sen University
IndependentKeng-Shin
Dean of Dr. Lin’s Healing Clinic
Director
Lin
4. Submitted for discussion.
Resolution: The balloting outcome including votes exercised through electronic
voting: 43,368,948 pro votes, accounting for 96.75% of the aggregate
total votes: 29,626 disapproval votes, 0 invalid vote, abstention/
Non-voting votes: 1,426,638 votes. The present issue is duly resolved
exactly as proposed.

E. Extempore motions(No shareholder raised issues at the shareholder meeting.)

F. Meeting adjourned
Meeting adjourned at 9:24 AM Wednesday, May 31, 2023.

9

(Attachment 1)

Brogent Technologies Inc.
Business Report
1) Operating policies
In 2023, Brogent Group will step forward toward the following directions: 1.
Product Diversification: Innovative technology to develop diversified new equipment
and expand overall market penetration rate. 2. High-end technology: Cooperate withdomestic manufacturers to create small LED dome screen, and continue to lay out
immersive experience in the Metaverse. 3. Revenue diversification: Expand the global
operation base and enhance the digital content film database, and increase the numberof film licenses.
The Company's layout in the somatosensory amusement equipment market. In
addition to continuous investment in research and development, optimization andexpansion of product lines, the pursuit of market coverage, providing complete
solutions, cross-domain system integration capabilities, multiple business models,
outright sale of the equipment, rental film authorization, and development ofoperating sites, become a world-class new media entertainment supplier. In the future,
Brogent is ready for the opportunity for large-scale entertainment system replacement
as the world is lifting all the pandemic restrictions and bringing about a U-shaped
recovery in the leisure tourism industry. With the product line of large, medium andsmall equipment, it is expected to sell the equipment to amusement parks,
independent based on flying theaters and various types of entertainment centers.

2) Business Plan Implementation Results
The Company's consolidated net operating revenue in 2022 amounted to
NT$803.766 million, an increase of approximately 2.03% from the net operating
revenue of NT$787.749 million in 2021. The Company's net loss in the current periodamounted to NT$62.398 million, a decrease of 53.20% from the net loss of
NT$133.323 million in 2021.

3) Operating Income and Budget Execution(1). Operating Income
The categories of consolidated operating revenue in 2022 included project
revenue, service revenue, ticket revenue and other operations, and the total amount
was NT$803.766 million. Affected by COVID-19, the progress of projects and orders
is relatively delayed, resulting in slow revenue progress.
(2). Operating Expenses
Total consolidated operating expenses in 2022 amounted to NT$577.780 million,
an increase of NT$21.139 million from the NT$556.641 million of 2021. The main
reason is that the company continues to invest resources in product marketing toincrease the market visibility of products and operating bases.

4) Profitability Analysis
The Company's operating expense ratio increased 3.80% and net loss decreased
53.20% compared with 2021, mainly affected by COVID-19 epidemic on market
recovery. The Company will maximize shareholder’s value through product10

diversification, revenue diversification, high-end technology, and strong competitive
advantages in 2023.

5) Research and Development
To maintain core competitiveness, Brogent will keep engaging in advanced
technological R&D and innovative applications and implement product-centric design
and research as well as systematic management to maintain the leading position of
products and technologies. The R&D expenses decreased NT$18.304 million
compared with 2021. The main reason is the capitalization of some R&D products,
the optimization of product design and manufacturing process. The company adheres
to continuous innovation and R&D to obtain national patents. In order to achieve"corner overtaking" through continuous research and development, technology
leadership and diversified business models. The goal is to push the group's revenue
scale to the level of the world's first-tier entertainment system suppliers.

Chairman:

General Manager:

Accounting Manager:11(Attachment 2)

Brogent Technologies Inc.
Audit Committee Audit Report
The Business Report, Financial statements and Deficit Compensation
Statement of 2022 prepared by the Board of Directors have been audited andcertified by Chiu-Yen Wu and Li-Yuan Kuo of Deloitte & Touche. After
reviewing such documents, this Audit Committee found no nonconformity, in
accordance with Article 14-4 of the Securities and Exchange Act and Article
219 of the Company Act.
To

2023Annual Shareholders Meeting of Brogent Technologies Inc.

Audit Committee Convener:

March 15, 2023

12

(Attachment 3)

INDEPENDENT AUDITORS’ REPORTThe Board of Directors and Shareholders
Brogent Technologies Inc.
OpinionWe have audited the accompanying consolidated financial statements of Brogent Technologies Inc.
(the “Corporation”) and its subsidiaries (collectively referred to as the “Group”), which comprise theconsolidated balance sheets as of December 31, 2022 and 2021, and the consolidated statements ofcomprehensive income, changes in equity and cash flows for the years then ended, and the notes to theconsolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material
respects, the consolidated financial position of the Group as of December 31, 2022 and 2021, and its
consolidated financial performance and its consolidated cash flows for the years then ended inaccordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers
and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS),IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the
Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of
Financial Statements by Certified Public Accountants and the Standards on Auditing of the Republic ofChina. Our responsibilities under those standards are further described in the Auditors’ Responsibilities
for the Audit of the Consolidated Financial Statements section of our report. We are independent of theGroup in accordance with The Norm of Professional Ethics for Certified Public Accountant of the
Republic of China, and we have fulfilled our other ethical responsibilities in accordance with theserequirements. We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the consolidated financial statements for the year ended December 31, 2022. These matterswere addressed in the context of our audit of the consolidated financial statements as a whole, and informing our opinion thereon, and we do not provide a separate opinion on these matters.
The key audit matter of the Group’s consolidated financial statements for the year ended December 31,
2022 is stated as follows:
The recognition of project contract revenue
Project contract revenue is the main operating revenue of the Group. The Group recognizes revenue
based on the stage of completion of performance obligations. Since the recognition of project contract
revenue is calculated manually and involves critical accounting estimates and judgments, there may be
a calculation error; therefore it was deemed to be a key audit matter.
Refer to Notes 4, 5 and 24 for accounting policy on project contract, accounting estimates andassumptions, and details of project revenue.
We performed the following audit procedures on the above key audit matter:13

We performed the following audit procedures on the above key audit matter:
1. We understood and tested the design and operating effectiveness of the internal control relevant to theaccuracy of recognition of the project contract revenue, including the measurement of the percentage ofcompletion.
2. We verified and recalculated, on a sampling basis, the accuracy of the percentage of completion, including
the related supporting documents.
3. We recalculated the sampled project contract revenue measured by the percentage of completion andchecked whether it was recognized correctly.

Other Matter
We have audited the parent company only financial statements of the Corporation as of and for theyears ended December 31, 2022 and 2021 on which we have issued an unmodified opinion.
Responsibilities of Management and Those Charged with Governance for the Consolidated
Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial
statements in accordance with the Regulations Governing the Preparation of Financial Reports by
Securities Issuers, and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial
Supervisory Commission of the Republic of China, and for such internal control as management
determines is necessary to enable the preparation of consolidated financial statements that are freefrom material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing theGroup’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to liquidate
the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing theGroup’s financial reporting process.
Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not aguarantee that an audit conducted in accordance with the Standards on Auditing of the Republic ofChina will always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these consolidated
financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise
professional judgment and maintain professional skepticism throughout the audit. We also:
1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due
to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that areappropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of
the Group’s internal control.
143.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimatesand related disclosures made by management.

4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, basedon the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that amaterial uncertainty exists, we are required to draw attention in our auditors’ report to the related
disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report.
However, future events or conditions may cause the Group to cease to continue as a going concern.
5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including
the disclosures, and whether the consolidated financial statements represent the underlying transactions andevents in a manner that achieves fair presentation.
6. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or businessactivities within the Group to express an opinion on the consolidated financial statements. We areresponsible for the direction, supervision, and performance of the group audit. We remain solely
responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies ininternal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships andother matters that may reasonably be thought to bear on our independence, and where applicable,
related safeguards.
From the matters communicated with those charged with governance, we determine those matters thatwere of most significance in the audit of the consolidated financial statements for the year ended
December 31, 2022 and are therefore the key audit matters. We describe these matters in our auditors’
report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because theadverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
The engagement partners on the audits resulting in this independent auditors’ report are Chiu-Yen Wu
and Li-Yuan Kuo.
Deloitte & Touche
Taipei, Taiwan
Republic of China
March 15, 2023
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated
financial position, financial performance and cash flows in accordance with accounting principles andpractices 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 thosegenerally 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 andused 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.
15

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEETSDECEMBER 31, 2022 AND 2021
(In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 4 and 6)
Financial assets at fair value through profit or loss - current (Notes 4 and 7)
Financial assets at fair value through other comprehensive income - current(Notes 4 and 8)
Financial assets at amortized cost - current (Notes 4, 9 and 32)
Accounts receivable, net (Notes 4, 5 and 10)
Contract assets - current (Notes 4, 5 and 24)
Current tax assets (Notes 4 and 26)
Inventories (Notes 4 and 11)
Prepayments
Other current assets

December 31, 2022
Amount%December 31, 2021
Amount%$$675,485
287,613103,001
216,053
1,172,733
325
223,297
121,126
18,004

14
6
2
4
25
5
3
-

63

2,817,637

59

378,155
56,9501,755
758,358
287,013
196,740
90,49919,48464,179

8
1
15
6
4
2
1

291,657
54,631
1,506
976,416
308,417
166,000
76,44415,034
68,697

6
1
20
7
4
2
1

1,853,133

37

1,958,802

41$ 4,951,373

100$ 4,776,439

100

Total current assets
NONCURRENT ASSETS
Financial assets at fair value through profit or loss - noncurrent (Notes 4 and 7)
Financial assets at amortized cost - noncurrent (Notes 4, 9 and 32)
Investments accounted for using equity method (Notes 4 and 13)
Property, plant and equipment (Notes 4, 14 and 32)
Right-of-use assets (Notes 4 and 15)
Intangible assets (Notes 4 and 16)
Deferred tax assets (Notes 4 and 26)
Refundable deposits
Other noncurrent assets
Total noncurrent assets
TOTAL

721,736
118,819
130,000
144,788
270,332
1,303,225
891
320,604
63,702
24,143

15
2
3
3
5
26
7
1
1

3,098,240

LIABILITIES AND EQUITYCURRENT LIABILITIESShort-term borrowings (Note 17)
Notes payable (Note 19)
Accounts payable (Note 19)
Contract liabilities - current (Note 24)
Other payables (Note 20)
Current tax liabilities (Notes 4 and 26)
Provisions - current (Note 4)
Lease liabilities - current (Notes 4 and 15)
Current portion of long-term borrowings (Note 17)
Current portion of bonds payable (Notes 4 and 18)
Other current liabilities$

Total current liabilities
NONCURRENT LIABILITIESBonds payable (Notes 4 and 18)
Long-term borrowings (Note 17)
Deferred tax liabilities (Notes 4 and 26)
Lease liabilities - noncurrent (Notes 4 and 15)
Total noncurrent liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS OF THE CORPORATION (Note 23)
Share capital
Ordinary shares
Advance receipts for ordinary share
Total share capital
Capital surplus
Retained earnings (deficit to be compensated)
Legal reserve
Special reserve
Accumulated deficit
Total deficit to be compensated
Other equity
Total equity attributable to owners of the Corporation
NON-CONTROLLING INTERESTS (Note 23)
Total equity
TOTAL

The accompanying notes are an integral part of the consolidated financial statements.

16

321,840
11,772
110,649
68,223
83,2902,490
8,620
64,41449,334
219,204
3,190

7
2
1
2
1
1
5
-

943,026$

155,085
1,388
87,236
65,77279,0146,442
5,122
60,133103,828315,027
2,316

3
2
1
2
1
2
7
-

19

881,36318

261,577
268,220
27,010257,167551
5319,291
227,560
41,141
273,6766
5
1
6813,97416

861,66818

1,757,000

35

1,743,031

36

614,431
10,743625,174
2,648,189

13
13
54

573,641
36,003609,6442,501,234

12
1
13
53

127,421
14,857(243,005)(100,727)
21,484

3
(5)
(2)
-

127,421
14,857(181,725)(39,447)(39,431)

3
(4)
(1)
(1)

3,194,120

65

3,032,000

64

253

-

1,408

-

3,194,373

65

3,033,408

64$ 4,951,373

100$ 4,776,439

100

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021
(In Thousands of New Taiwan Dollars, Except Loss Per Share)

2022
Amount%2021
Amount%803,766100

787,749100

OPERATING COSTS (Notes 10 and 25)

473,24959411,243

52

GROSS PROFIT

330,51741

376,506

48

OPERATING EXPENSES (Notes 9, 24 and 25)
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Expected credit loss

74,973
293,387
189,445
19,975937
24
253,715
248,857
207,749
46,320732
26
6577,78072

556,64171

OPERATING LOSS

(247,263)(31)(180,135)(23)

NON-OPERATING INCOME AND EXPENSES(Note 25)
Interest income
Other income
Other gains and losses
Finance costs
Share of profit or loss of associates accounted
for using the equity method

8,514
19,022
159,954(23,717)

1
2
20
(3)

5,337
51,114
2,994(27,063)

1
6
(3)

(468)

-

(6,029)(1)

Total non-operating income and expenses

163,30520

26,353

3

LOSS BEFORE INCOME TAX(83,958)(11)(153,782)(20)

INCOME TAX BENEFIT (Notes 4 and 26)(21,560)(3)(20,459)(3)

NET LOSS FOR THE YEAR

(62,398)(8)(133,323)

(17)

-

-

(350)

-

30,000

4

-

-

-

-

70
(Continued)

NET OPERATING REVENUE (Notes 4, 5, 24 and31)

Total operating expenses

OTHER COMPREHENSIVE INCOME (Notes 21
and 23)
Items that will not be reclassified subsequently
to profit or loss:
Remeasurement of defined benefit plans
Unrealized gains on investments in equity
instruments at fair value through othercomprehensive income
Income tax relating to items that will not bereclassified subsequently to profit or loss

17

$

$

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021
(In Thousands of New Taiwan Dollars, Except Loss Per Share)

Items that may be reclassified subsequently to
profit or loss:
Exchange differences on translation of thefinancial statements of foreign operations
Share of the other comprehensive loss of
associates accounted for using the equity
method2022
Amount%30,911

4(33)$

Other comprehensive loss for the year, netof income tax

2021
Amount%(14,229)

(2)

-

(355)

-

60,8788(14,864)(2)$

TOTAL COMPREHENSIVE LOSS FOR THE
YEAR$(1,520)-$ (148,187)(19)

NET LOSS ATTRIBUTABLE TO:
Owners of the Corporation
Non-controlling interests$(60,726)(1,672)(8)-$ (131,956)(1,367)(17)-$(62,398)(8)$ (133,323)

(17)

$

189
(1,709)-$ (145,203)(2,984)(19)-$(1,520)-$ (148,187)(19)

TOTAL COMPREHENSIVE LOSSATTRIBUTABLE TO:
Owners of the Corporation
Non-controlling interests

LOSS PER SHARE (Note 27)
Basic
Diluted$$(0.99 )
(0.99 )$$

The accompanying notes are an integral part of the consolidated financial statements.

18(2.31 )
(2.31 )

(Concluded)

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021
(In Thousands of New Taiwan Dollars)
Equity Attributable to Owners of the Corporation

BALANCE AT JANUARY 1, 2021
Net loss in 2021
Other comprehensive loss in 2021, net of income tax

Ordinary
SharesAdvance
Receipts for
Ordinary
Share

$

$

557,474-

CapitalSurplus-$ 2,021,953-

Retained Earnings (Deficit to be Compensated)
SpecialUnappropriatedLegal Reserve
Reserve
Earnings

Exchange
Differences on
Translation of
Foreign
Operations

Other Equity
Unrealized
Gain or loss
On financial
Assets at
FVTOCI$$$

127,421-$

14,857-$(48,972)(131,956)(280)(26,464)(12,967)

-

Total
$

Non-controlling
Interests

Total(26,464)(12,967)$ 2,646,269(131,956)(13,247)$

Total Equity

2,758(1,367)(1,617)$ 2,649,027(133,323)(14,864)

Total comprehensive loss in 2021
Convertible bonds converted to ordinary shares
Changes in percentage of ownership interest in subsidiaries (Note 12)
Additional non-controlling interest recognized on issue of employee shareoptions by subsidiaries

16,167-36,003-

480,394(1,113)--(132,236)(517)(12,967)--(12,967)-(145,203)
532,564(1,630)(2,984)
1,630(148,187)
532,564
-

-

-

-

-

-

-

-

-

-

-

4

4

BALANCE AT DECEMBER 31, 2021
Net loss in 2022
Other comprehensive income in 2022, net of income tax

573,641-

36,003-2,501,234-

127,421-

14,857-(181,725)(60,726)-(39,431)
30,91530,000(39,431)
60,9153,032,000(60,726)
60,915

1,408(1,672)(37)

3,033,408(62,398)
60,878

Total comprehensive loss in 2022
Convertible bonds converted to ordinary shares (Note 18)
Changes in percentage of ownership interest in subsidiaries (Note 12)
Changes in equity of associates accounted for using equity method

40,790-(25,260)-

146,205750--(60,726)(554)-

30,915-30,000-60,915-

189
161,735(554)
750(1,709)554-(1,520)161,735750

10,743$ 2,648,189

14,857$ (243,005)

21,484$ 3,194,120

253$ 3,194,373

BALANCE AT DECEMBER 31, 2022$

614,431$$

127,421$

The accompanying notes are an integral part of the consolidated financial statements.

19$(8,516)$30,000$$Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021
(In Thousands of New Taiwan Dollars)
2022
CASH FLOWS FROM OPERATING ACTIVITIESLoss before income tax
Adjustments for:
Income and expenses
Depreciation expense
Amortization expense
Expected credit loss
Net gain on fair value changes of financial assets and liabilities atfair value through profit or loss
Finance cost
Interest income
Share of profit or loss of associates accounted for using the equity
methodNet loss (gain) on disposal of property, plant and equipment
Net loss on disposal of intangible assets
Net loss (gain) on foreign currency exchange
Loss on inventories
OthersChanges in operating assets and liabilities
Financial assets mandatorily classified as at fair value throughprofit or loss
Notes receivable
Accounts receivable
Contract assets
Inventories
Prepayments
Other current assets
Notes payable
Accounts payable
Contract liabilities
Other payables
Provisions
Other current liabilities
Net defined benefit liabilities
Cash generated (used in) from operations
Income tax paid
Net cash used in operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
incomePurchase of financial instruments at fair value through profit or loss
Purchase of financial assets at amortized cost
Proceeds from sale of financial assets at amortized cost$

(83,958)2021$(153,782)

145,045
31,336
19,975

117,349
33,882
46,320(7,537)23,717(8,514)(23,991)
27,063(5,337)

468(74,931)703(5,941)
1,642
-

6,029
2,036
2,973
1,875
(2,458)170,415(55,195)(148,784)(98,949)
55,978(6,939)10,384
23,413
2,451
4,553
3,498
874
3,704
(11,683)

100,623
21,164(47,862)(62,808)
12,815(2,889)2,604(10,183)(12,058)(70,982)
20,2732,742
720(9,644)(3,526)(17,019)(7,979)(20,545)(100,000)(61,288)(207,283)
169,233(77,849)
169,834(Continued)

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021
(In Thousands of New Taiwan Dollars)

2022
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in refundable deposits
Acquisition of intangible assets
Increase in other noncurrent assets
Interest received$

Net cash used in investing activities(61,002)
263,402(4,393)(14,839)(37,921)
8,514

2021
$

(99,553)1,534(1,770)(15,010)(4,783)
5,337(45,577)(22,260)

166,755
224,867(240,014)(46,293)(15,237)(61,122)
120,588(145,705)(40,741)(13,363)

90,078(140,343)

EFFECT OF EXCHANGE RATE CHANGES ON THE BALANCE OF
CASH AND CASH EQUIVALENTS HELD IN FOREIGNCURRENCIES

9,729(5,708)NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS

46,251(188,856)

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

675,485

864,341

CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in short-term borrowings
Proceeds from long-term borrowings
Repayment of long-term borrowings
Repayment of the principal portion of lease liabilities
Interest paid
Net cash generated from (used in) financing activities

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR$

721,736

The accompanying notes are an integral part of the consolidated financial statements.

21$675,485(Concluded)