Stock Code
5263

Brogent

Technologies

Inc.

2022
Annual Report
Notice to readersThis English-version annual report is a summary translation of the Chinese version and is not an official
document of the shareholders’ meeting. If there is any discrepancy between the English and Chineseversions, the Chinese version shall prevail.

Date Printed: 2 April, 2023
Taiwan Stock Exchange Market Observation Post System: http://mops.twse.com.tw
Brogent Technologies Inc. annual report at https://www.brogent.com/zh-tw/statements.html

1. Name, Title, Contact No., and Email of the Company's spokesperson
Spokesperson name: Chih-Hung Ouyang
Title: President
Telephone:(07)537-2869
Email:stock@brogent.com
Representative spokesperson: Hui-Chuang Lin
Title: Chief Financial Officer
Telephone:(07)537-2869
Email:stock@brogent.com
2. Head office address and telephone no.
Head office: Number 9, Fuxing 4th Rd., Qianzhen District, Kaohsiung City (80661) Taiwan
Telephone:(07)537-2869
3. Name, address, website, and telephone no. of stock transfer agency
Stock transfer institute: Share Administration Agency, Taishin Securities Co., Ltd
Address: No.96, Sec. 1, Jianguo N. Rd., Jhongshan District, Taipei City 10489, Taiwan
Website: www.tssco.com.tw
Telephone:(02)2504-8125
4. External auditor for most recent financial statement
External auditor: Chiu-Yen Wu, CPA
Lee-Yuan Kuo, CPA
Accounting firm: Deloitte & Touche Certified Public Accountants
Address: 3F, ChinaSteel Building, No.88, Chenggong 2nd Rd., Qianzhen Dist., Kaohsiung City
80661, Taiwan.
Website: www.deloitte.com.tw
Telephone:(07)530-1888
5. Name of overseas trading office of listed valuable securities and method of searching for
information of valuable overseas securities: None.
6. Company website:www.brogent.com

Table of Contents
Page
I.

LETTER TO SHAREHOLDERS ................................................................................................... 1

II. COMPANY PROFILE .................................................................................................................... 5
1.

DATE OF ESTABLISHMENT ..........................................................................................................5

2.

COMPANY HISTORY ...................................................................................................................... 5

III. CORPORATE GOVERNANCE REPORT .................................................................................. 11
1.

ORGANIZATIONAL SYSTEM ...................................................................................................... 11

2.

PROFILE OF DIRECTORS, SUPERVISORS, PRESIDENT, VICE PRESIDENTS, ASSISTANT
VICE PRESIDENTS, AND DEPARTMENT AND BRANCH DIRECTORS ................................... 14

3.

REMUNERATIONS TO DIRECTORS, SUPERVISORS, PRESIDENT, AND VICE PRESIDENTS
IN RECENT YEARS ....................................................................................................................... 24

4.

IMPLEMENTATION OF CORPORATE GOVERNANCE .............................................................. 28

5.

INFORMATION ON FEES TO CPA ............................................................................................... 59

6.

CHANGES TO CPA INFORMATION ............................................................................................. 60

7.

THE CHAIRMAN, PRESIDENT, FINANCIAL OR ACCOUNTING MANAGER OF THE
COMPANY WHO HAD WORKED FOR THE CERTIFYING ACCOUNTING FIRM OR ITSAFFILIATED ENTERPRISE IN THE PAST YEAR. ....................................................................... 60

IV. PLACEMENT SITUATION ......................................................................................................... 64
1.

COMPANY CAPITAL AND SHARE CAPITAL ............................................................................. 64

2.

CORPORATE BOND ...................................................................................................................... 72

3.

PREFERRED SHARES................................................................................................................... 74

4.

ISSUANCE OF AMERICAN DEPOSITARY SHARES .................................................................. 74

5.

STATUS OF EMPLOYEE STOCK OPTION PLAN ....................................................................... 74

6.

STATUS OF EMPLOYEE RESTRICTED STOCK ......................................................................... 75

7.

STATUS OF NEW SHARE ISSUANCE IN CONNECTION WITH MERGERS AND
ACQUISITIONS ............................................................................................................................. 75

8.

IMPLEMENTATION OF CAPITAL ALLOCATION PLAN ............................................................ 75

V. BUSINESS OVERVIEW ............................................................................................................... 76
1.

BUSINESS ACTIVITIES ................................................................................................................ 76

2.

MARKET, PRODUCTION AND SALES........................................................................................ 89

3.

EMPLOYEE INFORMATION IN THE PAST 2 YEARS TO THE DATE OF THE ANNUALREPORT........................................................................................................................................ 102

4.

ENVIRONMENTAL PROTECTION EXPENDITURE INFORMATION ..................................... 102

5.

LABOR RELATIONS ................................................................................................................... 104

6.

CYBER SECURITY MANAGEMENT ......................................................................................... 107

7.

IMPORTANT CONTRACTS ........................................................................................................ 110

VII. FINANCIAL OVERVIEW .......................................................................................................... 111
1.

CONDENSED BALANCE SHEETS AND STATEMENT OF INCOME (2018 - 2022)................. 111

2.

FINANCIAL ANALYSIS .............................................................................................................. 116

3.

AUDIT COMMITTEE AUDIT REPORT ...................................................................................... 119

4.

FINANCIAL REPORT AND CPA REVIEW REPORT .................................................................. 119

5.

INDIVIDUAL FINANCIAL REPORT REVIEWED BY CPA ....................................................... 119

6.

FINANCIAL DIFFICULTIES AND CORPORATE EVENTS ENCOUNTERED BY THE
COMPANY AND AFFILIATES IN THE PAST TWO YEARS AND UP TO THE DATE OFREPORT THAT HAVE MATERIAL IMPACT ON THE FINANCIAL STATUS OF THE
COMPANY ................................................................................................................................... 119

VIII. .. PRECAUTIONS OF REVIEW AND ANALYSIS OF FINANCIAL STATUS AND BUSINESSPERFORMANCE ........................................................................................................................ 120
1.

FINANCIAL STATUS ................................................................................................................... 120

2.

FINANCIAL PERFORMANCE .................................................................................................... 121

3.

CASH FLOWS .............................................................................................................................. 122

4.

EFFECT OF MAJOR CAPITAL SPENDING ON FINANCIAL POSITION AND BUSINESSOPERATION ................................................................................................................................. 124

5.

INVESTMENT POLICY IN THE PAST YEAR, PROFIT/LOSS ANALYSIS, IMPROVEMENT
PLAN, AND INVESTMENT PLAN FOR THE COMING YEAR ................................................. 124

6. ANALYSIS OF RISKS IN RECENT YEARS UP TO THE PUBLISHING DATE OF THE ANNUALREPORT........................................................................................................................................ 124
7.

OTHER IMPORTANT EVENTS ................................................................................................... 129

VIII.

IMPORTANT NOTICES ....................................................................................................... 130

1.

PROFILE ON AFFILIATES AND SUBSIDIARIES ...................................................................... 130

2.

PRIVATE PLACEMENT OF CORPORATE BONDS IN THE PAST YEARS TO THE DATE OF
THE ANNUAL REPORT .............................................................................................................. 135

3.

HOLDING OR DISPOSAL OF STOCKS OF THE COMPANY BY SUBSIDIARIES IN THE PASTYEAR AND UP TO THE DATE OF REPORT .............................................................................. 135

4.

OTHER SUPPLEMENTAL INFORMATION ............................................................................... 135

IX. ITEMS OF IMPACT OF INTERESTS OF SHAREHOLDERS OR STOCK PRICE ............. 135

APPENDIX ......................................................................................................................................... 136
APPENDIX 1：STATEMENT OF INTERNAL CONTROL SYSTEM ................................................ 136
APPENDIX 2：AUDIT COMMITTEE AUDIT REPORT ................................................................... 137
APPENDIX 3：CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS’REPORT........................................................................................................................................ 138

I. Letter to Shareholders
Dear Shareholders,Thank you very much for supporting Brogent and taking the time to attend the 2023
annual meeting of shareholders.
In 2022, Brogent’s consolidated revenue was NT$ 803 million, an increase of
approximately 2% from NT$ 787 million in 2021. Looking at the international tourism andentertainment market in 2022, the impact of the COVID-19 pandemic has slowed down, thenumber of tourists has been growing, and buyers from the related industry have been
searching to import new equipment to attract upcoming customers. Brogent has a very
optimistic outlook on the future market and will continue to provide new technologies anddiversified products in the immersive entertainment market.
Last year, our new type of flying theater o-Ride was successfully launched. With its
special designs that can be quickly built and moved, o-Ride can meet the needs of the owner's
flexible operation, increase the penetration rate of the flying theater market, and achieve fullmarket coverage. In addition, through cooperation with local manufacturers, we presented a
LED dome screen immersive cockpit. It can provide a more immersive and personalized
entertainment experience to our high-end customers. With the recovery of the global tourism
market, Brogent continued to expand in the self-operation sites market. RiseNY, the firstmuseum combining flying theater located in the world-renowned New York Times Square
opened in 2022. Brogent also formed an operation alliance with Merlin Entertainment, thelargest theme parks operator in Europe, to jointly promote This is Holland, an overseas
investment, and the outcome has proved it is successful.
Looking forward to 2023, Brogent aims to become a leading company in media-based
attraction rides. We will continue to develop diversified immersive systems with innovativetechnologies and provide customers with product solutions and services. In addition to
expanding the global operation sites, we are also focusing on accelerating the expansion of thedigital content database. Through the development of digital content production technology,
as well as cooperating with current content providers, to provide more content choices for thecustomers and to create more sales income from immersive ride systems and digital content.
Brogent will continue to provide varied solutions to expand the scope of businessservices and create the greatest value for our shareholders. Brogent has been in the immersive
ride market for years. In the future, we will integrate 5G, artificial intelligence, virtual reality,
and immersive content production to create a new kind of entertainment experience. Brogent
will follow our mission and value to achieve the goals.
We thank you for your trust and commitment to Brogent and look forward to aprosperous future with our shareholders.

Chairman, Chih-Hung Ouyang
11. Accomplishments in 2022
(1) Business Plan Implementation Outcomes in 2022
Unit: NT$1,000
Year
Item

2021

2022

Change (amount)% Change

Sales revenue

787,749

803,766

16,0172.03

Gross profit

376,506

330,517(45,989)(12.21)

Operating expenses

556,641

577,780

21,1393.80

Operating loss

(180,135)(247,263)(67,128)

37.27

Net loss before tax(153,782)(83,958)

69,824(45.40)Net loss(133,323)(62,398)

70,925(53.20)Net loss attributable toshareholders of the parent(131,956)(60,726)

71,230(53.98)(2) 2022 Budget Execution
According to the Regulations Governing the Publication of Financial
Forecasts of Public Companies, the Company did not need to compile afinancial forecast for 2022, and therefore this section is not disclosed.

(3) Analysis of Financial Gains and Losses and Profitability
Unit: %Year

Item
Financial structure(%)
Solvency (%)

Profitability

Debt-to-assets ratio (%)
Long-term fund to property, plant andequipment (fixed assets) ratio (%)
Current ratio (%)
Quick ratio (%)
Times interest earned
Return on assets (%)
Return on equity (%)
Paid-in capital to loss before tax (%)
Net loss ratio (%)
Loss per share (NT$)

2

2021

2022
36.49

35.48

398.92528.55319.69280.61(468.24)(2.26)(4.65)(25.22)(16.92)(2.31)

328.54287.79(253.99)(0.89)(1.95)(13.43)(7.76)(0.99)

(4) Research and Development
To continuously enhance the Company’s competitiveness, the Company has
always actively invested in R&D efforts. In 2021 and 2022, it has expended a
total of NT$207.749 million and NT$189.445 million in R&D, respectively
accounting for 26% and 24% of the net operating income. Brogent will continue
to innovate and remain committed to research and development because these
aspects of operation embody corporate competitiveness. The Company shallcontinue to engage in advanced technological R&D and innovative applications,and implement product-centric design and research as well as systematicmanagement to maintain the leading position of products and technologies.

(5) Impacts of External Competitive Environment, Regulatory
Environment, and Overall Operation Environment
The Company operates its business in accordance with domestic and foreignlaws and regulations and periodically notes any changes in domestic and foreign
policies and development trends, to facilitate immediate response. The
Company's employees also receive training regularly to update them on current
political and economic changes and trends; therefore, changes to laws andregulations will not exert a material impact on the Company's businessdevelopment.
Regarding external competition and the overall business environment,
because the Company has successfully expanded into overseas markets in 2021,
we will continue to develop our businesses based on market internationalization.
By seeking high-quality customers, attaining product recognition, raisingproduct sales prices, and adopting a product composite marketing model
concurrent with mature technologies and scaled production, the Company
expects to accurately ascertain the pulse of the global market. Thus, based on theeconomic recovery of European and American countries as well as China’s
entertainment market demand, Brogent will expand its businesses into the global
market, thereby enhancing its overall revenue performance.

32. Business Plan in 2023
(1) 2023 Operational Goals and Crucial Product Marketing
Policies
1.Continue to optimize the quality of immersive amusement park facilities
and diversify product category.
2. Deepen the design and production of digital contents and heighten
product added value.
3. Expend the international market and raise the global brand awareness.
4. Engage in industry–academic cooperation to actively cultivate highquality specialists in digital content.

(2) Expected Sales Volume and Criteria
The Company's operational revenues mainly come from the sales of motion
simulation entertainment facilities. According to the Regulations Governing the
Publication of Financial Forecasts of Public Companies, the Company did notneed to compile a financial forecast for 2022, and therefore this section is notdisclosed.

3. Future Corporate Development Strategy(1) Product diversification(2) Market internationalization(3) Diversification of revenue models(4) Integration of strategic partner resources4II. Company Profile
1.

Date of Establishment
October 30, 2001.

2.

Company History
Company milestones up to the date of this report:

April 2011
June 2011
September 2011
October 2011
December 2011
June 2012
September 2012
November 2012
December 2012
January 2013
February 2013
April 2013
July 2013
October 2013
October 2013
October 2013
February 2014
March 2014
April 2014

Opening of 4D Theater at Formosan Aboriginal Culture Village.
Conversion of employee stock options to 1,744,000 ordinary shares; thepaid-up capital following capital increase totaled to NT$213,560,000.
Seasoned equity offering (SEO) of NT$12,700,000; following capitalincrease, the paid-up capital totaled to NT$226,260,000.
Approved public offering of stock.
Registered on emerging stock market.
Constructed started on new research and test center at Kaohsiung Software
Park.
Passed the market listing application by the Board of Directors of theTaipei Exchange.
Public underwriting of SEO prior to listing amounted to NT$28,290,000,
and the paid-up capital following capital increase totaled to
NT$254,550,000.
Stock market launch.
Completion of the operational headquarters and R&D test center.
The i-Ride passed China’s A-grade large-scale amusement park facility
authentication and a commercial business license was received for it.
The i-Ride opened at an anime themed shopping center in Hangzhou,
China.
The new generation of i-Ride, Fly Over Canada, opened in Vancouver,
Canada.
Attended the National Palace Museum First New Media creative contest;
the Company's 3D interactive new media art gained honorable mention.
Signed a Memorandum of Understanding with Kodansha, Japan.
Surplus transfer of NT$12,727,500, and the paid-up capital following
capital increase totaled to NT$267,277,500.
Conversion of convertible corporate bond to ordinary bond totaled to
NT$7,422,770; the paid-up capital following capital increase totaled to
NT$274,700,270.
First-quarter revenue reached NT$312 million, with net profit after tax
amounting to NT$100 million, both represented record highs in Brogent's
history.
The i-Ride received the 2014 Taiwan Excellence Reward for the categoryof fashion, life, culture and creativity product.
5

May 2014
June 2014
July 2014
July 2014
September 2014
October 2014
November 2014
January 2015
January 2015
March 2015
June 2015
July 2015
November 2015
December 2015
January 2016
March 2016
April 2016
May 2016
July 2016
September 2016

Conversion of convertible corporate bond to ordinary bond totaled to
NT$15,433,990; the paid-up capital following capital increase totaled to
NT$290,134,260.
Held the Groundbreaking Ceremony for the 2nd stage of the R&D Center.
Fuji Q Highland held the Grand Opening of the i-Ride flight theater "Fuji
Airways" in Fujiyoshida, Japan.
Conversion of convertible corporate bond to ordinary bond totaled to
NT$18,753,440; the paid-up capital following capital increase totaled to
NT$308,887,700.
Capital reserve transfer of NT$27,470,020; the paid-up capital following
capital increase totaled to NT$336,357,720.
Signed the "Attack on Titan" IP licensing contract with Kodansha Ltd.
Conversion of convertible corporate bond to ordinary bond totaled to
NT$442,070; the paid-up capital following capital increase totaled to
NT$336,799,790.
Seasoned equity offering (SEO) of NT$60,000,000; following capitalincrease, the paid-up capital totaled to NT$396,799,770.
Signed another MOU with Kodansha Ltd. to establish marketingcompanies for peripheral products.
Awarded the Potential Mittelstand Enterprise for the 3rd Taiwan
Mittelstand Award held by the Industrial Development Bureau, Ministry of
Economic Affairs (MOEA).
Seasoned equity offering (SEO) of NT$10,300,000, following capitalincrease, the paid-up capital totaled to NT$407,099,770.
Surplus transfer of NT$39,680,000, following capital increase, the paid-up
capital totaled to NT$446,779,770.
Awarded government subsidies under the international market
development program by the Bureau of Foreign Trade, Ministry of
Economic Affairs.
The grand opening of i-Ride flight theater themed “Attack on Titan”
was held in Shan-Shun World, Toufen Township, Miaoli County, Taiwan.
Grand opening of the 2nd stage Office Building.
Grand opening of the 4D motion simulating theater in the famous
European safari “Zoo Emmen”in Netherlands.
New launch of i-Ride flight theater “FlyOver America”in Mall of
America, Minnesota, U.S.A.
The Joint Research and Development Center between Brogent andNational Sun Yat-Sen University was established.
The Research and Development Center of Somatosensory Content
between Brogent and Southern Taiwan University of Science andTechnology was established.
The Lord Mayor of Brisbane, Australia, Graham Quirk, visited Brogent
with the Brisbane delegation and experienced i-Ride flight theater.
6

December 2016
March 2017
March 2017
April 2017
June 2017
September 2017
October 2017
November 2017
November 2017
December 2017
December 2017
January 2018
January 2018
May 2018
June 2018
July 2018
July 2018
July 2018
August 2018
August 2018
September 2018
September 2018
October 2018

Awarded the Enterprise with Outstanding Contribution by Export
Processing Zone, M.O.E.
Feng Tang, Minister without Portfolio of Executive Yuan, came to Brogent
to experience i-Ride flight theater.
Activated the filming project “Flying Over Australia” with Cutting Edge, aleading Australian filmmaker.
The Flying Theater of Spain’s famous theme park officially opened.
The Flying Theater “Voletarium” of Germany’s prestigious Europa Park
officially opened.
Won Europe’s Best New Ride of the European Star Awards 2017.
The Flying Theater “This is Holland” of Netherland officially opened in
Amsterdam.
Brognet’s i-Ride Experience Center officially opened in Kaohsiung
Software Park.
Brogent’s new VR product “Q-Ride” launched in IAAPA Attractions Expoin Orlando, Florida, U.S.A.
Dentsu Japan invested in Brogent’s subsidiary “Brogent JapanEntertainment.”
Vice President Chien-Jen Chen visited i-Ride Experience Center ofBrogent.
Brogent is the first TÜV SÜD client in Asia to have passed its challenging
test with i-Ride Flying Theater.
Taipei City Mayor Wen-Je Ko visited the Flying Theater “This is Holland”
in Amsterdam.
Brogent unveiled its new VR and motion simulation gaming product at the2018 Vision Get Wild Exhibition.
Brogent’s VR gaming products were presented at Computex Taipei 2018.
Brogent’s VR gaming tournament, Lightning Wings, kicked off its
regional preliminary contest at Kaohsiung Beer Rock Festival.
Brogent’s first carousel officially opened at KW2 (Kaohsiung Port
Warehouse No.2).
The Flying Theater of Abu Dhabi’s renowned theme park officiallyopened.
The Flying Theater “FLYOVER CHINA” of Beijing Shijingshan
Amusement Park officially opened.
Brogent’s VR gaming tournament, Lightning Wings, held its regional
preliminary contest in Taichung.
Tom Tate, Mayor of the City of Gold Coast, Australia, visited Brogent
with City of Gold Coast delegation and experienced i-Ride flight theater.
Won Media-based Attraction of the Year of the Park World ExcellenceAwards 2018 Europe.
Brogent’s VR gaming tournament, Lightning Wings, held its regional
preliminary contest in Taipei.
7

November 2018
November 2018
December 2018
December 2018
January 2019
February 2019
March 2019
May 2019
July 2019
July 2019
August 2019
September 2019
September 2019
October 2019
December 2019
February 2020
April 2020
May 2020
July 2020
July 2020

Brogent’s hexaRide VR and the first original VR film “Ghost in the Shell”
made its debut at Diver City Plaza in Odaiba, Tokyo.
Brogent’s VR gaming tournament, Lightning Wings, held its
championship game in Kaohsiung Arena.
Brogent introduced “Art-Zoo Inflatable Park” from Singapore opened at
Kaohsiung Harbor Pier 7.
hexaRide 's second original VR film “Attack on Titan” premiered at DiverCity Plaza in Odaiba, Tokyo.
The Flying Theater “i-Ride Taipei” of Taipei Nan Shan Plaza officiallyopened.
Brogent’s VR gaming simulation ride “Lightning Wings” was invited to2019 Mobile World Congress in Barcelona.
The Flying Theater “THE LEGO® MOVIE™ Masters of Flight”
officially opened in Legoland Florida Resort.
Brogent presented Q-Ride, VR gaming simulation ride “Lightning Wings”
and the newly developed racing simulator at the 2019 Vision Get Wild
Exhibition.
Brogent Group collaborated with American Institute in Taiwan (AIT) to
premiere “Discover America” in the celebration of US-Taiwan Travel
Year.
Brogent’s new racing simulator made its world debut at 2019 Asia Pacific
Cities Summit in Brisbane, Australia.
The Flying Theater “Sky Voyager” of Australia’s biggest theme park
Dreamworld officially opened on the Gold Coast.
The second Flying Theater of Beijing Shijingshan Amusement Park
officially opened.
Brogent’s flying theater won the ” Best Dark Rides” of the 2019 European
Star Award.
The Flying Theater “FlyOver Iceland” of Iceland officially opened inReykjavík .
Brogent received ” 2019 Chinese Outstanding 3D/Motion Theatre
Suppliers” of the Asia Attraction Gold Crown.
Brogent Group cooperated with the American company Positron to inventa new single-person ride simulator: Voyager. Voyager was invited to
exhibit at Festival de Cannes.
Brogent was ranked within the TOP 300 High-Growth Companies for the
Asia-Pacific region by the Financial Times.
Brogent signed a priority sales contract with Sansei Technologies, Inc.
forming a strategic partnership with the Japanese based company.
Brogent held a press conference with the Australian Office Taipei and theCanadian Trade Office to celebrate “FlyOver Canada” and “Discover
Australia” at i-Ride Taipei in Breeze Nan Shan.
Launched new game based real-time controlled simulator esports series at
IAAPA Virtual Expo Asia.
8

August 2020
October 2020
October 2020
November 2020
November 2020
December 2020
April 2021
April 2021
May 2021
May 2021
May 2021
May 2021
July 2021
September 2021
September 2021
September 2021
September 2021
January 2022
March 2022
March 2022
April 2022
October 2022

The first 5G VR esports game “Land” debuted at Brogent Group’s
headquarters.
Brogent Technologies was the winner of Asiamoney’s Asia’s Outstanding
Companies Poll 2020 in the sector of Software & Internet Services.
Exhibited at CAE in Beijing, returning to normal in the region after the
pandemic impact.
Won the “Corporate Sustainability Award” at the Global Corporate
Sustainability Forum (GCSF) held by Taiwan Corporate SustainabilityAwards (TCSA) and Global Corporate Sustainability Award (GCSA).
Won the “Queensland-Taiwan Business Excellence Award” from theAustralia New Zealand Chamber of Commerce in Taipei.
Brogent’s Flying Theater in Abu Dhabi won Annual Thea Awards 2020 for
Outstanding Achievement.
Brogent opened the Standing Panoramic Flying Theater in VinWonders
Phu Quoc, the biggest theme park in Vietnam.
Brogent opened the first Flying Theater in Kazakhstan, Central Asia.
Brogent’s Flying Theater officially opened in an amusement park near by
Tokyo, Japan.
Brogent opened Scandinavia's first flying theater “Emmet's Flying
Adventure - Masters of Flight in LEGOLAND Billund Resort, Denmark.
Brogent opened Flying Theater “Emmet's Flying Adventure Ride” in THE
LEGO® MOVIE™ WORLD of LEGOLAND California Resort, USA.
Brogent opened the first Flying Theater in UK “Flight of the Sky Lion” in
LEGOLAND Windsor Resort.
Brogent’s Flying Theater in Guizhou officially opened.
The Flying Theater “FlyOver Las Vegas” officially opened in Las Vegas.
Brogent’s Flying Theater “Flight of the Sky Lion” at LEGOLAND
Windsor Resort won UK Theme Park Awards for Best Attraction.
Brogent’s Flying Theater “Emmet’s Flying Adventure” at LEGOLAND
Billund Resort won Parkscout Award for Europe’s Best new Rides.
Brogent’s Flying Theater “Flight of the Sky Lion” at LEGOLAND
Windsor Resort won European Star Award for Europe’s Best new Rides.
Brogent forms an alliance with Merlin Entertainment, the largest theme
park operator in Europe, to focus on the marketing of the flying theater"This is Holland".
Brogent’s Flying Theater “Rise NY” officially opened at Times Square of
New York, USA.
Brogent's i-Ocean Aquarium, combining marine life and simulation
technology, officially opened at the National Museum of Marine Scienceand Technology in Keelung, Taiwan.
Collaborated with AUO and debuted the LED dome screen flight
simulator cockpit at the Touch Taiwan Exhibition.
Brogent's Flying Theater in Hainan officially opened.
9October 2022
November 2022
December 2022

Awarded the Corporate Sustainability—Golden Level by Taiwan
Corporate Sustainability Awards (TCSA).
Brogent introduced the new model of flying theater and LED immersive
simulator cockpit at the IAAPA Expo in Orlando, USA.
Chairman Mr. Chih-Hung Ouyang received the 2022 EY Entrepreneur Of
The Year Award in the categories - Metaverse Creator Entrepreneur Of
The Year.

10III. Corporate Governance Report
1. Organizational System(1) Organizational Profile(2) Business Activities of Each Major Division
Major Divisions

Chairman's OfficePrimary Duties
A.Supervise the execution of the corporate internal audit.
B.Responsible for company operation policy planning and control,
corporateoperations, risk assessment, stakeholder, decision analysis andother relevantissues. And supervise the operation of the Board of
Directors, Shareholders’meeting and corporate governance related
matters.

Audit Office

A.Inspect and evaluate whether internal control systems are sound andprovide recommendations for analysis and evaluations.
B.Plan, implement, and improve internal auditing systems; requests
operational procedures to comply with laws, regulations, and articles ofincorporation and assist in increasing business performance.

President's OfficePlan the corporate mid-term and long-term business strategy, as well as the
new business direction and market deployment.

Manufacuring Plant

A.Assembling products
B.Build up database for Products and Machine
C.Quality affairs and Factory Service
11

Major Divisions

Primary Duties

A.Plan and implement marketing strategies.
B.Achieve company-defined business goals and join overseas exhibitions.
C.Handle general tasks (product presentation, proposal, quotation,negotiation, payment collection, and payment notification) anddetermine customer's status in contract compliance.
Sales & Marketing Center
D.Coordinate and communicate with marketing business and technicalteams.
E.After sales service execute and management.
F.Develop potential China area business opportunities.
G.Develop China area potential customers.
Product Center

A.Design and develop new technology and products.
B. Develop new interactive game.

A.Supervise the construction projects.
Engineering Management
B.Control product quality and communicate with customers when
Centerimplementing projects.
Technology Center

Finance Center

A.Design, develop and produce hardware structures such as six-axis
platforms, steel structures and dynamic structures such as elevators.
B.Organize relative information for certification and prepare operating
maintenance handbook.
A.The company’s overall financial and accounting planning.
B.Fund utilization scheduling and risk management.
C.Accounting and tax processing.
D.Annual report and annual budget preparation and execution.
E.Operational performance control and benefit evaluation analysis ofvarious reinvested enterprises.

Administration Center

A.Organization design and plan. Human resources management system
executing including recruiting, training and salaries management. Carryout performance evaluations and devise welfare policies
B.Drafting and reviewing commercial contracts, providing negotiation
strategies and analysis of legal risks. Assist legal dispute conducting anddiscussing risk preventing strategies.
C.Product/technology patent and trademark management.
D.Purchasing and supplier management.
E.Assist in executing and promoting general affairs and raw material
management.

Content & Design Center

A.Theme parks design and project execution plans providomg.
B.Media content project evaluation and execution.
C.Content production and R&D abilities align with company goals.

12

Major Divisions

Primary Duties

IT Department

A.Develop and maintain computer networks and application systems.
B.Maintain and manage computer hardware, peripheral equipment, andinformation files.
C.Plan and execute system safety.
D.Hardware and software resources management.

Attraction Operation
CenterA.Develop potential international business opportunities.
B.Create future business models.

13

2. Profile of Directors, Supervisors, President, Vice Presidents, Assistant Vice Presidents, and Department andBranch Directors(1) Directors and Supervisors
1. Directors and Supervisors
April 2, 2023; Unit: Shares; %Title

Nationality
or place ofregistration

Name

GenderAge

DateelectedTerm

Date firstelectedNumber of shares held
when elected
Number ofsharesChairman &ROC
CEO

Chih-Hung
OuyangChang chun
Investment
Co. Ltd.

Director

ROC

2020.05.28 3 years 2011.10.05-

3,807,191

2,150,271

Number ofshares

6.83% 3,807,191

3.86% 2,150,271

Shareholding
Percentage

5.90%

Shares held by spouseand minor children

Number of shares heldin the name of others

Number ofsharesNumber ofshares101,187

3.33%-

Shareholding
Percentage

0.16%

-

-

-

2020.05.28 3 years 2016.05.31

ROC

RepresentativeChih-Chuan
Chen

Director

Male
51-60age

Shareholding
Percentage

Number of shares
currently held

Chin-Huo
Huang

Male
61-70ageMale
71-80age-2020.05.28 3 years 2011.10.05

1,149,442

0.00%

30,4202.06% 1,149,442

0.05%

-

-

1.78%

14

-

-

-

-

Education/work experience

Other positions

Shareholding
Percentage

Other officer, director
or supervisor who is the
spouse or a relative
within the second
degreeNote

Name

Relationship

1.President, Brogent
1.Electrical Engineering, National
Techonologies Inc.
Sun Yat-sen University
2.Chairman, Fu Wu- 2.R&D Engineer, Acer Incorporated
None.
Investment Ltd.
3.Project Manager, Ai West Co. Ltd.
3.Chairman, Brogent Global
4.President, Micro Sova
Inc.

None.

None.

Note

1.Vice President, Investment
Administration Division,
RT-Mart International
2. Juridical Person Director
Representative of MEGAGROWTH VENTURE
CAPITAL CO., LTD.
3.Juridical Person Director
Representative of Gogoro
1. M.B.A., National Taiwan
Inc
University
4.Juridical Person Director
None.
2 Vice President, Investment
Representative of
Administration Division, RT-Mart
Diamond Biotechnology
International
Investment Co., Ltd.
5.Juridical Person Director
Representative of
Diamond CapitalManagement Co., Ltd.
6.Juridical Person Director
Representative of MIHOINTERNATIONALCOSMETIC CO., LTD

None.

None.

-

1.Chang Hua Industrial Vocational
High School
2.Director, SANFU Motors
Industrial Corp.
3.Director, Chun Ying Metal
Industrial Co., Ltd.

None.

None.

-

Title

Chairman, Fu Ying Metal
Industrial Co., Ltd.

None.

TitleNationality
or place ofregistration

Name

GenderAge

DateelectedTerm

Date firstelectedNumber of shares held
when elected
Number ofsharesDirectorROC

LARGOUMORI CO.,LTD.

-

Representative:
CHENG
SHENHAO

Male
61-70age

2022.05.27 3 years 2022.05.27

1,688,888-

Number of shares
currently held

Shares held by spouseand minor children

Number of shares heldin the name of others
Number ofsharesNumber ofsharesShareholding
Percentage

Number ofshares

2.77% 1,724,888

2.67%

-

Shareholding
Percentage

0.00%

188,888

0.29% 1,585,059

Shareholding
Percentage

-

2.46%

-

-

Education/work experience

Other positions

Shareholding
Percentage- 1.The doctorate degree of Meiji
University /Graduate School ofCommerce.
2.LARGOU MORI CO., LTD
Chairman

1.LARGOU MORI CO.,LTD(TW)
Chairman
2.LARGOU MORI CO.,LTD(JAPAN)
Chairman

Other officer, director
or supervisor who is the
spouse or a relative
within the second
degree

Note

Title

Name

Relation
ship

None.

None.

None.

None

None.

None.

-

1 Vice director, ZHI
CHENG Co-located CPA
Firm.
2..Independent Director，Independent
ROC
Director

Lewis LeeMale
61-70age2020.05.28 3 years 2020.05.28

-

-

-

-

-

-

-

-

1.National Chengchi University,
Department of Accounting.
2. Partner, PwC, Taiwan.

ScinoPharm Taiwan, Ltd.
3.Independent Director，
ALL RING TECH CO.,LTD.
4. Independent Director，POYA International Co.,Ltd.

Independent
ROC
Director

Chih-Poung
Liou

Male
61-70age

Independent
ROC
Director

Jih-Ching
Chiu

Male
61-70age2020.05.28 3 years 2020.05.28

2020.05.28 3 years 2020.05.28

-

-

-

-

-

-

-

-

-

-

-

-

-

1. LL. M., University of Tokyo(Japan)2. Managing Partner, Stellex Law
Firm.

None.

None.

None.

-

-

1. Ph.D., CSIE, Chiao-Tung
University,
Associate Professor, National
None.
2. Associate Professor, National Sun Sun Yat-sen University
Yat-sen University

None.

None.

-

Managing Partner, Stellex
Law Firm.

Note :Where the chairperson of the board of directors and the general manager or person of an equivalent post (the highest level manager) of a company are the same person, spouses, or relatives within the firstdegree of kinship, an e xplanation shall be given of thereason for, reasonableness, necessitythereof, and the measures adopted in response thereto(i.g. increase the positions of independent directors or there should be more than half of directors who are not employees or managers in the same time):
The reason why the company’s chairperson and general manager is the same person is to improve operation efficiency and execution of decision making, however, in order to strengthen the independence of board of directors, we have been actively cultivating suitablepersonnel for this position. In addition, the chairperson works closely with each director on the communication of company operation status and policy to carry out thegovernance of the company. In the future, the company may plan to increase positions of independent
directors to improve the competency of board of directorsand strengthen function of supervision. Currently we have actual measures as below:
1. Three of current independent directors haveexpertise in finanace and accounting, legal and industry economy relatively, which allows efficient supervision competency.
2. The company will arrange training courses from Securities and Future Insitute and other external facilities for each director toimprove the operation efficie ncy of board of directors.
3. Independent directors can fully involve discussion and provide suggestions for reference on each functional committee to carry out the governance of the company.
4.No more than half members of the board of directors are employees or managers.

15

2.Major Shareholders of the Institutional Shareholder
Institutional Shareholder
Chang chun Investment Co. Ltd.

April 02, 2023
Major Shareholders of the Institutional Shareholder
Huei Hong Investment Co., Ltd. (48.00%)、
RUEN HUA DYEING & WEAVING CO., LTD.
(33.00%)、Ruentex Xing Co.,Ltd.(19%)

3. Major shareholders of the entities from Table 1 that are institutions
Institutional Shareholder
Huei Hong Investment Co., Ltd.

RUEN HUA DYEING &WEAVING CO., LTD.

Ruentex Xing Co.,Ltd.

April 02, 2023
Major Shareholders of the Institutional Shareholder
RUEN HUA DYEING & WEAVING CO., LTD.(63.5%)、
Ruentex Xing Co.,Ltd.(19.93%)、
Yi Tai Investment Co.,Ltd.(16.54%)
Ruentex Xing Co.,Ltd. (19.55%)、
Ren Ying Industrial Co., Ltd. (19.14%)、
Chang chun Investment Co. Ltd.(18.44%)、
Huei Hong Investment Co., Ltd.(17.96%)、
Samuel Yen-Liang Yin (13.7%)、
Yin Wong, Yee-Fan (6.55%)、
Yin Xun Ruo Education Foundation (4.4%)、
Lena Yin (0.26%)
Samuel Yen-Liang Yin (99.997%)、
Yin Wong, Yee-Fan (0.003%)

16

4. Director and Supervisor Expertise and Independence
Criteria
Professional qualifications and experience

Independent status

Name

Number ofother publiccompanies inwhich theDirector also
serves as an
Independent
Director(1)Not a director, supervisor, or employee of a company of which the
majority of board seats or voting shares is controlled by a company that
also controls the same of the company.
(2)Not a director, supervisor, officer, or shareholder holding five percent
or more of the shares of a specified company or institution that has afinancial or business relationship with the company.
(3)Other than serving as a compensation committee member of thecompany, not a professional individual who, or an owner, partner,
Possesses five or more years of work
Chairmanexperience required for the Company's
business; the chairman and CEO of the
Chih-Hung Ouyang Company;

director, supervisor, or officer of a sole proprietorship, partnership,company, or institution that, provides commercial, legal, financial,accounting services or consultation to the company or to any affiliate of
the company, or a spouse thereof, and the service provided is an “audit
service” or a “non-audit service which total compensation within the
recent two years exceeds NTD500,000”.
(4)Not having a marital relationship or a relative within the second degreeof kinship to any other director of the company.
(5)Not been a person of any conditions defined in Article 30 of theCompany Law.
(6)Not a governmental, juridical person or its representative as defined in
Aticle 27 of the Companyt Law.

17

None

Criteria
Professional qualifications and experience

Independent status

Name

Number ofother publiccompanies inwhich theDirector also
serves as an
Independent
Director(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.
(3)Not a natural-person shareholder who holds shares, together with those
held by the person’s spouse, minor children, or held by the person underothers’ names, in an aggregate amount of one percent or more of thetotal number of issued shares of the company or ranks as one of its top
ten shareholders.
(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 spouse, relative within the second degree ofkinship, or lineal relative within the third degree of kinship, of any of
the officer in the preceding 1 subparagraph, or of any of theabovepersons in the preceding subparagraphs 2 and 3.
(5)Not a director, supervisor, or employee of a company of which the
Director
Chang chun
Investment
Co. Ltd.
Representative:

majority of board seats or voting shares is controlled by a company that
also controls the same of the company.
Possesses five or more years of work
experience required for the Company's
business(6)Not a director, supervisor, or employee of a company of which thechairman or CEO (or equivalent) themselves or their spouse also serve

None

as the company’s chairman or CEO (or equivalent).

Chih-Chuan Chen

(7)Not a director, supervisor, officer, or shareholder holding five percent
or more of the shares of a specified company or institution that has afinancial or business relationship with the company.
(8)Other than serving as a compensation committee member of thecompany, not a professional individual who, or an owner, partner,
director, supervisor, or officer of a sole proprietorship, partnership,company, or institution that, provides commercial, legal, financial,accounting services or consultation to the company or to any affiliate of
the company, or a spouse thereof, and the service provided is an “audit
service” or a “non-audit service which total compensation within the
recent two years exceeds NTD500,000”.
(9)Not having a marital relationship or a relative within the second degreeof kinship to any other director of the company.
(10)Not been a person of any conditions defined in Article 30 of theCompany Law.
DirectorChin-Huo Huang
Director
LARGOU MORI
CO., LTD
Representative

Possesses five or more years of work
experience required for the Company's
business

director
Lewis Lee

(2)Not a director or supervisor of the company or any of its affiliates.

None(3)Not a natural-person shareholder who holds shares, together with those
Possesses five or more years of work
experience required for the Company's
business

held by the person’s spouse, minor children, or held by the person under

Possesses five or more years of work
experience required for the Company's
businessaccountant, who has passed a national
examination and received a certificate
therefor(4)Not a spouse, relative within second degree of kinship, or lineal relative

Cheng Shenhao
Independent(1)Not an employee of the company or any of its affiliates.

others’ names, in an aggregate amount of one percent or more of theNonetotal number of issued shares of the company or ranks as one of its top
ten shareholders.
within third degree of kinship of any of the persons in the preceding
three paragraphs. Not a spouse, relative within the second degree ofkinship, or lineal relative within the third degree of kinship, of any of18

3Criteria
Professional qualifications and experience

Independent status

Name

Independent
director
Chih-Poung Liou

Possesses five or more years of work
experience required for the Company's
business
attorney, who has passed a national
examination and received a certificate
thereforNumber ofother publiccompanies inwhich theDirector also
serves as an
Independent
Directorthe officer in the preceding 1 subparagraph, or of any of theabovepersons in the preceding subparagraphs 2 and 3.
(5)Not a director, supervisor, or employee of aNone

corporate/institutional shareholder that directly holds five percent ormore of the total number of issued shares of the company, ranks as ofits top five shareholders, or has representative director(s) serving on
the company’s board based on Article 27 of the Company Law.
(6)Not a director, supervisor, or employee of a company of which the
majority of board seats or voting shares is controlled by a company that
also controls the same of the company.
(7)Not a director, supervisor, or employee of a company of which thechairman or CEO (or equivalent) themselves or their spouse also serveas the company’s chairman or CEO (or equivalent).
(8)Not a director, supervisor, officer, or shareholder holding five percent
or more of the shares of a specified company or institution that has a

Independent
director
Jih-Ching Chiu

Possesses five or more years of work
experience required for the Company's
business
Currently serving as a Associate Professor,
National Sun Yat-sen University

financial or business relationship with the company.
(9)Other than serving as a compensation committee member of thecompany, not a professional individual who, or an owner, partner,

None

director, supervisor, or officer of a sole proprietorship, partnership,company, or institution that, provides commercial, legal, financial,accounting services or consultation to the company or to any affiliate of
the company, or a spouse thereof, and the service provided is an “audit
service” or a “non-audit service which total compensation within the
recent two years exceeds NTD500,000”.
(10)Not having a marital relationship or a relative within the second degreeof kinship to any other director of the company.
(11)Not been a person of any conditions defined in Article 30 of theCompany Law.
(12)Not a governmental, juridical person or its representative as defined in
Aticle 27 of the Companyt Law.

Note: According to the Rules Governing Review of Securities Listings as well as the Regulations Governing
Appointment of Independent Directors and Compliance Matters for Public Companies, the Company
has obtained the statement of independence for each independent director and confirms that all ofthem meet the independence requirements stipulated by laws and regulations.

19

5. Diversity and independence of the Board of Directors(1) Diversity of the Board of Directors:
Based on the policy of diversification and strengthening of corporate governance in order topromote the sound development of the Company’s board composition and structure, the nominationof candidates for directors of the Company shall be adopted the candidate nomination system inaccordance with the provisions of the Company's Articles of Incorporation. Each candidate’s
academic qualifications, work experience, professional background, integrity or relevant
professional qualifications, and others are evaluated and considered. After the Board of Directors
passed the resolution, the proposed nominees will be submitted to the Shareholders Meeting forelection. With regard to the board composition, it is advisable that the number of the directors who
concurrently serve as the managers of the Company should not exceed one-third of the board seats.
In addition, the Company has, based on its own operations, operational patterns and developmental
needs, formulated appropriate diversification policies including but not limited to the following:
A.Basic conditions and value: gender, age, nationality and culture.
B.Professional knowledge and skills: operational judgment capability, accounting and financial
analysis capability, business management capability, risk management capability, industry
knowledge, international market outlook, leadership capability, and decision-making capability.
The current Board of Directors of the Company consists of seven directors. The specificmanagement objectives of the board diversity policy and their achievement status are as follows:
Diversity management objectives

Achievement status

The number of independent directors exceeds one third of the board seats
It is advisable that the number of the directors who concurrently serve as the managersof the Company should not exceed one-third of the board seats.

Done

The independent directors shall not hold office for more than 3 terms.

Done

Adequate and diverse professional knowledge and skills

Done

Done

The implementation status of the board diversity policy is as follows:
Basic composition

Professional background

Professional knowledge and capabilities

Age

Core of diversify

Employe
e

51

61

71

~

~

Gender~Nationality

v

v

60

70

80

seniority of
independent
directors(less than 3
years)

Accounting

Operational
judgment
capability

Businessmanagement
capability

Leadershipanddecisionmak
ing
capability

RiskManagementcapability

Industryknowledge

InternationalMarketoutloo
k

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

v

Industry

FinanceTechnology

Law

Name

Chih-Hung
OuyangDirector

Independent
director

Chang chun
Investment
Co. Ltd.
Representative:
Chih-Chuan
Chen
Chin-Huo
Huang
LARGOUMORI CO.,LTD
Representative
CHENG
SHENHAO

Male

Male

v

v

v

v

Male

ROC

v

Male

v

Lewis Lee

Male

v

v

Chih-Poung
Liou

Male

v

v

Jih-Ching Chiu

Male

v

v

v

v

v

v
v

v

v

(2) Independence of the Board of Directors: The Board of Directors of the Company consists ofseven directors, of which three are independent directors (50% of all directors), as well as theindependent directors arear more than half of the board seats. As of 2022.12.31, In addition, all of20

independent directors comply with the regulations of the Securities and Futures Bureau and none of
the circumstances prescribed in paragraph 3 and paragraph 4, Article 26-3 of the Securities
Exchange Act exist among the directors and independent directors. The Board of Directors of theCompany is independent (Please refer to page 16-18 of this Annual Report -Disclosure of
information on professional qualifications of directors and independence of independent directors).
The Experience(Education), Gender and Work Experience(Please refer to page 13-14 of thisAnnual Report - Information of directors).

21

(2) Profile of President, Vice Presidents, Assistant Vice Presidents, and Department Directors
April 02, 2023; Unit: Shares; %Title

Nationality

Name

GenderDate

Shares held

spouse and children

SharesPercentage

Shareholding

SharesPercentage

supervisor who is thethe name ofothersappointed
Shareholding

Other officer, director or

Shares held in

Shares held by

Shares

Education/work experience

& CEO

ROC

Chih-Hung
Ouyang

Title

Percentage

Yat-sen University
Male

2001.10

3,807,191

6.24% 101,187

0.17%

-

second degree

Shareholding

Electrical Engineering, National Sun
Chairman

Other positions

spouse or a relative within Note

- R&D Engineer, Acer Incorporated

Name Relationship

President, Brogent
Technologies Inc.
Chairman, Fu Wu

-

-

-

Note

-

-

-

-

None

-

-

-

-

None

-

-

-

-

- The Dean of Department of Electrical None

-

-

-

-

-

-

-

-

Project Manager, Ai West Co. Ltd.
President, Micro Sova

Investment Ltd.
Chairman, Brogent Global
Inc.

Master Graduate from the Departmentof Finance, National Sun Yat-sen
Chief Financial
Officer

ROC

Sui-Chuan
Lin

University
Female2013.01

214,7810.35%

28,4570.05%-- Finance Office at Chienmei
Construction Development Corp.

Supervisor, Brogent Global
Inc.

Finance Department Manager atBrogent Technology
Masters in the Department ofComputer Science and Engineering at
Vice President

ROC

Teng-Hung
Lai

Male

2010.1127,856

0.05%

-

-

-

-

National Chung-Hsing University
Technical Chief Officer at Meihsing
Technology
President of Liang Chuan Co. Ltd.

Sr. Director

ROC

Szu-Cheng
Chen

CAPCO, manager of HR and PR
Male2020.04

6,830

0.01%

-

-

-

- Fu Jen Catholic University, Instituteof Chemistry
The Doctorate Degree in ElectricalEngineering from National Sun Yat-

Sr. Director

ROC

Chin-Wen
Chuangsen University.
Male2022.04

4,000

0.01%

-

-

-

Engineering of I-SHOU University,theActing Director of Product Center ofBrogent Technologies Inc.
Institute of Information Technology,
University of Melbourne, Australia.

Sr. Director

ROC

Yanlun PengMale

2022.04

8,780

0.01%

13,0000.02%-- The General Manager's Special
Assistant of Brogent Technologies
Inc.,the Manager of Sales &

22

None

TitleNationality

Name

GenderDate

Shares held

Shares held by
spouse and children

SharesPercentage

SharesShareholding
Percentage

supervisor who is thethe name ofothersappointed
Shareholding

Other officer, director or

Shares held in

Shares

Education/work experience

Shareholding

Other positions

spouse or a relative within Notesecond degree
Title

Percentage

Name RelationshipMarketing Dept. 2 and the Acting
Director of Attraction Operation
Center.
Note:Where the chairperson of the board of directors and the general manager or person of an equivalent post (the highest level manager) of a company are the same person, spouses, or relatives within the firstdegree of kinship, an explanation shallbe given of the reason for, reasonableness, necessitythereof, and the measures adopted in response thereto(i.g. increase the positions of independent directors or there should be more than half of directors who are not employees or managers in thesame time):
The reason why the company’s chairperson and general manager is the same person is to improve operation efficiency and execution of decision making, however, in order to strengthen the independence of board of directors, we have been actively
cultivating suitable personnel for this position. In addition, the chairperson works closely with each director on the communication of company operation status and policy to carry out thegovernance of the company. In the future, the company may
plan to increase positions of independent directors to improve the competency of board of directorsand strengthen function of supervision. Currently we have actual measures as below:
1. Three of current independent directors haveexpertise in finanace and accounting, legal and industry economy relatively, which allows efficient supervision competency.
2. The company will arrange training courses from Securities and Future Insitute and other external facilities for each director toimprove the operation efficiency of board of directors.
3. Independent directors can fully involve discussion and provide suggestions for reference on each functional committee to carry out the governance of the company.
4.No more than half members of the board of directors are employees or managers.

23

3. Remunerations to Directors, Supervisors, President, and Vice Presidents in recent years(1) Remunerations to Directors (including Independent Directors) in the most recent year (2022)
Unit: NT$ 1,000
Remuneration

Base
Compensation
(A)

Title

Salary, Bonuses, andAllowances (E)Severance Pay (F)Ratio of Total Compensation(A+B+C+D+E+F+G) to Net
Income (%)

Profit Sharing- Employee Bonus (G)Compensation Paid
to Directors from an
Invested Company
Other than the
Company’s
Subsidiary

-

-

-

-

-

-

36

36

Chin-Huo Huang

-

-

-

-

-

-

42

42

-

-

-

-

-

-

18

18

744

744

-

-

-

-

182

182

744

744

-

-

-

-

150

150

744

744

-

-

-

-

182

182

Largou mori Co.
Ltd.
Representative:
Cheng Shen Hao

Independent
Director

Lewis Lee

Independent
Director

Chih-Poung Liou

Independent
Director

Jih-Ching Chiu

42(0.07)(0.07)

36

36(0.06)(0.06)

42

42(0.07)(0.07)

18

18(0.03)(0.03)

926

926(1.52)(1.52)

894

894(1.47)(1.47)

926

926(1.52)(1.52)

Stock
bonus

Cash
bonus

Stock
bonus

3,091

3,091

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

＊The compensation content disclosed in this table differs from the income concept of the Income Act; therefore, this table serves to disclose information rather than for tax purposes.

24

Companies in the consolidated
financial statements

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

42

Cash
bonus

brogent

42

Companies in the
consolidated financial
statements

42

brogent-

Companies in the consolidated
financial statements-

brogent-

Companies in the consolidated
financial statements-

brogent-

Companies in the consolidated
financial statements-

brogent

Companies in the consolidated
financial statements

brogent

Companies in the consolidated
financial statements

brogent

Companies in the consolidated
financial statements

Directorbrogent

All companies in the consolidated
financial statements

brogent
Chih-Hung Ouyang

Director

Ratio of Total
Remuneration
Bonus to(A+B+C+D) to Net
Allowances (D)Directors (C)Income (%)

Name

Chairman& CEO

Director

Severance Pay(B)

Relevant Remuneration Received by Directors Who are Also Employees

3,133

3,133

(5.16)(5.16)

36

36(0.06)(0.06)

42

42(0.07)(0.07)

18

18(0.03)(0.03)

926

926(1.52)(1.52)

894

894(1.47)(1.47)

926

926(1.52)(1.52)

None.

None.

None.

None.

None.

None.

None.

(2) Remunerations to President, and Vice Presidents in the last year (2022)
Unit: NT$1,000
Pension(B)

Salary (A)
Title

Name
Brogent

Chairman Chih-Hung

Bonus and special
allowance (C)Ratio of total A, B, C, andD to after-tax income (%)

Employee bonus (D)All companies in
consolidated
statements

Brogent
All
All companies
All companies
companies ininBrogent
Brogent in consolidated
consolidated
consolidated
statements
Cash Stockstatements
statements
bonus bonus

Cash
bonus

Brogent

Stock
bonus

2,472

-

-

619

619

-

-

-

-

Vice
Teng-Hung
President Lai

1,918

1,918

108

108

378

378

-

-

-

-

Vice
Jyh-Jong
President(
Hwang
Note )

526

526

27

27

61

61

-

-

-

-

OuyangAll companies in company or Investees
consolidated
other thanstatements

subsidiaries

2,472

& CEO

Remuneration
received from parent

3,091

3,091

(5.09)(5.09)

2,404

2,404

(3.96)(3.96)

614

614(1.01)(1.01)

None.

None.

None.

＊The compensation content disclosed in this table differs from the income concept of the Income Act; therefore,
this table serves to disclose information rather than for tax purposes.
Note: Starting from 2022.04.01, the job title is Executive Assistance, and the application fee only includes the salaryof the Vice President.

25

(3) Managerial officers with the top five highest remuneration amounts in a company(2022):
Unit: NT$1,000
Pension(B)

Salary (A)
Title

Name
Brogent

Chairman

Chih-Hung& CEO

OuyangChief
Financial
Officer

Sui-Chuan
Lin

Vice
President

Teng-Hung
Lai

Sr. Director

Sr. Director

Chin-Wen
ChuangSzu-Cheng
Chen

Bonus and special
allowance (C)All companies
All companies
All companies
inin
Brogent
Brogent in consolidated
consolidated
consolidated
statements
statements
statements

Ratio of total A, B, C, andD to after-tax income (%)

Employee bonus (D)All companies in
consolidated
statements

Brogent
Cash
bonus

Stock
Cash bonus
bonus

All companies in
consolidated
statements

Brogent

Stock
bonus

2,472

2,472

-

-

619

619

-

-

-

-

2,044

2,044

108

108

414

414

-

-

-

-

1,918

1,918

108

108

378

378

-

-

-

-

1,660

1,660

103

103

327

327

-

-

-

-

1,646

1,646

103

103

325

325

-

-

-

-

3,091

3,091

(5.09)(5.09)

2,566

2,566

(4.23)(4.23)

2,404

2,404

(3.96)(3.96)

2,090

2,090

(3.44)(3.44)

2,074

2,074

(3.42)(3.42)

Remuneration
received fromparent company or
Investees otherthan subsidiaries

None

None

None

None

None

(4) Manager name and distribution situation regarding employee bonus in the last year
(2022):
Unit: NT$1,000
Title

Managerial
officer

Name

Chairman & CEO

Chih-Hung Ouyang

Vice President

Teng-Hung Lai

Chief Financial Officer

Sui-Chuan Lin

Sr. Director

Szu-Cheng Chen

Sr. Director

Chin-Wen Chuang.

Sr. Director

Yan-lun Peng

Stock
bonus

Cash
bonus

Total

-

-

-

Total amount as a percentage of earnings(%)-(5) Comparison of Remuneration for Directors, Supervisors, President and Vice
Presidents in the Most Recent Two Fiscal Years:
Unit: NT$1,000
Brogent

All companies in consolidated statements

2021
Title

2022

Ratio of total
Total

remuneration to

Total

net income (%)
Remunerations
to Directors
Remunerations
to Supervisors
Remunerations
to President,
and Vice
Presidents

2021

Ratio of total

2,892(2.19)

-

-

7,889

(5.98)

remuneration to

Total

6,109

(4.75)(10.06)

Ratio of total

remuneration to

net income (%)
2,884

2022

Ratio of total
Total

net income (%)
2,892(2.19)

-

-

7,889

(5.98)

remuneration to
net income (%)

2,884(4.75)

6,109(10.06)

Note:The remuneration of the president and vice presidents decreased compared with 2021, because the vice26

president, Jyh-Jong Hwang, was called executive assistant starting from 2022.04.01, and the declared amount only
included the salary of the vice president.

(6) The policies, standards, and portfolios for the payment of remuneration, theprocedures for determining remuneration, and the correlation with risks andbusiness performance:A.
Independent
Director

Regardless of the company's profit or loss, the company can pay monthly
remuneration, and the remuneration committee will adjust it according to thedegree of participation in the company's operations and the value of its
contribution, and submit it to the board of directors for approval.
According to the articles of association of the company, no more than 2% of
the annual profit will be used as the remuneration for the directors. However,B.
Director

if the company has accumulated losses, it should reserve the compensation
amount in advance. Their individual remuneration is authorized to the board of
directors according to their degree of participation in the company's operations
and contribution value, and are negotiated in accordance with the usual
standards in the industry.

C.
Manager

The compensation committee of the company may determine the content andamount of the manager's salary based on the manager's degree of participationin the company's operations, the value of his contribution, and theachievement of performance goals, and participate in the industry's salarylevel.

D.
Employee

Refer to the usual payment levels of relevant peers and listed companies toformulate reasonable salary measures to maintain the company's internal
fairness and external competitiveness. In addition, according to the company's
articles of association, if the company makes a profit in the year, it shouldallocate 5% to 15% as employee remuneration. However, if the company still
has accumulated losses, it shall reserve the compensation amount in advance.

27

4. Implementation of corporate governance(1)Operations of the Board of Directors
1. In 2022, a total of 6 meetings of the Board of Directors were held in the most recent year.
The attendance was as follows:
Title

Name
(Note 1)

Attendance inAttendance rate (%)
By proxy
person(Note 2)Note

Chih-Hung Ouyang
Changchun
Investment Co. Ltd.
Representative:
Chih-Chuan Chen

6-

100.00Reelected on 2020.05.28，
Shall attend 6 tmies.

6-

100.00Reelected on 2020.05.28，
Shall attend 6 tmies.

DirectorChin-Huo Huang

6-100.00Reelected on 2020.05.28，
Shall attend 6 tmies.

Director

LARGOU MORI
CO., LTD.
Representative:
CHENG
SHENHAO

3-

100.00Reelected on 2022.05.27，
Shall attend 3tmies.

Lewis Lee6-

100.00Elected on,2020.05.28,
Shall attend 6 tmies.

Chih-Poung Liou

5

1

83.33

Elected on,2020.05.28,
Shall attend 6 tmies.

Jih-Ching Chiu

6-100.00Elected on,2020.05.28,
Shall attend 6 tmies.

Chairman
Director

Independent
Director
Independent
Director
Independent
Director

Other matters that require reporting:
1. Matters stipulated in Article 14-3 of the Securities and Exchange Act and resolutions adopted by the Board of
Directors, to which an Independent Director has a dissenting or qualified opinion that is on record or stated ina written statement,shall describe the date of the board meeting, term of the board, agenda items, opinions ofIndependent Directors, and actions taken by the company in response to the opinion of the Independent
Directors: Please see Important resolutions adopted in Board of Directors' meeting.
2. Regarding Directors who recuse themselves from discussion or voting on an agenda item in which they havean interest, their names, agenda items, reason for recusal, and voting on an agenda item shall be stated: Pleaserefer to the Opinions from all the directors in the record of Board of Directors’ Meetings:i). The 7th Board of Directors’ meeting of the 12th Session on January 18, 2022
1. Name of director: Chih-Hung Ouyang
2. Content of the proposal: 2021 Year-End bonus Recommendations for Chairman and managers.
3. Reasons for recusal and the participation in the voting：Director Chih -Hun g Ou ya n g recused the meeting due t o conflict of interest and avoided the discussion
and resolution. The proposal as proposed was unanimously approved by all attending directors.
ii). The 7th Board of Directors’ meeting of the 16th Session on November 9, 2022
1. Name of director: Chih-Hung Ouyang
2. Content of the proposal: reviewed the proposal of this company’s “case of reinvestment company provide
an endorsement guarantee ”
3. Reasons for recusal and the participation in the voting：
The proposal as proposed was unanimously approved by all attending directors.
3. Director Chih-Hung Ouyang recused the meeting due to conflict of interest and avoided thediscussion and resolution. The version of proposal was unanimously approved by all attending
directors.
4. An evaluation of the goals set for strengthening the functions of the Board (e.g., setting up an auditing

28

TitleName(Note 1)

Attendance inAttendance rate (%)
By proxy
person(Note 2)

Note

committee and enhancing information transparency) and implementation status during the current andimmediately preceding fiscal years:(1) The operation of the Board of the Company complies with laws and regulations, the Articles ofIncorporation, and the Exercise of Powers of the resolutions in shareholders' meetings. All Directors adhere
to the principle of good faith and duty of care in addition to possessing the expertise, skills, and literacy
required for exercising their powers, in order to maximize benefits for all of their shareholders.
(2) To establish a favorable governing system for the Company's Board of Directors, a sound supervisionfunction, and strengthened management mechanism, the Company formulated the Board of Director
Meeting Agenda Regulations in accordance with Article 26-3 of the Securities and Exchange Act, including
agenda items, execution of operations, matters that should be recorded in meeting minutes, announcements,and other matters that should be adhered to, and the aforementioned shall be handled in accordance withthe formulated regulations.
(3) In addition to regularly conducting self-examination of the operation of the Board of Directors andreinforcing the functions of the Board, the Company requires its internal auditors to produce auditing
reports that describe the Board operations in order to conform with government regulations.
(4) Establish a Remuneration Committee to assist the Board of Directors in executing its duties.
Note 1: Directors and Supervisors who are also legal persons shall disclose the name of corporate shareholders
and their representatives.
Note 2:(1) For Directors or Supervisors who resigned from their position prior to the end of the financial year,
the date of their resignation shall be noted in the Note column. Their actual attendance rate (%) shall becalculated according to the frequency they attended meetings of the Board during their tenure and theirattendance in person.
(2) For changes to Directors or Supervisors before the end of the financial year, the new and old Directors
or Supervisors shall be listed and Directors or Supervisors who are old or new and the date of theirreelection and changes shall be noted in the Note column. Their actual attendance rate (%) shall becalculated according to the frequency they attended meetings of the Board during their tenure and theirattendance in person.

29

2. Evaluation performance of Operations of the Board of Directors

Frequency ofevaluation(Note 1)Once a year

Evaluation period(Note 2)2022.01.01~
2022.12.31

Scope of evaluation(Note 3)

Method ofevaluation(Note 4)

SelfBoard of Directors
evaluation/and individual board
Remuneration
menbercommittee

Content of evaluation(Note 5)
Including the situation of attending
the board meeting, understanding
and articipating in the discussion of
the proposal before the meeting, thesituation of interacting with the
management team, the situation ofobserving laws and codes ofpractice, the improvement ofcorporate governance, thecontinuous study of courses related
to corporate governance, thesituation of understanding thecompany and the management teamand the industry , Other projects
designated by the competentauthority or the board of directors,
etc.

Note1: For example, once a year.
Note2: For example, the performance period during 1/1/2022~12/31/2022.
Note3: Performance of Board of Directors, individual member and functional committe.
Note4:Methods of evaluations: the internal evaluation of the board, self-evaluation by individualboard members, peer evaluation, and evaluation by appointed external professional
institutions, experts, or other appropriate methods.
Note5：Content of evaluation at least should include below following:(1) Performance of Board of Directors：Participation in the operation of the company, improvement of
the quality of the board of directors' decision making, composition and structure of the board of
directors, election and continuing education of the directors and internal control.
(2) The criteria for evaluating the performance of the board members：alignment of the goals andmissions of the company, awareness of the duties of a director, participation in the operation of thecompany, management of internal relationship and communication, the director's professionalism
and continuing education and internal control.
(3)

Performance of functional committees should cover：Awareness of the duties of the functional
committee, improvement of quality of decisions made by the functional committee, makeup of thefunctional committee and election of its members and internal control.

30

(2)1.Audit Committee Meeting Status
The Audit Committee has held 6 (A) meetings in the most recent year, the attendance of
the independent directors is as follows:
Attendance rate
Attendance in(%)【B/A】
Title
Name
Note
person(B)(Note)
Independent
director
Independent
director
Independent
director

Lewis Lee6

100.00

Shall attended 6 times.

Chih-Poung
Liou

5

83.33

Shall attended 6 times.

Jih-Ching Chiu

6100.00

Shall attended 6 times.

Other items to be recorded:
1.The operation of the Audit Committee shall state the board meeting’s date, period,
content of the proposal, resolution of Audit Committee and the company's opinion
on resolution of Audit Committee if any of the following circumstances occurs.
(i). Matterslisted in Article 14-5 of the Securities and Exchange Act
Audit
Committee

Content of motion

Article14-5 oftheSecurities andExchange Act ofthe ROC

Minutesof Audit
CommitteeCompany
reactionbase ontheopinion of
Audit
Committee

In the 7th
session of
the 12th
Audit
Committee
on Jan. 18,
2022
In the 7th
session of
the 13th
Audit
Committee
on Mar. 8,
2022

1. The Evaluation Plan of the Independence of
CPAs.
2. The appointment of Deloitte & Touche tohandle the 2022 annual financial and tax
report audit (review), certify and the audit andnon-audit fees.

VAllattendeesof
Directors
have noobjection

1. The 2021 Statement on Internal Control.
2. The 2021 Business Report and Financial
Statements.
3. The Chart of 2021 Deficit Compensation.
4. The case of the company's uncollectedaccounts receivable within 3 months of thenormal credit period in the fourth quarter of2021 are not classified as capital loan cases.
5. The capital increase case of the company's
100% shareholding sub-subsidiary, StarLite
Design & Planning Limited.
1. The 2022 First Quarter Financial Report.
2. The case of the company's uncollectedaccounts receivable within 3 months of thenormal credit period in the first quarter of2022 are not classified as capital loan cases.
3. The case of disposal of assets by thecompany.

VVAll
attendeesofIndepend
ent
Directors
have noobjection

In the 7th
session of
the 14th
Audit
Committee
on May. 11,
2022

31

V

V
V

V

V
V

V

Independ
ent
directors’
objections,reservati
ons ormajor
suggestions
None.

TitleName

Attendance inperson(B)Attendance rate(%)【B/A】(Note)In the 7th
session of
the 15th
Audit
Committee
on Aug. 11,2022

1. The 2022 Second Quarter Financial Report.
2. The company acquired the equity of Discover
NY, Project LLC.

V
V

In the 7th
session of
the 16th
Audit
Committee
on Nov. 9,2022
In the 7th
session of
the 17th
Audit
Committee
on Dec. 28,
2022

1. The 2022 Third Quarter Financial Report.
2. The case of the company's uncollectedaccounts receivable within 3 months of thenormal credit period in the third quarter of2022 are not classified as capital loan cases.
3. The company to handle the endorsement
guarantee case for 100% of the subsidiaries.
1. The 2023 Audit Plan.
2. The revision of the internal control system.
3. The company's self-compiled financial reportmanagement method proposal.

V
V

Note

V
V
V
V

(ii). Except the foregoing matters, other resolution not be approved by the audit committee but
approved by more than two thirds of all directors: None.
2. For the Independent Director’s recusal to the proposal with interest, the name of the independent
director, the content of the proposal, the reasons for recusal and the participation in the voting shall be
stated: None.
3. Communication between independent directors and internal audit supervisors and CPA (shall include
important matters,methods and results of communication on the company's financial and businessconditions)(i). The audit supervisor submits an audit plan report to the independent directors in the monthfollowing the completion of the audit items. The independent directors have no objections.
(ii). The independent director has no objection to the audit report of the audit supervisor.
(iii). The audit supervisor will report the audit plan for the next y ear before the end of each fiscal
year, and report it to the board of directors for resolution after being approved by the audit
committee.
(iv). The Company has provided contact telephone numbers and email addresses between independent
directors The Company has provided contact telephone numbers and email addresses between
independent directors (members of th(members of the Audit Committee) and internal audit
supervisors for direct contact and communication each other. e Audit Committee) and internal
audit supervisors for direct contact and communication each other. The audit supervisors of thecompany shall sit in each audit report of the board of directors and consult the The audit
supervisors of the company shall sit in each audit report of the board of directors and consult theindependent directors (members of the audit comindependent directors (members of the audit
32TitleName

Attendance inperson(B)Attendance rate(%)【B/A】(Note)

Note

committee).mittee).
(v). The company's annual internal control effectiveness assessment and internal control statement
shall be submitted to The company's annual internal control effectiveness assessment and internal
control statement shall be submitted to the Audit Committee for reviethe Audit Committee forreview..
(vi). The annual financial report and semiThe annual financial report and semi--annual financial reportof the company shall be submitted toannual financial report of the company shall be submitted tothe board of the board of directors for resolution after approval by more than onedirectors forresolution after approval by more than one--half of all members of the audit committee. Prior tothe half of all members of the audit committee. Prior to the review of the financial report, theAudit Committee will discuss and communicate with the CPA in advance about review of thefinancial report, the Audit Committee will discuss and communicate with the CPA in advanceabout the results of ththe results of the audit.e audit.
Note:＊For Independent Directors who resigned from their position prior to the end of the financial year, the date of
their resignation shall be noted in the Note column. Their actual attendance rate (%) shall be calculated
according to the frequency they attended meetings of the Board during their tenure and their attendance inperson.
＊For changes to Independent Directors before the end of the financial year, the new and old Independent
Directors shall be listed and Independent Directors who are old or new and the date of their reelection andchanges shall be noted in the Note column. Their actual attendance rate (%) shall be calculated according to
the frequency they attended meetings of the audit committee during their tenure and their attendance in person.

2. The Supervisor attendance was as follows
Not applied. The Company has established the Audit Committee to replace theSupervisors.

33

(3)Corporate governance implementation status and deviations from Corporate Governance Best-PracticePrinciples for TWSE/TPEx Listed Companies and reasons
Assessed areas
1. Does the company establish and disclose its
corporate governance principles in accordancewith the Corporate Governance Best-PracticePrinciples for TWSE/TPEx Listed Companies?
2. Shareholding structure & shareholders' rights(1) Does the company establish internal operatingprocedures for handling shareholder
suggestions, questions, complaints orlitigation and handled related mattersaccordingly?
(2) Does the company have a list of major
shareholders that have actual control over theCompany and a list of ultimate owners of
those major shareholders?
(3) Does the company establish and implement
risk management and firewall systems
between the Company and its affiliates?
(4) Does the company establish internal rules
against insiders trading with undisclosed
information?
3. Composition and responsibilities of the Boardof Directors(1) Does the Board of Directors develop andimplement a diversified policy for thecomposition of its members?
(2) Does the company voluntarily establish otherfunctional committees in addition toYes
VState of Operations
SummaryNo

Non-implementation and Its
Reason(s)Handled in accordance with Corporate GovernanceBest-Practice Principles for TWSE/GTSM Listed No discrepancy.
Companies.
(1) The Company has stock affairs specialists and astock affairs proxy agency to assist withhandling such affairs.

V(2) Yes, according to the shareholders' registry
provided by the stock affairs proxy agency, andwe regularly report changes to the stock rights of
No discrepancy.
our Directors, Supervisors, and managerial
officers.
(3) The Companyhas set up internal rules in the
Company’s Internal Control System and AffiliatedCorporations Management.
(4) The Company's operation is conducted according to
the extent of internal control.
(1) The Company has set up 7 seats for Directors(including 3 seats for Independent Directors).

V(2) The Company has established a Remuneration
Committee and proposed recommendations
regarding the remunerations to its Directors,
Supervisors, and managerial officers.
34

No discrepancy.

Assessed areas

Yes

remuneration committee and audit committee?
(3) Has the Company established methodology forevaluating the performance of its Board of
Directors, on an annual basis, reported theresults of performance to the Board of
Directors, and use the results as reference fordirectors’ remuneration and renewal?
(4) Does the company regularly evaluate theindependence of CPAs?
4. Does the Company appoint competent andappropriate corporate governance personnel andcorporate governance officer to be in charge ofcorporate governance affairs (including but notlimited to furnishing information required forbusiness execution by directors, assisting
directors’compliance of law, handling mattersrelated to board meetings and shareholders’meetings according to law, and recording
minutes of board meetings and shareholders’meetings)?
5. Does the company establish a communication
channel and build a designated section on its
website for stakeholders, and properly respondto corporate social responsibility issues ofconcern to the stakeholders?
6. Does the company designate a professional
shareholder service agency to deal withshareholder affairs?

State of Operations
SummaryNo

Non-implementation and Its
Reason(s)(3) The Company currently has no method forevaluating the performance of the Board of
Directors.
(4) The Company regularly evaluates theindependence of CPAs. The Company's CPAs
are hired by the Board of Directors at least once
per year, and they have no interest relationshipwith the Company and are strictly independent .

V

We arrange specific officers in charge of corporate
No discrepancy.
governance affairs

V

The Company has a spokesperson and representative
spokesperson who act as the communication channel No discrepancy.
for the Company.

V

The Company commissions the stock affairs agency
department of Taishin Securities Co., Ltd to handle No discrepancy.
shareholder affairs.

35Assessed areas
7. Information disclosure(1) Does the company establish a corporatewebsite to disclose information regarding thecompany's financial, business and corporate
governance status?
(2) Does the company have other information
disclosure channels (e.g., maintaining an
English-language website, appointing
responsible people to handle informationcollection and disclosure, creating a
spokesperson system, webcasting investor
conference on the company website)?
(3) Does the Company announce and report theannual financial statements within two months
after the end of the fiscal year, and announce
and report the first, second, and third quarter
financial statements as well as the operating
status of each month before the prescribeddeadline?
8. Is there any other important information tofacilitate a better understanding of thecompany’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, theimplementation of risk management policies
and risk evaluation standards, theimplementation of customer relations policies,

Yes

State of Operations
SummaryNo

Non-implementation and Its
Reason(s)(1) Web address: www.brogent.com; the Company has
designated personnel to collect and disclose
Company information.
(2) Spokesperson: President Chih-Hung Ouyang;investors can also access the Company's
information regarding the company's financial,business and corporate governance status from
the Market Observation Post System.
V

No discrepancy.
(3) Handle within the prescribed time limit.

V(1) Employee rights protection and employee caremeasures adopted by the Company: The
Company provides equal employment
opportunities, offers employee group insurance,
arranges health check ups regularly, andNo discrepancy.
establishes legal employee welfare committee toprotect employee rights. Furthermore, we
comply with law in enrolling every employee inlabor and health insurance and disburse pension
reserve funds to them. The Company establishes

36

Assessed areasand purchasing insurance for Directors andSupervisors)?

Yes

State of Operations
Non-implementation and Its
Reason(s)No
Summary
appropriate channels for employees to file theircomplaint and values the importance of
employee training.
(2) The Company's relationship with its investors:
The Company holds shareholder meetings
according to law every year and adequately gives
its shareholders the chance to raise questions andmake proposals. In addition, we also have set up
spokespersons and representative spokespersonin accordance with law and designate them tohandle matters between the Company and its
investors. Moreover, the Company announcesand reports any information that should be
disclosed as required by the competentauthorities. Thus, information that potentiallyinfluences investor decisions is provided in realtime.
(3) The Company maintains a smoothcommunication channel with its suppliers andstakeholders, including partner banks, othercreditors, employees, and clients.
(4) Continuing education of Directors andSupervisors: The members of the Company's
Board of Directors possess professional
backgrounds and practical experience in business
management; they occasionally attend relevant
educational courses. The continuing education
status of the Board of Directors in 2020 and
2021 to the print date of the Prospectuses are
displayed in the following table.
(5) Implementation status of risk management
policies and standard risk measures: The
37

State of Operations
Non-implementation and Its
Reason(s)Yes NoSummary
Company emphasizes the importance of risk
management, complies with relevant laws andregulations in executing various policies, andestablishes internal auditors who ensure that theexecution of relevant policies conforms toregulations.
(6) Accountability insurance for Directors andSupervisors: The Company has purchased
relevant accountability insurance for its
Directors, Supervisors, and managerial officers.
9.Please provide explanations for the improvement made according to the results of the corporate governance evaluation by the Corporate
Governance Center of Taiwan Stock Exchange during the most recent year, and details on the priority issues and measures for the areas yet to be
improved (not applicable to the companies not evaluated).
Assessed areas

In 2022, the company’s corporate governance focus on improving the interests of shareholders. The company will continue to strengthen the
structure and operation of the Board of Directors, reinforce the function of the Board of Directors and enhance the quality of disclosure for nonfinancial information to strengthen the corporate governance information.
Note：The items in auditor’s qualifications and independence assessment form are as follows:：
1. As of the latest audit, there have been no circumstances where no replacement had happened for seven years.
2. There is no major conflict of financial interests with the client.
3. To avoid having any inappropriate relationship with the client.
4. The CPAs should ensure that their assistants are honest, fair, and independent.
5. The CPA cannot audit the financial statements for organizations they served for within two years before they took the job.
6. The CPAs’ name cannot be used by others.
7. The CPA does not hold any stocks of the Company or its affiliated enterprises.
8. The CPA does not loan money from the Company or its affiliated enterprises.
9. The CPA has no joint investment or profit-sharing relationship with the Company or its affiliated enterprises.
10. The CPA does not concurrently hold a regular position in the Company or its affiliated enterprises and receive fixed salary.
11. The CPA does not involve the managerial decision-making of the Company or its affiliated enterprises.
12. The CPA has not engaged in any other business that could compromise their independence.
13. The CPA is not the spouse or a relative within second degree in kinship with the management personnel of the Company.

38

State of Operations
Summary

Non-implementation and Its
Reason(s)Yes No14. The CPA has not received any commission related to the business.
15. As for now, there have been no incidents of the CPA disciplinary action or damage to the principle of independence.
The Audit Committee and the Board of Directors of the Company approved that the CPAs meet the requirements of independent assessment, the "Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies " and AQIs on January 13, 2023.
Assessed areas

39

The Continuing Education Status of Directors and Supervisors in 2021 and 2022 to the date ofthis Annual Report
Title
Name
Organizer
Course name
Hours
Intellectual Property
Management and Corporate
3 hours
Taiwan Corporate
GovernanceChih-Hung
ChairmanGovernanceOuyangLegal Issues Relating to ESG
Association
for Consideration by the Board
3 hoursof Director
How to Prevent Corporate
Misconduct－A Manual to
3 hours
Corporate Internal
Investigation
Taiwan Corporate
The principle of fair and good
Governance
Changchunfaith in contracting for fair
1 hourInvestment Co. Association
treatment－Insurance CaseLtd.
Director
Studies
Representative:
The latest IFRS 17 related
Chih-Chuang
3 hoursChen
issuesAnti-Money Laundering andCountering the Financing of
Taiwan Insurance
Terrorism Seminar1 hour
Institute
Director,Supervisor andPresident.
Intellectual Property
Management and Corporate
3 hours
Taiwan Corporate
GovernanceChin-Huo
Director
Governance
Huang
Legal Issues Relating to ESG
Association
for Consideration by the Board
3 hoursof Director
Intellectual Property
Management and Corporate
3 hours
Taiwan Corporate
Governance
Governance
Legal Issues Relating to ESG
Association
for Consideration by the Board
3 hours
LARGOUof Director
MORI CO., LTD
Representative
Director
Insider equity publicity briefing
CHENG
Taipei Exchangeof the TPEx/ESB Listing
3 hours
SHENHAO
companies
Accounting
Driving the Green Transition:
Research andTowards Net Zero Carbon
3 hours
Development
EmissionsFoundation
Intellectual Property
Management and Corporate
3 hours
Taiwan Corporate
GovernanceIndependent
Lewis Lee
GovernanceDirector
Legal Issues Relating to ESG
Association
for Consideration by the Board
3 hoursof Director
Taiwan Corporate Intellectual Property
Independent Chih-Poung
GovernanceManagement and Corporate
3 hours
Director
Liou
Association
Governance
40

The Continuing Education Status of Directors and Supervisors in 2021 and 2022 to the date ofthis Annual Report
Title
Name
Organizer
Course name
Hours
Legal Issues Relating to ESG
for Consideration by the Board
3 hoursof Director
Intellectual Property
Management and Corporate
3 hours
Taiwan Corporate
GovernanceIndependent Jih-Ching
GovernanceDirector
Chiu
Legal Issues Relating to ESG
Association
for Consideration by the Board
3 hoursof Director

41

(4) If the company has established a remuneration committee, it shall disclose thecomposition, duties, and operation of the committee
1. Members of the Compensation Committee
Conditions
Identity

Professional
qualifications
and experience

Independent status

Name

Convenor andChih-Poung
independentLiou
director

Independent
Director

Lewis Lee

(1) Not an employee of the Company or any of its
affiliates.
(2) Not a director or supervisor of the Company or any ofPlease refer to 4. its affiliates.
Disclosure of(3) Not a natural-person shareholder who holds shares,
information on
together with those held by the person's spouse, minor
professionalchildren, or held by the person under others' names, in
qualifications of an aggregate of one percent or more of the total
directors andnumber of issued shares of the Company or ranking in
independence of the top 10 in holdings.
independent(4) Not a spouse, relative within the second degree of
directors on
kinship, or lineal relative within the third degree ofpage 17 for thekinship of a managerial officer under subparagraph 1
relevant
or any of the persons in the preceding twocontent.
subparagraphs.
(5) Not a director, supervisor, or employee of a corporateshareholder that directly holds five percent or more of
the total number of issued shares of the company, or

42

Number of other publiccompanies in which theindividual is concurrently
serveing as the
Remuneration Committee
member

NONE

3

Conditions
Identity

Professional
qualifications
and experience

Independent status

Name

Independent
Director

Jih-ChingChiuthat ranks among the top five in shareholdings, or thatdesignates its representative to serve as a director orsupervisor of the company under Article 27, paragraph
1 or 2 of the Company Law.
(6) If a majority of the company's director seats or voting
shares and those of any other company are controlled
by the same person: not a director, supervisor, or
employee of that other company.
(7) If the chairman, general manager, or person holding
an equivalent position of the company and a person in
any of those positions at another company or institution
are the same person or are spouses: not a director (orgovernor), supervisor, or employee of that othercompany or institution.
(8) Not a director, supervisor, officer, or shareholder
holding five percent or more of the shares, of a
specified company or institution that has a financial or
business relationship with the company.
(9) Not a professional individual who, or an owner,
partner, director, supervisor, or officer of a sole
proprietorship, partnership, company, or institution
that, provides auditing services to the company or any
affiliate of the company, or that provides commercial,legal, financial, accounting or related services to thecompany or any affiliate of the company for which theprovider in the past 2 years has received cumulativecompensation exceeding NT$500,000, or a spouse
thereof.
(10)Not having a marital relationship, or a relative within
the second degree of kinship to any other director of
the Company.
(11)Not been a person of any conditions defined in Article 30 of
the Company Law.
(12)Not a governmental, juridical person or its representative as
defined in Aticle 27 of the Companyt Law.

43

Number of other publiccompanies in which theindividual is concurrently
serveing as the
Remuneration Committee
memberNONE

2. State of operations of the compensation committee(A) The Compensation Committee comprises 3 members.
Current term of office: June 19, 2020–May 27, 2023; a total of 2 (A) meetings of theCompensation Committee were held in the most recent year. The members'
qualifications and attendance were as follows:
Title

Name

ConvenorChih-Poung Liou
Independent Director,
Independent Director, Lewis Lee
Independent Director, Jih-Ching Chiu

Attendance inperson(B)

By proxy Attendance rate (%)
【B/A】
Frequency

Note

2

-

100.00-22-

100.00100.00-.

-

Other matters that require reporting:
1. If the Board of Directors did not adopt or revised the recommendations of the compensation committee, describe thedate of the board meeting, term of the board, agenda item, resolutions adopted by the board, and actions taken by thecompany in response to the opinion of the compensation committee (if the remunerations approved by the Board of
Directors are better than those recommended by the compensation committee, describe the difference and reasons):
None.
2. If with respect to any resolution of the compensation committee, any member has a dissenting or qualified opinion thatis 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.
Note:＊For Compensation Committee who resigned from their position prior to the end of the financial year, the date of
their resignation shall be noted in the Note column. Their actual attendance rate (%) shall be calculated according
to the frequency they attended meetings of the Board during their tenure and their attendance in person.
＊For changes to Compensation Committee before the end of the financial year, the new and old Independent Directors
shall be listed and Independent Directors who are old or new and the date of their reelection and changes shall be
noted in the Note column. Their actual attendance rate (%) shall be calculated according to the frequency theyattended meetings of the audit committee during their tenure and their attendance in person.

44(5) Sustainable Development Implementation Status as Required by the Taiwan Financial Supervisory Commission
Assessed areas

Yes

1. Does the Company have a governance structure forsustainability development and a dedicated(or ad-hoc) sustainable development organization withV
Board of Directors authorization for senior
management, which is reviewed by the Board of
Directors?
2. Does the Company follow materiality principle toconduct risk assessment for environmental, social andcorporate governance topics related to company
operation, and establish risk management relatedV
policy or strategy?
3. Environmental issue(1) Does the company establish a proper environmental
management system based on the characteristics of
the industry?
(2) Does the company endeavor to improve theefficiency of resource utilization and use recycledmaterials which have a low impact on theenvironment?
V(3) Does the Company evaluate current and futureclimate change potential risks and opportunities andtake measures related to climate related topics?
(4) Does the Company collect data for greenhouse gas
emissions, water usage and waste quantity in thepast two years, and set energy conservation,
greenhouse gas emissions reduction, water usage
reduction and other waste management policies?

No

State of Operations (Note 1)
Summary (Note 3)

Non-implementation and Its
Reason(s)The President Office was in charge of promoting
CSR, and is still committed to the implementation of No discrepancy.
social responsibility.
Brogent has formulated the “Sustainable
Development Best Practice Principles”. Regularly
hold Employee Code of Conduct, Self-defense
Firefighting Team Training, Information Security, No discrepancy.
Sexual Harassment Prevention and other social
responsibility-related education training andadvocacy.
(1) Yes the company has set up environmental
management and discloses relevant information
on its website.
(2) The Company generally endeavor to increase theefficiency of resource utilization and use
environmentally friendly materials as much as
possible to reduce the impact on the
No discrepancy.
environment.
(3) For the potential risks and opportunities casuedby climate change from now on, Brogent has
especially isured to amortize the property
damage. We are aggressively devoted ourselves
to researching and developing the indoor
amusement (training) facilities and hopefully
we can create commercial opportunities under45

Assessed areas

4. Social issue(1) Does the Company set policies and procedures incompliance with regulations and internationallyrecognized human rights principles?
(2) Has the Company established appropriately
managed employee welfare measures (include
salary and compensation, leave and others), andlink operational performance or achievements with
employee salary and compensation?
(3) Does the Company provide employees with a safeand healthy working environment, with regularsafety and health training?
(4) Has the Company established effective careerdevelopment training plans?
(5) Does the Company’s product and service comply
with related regulations and international rules forcustomers’ health and safety, privacy, sales,
labelling and set polices to protect consumers’
rights and consumer appeal procedures?
(6) Does the Company set supplier management policy
and request suppliers to comply with relatedState of Operations (Note 1)
Yes

V

No

Summary (Note 3)
the influence of extreme weather.
(4) The company regularly monitors the air qualityof the office environment, uses LED lighting
and solar power generation devices, and installs
energy-saving central air-conditioning control
systems and full heat exchangers to effectively
maintain air quality and energy-saving andcarbon-reduction purposes, and exposes energy
use on the company's website With an overview
of greenhouse gas emissions.

Non-implementation and Its
Reason(s)(1) The company follows international principles,
respects internationally recognized basic humanrights, including caring for vulnerable groups,
prohibiting child labor, eliminating employment
and employment discrimination, etc., andabides by labor-related laws and regulations
where the company is located.
(2) The Company adheres to the labor regulations in
the Labor Standards Act to protect employees'
legal rights. In addition, the Company disburses No discrepancy.
pension fund and labor welfare fund inaccordance with law. Concurrently, theCompany and its employees have alsoestablished employee welfare committee andhold employer–employee meetings to
implement various welfare activities andcoordinate employer–employee relationship,
thereby promoting matters related to employer–
employee cooperation.
(3) The Company endeavors to provide a safe and46

Assessed areas

State of Operations (Note 1)
Yes

standards on the topics of environmental,
occupational safety and health or labor right, andtheir implementation status?

5. Does the Company refer to international reporting
rules or guidelines to publish Sustainability Report
to disclose non-financial information of theVNo

Non-implementation and Its
Reason(s)Summary (Note 3)
healthy working environment and provide
employees with regular safety and healthtraining.
(4) The company's training plan is based onsupervisors / general employees, taking regulartraining / unscheduled training, and dependingon the content of each department, in order toeffectively train employees' related capabilities.
(5) The company has a customer service department
dedicated to handling consumer rights
protection and appeals.
Company products are designed andmanufactured in accordance with standard
regulations of various countries. These products
have also been certified by the following:
China: GB-8408 Amusement Device Safety
Code(Amusement device satety Cood)Europe: EN-13814(Fairground and amusementpark machinery and Structure-Safety)
USA and Canada: ASTM-F2291 (Standard
Practice for Design of Amusement and
Devices)(6) YES, a list of supplier evaluation standards wasadded. The Company upholds the principle ofethical corporate management and collectively
cooperate with the suppliers in development
projects to facilitate coexistence and collective
prosperity.
The company has prepared corporate sustainability
report with reference to internationally-prepared
No discrepancy.
reporting standards or guidelines and the Report47

Assessed areas

State of Operations (Note 1)
YesNo

Non-implementation and Its
Reason(s)Summary (Note 3)
Company? Has the said Report acquire third party
was certified by the British Standards Institution
verification or Statement of assurance?
in accordance with Type 1 assurance in AA1000AS
v3.
6.If the Company has established its sustainable development code of practice according to “Listed Companies Sustainable Development Code ofPractice,” please describe the operational status and differences.: Not applicable.

7. Other important information to facilitate better understanding of the Company’s implementation of sustainable development:
The Company discloses relevant information regarding its corporate social responsibility on its website, annual report, the prospectuses, and sustainability
report.
Note 1: If companies select "Yes" in the Summary column, please specify the relevant policy,strategy and the result of implementation, and if companies
select "No" in the Summary column, please explain the reason and describe future improvements or relevant management guidelines and goals.
Note 2: Principle of materiality may refer to the significant impact on the rights and interests of stakeholders while companies are advised to promulgate
their own corporate social responsibility principles in accordance with the Principles to manage their economic, environmental and social risks andimpact.

48

(6) Implementation of ethical corporate management and deviations from ethical corporate managemen BestPractice Principles for TWSE/TPEx Listed Companies and reasons
Assessed areas
1. Establishment of ethical corporate management policy
and approaches(1) Does the company have a clear ethical corporate
management policy approved by its Board of Directors,
and bylaws and publicly available documents
addressing its corporate conduct and ethics policy andmeasures, and commitment regarding implementationof such policy from the Board of Directors and the top
management team?
(2) Whether the company has established an assessment
mechanism for the risk of unethical conduct; regularly
analyzes and evaluates within a business context, thebusiness activities with a higher risk of unethicalconduct; has formulated a program to prevent unethicalconduct with a scope no less than the activitiesprescribed in paragraph 2, Article 7 of the EthicalCorporate Management Best Practice Principles for
TWSE/GTSM Listed Companies?
(3) Whether the company has established relevant policies
that are duly enforced to prevent unethical conduct,
provided implementation procedures, guidelines,
consequences of violation and complaint procedures,and periodically reviews and revises such policies?

State of Operations
Yes

V

No

Summary

Causes for the Difference(1) The Company strictly adheres to the laws andregulations stipulated in the Company Act,
Securities and Exchange Act, Business Entity
Accounting Act, and other regulations for listed
and OTC companies. The Company has
formulated internal control systems according toregulations, established internal auditing office,and ensured the effective implementation of
relevant operations, to realize the fundamental
concepts of ethical corporate management.
(2) The Company has formulated Ethical Corporate
Management Principle according to the EthicalCorporate Management Best Practice Principles
for TWSE/GTSM Listed Companies and
No discrepancy.
promoted the importance of ethical code of
conduct, educating each employee on thecompany's core value and compliance systems.
The Company regularly offers training
programs.
(3) The Company requires its Directors, managerial
officers, and employees to refrain fromengaging in bribery or providing illegal
political donations during a business activity.
The Company stipulates that they may notdirectly or indirectly provide or receive
unreasonable gifts, treatments, or otherimproper benefits to prevent employees from49

Assessed areas

State of Operations
Yes

No

Summary

Causes for the Difference

pursuing personal interests at the expense of
the company's rights and interests.
2. Implementation of ethical corporate management(1) Does the company evaluate the ethical records of parties
it does business with and stipulate ethical conduct
clauses in business contracts?
(2) Whether the company has set up a unit which isdedicated to promoting the company’s ethical standards
and regularly (at least once a year) reports directly to theBoard of Directors on its ethical corporate management
policy and relevant matters, and program to prevent
unethical conduct and monitor its implementation?
(3) Does the company establish policies to prevent conflictsof interest, provide appropriate channels for filingrelated complaints and implement the policies
accordingly?
(4) To implement relevant policies on ethical conducts, has
the company established effective accounting andinternal control systems, audit plans based on theassessment of unethical conduct, and have its ethicalconduct program audited by internal auditors or CPA
periodically?
(5) Does the company hold internal and external
educational trainings on operational integrity regularly?

V(1) The Company's clients and suppliers are mostly
well-known
companies
whose
ethicalmanagement information is easily accessible.
When signing a business contract, the contract
also incorporates regulations regarding ethicalmanagement.
(2) Sustainable Development Best PracticePrinciplesIn order to improve the management ofintegrity operation, Chairman’s Office of thisCompany is responsible for the formulation of
the integrity operation policy and prevention
plan, and is supervised and implemented by theauditing unit and regularly reports to the Board
No discrepancy.
of Directors. This time reported the situation of
execution to the Board of Directors on Dec. 28,
2022.
In 2022, the company held two sessions of
Employee Behavior Education Training Course,which is a mandatory course for all employees.
This training course covers topics including
conflict of interest avoidance, antitrust
prevention, insider trading prevention andworkplace conduct. The courses lasted for 1.5
hours each, with 287 participants and 430.5
hours in total. Employees are required to pass aquiz after the course.
(3) The Company has an Internal Material
50

Assessed areas

State of Operations
Yes

No

Summary

Causes for the Difference

Information Processing Operating Procedure,
specifying that Directors, managerial offices, andemployees may not leak internal material
information to others, inquire the company's
internal material information from others, or
collate unpublished internal material informationof companies that are irrelevant to their job
duties. They are also prohibited from leaking thecompany's unpublished internal material
information to others.
(4) To implement ethical management, theCompany has established effective accounting
system and internal control system, and hasinternal auditors regularly check the situation
regarding compliance with the aforementioned
systems. To implement ethical management, theCompany has established effective accounting
system and internal control system, and hasinternal auditors regularly check the situation
regarding compliance with the aforementioned
systems.
(5) The Company promotes the concepts of
ethical management in Director training and
Employee behavior education training
course managerial meetings.
3. Operation of whistleblowing system(1) Does the company establish concrete whistleblowing
and reward system and have a convenient reporting
channel in place, and assign an appropriate person tocommunicate with the accused?

V(1) Brogent has formulated the “Reporting Policy of
Unlawful or Unethical Actions”, if you find any No discrepancy.
violation of company policies or laws, you can
notify Brogent through legal channels or the51

Assessed areas(2) Whether the company has established standard
operation procedures for investigating the complaints
received, follow-up measures after investigation arecompleted, and ensuring such complaints are handled ina confidential manner?
(3) Does the company provide proper whistleblower
protection?

State of Operations
Yes

No

Summary

Causes for the Difference

official website.
(2) Yes. Brogent received the investigation
processing procedures for reported incidents
were also detailed on our Company's website. Set
up a unified dedicated external e-mail mailbox(legal@brogent.com), reports of businessconduct and complaints on the official website
are sent and received through the dedicatedmailbox.
(3) Brogent maintain strict confidentiality withrespect to the source of the report and investigate
all information, as well as take special measures
to protect whistleblowers, so as to reduce such
incidents as corruption and malfeasance.

4. Enhancing information disclosure
Does the company disclose information regarding the
The Company has set up a website for disclosing
company's ethical corporate management principles andV
No discrepancy.
corporate governance information.
implementation status on its website and the Market
Observation Post System?
5. 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: None.
6. Other important information to facilitate a better understanding of the company's implementation of ethical corporate management: (e.g., inspect andrevise existing ethical management principles) None52

(7) If the company has established corporate governance principles andrelated guidelines, disclose the means of accessing this information:
The company has formulated the "Corporate Governance Best Practice Principles" and related
regulations, which have been disclosed on the company's website. In the future, relevant
information will be disclosed on the company's website and public information observation
station according to the actual operating conditions.

(8) Other significant information which may improve the understanding ofcorporate governance and operation: None.
(9) The following matters pertaining to the implementation status of internal
control systems should be disclosed:
1. Statement on Internal Control: (Please refer to Appendix 1).
2.The Company engages an accountant to examine its internal control system, disclose the CPA
examination report: None.

(10) Penalty against the company or its internal personnel, or any
disciplinary penalty by the company against its internal personnel for
violation of the internal control system, during the most recent fiscal
year or during the current fiscal year up to the publication date of theannual report, where the result of such penalty could have a material
effect on shareholder equity or securities prices, the annual report shalldisclose the penalty, the main shortcomings, and condition of
improvement: None.

53

(11) Important resolutions adopted in shareholders meeting and Board of
Directors' meeting in the past year and up to the date of report.
1. Shareholder’s Meeting
Date of themeeting

Key issues in summary

Outcome of resolution

Facts of implementation

Reporting Items(1) 2021 Business Report(2) 2021 Supervisor’s Audit
ReportAll items passed and executed as(3) The status of issuingscheduled.
corporate bonds is hereby
submitted for review.

Passed Items(1) 2021 Business Report
and Financial Statements
2022.05.27(Shareholders’
regularmeeting)(2) 2021 Deficit
Compensation Statement

The balloting outcome including
votes exercised through electronic
voting: 35,604,451 pro votes ,Reports and statements
accounting for 99.82% of the
distributed to shareholders
aggregate total votes; 11,039 con according to relevant laws andvotes, 0 invalid vote, abstention/ regulations
Non-voting votes: 52,890 votes.
The present issue is duly resolved
exactly as proposed.
The balloting outcome including
votes exercised through electronic
voting: 35,598,437 pro votes ,Reports and statements
accounting for 99.80% of the
distributed to shareholders
aggregate total votes; 17,046 con according to relevant laws andvotes, 0 invalid vote, abstention/ regulations
Non-voting votes: 52,897votes.
The present issue is duly resolved
exactly as proposed.

Matters for Discussion and The balloting outcome including
Votes
votes exercised through electronic The issue had been duly
(1) Amendment of thecompleted in enforcement
voting: 34,985,858 pro votes ,Article of Incorporation.
exactly as amended.
accounting for 98.08% of theaggregate total votes; 628,633 con
votes, 0 invalid vote, abstention/
Non-voting votes: 53,889votes.
The present issue is duly resolved
exactly as proposed.

54

(2) Amendment to
The balloting outcome including
Procedures for Acquisition votes exercised through electronic The issue had been duly
and Disposal of Assets
completed in enforcement
voting: 35,603,436 pro votes ,exactly as amended.
accounting for 99.81% of theaggregate total votes; 11,052 con
votes, 0 invalid vote, abstention/
Non-voting votes: 53,892 votes.
The present issue is duly resolved
exactly as proposed.

The list of elected Direct:
CHENG SHENHAO (The
Executed as resolved, theRepresentativeof
LARGOUMORI(3) By-election of director
company has announced on
MOPS .
CO., LTD.) elected 35,398,584
votes.

The balloting outcome including
votes exercised through electronic(4) The proposal for lifting voting: 35,603,436 pro votes ,accounting for 99.77% of thethe ban on competition
The issue had been duly
between newly elected
aggregate total votes; 17,682 con completed in enforcement
Directors and theirvotes, 0 invalid vote, abstention/ exactly as amended.
representatives.
Non-voting votes: 62,956 votes.
The present issue is duly resolved
exactly as proposed.

2.Board of Directors’ MeetingDate2022.01.18

2022.03.08

Opinions from all the independent
directors and the company’s response
to such opinions

ProposalApproved the Year-End Bonus Disbursement andManager Year-End Bonus.
Approved the Evaluation Plan of the Independence of
CPAs.
Approved the appointment of Deloitte & Touche tohandle the 2022 annual financial and tax report audit(review), certify and the audit and non-audit fees.
Approved the "third and fourth domestic unsecured
conversion of corporate bonds" by base date of capitalincrease for issuance of new shares from November 1st
to December 31st,2021.
Approved the Financing Application Plan.
Approved the change of the third phase of theinvestment plan for the Kaohsiung Software Park.
Approved the 2021 Statement on Internal Control.
Approved the 2021 Business Report and Financial
Statements.
Approved the Chart of 2021 Deficit Compensation.
Approved the Amendment to the Article of
Incorporation.
Approved the Amendment to the Procedures for
Acquisition or Disposal of Assets.
55

Opinion from independent
directors: none
The company’s response to such
opinions: none
Resolution: unanimous consent
from all the directors present

Opinion from independent
directors: none
The company’s response to such
opinions: none
Resolution: unanimous consent
from all the directors present

Date2022.05.11

2022.08.11

2022.11.09

Opinions from all the independent
directors and the company’s response
to such opinions

ProposalApproved the by-election of directors of the company.
Approved the proposal for lifting the ban oncompetition between newly elected directors and theirrepresentatives.
Approved the case of the company's uncollectedaccounts receivable within 3 months of the normal credit
period in the fourth quarter of 2021 are not classified ascapital loan cases.
Approved the capital increase case of the company's
100% shareholding sub-subsidiary, StarLite Design &Planning Limited.
Approved the Proposal of Authorized amount of Loansby the Company to its Subsidiaries.
Approved the Financing Application Plan.
Approved the appointment of senior managers of thecompany.
Approved the proposal to lift the ban on competition
among the company's managers.
Approved the change of senior managers of thecompany.
Approved the Liability Insurance Renewal Plan for the
Directors, Supervisors and Managers.
Approved the change of the third phase of theinvestment plan for the Kaohsiung Software Park.
Approved the Proposed Calling of 2022 General
Shareholders' Meeting.
Approved the 2022 First Quarter Financial Report.
Approved the case of the company's uncollectedaccounts receivable within 3 months of the normal credit
period in the first quarter of 2022 are not classified ascapital loan cases.
Approved the Amendment to Operating Procedure forPrevention of Insider Trading.
Approved the case of disposal of assets by the company.
Approved the Financing Application Plan.
Approved the company's greenhouse gas inventory andverification schedule plan.
Approved the 2022 Second Quarter Financial Report.
Approved the company acquired the equity of Discover
NY, Project LLC.
Approved the Formulation of Corporate Social
Reponsible Best Practice Principles.
Approved the formulation of the Risk Management
Policy and Operating Procedures by the company.
Approved the "third and fourth domestic unsecured
conversion of corporate bonds" by base date of capitalincrease for issuance of new shares from May to
July,2022.
Approved the Financing Application Plan.
Approved the company's greenhouse gas inventory andverification schedule progress report.
Approved the 2022 Third Quarter Financial Report.
Approved the case of the company's uncollectedaccounts receivable within 3 months of the normal credit
period in the third quarter of 2022 are not classified as
56

Opinion from independent
directors: none
The company’s response to such
opinions: none
Resolution: unanimous consent
from all the directors present

Opinion from independent
directors: none
The company’s response to such
opinions: none
Resolution: unanimous consent
from all the directors present

Opinion from independent
directors: none
The company’s response to such
opinions: none

Date2022.12.28

2023.01.13

2023.03.15

Proposal
capital loan cases.
Approved the company to handle the endorsement
guarantee case for 100% of the subsidiaries.
Approved the "third and fourth domestic unsecured
conversion of corporate bonds" by base date of capitalincrease for issuance of new shares from August to
October,2022.
Approved the Financing Application Plan.
Approved the company's greenhouse gas inventory andverification schedule progress report.
Approved the 2023 Operating Budget Plan.
Approved the 2023 Audit Plan.
Approved the revision of the internal control system.
Approved the company's self-compiled financial reportmanagement method proposal.
Approved the company's formulation of internal major
information processing measures.
Approved the Amendment to Operating Procedure forPrevention of Insider Trading.
Approved the Financing Application Plan.
Approved Brogent issues a letter of support for our
100% reinvestment company, Brogent Global Inc.,tohandle the bank's quota.
Approved the Year-End Bonus Disbursement andManager Year-End Bonus.
Approved the grade adjustment and salary proposal of
the company's managers.
Approved the Attendance Fee for the Directors
Attending the Board of Directors or Shareholders'meeting.
Approved the company's independent directors' the
remuneration of directors, the attendance fee of the
Audit Committee and the Remuneration Committee.
Approved the company formulated the generalprinciples of the company's pre-approval nonconfirmation service policy.
Approved the Evaluation Plan of the Independence of
CPAs.
Approved the appointment of Deloitte & Touche tohandle the 2023&2024 annual financial and tax report
audit (review), certify and the audit and non-audit fees.
Approved the "third and fourth domestic unsecured
conversion of corporate bonds" by base date of capitalincrease for issuance of new shares from November 1st
to December 31st,2022.
Approved the Financing Application Plan.
Approved the company's greenhouse gas inventory andverification schedule progress report.
Approved the 2022 Business Report and Financial
Statements.
Approved the case of the company's uncollectedaccounts receivable within 3 months of the normal credit
period in the fourth quarter of 2022 are not classified ascapital loan cases.
Approved the Chart of 2022 Deficit Compensation.
57

Opinions from all the independent
directors and the company’s response
to such opinions
Resolution: unanimous consent
from all the directors present

Opinion from independent
directors: none
The company’s response to such
opinions: none
Resolution: unanimous consent
from all the directors present

Opinion from independent
directors: none
The company’s response to such
opinions: none
Resolution: unanimous consent
from all the directors present

Opinion from independent
directors: none
The company’s response to such
opinions: none
Resolution: unanimous consent
from all the directors present

Date

Opinions from all the independent
directors and the company’s response
to such opinions

ProposalApproved the Company's 2022 Capital Surplus Cash
Dividend.
Approved the Proposal of Authorized amount of Loansby the Company to its Subsidiaries.
Approved the Liability Insurance Renewal Plan for the
Directors and Managers.
Approved the company's comprehensive re-election of
directors.
Approved the company's nomination of director
candidates.
Approved the proposal for lifting the ban oncompetition between newly elected directors and theirrepresentatives.
Approved the salary adjustment proposal of thecompany's managers.
Approved the "third and fourth domestic unsecured
conversion of corporate bonds" by base date of capitalincrease for issuance of new shares from January 1st to
February 28th, 2023.
Approved the amendment of the company's "Approval
Authority Form"Approved the company's greenhouse gas inventory andverification schedule progress report and the groupsubsidiary's greenhouse gas inventory and verification
schedule progress plan.
Approved the change in the amount of funds used of the"third and fourth domestic unsecured conversion of
corporate bonds" issued by the company in 2020.
Approved the Proposed Calling of 2023 General
Shareholders' Meeting.
Approved the 2022 Business Report and Financial
Statements.

(12)Dissenting or qualified opinion of Directors or Supervisors against
animportant resolution passed by the Board of Directors that is on
record or stated in a written statement in the past year and up to thedate of report: None.
(13)Resignation and dismissal of managerial officers related to thefinancial report (including Chairman, President, Chief Accounting
Officer, Chief Financial Officer, Chief Corporate Governance , Chief
R&D Officer and Audit Manager) in the past year and up to the dateof report: None.

58

5. Information on fees to CPA(1) Audit Fee
Unit: NT$1,000
Name ofaccounting firm

Deloitte & Touche
Certified Public
Accountants
TaiwanCPA

Chiu-Yen Wu
Lee-Yuan Kuo

Non-audit Fee

PeriodCoveredby CPA’s
Audit

Audit
Fee

2022/01/01~
2022/12/31

4,380

Total

Systemof
DesignCompany
Registration

audit oftax
returns

OthersSubtotal

-

102

200

2,023

2,325

6,705

Note：Other Fee include cost operation optimization project 950、Sustainability Report or ESGReport 758、transfer pricing report
100 and others 215.

(2) If the company changes accounting firm and the amount of audit
fee paid in the year of change is less than that in the year before:
None.
(3) If the audit fee is more than 10% less than that paid in the previous
year: None.

59

Note

6. Changes to CPA information(1)Concerning former CPA:No relevant events in the last 2 years.
(2)Concerning succeeding CPA:No relevant events in the last 2 years.
(3) Previous CPA response to items in Article 10.6.1 and 10.6.2.3 of
the Criteria: None.
7. The Chairman, President, financial or accounting manager of thecompany who had worked for the certifying accounting firm or its
affiliated enterprise in the past year : None.
8.

Share transfer by Directors, Supervisors, managers and shareholders
holding more than 10% interests and changes to share pledging by
them in the past year and up to the date of report(1) Changes to the share rights of Directors, Supervisors, managerial
officers, and major shareholders
2022
Title

Name

Current year up to April 2

Increase (decrease) Increase (decrease) in Increase (decrease) Increase (decrease) inin shares held
pledged sharesin shares held
pledged shares

Chairman & CEO

Chih-Hung Ouyang

-

-

-

-

Director

Changchun
Investment Co. Ltd.

-

-

-

-

Director
Representative

Chih-Chuan Chen

-

-

-

-

DirectorChin-Huo Huang

-

-

-

-

Director

LARGOU MORI
CO., LTD.

35,0001,700,000--

Director
Representative

CHENG SHENHAO-

168,000--

Independent Director Lewis Lee

-

-

-

-

Independent Director Chih-Poung Liou

-

-

-

-

Independent Director Jih-Ching Chiu

-

-

-

-

Vice President

Teng-Hung Lai

-

-

-

-

Chief Financial
Officer

Sui-Chuan Lin

-

-

-

-

60

2022
Title

Name

Current year up to April 2

Increase (decrease) Increase (decrease) in Increase (decrease) Increase (decrease) inin shares held
pledged sharesin shares held
pledged shares

Sr. Director

Szu-Cheng Chen

-

-

-

-

Sr. Director

Chin-Wen Chuang

-

-

-

-

Sr. Director

Yanlun Peng

-

-

-

-

(2) Information on relative person of share transfer as related party: None.
(3) Information on relative person of share pledging as related party:None.

61

9. Information on relationship between any of the top ten shareholders(related party, spouse, or kinship within the second degree)
April 2, 2023; Unit: Shares; %Shareholding
Name

SharesShares held by spouseand children

Shareholding
SharesPercentage

Titles, names and relationships
between top 10 shareholders
Total shareholding by(related party, spouse, orNotenominee arrangement
kinship within the second
degree).

Shareholding
Shareholding
SharesPercentage
Percentage

Name

Relationship-

Chih-Hung Ouyang

3,807,191

5.90%

101,187

0.16%

-

-

Fu Wu
Investment
Ltd.

Legal
representative-

Ruentex Industries
Ltd.
Representative: Yin
Wong, Yee-Fan

3,230,310

5.01%

-

-

-

-

-

-

-

Profit PowerManagement
Consulting Limited

2,817,400

4.37%

-

-

-

-

4.35%

-

-

-

-

4.32%

-

-

-

-

Chih-Hung
OuyangLegal
representative

-

3.57%

-

-

-

-

-

-

-

3.33%

-

-

-

-

-

-

-

2.67%

-

-

-

-

-

-

-

-

-

-

Ruentex Development
Co. Ltd.
2,809,060
Representative:
Chang-Cheng Chien
Fu Wu Investment Ltd.
Representative: Chih- 2,787,000
Hung Ouyang
Gear Capital Limited

2,302,000

Changchun Investment
Co. Ltd.
2,150,271
Representative:
Samuel Yen-Liang Yin
LARGOU MORI Co.,Ltd.
1,724,888
Representative:
Sen-Hao Cheng
Shu-Huei Liang

1,585,059

2.46%

188,888

0.29%

-

-

Yung-Liang Huang

1,324,586

2.05%

-

-

-

-

62

10. The shareholding of the Company, Director, Supervisor, management
and an enterprise that is directly or indirectly controlled by theCompany in the invested company, and consolidate the shareholding
percentage:
Unit: Shares; %InvesteeCompany

Investor Company
SharesBrogent Global
Inc.
Brogent Hong
Kong Limited
Dili Jie
Holdings
LimitedBrogent Rides(Shanghai)
LimitedBrogent
Creative(Shanghai)
LimitedBrogent JapanEntertainment
Joint-Stock
Corporation
Jetway Holdings
LimitedGarlay Holdings
LimitedhexaRide thefirst LLP
Holey Holdings
LimitedJetmay Holdings
LimitedHai Wei Culture
Creative andDevelopment(Shanghai)
LimitedStarlite Design& Planning
LimitedShareholding
Percentage

Director, Supervisor,
Manger anddirector
indirect investment
Shareholding
SharesPercentage

Total
SharesShareholding
Percentage

36,214,332

100%

-

-

36,214,332

100%

-

100%

-

-

-

100%

-

100%

-

-

-

100%

-

-

-

100%

-

100%

-

-

-

100%

-

100%

-

-

-

-

-

100%

-

100%

-

-

-

100%

-

100%

-

-

-

93.98%-

93.98%

-

-

-

100%

-

100%

-

-

-

100%

-

100%

-

-

-

100%

-

100%

-

-

-

100%

-

100%

700

63

700

35.90%

35.90%

IV. Placement Situation
1.

Company capital and share capital(1) Sources of capital property other than cash is paid by subscribers
1. Type of stock
April 2, 2023; Unit: Shares
Authorized capital
Type of stock

Shares issued and outstanding

Unissued shares

64,077,103

Ordinary shares

Note

Total

25,922,897

90,000,000

OTC shares

Note: Shares approved by Ministry of Economic Affairs.

2. Sources of capital
Authorized capital
Issue
Year/month priceAmount(NTD) Shares

April 2, 2023; Unit: 1,000 shares; NT$1,000
Paid-in capital
SharesAmountNote
Sources of capital property
other than cash is paid bysubscribers

2001.1010

5,000

50,0001,500

15,000 Cash set up

2002.07

10

5,000

50,0005,000

50,0002003.1010

6,000

60,0006,000

2004.0910

12,000120,000

8,106

Capital increase of
NT$35,000,000
Capital increase of
60,000
NT$10,000,000
Capital increase of
81,060
NT$21,060,000

64

Subscriptions paidwith property otherthan cash
None.
None.
None.
None.

OthersApproval by Kaoshifu Jianergongzi Letter No.
09007412400
Approval by Kaoshifu Jianergongzi Letter No.
09109112601
Approval by Kaoshifu Jianergongzi Letter No.
09205920530
Approval by Kaoshifu Jianergongzi Letter No.
09300940610

Authorized capital
Issue
Year/month priceAmount(NTD) Shares

Paid-in capital
Shares2005.03

10

12,000120,000

9,610

2005.0510

12,896

128,960

12,896

2006.0810

20,000200,000

17,442

2010.03

10

20,000200,000

19,612

2011.0610

30,000300,000

21,3562011.0910

30,000300,000

22,6262012.1010

30,000300,000

25,4552013.1010

30,000300,000

26,7282014.0210

30,000300,000

27,4702014.05

10

30,000300,000

29,0132014.0710

50,000500,000

30,889Note

Sources of capital property Subscriptions paid
other than cash is paid by with property other
Otherssubscribers
than cash
Capital increase of
Approval by Kaoshifu Jianergongzi Letter No.
96,100None.
NT$15,040,000
09400391490
Capital increase of
Approval by Kaoshifu Jianergongzi Letter No.
128,960
None.
NT$32,860,000
09400469250
Capital increase of
Approval by Kaoshifu Jianergongzi Letter No.
174,420
None.
NT$45,460,000
09500652270
Capital increase of
Approval by Kaoshifu Jianergongzi Letter No.
196,120
None.
NT$21,700,000
09900452210
Stock option conversion ofApproval by Kaoshifu Siweijingshanggongzi
213,560
None.
NT$17,440,000
Letter No. 10001224680
Capital increase of
Approval by Kaoshifu Siweijingshanggongzi
226,260
None.
NT$12,700,000
Letter No. 10001356410
Capital increase of
Approval by Jingguangzhengfazi Letter No.
254,550
None.
NT$28,290,000
1010048593
Dividends and bonuses ofApproval by Jingjiasanshangzi Letter No.
267,277
None.
NT$12,727,500
10200112100
First domestic conversion of
convertible corporate bond of
NT$1,274,400
Approval by Jingjiasanshangzi Letter No.
274,700
None.
Second domestic conversion
10300015650
of convertible corporate bondof NT$6,148,300
First domestic conversion of
convertible corporate bond of
NT$9,103,500
Approval by Jingjiasanshangzi Letter No.
290,134
None.
Second domestic conversion
10300054610
of convertible corporate bondof NT$6,660,500
First domestic conversion of
convertible corporate bond of
NT$10,350,100
Approval by Jingjiasanshangzi Letter No.
308,887 Second domestic conversion ofNone.
10300090820
convertible corporate bond of
NT$8,403,400

Amount65

Authorized capital
Issue
Year/month priceAmount(NTD) Shares

Paid-in capital
Shares2014.0910

50,000500,000

33,6362014.10

10

50,000500,000

33,6802015.01

10

50,000500,000

39,6802015.0610

50,000500,000

40,7102015.0710

50,000500,000

44,6782018.0810

90,000900,000

53,5272018.0910

90,000900,000

53,0932019.0810

90,000900,000

55,7472021.05

10

90,000900,000

56,8322021.0810

90,000900,000

57,3642022.0210

90,000900,000

60,964Note

Sources of capital property Subscriptions paid
other than cash is paid by with property other
Otherssubscribers
than cash
Capital reserve transfer
Approval by Jingjiasanshangzi Letter No.
None.
336,357 increase NT$27,470,000
10300104170
First domestic conversion ofApproval by Jingjiasanshangzi Letter No.
None.
336,799 convertible corporate bond of
10300137580
NT$442,100
Capital increase of
Approval by Jingjiasanshangzi Letter No.
None.
396,799 NT$60,000,000
10400008080
Capital increase of
Approval by Jingjiasanshangzi Letter No.
None407,099 NT$10,300,000
10400066620
Stock dividends
Approval by Jingjiasanshangzi Letter No.
None446,779 NT$39,680,000
10400074690
Stock dividends
Approval by Jingjiasanshangzi Letter No.
None535,267 NT$88,487,000
1070008434
Retirement of treasury shares
Approval by Jingjiasanshangzi Letter No.
None
530,928 NT$4,340,000
1070009969
Capital reserve transfer
Approval by Jingjiasanshangzi Letter No.
None
557,474 increase NT$26,546,000
1080008464
Third domestic conversion of
convertible corporate bond of
NT$6,609,270
Approval by Jingjiasanshangzi Letter No.
None568,318 Fourth domestic conversion of
1100005595
convertible corporate bond of
NT$4,234,600
Third domestic conversion of
convertible corporate bond of
NT$1,942,730
Approval by Jingjiasanshangzi Letter No.
None573,641 Fourth domestic conversion of
1100008817
convertible corporate bond of
NT$3,380,050
Third domestic conversion of
convertible corporate bond of
Approval by Jingjiasanshangzi Letter No.
None609,644 NT$26,932,890
1110001275
Fourth domestic conversion of
convertible corporate bond ofAmount66

Authorized capital
Issue
Year/month priceAmount(NTD) Shares

Paid-in capital
Shares2022/0810

90,000900,000

60,9842022/1110

90,000900,000

61,4432023/01

10

90,000900,000

62,5172023/03

10

90,000900,000

64,0772023/04

10

90,000900,000

64,530Note

Sources of capital property Subscriptions paid
other than cash is paid by with property other
Otherssubscribers
than cash
NT$9,069,940
Third domestic conversion ofApproval by Jingjiasanshangzi Letter No.
None609,844 convertible corporate bond of
1110008994
NT$200,000
Third domestic conversion of
convertible corporate bond of
NT$2,428,470
Approval by Jingjiasanshangzi Letter No.
None
614,431 Fourth domestic conversion of
1110012690
convertible corporate bond of
NT$2,159,460
Third domestic conversion of
convertible corporate bond of
NT$7,428,390
Approval by Jingjiasanshangzi Letter No.
None625,174 Fourth domestic conversion of
1120001016
convertible corporate bond of
NT$3,314,270
Third domestic conversion of
convertible corporate bond of
NT$9,447,170
Approval by Jingjiasanshangzi Letter No.
None640,771 Fourth domestic conversion of
1120003116
convertible corporate bond of
NT$6,149,690
As of 2023.04.02, CB 3 and CB 4 had converted 453,073 shares, and the change registration has not
645,302 yet been processed.

Amount67

(2) Shareholder structure
April 2, 2023

Shareholder
structurequantity

Government Financial
institution institutions

Number of
Shareholders
No. of shares
held
Shareholding
percentage (%)

-

Other
juristic
persons17

Foreign
Individual institutions
investors
andforeigners

166

19,02049

Total
19,252- 2,713,278 14,871,646 37,471,856 9,473,396 64,530,176
-

4.20%

23.05%

58.07%

14.68%

100.00%(3) Dispersion of equity ownership
Ordinary shares
Shares
1~ 9991,000~ 5,000
5,001~ 10,000
10,001~ 15,000
15,001~ 20,000
20,001~ 30,000
30,001~ 40,000
40,001~ 50,000
50,001~ 100,000
100,001~ 200,000
200,001~ 400,000
400,001~ 600,000
600,001~ 800,000
800,001~1,000,000>1,000,001
Total

Number ofshareholders
14,195
4,057
475
154
96
78
34
37
57
33
14
9
13
19,252

68

Shares held
305,666
7,532,384
3,597,186
1,977,852
1,693,198
1,941,123
1,185,062
1,646,936
4,061,422
4,508,866
3,803,244
4,546,080
27,731,157
64,530,176

April 2, 2023
Shareholding
percentage (%)
0.47%
11.67%
5.58%
3.07%
2.62%
3.01%
1.84%
2.55%
6.29%
6.99%
5.89%
7.05%
0.00%
0.00%
42.97%
100.00%(4) List of major shareholder (shareholders holding more than 5%of shares or top ten shareholders)Name of major shareholder

April 2, 2023
SharesShareholding percentage
No. of shares held(%)

Chih-Hung Ouyang

3,807,191

5.90%

Ruentex Industries Ltd.

3,230,310

5.01%

Profit Power Management Consulting Limited

2,817,400

4.37%

Ruentex Development Co. Ltd.

2,809,060

4.35%

Fu Wu Investment Ltd.

2,787,000

4.32%

Gear Capital Limited

2,302,000

3.57%

Changchun Investment Co. Ltd.

2,150,271

3.33%

LARGOU MORI Co., Ltd.

1,724,888

2.67%

Shu-Huei Liang

1,585,059

2.46%

Yung-Liang Huang

1,324,586

2.05%

(5)

Market Price, Net Worth, Earnings, and Dividends in the
Past Two Years
Year
2021

2022

Current year up
to April 2, 2023

170.50133.00148.50

97.80

99.60

123.50124.67115.17134.28

52.86
52.86

51.09
(Note 1)

(Note 2)
(Note 2)

57,113

61,133(Note 2)(2.31)(0.99)(Note 2)(2.31)(Note 1)

(Note 2)

NA
NA
NA
NA
NA

(Note 1)
NA
NA
(Note 1)NA

Return analysis Price/dividend ratio

NA(Note 1)

Cash dividend yield

NA(Note 1)

Item
Maximum
Market price per
Minimum
share
Average
Net Value per
share
Earnings per
share

Dividends per
share

Befor distribution
After distribution
Weighted average
shares(thousand shares)
Earnings per share
Retroactive adjustment for
Earnings per share
Cash dividend
Bonus By Retained earnings
shares By Paid-in Capital
Accumulated unpaid dividend
Price/earnings ratio

Note1:The 2022 Deficit Compensation plan has not been resolved in the shareholders' meeting.
Note2:The year to date April 02, 2023 financial results has not yet been reviewed by CPA..

69

(6) Dividend policy and implementation status
1. Dividend policy
When allocating the net profits for each fiscal year, the profit shall befirst utilized for paying taxes, offsetting losses of previous years. Where
there is still balance, the Corporation shall set aside as a legal reserve 10%of the sum of said profit in balance and the amount of profit (of loss) items
adjusted to the current year’s undistributed earnings other than the said profit
until the legal reserve equals the Corporation’s paid-in capital. The
accumulated distributable earnings be set aside or reversed as a special
reserve in accordance with the laws or regulations, and may be retained at
the discretion of the Corporation in accordance with its business needs, inaddition to the payment of dividends, the remaining balance, if any, shall be
distributed as dividends to shareholders by resolution of the shareholders'meeting. In accordance with the Articles as amended in May 2022, the boardof directors is authorized to resolve that all or part of the dividends andbonuses, capital surplus or legal reserve be paid in cash after a resolution
has been adopted by a majority vote at a meeting of the board of directors
attended by two-thirds or more of the total number of directors, and a reportof such distribution shall be submitted to the shareholders in their meeting.
The Company is situated in a changing industrial environment, wherein
the company life cycle is at a stable growth stage. Considering theCompany's capital requirement for continuous expansion and business
operations, as well as long-term financial planning to satisfy shareholders’needs for cash flow, the Company's dividend policy was based on theresidual dividend policy in the relevant laws and regulations of the Company
Act. The future capital requirement is measured according to the future
capital budget plan of the Company; then, set aside the capital required forearnings financing, and the remaining earnings shall be distributed by way
of cash or stock dividend. Particularly, cash dividend may not exceed 10%of the total dividend.

2. Dividend distribution to be proposed to the shareholders’meeting:
The Company's 2022 Deficit Compensation plan and 2022 Capital Surplus Cash
Dividend NT$1.5. will be resolved or reported in the shareholders’ meeting to beheld in May 2023.

70

(7) Effect of the proposed stock dividends (to be adopted by the
Shareholders' Meeting) on the operating performance andearnings per share: N/A.
(8) Employee bonus and remuneration to Directors andSupervisors
1. Dividend Policy for terms stated in the Articles ofIncorporation regarding employees' bonus and Directors' andSupervisors' remuneration:
The company suffered a loss in 2022, so the amount of remunerationfor employees and directors has not been estimated.

2. Basis for estimating the amount of employee bonuses
and remuneration to Directors/Supervisors, basis forcalculating the number of shares to be distributed as
stock bonuses, and the accounting treatment of thediscrepancy, if any, between the actual distributed
amount and the estimated amount, for the current
period: N/A.
3. Earnings distribution proposal has passed the Board of
Directors but not the resolution of the shareholders'meeting:(1)The company suffered losses in 2022 and therefore did not estimate
the amount of compensation for employees and directors.
(2)The amount of employee compensation distributed in stocks and theamount as a percentage of net income stated in the parent company's
financial reports or individual financial reports for the current period andtotal employee compensation: N/A.

4. Describe, where applicable, the reason and handlingapproach for the difference (including the number ofshares, the monetary amount, and the face value ofshares distributed) between the actual distribution of
employee bonus and remunerations to Directors andSupervisors and the approved employee bonus andremunerations to Directors and Supervisors: N/A.
71

(9) Buyback of Treasury Stock:
1. Execution of buyback is completedApril 2, 2023
Treasury stocks: Batch Order

1st Batch

Purpose of buy-backTransfer to employees

Timeframe of buy-back2015.07.22 to 2015.09.01

Price range

NTD 170.00 to NTD 488.00

Class, quantity of shares bought back
Value of shares bought-back (in NT$
thousands)
Number of Shares Bought Back as a
Percentage of the Approved Number of Shares
to be Bought Back (%)
Shares sold/transferred

1,000,000 Ordinary Shares

Accumulated number of company shares held-

Percentage of total company shares held (%)-

266,071,991
100%
1,000,000 Ordinary Shares

2. Execution of buyback has not been completed：
Not applicable.

2. Corporate bond
(1) Issued exchanged corporate bond:Type
Issue date
Par value
Issue and deal location
Issue priceTotal value
Interest rate
Expiration date
Assurance institution
Trustee
Underwriting institution
Certificated laywer
Certificated CPA

Repayment

Outstanding principal
Redemption or prepayment
clausesThird domestic unsecured
Forth domestic unsecured
convertible bonds
convertible bonds
2021.10.12
2021.10.15
NTD$100,000
NTD$100,000
TPEX
TPEX
Issued by par value
Issued by par value
NTD$700,000,000
NTD$500,000,000
0%0%
5 year
4 yearExpiration date：2025.10.12
Expiration date：2024.10.15
None
None
Taishin International Bank Co.,
Taishin International Bank Co.,
Ltd.
Ltd.
Taishin Securities Co., Ltd
Taishin Securities Co., Ltd
Lawyer, Chiu Lifei
Lawyer, Chiu Lifei
Deloitte Taiwan
Deloitte Taiwan
CPA, Chiu-Yen Wu / Lee-Yuan Kuo CPA, Chiu-Yen Wu / Lee-Yuan Kuo
Except for the repayment by the
Except for the repayment by thecompany, sell of the bond holders or company, sell of the bond holders
person who convert, when it comes or person who convert, when it
to expiration, the company willcomes to expiration, the company
repay per par value along withwill repay per par value along withinterest by cash.
interest by cash.
NTD$97,700,000
NTD$175,500,000
Please refer to Article 18 and 19 of Please refer to Article 18 and 19 of“Regulations for third domestic “Regulations for forth domestic
72

Type

Limitation Clauses

Third domestic unsecured
convertible bonds
unsecured convertible bonds”
Please refer of “Regulations forthird domestic unsecured
convertible bonds”

Forth domestic unsecured
convertible bonds
unsecured convertible bonds”
Please refer of “Regulations forforth domestic unsecured
convertible bonds”

Name of credit evaluation
institution, date and evaluation
None
None
result of bonds
The number ofordinary shares,
overseas depository
As of April 2, 2023, the amount of As of April 2, 2023, the amount ofreceipts or other
NTD$602,300,000 of the
NTD$324,500,000. of theMarketable securities
convertible bond has been
convertible bond has been
converted (exchange
converted into 5,736,023ordinary converted into 3,046,743 ordinaryor subscription) as of
Othershares.
sharesthe date ofrightspublication of theannual reportIssuance andPlease refer of “Regulations for
Please refer of “Regulations forconversion(exchange
third domestic unsecured
forth domestic unsecured
or subscription)
convertible bonds”
convertible bonds”
methodRegulation for issuing,
converting, exchanging or stock
subscription, possibility of
No Significant impact
dilution of equity under the terms No Significant impact
and conditions of issuance, andeffect on shareholder equity.
Name of the entrusted custodian
institution to exchange the
N/A
N/A
subject
Note 1: The handling of corporate bonds includes public and private equity corporate bonds underprocessing. Publicequity corporate bonds under processing refer to those that hav e beeneffective (approved) by the Association; private equity corporate bonds under processing
refer to those that have been approved by the board of directors.
Note2 : The number of fields depends on the actual number of adjustments
Note3 : Listed by ov erseas corporate debtors
Note4 : Such as restricting the payment of cash dividends, foreign investment, or requiring to maintaina certain proportion of assets, etc
Note5 : Private fundraiser and should be marked in a prominent
Note6 : For convertibl e corporate bonds, corporate bonds that are exchanged, corporate bonds that arecollectively declared or issued, or corporate bonds with options, you should disclose theinformation about the converted corporate bonds, the information about the exchange ofcorporate bonds, the status of the corporate bonds that are declared and the options that areincluded Corporate debt information.

73

(2)Information of corporate bond conversion:
First domestic secured corporate bond and second domestic unsecured corporate bondhave all been converted into ordinary share by the end of December 31, 2014
Convertible Corporate Bonds Information
Third domestic unsecured Forth domestic unsecuredTypeconvertible bonds
convertible bonds
Year
Item
MarketHighestprice oftheLowestconvertible
Corporate
Averagebonds
Price of conversion
Date of issued andissued price of
convers ion
Way to execute
obligation of
conversion

2022

As a date of
Mar.31,2023

2022

As a date of
Mar.31,2023

124.30140.00124.00138.00103.80118.80101.90115.60115.62131.91112.88125.89105106.5

October 12, 2020
105

October 15, 2020
106.5

Issue new share

Issue new share

Note 1: The number of fields depends on the actual number of adjustments.
Note 2: If there are multiple trading locations for overseas corporate bonds, they are listed separately
according to trading locations.
Note 3: Deliver shares that are already issued or issue new shares.
Note 4: Information should be from the same year on the date of publication of the annual report.

(3)Exchangeable Bond:
None.
(4)Shelf Registration in Taiwan:
None.
(5)Bond with Warrants
None.
3. Preferred Shares(1) Preferred Shares:
None.
(2) Preferred Shares with Warrants:
None.
4. Issuance of American Depositary Shares
None.
5. Status of Employee Stock Option Plan74

(1) Issuance of Employee Stock Options:
None.
(2) Employee Stock Options Granted to Management Team and to
Top 10 Employees:
None.
6. Status of Employee Restricted Stock(1) Status of Employee Restricted Stock:None.
(2) Employee Restricted Stock Granted to Management Team andto Top 10 Employees:
None.
7. Status of New Share Issuance in Connection with Mergers andAcquisitions
None.
8. Implementation of capital allocation plan
Plan

Implementation status
Expected
Expenditure

800,000 As of Dec.31,2022, the planned amount andprogress of the company's planned repayment of
800,000 borrowings were 800,000 thousand yuan and
100.00%,respectively,
andtheactualimplementation amount and progress were 800,000
100.00% thousand yuan and 100.00%, respectively. The
funds have been used in accordance with the
100.00% schedule. Progress execution.

ActualBank loan
Expected
Accumulated
implementation
progress
ActualExpected

411,490 As of Dec. 31, 2022, it is estimated that the usedfunds are 411,490 thousand yuan, and the estimatedimplementation progress is 100%. Due to the
329,000
coordination of research and development work,
related expenditures have also been adjusted
100.00% accordingly. The actual expenditure is 329,000
thousand yuan, and the implementation progress is
79.95% 79.95%.

Expenditure0

R&D
expenses

Unit: NT$1,000
Ahead of schedule, behind in progress,
reasons, and improvement plans

Actual
Accumulated
Expected
implementation
progress
Actual75

V. Business Overview
I. Business Activities(1) Business Scope
1. Company's primary business activity
Information software
retailer
Information software
wholesaler
Information processing
serviceElectronic material retailer Computer installation
Electronic material
wholesaler

Information software
serviceElectronic information
supply service

Arts service

General advertising service Sound publishing

Arts performance activity

Automated control
equipment engineering

Machinery installation

Machinery wholesaler

Computer and businessmachinery wholesaler

Electronic retailer

Computer and businessmachinery retailer

Intellectual property

Product design

Machinery retailer

Other machinery retailer

Wholesale of cultural
education, musicalinstrument, andeducational entertainment
necessities
Retailer of cultural
education, musicalinstrument, andeducational entertainment
necessities
International trade
Landscape and interior
designExcept for approved
business activities, may
engage in activities that are
not prohibited or restrictedby law

2. Company's primary products and their operating
weight
Un i t : NT $ 1, 000

2021
Product Category
Construction contract
revenue
Licensing revenue
Service revenue
Sales of tickets andmerchandise
rental income
Net revenue

Net revenue

2022

Operatingweight(%)

Net revenue

Operatingweight(%)

729,153

92.56

655,326

81.53

6,154
15,2690.78
1.94

39,916
51,1984.97
6.37

35,4254.50

42,763

5.32

1,748
787,7490.22
100.0014,563803,766

1.81
100.0076

3. The Company's products
Simulator Rides are still the Company’s main product. Since moving to the
Kaohsiung Software Park in 2013, the Company has gradually placed its business focus
on the media-based attraction (MBA) industry, meaning that we combined ourpreviously developed 3D real-time imaging and audiovisual multimedia technologies
with the Stewart six-axis motion platform and other dynamic simulation techniques.
Subsequently, the Company successfully completed the FlyOver Canada project inVancouver, becoming the leader of the flyingtheater industry. The Company's operating
model has extended from selling hardware to digital content development in recent years.
Since October 2013, we cooperate with Japan's Kodansha in integrating
Kodansha's comic characters into our simulator ride products. In the meantime we not
only focussed on flying theaters, but the company also produced Attack on Titan and
Ghost in the Shell movies for the Q-Ride and NDR VR platforms, that are operationalon event basis in markets like Japan and Saudi Arabia. New events are planned in Japanand Saudi for the upcoming season.

Apart from that Brogent has entered a supplier relationship with Legoland parks
around the world. The very first m-Ride type flying theater ride opened in March 2019
in Legoland Florida. Further installations in Legoland Billund in Denmark and Legoland
California had been scheduled for 2020, but have been postponed to spring 2021. All
those installations and one more in Legoland Windsor, UK are now open and are very
well received by the public. The succesfull introduction of m-Ride flying theater openeda new market segment for this popular attraction. It will help significantly to add to theglobal installed base of flying theaters.
The m-Ride concept also makes it possible to bring the flying theater experienceto locations with limited space: In December 2021 a standalone m-Ride flying theater

77and museum concept called “RiseNY” opened at Time Square New York. More m-Rides
have opened in China and there are more many under installation and design for
openings in 2023 and beyond.

Picture: RiseNY museum and flying theater attraction in New York City, USA
The company has successfully opened a new market by signing a contract with
Hockenheimring Race circuit in Germany to bring the miRide racing simulator in theworld of motor sports. This means a breakthrough for this new kind of realtime
interactive game based product and is only the first step for this technology to enter not
only the entertainment market of theme and amusement parks but also more sports
related or educational market places like racing facilities and museums.

Our flying theaters have been formally adopted by the United States UL
certification and the TUV SOUTH.

78

An introduction to our products :Product namei-RideDescription

Images

The i-Ride, featuring a suspended
seat platform, is the only dynamic
flyingtheater on the market built ona six degrees of freedom (6DOF)
motion platform. It not only
delivers super realism and fantastic
entertainment effects, but is also themost representative device among
all extant indoor gaming devices.
Riders' feet hang freely, to deliver
the true sensation of flying throughthe air. The sweeping bird’s eye
perspective delivers unobstructed
realism with no blind spots. Wind,
sound, light, water, and aromasheightenthesensationofconquering the air.

m-Ridem-Ride is Brogent’s new compact
flying theater and the first flying
theater system that offers a 180
degree turn of the seats with aspectacular reveal.

o-Rideo-Ride is the latest member ofBrogent’s flying theater family,
also the most economical flying
theater, which can rotate 180
degrees with 2 DOF for
performances. Never before
offered such a compact flying
theater a such agile and smooth
motion integration .With Brogent's
somatosensory simulation
technology, the two-axis hardware
platform simulates a flying theaterwith more than three axes.

79Product name

Description

Images1) Unlimited story topics Themes
are diverse and highly variable.

d-Ride2) Trackless or track bound andnoiseless design for self-driving
cars3) Flexible plan scenes according
to actual needs onsite4) Combined with interactive gamedesign, with touch, shoot, and hand
gesture control operating methods

1) The 360° massive cylinder
screen delivers heightened realism
and an unobstructed panoramicview with no blind spots
v-Ride 360

2) Passengers can walk safely andfreely, selecting their favorite
perspective3) Suitable for various themes;
with special 4D effects, users canimmerse into the video content

The modern version of the classic
4D cinema. The electrical motion
base together with a wide range of
special effects delivers a great
experience.
v-Ride basic

1) High G-Force: Uses large-scale
motion platform that creates effects
that simulate high g-forces
2) 16:9 screen suitable for adiversity of video topics; withspecial 4D effects, a realistic
experience is created80Product name

Description

ImagesThe most advanced immersive
tunnel experience in the market
with a vehicle that can move with
six degrees of freedom.

t-Ride1) Two-sided curved screen
design, increasing visual sense ofrealism and excitement
2) Vehicle can be changed
depending on the theme, such as
traveling on the same car, and withspecial 4D effects, it's as if you're
there in person

The multi-participatoryinteractivity experience products:
GestureMagic Gesture based 3D experience thatlet’s guests fight virtual monsters
and scenes.

Q-RideEsports
Mobility
Container

Brogent’s product for theconverient Esport games withmobil container marketfor the
VR goggle and traditional screen,offering creative immersive
experience. It comes withpreinstalled ride content,
simulating an underwater
experience and a tour around theworld.
The latest metaverse(disambiguation) product ofBrogent. Lightning Wings is a fullbody motion virtual reality gaming
system, six-degree of freedom
motion base; coupled withspecially-designed VR helmets andpilot consoles. Once the gamestarts, players in their virtual
cockpits heave feel every
maneuver in the combat. All
players commented the experienceis “so real” and “beyond their
imagination”.

81Product name

Description

miRideThis product introduced as aconcept IAAPA Expo 2019 has
now officially been launched as
miRide. The first project has beendelivered to Vietnam theme park in
2021. In 2022 won the contract
with Hockenheim Ring racing
center in Germany. Players canenter well-known professional
racing circuits around the worldand enjoy the thrill of galloping on
the realistic track.

VR Airship
RideThis product introduced at IAAPA
Expo 2021.Board the VR airshipand fly around the world. Rider
can enjoy stunning views of themost famouse landmarks. The
maximum capacity of this compact
VR experience to 16 riders. One of
the metaverse rides with immersive
4D effects.

Images4.Future Products and Services
The company is active in multiple product segments and introduce new technology
like LED screens to upgrade older products and will further extend those efforts: New
software will be integrated to offer a variety of experiences based on the miRide product,
which was originally introduced focusing on racing simulation only.
The company will further built on their experience in design and manufacturing oflarge simulation systems and will offer customized solutions in the future that are built
to fit operators’ creative concepts. To achieve this all system components and media
content will be even tighter integrated.
The content licensing business for existing rides has also been growing steadily. It
is still in an early stage, but with the installed base of Brogent rides constantly growing
so are the business opportunites for content licensing.
Last but not least the company expects to expand the service scope in themaintenance and repair segment to provide a complete aftersales offering through thewhole product life cycle.

82

(3) Industry overview
1.

Industry's current trends and future outlook
The COVID-19 pandemic is behind us. 2022 was a normal year for Brogent’s mainclient base, the theme & amusement parks.
This year the industry faces a pent-up demand on both operator and park visitor
levels and we have seen a lot of parks reaching capacity limits and being forced to closethe doors for the day in the second half of 2021 and the 2022 season. Most of the parks
had record visitor attendance.
After spending almost two years at home, the majority of the population in mostcountries is spending more time and money on travel & tourism. In addition we areseeing that the current generation of consumers prefers experience over material
consumption. .

2.

Relationship between up-, mid-, and down-stream suppliers in theindustry's supply chain

Upstream industry
Midstream industry
Integrated hardware
Hardware:
1.Precision machineryand software
industry
technologies
2.Spherical screen
3.Projector
Software:
1.Wireless embedded control
system2.Spherical projector andplayback control system
3.High-definition digitalcontent

Downstream industry
Global theme parks
Exhibition
Shopping mall
Tourist attractions
Urban experience
center

The upstream industries associated with the simulator ride equipment comprisethe hardware section, including precision machinery industry and manufacturers of
spherical screens and projectors, and the software section, including wireless embedded
control system, spherical projector and playback control systems, and digital contents.
The Company designs and integrates various software and hardware technologies
according to customer needs, and then sells the products to downstream industries suchas theme parks, museums, shopping mall, and urban experience centers.

83

3.

Product development trends
Previous theme parks: Mainly equipped with mechanical and simple electronic

facilities such as the Ferris wheel, bumper cars, carousels, and roller coasters.
Generally, in bad weather, these theme parks must cease their operation, substantially
impacting business operations. By comparison, multimedia simulator ride facilities
can be installed indoors free from environmental influences; thus, the usage rate oftheme park equipment can be enhanced, increasing the economic benefits of themeparks. Europa-Park in Germany celebrated the opening of Brogent i-Ride“Voletarium” attraction in June 2017, which welcomed an estimated 14 million riders
until end of the 2022 season. The m-Ride offering has allowed the Legoland parks tointroduce a kind of attraction that was previously out of reach for those moreregionally oriented parks.
Moreover, simulator ride facilities have become the options for updating themeparks in European and American countries and for planning and constructing themeparks in emerging countries. 2022 saw the opening of Brogent new rides in China andthe company expects that the good attendance in the parks around the world will fuelinvestiments in both emerging and established marketsin 2023. In recent years, under
the influence of mature digital video technologies and Hollywood films, traditional
mechanical amusement facilities are no longer effective for attracting new-generation
tourists. To satisfy tourists' entertainment needs and novelty, new amusement parks
have successively incorporated digital video technologies with electromechanicalequipment. Thus, tourists can not only enjoy the excitement of conventional outdoor
facilities, but also experience indoor facilities with excellent sound and lighting
effects without being influenced by weather conditions. Furthermore, the Company's
simulator rides that stimulate both sensory experiences and thrilling sensations, which
are in line with the current trend of experience economy.
The arrival of LED technology in the out-of-home entertainment industry makrs
a new technology leap forward for giant screen resolution, brightness and contrast,
this technology will raise the experience quality of media based attractions to a newlevel.

4.

Product competition
Media based simulator attractions deliver an immersive experience that fulfills

guests needs of all senses, that’s why they are generally preferred over roller coasters,
free fall towers, swinging ships etc. by the general public. Because the traditional

84

mechanical rides are comparably simple in their experience quality and often havephysical limits for riders, setup costs are high and the climate is a big impact factor.
Traditional cinemas on the other side are not exciting enough to catch the full
attention of younger crowds. Media based simulator attractions like the flying theater
are situated in the midle between those offerings: Like in a cinema content can beswitched easily, while still offering the physical excitement of a mechanical ride ina weatherproof environment. This approach makes Brogent products succesfull andthe installed base of attractions worldwide is growing every year. The market sharein the flying theater market is an est. 85% in the premium segment. Brogent is not
simply offering the product, we are providing IP licensing, content production.
Operation consultiong and can provide one stop shopping for this kind of complex
attraction, if the clients need help.
With the new “miRide” platform the Company already goes one step further andenters the game based attraction segment (GBA), the latest product genre in thelocation based entertainment industry.

(4) Overview of Technology and R&D
1.

R&D investments in recent years to the date of the annual report
Year

2021

2022

Unit: NT$1,000
2023Q1R&D expenses

207,749

189,445

Note

Note:The year to date April 2. 2023 financial results has not yet been reviewed by a CPA.

2.

Successfully developed technologies and products in recent years
Year

2011

2012

2013

R&D Accomplishments
Novel modularized suspension spherical theater based on a vertical
six-axis actuating platform
Ski simulator
Tablet 3D man-machine interface (Android 3.2)
9s series software downloading tool (Android platform)
Commercial electronic games－The Legend of a Golden City
Novel special drive method
Web-shaped seat design mold
Seat cover design and production
Actuator cantilever turning gate
Suspension two-axis actuator platform stress analysis
Smart TV man-machine interface (Android 2.3)
Tablet 3D man-machine interface (Android 4.0)
9s series software downloading tool (iOS platform)
Smart TV software
Electrical gas six-axis platform design
Suspension two-axis actuator platform design and production
85

Year

R&D Accomplishments
Completely dark ride (d-Ride) design
Balloon Ride design

2014

Media Free Fall Design
Interactive walking theater
Joey's Aquarium (sketch-type aquarium)
Track d-Ride system

2015“Attack on Titan” i-Ride Film

2016

Q-Ridei-FUN HUB

2017

m-Ride2018

Lightning Wings

2019

V-Ride dome 304s

2020

miRide game based attraction

2021

RiseUp VR airship attraction

2022

o-Ride(5) Business plan - long-term and short-term
1.Short-term development plan
(1) Marketing and product plan
A.Commit to on-going projects because successful performance is the best
marketing tool for a company. The Company has a full project pipeline and the2022 will again see multiple project openings; strengthen digital content
development capacity to satisfy future market demands for ride films.
B.Design and plan new highly modularized projects, provide affordable
modularized system, and improve competitive advantage.
C. regulate outsourced vendors' production operation so that the products meetinternational standards; and continue to design products conforming tointernational environmental regulations to become a benchmark of green
enterprises. Our flying theaters are already EN and ASTM certified and inoperation on four continents.
D.Sales channels are relatively closed; considering the ecological layout of local
markets of various regions, the Company will further strengthen its cooperativemodel in which it forms a strategic alliance with its agents.
E.Participate in international exhibitions (e.g., IAAPA), keep increasing the86

visibility of the company's product, and expand the range of regional buyers.
F. Further implementing digital sales channels. One of the positive impacts of
COVID-19 is that generally customers are more open to digital communicationand implementation of projects even for B2B projects like Brogent attractions.

(2) R&D plan
A.Apply the ability to integrate six-axis actuator and other motion platform
technology with multimedia technologies, optimize d-Ride, to the NDR VR
motion chair and further expand on game based solutions to expand theCompany's product line, and satisfy customers' diversified needs.
B.Reinforce knowledge management and integrate existing data, so thattechnological resources can be shared to enhance technological capacities.

(3) Human resources and informatization plan
A.Strengthen training to enhance employee skills.
B.Integrate resource and improve business efficiency.
C.To enhance operating software system.

(4) Financial Plan
A.Use appropriate financial instruments and formulate contract-based sales plan to
avoid risk of currency fluctuations.
B.Strengthen project management and reduce receivables to increase the turnoverrate of receivables.

2.Mid- and Long-term development plan
(1)Marketing and product plan
A.Target the future demand market of Asian regions where economic growth ishigh and then advance toward the global market, thereby becominginternationally recognized primary supplier of simulator rides.
B.Seize business opportunities in replacing, renewing, or adding construction
projects in the future European and US markets and jointly work with strategic
alliance partners in market expansion.

87

(2)R&D plan
A.Cooperate with domestic research institutes and academic units to acquire
leading technologies.
B.Continue to develop new technologies and acquire patents.

(3)Human resources and informatization plan
A.Strengthen professional competency training to enhance employee skills.
B. Strengthen management competency training to improve business performance.

(4)Financial Plan
A.Use various fund-sourcing channels to create optimal financial structures thatmaximize company value.
B.Issue financial instruments in a timely manner for the company to acquire
minimum capital cost.
C.Properly use financial instruments to reduce currency risks.

88

II.

Market, production and sales(1)Market analysis

1. Product sales region
Year
2021
Sales Region
Net revenue
Domestic
Taiwan27,785
sales
Asia609,496
Americas137,601
Exports
Europe5,546
Others7,321
Subtotal
759,964
Total
787,749

Unit: NT$1,000
2022
Net revenue
%

%
3.53

53,378

6.64

77.37
17.47
0.70
0.93
96.47
100.00299,665
396,005
19,01135,707750,388803,766

37.28
49.27
2.37
4.44
93.36
100.002. Market ShareIn the market for premium flying theater solutions Brogent has a market share ofaround 85. Internationally Disney operates four similar theaters, but doesn’t sell thesolution to interested operators. Other suppliers offer flying theaters as well, but are
only approaching the market as a mechanical ride supplier. They are not in the position
to act as a system integrator and provide the complete package that a real media based
attraction consists of. Apart from that the platform movement is limited to two degrees
of freedom (compared to 6 DOF for the i-Ride or 4DOF for the m-Ride and 3DOF for
o-Ride). Besides the ride technology Brogent can also provide media content.

3. Future market demand and supply and growth potential
The Company implemented the Content–Channel (CC) Strategy in recent years,transforming from being merely a supplier of amusement facilities to an operator ofentertainment businesses. To achieve this goal, the Company recruited strategic
investors over the past year, while adopting diversified management strategies that
integrate profit distribution models to replace the model where devices are just soldonce. The “i-Ride Experience Center” (now “i-Ride Kaohsiung”) that opened in
Kaohsiung in 2017 was the very first standalone flying theater in Taiwan and in 2019
Brogent opened a second standalone flying theater in Taipei Breeze Nanshan shopping
center, the “i-Ride Taipei”. In addition to outright selling its equipment, Brogent has
not only delivered technology but also creatively planned an experience center exhibit,in the hopes of educating children through fun, thereby bringing parents and children
closer together. In fact that people cannot visit large theme parks in remote areas
89whenever they desire, the Company has endeavored to build the experience center inthe city where transport is convenient. The goal isto make fun more accessible.
In 2022 besides opening and installing multiple flying theater projects in the US
and Asia the company has successfully introduced its new game based mini platformsystem miRide with deliveries already announced and confirmed for 2023.
The Company is also present with projects now around the world with multiple
projects in Asia, Europe and the Americas and one installation in Australia.
.

4. Competitive Niches
A. Globally Recognized Technology
In 2022 Brogent celebrated it’s 21th anniversary incl. a decade of experience inthe location based entertainment industry. This makes the company capable oflaunching new products to customers at the right time and rapidly responding tocustomer demand. After successfully conquering the niche of flying theater attractions
as one of the market leaders, the Company is now entering a relatively young marketof out-of-home game based attractions. The miRide racing simulator is only the firststep on this journey.
2022 has seen another mile stone in Brogent’s award history:

2017 European Star Award for Best New Ride2018 Park World Award for Best Indoor Ride2019 European Star Award Best Dark Ride2019 Best Flying Theater Supplier in China
2020 26th Annual Thea Awards
2021 UK Theme Parks Awards Best Attraction902021 Parkscout Award Europe’s Best New Rides
2021 European Star Award Best New Rides
2022 European Star Ward Europe’s Best Dark Rides
2022 Golden Outstanding Family Ride

B. Premium Brand Equity
Theme Parks, Museums, Exhibitions Centers and Zoos are markets with highentry barriers. Brogent works with established partners in the amusement industry tocreate multiple distribution channels. All those partners rely on the technologicalknow how in system integration and certified technology that Brogent is steadily
advancing based on ongoing projects. Currently Brogent rides can be found fourcontinents.

Worldwide more than 80 media-based attractions in operation or under
installation
C. Product modularization lowers cost and increases competitiveness
Simulator ride facilities involve a wide range of technical aspects, covering
hardware systems (motion platform, screens with audiovisual systems) and software
technologies (projector, playback, wireless embedded control, and high-definition
digital content). Therefore, the technical teams of the Company performed highmodularization engineering analysis and planning of large complex systemframeworks based on the existing platform technologies. In addition, our design,
production, transportation, and assembly processes are all designed and modularizedin accordance with international standard regulations. Such modularization enables
saving large amount of construction time and manpower, which considerably lowers
91construction cost and raises the Company's competitiveness.
D. Collaboration with international strategic partners in digital content
development
Brogent is working with several partners to supply the best solutions andtechnology in the media based simulator attractions field. For content development
the company started a cooperation with Japanese publisher Kodansha back in 2015and has already developed ride films based on Kodansha IP like “Attack on Titan”
and “Ghost in the Shell”

5. Competitive Edge, Favorable and Adverse Factors for Longterm Growth and Response Strategy(1) Favorable factors
A. Needs of emerging countries and reconstruction business opportunities in
Europe and the US
As the economy of emerging countries develop and the middle class grows,
these countries have gradually focused on the construction and development ofleisure entertainment industries, specifically large theme parks, the existence of
which can not only create domestic demand and employment opportunities, but also
promote urban tourism development. Low income level in emerging countries render
the entrance fees to theme parks in these countries incomparable to those indeveloped countries (e.g., European countries, North America, and Japan). To
effectively increase the economic benefits of amusement parks, governments ofemerging countries strictly regulated the benefits generated by amusement facilities.
In addition, because indoor amusement facilities allow customers to still enjoy
themselves during bad weather, and because of the rapid development of digitalaudiovisual technologies in recent years, traditional mechanical amusement facilities
are less and less effective for attracting the attention of new-generation tourists, who
are now growing up with internet and social media. Therefore, when planning andconstructing theme parks, emerging countries typically prioritize indoor amusement
facilities that feature 3D sound and lighting effects and stimulate a sense of
excitement in users. To reconstruct their tourism industries and boost their economy,
European countries and the US have successively initiated tourist attraction reformprojects, building leisure facilities by restricting existing buildings and movie theaters.
These leisure facilities are based on a composite business model comprising
department stores and hotels to attract visitors. Because simulator rides are built
according to the height restrictions of existing buildings to provide consumers with92

an all-new entertainment experience, this type of facility became the primary focus
of Europe and the US in reconstructing amusement facilities.
B. Construction and formation of industry supply chain
Before the Company entered the simulator ride market, there were no vendors
investing in similar products in Taiwan. Since undertaking the “Taiwan Formosa”
project for E-DA Theme Park, the Company has adequately leveraged Taiwan' strong
R&D and production capabilities of information hardware and precision machineryindustries. With the efforts devoted by the Company's R&D personnel and domestic
vendors, Taiwan has become one of the few countries worldwide capable ofconstructing simulator ride bases. Not only were the production costs of amusement
facilities lowered, but the quality of these facilities reached international standard.
Subsequently, a complete and tight supply chain in the simulator ride industry wasestablished. Because simulator rides are completely customized according tocustomer needs, the Company's supply chain system enable the design, motion
control, or digital content of such rides to be adjusted whenever required depending
on customer needs. Thus, customer demand can be satisfied, thereby increasing theoverall competitiveness of the Company.
C. Establishing word of mouth facilitates business promotion
Distinct from general consumer electronic products, simulator rides feature longlife cycle, high degree of customization, high technical threshold, and high cost;
therefore, customer repurchase and loyalty increased after establishing the word of
mouth for the technology and quality of this product. Since completing “Taiwan
Formosa” and “FlyOver Canada” projects, the Company has accumulated
considerable experience, word of mouth brand equity, and popularity in the simulator
ride market. Project openings like additional “FlyOver” projects in the US andEurope, a signature attraction at Germany’s Europa-Park and delivery of m-Rideflying theaters to Legoland parks around the world created additional brandawareness. In addition, by forming strategic alliance with internationally well-known
amusement facility suppliers, Borgent has further raised its competitive advantage
over the last decade.
D. Supported by strong technology
Since its inception in 2001, Brogent has endeavored to develop audiovisual
multimedia technologies, accumulating considerable experiences in technologicaldevelopment. Thus, Brogent has established93

partnerships with multiple

international mobile phone factories, and received Small Business Innovation
Research (SBIR) subsidies from the Ministry of Economic Affairs (MOEA) multiple
times. In 2007, Brogent was honored with the award of excellence in SBIR from the
Department of Industrial Technology, MOEA. Regarding simulator ride facilities,
Brogent has received the European Star Award three years in a row starting 2017 a
recognition not only for its technological capability but also for the experience valuethat it prove to provide since the successful implementation of the “Beautiful
Formosa” and “FlyOver Canada “projects. Just recently Brogent received it’s first
Thea Award from the Themed Entertainment Association, one of the most prestigious
awards in the location based entertainment industry. For example, the unique fish eyelens designed by Brogentcan achieve the projection effects of a spherical screen
simply by installing them with a single projector. Thus, the cost and space requiredfor projector installation are substantially reduced, and the stability and image qualityof the projector system are considerably enhanced. A unique selling proposition thatbrings operating cost advantages until today. Brogent's self-developed automatedcontrol technology can integrate motion platforms with video systems with increased
precision. This way, riders can perceive the experience of an immersive flight.
Furthermore, Brogent also possesses the capacity to develop digital content, andcustomize it according to customer needs, thereby providing multiple choices to ourcustomers. Therefore, Brogentenhances the technological capacity of its researchteam, and therefore has substantial room for improvement.
(2) Unfavorable factors and their response strategies
A. Closed sales channel for simulator rides, impeding business expansion
Simulator rides are installed at location based entertainment venues like themeparks, museums, or zoos. Unlike general daily necessities, the sales channel ofsimulator rides is relatively closed, and suppliers specializing in this market are
mostly business operators who have established their status for a long time. Thus,
new vendors cannot easily directly enter this supply chain system and expand theirbusinesses.
Response strategies:
The Company fully understands the characteristics of this industry. To expand
its market and increase its market share

The Company has run a dual strategy: On

the one hand, the Company formed a strategic alliances with internationally known
suppliers of amusement facilities who have had a history of more than 60 years in theindustry. These suppliers assist the Company in expanding its market channel to94

successfully enter the supply chain of the theme park industry and facilitate its
expansion into the global market. As a consequence Brogent has already entered theinternational theme park market (i.e. Europa-Park in Germany and Legoland Florida
in the US). On the other hand, the Company has established it’s own sales team overthe last decade that is building on the brand awareness. Products are well received by
the general public and the positive feedback creates good references and a strong
brand reputation.
B. Shortage of professional talent, hindering talent recruitment
Because information electronic related industries remain the dominant of thedomestic market, and domestic vendors have already established a complete supply
chain in the information hardware industry, general graduates still prefer to enter
industries relevant to information electronics. Furthermore, domestic universities andcolleges have established faculty departments associated with software design oramusement facilities in recent years. However, talent still require additional training,and simulator ride technologies encompass a wide variety of aspects, thus making
R&D talent recruitment and cultivation difficult.
Response measures:
Engage in industry-academia cooperation with National Yang Ming Chiao
Tung University and National Sun Yat Sen University of Electrical Engineering.
Also Sun Yat Sen University to cultivate high-quality experts of digital content
development and foster technological talent that industries require; provide
employees with favorable working environment, perfect employee welfare systems,
and formulate reward/punishment systems as well as employee training programs;
and establish job positions according to employees’ expertise and characteristics
and provide employees with the opportunity to become a shareholder of theCompany so that they could share business outcomes with the Company, thereby
cohering their efforts and reducing turnover rate.
C. Raw material price and supply stability
The hardware system of the Company's simulator rides comprises the following:
The raw materials of carriers, six-axis platform, and steel structures are mostly steel
and iron. The prices of these raw materials may vary according to market supply anddemand, causing price fluctuations, thereby influencing the Company's purchasing
cost and profitability.

95Response strategies:
In addition to having maintained a positive and long-term cooperative
relationship with its suppliers, the Company appropriately adjusts its sources ofprocurement and disperses different purchasing vendors to seek the most optimal
price quotation. Thus, over-concentration in purchasing, thereby increasing operating
risks can be avoided.

96

(2) Major product usage and manufacturing processes
1. Main purposes
Theme park, museum, exhibition hall, shopping center, and indoor professional
experience center afford entertainment and educational training functions todiversify Brogent’s client base, provide adventurous experiences, and elicit sense of
excitement.

2.

Manufacturing process
A. Small-sized Rides :Independent new product development and improvement plan

Client demand

Conduct market research, newproduct creative collection,competitors' product analysis,
technical patents and otherfeasibility studies, and produce
new product plans

Proposal and Project Approved

Integration

Motionplatform
systemInteractive
SystemIntegration

Ergonomic
Ride-cabin
DesignExperience
Journey
DesignConducted integration, troubleshooting, testing, and modification

Operation,Market Trial Tests,and Production

97

Digital Content
Production andIntegration

B. Simulator rides:

Customer demand(simulator rides)

Convened productproject meeting andapproved forexecution

Hardwaretechnologies

Motionplatform
systemSoftwaretechnologies

Verticalspherical
screen system

Spherical projector
andplayback control
systemWireless
embedded control
systemConducted integration, troubleshooting, testing, and modification of pilot
machines

Machine operation test and product delivery

98

High-definition
digital content

3. State of supply of chief raw materials
Primary spare parts

Supply condition

1.Stewart six-axis platform

Good, stable

2.Structure of ride carriers

Good, stable

3.Spherical screen

Good, stable

4.Servo valve, motor

Good, stable

5.Projector

Good, stable

6.Acoustic equipment

Good, stable

7.Digital content contractor

Good, stable

The hardware and software systems of the simulator rides are designed and developedby the Company. Regarding the mechanical hardware parts, the Company cooperates
with its vendor and commissions contractors for assistance. The Company and its
suppliers have a stable cooperative relationship, facilitating the stable material supply.
Therefore, there were no incidences of supply interruption.
4. Major buying and selling vendors/customer information(1) Names of customers who accounted for more than 10% of the sales in the last two
years, sales as a percentage of total sales, and reasons of change.
Unit: NT$ 1,000
2021
Item

Name

Amount1
2
3

CAN0002
CHN0016
GBR
OthersTotal

63,495490,643
47,968
185,643787,749

2022
Percentage of Relationshipnet sales (%) with issuer

8.06
62.28
6.09
23.57
100.00

None.
None.
None

Name

Amount

CAN0002
CHN0016
GBR
OthersTotal

233,417
124,749
82,519363,081803,766

Percentage
Relationshipof net sales
with issuer
(%)

29.04
15.52
10.27
45.17
100.00

None
None
None

Note:The year to printing date April 2 2023, financial results has not yet been reviewed by CPA.

Reasons for changes:
The products sold by the company are mainly somatosensory simulation
amusement equipment, and the sales targets are mainly customers in the culturaland entertainment industry. The customers with more than 10% of the net sales in
2022 are the world's largest comprehensive operators of cultural and entertainment
industries, and they are all the objects of the company's continuous operation andcooperation, so there are no major changes in the second phase.
To increase its market share in the global market, the Company continues towork with international vendors and Taiwanese vendors, actively vie for their99

cooperation, and devoted to seeking new client base to disperse sources of customer
order and maintain robust growth.

(2) Names vendors who accounted for more than 10% of the purchases in the last
two years, purchases as a percentage of total purchase, and reasons of change
Unit: NT$ 1,000
2021

Item

Name

1
2
3

A0000024
A0000008
A0000012
OthersTotal

Amount039,82543,016
277,596
360,437

2022

Percentage ofRelationshiptotalwith issuer
purchase (%)

0.00
11.05
11.93
77.02
100.00

None.
None.
None.
-

Name

Amount

A0000024
A0000008
A0000012
OthersTotal

182,092
70,22830,635387,357
670,312Percentage
of total
Relationshippurchasewith issuer
(%)

27.16
10.48
4.57
57.79
100.00Note: The year to printing date April 2 2023, financial results has not yet been reviewed by CPA.

Reasons for changes:
To develop simulator rides, the Company adequately uses the technicalstrength, flexibility, and willingness of small and medium enterprises to cooperate.
In addition, the Company plans, designs, and collects the various technical andproduction information of international companies, commissioning contractors to
manufacture our products. Furthermore, the Company cooperates with small andmedium enterprises to construct the supply chain system of simulator ride facilities.
The Company primarily procures six-axis platform, ride carriers, spherical screens,
servo valve, and projector and acoustic equipment. Except for when customers
designate their preferred suppliers, the Company's suppliers are selected according
to their quality, stability, delivery date, and price.
Overall, except for A0000024, which is a single-project outsourcing
manufacturer, the changes in the company's main suppliers in the last two years aremainly based on the scale and completion of their projects, and there are no major
abnormalities.

5. Output volume and value during the most recent two years
The Company's primary business involved the R&D and sales of simulator rides.
Since 2008 when the Company started the development and selling of simulator ridefacilities, these facilities, including their hardware and software systems and automatedcontrol system, were designed and developed by the Company. The mechanical body
100

None.
None.
None.
-

engineering part was commissioned to external contractors, and the Company purchases
the final product from the supplier and therefore is not a manufacturing industry. Thus,
the Company is not associated with output volume and value.

6. Sales volume and value during most recent two years
Unit: NT$1,000
2021
Primary products

Domestic sales
Quantity

2022
Exports

Value

Quantity

Value

Domestic sales
Quantity

Exports

Value

Quantity

Value

Simulator rides

-

-

-

729,153--- 655,326

Others (Note)-

27,785-30,811-53,378

-

Total

-

27,785-759,964-

53,378- 750,388

95,062

Note: Others refer to repair and maintenance and income generated sales (gaming machines) andlabor affairs.

Reasons for changes:
The primary products simulator ride, the amount and ratio of exports arecomparable to those of 2021, and there have been no major changes. All of them
are mainly for export, and there have been no major changes.

101III. Employee Information in the Past 2 Years to the Date of theAnnual Report
Year

Up to

End of 2021

End of 2022

Managerial officer

35

41

41

R&D personnel

118

120

121

General employee

112

118

115

Total

265

279

277

Average age

38

38.07

38.14

Average years of service (year)

5.3

5.6

5.75

Ph.D

1.13

1.08

1.08

Master's

43.02

41.22

41.16

University

47.92

49.82

49.82

College

4.16

3.94

3.97

Senior high school

3.77

3.94

3.97

Number of
employees

Education
distribution (%)

April 2, 2023

IV. Environmental protection expenditure information(1) The Company primarily engages digital content development and selling of simulator
rides, the production of which is entirely outsourced to external contractors. Therefore,
the Company is not associated with pollution concerns.
1. According to laws and regulations if it is required to apply for a permit for installing
anti-pollution facilities, or permit of pollution drainage, or to pay anti-pollution fees,or to organize and set up an exclusively responsible unit/office for environmental
issues, the description of the status of such applications, payment or establishment shallbe made: Not applicable.
2. Disclose an estimate of possible expenses that could be incurred currently andin the future and measures being or to be taken. If a reasonable estimation
cannot be made, provide the explanation: None.
(2) The 2nd stage of R&D and experience center was completed in 2016 and awared thegreen building certificate issued by Ministry of the Interior (Certification No. GBBC-01-00164 on 105.12.16) The related green power arrangement is explained asfollowings:
1.Installation of solar power-Using the roof space to install solar electric power generation102

can output electricity without any pollution, noise and danger ; Besides, the solar panels
are able to beautify the roof, resist the irradiatioh of sun, and reduce indoor temperaturein summer for energy saving and carbon reduction.
2.Installation of central air-conditioning control system-The air-conditioning is operated
by the central air-conditioning control system. It can monitor the situation of all airconditionings for avoiding unnecessary waste.
3. Installation of all heat exchangers-All heat exchangers, as a part of the central airconditioning control system, it achieves increasing the air convection, improving indoor
air quality(reduce CO2 concentration), decreasing the electricity fee and energy loss
made by air exchange.
4. Build up rain storage and recycle irrigation systems-We recycle rain and store it after
filtering, in order to irrigate the plants. In this way, we can reuse the resource and cut
down the waste of water resource.
5.Use LED lightening system-All of office area and the test area of factory building are
equipped with LED lighting. Additionally, we have the switch schedule to every
illumination area for energy saving and carbon reduction.
6.Set up indoor air quality supervisory system-We regularly supervise the indoor
pollutants, and ensure air quality with the current National and International Standards.
7.On November 25, 110, the original certification authority, Taiwan Architecture Center,
conducted an on-site inspection and confirmed that the current status was consistent
with the original design, and agreed to extend the certification for five years until
December 16, 115.
(3) Brogent is a general office building instead of the manufacturing industry in Kaohsiung
Software Technology Park. We collaborated with government policy in promoting theenergy saving measures in 2021.
(4) We make effort to develop every energy saving measures aggressively. We take measures
to use the office supplies with energy saving mark, increase the usage rate by managing
the classification of waste, and strengthen indoor greening to improve air quality.
(5) Since 2020, we have been donating our company's recycled materials (including waste
103

packaging materials) to the Environmental Protection Station of the Kaohsiung Branch of
Tzu Chi Foundation, in order to implement the concept of environmental protection andresource reuse, and inject infinite vitality into the materials.
(6) Brogent technologies INC. belongs to cultural and creative industry and our producs aremostly made by subcontractors. We enact the safe policy and irregularly execute thetraining of labor safety. Our secuity system and environment maintenance are both
responsible by the professional subcontractors. All of the fire equipments are regurly
maintained and declared by the related departments; In addition, the access control isrestricted by the identification card. For safety, everyone has to swipe the identification
card to get in each entrance.

V. Labor Relations
1. Set forth all employee benefits, continuing education, training, retirement systems, andthe status of their implementation, as well as the status of agreements between labor andmanagement, and all measures aimed at preserving the rights and interests of employees:(1) Employee welfare measures and implementation status
The Company offers the following welfare to its employees: labor and healthinsurance, employee group insurance, business travel accident insurance, employee
health examination, three-festival bonuses (Dragon Boat Festival, Moon Festival, andChinese New Year), and allowances for marriage, funeral, sick leave, bereavement,maternal leave subsidies, Staff lunch feast and maternity as well as year-end party.
In addition, the Company has also set up an Employee Welfare Committee that
handles employees' various welfare affairs, including annual employee travel benefit,
birthday bonus, seasonal gatherings, family days, Sports day, club activities, ballgames, road running and emergency relief.
(2) Employee training & development, and status of their implementation
To enhance employee quality and their work efficiency and quality, the Company
requires all its new recruits to receive orientation training to create a smoothertransition into this company and their new position. During their period of employment,
the Company integrates online / internal / external resources and designs diversified
development programs based on business objectives and the nature of the individual’sjob, Online Courses offer flexibility; Internal training courses entail exchanging
internal professional technologies and improving employee productivity; externalcourses depend on company requirements. Employees may be dispatched to attend
external seminars and courses. Thus, the Company's employees are provided with
104

opportunities to receive professional training. Actual training attendance is registeredand managed with the hope of fostering professional talent and effectively nurture andutilize talent by multiple program.
(3) Employee recognitionandstatus of implementation
The Company sponsors various internal award programs to recognize bothindividual and at a team level. Such as “Bo Le” team competition is designed forencouraging those teams who demonstrate the value of teamwork; “idea proposal”
award is consistant with the Company’s value “Creativeness: To innovate by boundless
thinking, create brand new immersive and emotive experiences”; Excellent Instructor
Award: praises the outstanding performance and contribution of internal instructors intraining courses for employees.; Service Award: recognition and appreciation of senior
employees and their long-term commitment and dedication.
Apart from corporate-wide awards, employees continued to be recognized as
the Model Labor Award since 2019.
(4) Employee pension system and status of implementation
The Company regulates employee pension system according to the Labor
Standard Act and Labor Pension Act, In 2021, The Company regulates employee
pension system according to the Labor Pension Act. Since there is no applicable
employee, the old pension system of Labor Standard has been closed in May.

As of

July 1, 2005, when the new labor pension system was implemented by the government,
eployees who prefer the new pension system shall have 6% of their monthly salarycontributed to their personal pension account and shall retain their seniority status asrequired by the Labor Standard Act, to ensure their living needs after they retire.
(5) Labor negotiations
The Company is subject to the Labor Standard Act, operating its business inaccordance with the Labor Standard Act. Generally, the Company emphasizes theimportance of employee welfares and communication with its employees; therefore, it
has maintained a harmonious relation with its employees. In addition, to maintainpositive labor relation, the Company attaches increased importance on employee
opinions, which can be communicated by the employeesvia email or anyothercommunication channel. Since its establishment, the Company has not been involvedin labor disputes. Moreover, the Company will still set up multiple communication
channels for its employees so that a more harmonious labor relationship can besustained and creates a win-win situation for the Company and employees.
(6) Measures for protecting employee rights and interests
105

The Company has a complete document management system that specifies various
management regulations, employee rights and obligations and their welfares, to protect
employee rights and interests.
(7) Preventive measures taken to ensure a safe working environment and maintainemployees' personal safety:
The Company hires designated personnel to plant flowers and trees in vacant
spaces surrounding the Company. By applying the practice of landscape greening, theCompany creates a comfortable, safe working environment and plans an effective
parking space. The Company constructs a safe, healthy working environment andregularly provides employee health examination to maintain employee physical andmental health. In addition, a Labor Safety and Health Committee is established toengage in promotion efforts for environmental protection and labor safety and health.
The Company also offers employee safety and health training programs to help
employees enhance their health and safety related knowledge and skills.
2. Describe the loss suffered by the company due to labor disputes occurring in the mostrecent 2 fiscal years and up to the annual report publishing date, and disclose theestimated amount expected to be incurred for the present and future as well as thepreventive measures:
The Company maintains a harmonious relationship with its employees. There wereno losses incurred from incidences of labor disputes during the most recent 2 years up
to the publishing date of the annual report. The Company upholds the principle ofmaintaining a reciprocal relationship and sharing profits with its employees. There isminimum likelihood of losses due to labor disputes occurring in the future.

106VI. Cyber security management
1. Describe the cyber security risk management framework, cyber security policies,
concrete management programs, and investments in resources for cyber security
management.
(1) Cyber security risk management framework
The responsible unit for information security of the company is the Information
Department, which has one information manager and several information engineers.
The unit responsible for formulating company information security policies, planning
information security measures and promoting the implementation of relevant
information security operations.There is also a special organization of the Information
Security Committee, which holds regular meetings every year and the general manager
serves as the chairman, and the first-level supervisor of each unit serves as the security
committee. The Information Security Committee adopts the ISO27001 information
security management system standard "PDCA cycle" to ensure the achievement andcontinuous improvement of the company's information security management goals.

107(2) Cyber security policies
The company's information security objectives are to ensure the confidentiality,
integrity, availability and compliance of the core system management business and to
identify and evaluate qualitative or quantitative risks according to the importance ofassets to control and confirm the effectiveness of information security management
implementation and whether information security objectives are achieved.
i. Confidentiality: ensure that any sensitive information of the company is notdisclosed on the Internet.
ii. Integrity: ensure the correctness of the company's sensitive information.
iii. Availability: ensure that the important information held by the company is actually
backed up.
iv. Compliance: follow the relevant laws of my country to avoid the rights andinterests of the company or third parties infringe.
(3) Concrete management programs
i. Management methods and norms: Formulate relevant information security norms
and operating methods, and implement due information security behaviors for all
employees of the company and regularly check whether the relevant system is in
conflict with the company's internal process, and adjust it in a timely manner ifnecessary.
ii. Tie-in system: In order to prevent various information security threats frominternal and external sources, the corresponding information systems are built andintegrated according to the actual situation to strengthen the security of thecompany's overall information environment and through the annual emergency
response drill to verify the effectiveness of each system.
iii. Internal education and training: Regularly implement internal information security
education and training and information security publicity, and at the same time,through actual information security drills to grasp whether all employees of thecompany have sufficient information security awareness.
(4) Investments in resources for cyber security management
Each annual fixed budget shall be invested in the construction of information
security, including the introduction and optimization of information equipment or
systems, information security education and training, external service fees, etc., so as
to improve the company's overall protection and information security capabilities.

108

2.List any losses suffered by the company in the most recent fiscal year and up to the annual
report publication date due to significant cyber security incidents, the possible impacts
therefrom, and measures being or to be taken. If a reasonable estimate cannot be made,an explanation of the facts of why it cannot be made shall be provided.
The Company has not found any significant information security incidents in the2022 and 2023 of the annual report. It has or may have a material adverse effect on thecompany's business and operations, and has not been involved in any legal cases orregulatory investigation. survey. In the future, we will continue to review and evaluate
its information security regulations and procedures annually to ensure its
appropriateness and effectiveness to control or maintain the functions of importantbusiness operations such as the company's operations and accounting.

109VI. Important contracts
Nature ofcontract

Contracting parties

Date of contract start and end

Content

Restriction
clauses

USA
USA00132022.02.28~May terminate thecontract according to agreement

Simulator rides

None

Mexico
MEX00022022.05.09~May terminate thecontract according to agreement

Simulator rides

None

China
CHN00162022.09.26~May terminate thecontract according to agreement

Simulator rides

None

Taiwan
TWN00302022.12.19~May terminate thecontract according to agreement

Simulator rides

None

Singapore
SGP00022022.12.27~ May terminate thecontract according to agreement

Simulator rides

None

Mexico
MEX00032022.12.29~May terminate thecontract according to agreement

Simulator rides

None

Keelung City
Government

2022.03.18~nine years after grandopening date

Keelung Station (Old
Station)

None

Sales

Operation
Real Estate
Sales

Reychen Steel Co.,
2022.05.13~2022.08.31
Ltd.

Sales of Taoyuan premises

None

Equipment
RentalBrogent Global Inc. 2019.01.10~2029.01.09

Simulator rides

None

Renting of Kaohsiung
Software Park Land

None

Export Processing
Zone Administration, 2012.3.14 - 2032.3.13
MOEA
Land Rental
Reychen Steel Co.,
2022.09.01~2026.02.28
Ltd.
Taiwan Cooperative
Loan
2016.04.11 - 2031.10.13
Bank

110

Renting of Taoyuan
premisesLong-term collateral-basedloan application

None
None

Financial Overview

VII.

1. Condensed balance sheets and statement of income (2018 - 2022)(1) Condensed balance sheets
1. Condensed balance sheets- International Financial ReportingStandards (IFRS)- Consolidated(Note 1)
Unit: NT$ 1,000

Year

As of
April 2,2023
(Note 3)Financial information: FY2018 - FY2022

Item

2018

2019

2020

2021

2022

Current assets
Property, plant
equipment
Intangible assets

2,673,862

3,056,839

3,172,477

2,817,637

3,098,240-

1,066,459

1,045,007957,475

976,416758,358-

166,597

232,299

183,694

166,000

196,740-

Other assets

308,893

814,435

799,366

816,386

898,035-

Total Assets

4,215,811

5,148,580

5,113,012

4,776,439

4,951,373-

BeforeDistribution

532,823

943,231640,872

881,363

943,026-

After
Distribution

745,194

1,255,416

640,872

881,363(Note 2)-

Non-current liabilities

783,516

1,164,219

1,823,113

861,668

813,974-

BeforeDistribution

1,316,339

2,107,450

2,463,985

1,743,031

1,757,000-

Distribution

1,528,710

2,419,635

2,463,985

1,743,031(Note 2)-Equity attributable toowners of parent

2,836,176

2,967,957

2,646,269

3,032,000

3,194,120-

BeforeDistribution

530,928

557,474

557,474

609,644625,174-

After
Distribution

557,474

557,474

557,474

609,644(Note 2)-

CapitalSurplus

BeforeDistribution

2,027,723

1,968,156

2,021,953

2,501,234

2,648,189-

After
Distribution

1,968,259

1,968,156

2,021,953

2,501,234(Note 2)-Retainedearnings(Accumulated
deficit)
Other equity

BeforeDistribution

270,513457,184

93,306(39,447)(100,727)-

After
Distribution

91,060144,999

93,306(39,447)(Note 2)-

7,012

(14,857)-(39,431)-

21,484---(26,464)-

63,29673,173

2,758

1,408

253

-

BeforeDistribution

2,899,472

3,041,130

2,649,027

3,033,408

3,194,373-

After
Distribution

2,687,101

2,728,945

2,649,027

3,033,408(Note 2)-Current
liabilities

andTotal liabilities After

Capital Stock

Treasury shares
Non-controllinginterests
Total Equity

Note 1: Financial information from 2018 to 2022 was audited by CPA.
Note 2: The 2022 Deficit Compensation plan has not been resolved in the shareholders' meeting.
Note 3: The year to printing date April 2 2023, financial results has not yet been reviewed by CPA.

111-

2. Condensed balance sheets- International Financial Reporting Standards(IFRS)- Individual(Note 1)
Unit: NT$ 1,000

Year

As of
April 2,2023
(Note 3)Financial information: FY2018 - FY2022

Item

2018

2019

2020

2021

2022

Current assets
Property, plant
equipment
Intangible assets

1,888,931

2,832,402

2,454,972

2,133,729

2,523,633-

852,130

831,525

906,849

953,484

753,565-

102,946

85,30355,551

81,234

79,235-

Other assets

1,008,906

755,674

1,089,089

1,148,125

1,232,949-

Total Assets

3,852,913

4,504,904

4,506,461

4,316,572

4,589,382-

BeforeDistribution

356,515

747,403337,621690,396

768,575-

After
Distribution

568,886

1,059,588

337,621690,396(Note 2)-

Non-current liabilities

660,222789,544

1,522,571

594,176

626,687-

BeforeDistribution

1,016,737

1,536,947

1,860,192

1,284,572

1,395,262-

Distribution

1,229,108

1,849,132

1,860,192

1,284,572(Note 2)-Equity attributable toowners of parent

2,836,176

2,967,957

2,646,269

3,032,000

3,194,120-

BeforeDistribution

530,928

557,474

557,474

609,644625,174-

After
Distribution

557,474

557,474

557,474

609,644(Note 2)-

CapitalSurplus

BeforeDistribution

2,027,723

1,968,156

2,021,953

2,501,234

2,648,189-

After
Distribution

1,968,259

1,968,156

2,021,953

2,501,234(Note 2)-Retainedearnings(Accumulated
deficit)
Other equity

BeforeDistribution

270,513457,184

93,306(39,447)(100,727)-

After
Distribution

91,060144,999

93,306(39,447)(Note 2)-

7,012

(14,857)(26,464)(39,431)

21,484

-

-

-

-

-

-

-

-

-

-

-

-

-

BeforeDistribution

2,836,176

2,967,957

2,646,269

3,032,000

3,194,120-

After
Distribution

2,623,805

2,655,772

2,646,269

3,032,000(Note 2)-Current
liabilities

andTotal liabilities After

Capital Stock

Treasury shares
Non-controllinginterests
Total Equity

Note 1: Financial information from 2018 to 2022 was audited by CPA.
Note 2: The 2022 Deficit Compensation plan has not been resolved in the shareholders' meeting.
Note 3: The year to printing date April 2 2023, financial results has not yet been reviewed by CPA.

112

(2) Condensed statements of income
1. Condensed statements of income- International Financial ReportingStandards (IFRS)-Consolidated (Note 1)
Unit: NT$ 1,000

Year

As of
April 2,2023
(Note 2)Financial information: FY2018 - FY2022

Item

2018

2019

2020

2021

2022

Sales revenue

1,637,438

2,080,441

1,062,899

787,749

803,766-

721,242

1,002,360

502,416

376,506

330,517-289,512420,809(22,524)(180,135)(247,263)-

31,61551,092(19,314)

26,353

163,305-

321,127

471,901(41,838)(153,782)(83,958)-

258,418

383,810(51,758)(133,323)(62,398)

-

-

-

-

-

-

-

258,418

383,810(51,758)(133,323)(62,398)-

10,899(22,242)(11,734)(14,864)

60,878-269,317361,568(63,492)(148,187)(1,520)-257,168

366,525(49,184)(131,956)(60,726)-

1,250

17,285(2,574)(1,367)(1,672)-

268,032

344,255(61,512)(145,203)

189

-

1,285

17,313(1,980)(2,984)(1,709)

-

4.84

6.57

(0.88)(2.31)(0.99)-

Gross profit
Operating income(loss)
Non-operating
income and expense
Net income (loss)
before tax
Continuing
operations
Net income (loss)
Profit and loss of
discontinuing
operations
Net income (loss)
Other comprehensive
income (loss)(net of income Tax)
Total comprehensive
income (loss)
Net income (loss)
belongs to the parent
company
Net income (loss)
belongs to noncontrolling interests
Total comprehensive
income (loss) belongs
to the parent company
Total comprehensive
income (loss) belongs
to the non-controllinginterests
Earnings (Loss) per
share

Note 1: Financial information from 2018 to 2022 was audited by CPA.
Note 2: The year to printing date April 2 2023, financial results has not yet been reviewed by CPA.

113

2. Condensed statements of income- International Financial ReportingStandards (IFRS)-Individual(Note 1)
Unit: NT$ 1,000

Year
Item
Sales revenue
Gross profit
Operating income(loss)
Non-operating
income (loss) and
expenseNet income (loss)
before tax
Continuing
operations
Net income (loss)
Profit and loss of
discontinuing
operations
Net income (loss)
Other comprehensive
income (loss)(net of income Tax)
Total comprehensive
income (loss)
Net income (loss)
belongs to the parent
company
Net income belongs to
non-controllinginterests
Total comprehensive
income (loss) belongs
to the parent company
Total comprehensive
income belongs to thenon-controllinginterests
Earnings (Loss) per
share

As of
April 2,2023
(Note 2)Financial information: FY2018 - FY2022
2018

2019

2020

2021

2022

1,325,599

1,550,841

823,838

578,449

763,368-

551,358

757,606

395,523

313,910361,183-

214,768

323,710(15,348)(205,066)(168,460)-

86,841

103,576(38,498)

34,426

94,588-

301,609427,286(53,846)(170,640)(73,872)-

257,168

366,525(49,184)(131,956)(60,726)

-

-

-

-

-

-

-

257,168

366,525(49,184)(131,956)(60,726)-

10,864(22,270)(12,328)(13,247)

60,915-

268,032

344,255(61,512)(145,203)189-

257,168

366,525(49,184)(131,956)(60,726)

-

-

-

-

-

-

-

268,032

344,255(61,512)(145,203)

189

-

-

-

-

-

-

-

4.84

6.57

(0.88)(2.31)(0.99)-

Note 1: Financial information from 2018 to 2022 was audited by CPA.
Note 2: The year to printing date April 2 2023, financial results has not yet been reviewed by CPA.

114

3.

The 2018 - 2022 Names of auditors and audit opinions
Year
2018

2019

2020

2021
2022

Name of accounting firm

CPA

Audit opinion

Grant Thornton Taiwan

Yu-Chieh Lo
HuiPing Liu

Unqualified Opionoin(Emphasis of Matter orOther Matters)

Grant Thornton Taiwan

Yao-Ting Li
Yi-Shun Chang

Deloitte & Touche Certified
Public Accountants

Chiu-Yen Wu
Lee-Yuan Kuo

Deloitte & Touche Certified

Chiu-Yen Wu

Public Accountants

Lee-Yuan Kuo

Deloitte & Touche Certified
Public Accountants

Chiu-Yen Wu
Lee-Yuan Kuo

115

Unqualified Opionoin(Emphasis of Matter orOther Matters)
Unqualified Opionoin(Emphasis of Matter orOther Matters)
Unqualified Opionoin
Unqualified Opionoin

2. Financial Analysis(1) Financial analysis (2018 - 2022)
1. Financial Analysis- International Financial Reporting Standards(IFRSs)-Consolidated(Note 1)
Item

As of
April 2,2023
(Note 2)Financial analysis (2018 - 2022)

Year
2018

2019

2020

2021

2022

Debt-to-assets ratio

31.22

40.93

48.19

36.49

35.49

-

Long-term fund to property, plant andequipment (fixed assets) ratio

345.35402.42467.08398.92528.56-

Current ratio

501.83324.08495.03319.69328.54-

Solvency
Quick ratio(%)

433.81275.27439.02280.61287.79-3,097.55

2,088.88(43.27) (468.24) (254.00)

-

5.93
61.55

6.53
55.90

3.96
92.17

3.56
102.533.31
110.27

-

-

-

-

-

-

-

10.66
-

9.81
-

5.35
-

4.12
-

4.48
-

-

1.62

1.97

1.06

0.81

0.93

-

0.43
6.94
9.21

0.44
8.60
12.63

0.21
(0.55)(1.75)

0.16(2.26)(4.65)

0.17(0.89)(1.95)

-

60.48

84.65

(7.50)(25.22)(13.43)-

Cash flow ratio (%)

15.78
4.84
9.50

18.45
6.57
31.12

(4.87)(0.88)(0.19)(16.92)(2.31)(2.33)(7.76)(0.99)(0.85)-Cash flows Cash flow adequacy ratio (%)(10.12)

3.89

23.17

36.86

24.65

-

Cash reinvestment ratio (%)(3.65)

2.34(8.20)(0.62)(0.24)-

Operating leverage

1.42

1.40

(5.76)

0.14

0.28

-

Financial leverage

1.04

1.06

0.44

0.87

0.91

-

Financial
structure(%)

Times interest earned
Receivables turnover ratio (times)
Average days of collection
Inventory turnover ratio (times)(Note 2)
Operating
Payables turnover ratio (times)
ability
Average days of sales
Property, plant and equipment (fixed
assets) turnover ratio (times)
Total assets turnover ratio (times)
Return on assets (%)
Return on equity (%)
Paid-in capital to income before tax (%)
Profitability(Note 8)Net profit margin (%)
Earnings per share (NT$)

Leverage

Reasons for changes in financial ratios in the most recent 2 years. (Can be left blank of the increase or decrease is less than 20%)
1. Long-term fund to property, plant and equipment (fixed assets) ratio: Mainly due to the sale of Taoyuan land and factory buildingsin this period, the amount of real estate, PP&E is large.The sharp decrease makes this ratio increase and fluctuate greatly.
2. Times interest earned: The main reason is that the loss of the current period has decreased compared with the previous period, so
the negative value of the value converges.
3. Profitability : The main reason is that the loss of the current period has decreased compared with the previous period, so the negativevalue of the value converges.
4. Cash flows: The ratio is negative, so it will not be analyzed.
5. Leverage: Mainly due to the impact of covid-19, it is still a net operating loss.
Note 1: Financial information from 2018 to 2022 was audited by CPA.
Note 2: The year to printing date April 2 2023, financial results has not yet been reviewed by CPA.

116

2. Financial Analysis- International Financial Reporting Standards(IFRSs)-Individual(Note 1)
Financial analysis (2018-2022 )

Year
Item

2018

2022

41.28

29.76

30.40

-

410.31451.88459.71

380.31507.03-Current ratio

529.83318.76727.14309.06328.35-

Quick ratio

455.67273.83645.29267.28279.68-2,901.88 (169.35)(765.97)(318.59)-

Receivables turnover ratio(times)Average days of collection

4,110.22
3.23

3.97

2.86

2.46

2.57

-

113.0091.94

127.62148.37142.02

-

-

-

-

-

8.26

10.14

6.13

4.21

-

-

-

-

1.70

1.84

0.95

0.62

0.89

-

0.37

0.37

0.18

0.13

0.17

-

7.42
9.21

9.06
12.63

(0.74)(1.75)(2.63)(4.65)(1.05)(1.95)

-

56.18

76.65

(9.66)(27.99)(11.82)-

Cash flow ratio (%)

19.40
4.84
36.86

23.63
6.57
24.66

(5.97)(0.88)
55.83(22.81)(2.31)(4.34)(7.96)(0.99)(14.01)-

Cash flow adequacy ratio(%)(8.14)

0.54

35.75

39.26

29.06

-

Cash reinvestment ratio (%)(1.3)(0.76)(3.04)(0.85)(2.86)-

Operating leverage

1.46

1.43

(8.41)

0.50

0.22

-

Inventory turnover ratio(times) (Note 2)
Payables turnover ratio
Operating (times)
ability
Average days of sales
Property, plant andequipment (fixed assets)turnover ratio (times)
Total assets turnover ratio(times)Return on assets (%)
Return on equity (%)
Paid-in capital to income
Profitability
before tax (%) (Note 8)
Net profit margin (%)
Earnings per share (NT$)

Leverage

2021

34.12

Times interest earned

Cash flows

2020

26.39

Debt-to-assets ratio
Financial
structure (%) Long-term fund to property,
plant and equipment (fixed
assets) ratio
Solvency
(%)

2019

As of
April 2,2023
(Note2)

4.77

-

1.04
1.05
0.43
0.91
0.91
Reasons for changes in financial ratios in the most recent 2 years. (Can be left blank of the increase or
decrease is less than 20%)
Financial leverage

1. Long-term fund to property, plant and equipment (fixed assets) ratio: Mainly due to the sale of Taoyuan land and factorybuildings in this period, the amount of real estate, PP&E is large.The sharp decrease makes this ratio increase and fluctuate
greatly.
2. Times interest earned: The main reason is that the loss of the current period has decreased compared with the previous period,so the negative value of the value converges.
3. Operating ability: The main reason is that revenue has increased, and various indicators are developing positively.
4. Profitability : The main reason is that revenue has increased, and various indicators are developing positively.
5. Cash flows: The ratio is negative, so it will not be analyzed.
6. Leverage: Mainly due to the impact of covid-19, it is still a net operating loss.

117

Note 1: The 2018-2022 Financial Reports of the Company have been reviewed by the CPA.
Note 2: The year to printing date April 2 2023, financial results has not yet been reviewed by CPA.
Note 3: The Company primarily focuses on the R&D and design of simulator rides by using its design, R&D, andsystem integration capabilities as well as the hardware equipment of outsourced vendors. Because theCompany's core value is its design, R&D, and system integration capabilities, its business characteristic differsfrom general manufacturing industries in that the Company manufactures and sells physical products.
Therefore, inventory turnover ratio is not calculated.
Note 4: The following calculation formulas shall be displayed at the end of the tables of the annual report.
1. Financial structure(1) Debt-to-asset ratio = total liabilities / total assets.
(2) Long-term fund to property, plant and equipment ratio = (total equity + non-current liabilities) / net property,
plant 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(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 andbusiness-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, plant and equipment turnover ratio = net sales / net average property, plant and equipment.
(7) Total assets turnover ratio = net sales / total average assets.
4. Profitability(1) Return on assets ＝ [net income + interest expense (1 - tax rate)] / average total assets.
(2) Return on equity = after-tax profit /total average equity.
(3) Net profit margin = net income / net sales.
(4) Earnings per share = (income attributable to owners of parent - dividend to preferred stock) / weighted averageof shares issued. (Note 4)
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 margin of
property, plant and equipment + long-term investment + other non-current assets + working capital). (Note5)
6. Leverage:(1) Operating leverage = (net operating income - variable operating cost and expenses) / operating income (Note6).
(2) Financial leverage = operating income / (operating income - interest expense)..

118

3. Audit Committee Audit Report
Refer to Appendix 2.

4. Financial Report and CPA Review Report
Refer to Appendix 3.

5. Individual financial report reviewed by CPA
Refer to Appendix 3 of the company’s Chinese version 2022 annual report.

6. Financial difficulties and corporate events encountered by the Company andaffiliates in the past two years and up to the date of report that have material
impact on the financial status of the Company: None.

119Precautions of Review and Analysis of Financial
Status and Business Performance

VIII.
1.

Financial status(1) Consolidated
Unit: NT$ 1,000

2,817,637

3,098,240

Variation
Amount280,603

976,416758,358(218,058)(22)

166,000
816,386
4,776,439

196,740
898,035
4,951,373

30,74081,649174,934

19
10
4

Current liabilities

881,363

943,026

61,6637

Non-current liabilities

861,668

813,974(47,694)(6)

Total liabilities

1,743,031

1,757,000

13,9691

Capital Stock609,644625,174

15,5303

Capital Surplus

2,501,234

2,648,189

146,955

6

Retained earnings(39,447)(100,727)(61,280)

155

Other equity(39,431)

21,48460,915

(154)

1,408

253

(1,155)(82)

3,033,408

3,194,373

160,965

5

Year
Item
Current assets
Property,plantand
equipment
Intangible assets
Other assets
Total Assets

2021

Non-controlling interests
Total Euity

2022

%
10

Analysis and explanation of changes:(1)The decrease in PP&E was mainly due to sale of Taoyuan land and factory buildings in this period.
(2)The decrease in retained earnings was mainly due to operating loss in the current period.
(3)The increase in other equity was mainly due to the unrealized evaluation benefits of investing in stocks.
(4)The decrease in non-controlling interests is mainly due to the combined recognition of hexaRide's noncontrolling interests.
Major Impact on Financial Performance: The above deviations had no major impact on financial
performance.
Future Plan on Financial Performance: Not applicable.

(2) Induvidual
Unit: NT$ 1,000

Year
Item
Current assets
Property,plantand
equipment
Intangible assets
Other assets
Total Assets
Current liabilities
Non-current liabilities
Total liabilities

2021

2022

2,133,729

2,523,633

Variation
Amount389,904

953,484

753,565(199,919)(21)

81,234
1,148,125
4,316,572
690,396

79,2351,232,949
4,589,382
768,575(1,999)84,824
272,810
78,179(2)
7
6
11594,176

626,687

32,5115

1,284,572

2,523,633

389,904

18

120

%
18

609,644

1,395,262

Variation
Amount110,690

Capital Surplus

2,501,234

625,174

15,5303

Retained earnings(39,447)

2,648,189

146,955

6

Other equity(39,431)(100,727)(61,280)155-

21,48460,915(154)

3,032,000

-

-

-

Year
Item
Capital Stock

2021

2022

Non-controlling interests
Total Euity%
9

Analysis and explanation of changes:(1) The decrease in PP&E was mainly due to sale of Taoyuan land and factory buildings in this period.
(2) The decrease in retained earnings was mainly due to operating loss in the current period.
(3) The increase in other equity was mainly due to the unrealized evaluation benefits of investing in stocks.
Major Impact on Financial Performance: The above deviations had no major impact on financial
performance.
Future Plan on Financial Performance: Not applicable.

2. Financial performance(1) Comparative analysis of business performance- Consolidate
Unit: NT$ 1,000

Year
Item
Sales revenue

2021

2022

ChangeVariation as a(amount)
percentage (%)
16,017
2

787,749

803,766

411,243

473,249

62,006

15

-

0

0

0

376,506
556,641

330,517577,780(45,989)
21,139(12)
4

Operating loss
Non-operating income (loss)
and expense
Loss before tax
Income (loss) tax expenses
Continuing operations
Net loss
Other comprehensive loss
(net of income Tax)
Total comprehensive loss
Net loss belongs to the parent
company(180,135)(247,263)(67,128)37

26,353

163,305

136,952

520(153,782)(20,459)(83,958)(21,560)

69,824(1,101)(45)
5(133,323)(62,398)

70,925(53)(14,864)

60,87875,742(510)(148,187)(1,520)146,667(99)(131,956)(60,726)

71,230(54)

Total comprehensive loss
belongs to the parent company(145,203)189

145,392(100)

Operating cost
Unrealized Gross Profit on
Sales to Associates
Gross profit
Operating expenses

Analysis and explanation of changes:(1) The decrease in operating profit is mainly due to the decrease in gross profit. Due to the long project of thecompleted project in this period, the increase in prices is adjusted increase project cost.
(2) The increase in non-operating income was mainly due to the disposal of PP&E benefits and exchange benefits.
(3) The decrease in continuing operations net loss mainly due to the increase in non-operating income.
(4) The increase in other comprehensive income was mainly due to the exchange differences arising on translationof foreign operating and the unrealized evaluation benefits of investing in stocks .
Major Impact on Financial Performance: The above deviations had no major impact on financial performance.
Future Plan on Financial Performance: Not applicable.

121

(2)

Comparative analysis of business performance- Individual
Unit: NT$ 1,000

Year
Item
Sales revenue
Operating cost
Unrealized Gross Profit on
Sales to Associates
Gross profit
Operating expenses

2021

Operating loss
Non-operating income (loss)
and expense
Loss before tax
Loss tax expenses
Continuing operations
Net loss
Other comprehensive loss
(net of income Tax)
Total comprehensive loss
Net loss belongs to the parent
company
Total comprehensive loss
belongs to the parent company

2022

ChangeVariation as a(amount)
percentage (%)
184,91932
137,67652

578,449
264,539

763,368
402,185

42

-

(42)

(100)

313,952
519,018

361,183
529,643

47,231
10,62515
2(205,066)(168,460)

36,606(18)

34,426

94,58860,162

175(170,640)(38,684)(73,872)(13,146)

96,76825,538(57)(66)(131,956)(60,726)

71,230(54)(13,247)

60,91574,162(560)(145,203)189

145,392(100)(131,956)(60,726)

71,230(54)(145,203)189

145,392(100)

Analysis and explanation of changes:(1) The increase in operating income is mainly due to the control of covid 19 and the increase in income.
(2) The increase in non-operating income was mainly due to the disposal of PP&E benefits and exchange benefits.
(3) The decrease in income tax benefits was mainly due to the decrease in losses and the decrease in income tax
benefits in the current period.
(4) The decrease in continuing operations net loss mainly due to the increase in non-operating income.
(5) The increase in other comprehensive income was mainly due to the unrealized evaluation benefits of investingin stocks .
Major Impact on Financial Performance: The above deviations had no major impact on financial performance.
Future Plan on Financial Performance: Not applicable.

(3) Expected Sales Volume and Criteria
On the basis of current industrial environment and future market supply and demand, as well as
information relevant to R&D schedule and business development, the Company expects its
business to growth steadily in 2022.

3. Cash flows(1) Analysis on the cash flow changes - Consolidated
Unit: NT$ 1,000

Item

2021

2022

Changes(increase/decrease)

Net cash inflow (outflow) from operating activities(20,545)(7,979)12,566

Net cash inflow (outflow) from investing activities(22,260)(45,577)(23,317)

Net cash inflow (outflow) from financing activities(140,343)

90,078230,421122

Analysis and explanation of changes:(1) The decrease in net cash outflow from operating activities is mainly due to the convergence of losses in the current
period.
(2) Increase in net cash outflow from investing activities, mainly due to investment in stocks.
(3) Increase in net cash inflow from financing activities, mainly due to borrowing.

(2) Analysis on the cash flow changes - Individual
Unit: NT$ 1,000

Item

Changes(increase/decrease)

2021

2022

Net cash inflow (outflow) from operating activities(26,950)(107,707)(80,757)

Net cash inflow (outflow) from investing activities(136,887)

17,992

154,879

Net cash inflow (outflow) from financing activities(43,488)

91,671

135,159

Analysis on the cash flow changes of in these two years:(1) The increase in net cash outflow from operating activities is mainly due to the fact that reserve inventory is used as amanagement tool for expected inflation.
(2) Net cash inflow from investing activities increased, mainly due to the disposal of PP&E.
(3) Increase in net cash inflow from financing activities, mainly due to borrowing.

(3) Improvement plan for inadequate liquidity: None.
(4) Cash flow analysis for the coming year
Unit: NT$ 1,000
Cash balance,
beginning

721,736

Expected cash
flow fromoperatingactivities

324,660

Expected cash
flow frominvestment andfinancing
activities

Expected cash
surplus (deficit)+ -(168,614)

877,782

Remedial measures for expected cash deficit
Investment plan-

Financing plan-

Analysis on the cash flow for the coming year:(1) Operating activities: Cash inflow increased primarily because of the change of net income and depreciation andamortization expenses do not affect cash flow income expenses.
(2) Investment and financing activities: Cash outflow increased primarily for obtaining PP&E.
(3) Remedial measures for expected cash deficit: N/A123

4. Effect of major capital spending on financial position and business operation(1) Major capital spending and sources of funds
None.

(2) Anticipated benefit
None.

5. Investment policy in the past year, profit/loss analysis, improvement plan, andinvestment plan for the coming year
(1) Investment transfer policy
The Company currently focuses its investment transfer policy on business investment related targets
and does not invest in other businesses. Related executing department handles affairs according to
the Investment Circulation regulations of its internal control system and Procedure for Processing theAcquisition and Disposal of Assets, both of which have been reviewed and approved by the Board of
Directors.

(2) Reasons for investment profit or loss in recent years
The company invests in subsidiaries to meet the needs of business expansion and future development.
In 2022, the Company’s Operational Highlights of Subsidiaries, please item VIII. Important Notices(2) Operational Highlights of Subsidiaries.

(3) Investment plan for the next year
The Company will review and evaluate our investment plant from a long-term strategic perspective
to strengthen the channel-content management strategy and continue to strengthen our global
competitiveness.

6. Analysis of risks in recent years up to the publishing date of the annual report(1) Impact of interest rate and exchange rate changes and inflation on
Company’s profit and response measures:(A) Impact of interest rate on Company's profit and response measures
The Company uses its funds conservatively and steadily; the operation-generated funds are
stored as time deposits and current deposits. The interests earned in 2021 and 2022 were respectively
NT$5,337 thousand and NT$8,514 thousand. The bank loan interest expenses were respectively
NT$27,063 thousand and NT$23,717 thousand. The interest earned and ratio of expenditure as apercentage of operating income and net income before tax was low. Because the Company isincreasing its business scale and building the R&D Testing and Experience Center, it is expected that124

the Company will need more loans in NTD. The Company will remain vigilant at changes in thebanks' interest rate and maintain a good relationship with its cooperating banks so that the Company
can acquire preferential interest rate to reduce the effects of interest rate variations on the Company
operation.
(B) During recent years up to the annual report publishing date, the effects of exchange rate variations
on the Company's profit and its future response measures
The business focus of the Company is simulator rides; the downstream customers are major aswell as developers of theme parks. The simulator rides are priced in either NTD or foreign currency
depending on the region of sale. Therefore, foreign currency assets are generated. The net foreignexchange gain in 2021 and 2022 were respectively

NT$(20,229) thousand and NT$78,527 thousand,accounting for (2.57%)、9.77%、13.15% and (93.53)% of the operating income and net profit
margin before tax of 2020 and 2021. Because exchange rate changes influence the profits of theCompany, the Company's management authorities pay close attention to the exchange rate trends andreinforce the management of risks in exchange rate fluctuations. The corresponding measures adopted
are as follows:Because of the gradual increase in export sales, the Company attempts to mitigate the effects of
exchange rate changes by setting up a foreign currency savings account to manage foreign
currencies. The Company assigns designated personnel from the finance department to sell
excess foreign currencies under optimal conditions according to the daily foreign currency
balance and monthly fund estimates, to reduce the impact of exchange rate changes on the profit.
When giving quotes to foreign customers, the business department considers the effects of
exchange rate variations on product prices and refers to the prices adjusted according to thechanging exchange rates, or negotiates a new price in NTD with the customer, thereby
mitigating the effects of exchange rate variations on the profit of the Company.
Our finance department personnel maintains a close contact with the foreign exchange
departments of frequent interacting banks to adequately acquire market information and use
such information to forecast the long- and short-term trends of the exchange rage and sell or
buy in foreign currencies in a timely manner. Thus, the effects of exchange rate variations on
the profitability of the Company can be reduced.
At the appropriate timing, the Company will have its finance department personnel to review
the changes in the foreign exchange market and consider foreign exchange fund requirements
and balances to determine whether hedging derivative financial instrument operating strategies
should be used in accordance with the Procedure for Processing the Acquisition and Disposalof Assets, such as buying forwards in advance to avert exchange rate risks, thereby minimizing
the effects of exchange rate variations on the profit of the Company.

125

(C) During recent years up to the annual report publishing date, the effects of inflation on the
Company's profit and its future response measures:
The Company profits have not experienced material influence from inflation; it is predicted thatsuch effect remains limited on the Company's profits. The Company will continue to monitor the
inflation situation and adequately adjust its product prices accordingly.

(2) Policies of engaging in high-risk, high-leverage investments, lending toothers, providing endorsement and guarantee, and derivatives transactions,profit/loss analysis, and future response measures:(A) The Company has always focused on its main business activities and upheld the practicalprinciple of managing a business. Our financial policy is based on the principle of robustness
and conservativeness, and thus the Company does not engage in high-risk, high-leveraging
investment as well as derivative instrument transactions.
(B) From 2022 to 2023 of the annual report, the Company has not engaged in providing endorsement
and guarantee, lending to others, and derivatives transactions. If such engagements are requiredin the future, it shall be executed in accordance with the "Operating Procedure for Endorsements
and Guarantees," "Operating Procedure for Fund Lending," and "Procedure for Acquisition or
Disposal of Assets" and relevant transaction information shall be announced in accordance withlaws and regulations.

(3) Future R&D projects and estimated R&D expenditure:
To continuously enhance the Company’s competitiveness, the Company has always actively invested
in R&D efforts. In 2021 and 2022, it has expended a total of NT$207,749 thousand and NT$189,445
thousand in R&D, respectively accounting for 26% and 24% of the net operating income. It is
expected that a total of NT$296,504 thousand will be expended in R&D in 2022, and the Company's
future R&D projects are as follows:Unit

New products under development

Product
CenterA.The Integration of Interactive Games(1).Interactive game combining multiplayer motion-simulation system.
(2).Sensory interactive game combining AR(augmented reality),VR(virtual reality) and MR(mixed reality) technologies(3).Immersive d-Ride interactive shooting game
B.Diversified Application(1).Motion simulation combing 5G/AIoT technology to extend control

in prcise.
(2).Diversified digital contents and real-time motion simulation intergration(3).Innovative application of metaverse experience.
(4).Immersive mini-LED dome screen and mini-simulator integrated
development.
126

Unit

New products under development
C.Product design(1).Small metaverse rides platform modular design.
(2).Thematic design for outlook of mini ride.
(3).Product appearance improvement.
A.Vertical platform product design (v-Ride height under 2 meters)
B.Rotating carrier producing and optimization(o-Ride, m-Ride)

C.Platform-controlled technological optimization
D.Mechanical design optimization
Technical Center E.Arts appearance design refinement
F.Equipment weight optimization
G.LED screen development
H.Giant 3-DOF platform producing and optimization
I. Development of automatic guiding ride vehicle
A.Thematic decoration design(1).FEC(Family Entertainment Center) decoration design.
(2). Operating field decoration design.
Content & Design
B.Digital content production
Center(1).Aerial digital content production.
(2).VR digital content production.
(3).Interactive-game content production.

(4) Major changes in government policies and laws at home and broad andthe impact on Company finance and business and response measures:
During recent years up to the annual report publishing date, major changes in government
policies and laws at home and broad exerted no material effect on Company finance and business.
The Company will acquire relevant information in a timely manner and formulate necessary
response measures to meet company operation requirements.

(5) Impact of recent technological (Information Security Risks) and market
changes during recent years up to the annual report publishing date on the
Company's finance and business, and response measures:
The Company has constantly paid attention to technological and market changes anddesignated personnel to search for information regarding industry-related technologies and trend
variations to provide a reference for decision-making at the management level. The information canfacilitate adjusting operational strategies and devise response measures. Therefore, there were no
impact of recent technological and market changes on the Company's finance and business.
The Company has not found any significant information security incidents in the 2022 and2023 of the annual report. It has or may have a material adverse effect on the company's businessand operations, and has not been involved in any legal cases or regulatory investigation. survey. In
the future, we will continue to review and evaluate its information security regulations andprocedures annually to ensure its appropriateness and effectiveness to control or maintain thefunctions of important business operations such as the company's operations and accounting.

127

(6) Impact of corporate image change on risk management and response
measures:
Since its inception, the Company actively strengthens its internal management, focusing on the
management of its main business activities. In addition, it endeavors to maintain corporate image
and compliance with relevant laws and regulations. To date, there have been no changes to theCompany's image that would cause risks to company operation. In future, the Company willcontinue to comply with and implement corporate governance requirement, and consult relevant
experts in a timely manner, to reduce the effects of such risk on the Company's finance and business.

(7) Expected benefits and potential risks of merger and acquisition andresponse measures: None.
(8) Expected benefits and potential risks of capacity expansion and response
measures: None.
(9) Risks associated with over-concentration in purchase or sale and response
measures:(A) Purchases
The Company is a professional manufacturer of simulator rides, purchasing stocks according
to the project designs of various simulator rides. The Company also commissions manufacturers toundergo hardware processing. To build a supply chain system of motion-sensing simulation
amusement equipment jointly with small and medium-sized enterprises in Taiwan, the main
suppliers have not changed much, and the proportion of the amount of manufacturers will increaseor decrease due to the different supply of materials required by the process progress.
(B) Sales
According to customer demand, the Company designs and integrates upstream software andhardware systems and technologies, selling them to downstream operators, including theme parks,
museums, shopping malls, and urban experience center. With the increasing popularity and word of
mouth of the Company as well as partnering with internationally well-known companies, theCompany has expanded from the domestic market to China, North American regions, and Euroasianregions, effectively reducing its reliance on a single customer, thereby mitigating the risk of sales
concentration.The upstream industries associated with the simulator ride equipment comprise thehardware section, including precision machinery industry and manufacturers of spherical screensand projectors, and the software section, including wireless embedded control system, sphericalprojector and playback control systems, and digital contents.

(10) Impact of mass transfer of equity by or change of directors, supervisors,128

or shareholders holding more than 10% interests on the Company,
associated risks and response measures:
During recent years up to the annual report publishing date, there were no mass transfers ofequity by or change of directors, supervisors, or shareholders holding more than 10% interests on
the Company.

(11) Impact of change of management rights on the Company, associated risk
and response measures:
In 2022 and 2023 of the annual report publishing date, there were no negative impacts fromchanges in management rights.

(12) Litigation or non-litigation events(A) Disclose the litigation facts, target amount, litigation start date, main parties involved, andcurrent progress regarding concluded or pending litigious, non-litigious, or administrative
litigation events, the potential effects of the outcomes on shareholder equity or security prices
during the recent two years up to the annual report publishing date: None.
(B) The outcome of concluded or pending litigious, non-litigious, or administrative litigation events
involving the director, supervisor, president, de facto responsible person, major shareholders
holding more than 10% interest, or subsidiary of the Company during the recent two years up to
the annual report publishing date: Taiwan Kaohsiung District Court Case of No. 109-Su-Zi-#502
is closed. It is not expected to have any material impact on the interests of the Company’s
shareholders or stock price.
(C) The involvement of the director, supervisor, president, and major shareholders holding morethan 10% interest in events regulated in Article 157 of the Securities and Exchange Act during
the recent two years up to the annual report publishing date, and the Company's current progressin handling such events: None.

(13) Other significant risks and response measures: None.

7.Other important events: None.

129

VIII. Important Notices
1. Profile on affiliates and subsidiaries(1) Subsidiaries Iperation Report
A. Subsidiary Chart
Brogent Technology Inc.

Dili Jie Holdings Limited
100.00％Brogent Hong Kong Limited
100.00％57.53%

42.47%

Jetway Holdings Limited
100.00％1.50%
Brogent Rides (Shanghai) Limited
100.00％

Holey Holdings Limited
100.00％Brogent Global Inc.
100.00％Garley Holdings Limited
100.00％HexaRide the first LLP
93.98％

Brogent JapanEntertainment
35.90％

Brogent Creative (Shanghai)
Limited
100.00%

StarLite Design & Planning
Limited
100.00％Jetmay Holdings Limited
100.00％Hai Wei Culture Creative andDevelopment (Shanghai) Limited
100.00％B. Business Scope of each subsidiary
Investee Company

Brogent Global Inc.
Brogent Hong Kong
LimitedBrogent Rides(Shanghai) Limited
Brogent Creative(Shanghai) Limited
Brogent JapanEntertainment JointStock Corporation
Dili Jie Holdings
LimitedJetway Holdings
LimitedGarlay Holdings
LimitedhexaRide the first LLP
Holey Holdings
LimitedJetmay Holdings
LimitedHai Wei Culture
Creative andDevelopment(Shanghai) Limited

Date of
Establishment

Location

Investment
Amount2015.09

Kaohsiung, Taiwan

NTD 300,000,000

2015.06

Kowloon,Hong Kong

USD 10,203,392

2015.07

Shanghai, China

USD 7,300,000

2015.09

Shanghai, China

RMB 13,000,000

2016.08

Tokyo, Japan

JPY 35,000,000

2018.01

British Virgin Islands

USD 9,872,333

2018.03

Cayman Islands.

USD 9,872,333

2018.03

British Virgin Islands

USD 4,300,000

2018.09

Tokyo, Japan

JPY 312,000,000

2018.11British Virgin Islands

USD 5,522,333

2018.11British Virgin Islands

USD3,173,415

2019.01

Shanghai, China

130

RMB 20,000,000

Business Scope
Development and managementbusiness of self-operated
outlets, site planning and film
production
Investment , holding company
and trading business
Import and export business
Development and managementbusiness of self-operated outlets
Management businessdevelopment and sales of theperipheral products of simulator
rides in Japan
Investment and holding
company business
Investment and holding
company business
Investment and holding
company business
Management business of selfoperated outlets
Investment and holding
company business
Investment and holding
company business
Design and managementbusinessInvestee Company
Starlite Design &Planning Limited

Date of
Establishment

Location

Investment
Amount2018.12

Richmond,Canada

CAD1,000,000

Business Scope
Design and managementbusiness

C. Shareholders in Common of Brogent and Its Subsidiaries with Deemed Control andSubordination: None.
D. Business of Brogent Technologies Inc. and Its Affiliated Enterprises(1) Brogent Global Inc.:
Development and management business of self-operated outlets, site planning andfilm production(2) Brogent Hong Kong Limited:holding company, it invests in Brogent Rides (Shanghai) Limited and Brogent
Creative (Shanghai) Limited.
(3) Brogent Rides (Shanghai) Limited:
Import and export business.
(4) Brogent Creative (Shanghai) Limited:
Development and management business of self-operated outlets.
(5) Brogent Japan Entertainment Joint-Stock Corporation:
Management business development and sales of the peripheral products ofsimulator rides in Japan(6) hexaRide the first LLP:
Development and management business of self-operated outlets.
(7) Hai Wei Culture Creative and Development (Shanghai) Limited:
Design and management business(8) Starlite Design & Planning Limited:
Design and management business131

E. Rosters of Directors, Supervisors, and Presidents of Brogent’s Subsidiaries
Investee

Title

Name or Representative

Brogent Technologies Inc.
Representative：Pei-Chi HoBrogent HongBrogent Technologies Inc.
Kong Limited
Representative：Chih-Hung
Director
OuyangBrogent Technologies Inc.
Chairman
Representative：Pei-Chi HoBrogent Rides(Shanghai) Limited
Brogent Technologies Inc.
Supervisor
Representative：Pei-Kuan Lee
ChairmanBrogent Creative(Shanghai) Limited

Shares Held
SharesPercentatge
-

100%

-

100%

-

100%

-

100%

ChairmanBrogent Technologies Inc.
Representative：Pei-Chi Ho

-

100%

Supervisor

Brogent Technologies Inc.
Representative：Pei-Kuan Lee

-

100%

36,214,332

100%

36,214,332

100%

36,214,332

100%

36,214,332

100%

1,000

51.30%

1,000

51.30%

700

35.90%

700

35.90%

-

-

1,000

51.30%

250

12.80%

1,000

51.30%

700

35.90%-

100%

Brogent Technologies Inc.
Representative：Chih-Hung
OuyangBrogent Technologies Inc.
Director
Representative：Pei-Chi HoBrogent Global Inc.
Brogent Technologies Inc.
Director
Representative：Ming-Chi Chang
Brogent Technologies Inc.
Supervisor
Representative：Sui-Chuan Lin
Kodansha Company, Limited
Chairman
Representative：Kohei Furukawa
Kodansha Company, Limited
Representative：Mikinosuke
Director
Sugihara
Brogent Hong Kong Limited
Representative：Chih-Hung
Director
OuyangBrogent Hong Kong Limited
Director
Brogent Japan
Representative：Stefan Rothaug
Entertainment
Director
DAISAKU SONODA
Joint-Stock
Kodansha Company, Limited
Corporation
Director
Representative：Hiroshi Nakada
DENTSU INC.
Representative：Shinjiro
Director
Yokoyama
Kodansha Company, Limited
Supervisor Representative：Mitusyuki
Shiraishi
Brogent Hong Kong Limited
Supervisor
Representative：Sui-Chuan Lin
Brogent Technologies Inc.
Dili Jie Holdings
Chairman
Representative：Pei-Chi Ho
LimitedChairman132

Investee

Title

Name or Representative

Dili Jie Holdings Limited
Representative：Pei-Chi Ho
Jetway Holdings Limited
Chairman
Representative：Pei-Chi HoBrogent Hong Kong Limited
Chairman
Representative：Stefan Rothaug
Movic Co. Ltd.
hexaRide the first Director
Representative：Gonohe Kota
LLP
Brogent Japan Entertainment JointStock Corporation
Director
Representative：Daisaku Sonoda
Jetway Holdings Limited.
Holey Holdings
Chairman
Representative：Pei-Chi Ho
LimitedBrogent Global Inc.
Jetmay Holdings
Chairman
Representative：Pei-Kuan Lee
LimitedBrogent Hong Kong Limited
Starlite Design &Chairman
Representative：Pei-Kuan Lee
Planning Limited
Jetmay Holdings Limited
Hai Wei Culture
Chairman
Representative：Pei-Kuan Lee
Creative andDevelopment
Jetmay Holdings Limited
Supervisor(Shanghai) Limited
Representative：Yen-Lun Peng
Jetway Holdings
LimitedGarlay Holdings
LimitedChairman133

Shares Held
SharesPercentatge
-

100%

-

100%

-

93.98%

-

4.52%

-

1.50%

-

100%

-

100%

-

100%

-

100%

-

100%

(2) Operational Highlights of Subsidiaries
Unit: NT$1,000 As of Dec. 31, 2022
Investee

Capital

Total Asset

Total
Liabilities

Net Value

Revenue

ProfitNet Income(After Tax)

EPS
(NTD)

Brogent Global Inc.

362,144759,474

467,526

291,948

39,716(34,399)(63,331)(1.75)

313,244399,740

156,783

242,957

31,114

19,360(31,077)-

218,085

667,087

310,131356,956

45,053(9,634)(4,900)-57,317

199,988

113,541

86,44721,073

14,472

11,433-28,304

16,457

11,841

4,616

18,278

(848)

(956)

-

77,207

9,870

5,669

4,201

7,871

(16,497)(26,236)-

Dili Jie Holdings
Limited303,081410,376-

410,376--

23,003-Jetway Holdings
Limited303,081410,355-

410,355-(223)

22,994-Garlay Holdings
Limited132,010208,149-

208,149-(76)(2,887)-

Holey Holdings
Limited169,536

201,702-

201,702-(87)

26,103-97,424

155,884-

155,884--(31,099)-

88,180710,464554,605

155,859608(42,976)(31,098)-

45,36017,726

2,656

15,070

10,545(11,007)(10,861)-

Brogent Hong
Kong Limited
BrogentRides
Limited(Shanghai)
Brogent Creative(Shanghai) Limited
Brogent JapanEntertainment
Joint-Stock
Corporation
hexaRide the first
LLP

Jetmay Holdings
LimitedHai Wei Culture
Creative
andDevelopment(Shanghai) Limited
Starlite Design &Planning Limited(3) Consolidated Financial Statements: Please refer to Appendix 3.
(4) Consolidated Report: N/A.

134

2. Private placement of corporate bonds in the past years to the date of theannual report:
N/A.
3. Holding or disposal of stocks of the Company by subsidiaries in the past year
and up to the date of report:
N/A.
4. Other supplemental information
Items of Commitment: The Company has executed or signed letter ofunderstanding regarding items of commitment to listing and trading over thecounter.

IX. Items of impact of interests of shareholders or
stock price
None.

135

Appendix
Appendix 1：Statement of Internal Control System
Brogent Technologies Inc.
Statement of Internal Control System

Date: March 15, 2023
Based on the findings of a self-assessment, Brogent Technologies Inc. (Brogent) states the following
with regard to its internal control system during the year of 2022：
1. Brogent’s Board of Directors and Management are responsible for establishing, implementing,and maintaining an adequate internal control system. Our internal control is a process designed
to provide reasonable assurance over the effectiveness and efficiency of our operations(including profitability, performance, and safeguarding of assets), reliability, timeliness,transparency of our reporting, and compliance with applicable rulings, laws and regulations.
2. An internal control system has inherent limitations. No matter how perfectly designed, aneffective internal control system can provide only reasonable assurance of accomplishing its
stated objectives. Moreover, the effectiveness of internal control system may be subject to changes
due to extenuating circumstances beyond our control. Nevertheless, our internal control system
contains self-monitoring mechanisms, and Brogent takes immediate remedial actions in responseto any identified deficiencies.
3. Brogent evaluates the design and operating effectiveness of its internal control system based on
the criteria provided in the Regulations Governing the Establishment of Internal Control Systems
by Public Companies (herein below, the “Regulations”). The criteria adopted by the Regulations
identify five key components of managerial internal control: (1) control environment, (2) risk
assessment, (3) control activities, (4) information and communication, and (5) monitoring
activities.
4. Brogent has evaluated the design and operating effectiveness of its internal control system
according to the aforesaid Regulations.
5. Based on the findings of such evaluation, Brogent believes that, on December 31, 2022, it has
maintained, in all material respects, an effective internal control system (that includes thesupervision and management of our subsidiaries), to provide reasonable assurance over ouroperational effectiveness and efficiency, reliability, timeliness, transparency of reporting, andcompliance with applicable rulings, laws and regulations.
6. This Statement will be an integral part of Brogent’s Annual Report for the year and Prospectus,
and will be made public. Any falsehood, concealment, or other illegality in the content madepublic will entail legal liability under Articles 20, 32, 171, and 174 of the Securities and Exchange
Law.
7. This Statement has been passed by the Board of Directors in their meeting held on March 15,2023, with the seven attending directors all affirming the content of this Statement.
Brogent Technologies Inc.
Chairman：Chih-Hung Ouyang
President：Chih-Hung Ouyang136

Appendix 2：Audit Committee Audit Report

Brogent Technologies Inc.
Audit Committee Audit Report
The Business Report, Financial statements and Deficit Compensation Statement of2022 prepared by the Board of Directors have been audited and certified by ChiuYen Wu and Li-Yuan Kuo of Deloitte & Touche. After reviewing such documents,
this Audit Committee found no nonconformity, in accordance with Article 14-4 ofthe Securities and Exchange Act and Article 219 of the Company Act.
To
2023 Annual Shareholders Meeting of Brogent Technologies Inc.

Audit Committee Convener:

March 15, 2023

137

Appendix 3：Consolidated Financial Statements and Independent Auditors’ Report

DECLARATION OF CONSOLIDATED FINANCIAL STATEMENTS OF AFFILIATESThe entities that are required to be included in the consolidated financial statements of affiliates ofBrogent Technologies Inc. for the year ended December 31, 2022 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 of parent and subsidiary companies prepared in conformity with International Financial
Reporting Standard No.10, “Consolidated Financial Statements”. In addition, relevant information
required to be disclosed in the consolidated financial statements of affiliates has all been disclosed
in the consolidated financial statements of parent and subsidiary companies. Consequently, Brogent
Technologies Inc. and its subsidiaries did not prepare a separate set of consolidated financial
statements of affiliates.

Very truly yours,
Brogent Technologies Inc.
By

Ouyang, Chih Hung
ChairmanMarch 15, 2023

138

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 the consolidatedbalance sheets as of December 31, 2022 and 2021, and the consolidated statements of comprehensive income,changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements,
including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, theconsolidated 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 in accordance with the Regulations
Governing the Preparation of Financial Reports by Securities Issuers and International Financial ReportingStandards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC
Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republicof 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 of China. Our
responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of theConsolidated Financial Statements section of our report. We are independent of the Group in accordance with
The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we havefulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide 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 matters were addressed in
the context of our audit of the consolidated financial statements as a whole, and in forming 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 isstated 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 iscalculated 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 and assumptions, anddetails of project revenue.
139

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 the years 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 inaccordance 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 thepreparation of consolidated financial statements that are free from material misstatement, whether due to fraud
or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’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 the Group’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 awhole 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 a guarantee that an audit
conducted in accordance with the Standards on Auditing of the Republic of China 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.

140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 andtiming of the audit and significant audit findings, including any significant deficiencies in internal control that
we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethicalrequirements regarding independence, and to communicate with them all relationships and other 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 that were ofmost 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 determinethat a matter should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
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 and practices
generally accepted in the Republic of China and not those of any other jurisdictions. The standards, proceduresand practices to audit such consolidated financial statements are those generally applied in the Republic ofChina.
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 andconsolidated financial statements shall prevail.
141

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.

142

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 forusing 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)

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 and 31)

Total operating expenses

Total non-operating income and expenses

OTHER COMPREHENSIVE INCOME (Notes 21 and23)
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

143

$

$

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, net ofincome 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 LOSS ATTRIBUTABLE
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.

144

$
$

(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.

145$(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 cost146$

(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.

147$

675,485(Concluded)

Brogent Technologies Inc. and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

1. GENERAL INFORMATION
Brogent Technologies Inc. (the “Corporation”) was incorporated in October 2001. The Corporation ismainly engaged in the research, development, design, production and sales of simulator rides and its key
components and peripheral products, embedded media software, streaming media, 3D dynamic simulation
technology, internet interaction media and multiple-monitor setups.
The Corporation’s shares have been trading on the Taipei Exchange since December 2012.
The consolidated financial statements of the Corporation and its subsidiaries (collectively, the “Group”) arepresented in the Corporation’s functional currency, the New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS
The consolidated financial statements were approved by the Corporation’s board of directors on March 15,2023.

3. APPLICATION OF NEW AND AMENDED STANDARDS AND INTERPRETATIONS
a. Initial application of the amendments to the International Financial Reporting Standards (IFRS),International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS(SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory
Commission (FSC)
The initial application of the IFRSs endorsed and issued into effect by the FSC did not have a material
impact on the Group’s accounting policies.
b. The IFRSs endorsed by the FSC for application starting from 2023
Effective Date
Announced by IASBNew IFRSs
Amendments to IAS 1 “Disclosure of Accounting Policies”
Amendments to IAS 8 “Definition of Accounting Estimates”
Amendments to IAS 12 “Deferred Tax related to Assets andLiabilities arising from a Single Transaction”

January 1, 2023 (Note 1)
January 1, 2023 (Note 2)
January 1, 2023 (Note 3)

Note 1: The amendments will be applied prospectively for annual reporting periods beginning on orafter January 1, 2023.
Note 2: The amendments will be applicable to changes in accounting estimates and changes inaccounting policies that occur on or after the beginning of the annual reporting period
beginning on or after January 1, 2023.
Note 3: Except for deferred taxes that were recognized on January 1, 2022 for temporary differences
associated with leases and decommissioning obligations, the amendments were applied148

prospectively to transactions that occur on or after January 1, 2022.
As of the date the consolidated financial statements were approved, the Group assessed that theapplication of the above standards and interpretations would not have a material impact on the Group’s
financial position and financial performance.
c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
Effective Date
Announced by IASB (Note 1)

New IFRSs
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between An Investor and Its Associate or Joint Venture”
Amendments to IFRS 16 “Leases Liability in a Sale and Leaseback”
Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”
Amendments to IAS 1 “Non-current Liabilities with Covenants”

To be determined by IASB
January 1, 2024 (Note 2)
January 1, 2024
January 1, 2024

Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods
beginning on or after their respective effective dates.
Note 2: A seller-lessee shall apply the Amendments to IFRS 16 retrospectively to sale and leaseback
transactions entered into after the date of initial application of IFRS 16.
As of the date the consolidated financial statements were approved, the Group is continuously assessing
the possible impact that the application of the above standards and interpretations will have on theGroup’s financial position and financial performance and will disclose the relevant impact when theassessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESa. 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 and issued
into effect by the FSC.
b. Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis except for
financial instruments that are measured at fair value.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which thefair value measurement inputs are observable and based on the significance of the inputs to the fairvalue measurement in its entirety, 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 an
asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and3) Level 3 inputs are unobservable inputs for an asset or liability.

149

c. Classification of current and noncurrent assets and liabilities
Current assets include:
1) Assets held primarily for the purpose of trading;2) Assets expected to be realized within 12 months after the reporting period; and
3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle aliability for at least 12 months after the reporting period.
Current liabilities include:1) Liabilities held primarily for the purpose of trading;2) Liabilities due to be settled within 12 months after the reporting period; and
3) Liabilities for which the Group does not have an unconditional right to defer settlement for at least
12 months after the reporting period.
Assets and liabilities that are not classified as current are classified as noncurrent.
The Group is engaged in the project contracts, which has an operating cycle of over 1 year. The normal
operating cycle applies when considering the classification of the Group’s project contracts-related
assets and liabilities.
d. Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Corporation and theentities controlled by the Corporation (i.e., its subsidiaries). When necessary, adjustments are made to
the financial statements of subsidiaries to bring their accounting policies into line with those used by theGroup. All intra-group transactions, balances, income and expenses are eliminated in full upon
consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the
Corporation 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 subsidiaries that do not result in the Group losing control
over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of
the Group and the non-controlling interests are adjusted to reflect the changes in their relative interestsin the subsidiaries. Any difference between the amount by which the non-controlling interests areadjusted and the fair value of the consideration paid or received is recognized directly in equity andattributed to the owners of the Corporation.
For details of subsidiaries about ownership and operating items refer to Note 12, Table 7 and Table 8.
e. Foreign currencies
In preparing the financial statements of each individual entity in the Group, transactions in currencies
other than the entity’s functional currency (i.e., foreign currencies) are recognized at the rates of
exchange prevailing at the dates of the transactions.
At the end of each reporting period, monetary items denominated in foreign currencies are retranslated
at the rates prevailing at that date. Exchange differences on monetary items arising from settlement ortranslation are recognized in profit or loss in the period in which they arise.

150

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated
at the rates prevailing at the date when the fair value was determined. Exchange differences arisingfrom the retranslation of non-monetary items are included in profit or loss for the period.
Non-monetary items that are measured at historical cost in a foreign currency are translated using theexchange rate at the date of the transaction.
For the purpose of presenting the consolidated financial statements, the functional currencies of theentities in the Group (including subsidiaries and associates operating in other countries that use
currencies different from the currency of the Corporation) are translated into the presentation currency,
the New Taiwan dollar, as follows: Assets and liabilities are translated at the exchange rates prevailingat the end of the reporting period; and income and expense items are translated at the average exchange
rates for the period. The resulting currency translation differences are recognized in othercomprehensive income (attributed to the owners of the Corporation and non-controlling interests asappropriate).
f. Inventories
Inventories are stated at the lower of cost or net realizable value. Inventory write-downs are made byitem, except where it may be appropriate to group similar or related items. Net realizable value is theestimated selling price of inventories less all estimated costs of completion and costs necessary to makethe sale. Inventories are recorded at weighted-average cost.
g. Investments in associates
An associate is an entity over which the Group has significant influence and which is neither asubsidiary nor an interest in a joint venture.
The Group uses the equity method to account for its investments in associates.
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 theassociate. The Group also recognizes the changes in the Group’s share of the equity of associates.
When the Group subscribes for additional new shares of an associate at a percentage different from its
existing ownership percentage, the resulting carrying amount of the investment differs from the amountof the Group’s proportionate interest in the associate. The Group records such a difference as an
adjustment to investments with the corresponding amount charged or credited to capital surplus andinvestments accounted for using the equity method. If the Group’s ownership interest is reduced due toits additional subscription of the new shares of the associate, the proportionate amount of the gains orlosses previously recognized in other comprehensive income in relation to that associate is reclassified
to profit or loss on the same basis as would be required had the investee directly disposed of the related
assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus
recognized from investments accounted for using the equity method is insufficient, the shortage isdebited to retained earnings.
When the Group’s share of losses of an associate equals or exceeds its interest in that associate (which
includes any carrying amount of the investment accounted for using the equity method and long-term
interests that, in substance, form part of the Group’s net investment in the associate), the Groupdiscontinues recognizing its share of further loss. Additional losses and liabilities are recognized only tothe extent that the Group has incurred legal obligations, or constructive obligations, or made paymentson behalf of that associate.
The entire carrying amount of an investment (including goodwill) is tested for impairment as a single
asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is
not allocated to any asset, including goodwill, which forms part of the carrying amount of the151investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amountof the investment subsequently increases.
When an entity in the Group transacts with its associate, profits and losses resulting from thetransactions with the associate are recognized in the Group’ consolidated financial statements only tothe extent that interests in the associate are not related to the Group.
h. Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation.
Property, plant and equipment in the course of construction are measured at cost less any recognizedimpairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Suchassets are depreciated and classified to the appropriate categories of property, plant and equipment
when completed and ready for their intended use.
Land is not depreciated.
Depreciation of property, plant and equipment is recognized using the straight-line method. Eachsignificant component is depreciated separately. The estimated useful lives, residual values anddepreciation method are reviewed at the end of each reporting period, 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.
i.

Intangible assets
1) Intangible assets acquired separately
Intangible assets with finite useful lives that are acquired separately are initially measured at costand subsequently measured at cost less accumulated amortization and accumulated impairment loss.
Amortization is recognized on a straight-line basis. The estimated useful lives, residual values, andamortization methods are reviewed at the end of each reporting period, with the effect of any
changes in the estimates accounted for on a prospective basis.
2) Internally-generated intangible assets - research and development expenditures
Expenditures on research activities are recognized as expenses in the period in which they are
incurred.
An internally-generated intangible asset arising from the development phase of an internal project isrecognized if, and only if, all of the following have been demonstrated:a) The technical feasibility of completing the intangible asset so that it will be available for use orsale;b) The intention to complete the intangible asset and use or sell it;c) The ability to use or sell the intangible asset;d) How the intangible asset will generate probable future economic benefits;e) The availability of adequate technical, financial and other resources to complete thedevelopment and to use or sell the intangible asset;

152f) The ability to measure reliably the expenditures attributable to the intangible asset during its
development.
The amount initially recognized for internally-generated intangible asset is the sum of theexpenditures incurred from the date when such an intangible asset first meets the recognition
criteria listed above. Subsequent to initial recognition, such intangible asset is measured on thesame basis as an intangible asset that is acquired separately.
3) Derecognition of intangible assets
On derecognition of an intangible asset, the difference between the net disposal proceeds and thecarrying amount of the asset is recognized in profit or loss.
j.

Impairment of property, plant and equipment, right-of-use assets and intangible assets
At the end of each reporting period, the Group reviews the carrying amounts of its property, plant andequipment, right-of-use assets and intangible assets, to determine whether there is any indication thatthose 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 toestimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of
the cash-generating unit to which the asset belongs. Corporate assets are allocated to the individual
cash-generating units or the smallest group of cash-generating units on a reasonable and consistent basisof allocation.
The 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 corresponding asset,
cash-generating unit or assets related to contract costs 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, cash-generating unit or assets related to contract costs
in prior years. A reversal of an impairment loss is recognized in profit or loss.

k. Financial instruments
Financial assets and financial liabilities are recognized when the Group becomes a party to thecontractual 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 issuance of financial assets and financial liabilities (other thanfinancial assets and financial liabilities at FVTPL) are added to or deducted from the fair value of thefinancial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly
attributable to the acquisition of financial assets or financial liabilities at FVTPL are recognized
immediately in profit or loss.
1) Financial assets
All regular way purchases or sales of financial assets are recognized and derecognized on a tradedate basis.
a) Measurement categories
Financial assets are classified into the following categories: financial assets at FVTPL, financial
assets at amortized cost and investments in equity instruments at FVTOCI.
153

i

Financial assets at FVTPL
Financial assets are classified as at FVTPL when such financial assets are mandatorilyclassified or designated as at FVTPL, including investments in equity instruments which are
not designated as at FVTOCI.
Financial assets at FVTPL are subsequently measured at fair value and any remeasurement
gains or losses on such financial assets are recognized in other gains or losses. Fair value isdetermined in the manner described in Note 30.

ii

Financial assets at amortized cost
Financial assets that meet the following conditions are subsequently measured at amortized
cost:i) The financial asset is held within a business model whose objective is to hold financial
assets in order to collect contractual cash flows; andii) The contractual terms of the financial asset give rise on specified dates to cash flowsthat are solely payments of principal and interest on the principal amount outstanding.
Subsequent to initial recognition, financial assets at amortized cost are measured atamortized cost, which equals the gross carrying amount determined by the effective interest
method less any impairment loss. Exchange differences are recognized in profit or loss.
Interest income is calculated by applying the effective interest rate to the gross carrying
amount of a financial asset.
Cash equivalents include time deposits and repurchase agreement collateralized by bonds
within 3 months from the date of acquisition, which are highly liquid, readily convertible toa known amount of cash and are subject to an insignificant risk of changes in value. These
cash equivalents are held for the purpose of meeting short-term cash commitments.

iii Investments in equity instruments at FVTOCI
On initial recognition, the Group may make an irrevocable election to designate investmentsin equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if theequity investment is held for trading or if it is contingent consideration recognized by an
acquirer in a business combination.
Investments in equity instruments at FVTOCI are subsequently measured at fair value withgains and losses arising from changes in fair value recognized in other comprehensive
income and accumulated in other equity. The cumulative gain or loss will not be reclassified
to profit or loss on disposal of the equity investments; instead, it will be transferred toretained earnings.
Dividends on these investments in equity instruments are recognized in profit or loss when
the Group’s right to receive the dividends is established, unless the dividends clearly
represent a recovery of part of the cost of the investment.
b) Impairment of financial assets and contract assets
The Group recognizes a loss allowance for expected credit losses on financial assets at
amortized cost and contract assets.

154

The Group always recognizes lifetime expected credit losses (ECLs) for accounts receivable andcontract assets. For all other financial instruments, the Group recognizes lifetime ECLs when
there has been a significant increase in credit risk since initial recognition. If, on the other hand,the credit risk on a financial instrument has not increased significantly since initial recognition,
the Group measures the loss allowance for that financial instrument at an amount equal to
12-month ECLs.
Expected credit losses reflect the weighted average of credit losses with the respective risks ofdefault occurring as the weights. Lifetime ECLs represent the expected credit losses that will
result from all possible default events over the expected life of a financial instrument. In
contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result fromdefault events on a financial instrument that are possible within 12 months after the reportingdate.
For internal credit risk management purposes, the Group considers that a debtor would default if
internal or external information show that the debtor is unlikely to pay its creditors (without
taking into account any collateral held by the Group).
The Group recognizes an impairment gain or loss in profit or loss for all financial instrumentswith a corresponding adjustment to their carrying amount through a loss 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 andrewards of ownership of the asset to another party.
On derecognition of a financial asset at amortized cost in its entirety, the difference between theasset’s carrying amount and the sum of the consideration received and receivable is recognizedin profit or loss. On derecognition of an investment in an equity instrument at FVTOCI, thedifference between the asset’s carrying amount and the sum of the consideration received andreceivable is recognized in profit or loss, and the cumulative gain or loss which had beenrecognized in other comprehensive income is transferred directly to retained earnings, without
recycling through profit or loss.
2) Equity instruments
Equity instruments issued by the Group are recognized at the proceeds received, net of direct issue
costs.
3) Financial liabilitiesa) Subsequent measurement
Financial liabilities held by the Group are measured at amortized cost using the effective interest
method.
b) Derecognition of financial liabilities
The difference between the carrying amount of the financial liability derecognized and theconsideration paid, including any non-cash assets transferred or liabilities assumed, isrecognized in profit or loss.

1554) Convertible bonds
The component parts of compound instruments (i.e., convertible bonds) issued by the Group areclassified separately as financial liabilities and equity in accordance with the substance of thecontractual 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 prevailingmarket 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
upon 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 andincluded in equity, net of income tax effects, and is not subsequently remeasured. In addition, theconversion 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. When theconversion option remains unexercised at maturity, the balance recognized in equity will betransferred to capital surplus.
Transaction costs that relate to the issuance of the convertible notes are allocated to the liability andequity 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.
l.

Provisions
Provisions referring to warranty are measured at the best estimate of the discounted cash flows of theconsideration required to settle the present obligation at the end of the reporting period, taking into
account the risks and uncertainties surrounding the obligation.

m. Revenue recognition
The Group identifies contracts with customers, allocates the transaction price to the performanceobligations and recognizes revenue when performance obligations are satisfied.
1) Project contract revenue
Revenue comes from the development, construction and sale of simulator rides and related films.
The Group recognizes revenue upon the completion percentage of each performance obligation. The
output and degree of completion of performance obligation is measured based on working days ofeach performance item. Contract assets recognized during the performance obligations are satisfied
and reclassified to accounts receivable at the point the customer is invoiced. If the milestone
payments exceed the revenue recognized to date, then the Group recognizes contract liabilities forthe difference. Certain payments, which are retained by the customer as specified in the contract,are intended to ensure that the Group adequately completes all of its contractual obligations. Suchretention receivables are recognized as contract assets until the Group satisfies its performanceobligation.
2) Licensing revenue
Revenue comes from authorizing the use of intellectual property rights of the films. The license
granted provides the customer with the right to use the intellectual property that exists at the pointof grant, and the revenue is recognized when the license is transferred. Advance receipts of royalty
are recognized as contract liabilities. In addition, licensing revenue based on the actual sales of thecustomer is recognized when the sales occur.

1563) Sale of tickets and merchandise
Revenue comes from sales of tickets for simulator rides and peripheral products at operated outlets.
Sales of tickets are recognized at the point when services are performed; and sales of merchandiseand peripheral products are recognized when merchandise and peripheral products are transferred tothe customer at which point the customer takes the right of use and bears the risk of obsolescence.
Advance receipts from the sale of the goods are recognized as contract liabilities.
4) Service revenue
Service revenue comes from maintenance service to simulator rides and is recognized when theservice is rendered.
5) Rental revenue
Rental revenue comes from rendering simulator rides, of which accounting policy is described in
Note 4 (n).
n. Leases
At the inception of a contract, the Group assesses whether the contract is, or contains, a lease.
1) The Group as lessor
Leases are classified as finance leases whenever the terms of a lease transfer substantially all therisks and rewards of ownership to the lessee. All other leases are classified as operating leases.
Lease payments from operating leases are recognized as income on a straight-line basis over theterms of the relevant leases.
2) The Group as lessee
The Group recognizes right-of-use assets and lease liabilities for all leases at the commencement
date of a lease, except for short-term leases and low-value asset leases accounted for applying arecognition exemption where lease payments are recognized as expenses on a straight-line basis
over the lease terms.
Right-of-use assets are initially measured at cost and are subsequently measured at cost lessaccumulated depreciation and impairment losses and adjusted for any remeasurement of the leaseliabilities. Right-of-use assets are presented on a separate line in the consolidated balance sheets.
Right-of-use assets are depreciated using the straight-line method from the commencement dates tothe end of the lease terms.
Lease liabilities are initially measured at the present value of the lease payments. The lease
payments are discounted using the interest rate implicit in a lease, if that rate can be readily
determined. If that rate cannot be readily determined, the Group uses the lessee’s incremental
borrowing rate.
Subsequently, lease liabilities are measured at amortized cost using the effective interest method,with interest expense recognized over the lease terms. If the future lease payments change due to theperiod changes, the Group remeasures the lease liabilities with a corresponding adjustment to theright-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero,
any remaining amount of the remeasurement is recognized in profit or loss. For a lease modificationthat is not accounted for as a separate lease, the Group accounts for the remeasurement of the leaseliability by (a) decreasing the carrying amount of the right-of-use asset of lease modifications that157

decreased the scope of the lease, and recognizing in profit or loss any gain or loss on the partial or
full termination of the lease; (b) making a corresponding adjustment to the right-of-use asset of allother lease modifications. Lease liabilities are presented on a separate line in the consolidatedbalance sheets.
The Group negotiates with the lessor for rent concessions as a direct consequence of the COVID-19
to change the lease payments originally due by June 30, 2022, that results in the revised
consideration for the lease. There is no substantive change to other terms and conditions. The Groupelects to apply the practical expedient to all of these rent concessions and, therefore, does not assess
whether the rent concessions are lease modifications. Instead, the Group recognizes the reduction inlease payment in profit or loss as other income, in the period in which the events or conditions thattrigger the concession occur, and makes a corresponding adjustment to the lease liability.
o. Government grants
Government grants are not recognized until there is reasonable assurance that the Group will comply
with the conditions attached to them and that the grants will be received.
Government grants that are receivable as compensation for expenses or losses already incurred or forthe purpose of giving immediate financial support to the Group with no future related costs arerecognized in profit or loss in the period in which they are received.
p. Employee benefits
1) Short-term employee benefits
Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted
amount of the benefits expected to be paid in exchange for the related service.
2) Retirement benefits
Payments to defined contribution retirement benefit plans are recognized as expense whenemployees have rendered services entitling them to the contributions.
q. Share-based payment arrangements
The fair value at the grant date of the employee share options is expensed on a straight-line basis overthe vesting period, based on the Group’s best estimates of the number of shares or options that are
expected to ultimately vest, with a corresponding increase in capital surplus.
r. Taxation
Income tax expense (income) represents the sum of the tax currently payable and deferred tax.
1) Current tax
Income tax payable (refundable) is based on taxable profit (loss) for the year determined according
to the applicable tax laws of each tax jurisdiction.
According to the Income Tax Law in the ROC, an additional tax on unappropriated earnings isprovided for in the year the shareholders approve to retain earnings.
Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax
provision.

1582) Deferred tax
Deferred tax is recognized on temporary differences between the carrying amounts of assets andliabilities 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 loss carryforwards tothe extent that it is probable that taxable profits will be available against which those deductible
temporary differences and loss carryforwards can be utilized.
Deferred tax liabilities are recognized for taxable temporary differences associated with investments
in subsidiaries and associates, except where the Group is able to control the reversal of thetemporary difference and it is probable that the temporary difference will not reverse in theforeseeable future. Deferred tax assets arising from deductible temporary differences associatedwith such investments and interests are only recognized to the extent that it is probable that there
will be sufficient taxable profits against which to utilize the benefits of the temporary differences
and they are expected to reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period andreduced to the extent that it is no longer probable that sufficient taxable profits will be available toallow all or part of the assets to be recovered. A previously unrecognized deferred tax asset is also
reviewed at the end of each reporting period 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 liabilities and assets are measured at the tax rates that are expected to apply in the
period in which the liabilities are settled or the assets are realized, based on tax rates (and tax laws)that have been enacted or substantively enacted by the end of the reporting period. The
measurement of deferred tax liabilities and assets reflects the tax consequences that would follow
from the manner in which the Group expects, at the end of the reporting period, to recover or settle
the carrying amount of its assets and liabilities.
3) Current and deferred tax
Current and deferred tax are recognized in profit or loss, except when they relate to items that arerecognized in other comprehensive income or directly in equity, in which case, the current anddeferred tax are also recognized in other comprehensive income or directly in equity, respectively.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATIONUNCERTAINTY
In the application of the Group’s accounting policies, management is required to make judgments, estimatesand assumptions about the carrying amounts of assets and liabilities that are not readily apparent from othersources. The estimates and associated assumptions are based on historical experience and other factors thatare considered relevant. Actual results may differ from these estimates.
The Group considers the possible impact of the recent development of the COVID-19 and its economic
environment implications when making its accounting estimates. The estimates and underlying assumptions
are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which
the estimates are revised if the revisions affect only that period or in the period of the revisions and future
periods if the revisions affect both current and future periods.

159

Key Sources of Estimation Uncertainty
a. Estimated impairment of accounts receivable and contract assets
The provision for impairment of accounts receivable and contract assets is based on assumptions on
probability of default and loss given default. The Group uses judgment in making these assumptions
and in selecting the inputs to the impairment calculation, based on the Group’s historical experience,existing market conditions as well as forward looking estimates as of the end of each reporting period.
Where the actual future cash inflows are less than expected, a material impairment loss may arise.
Furthermore, the estimate of the probability of default is subject to greater uncertainties arising from theuncertainty impact caused by the COVID-19 pandemic.
b. Measurement of the percentage of completion of project contract
Project contract revenue is recognized by the percentage of completion method. The progress ofcompletion is measured based on the working days of completed performance items. Since theestimated working days may be modified as assessed and determined by the management based on thenature and content of work, etc. for each project contract, the measurement of the percentage ofcompletion and revenue may be affected.

6. CASH AND CASH EQUIVALENTS
December 31
2022
Cash on hand
Checking accounts and demand deposits
Cash equivalents (investments with original maturities of 3 months
or less)
Time deposits
Repurchase agreement collateralized by bonds

7.

$

2021

1,291
398,447$832
371,062

321,998-

166,624
136,967$ 721,736$ 675,485

FINANCIAL INSTRUMENTS AT FVTPL
December 31
2022

2021

Financial assets
Financial assets mandatorily classified as at FVTPL
Derivative financial assets (not under hedge accounting)Redemption options and put options of convertible bonds
Non-derivative financial assets
Mutual funds
Unquoted shares

$

429

$

1,983

118,390378,155
496,545285,630
291,657
577,287$ 496,974$ 579,270(Continued)

160

December 31

Current
Noncurrent

2022

2021

$ 118,819
378,155$ 287,613
291,657$ 496,974$ 579,270(Concluded)

The Group acquired the ordinary shares of Discover NY Project Company, LLC (DNY) for $31,437
thousand (US$1,050 thousand) in August 2022, increasing its shareholding to 23.22%. In addition, theGroup acquired the preferred shares of DNY for $29,851 thousand (US$972 thousand) in December 2022.
The dividends of the preferred shares are cumulative at the rate of 12%. Furthermore, the remaining
earnings are distributed to preferred shareholders in proportion to their capital contribution, and are
distributed to all shareholders in proportion to their shareholdings only after the preferred shareholders
recover 2.5 times their original capital contribution.
The investment of DNY was classified as a financial asset at FVTPL since the Group did not participate in
the financial and operating policy decisions of DNY and did not have significant influence.

8. FINANCIAL ASSETS AT FVTOCI - December 31, 2022 only
December 31,
2022
Current
Domestic investments in equity instruments
Listed shares$ 130,000

The Group acquired the ordinary shares of Ruentex Industries Limited for $100,000 thousand in September
2022. Accordingly, the Group elected to designate the investments in equity instruments as financial assets
at FVTOCI as it was not held for trading or short-term profit.

9. FINANCIAL ASSETS AT AMORTIZED COST
December 31
2022
Time deposits with original maturities of more than 3 months
Pledged time deposits
Pledged demand deposits
Unquoted preferred shares

Current
Noncurrent$

15,912
151,082
2,004
32,7402021$

38,177
86,123
2,002
31,330$ 201,738$ 157,632$ 144,788
56,950$ 103,001
54,631$ 201,738$ 157,632

a. The counterparties of the time deposit of the Group were banks with sound credit ratings and no
significant default concerns, and therefore, there was no expected credit losses.

161

b. The investment in preferred shares will expire in February 2024, and cannot be converted into ordinary
shares. The issuer company will redeem the shares at the actual issue price at the maturity, and theinvestor has no right to request early redemption of preferred shares. The dividends are cumulative at
the rate of 5%. If the dividends are undistributed or are not distributed in full, it should be accumulated
for deferred payment in the subsequent years where there are earnings.
c. Refer to Note 32 for the information on financial assets at amortized cost pledged as collateral.

10. ACCOUNTS RECEIVABLE
December 31

Accounts receivable
At amortized cost
Gross carrying amountLess: Allowance for impairment loss

2022

2021

$ 318,840(48,508)$ 263,645(47,592)$ 270,332$ 216,053

The main credit period was 90 days. In order to minimize credit risk, the management of the Group hasdelegated a team responsible for determining credit limits, credit approvals and other monitoringprocedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews
the recoverable amount of each individual trade debt at the end of the reporting period to ensure that
adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes theGroup’s credit risk was significantly reduced.
The Group measures the loss allowance for accounts receivable at an amount equal to lifetime ECLs. The
expected credit losses on accounts receivable are estimated by reference to the past default experience ofthe customer and the customer’s current financial position, as well as the industry outlook. As the Group’s
historical credit loss experience does not show significantly different loss patterns for different customer
segments, the provision for loss allowance based on past due status is not further distinguished according to
the Group’s different customer base.
The Group writes off accounts receivable when there is information indicating that the debtor is in severe
financial difficulty and there is no realistic prospect of recovery. For accounts receivable that have been
written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due.
Where recoveries are made, these are recognized in profit or loss.
The following table details the loss allowance of accounts receivable based on the number of days past due
from the invoice date.
December 31, 2022
181-365
Days

1-90 Days

91-180 Days

Gross carrying amount
Loss allowance (lifetime ECLs)$

126,005-$

17,739-$Amortized cost$

126,005$

17,739$162

Over 365
Days

With Signs
of Default

39,378(30)$

40,496(3,945)$

95,222(44,533)$

318,840(48,508)

39,348$36,551$

50,689$270,332

Total

December 31, 2021
181-365
Days

1-90 Days

91-180 Days

Gross carrying amount
Loss allowance (lifetime ECLs)$

54,913-$30,808-$

Amortized cost$

54,913$30,808$Over 365
Days

With Signs
of Default

64,955(3,322)$

21,049(2,290)$91,920(41,980)$

263,645(47,592)

61,633$18,759$49,940$216,053

Total

The movements of the loss allowance of accounts receivable were as follows:
For the Year Ended December 31
2022
2021
Balance at January 1
Impairment loss recognized$ 47,592
916$ 10,864
36,728

Balance at December 31$ 48,508$ 47,592

11. INVENTORIES
December 31

Raw materials
Work in process
Finished goods
Merchandise

2022

2021

$ 197,517
38,29481,035
3,758$ 155,154
18,18844,2855,670$ 320,604$ 223,297

Allowance loss for inventory recognized as the deduction of inventory cost were $4,081 thousand and$2,439 thousand as of December 31, 2022 and 2021, respectively.
The operating costs recognized as loss on inventory value for the years ended December 31, 2022 and 2021
were $1,642 thousand and $1,875 thousand, respectively.

12. SUBSIDIARIES
Subsidiaries included in the consolidated financial statements
The subsidiaries included in the consolidated financial statements are as follows:

Investor
The Corporation

Dili Jie
JetwayInvesteeNature of Activities

Brogent Hong Kong Limited(Brogent Hong Kong)
Brogent Global Inc. (Brogent
Global)Reinvestment and tradingbusiness
Development and managementbusiness of self-operated
outlets, site planning andfilm production
Reinvestment and tradingbusiness
Reinvestment and tradingbusiness
Reinvestment and tradingbusiness

Dili Jie Holdings Limited (DiliJie)
Jetway Holdings Limited(Jetway)
Garley Holdings Limited(Garley)

Proportion of Ownership (%)
December 31
2022
2021

Remark

100

100

-

100

100

-

100

100

-

100

100

-

100

100

-

(Continued)
163

Investor

Investee
Holey Holdings Limited

GarleyBrogent Hong Kong

Brogent Rides (Shanghai)
Limited (Brogent Rides)
Brogent Rides
hexaRide the first LLP

Ou Wei Limited
StarLite Design & Planning
Limited (StarLite)
Brogent Creative (Shanghai)
Limited (Brogent Creative)

Brogent Rides

Brogent Global
JetmayJetmay Holdings Limited(Jetmay)
Hai Wei Culture Creative andDevelopment (Shanghai)
Limited (Hai Wei Culture
Creative)

Nature of Activities

Proportion of Ownership (%)
December 31
2022
2021

RemarkReinvestment and tradingbusiness
Import and export business

100

100

-

58

58

-

Import and export business
Development and managementbusiness of self-operated
outlets
Content production licensing
business
Design and managementbusiness
Development and managementbusiness of self-operated
outlets
Reinvestment and tradingbusiness
Whole planning business

42
94

42
93

Note 1-100Note 2

100

100

-

100

100

-

100

100

-

100

100

-

(Concluded)Note 1: The equity transactions with non-controlling interests were as follows:
Brogent Hong Kong did not subscribe for the cash capital increase of hexaRide in proportion in
2021, resulting in an increase in its shareholding from 89% to 93%. The difference between theinvestment cost and the net assets acquired was recognized as deduction of capital surplus for$1,113 thousand and deduction of retained earnings for $517 thousand.
Brogent Hong Kong did not subscribe for the cash capital increase of hexaRide in proportion in
2022, resulting in an increase in its shareholding from 93% to 94%. The difference between theinvestment cost and the net assets acquired was recognized as deduction of retained earnings for$554 thousand.
The above transactions were accounted for as equity transactions since the Group did not cease tohave control over these subsidiaries.
Note 2: Ou Wei Limited had been liquidated in September 2022.

13. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
December 31

Investments in associates - not individually material

2022

2021

$ 1,755$ 1,506

Aggregate information of associates that are not individually material:
For the Year Ended December 31
2022
2021
The Group’s share of:
Net loss
Other comprehensive loss
Total comprehensive loss for the year

164

$

(468)
(33)

$$(6,029)(6,029)
(355)

$

(501)

$ (6,384)

14. PROPERTY, PLANT AND EQUIPMENT
December 31

Assets used by the Group
Assets leased under operation

2022

2021

$ 751,320
7,038$ 975,157
1,259$ 758,358$ 976,416

For the year ended December 31, 2022
Assets Leased
underOperation

Assets Used by the Group
Equipment tobe Inspected
and Property
Other
under
Buildings
Equipment
Construction

Land

Total

Other
Equipment

Cost
Balance at January 1,2022
Additions
Disposals
Reclassification
Effect of foreign currency exchange
differences$

139,868(139,868)-$

Balance at December 31, 2022

$

-

$

642,629$455,777

Balance at January 1, 2022
Depreciation expense
Disposals
Reclassification
Effect of foreign currency exchange
differences

$

-

$

183,433
29,826(16,930)-$

141,291
68,510(6,387)(3,772)

Balance at December 31, 2022

$

-

$

195,839$

199,760$-$

395,599$

4,263

Carrying amount at December 31, 2022

$

-

$

446,790$

256,017$

48,513$751,320

$

7,038

-

691,5138,264(55,883)-$(1,265)

327,856
144,309(6,688)(9,839)$140,644(92,131)-$ 1,299,881
60,442(202,439)(9,839)-(1,126)$

48,513$ 1,146,919$

11,301

$

-

$

$

43
448
3,772

139

$

1,302
160
9,839
-

Accumulated depreciation

-

(490)

118

-

324,724
98,336(23,317)(3,772)(372)(849) -For the year ended December 31, 2021

Assets Used by the Group
Equipment tobe Inspected
and Property
Other
under
Buildings
Equipment
Construction

Land

Assets Leased
underOperation

Total

Other
Equipment

Cost
Balance at January 1,2021
Additions
Disposals
Effect of foreign currency exchange
differences$

Balance at December 31, 2021$

139,868-$

139,868

692,301
2,044
(211)

$

(2,621)$

691,513300,810
43,573(16,279)

$

(248)
$

327,856$

89,85850,786-$ 1,222,837
96,403(16,490)-(2,869)140,644$ 1,299,881

$

1,302
-

$

1,302

(Continued)

165

Assets Leased
underOperation

Assets Used by the Group
Equipment tobe Inspected
and Property
Other
under
Buildings
Equipment
Construction

Land

Other
Equipment

Total

Accumulated depreciation
Balance at January 1, 2021
Depreciation expense
Disposals
Effect of foreign currency exchange
differences

$

-

$

Balance at December 31, 2021

$

-

$

183,433$

141,291$-$

324,724

Carrying amount at December 31, 2021$

139,868$

508,080$

186,565$

140,644$975,157-

153,062
31,141
(51)

$

(719)

112,300
41,990(12,869)

$

(130)

-

$

-

265,362
73,131(12,920)

$

43
-

(849)

$

43

$

1,259

(Concluded)a. Depreciation expenses were recognized on a straight-line basis over the following useful lives:

Buildings
Main buildings
OthersOther equipment

Assets Used by
the Group

Assets Leased
underOperation

50 years
2-20 years
2-15 years

5-10 years

b. To revitalize assets and effectively utilize capital, the Corporation sold the land and buildings located in
JhongShan, Sinwu Dist. Taoyuan City to a non-related party for $268,000 thousand (tax included) inAugust 2022, and immediately leased them back for short-term operation. The lease terms are 3 years
and 6 months and expire in February 2026 with no renewal or bargain purchase options. As a result of
the above transaction, the Group recognized gains on disposal of property of $83,606 thousand andrecognized right-of-use assets of $16,647 thousand and lease liabilities of $25,996 thousand.
c. The farmland located in JhongShan, Sinwu Dist. Taoyuan City is registered in the name of the
Chairman, the related person of the Group, due to legal restrictions. The Group had obtained anagreement with the Chairman that the Group can register the farmland under the Group or otherindividual specified by the Group without payment at any time. The farmland was sold and transferredin August 2022.
d. The Group rents the simulator rides under operating lease. All operating leases include the rights toadjust the rental according to the market rate when the lessee extends the lease terms, and the lessee
does not have bargain purchase options to acquire the asset at the end of the lease terms.
e. Refer to Note 32 for the carrying amount of property, plant and equipment pledged as collateral forborrowings.
f. The reconciliation of the additions and the payments stated in the statements of cash flows was asfollows:

166

For the Year Ended December 31
2022
2021
Additions to property, plant and equipment
Decrease in payables for equipment$ 60,602
400$ 97,705
1,848

Cash paid$ 61,002$ 99,553

15. LEASE ARRANGEMENTS
a. Right-of-use assets
December 31

Carrying amountLand
Buildings
Transportation equipment

2022

2021

98,122
172,702
16,189$ 108,729
184,616
15,072$ 287,013$ 308,417$

For the Year Ended December 31
2022
2021
Additions to right-of-use assets$ 24,940$ 13,136

Depreciation of right-of-use assets
Land
Buildings
Transportation equipment$ 10,607
28,478
7,176$ 10,608
27,375
6,192$$ 44,175

46,261b. Lease liabilities
December 31
2022

2021

Carrying amountCurrent
Noncurrent$ 64,414$ 257,167$ 60,133$ 273,676

Range of discount rates (%) for lease liabilities
Land
Buildings
Transportation equipment

1.71
1.71-1.85
1.71-1.80

1.71
1.71-1.80
1.71-1.80

c. Material lease activities and terms
The Group leases land and buildings for the use as business space and for self-operated outlets withlease terms which will expire in March 2032 at the latest. The lease contract for land specifies that lease
payments will be adjusted on the basis of changes in announced land value and price. Lease contracts
for self-operating outlets contain variable payments which are determined at a specific percentage of167

sales generated from the self-operating outlets. The Group does not have bargain purchase options toacquire the leasehold land and buildings at the end of the lease terms.
Because of the market conditions severely affected by COVID-19, the Group negotiated with the lessor
for rent concessions for land lease. The lessor agreed to provide unconditional 20% rent reduction for a
few months. The Group recognized the impact of rent concessions of $1,194 thousand as other income
for the years ended December 31, 2021.
d. Other lease information
For the Year Ended December 31
2022
2021
Expenses relating to short-term leases
Expenses relating to low-value asset leases
Total cash outflow for leases$ 2,404$367$ 54,001$ 2,571$367$ 49,657

The Group has elected to apply the recognition exemption for leases of certain subject qualifying as
short-term leases and low-value asset leases, and thus, did not recognize right-of-use assets and leaseliabilities for these leases.

16. INTANGIBLE ASSETSFor the year ended December 31, 2022
Film

Other

Total

Cost
Balance at January 1, 2022
Additions
Transferred from other non-current assets
Write-off and disposals
Effect of foreign currency exchange differences$ 201,548
7,844
40,945(16,189)
4,039$

49,449
9,935(6,767)(42)$ 250,997
17,77940,945(22,956)
3,997

Balance at December 31, 2022

$ 238,187$

52,575$ 290,762

Balance at January 1, 2022
Amortization expense
Write-off and disposals
Effect of foreign currency exchange differences$

59,39924,079(16,169)(80)$

25,598
7,257(6,084)22$

84,99731,336(22,253)(58)

Balance at December 31, 2022$

67,229$26,793$94,022Carrying amount at December 31, 2022

$ 170,958$

25,782$ 196,740

Accumulated amortization

168

For the year ended December 31, 2021
Film

Other

Total

Cost
Balance at January 1, 2021
Additions
Additions from internal development
Write-off and disposals
Effect of foreign currency exchange differences$ 199,099
5,889
2,027
(3,308)(2,159)$52,677
7,673
2,125(12,750)(276)$ 251,776
13,562
4,152(16,058)(2,435)

Balance at December 31, 2021

$ 201,548$

49,449$ 250,997

Balance at January 1, 2021
Amortization expense
Write-off and disposals
Effect of foreign currency exchange differences$

39,59324,191(3,308)(1,077)$28,4899,691(12,481)(101)$

68,08233,882(15,789)(1,178)

Balance at December 31, 2021$

59,399$25,598$84,997

Carrying amount at December 31, 2021

$ 142,149$

23,851$ 166,000

Accumulated amortization

The above intangible assets are amortized on a straight-line basis over the following useful lives:
Film
Others3-10 years
1-25 years

17. BORROWINGSa. Short-term borrowings
December 31
2022
Secured bank loans (Note 32)
Unsecured bank loans$

Interest rate (%)

2021

21,840300,000$

21,840133,245$ 321,840$ 155,085

1.50-2.33

0.68-2.20

b. Long-term borrowings
December 31
2022

2021

$ 296,187$ 206,442

Secured borrowings (Note 32)
Bank loans - repayable before October 2031

(Continued)

169

December 31
2022

2021

Unsecured borrowings
Bank loans - repayable before February 2026
Loans from the government - repayable before December 2023
(1)
Others (2)$20,460$90,877907
317,554(49,334)

865
33,204331,388(103,828)

Long-term borrowings$ 268,220$ 227,560

Interest rate (%)
Bank loans
Others

1.85-2.57-

1.00-1.85
4.76(Concluded)

Current portion

1) The subsidiary StarLite obtained an interest-free loan from the local government.
2) Borrowing from Chailease Finance Co., Ltd at variable interest rate and has been repaid in advancein June 2022.

18. BONDS PAYABLE
December 31
2022
3rd domestic unsecured convertible bonds
4th domestic unsecured convertible bonds

2021

$

219,204
261,577
480,781(219,204)$

319,291
315,027
634,318(315,027)$

261,577$

319,291

Current portiona. In October 2020, the Corporation issued its 3rd domestic five-year unsecured zero-coupon convertible
bonds with an aggregate principal amount of $711,490 thousand (101.64% of the face value) and a parvalue of $100 thousand per bond certificate.
The conversion price was set at $105 per share. Bondholders are entitled to convert bonds into the
Corporation’s common stock from January 13, 2021 to October 12, 2025.
If the closing price of the Corporation’s common stock continues being at least 130% of the conversion
price then in effect for 30 consecutive trading days or the aggregate outstanding balance of bonds
payable is less than 10% of the original issuance amount, the Corporation has the right to redeem theoutstanding bonds payable at par value in cash during the period from three months after the issuancedate to the date 40 days prior to the maturity date.
Under the terms of the convertible bonds, the bondholders have the right to require the Corporation toredeem any bonds in cash at face value of the convertible bonds plus interest compensation (1.2547%)
after two and a half years from the issuance.

170

The amount of the face value of the convertible bonds plus interest compensation (2.5251%) has to be
fully paid off in cash at maturity by the Corporation.
As of December 31, 2022, the total amount of the bonds converted by the bondholders was $478,200
thousand.
b. In October 2020, the Corporation issued its 4th domestic four-year unsecured zero-coupon convertible
bonds with an aggregate principal amount of $500,000 thousand and a par value of $100 thousand per
bond certificate.
The conversion price was set at $106.5 per share. Bondholders are entitled to convert bonds into the
Corporation’s common stock from January 16, 2021 to October 15, 2024.
If the closing price of the Corporation’s common stock continues being at least 130% of the conversion
price then in effect for 30 consecutive trading days or the aggregate outstanding balance of bonds
payable is less than 10% of the original issuance amount, the Corporation has the right to redeem theoutstanding bonds payable at par value in cash during the period from three months after the issuancedate to the date 40 days prior to the maturity date.
Under the terms of the convertible bonds, the bondholders have the right to require the Corporation toredeem any bonds in cash at face value of the convertible bonds plus interest compensation (0.7514%)
after two years from the issuance.
The amount of the face value of the convertible bonds plus interest compensation (1.5085%) has to be
fully paid off in cash at maturity by the Corporation.
As of December 31, 2022, the total amount of bonds converted by the bondholders was $236,000
thousand.
c. The convertible bonds contain both liability and equity components. The equity component waspresented in equity under the heading of capital surplus - options; the effective interest rate of the equity
and liability component was 0.8% and 1% per annum, respectively, on initial recognition.
For the Year Ended December 31
2022
2021
Liability component at January 1
Interest charged at an effective interest rate
Converted into ordinary shares$

634,318
8,357(161,894)$ 1,155,660
13,844(535,186)

Liability component at December 31$

480,781$634,318

19. NOTES PAYABLE AND ACCOUNTS PAYABLEThe Group’s notes payable and accounts payable were generated from operating activities. The average
credit period of purchases of goods is around 45 to 120 days. The Group has financial risk management
policies in place to ensure that all payables are paid within the pre-agreed credit terms and, therefore, there
was no interest charged on the outstanding balance.

17120. OTHER PAYABLES
December 31

Payables for salaries
Payables for travel expense
Payables for service fee
Payables for insurance
Payables for equipment
Payables for pension
Others2022

2021$ 36,303
3,063
3,168
3,757
1,411
1,049
34,539$ 36,735
8,570
4,137
3,683
1,811
992
23,086$ 83,290$ 79,014

21. RETIREMENT BENEFIT PLANS
a. Defined contribution plans
The Corporation and the domestic subsidiaries adopted a pension plan under the Labor Pension Act(LPA), which is a state-managed defined contribution plan. Under the LPA, the Group makes monthly
contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.
Foreign subsidiaries make contributions in accordance with the local regulations, which are also
considered defined contribution plans.
b. Defined benefit plan
The defined benefit plan adopted by the Corporation in accordance with the Labor Standards Act is
operated by the government of the ROC.
The Corporation was approved by the authority to settle the pension liabilities and the pension fund inaccordance with the Labor Standards Act in July 2021, and the settlement benefits are recognized of$8,497 thousand.

22. MATURITY ANALYSIS OF ASSETS AND LIABILITIESThe current/noncurrent classification of the Group’s assets and liabilities relating to the project contract was
based on its operating cycle. The amount for related assets and liabilities expected to be recovered or settled
more than 12 months after the reporting period were as follows:
Within 12
MonthsMore Than
12 Months

Total

December 31, 2022
AssetsFinancial assets at amortized cost - current
Contract assets - current$

72,137800,243$

72,651
502,982$

144,788
1,303,225$

872,380$

575,633$ 1,448,013(Continued)

172

Within 1 Year

More Than
1 YearLiabilities
Contract liabilities - current$

37,320$30,903$

December 31, 2021
AssetsContract assets - current$

884,414$

288,319$ 1,172,733

Liabilities
Contract liabilities - current$

32,842$32,930$Total

68,22365,772(Concluded)

23. EQUITY
a. Ordinary shares
December 31
2022

2021

Number of shares authorized (in thousands)
Shares authorized

90,000$ 900,000

90,000$ 900,000

Number of shares issued and fully paid (in thousands)
Shares issued

61,443$ 614,431

57,364$ 573,641

Fully paid ordinary shares, which have a par value of $10, carry one vote per share and the right todividends.
The change in the Corporation’s ordinary shares is due to the conversion of the 3rd and 4th domestic
unsecured convertible bonds. As of December 31, 2022, there were 1,074 thousand shares have not yet
been registered and were recognized as advance receipts for ordinary share of $10,743 thousand.
b. Capital surplus
December 31
2022

2021

$ 1,719,817
907,080$ 1,719,817
753,327750-

20,54228,090$ 2,648,189$ 2,501,234

May be used to offset deficit, distributed as cash dividends
or transferred to share capital (Note)
Issuance of ordinary shares
Conversion of bonds
May only be used to offset deficit
Share of changes in capital surplus of associates
May not be used for any purpose
Equity component of convertible bonds payable

173

Note:Such capital surplus may be used to offset a deficit; in addition, when the Corporation has no
deficit, such capital surplus may be distributed as cash dividends or transferred to share capital(limited to a certain percentage of the Corporation’s capital surplus and to once a year).

c. Retained earnings and dividends policy
Under the dividends policy as set forth in the Corporation’s Articles of Incorporation (the “Articles”),
where the Corporation made a profit in a fiscal year, the profit shall be first utilized for paying taxes,
offsetting losses of previous years. Where there is still balance, the Corporation shall set aside as a legal
reserve 10% of the sum of said profit in balance and the amount of profit (of loss) items adjusted to thecurrent year’s undistributed earnings other than the said profit until the legal reserve equals the
Corporation’s paid-in capital. The accumulated distributable earnings be set aside or reversed as a
special reserve in accordance with the laws or regulations, and may be retained at the discretion of the
Corporation in accordance with its business needs, in addition to the payment of dividends, theremaining balance, if any, shall be distributed as dividends to shareholders by resolution of theshareholders' meeting. In accordance with the Articles as amended in May 2022, the board of directors
is authorized to resolve that all or part of the dividends and bonuses, capital surplus or legal reserve be
paid in cash after a resolution has been adopted by a majority vote at a meeting of the board of
directors attended by two-thirds or more of the total number of directors, and a report of such
distribution shall be submitted to the shareholders in their meeting.
The dividends policy of the Corporation considers the plans for the expansion of the scale of operations
and research and development plans, and the overall environment and the features of the industry inorder to pursue sustainable operations and long-term benefits for shareholders. The dividends toshareholders can be paid in cash or issued as shares, but cash dividends shall be not less than 10% of thetotal dividends.
Legal reserve may be used to offset a deficit. If the Corporation has no deficit and the legal reserve has
exceeded 25% of the Corporation’s paid-in capital, the excess may be transferred to capital or
distributed in cash.
The offsets of deficit for 2021 and 2020 had been approved in the shareholders’ meeting at May 27,
2022 and August 31, 2021, respectively.
On March 15, 2023, the Corporation’s board of directors proposed to reverse the special reserve of$14,857 thousand and offset the deficit by the legal reserve of $127,421 thousand and capital surplus of$100,727 thousand. Moreover, it resolved to distribute $93,776 thousand in cash from capital surplus at$1.5 per share at the same time. The aforementioned proposals will be resolved or reported in theshareholders’ meeting to be held in May 2023.
d. Other equity items
1) Exchange differences on translating the financial statements of foreign operations
For the Year Ended December 31
2022
2021
Balance at January 1
Recognized for the year
Exchange differences on translation of financial
statements of foreign operations
Share from associates accounted for using the equity
method$ (39,431)$ (26,464)

30,948(12,612)

(33)

(355)

Balance at December 31$ (8,516)$ (39,431)

1742) Unrealized gain on financial asset at FVTOCIFor the Year Ended December 31
2022
2021
Balance at January 1
Recognized for the year
Unrealized gains - equity instruments$

Balance at December 31

$

-

$

30,00030,000-$-e. Non-controlling interests
For the Year Ended December 31
2022
2021
Balance at January 1
Share in loss for the period
Other comprehensive income (loss) for the year
Exchange differences on translation of financial statements offoreign operations
Changes in percentage of ownership interest in subsidiaries
Additional non-controlling interest recognized on issue of
employee share options by subsidiaries$ 1,408(1,672)$ 2,758(1,367)(37)554(1,617)
1,630

-

4

Balance at December 31$

253$ 1,408

24. REVENUE
For the Year Ended December 31
2022
2021
Project contract revenue
Licensing revenue
Sales of tickets and merchandise
Service revenue
Rental revenue$ 655,326
39,91642,763
51,19814,563$ 729,153
6,154
35,425
15,2691,748$ 803,766$ 787,749

December 31,
2022

December 31,
2021

January 1,
2021

Notes receivable and accounts receivable

$

$

$

Contract assets
Project contract
Reserves of project contract
Less: Allowance for impairment loss

$ 1,321,371
81,511(99,657)$ 1,153,510
100,588(81,365)$ 1,106,733
84,557(71,862)$ 1,303,225$ 1,172,733$ 1,119,428(Continued)

Contract balances

175

270,332

216,053

226,083

December 31,
2022

December 31,
2021

January 1,
2021$

34,15834,065$42,956
22,816$

120,016
16,738$68,223$65,772$

136,754(Concluded)

Contract liabilities
Project contract
Others

The changes in the balance of contract assets and contract liabilities primarily result from the timing
difference between the Group’s satisfaction of performance obligations and the respective customer’s
payment.
The movements of the loss allowance of contract assets were as follows:
For the Year Ended December 31
2022
2021
Balance at January 1
Loss allowance recognized
Effect of exchange rate

$ 81,365
18,25933$ 71,862
9,503-

Balance at December 31$ 99,657$ 81,365

25. LOSS BEFORE INCOME TAX
a. Interest income
For the Year Ended December 31
2022
2021
Bank deposits
Others$ 8,227287$ 4,656681$ 8,514$ 5,337b. Other income
For the Year Ended December 31
2022
2021
Government grants (Note)
OthersNote:$ 16,043
2,979$ 42,358
8,756$ 19,022$ 51,114

The Group applied for and received government grant of $78 thousand and $18,452 thousandin 2022 and 2021 as relief packages of businesses affected by the pneumonia; other government
grants are mainly research and development grants.

176

c. Other gains and losses
For the Year Ended December 31
2022
2021
Net gain on financial assets at FVTPL
Net foreign exchange gain (loss)
Net gain (loss) on disposal of property, plant and equipment(Note14)Net loss on disposal of intangible assets
Others$7,537
78,527$74,931(703)(338)$ 159,954

23,991(20,229)(2,036)
1,268

$

2,994

d. Finance costs
For the Year Ended December 31
2022
2021
Interest on bank loan
Interest on lease liabilities
Interest on convertible bonds$ 10,423
4,937
8,357

$

$

$ 27,063

23,717

7,241
5,978
13,844e. Depreciation and amortization
For the Year Ended December 31
2022
2021
Property, plant and equipment
Right-of-use assets
Intangible assets$

An analysis of depreciation by function
Operating costs
Operating expenses

An analysis of amortization by function
Operating costs
Operating expenses

98,78446,261
31,336$73,174
44,17533,882$ 176,381$ 151,231$$

50,03895,00749,98667,363$ 145,045$ 117,349$

18,638
12,698$23,058
10,824$

31,336$33,882f. Employee benefits
For the Year Ended December 31
2022
2021
Short-term employee benefits$ 284,347$ 283,077(Continued)

177

For the Year Ended December 31
2022
2021
Post-employment benefits
Defined contribution plans
Defined benefit plans (Note 21)$

Share-based payments (Note 28)

An analysis by function
Operating costs
Operating expenses

11,497
11,497$

11,006(8,497)
2,509

-

4

$ 295,844$ 285,590$$

68,974
226,870$ 295,844

63,756
221,834$ 285,590(Concluded)

g. Compensation of employees and remuneration of directors
According to the Articles of Incorporation of the Corporation, the Corporation accrues compensation of
employees and remuneration of directors at rates of 5% to 15% and no higher than 2%, respectively, ofnet profit before income tax, compensation of employees, and remuneration of directors, but if the
Corporation still has accumulated deficit, it should first set aside an amount for offset of the deficit. The
board of directors resolved not to accrue compensation of employees and remuneration of directors for2020 to 2022 due to net loss before income tax.
If there is a change in the amounts after the annual consolidated financial statements are authorized for
issue, the differences are recorded as a change in the accounting estimate.
Information on the compensation of employees and remuneration of directors resolved by the
Corporation’s board of directors is available at the Market Observation Post System website of the
Taiwan Stock Exchange.

26. INCOME TAX
a. The major components of income tax benefit were as follows:
For the Year Ended December 31
2022
2021
Current tax
In respect of the current year
Adjustments for prior years
Land value incremental tax$

Deferred tax
In respect of the current year

178

6,867
27
271
7,165

$ 17,859(621)
17,238(28,725)(37,697)$ (21,560)$ (20,459)

A reconciliation of accounting loss and income tax benefit was as follows:
For the Year Ended December 31
2022
2021
Loss before income tax$ (83,958)$ (153,782)

Income tax benefit calculated at the statutory rate
Tax-exempt proceeds from land transactions
Permanent differences
Unrecognized temporary differences
Unrecognized loss carryforwards
Adjustments for prior years’ tax
Land value incremental tax
Withholding tax$ (15,958)(15,704)
(930)
701
8,048
27
271
1,985

$ (17,239)(819)(5,437)
3,657
(621)
-

$ (21,560)$ (20,459)

The corporate income tax rate in Taiwan is 20%. The applicable tax rate used by subsidiaries in China
is 25% and tax rates used by other entities in the Group operating in other jurisdictions are based on the
tax laws in those jurisdictions.
b. Income tax recognized in other comprehensive income
For the Year Ended December 31
2022
2021
Deferred tax expense (benefit)
In respect of the current period
Remeasurement of defined benefit plans$-$ (70)

c. Current tax assets and liabilities
December 31
2022
Current tax assets
Tax refund receivable$

Current tax liabilities
Income tax payable$ 2,490

d. Deferred tax assets and liabilities
The movements of deferred tax assets and liabilities were as follows:

179

891

2021

$

325

$ 6,442For the year ended December 31, 2022
Balance,
Beginning ofYear

Recognized in
Profit or Loss$$

Recognized in
Other
Comprehensive
IncomeExchange
Differences

Balance, End ofYear

Deferred tax assets
Temporary differences
Allowance for impairment loss
Difference on depreciation expense
Unrealized loss on foreign currency
exchange
Others22,920
1,178
8,572
4,889
37,55938,885

Loss carryforwards

2,104
(29)

$

-

(8,315)(437)(6,677)
20,726

$

-

-

$

6

25,024
1,149
257
4,452
30,882
59,617$76,444$

14,049

$

-

$

6

$

90,499$28,571
12,570$ (12,003)(2,673)

$

-

$

363
182

$

16,931
10,079$41,141$ (14,676)

$

-

$

545

$

27,010

Deferred tax liabilities
Temporary differences
Unrealized gross margin
OthersFor the year ended December 31, 2021
Balance,
Beginning ofYear

Recognized in
Profit or Loss$$

Recognized in
Other
Comprehensive
IncomeExchange
Differences

Balance, End ofYear

Deferred tax assets
Temporary differences
Defined benefit obligations
Allowance for impairment loss
Difference on depreciation expense
Unrealized loss on foreign currency
exchange
Others

1,858
13,986
1,207
4,852
4,205
26,10813,372

Loss carryforwards(1,928)
8,934
(29)

$

3,720
684
11,381
25,539

70
-

$

70
-

-

$

(26)

22,920
1,178
8,572
4,889
37,55938,885$39,480$36,920

$

70

$

(26)

$

76,444$41,355896$ (12,321)
11,544

$

-

$

(463)
130

$

28,571
12,570$42,251

$

$

-

$

(333)

$

41,141

Deferred tax liabilities
Temporary differences
Unrealized gross margin
Others(777)

e. The deferred tax assets have not been recognized in the consolidated balance sheets
December 31
2022
Loss carryforwards
Expiry in 2030
Expiry in 2031
Expiry in 2032

$

$

180

904
18,28640,23859,4282021$

905
18,286$ 19,191

f. Information about unused loss carryforwards
Loss carryforwards as of December 31, 2022 comprised:
Unused Amount
$

378
1,028
19,047
38,846
156,252
141,608$

357,159

Expiry Year
2024
2025
2029
2030
2031
2032

g. Taxable temporary differences associated with investments for which deferred tax liabilities have notbeen recognized
As of December 31, 2022 and 2021, the taxable temporary differences associated with investments in
subsidiaries for which no deferred tax liabilities have been recognized were $116,493 thousand and$158,253 thousand, respectively.
h. Income tax assessments
The income tax returns of the Corporation and the domestic subsidiaries through 2020 have beenassessed by the tax authorities.

27. LOSS PER SHARE
Due to the net loss incurred for the years ended December 31, 2022 and 2021, there was no dilutive effecton the computation of diluted loss per share. The loss and weighted average number of ordinary shares
outstanding used in the computation of loss per share were as follows:a. Net loss for the year
For the Year Ended December 31
2022
2021
Net loss attributable to owners of the Corporation$ (60,726)$ (131,956)

b. Weighted average number of shares outstanding (in thousands)
For the Year Ended December 31
2022
2021
Weighted average number of shares$ 61,133$ 57,113

28. SHARE-BASED PAYMENT ARRANGEMENTS
Qualified employees of Brogent Global were granted 500 units of share options in February 2017. Each
option entitles the holder with the right to subscribe for one thousand ordinary shares of Brogent Global.
The options granted are valid for 10 years and exercisable at certain percentages after the second
anniversary from the grant date.

181

Information about Brogent Global’s employee share options was as follows:
For the Year Ended December 31
2022
2021
WeightedWeightedaverage
average
Number of
Exercise
Number of
Exercise
Options
Price ($)
Options
Price ($)
Balance at January 1
Options forfeited
Balance at December 31
Options exercisable, end of the year

31
(3)
28
28

$

10
10
10
10

223
(192)
31
31

$

10
10
10
10

Compensation costs recognized by the Group were $4 thousand for the year ended December 31, 2021.

29. CAPITAL MANAGEMENTThe Group manages its capital to ensure that entities in the Group will be able to continue as going
concerns while maximizing the return to stakeholders through the optimization of the debt and equity
balance.
The capital structure of the Group consists of net debt and equity of the Group.
The Group is not subject to any externally imposed capital requirements.

30. FINANCIAL INSTRUMENTS
a. Fair value of financial instruments not measured at fair value
The Group’s management considers that the carrying amounts of financial instruments that are notmeasured at fair value approximate their fair values, except for convertible bonds.
The carrying amounts and fair values of the convertible bonds as of December 31, 2022 and 2021 wereas follows:
December 31

Book value
Fair value

2022

2021

$ 480,781$ 470,825$ 634,318$ 627,007

The fair value of bonds payable based on Level 3 fair value measurement was determined using thebinomial option pricing model where the significant and unobservable input was historical volatility.

182

b. Fair value of financial instruments that are measured at fair value on a recurring basis
1) Fair value hierarchy
December 31, 2022
Level 1

Level 2

Level 3

Total

Financial assets at FVTPL
Mutual funds
Unquoted shares
Derivative financial assets

Financial assets at FVTOCI
Investments in equity
instruments
Domestic listed shares$ 118,390
-

$

-

$

378,155429$ 118,390
378,155429$ 118,390$-$ 378,584$ 496,974$ 130,000$-$$ 130,000-

December 31, 2021
Level 1

Level 2

Level 3

Total

Financial assets at FVTPL
Mutual funds
Unquoted shares
Derivative financial assets$ 285,630
-

$

-

$

291,657
1,983$ 285,630
291,657
1,983$ 285,630$-$ 293,640$ 579,270

There were no transfers between Level 1 and Level 2 for the years ended December 31, 2022 and
2021.
2) Reconciliation of Level 3 fair value measurements of financial assets at FVTPL
For the Year Ended December 31, 2022
EquityInstruments

Total

1,983
-

$ 291,657
61,288$ 293,640
61,288(159)(1,395)

7,929

(159)
6,534

-

17,281

17,281429$ 378,155$ 378,584

Derivatives
Balance at January 1
Additions
Convertible bonds converted into ordinary
share
Recognized in profit or loss
Effect of foreign currency exchange
differences$

Balance at December 31$

183

For the Year Ended December 31, 2021

Derivatives

EquityInstruments

Total

Balance at January 1
Convertible bonds converted into ordinary
share
Recognized in profit or loss

$

1,860

$ 281,474$ 283,334(2,622)
2,745

10,183(2,622)
12,928

Balance at December 31

$

1,983

$ 291,657$ 293,640

3) Valuation techniques and inputs applied for Level 3 fair value measurementa) Equity Instrument Investments
The fair values of unquoted shares were determined using the income approach. In thisapproach, the discounted cash flow method was used to capture the present value of the
expected future economic benefits to be derived from the ownership of these investees.
b) Redemption Options and Put Options of Convertible Bonds
The fair values of redemption options and put options of convertible bonds were determinedusing the binomial option pricing model where the significant and unobservable input was
historical volatility.
c. Categories of financial instruments
December 31
2022

2021

$ 1,213,290
496,974
130,000$ 1,064,204
579,270-

1,325,886

1,288,429

Financial assets
Financial assets at amortized cost (1)Financial assets at FVTPL
Financial assets at FVTOCI
Financial liabilities
Amortized cost (2)1) The balances comprise cash and cash equivalents, financial assets at amortized cost, accounts
receivable and refundable deposits, etc.
2) The balances comprise short-term borrowings, notes and accounts payable, other payables,
long-term borrowings (including current portion) and bonds payable (including current portion), etc.
d. Financial risk management objectives and policies
The Group’s corporate treasury function provides services to the business, monitors and manages thefinancial risks relating to the operations of the Group through analyzing the degree of exposures. The
corporate treasury function reports regularly to the Group’s management. The risks include market risk,
credit risk and liquidity risk.

1841) Market risk
The Group’s activities exposed it primarily to the financial risks as follows:a) Foreign currency risk
The carrying amounts of the Group’s foreign currency denominated monetary assets andmonetary liabilities (including those eliminated on consolidation) at the end of the reporting
period are set out in Note 34.
Sensitivity analysis
The Group was mainly exposed to the USD and RMB.
The sensitivity analysis included only monetary items. A positive number below indicates anincrease in pre-tax profit associated with the functional currency weakening 1% against therelevant currency.
Impact on Profit Before
Income Tax
For the Year Ended December 31
2022
2021
USD
RMB

$ 3,599
6,456$ 4,7903,865b) Interest rate risk
The Group was exposed to interest rate risk because the Group borrowed funds at both fixedand floating interest rates. The risk is managed by the Group by maintaining an appropriate mixof fixed and floating rate borrowings. The carrying amounts of the Group’s financial assets andfinancial liabilities with exposure to interest rates at the end of the reporting period were as
follows:
December 31
2022
Fair value interest rate risk
Financial assets
Financial liabilities$

Cash flow interest rate risk
Financial assets
Financial liabilities

519,166
1,095,109

402,964
346,6472021$

456,881
1,024,077

375,351
430,523

Sensitivity analysis
The sensitivity analysis below was determined based on the Group’s exposure to interest rates
for non-derivative instruments at the end of the reporting period. For floating rate assets andliabilities, the analysis was prepared assuming the amount of each asset and liability outstandingat the end of the reporting period was outstanding for the whole year.
If interest rates had been 1% higher/lower and all other variables were held constant, theGroup’s pre-tax profit for the years ended December 31, 2022 and 2021 would haveincreased/decreased by $563 thousand and decreased/increased by $552 thousand, respectively,
which was mainly attributable to the Group’s variable-rate bank deposits and borrowings.
185c) Other price risk
The Group was exposed to equity price risk through its investments in equity securities. The
Group manages this exposure by maintaining a portfolio of investments with different risks.
Sensitivity analysis
The sensitivity analysis below was determined based on the exposure to equity price risks at theend of the reporting period.
If equity prices had been 1% higher/lower, the pre-tax other comprehensive income for theyears ended December 31, 2022 and 2021 would have increased/decreased by $4,965 thousand
and $5,773 thousand, respectively, as a result of the changes in the fair value of financial assets
at FVTPL; other comprehensive income (loss) for the year ended December 31, 2022 would
have increased/decreased by $1,300 thousand, as a result of the changes in the fair value offinancial assets at FVTOCI.
2) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting
in a financial loss to the Group. At the end of the reporting period, the Group’s maximum exposure
to credit risk could be equal to the carrying amount of the respective recognized financial assets asstated in the consolidated balance sheets.
Refer to Note 10 for the financial risk management policies adopted by the Group.
The Group’s credit risk was mainly concentrated in the following groups accounted for 57% and
81% of net accounts receivable as of December 31, 2022 and 2021, respectively.
December 31
2022Group AGroup B
Group CGroup D$38,47910,734
43,14762,533$ 154,903

2021$

37,73061,63451,92024,503$ 175,787

3) Liquidity risk
The Corporation manages liquidity risk by monitoring and maintaining a level of cash and cash
equivalents deemed adequate to finance the Group’s operations and mitigate the effects offluctuations in cash flows. In addition, the management monitors the utilization of bank borrowingsand ensures compliance with loan covenants.
The following table details the Group’s remaining contractual maturities for its non-derivative
financial liabilities with agreed upon repayment periods. The table has been drawn up based on theundiscounted cash flows of financial liabilities from the earliest date on which the Group can berequired to pay. The table includes both interest and principal cash flows. Specifically, bank loans
with a repayment on demand clause were included in the earliest time band regardless of theprobability of the banks choosing to exercise their rights. The maturity dates for othernon-derivative financial liabilities were based on the agreed upon repayment dates.

186

To the extent that interest flows are at floating rates, the undiscounted amount was derived from theinterest rate at the end of the year.
Within1 Year

2-3 Years

4-5 Years

More than
5 Years

Total

December 31, 2022
Non-interest bearing liabilities
Lease liabilities
Variable interest rate liabilities
Fixed interest rate liabilities$

205,71169,427
84,163
517,465$

101,810
167,578
267,982$

84,575
43,529-$84,886
68,893-$

205,711
340,698
364,163785,447$876,766$

537,370$

128,104$

153,779$ 1,696,019$

167,638
62,163207,990383,257$

85,166
108,418
335,667$

84,85145,532-$125,070
85,345-$$821,048$529,251$

130,383$

210,415$ 1,691,097

December 31, 2021
Non-interest bearing liabilities
Lease liabilities
Variable interest rate liabilities
Fixed interest rate liabilities

167,638
357,250447,285
718,924

31. TRANSACTIONS WITH RELATED PARTIES
Details of transactions between the Group and its related parties were as follows:a. Related party name and category
Related Party Name

Related Party Category

Brogent Japan Entertainment
Chih-Hung Ouyang
Pei-Chi Ho
Shen-Hao Cheng

Associates
Key Management (Chairman of the board)
Key Management
Key Management (Director of the board)b. Operating Revenue

Line Item

Related Party Types

For the Year Ended December 31
2022
2021

Rental revenue

Associates$ 14,182$

916

Service revenue

Associates

$

155

$

-

Licensing revenue

Associates

$

-

$

55

c. Operating costs

Line Item
Operating costs

Related Party Types
Associates

187

For the Year Ended December 31
2022
2021
$ 318

$

-

d. Lease arrangements
In January 2022, under an operating lease agreement, the Group leased a building in the Xinxing
District, Kaohsiung City, from Shen-Hao Cheng, the key management of the Group, for the use of
equipment display. The lease term is 1 year and may be renewed upon expiration by mutual consent.
Rental expenses in 2022 was $476 thousand recognized under operating expenses.
e. Chih-Hung Ouyang and Pei- Chi Ho, the key management members of the Group, provided theguarantees for some borrowings of the Group.
f. Compensation of key management personnel
The amounts of the remuneration of directors and other members of key management personnel were as
follows:
For the Year Ended December 31
2022
2021
Short-term employee benefits
Post-employment benefits

$

8,860
135

$ 10,566
216

$

8,995

$ 10,782

32. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY
The following assets were provided as collateral for construction guarantee and warranty, leasedevelopment, government grants, guarantee for notes performance and borrowings:
December 31
2022
Financial assets at amortized cost - current
Demand deposits and time deposits
Financial assets at amortized cost - noncurrent
Time deposits
Property, plant and equipment
Buildings$ 128,876

2021$

64,824

24,21023,301

411,773436,769$ 564,859$ 524,894

33. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS
a. As of December 31, 2022, the Group’s outstanding notes payable for performance and warranty undervarious construction projects were $15,468 thousand; letters of guarantee for warranty under various
construction projects were $95,558 thousand.
b. As of December 31, 2022, the outstanding notes payable for research and development were $19,200
thousand; letters of guarantee for warranty under various construction projects were $7,600 thousand.

18834. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIESThe Group’s significant financial assets and liabilities denominated in foreign currencies aggregated by theforeign currencies other than functional currencies and the related exchange rates between foreign
currencies and respective functional currencies were as follows:
Foreign
Currency(In Thousands)

Exchange Rate ($)

NTD(In Thousands)

December 31, 2022
Financial assets
Monetary items
USD
RMB
RMB

$

11,982
124,813
21,619

30.70
4.41
0.14

(USD:NTD)(RMB:NTD)(RMB:USD)$ 367,848
550,299
95,317

45
215

30.70
6.96

(USD:NTD)(USD:RMB)

1,377
6,593

Financial assets
Monetary items
USD
RMB
RMB

17,422
85,884
3,058

27.67
4.35
0.16

(USD:NTD)(RMB:NTD)(RMB:USD)

482,064
373,166
13,287

Financial liabilities
Monetary items
USD
USD

63
49

27.67
6.37

(USD:NTD)(USD:RMB)

1,730
1,361

Financial liabilities
Monetary items
USD
USD
December 31, 2021

For the years ended December 31, 2022 and 2021, realized and unrealized net foreign exchange were gainsof $78,527 thousand and losses of $20,229 thousand, respectively. It is impractical to disclose net foreignexchange gains and losses by each significant foreign currency due to the variety of the foreign currencytransactions and functional currencies of the entities in the Group.

35. ADDITIONAL DISCLOSURES
a. Information about significant transactions:1) Financing provided to others: Table 1
2) Endorsements/guarantees provided: Table 23) Marketable securities held (excluding investments in subsidiaries, associates and joint ventures):
Table 34) Marketable securities acquired or disposed of at costs or prices of at least NT$300 million or 20%of the paid-in capital: None

1895) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in
capital: None
6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital:
Table 47) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of thepaid-in capital: None
8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in
capital: Table 59) Trading in derivative instruments: Note 710) Intercompany relationships and significant intercompany transactions: Table 6

b. Information on investees: Table 7
c. Information on investments in mainland China
1) Information on any investee company in mainland China, showing the name, principal businessactivities, paid-in capital, method of investment, inward and outward remittance of funds,
ownership percentage, net income of investees, investment income or loss, carrying amount of theinvestment at the end of the period, repatriations of investment income, and limit on the amount ofinvestment in the mainland China area: Table 82) 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 orlosses:a) The amount and percentage of purchases and the balance and percentage of the related payablesat the end of the period: Noneb) The amount and percentage of sales and the balance and percentage of the related receivables atthe end of the period.

Investee Company
The Corporation
Brogent Global

Counterparty
Brogent Rides
Hai Wei Culture Creative

Project contract Revenue
Proportionof theAccount
Amount(%)

Accounts Receivable
Proportionof theAccount
Amount(%)$$ 111,197
160,070

41,523
2,397

6
146

34
97

c) The amount of property transactions and the amount of the resultant gains or losses: Noned) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at theend of the period and the purposes: Table 2e) The highest balance, the end of period balance, the interest rate range, and total current periodinterest with respect to financing of funds: Nonef) Other transactions that have a material effect on the profit or loss for the year or on the financial
position, such as the rendering or receipt of services: None190

d. Information of major shareholders: List all shareholders with ownership of 5% or greater showing thename of the shareholder, the number of shares owned, and percentage of ownership of eachshareholder: Table 9

36. SEGMENT INFORMATIONThe chief operating decision maker of the Group reviews the overall operating results in order to makedecisions about resource allocation and assessment of the overall performance. The Group has a single
operation segment. Therefore, the measurement basis for sales, operating results, and assets of thereportable segments in 2022 and 2021 is the same as the corporate financial statements. Refer to the balance
sheets and the statements of comprehensive income for 2022 and 2021.
a. Revenue from major products and services: Note 24
b. Geographical information
The Group’s revenue from continuing operations from external customers by location of customers andinformation about its noncurrent assets by location of assets are detailed below.
Revenue from External
Customers
For the Year Ended December 31
2022
2021
TaiwanAsia
EuropeAmericas
OthersNoncurrent Assets
December 31
2022
2021

$

53,378299,665
19,011
396,00535,707$

27,785
609,496
5,546
137,601
7,321$ 1,161,567
89,93853,825960-$ 1,353,516
97,70067,2801,034-$

803,766$

787,749$ 1,306,290$ 1,519,530

Noncurrent assets exclude financial instruments, investment accounted for using equity method anddeferred tax assets.
c. Information about major customers
For the Year Ended December 31
2022
2021
Proportion
Proportionof Netof NetOperatingOperating
Revenue
RevenueAmount(%)
Amount(%)
Group AGroup B
Group C$ 233,417
124,749
82,519

29
16
10

$

63,495490,643
47,968862
6$ 440,685

55$

602,106

76

191

TABLE 1

Brogent Technologies Inc. and Subsidiaries
FINANCING PROVIDED TO OTHERSFOR THE YEAR ENDED DECEMBER 31, 2022
(In Thousands of New Taiwan Dollars)No.

FinancingCompany0

The Corporation

0

The Corporation

Counterparty

Financial
Statement AccountBrogent Global

Other receivables related parties
Brogent Hong Kong Other receivables related parties

Related
Party

Yes
Yes

Maximum Balance
for the Year$

150,000
150,000

Ending Balance

Actual Amount
Drawn(Note 2)$$150,000
150,000

Interest
Rate (%)

Nature ofFinancing--

Short-term financing

61,400

3.5

Short-term financing

Transaction
Amount$Reason for
Financing-Operating Capital-

Operating Capital

Allowance for
Impairment
Loss$

Note 1: The financing limit for each borrowing company and the total financing limit shall not exceed 10% and 40% respectively of the latest equity of the Corporation.
Note 2: The exchange rate was USD$1=$30.70.
192

Financing Limit
for Each
Borrowing
Company (Note 1)

Collateral
Item

-

-

-

-

Value
$

-

$

319,412319,412FinancingCompany’s Total
Financing Limit(Note 1)$

1,277,648
1,277,648

NoteTABLE 2

Brogent Technologies Inc. and Subsidiaries
ENDORSEMENTS/GUARANTEES PROVIDEDFOR THE YEAR ENDED DECEMBER 31, 2022
(In Thousands of New Taiwan Dollars)Endorsee/Guarantee

No.

0
0

Endorser/Guarantor

The Corporation
The Corporation

Name

Brogent Creative
Brogent Global

Relationship

Subsidiary
Subsidiary

Limit of AmountMaximum
Provided to Each
Balance for the
Guaranteed
Year
Party (Note 1)$

958,236
958,236$

44,09050,000

Ratio ofAccumulated
Amount ofMaximum
Endorsement/
Endorsement/
Endorsement/Gu
Guarantee
Ending Balance Amount Actually
Guarantee to Net
Guarantee
arantee Amount
Provided by(Note 2)
Drawn (Note 2)
Equity in Latest
Collateralized by
Allowable
Parent Company
Financial
Properties(Note 1)
Statements(%)$

44,09050,000$

3,983
40,000

$

4,409
-

1.38
1.57

$ 1,597,060
1,597,060

Note 1: The limit on endorsement/guarantee given for each party and the total financing limit shall not exceed 30% and 50% respectively of the latest equity of the Corporation.
Note 2: The exchange rate was RMB$1=$4.41.
193

Y
Y

Guarantee
Provided by
Subsidiary

Guarantee
Provided to
Subsidiary in
Mainland China

N
N

Y
N

Note

TABLE 3

Brogent Technologies Inc. and Subsidiaries
MARKETABLE SECURITIES HELDDECEMBER 31, 2022
(In Thousands of New Taiwan Dollars)

Holding Company

The Corporation

Type and Name of Marketable Securities

Mutual funds
Cathay Senior Secured High Yield Bond
Fund A USD
Nomura Multi Income Multi-ASSET
Fund (USD)
Franklin Income Fund（USD）
Franklin Templeton SinoAm Preferred
Securities Income Fund（USD）
FTGF Western Asset Short Duration
Blue Chip Bond Fund（USD）

Relationship with theHolding Company

Financial Statement Account-Financial assets at FVTPL - current

2,829,655-

Financial assets at FVTPL - current-

Number of Shares

December 31, 2022
Percentage
ofCarrying Value
Ownership(%)$

28,867-

83,81726,750-26,750Financial assets at FVTPL - current
Financial assets at FVTPL - current

20,61023,278

7,896
7,289

-

7,896
7,289

Financial assets at FVTPL - current

4,180

15,471-

15,471$Brogent Global

Holey Holdings Limited

Brogent Hong Kong

Fair Value

Common Stock
Ruentex Industries Ltd.

-

Financial assets at FVTOCI - current

2,000,000

Equity Investment
Jump Media International Co., LTD.
This is Holland B.V.

-

Financial assets at FVTPL - current
Financial assets at FVTPL noncurrent

264,001100

86,273$$

28,867

86,273$ 130,000

0.18$ 130,000

$

9,495

0.93
10

$

9,495

$

9,495

$

9,495

$

32,740-$32,74019.09

Preferred Stock
This is Holland B.V.

-

Financial assets at amortized cost noncurrent

Equity Investment
Discover NY Project Company, LLC-

Financial assets at FVTPL noncurrent

2,310$ 106,654

Preferred Stock
Discover NY Project Company, LLC-

Financial assets at FVTPL noncurrent

1,223

$

93,574-$

93,574Equity Investment
Discover NY Project Company, LLC-

Financial assets at FVTPL noncurrent

500$

23,085

4.13$

23,085200

Note$ 106,654(Continued)

194Holding Company

Brogent Rides

Type and Name of Marketable Securities

Mutual funds
ICBC tian li bau-Net Asset Value Fund
Equity Investment
Fly Over The World Cultural
Development Co. Ltd

Brogent Creative

Mutual funds
ICBC tian li bau-Net Asset Value Fund
ICBC tian li bau-Net Asset Value Fund

December 31, 2022
Percentage
ofCarrying Value
Ownership(%)

Relationship with theHolding Company

Financial Statement Account-Financial assets at FVTPL - current

1,000,000

$

6,852

-

-

Financial assets at FVTPL noncurrent

20,000,000$ 145,347

3.45-

Financial assets at FVTPL - current
Financial assets at FVTPL - current

500,000
5,000,000$

2,507
22,758$25,265

Number of Shares-

Fair Value

$

Note

6,852

$ 145,347$

2,507
22,758$25,265(Concluded)

195

TABLE 4

Brogent Technologies Inc. and Subsidiaries
DISPOSAL OF INDIVIDUAL REAL ESTATE AT PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITALFOR THE YEAR ENDED DECEMBER 31, 2022
(In Thousands of New Taiwan Dollars)

Seller
The Corporation

Property
Land and buildings

Event Date
May 11, 2022
(Board of
Directors’
Resolution
Date)

Original
Acquisition
Date
September 30,
2020

Carrying
AmountTransaction
Amount$ 170,447$ 268,000(tax included)Collection
Received in full

196

Gain (Loss) on
Disposal$

83,606Counterparty

Relationship

Reychen SteelCo., Ltd.

No

Purpose of
DisposalPrice Reference

Other Terms

To revitalize
Appraisal report It was leased
assets andback foreffectively
short-term
utilize capital.
operation for 3
years and 6
months.

TABLE 5

Brogent Technologies Inc. and Subsidiaries
RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITALFOR THE YEAR ENDED DECEMBER 31, 2022
(In Thousands of New Taiwan Dollars)

Overdue
Company Name

The Corporation
Brogent Global

Related Party

Brogent Rides
Hai Wei Culture Creative

Relationship

Subsidiaries
Subsidiaries

Ending Balance(Note 1)$

197

111,197
160,070

TurnoverRate-

Amount$Actions Taken--

AmountReceived in
Subsequent
PeriodAllowance for
Impairment
Loss

$

$

-

-

TABLE 6

Brogent Technologies Inc. and Subsidiaries
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONSFOR THE YEAR ENDED DECEMBER 31, 2022
(In Thousands of New Taiwan Dollars)

Transaction Details
No.

Investee Company

Counterparty

Relationship

Financial Statement
Account

Amount000

The Corporation
The Corporation
The Corporation

Brogent Rides
Brogent Rides
Brogent Rides

Parent to subsidiary
Parent to subsidiary
Parent to subsidiary

Accounts receivable
Project contract revenue
Service revenue

0
0
0
0

The Corporation
The Corporation
The Corporation
The Corporation

Brogent Global
Brogent Global
Brogent Global
Brogent Hong Kong

Parent to subsidiary
Parent to subsidiary
Parent to subsidiary
Parent to subsidiary

Accounts receivable
Other receivable
Rental revenue
Other receivable

1,807
20,59910,02561,5820
0
0
1
1

The Corporation
The Corporation
The Corporation
Brogent Global
Brogent Global

Brogent Hong Kong
hexaRide
hexaRide
The Corporation
The Corporation

Parent to subsidiary
Parent to subsidiary
Parent to subsidiary
Subsidiary to parent
Subsidiary to parent

Others interest income
Rental revenue
Licensing revenue
Accounts receivable
Service revenue

1,210
1,906
11
2,972
4,560

1

Brogent Global

The Corporation

Subsidiary to parent

8,647

1

Brogent Global

The Corporation

Subsidiary to parent

1

Brogent Global

Hai Wei Culture Creative

Subsidiary to subsidiary

Sales of tickets andmerchandise
Disposal of property, plantand equipment
Project contract revenue

1
2
2
3

Brogent Global
Brogent Rides
Brogent Rides
StarLite

Hai Wei Culture Creative
Hai Wei Culture Creative
Hai Wei Culture Creative
The Corporation

Subsidiary to subsidiary
Subsidiary to subsidiary
Subsidiary to subsidiary
Subsidiary to parent

Accounts receivable
Project contract revenue
Accounts receivable
Service revenue

160,070
39,46942,676
7,056

198

$

111,197
41,523
494

5,670
2,397

Payment Terms

90 days after monthly closing
According to the contract
No similar transactions withunrelated party
90 days after monthly closing
90 days after monthly closing
According to the contract
Financing provided, According to
the contract
According to the contract
According to the contract
According to the contract
According to the contract
No similar transactions withunrelated party
No similar transactions withunrelated party
According to the contract
No similar transactions withunrelated party
According to the contract
According to the contract
According to the contract
No similar transactions withunrelated party% of Total
Operating
Revenues(Assets)
2.00
5.00
1.00
1.00
1.00
1.00
3.00
5.00
1.00
1.00

TABLE 7

Brogent Technologies Inc. and Subsidiaries
INFORMATION ON INVESTEESFOR THE YEAR ENDED DECEMBER 31, 2022
(In Thousands of New Taiwan Dollars)

Investor Company

Investee Company

The Corporation

Brogent Hong Kong

The Corporation

Brogent Global

The Corporation

Dili Jie

Brogent Hong Kong

Brogent Japan Entertainment

Brogent Hong Kong

hexaRide the first LLPBrogent Hong Kong

Ou Wei Limited

Brogent Hong Kong

StarLite

Dili Jie

JetwayJetwayGarleyJetwayHoley Holdings Limited

Brogent Global

JetmayLocation

Main Businesses andProducts

Hong Kong Reinvestment and tradingbusiness
TaiwanDevelopment and managementbusiness of self-operated
outlets, site planning andfilm production
British Virgin Reinvestment and trading
Islands
businessJapan
Management businessdevelopment and sales ofthe peripheral products ofsimulator rides in JapanJapan
Development and managementbusiness of self-operated
outlets
Hong Kong Content production licensing
business
CanadaDesign and managementbusiness
CaymanReinvestment and trading
Islands
business
British Virgin Reinvestment and trading
Islands
business
British Virgin Reinvestment and trading
Islands
business
British Virgin Reinvestment and trading
Islands
business

Original Investment Amount
December 31, 2022 December 31, 2021

As of December 31, 2022
Net Income (Loss)
Number ofof the Investee(%)
Carrying AmountsharesShare of Profit(Loss)

Note$ 306,287$ 270,727-

100.00$ 242,957$ (31,077 )$ (31,077 )Subsidiary

300,000

300,000

36,214,332

100.00289,922(63,331 )(60,022 )Subsidiary296,593

267,955-

100.00410,375

23,00323,003

Subsidiary

10,161

10,161

-

35.90

1,657

(956 )(382 )

Associates

81,55270,362

-

93.98

3,948

(26,236 )(24,564 )Subsidiary-

35,403

-

-

-

-

-

Subsidiary

37,505

13,135-100.0015,070(10,861 )(10,861 )Subsidiary298,658

270,020-100.00410,355

22,99422,994

Subsidiary131,258

131,258-

100.00208,149(2,887 )(2,887 )Subsidiary

168,391

139,753-

100.00201,702

26,103

26,103

Subsidiary

99,27699,276-100.00155,484(31,099 )(31,037 )Subsidiary

Note 1: The share of profit (loss) recognized for the year ended December 31, 2022 included eliminated unrealized gains or losses.
Note 2: The share of profit (loss) of subsidiaries are eliminated on consolidation.
Note 3: Please refer to Table 8 for the information on investments in mainland China.
199

TABLE 8

Brogent Technologies Inc. and Subsidiaries
INFORMATION ON INVESTMENTS IN MAINLAND CHINAFOR THE YEAR ENDED DECEMBER 31, 2022
(In Thousands of New Taiwan Dollars)

Main Businesses and Products

Paid-in Capital(Note 1)Brogent Rides

Import and export business$Brogent Creative

Development and managementbusiness of self-operated outlets

57,317

Hai Wei Culture Creative

Whole planning business

88,180Beijing Huawei Global Cultural
Development Co., Ltd.

Development and managementbusiness of self-operated outlets

13,227

Investee Company

Investee Company
The Corporation

218,085

Method ofInvestment

Reinvested throughthe third region
Brogent Hong
Kong and Garley
Reinvested throughthe third region
Brogent Rides
Reinvested throughthe third region
JetmayReinvested throughthe third region
Brogent Rides

Accumulated Outward Remittancefor Investments in Mainland China
as of December 31, 2022$
311,166$

222,712

Accumulated
Outward%Accumulated
Remittance
Ownership
Carrying AmountRepatriation of
Net Income (Loss)
Investment
for Investment fromof Direct oras of December 31, Investment Incomeof the Investee
Gain (Loss) (Note)
Taiwan as ofIndirect2022
as of December 31,
December 31,
Investment
2022
2022

Remittance of Funds

Accumulated
Outward
Remittance forInvestment from
Taiwan as ofJanuary 1, 2022

Outward$

Inward-$-$222,712$(4,900 )100.00$(4,900 )11,433100.0011,433$356,956

$

Note

-

Note 286,447-Note 2----88,454--88,454(31,098 )100.00(31,098 )

155,859-

Note 2----(246 )

35.00

(86 )

98

-

Note 3

Investment Amount Authorized
by the Investment Commission,
MOEA$
311,166

Upper Limit on the Amount of
Investments Stipulated by theInvestment Commission, MOEA
$ 1,916,472

Note 1: The exchange rate was RMB$1=$4.41.
Note 2: The investment gain (loss) was recognized based on the financial statements audited by the Corporation’s CPA.
Note 3: The investment gain (loss) was recognized based on the financial statements not audited.

200

TABLE 9

Brogent Technologies Inc. and Subsidiaries
INFORMATION OF MAJOR SHAREHOLDERSDECEMBER 31, 2022

SharesNumber of Shares
Percentage of
Owned
Ownership (%)

Name of the Shareholder

Chih-Hung Ouyang
Ruentex Industries Ltd.

3,807,191
3,230,310

6.11
5.18

Note 1: The information of major shareholders presented in this table is provided by the Taiwan Depository &Clearing Corporation based on the number of ordinary shares and preferred shares held byshareholders with ownership of 5% or greater, including shares that have been issued without physicalregistration by the Corporation as of the last business day for the current quarter. The share capital in
the consolidated financial statements may differ from the actual number of shares that have been
issued without physical registration because of different preparation basis.
Note 2: If a shareholder delivers the shareholdings to the trust, the above information will be disclosed by theindividual truster who opened the trust account. For shareholders who declare insider shareholdings
with ownership greater than 10% in accordance with the Security and Exchange Act, theshareholdings include shares held by shareholders and those delivered to the trust over whichshareholders have rights to determine the use of trust property. For information relating to insider
shareholding declaration, please refer to Market Observation Post System.

201

Brogent Technologies Inc.
Chairman, Chih-Hung Ouyang202