Stock code:5263

Brogent Technologies Inc.
2024 Annual Shareholders’ Meeting Minutes
Time: 9:00AM, Monday, May 27, 2024
Venue: No. 9, Fuxing 4th Road, Qianzhen District, Kaohsiung City
(Assembly Hall, Building A, Brogent Technologies)
Total Outstanding Brogent shares: 64,864,137 shares
Total shares represented by shareholders present in person or by proxy: 35,376,866 shares(among them 17,130,190 shares voted via electronic transmission), percentage of shares
held by shareholders present in person or by proxy: 54.53%
Chairman: Chih-Hung Ouyang, the Chairman of the Board of Directors
Presenters: Chih-Hung Ouyang (C.E.O.),
Chin-Huo Huang (Director),
Shen-Hao Cheng (Director),
Lewis Lee (Independent Director & Audit Committee Convener),
Chih-Poung Liou (Independent Director),
Jih-Ching Chiu (Independent Director),
Keng-Shin Lin (Independent Director),
Chiu-Yen Wu (CPA of Deloitte & Touche. Taiwan),
Kuo-Ming Huang (Lawyer of Formosan Brothers),
Sui-Chuan Lin (C.F.O.)
Minutes Recorder: Shu-Ching Lin
The aggregate shareholding of the shareholders present in person or by proxy constituted aquorum. The Chairman called the meeting to order.

1

A. Chairman's Address (omitted)
B. Reports
I: The 2023 Business Report is hereby submitted for review.
Explanation: Please refer to Attachment 1 for the Business Report.
II: The 2023 Audit Committee Audit Report is hereby submitted for review.
Explanation: Please refer to Attachment 2 for the Audit Committee Audit Report.
III: To report the status of 2023 cash distribution of additional paid-in capital.
Explanation: 1. It is proposed to distribute NT$32,417,823 from capital surplus of
the issuing premium of the par value of the common share
pursuant to Article 241 of the Company Act. A cash dividend of
NT$0.5 per share is to be distributed based on the 64,835,647
shares outstanding.
2. The cash distribution of additional paid-in capital will be paid tothe rounded-down full NT dollar.
3. If there is a subsequent change in the number of outstanding
shares of the Company, while maintaining the amount ofallotment per share to shareholders, the Broad of Directors
authorized the Chairman to have full authority to adjust the total
amount of capital reserve distribution, determine the DividendRecord Date and Distribution Date, and other related matters.
IV: To report the issuance status of convertible corporate bonds.
Explanation: The status of issuing convertible corporate bonds is as follows:

Type
Issue date
Par value
Issue date
Total value
Interest rate
Expiration rate

Third domestic
secured convertible
bonds
2020.10.12
NT$100,000
Issued by 101.64% of
par value
NT$700,000,000
0%5 yearExpiration date:
Oct. 12,2025

Fourth domestic
secured convertible
bonds
2020.10.15
NT$100,000
Issued by par value
NT$500,000,000
0%4 yearExpiration date:
Oct. 15,2024
2

Fifth domestic
secured convertiblebonds2024.3.4
NT$100,000
Issued by 114.83% of
par value
NT$800,000,000
0%3 yearExpiration date:Mar. 4,2027

Assurance institution

Repayment

Outstanding principal
Till March 29, 2024
book closing dateamount of thecorporate bonds
convertible intosharesThe possible dilution
conditions andinfluence onshareholders' equity
caused by theissuance andconversion and theterms of issuance

Shin Kong Bank Co.,Ltd.

Shin Kong Bank Co.,Ltd.

Except for the
repayment by thecompany, sell of thebond holders or
person who convert,
when it comes to
expiration, thecompany will repay
per par value alongwith interest by cash.
NT$78,900,000
Amount of execution
on conversion bonds:
NT$621,100,000;
total (converted)common shares:
5,917,136

Except for the
repayment by thecompany, sell of thebond holders or
person who convert,
when it comes to
expiration, thecompany will repay
per par value alongwith interest by cash.
NT$159,400,000
Amount of execution
on conversion bonds:
NT$340,600,000;
total (converted)common shares:
3,199,591

No great influencesyet

No great influences
yet

TAICHUNG
COMMERCIALBANK Co., Ltd.
Except for the
repayment by thecompany, sell of thebond holders or
person who convert,
when it comes to
expiration, thecompany will repay
per par value alongwith interest by cash.
NT$800,000,000
Amount of execution
on conversion bonds:
NT$0; total(converted) commonshares: 0

No great influencesyet

V. To report the execution status of the business plan for improvement.
Explanation: 1. According to the Financial Supervisory Commission's letter No.
1120365441 dated January 16, 2024, the Company has applied
for the execution status of the fifth domestic secured convertible
corporate bonds issuance and sound operation plans. The
implementation status should be reported to the board of
directors for control on a quarterly basis, and a report to theshareholders' meeting should be submitted.
2. Please refer to Attachment 3 for the Sound Operation Plans.

C. Ratifications
Item 1: The 2023 Business Report and Financial Statements are hereby submitted for
ratification. (Proposed by the Board of Directors)
Explanation: 1. The Company's 2023 Financial Report has been audited by CPAs
Chiu-Yen Wu and Li-Yuan Kuo of Deloitte & Touche. The Financial
Report and Business Report have been forwarded to the Audit

3

Committee for review, and the written Audit Report is submitted forapproval.
2. The Company's 2023 Business Report (please refer to Attachment 1)
and CPA Audit Report and Financial Statements (please refer toAttachment 4).
3. The reports are hereby submitted for ratification.
Resolution: The balloting outcome including votes exercised through electronic voting:
33,918,556 pro votes, accounting for 99.52% of the aggregate total votes;
12,285 disapproval votes, 0 invalid vote, abstention/ Non-voting votes:
149,619 votes. The present issue is duly resolved exactly as proposed.
Item 2: The 2023 Deficit Compensation Proposal is hereby submitted for ratification.
(Proposed by the Board of Directors)
Explanation: 1. The Company's 2023 Deficit Compensation Statement is as follows:

BROGENT TECHNOLOGIES INC.
Deficit Compensation Statement
2023

UNIT：NT$
AmountItem

Subtotal

Total

Deficit un-compensated at the beginning of 2022
ADD(LESS)：
Proceeds from sale of investments in equity instruments
at FVTOCINet loss in 2023

012,101,593(179,764,016)

Accumulated deficit(167,662,423)

Deficit un-compensated at the end of 2023

(167,662,423)

Capital surplus

167,662,423

End of 2023

Chairman:

0

General Manager:

Accounting Manager:

2. The reports are hereby submitted for ratification.
Resolution: The balloting outcome including votes exercised through electronic voting:4

33,874,373 pro votes, accounting for 99.39% of the aggregate total votes:
14,800 disapproval votes, 0 invalid vote, abstention/ Non-voting votes:
191,287 votes. The present issue is duly resolved exactly as proposed.

D. Extempore motions
There being no other business and special motion, upon a motion duly made and seconded,
the meeting was adjourned.

(No shareholder raised issues at the shareholder meeting. )E. Meeting adjourned
Meeting adjourned at 9:19 AM Monday, May 27, 2024.

5

(Attachment 1)

Brogent Technologies Inc.
Business Report
1) Operating Policies
The main business of our company includes software and hardware R&D andmanufacturing, system integration, design planning and construction of immersive
simulation rides, and digital content production. From single component system tocomplete projects, they are all within the scope of Brogent's services. After years of
R&D experience, our company combines core technology with innovative 5D
immersive simulation technology to create various new-generation media-based
attractions. Our main business strategies are as follows:(1). Increase Penetration Rate of Entertainment Systems:
During the pandemic, the Company continued to invest in technology R&D
and product innovation. Expand diversified product lines, including cost-effective
flying theaters, Turnkey o-Ride flying theater, immersive 8K 3D LED dome
theaters with 10 times brightness increase and ultra-high image quality, andcontinued development of small-sized entertainment systems, such as Rise Up VR
Airship Ride, personalized racing simulator platform, flight simulator and digitalaquarium can meet the budget needs of different clients.
Small-sized entertainment system takes up little space and can be plugged inand used. It can help clients shorten project construction time and meet their needs
for rapid opening and operation. Particularly, the "Turnkey o-Ride Flying Theater"
can alleviate the impact of labor shortage. Brogent's team can complete theconstruction of the entire flying theater, including the building exterior within as
fast as three months. This significantly reduces the time, labor and money costs forclients to build a new entertainment system. It is expected to rapidly expand
Brogent' clients' base with the mid- to low-end market, and enhance the penetration
rate of flying theater.
After the pandemic eased, existing clients began to facilitate project progressor restart capital expenditures, and competitors withdrew from the market, which
will help the Company to win over potential clients. As the penetration rate ofentertainment systems increases, it drives the demand for content licensing.
(2). Broaden Content Library:Innovative and rich content can be licensed to meet clients' needs to flexibly
change content according to festivals or specific themes, thereby creating
sustainable revenue. In addition, by producing more high-quality and highly
entertaining content, clients' willingness to purchase entertainment system can beincreased, thereby driving the sales of hardware entertainment system and forming
a positive economic cycle in which entertainment system and content drive eachother and complement each other.
(3). Expand Global Operational Sites:
Immersive experiences have become the mainstream of the market. We are
optimistic about the growth potential of the post-pandemic leisure travel market
and will expand operating sites to create stable cash flow.

62) Business Plan Implementation Results
The Company's consolidated net operating revenue in 2023 amounted to
NT$862.703 million, an increase of approximately 7.33% from the net operating
revenue of NT$803.766 million in 2022. The Company's net loss in the current periodamounted to NT$179.975 million, an increase of 188.43% from the net loss of
NT$62.398 million in 2022.

3) Operating Income and Budget Execution(1). Operating Income
The categories of consolidated operating revenue in 2023 included project
revenue, service revenue, ticket revenue and other operations, and the total amount
was NT$862.703 million. Mainly due to the progress of projects and orders is
relatively delayed, resulting in slow revenue progress.
(2). Operating Expenses
Total consolidated operating expenses in 2023 amounted to NT$586.180
million, an increase of NT$8.400 million from the NT$577.780 million of 2022.
The primary reason is that the Company continues to invest resources in productmarketing to increase the market visibility of products and operational sites.

4) Profitability Analysis
The Company's operating expense ratio increased 1.45% and net loss increased
188.43% compared with 2022, mainly due to the following reasons are labor shortages
delayed the progress of rides installation; clients seizing the benefits of reopening:
during the first half of the year, clients' operation were booming. To capitalize on thebenefits of the unsealing and replenish the cash flow lost during the pandemic, project
construction was deferred. Looking forward to 2024, through product diversification,
high-end technology, and revenue diversification, we will strengthen our competitive
advantages and create maximum value for shareholders.

5) Research and Development
Brogent has established technological leadership in top-level flying theaters over
the years and continues to accumulate R&D energy. In addition to the high-end productflying theater series, the Company also expanded its product line during the pandemic
and successively launched small-sized entertainment systems and new 8K 3D LED
dome flying theater and 4K micro-LED immersive simulation cockpits meet the needs
and budgets of various clients and increase market coverage.
The Company continues to invest resources in product R&D, including new
product R&D, existing product optimization and core technology R&D. In terms of
new product, the medium-sized entertainment system d-Ride (Trackless self-drivingcars) will be commercialized to master the core technology of self-driving cars, add
product lines, and develop cost-effective and low-priced flying theaters to cope withchallenges from competitors in the low-end market. Furthermore, LED display
controllers will be developed to reduce dependence on external system integrators by
integrating commercially available products. The cost-effective flying theater o-Ridewill be certified by EN and ASTM, which will help promote it in the European andAmerican markets in the future. In term of small-sized entertainment system, we willcontinue to optimize existing products, adopt subtractive design, and reduce the number

7

of spindles to cut down manufacturing costs, but still retain the same somatosensory
intensity, maintain the ride experience, and improve cost performance ratio and productcompetitiveness. Moreover, we continue to invest in the development of new immersive
simulation platforms (such as motorcycle simulation platforms), drone-related
technology R&D, interactive gesture recognition technology to enrich game content,
and the research and development of key technologies such as 5G and AIOT. We hopeto create new application fields in the 5th generation wireless systems.
In addition to entertainment systems R&D, in terms of content, besides continuing
to expand the production of digital content films, it will also invest in the research anddevelopment of animation processes for game engines and establish standard process
specifications for Unreal animation projects to reduce production costs and improve
output and production efficiency.
In the future, we will combine 5G, AI and other technologies to continue to create
diversified simulator rides and rich content databases, changing the way humans
experience through technology, and educational entertainment at the same time, byallowing experiencers to understand the natural scenery and cultural customs aroundthe world, it conveys the sustainable value of environmental protection and caring forthe earth.

Chairman:

General Manager:

Accounting Manager:8

(Attachment 2)

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

2024 Annual Shareholders Meeting of Brogent Technologies Inc.

Audit Committee Convener:

March 12, 2024

9

Brogent Technologies Inc.

(Attachment 3)

Execution Status of the Fifth Domestic Secured Convertible Corporate
Bonds Issuance and Sound Operation Plans
1. Management Policy
The main business of our company includes software and hardware R&D andmanufacturing, system integration, design planning and construction of immersive
simulation rides, and digital content production. From single component system tocomplete projects, they are all within the scope of Brogent's services. After years of
R&D experience, our company combines core technology with innovative 5D
immersive simulation technology to create various new-generation media-based
attractions. Our main business strategies are as follows:i. Increase penetration rate of entertainment systems: As the penetration rate increases, it
drives the demand for content licensing.
ii. Broaden content library: Innovative and rich content can be licensed to meetcustomers' needs to flexibly change content according to festivals or specific themes,
thereby creating sustainable revenue.
iii. Expand global operating sites: Immersive experiences have become the mainstreamof the market. We are optimistic about the growth potential of the post-pandemic
leisure travel market and will expand operating sites to create stable cash flow.
2. Reasons for Pre-tax Loss in the First Three Quarters of Year 2023
In December, 2023, our company submitted an application to the Securities and Futures
Bureau for the issuance of the fifth domestic secured convertible corporate bonds. At
that time, the most recent financial report for the first three quarters of year 2023 showeda pre-tax loss, mainly due to the following reasons:i. Labor shortage: labor shortages delayed the progress of rides installation.
ii. Customers seizing the benefits of reopening: During the first half of the year,
customers’ operation were booming. To capitalize on the benefits of the unsealing
and replenish the cash flow lost during the pandemic, project construction wasdeferred.
iii. Delayed opening schedules: Due to global economic uncertainties, the constructionof some projects slowed down. The peak of project openings is concentrated in 2025,
resulting in a pre-tax loss in the first three quarters of year 2023.
3. Execution Status of Sound Operational Plans
The differences between the execution status of sound operation plans for the fourth
quarter of year 2023 and the estimated figures given in the sound operation plan
attached to the application submitted to the Securities and Futures Bureau in December
2023 for the issuance of the fifth domestic secured convertible corporate bonds are
explained as follows:10Quarterly Profit and Loss Estimates for 2023
Unit: NT$/thousand; %Quarter
Differences
Q4
Q4
Item
(Actuals) (Estimates) Amount
Proportion
Operating Revenue
255,520
243,292
12,228
5%
Operating Costs
131,216
148,125(16,909)(11%)
Gross Profit
124,304
95,167
29,13731%
Gross Profit Ratio (%)
48.65
39.12
9.53
24%
Operating Expenses
172,745
165,659
7,086
4%
Operating Expenses Ratio (%)
67.61
68.09
(0.48)(1%)
Operating Net Income (Loss)(48,441)(70,492)
22,051(31%)
Non-Operating Income(37,283)
15,774(53,057)(336%)and Expenses
Profit (Loss) Before Tax(85,724)(54,718)(31,006)
57%
In the fourth quarter of year 2023, both operating revenue and operating gross profit
exceeded the estimated amounts.
Regarding operating expenses, the main difference arose from the year-end overseas
business trips, where the increase in airfare was higher than expectations. However, thedifference between the actuals and estimates was not significant. In terms of otherincome and expenses, the main factor was the significant fluctuation in the depreciationof the US dollar and the Chinese yuan at the end of the year, resulting in foreignexchange valuation losses exceeding expectations. Although the gross profit in the
fourth quarter of year 2023 exceeded the expected amount, the actual net profit was
lower than the expected due to the impact of non-operating income (expenses).
Although COVID-19 has brought unprecedented challenges to the theme park industry
and has caused losses for our company over the past three years, the human pursuit ofleisure and tourism has not diminished due to the pandemic. Therefore, the long-term
outlook for theme parks and the entertainment market remains optimistic. With thestrong recovery of the leisure travel industry, our company will continue to grasp thecore advantages of simulation technology, expand overall market penetration, andsecure more orders and cooperation opportunities.

11

(Attachment 4)

INDEPENDENT AUDITORS’ REPORTThe Board of Directors and Shareholders
Brogent Technologies Inc.
OpinionWe have audited the accompanying consolidated financial statements of Brogent Technologies Inc.
(the “Corporation”) and its subsidiaries (collectively referred to as the “Group”), which comprise theconsolidated balance sheets as of December 31, 2023 and 2022, and the consolidated statements ofcomprehensive income, changes in equity and cash flows for the years then ended, and the notes to theconsolidated financial statements, including material accounting policy information (collectively
referred to as the “consolidated financial statements”).
In our opinion, the accompanying consolidated financial statements present fairly, in all material
respects, the consolidated financial position of the Group as of December 31, 2023 and 2022, and its
consolidated financial performance and its consolidated cash flows for the years then ended inaccordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers
and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS),IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the
Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit andAttestation Engagements of 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 the Consolidated 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 have fulfilled our other ethical responsibilities inaccordance with these requirements. We believe that the audit evidence we have obtained is sufficientand 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, 2023. These matterswere addressed in the context of our audit of the consolidated financial statements as a whole, and informing our opinion thereon, and we do not provide a separate opinion on these matters.
The key audit matter of the Group’s consolidated financial statements for the year ended December 31,
2023 is stated as follows:
The recognition of project contract revenue
Project contract revenue is the main operating revenue of the Group. The Group recognizes revenue
based on the stage of completion of performance obligations. Since the recognition of project contract
revenue is calculated manually and involves material accounting estimates and judgments, there may
be a calculation error; therefore, it was deemed to be a key audit matter.

12

Refer to Notes 4, 5 and 25 for accounting policy on project contract, accounting estimates and assumptions, anddetails of project revenue.
We performed the following audit procedures on the above key audit matter:
1. We obtained an understanding of and tested the design and operating effectiveness of the internal control
relevant to the accuracy of recognition of the project contract revenue, including the measurement of thepercentage of completion.
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 also audited the parent company only financial statements of the Corporation as of and for the years
ended December 31, 2023 and 2022, 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 IFRS,
IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republicof China, and for such internal control as management determines is necessary to enable the preparation 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.
13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, 2023
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 12, 2024
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.

14

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEETSDECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars)
December 31, 2023
Amount%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 33)
Accounts receivable, net (Notes 4, 5 and 10)
Contract assets - current (Notes 4, 5 and 25)
Finance lease receivables, net (Notes 4 and 11)
Current tax assets (Notes 4 and 27)
Inventories (Notes 4 and 12)
Prepayments
Refundable deposits - current
Other current assets$

721,736
118,819
130,000
144,788
270,332
1,303,225
891
311,350
63,70233,397

15
2
3
3
6
26
6
1
1

59

3,098,240

63

409,515
1,379
54,413
18,824
736,179
356,727
203,030
125,223
14,651
15,117112,935

8
1
1
15
7
4
3
2

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

8
1
15
6
4
2
1

2,047,993

41

1,853,13337$ 5,050,393

100$ 4,951,373

100$

495,000
487
55,272
134,490
88,914877
4,964
64,32330,502
163,102
2,445

10
1
3
2
1
1
3
-

$

1,040,376

Total current assets
NON-CURRENT ASSETS
Financial assets at fair value through profit or loss - non-current (Notes 4 and 7)
Financial assets at fair value through other comprehensive income - non-current (Notes 4 and 8)
Financial assets at amortized cost - non-current (Notes 4, 9 and 33)
Investments accounted for using the equity method (Notes 4 and 14)
Property, plant and equipment (Notes 4, 15 and 33)
Right-of-use assets (Notes 4 and 16)
Intangible assets (Notes 4 and 17)
Deferred tax assets (Notes 4 and 27)
Refundable deposits
Long-term finance lease receivables (Notes 4 and 11)
Other non-current assets
Total non-current assets
TOTAL

December 31, 2022
Amount%839,730
32
64,300148,010
638,706
954,078
1,851
1,659
251,618
77,832
5,567
19,017

17
1
3
13
19
5
1
-

3,002,400$

LIABILITIES AND EQUITYCURRENT LIABILITIESShort-term borrowings (Note 18)
Notes payable (Note 20)
Accounts payable (Note 20)
Contract liabilities - current (Note 25)
Other payables (Note 21)
Current tax liabilities (Notes 4 and 27)
Provisions - current (Note 4)
Lease liabilities - current (Notes 4 and 16)
Current portion of long-term borrowings (Note 18)
Current portion of bonds payable (Notes 4 and 19)
Other current liabilities
Total current liabilities
NON-CURRENT LIABILITIESBonds payable (Notes 4 and 19)
Long-term borrowings (Note 18)
Provisions - non-current (Note 4)
Deferred tax liabilities (Notes 4 and 27)
Lease liabilities - non-current (Notes 4 and 16)
Guarantee deposits received
Total non-current liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS OF THE CORPORATION (Note 24)
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 24)
Total equity
TOTAL

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

15

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
-

21

943,026

19

79,014
438,089
1,000
13,003329,287
450

2
9
6
-

261,577
268,220
27,010257,167
-

5
5
1
5
-

860,843

17

813,974

16

1,901,219

38

1,757,000

35

647,786571
648,357
2,672,817

13
13
53

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

13
13
54

(167,662)(167,662)(4,338)(4)(4)-

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

3
(5)
(2)
-

3,149,174

62

3,194,120

65

-

-

253

-

3,149,174

62

3,194,373

65$ 5,050,393

100$ 4,951,373

100

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars, Except Loss Per Share)

2023
Amount2022
Amount%%862,703100

803,766

100

OPERATING COSTS (Notes 12 and 26)

500,89158

473,249

59

GROSS PROFIT

361,81242

330,517

41

OPERATING EXPENSES (Notes 9, 25 and 26)
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Expected credit loss

87,209313,728
106,891
78,3521036
13
974,973
293,387
189,445
19,975937
24
2586,18068

577,780

72

OPERATING LOSS

(224,368)(26)(247,263)(31)

NON-OPERATING INCOME AND EXPENSES(Note 26)
Interest income
Other income
Other gains and losses
Finance costs
Share of profit or loss of associates accounted forusing the equity method

13,762
7,851
10,474(27,294)

1
1
1
(3)

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

1
2
20
(3)

(2,708)

-

(468)

-

2,085

-

163,30520(222,283)(26)(83,958)(11)

42,308

5

21,5603(179,975)(21)(62,398)(8)(4,536)(1)

30,000

4(12,217)(1)

30,911
4(Continued)

NET OPERATING REVENUE (Notes 4, 5, 25 and 32)

Total operating expenses

Total non-operating income and expenses
LOSS BEFORE INCOME TAX
INCOME TAX BENEFIT (Notes 4 and 27)
NET LOSS FOR THE YEAROTHER COMPREHENSIVE INCOME (Notes 22 and24)
Items that will not be reclassified subsequently to
profit or loss:
Unrealized gains (losses) on investments in equity
instruments at fair value through othercomprehensive income
Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translation of thefinancial statements of foreign operations

16

$

$

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars, Except Loss Per Share)

2023
AmountShare of the other comprehensive loss of
associates accounted for using the equity
method$%2022
Amount%(33)-

60,878

8

(163)

-

(16,916)(2)

TOTAL COMPREHENSIVE LOSS FOR THE
YEAR$ (196,891)

(23)

$

(1,520)-

NET LOSS ATTRIBUTABLE TO:
Owners of the Corporation
Non-controlling interests$ (179,764)
(211)

(21)
-

$

(60,726)(1,672)(8)-$ (179,975)

(21)

$

(62,398)(8)$ (196,662)
(229)

(23)
-

$

189
(1,709)-$ (196,891)

(23)

$

(1,520)-

Other comprehensive income (loss) for theyear, net of income tax

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

LOSS PER SHARE (Note 28)
Basic
Diluted$$(2.79 )
(2.79 )$$$

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

17(0.99 )
(0.99 )

(Concluded)

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars)

Equity Attributable to Owners of the Corporation
Other Equity
Exchange
Advance
Receipts for

BALANCE AT JANUARY 1, 2022

Retained Earnings (Deficit to be Compensated)

Ordinary

Ordinary

CapitalSharesShare

Surplus$573,641$

Legal Reserve

36,003$ 2,501,234$

127,421

Unrealized

Differences on

Gain or loss

Translation of

On financial

SpecialAccumulated

Foreign

Assets atReserve

DeficitOperations

FVTOCI

$$$

14,857$ (181,725)(39,431)

Non-controlling
Total

-

$

Total

Interests(39,431)$ 3,032,000$

Total Equity

1,408$ 3,033,408

Net loss in 2022

-

-

-

-

-

(60,726)---(60,726)(1,672)(62,398)

Other comprehensive income in 2022, net of income tax

-

-

-

-

-

-

30,91530,00060,91560,915(37)

60,878

Total comprehensive loss in 2022

-

-

-

-

-

(60,726)

30,91530,00060,915189(1,709)(1,520)Convertible bonds converted to ordinary shares (Note 19)

40,790(25,260)

146,205

-

-

-

-

-

-

161,735-

161,735

Changes in percentage of ownership interest in subsidiaries (Note 13)

-

-

-

-

-

(554)

-

-

-

(554)

554

-

Changes in equity of associates accounted for using the equity method

-

-

750

-

-

-

-

-

-

750

-

750

614,431

10,7432,648,189

127,421

14,857(243,005)(8,516)30,00021,484

3,194,120

253

3,194,373

Legal reserve used to offset accumulated deficits

-

-

-

(127,421)-

127,421

-

-

-

-

-

-

Reversal of special reserve

-

-

-

-

(14,857)

14,857

-

-

-

-

-

-

-

-

-

(127,421)(14,857)

142,278

-

-

-

-

-

-

Capital surplus used to offset accumulated deficits--(100,727)--

100,727

-

-

-

-

-

-

Cash dividends from capital surplus--(93,776)

-

-

-

-

-

-

(93,776)-(93,776)

BALANCE AT DECEMBER 31, 2022
Offset the deficit of 2022 (Note 24)

Other changes in capital surplus--(194,503)--

100,727---(93,776)-(93,776)

Net loss in 2023

-

-

-

-

-

(179,764)---(179,764)(211)(179,975)

Other comprehensive loss in 2023, net of income tax

-

-

-

-

-

-

(12,362)(4,536)(16,898)(16,898)(18)(16,916)

Total comprehensive loss in 2023

-

-

-

-

-

(179,764)(12,362)(4,536)(16,898)(196,662)(229)(196,891)

Disposal of investments in equity instruments designated as at fair value
through other comprehensive income
Convertible bonds converted to ordinary shares (Note 19)
Disposal of subsidiaries (Note 13)

BALANCE AT DECEMBER 31, 2023

$

-

-

-

-

-

12,102-(12,102)(12,102)---33,355(10,172)

219,131

-

-

-

-

-

-

242,314-242,314

-

-

-

-

-

-

3,178

-

3,178

3,178

(24)

3,154

571

$ 2,672,817-$ (167,662)(4,338)$ 3,149,174-$ 3,149,174

647,786

$

$

-

$

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

18$(17,700)$

13,362$$

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars)

2023
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
Dividend income
Share of profit or loss of associates accounted for using the equity
methodNet gain on disposal of property, plant and equipment
Net loss on disposal of intangible assets
Loss on disposal of subsidiaries
Gain on disposal of investments accounted for using equity
methodLoss on inventories
Net loss (gain) on foreign currency exchange
Income from the subleasing of right-of-use assets
Changes in operating assets and liabilities
Financial assets mandatorily classified as at fair value throughprofit or loss
Accounts receivable
Contract assets
Inventories
Prepayments
Other current assets
Notes payable
Accounts payable
Contract liabilities
Other payables
Provisions
Other current liabilities
Cash generated from operations
Income tax paid
Net cash generated from (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
income

19

$

2022

(222,283)$(83,958)

146,70231,32478,352145,045
31,336
19,975

1,956
27,294(13,762)(4,000)(7,537)23,717(8,514)
-

2,708
3,178

468
(74,931)703-(2,276)
4,524
2,742(12,402)

1,642(5,941)-

124,420(428,258)
330,81155,208(14,130)
15,012(11,285)(55,377)
66,267
1,075(3,656)(745)
123,399(8,733)

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)

114,666(7,979)-(100,000)(Continued)

Brogent Technologies Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars)

2023
Proceeds from disposal of financial assets at fair value through othercomprehensive income
Purchase of financial assets at amortized cost
Proceeds from disposal of financial assets at amortized cost
Purchase of financial instruments at fair value through profit or loss
Acquisition of investments accounted for using equity method
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in refundable deposits
Acquisition of intangible assets
Decrease in long-term lease receivables
Increase in other non-current assets
Interest received
Dividends received$

Net cash used in investing activities

61,465(133,446)
130,073(43,258)(20,000)(68,856)(704)(37,762)917(48,756)
13,762
4,000

2022
$

(207,283)
169,233(61,288)(61,002)
263,402(4,393)(14,839)(37,921)8,514-(142,565)(45,577)

CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings
Proceeds from long-term borrowings
Repayment of long-term borrowings
Repayment of the principal portion of lease liabilities
Increase in guarantee deposits received
Cash dividends from capital surplus
Interest paid
Change in non-controlling interests

173,160
300,000(149,002)(53,418)450(93,776)(23,196)(24)

166,755
224,867(240,014)(46,293)(15,237)-

Net cash generated from financing activities

154,194

90,078

EFFECT OF EXCHANGE RATE CHANGES ON THE BALANCE OF
CASH AND CASH EQUIVALENTS HELD IN FOREIGNCURRENCIES(8,301)

9,729

NET INCREASE IN CASH AND CASH EQUIVALENTS

117,994

46,251

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

721,736

675,485

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR$

839,730

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

20$

721,736(Concluded)INDEPENDENT AUDITORS’ REPORTThe Board of Directors and Shareholders
Brogent Technologies Inc.
OpinionWe have audited the accompanying parent company only financial statements of Brogent Technologies Inc. (the“Corporation”), which comprise the balance sheets as of December 31, 2023 and 2022, and the statements ofcomprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial
statements, including material accounting policy information (collectively referred to as the “financial
statements”).
In our opinion, the accompanying parent company only financial statements present fairly, in all material
respects, the financial position of the Corporation as of December 31, 2023 and 2022, and its financial
performance and its cash flows for the years then ended in accordance with the Regulations Governing the
Preparation of Financial Reports by Securities Issuers.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit andAttestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic ofChina. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the
Audit of the Parent Company Only Financial Statements section of our report. We are independent of the
Corporation in accordance with The Norm of Professional Ethics for Certified Public Accountant of the
Republic of China, and we have fulfilled our other ethical responsibilities in accordance with 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 parent company only financial statements for the year ended December 31, 2023. These matters wereaddressed in the context of our audit of the parent company only 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 Corporation’s parent company only financial statements for the year ended
December 31, 2023 is stated as follows:
The recognition of project contract revenue
Project contract revenue is the main operating revenue of the Corporation. The Corporation recognizes revenue
based on the stage of completion of performance obligations. Since the recognition of project contract revenue
is calculated manually and involves material 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 23 for accounting policy on project contract, accounting estimates and assumptions, anddetails of project revenue.

21

We performed the following audit procedures on the above key audit matter:
1. We obtained an understanding of and tested the design and operating effectiveness of the internal control
relevant to the accuracy of recognition of the project contract revenue, including the measurement of thepercentage of completion.
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.
Responsibilities of Management and Those Charged with Governance for the Parent Company Only
Financial Statements
Management is responsible for the preparation and fair presentation of the parent company only financial
statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities
Issuers, and for such internal control as management determines is necessary to enable the preparation of parent
company only financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the parent company only financial statements, management is responsible for assessing the
Corporation’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 Corporationor 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 Corporation’s
financial reporting process.
Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements
Our objectives are to obtain reasonable assurance about whether the parent company only financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ reportthat 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 parent company only 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 parent company only 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 Corporation’s internal control.
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 Corporation’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 disclosuresin the parent company only 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.
22

However,future events or conditions may cause the Corporation to cease to continue as a going concern.
5. Evaluate the overall presentation, structure and content of the parent company only financial statements,
including the disclosures, and whether the parent company only financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.
6. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or businessactivities within the Corporation to express an opinion on the parent company only financial statements. We
are responsible for the direction, supervision, and performance of the 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 parent company only financial statements for the year ended December 31,
2023 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 12, 2024

Notice to Readers
The accompanying parent company only financial statements are intended only to present the parent company
only financial position, financial performance and cash flows in accordance with accounting principles andpractices generally accepted in the Republic of China and not those of any other jurisdictions. The standards,
procedures and practices to audit such parent company only financial statements are those generally applied in
the Republic of China.
For the convenience of readers, the independent auditors’ report and the accompanying parent company only
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 andparent company only financial statements shall prevail.

23

Brogent Technologies Inc.
PARENT COMPANY ONLY BALANCE SHEETSDECEMBER 31, 2023 AND 2022
(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 30)
Accounts receivable, net (Notes 4, 5 and 10)
Accounts receivable - related parties (Notes 4, 10 and 29)
Contract assets - current (Notes 4, 5 and 23)
Other receivables (Note 4)
Other receivables - related parties (Note 29)
Current tax assets (Notes 4 and 25)
Inventories (Notes 4 and 11)
Prepayments
Refundable deposits - current
Other current assets

December 31, 2023
Amount%December 31, 2022
Amount%$$443,698
86,702130,000
110,307214,234
113,004
956,399
10,951
82,181
857
307,592
57,257
10,451

10
2
3
2
5
2
21
2
7
1
-

52

2,523,633

55

20,403995,205
725,253
238,20376,768105,374
7,820
108,175

1
21
15
5
2
2
2

15,000943,254753,565
147,894
79,23576,46012,90437,437

21
16
3
2
2
1

2,277,201

48

2,065,749

45$ 4,789,368

100$ 4,589,382

100

Total current assets
NON-CURRENT ASSETS
Financial assets at amortized cost - non-current (Notes 4, 9 and 30)
Investments accounted for using the equity method (Notes 4 and 12)
Property, plant and equipment (Notes 4, 13 , 29 and 30)
Right-of-use assets (Notes 4 and 14)
Intangible assets (Notes 4 and 15)
Deferred tax assets (Notes 4 and 25)
Refundable deposits
Other non-current assets
Total non-current assets
TOTAL

621,18132
64,300145,601
157,265
245,160
940,357
1,407
8,026
1,516
245,558
64,0105,567
12,187

13
2
3
3
5
20
5
1
-

2,512,167

LIABILITIES AND EQUITYCURRENT LIABILITIESShort-term borrowings (Note 16)
Notes payable (Note 18)
Accounts payable (Note 18)
Accounts payable - related parties (Note 29)
Contract liabilities (Note 23)
Other payables (Notes 19 and 29)
Provisions - current (Note 4)
Lease liabilities - current (Notes 4 and 14)
Current portion of long-term borrowings (Note 16)
Current portion of bonds payable (Notes 4 and 17)
Other current liabilities$

Total current liabilities
NON-CURRENT LIABILITIESBonds payable (Notes 4 and 17)
Long-term borrowings (Note 16)
Deferred tax liabilities (Notes 4 and 25)
Lease liabilities - non-current (Notes 4 and 14)
Total non-current liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS OF THE CORPORATION (Note 22)
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
TOTAL

The accompanying notes are an integral part of the parent company only financial statements.

24

430,000
487
54,064921
145,626
80,852
4,964
27,071
15,203
163,102
2,249

9
1
3
2
1
3
-

924,539$

230,000
11,772
100,41279,32376,2538,620
25,68515,043
219,204
2,263

5
2
2
2
1
5
-

19

768,575

17

79,014414,367
222,2742
9
4

261,577
229,438632
135,0405
5
3

715,65515

626,68713

1,640,194

34

1,395,262

30

647,786571
648,357
2,672,817

14
14
56

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

14
14
58

(167,662)(167,662)(4,338)(4)(4)-

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

3
(5)
(2)
-

3,149,174

66

3,194,120

70$ 4,789,368

100$ 4,589,382

100

Brogent Technologies Inc.
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars, Except Loss Per Share)

2023
Amount%2022
Amount%847,582100

763,368100

OPERATING COSTS (Notes 11, 24 and 29)

501,08859402,18553

GROSS PROFIT

346,49441

361,18347

OPERATING EXPENSES (Notes 10, 23, 24 and 29)
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Expected credit loss

88,571
262,968
106,891
77,047103113
976,131
252,932
189,444
11,1361033
25
1535,47763

529,64369

OPERATING LOSS

(188,983)(22)(168,460)(22)

NON-OPERATING INCOME AND EXPENSES(Notes 24 and 29)
Interest income
Other income
Other gains and losses
Finance costs
Share of profit or loss of subsidiaries accounted forusing the equity method

12,341
5,629
7,053(21,595)

2
1
1
(3)

7,462
18,176
154,694(17,648)

1
2
20
(2)

(22,587)(3)(68,096)(9)

Total non-operating income and expenses(19,159)(2)

94,58812(208,142)(24)(73,872)(10)

28,3783

13,146

2(179,764)(21)(60,726)(8)(3,598)(1)

30,000

4

(938)

-

NET OPERATING REVENUE (Notes 4, 5, 23 and 29)

Total operating expenses

LOSS BEFORE INCOME TAX
INCOME TAX BENEFIT (Notes 4 and 25)
NET LOSS FOR THE YEAROTHER COMPREHENSIVE INCOME (Notes 20 and
22)
Items that will not be reclassified subsequently to
profit or loss:
Unrealized gains (losses) on investments in equity
instruments at fair value through othercomprehensive income
Share of other comprehensive income ofsubsidiaries accounted for using the equity
method25$$(Continued)

Brogent Technologies Inc.
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars, Except Loss Per Share)

Items that may be reclassified subsequently to profit
or loss:
Share of other comprehensive income (loss) of
subsidiaries accounted for using the equity
method2023
Amount%(12,362)(1)(16,898)(2)(196,662)(23)$

Other comprehensive loss for the year, net ofincome tax
TOTAL COMPREHENSIVE LOSS FOR THE YEAR$

LOSS PER SHARE (Note 26)
Basic
Diluted$$(2.79)(2.79)

2022
Amount%30,915

4

60,915

8

189

-

$

$

$
$

The accompanying notes are an integral part of the parent company only financial statements.

26(0.99)(0.99)(Concluded)

Brogent Technologies Inc.
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars)

Ordinary shares
BALANCE AT JANUARY 1, 2022
Net loss in 2022
Other comprehensive income in 2022, net of income tax$

573,641-

Advance
Receipts for
Ordinary Share$

Capital Surplus

36,003-$ 2,501,234-

Retained Earnings (Deficit to be Compensated)
SpecialAccumulated
Legal Reserve
Reserve
Deficit

Exchange
Differences on
Translation of
Foreign
Operations

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

127,421-$

14,857-$ (181,725)(60,726)-(39,431)
30,91530,000$Total

Total Equity(39,431)
60,915$ 3,032,000(60,726)
60,915

Total comprehensive loss in 2022
Convertible bonds converted to ordinary shares (Note 17)
Changes in percentage of ownership interest in subsidiaries
Changes in equity of associates accounted for using theequity method

40,790-(25,260)-

146,205---(60,726)(554)

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

189
161,735
(554)

-

-

750

-

-

-

-

-

-

750

BALANCE AT DECEMBER 31, 2022
Offset the deficit of 2022 (Note 23)
Legal reserve used to offset accumulated deficits
Reversal of special reserve614,431

10,7432,648,189

127,421

14,857(243,005)(8,516)30,00021,484

3,194,120---(127,421)-(14,857)

127,421
14,857

-

-

-

-

-

-

-

(127,421)(14,857)

142,278

-

-

-

-

Other changes in capital surplus (Note 23)
Capital surplus used to offset accumulated deficits
Cash dividends from capital surplus--(100,727)(93,776)--

100,727----(93,776)

Net loss in 2023
Other comprehensive loss in 2023, net of income tax--(194,503)---

100,727(179,764)-(12,362)(4,536)(16,898)(93,776)(179,764)(16,898)

-

-

-

-

-

(179,764)(12,362)(4,536)(16,898)(196,662)

33,355-(10,172)-

219,131---

12,102-

3,178(12,102)-(12,102)
3,178

242,3143,178

571$ 2,672,817-$ (167,662)(4,338)$ 3,149,174

Total comprehensive loss in 2023
Disposal of investments in equity instruments designated as
at fair value through other comprehensive income
Convertible bonds converted to ordinary shares (Note 17)
Disposal of subsidiaries
BALANCE AT DECEMBER 31, 2023$

647,786$$-

The accompanying notes are an integral part of the parent company only financial statements.

27

$

$

(17,700)$

13,362$

Brogent Technologies Inc.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars)

2023
CASH FLOWS FROM OPERATING ACTIVITIESLoss before income tax
Adjustments for:
Income and expenses
Depreciation expense
Amortization expense
Expected credit loss
Net loss (gain) on fair value changes of financial assets andliabilities at fair value through profit or loss
Finance cost
Interest income
Dividend income
Share of profit or loss of subsidiaries accounted for using theequity method
Net gain on disposal of property, plant and equipment
Net loss (gain) on foreign currency exchange
Loss on inventories
Changes in operating assets and liabilities
Financial assets mandatorily classified as at fair value throughprofit or loss
Accounts receivable
Accounts receivable - related parties
Contract assets
Other receivables
Other receivables - related parties
Inventories
Prepayments
Other current assets
Notes payable
Accounts payable
Accounts payable - related parties
Contract liabilities
Other payables
Provisions
Other current liabilities
Cash generated (used in) from operations
Income tax paid
Net cash generated from (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
incomeProceeds from disposal of financial assets at fair value through othercomprehensive income
28

$

2022

(208,142)$(73,872)

119,586
16,916
77,047

115,627
14,938
11,136(6,437)
21,595(12,341)(4,000)2,029
17,648(7,462)-

22,587
4,082
4,244

68,096(83,606)(6,506)
1,039

92,812(1,608)(132,156)(2,423)
10,234
12,573
57,790(6,753)(1,736)(11,285)(46,348)921
66,30358(3,656)(14)
69,849(1,827)73,553(23,924)(37,512)(142,533)(7,603)(3,484)(94,206)
12,068(4,870)10,38445,334
3,758
591
4,403
76
(104,898)(2,809)68,022(107,707)-(100,000)

61,465(Continued)

Brogent Technologies Inc.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(In Thousands of New Taiwan Dollars)

2023
Purchase of financial assets at amortized cost
Proceeds from disposal of financial assets at amortized cost
Acquisition of investments accounted for using the equity method
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in refundable deposits
Acquisition of intangible assets
Decrease in other receivables from related parties
Increase in other non-current assets
Interest received
Dividends received$

Net cash generated from (used in) investing activities(133,396)
91,673(20,000)(61,353)(14,449)(483)
58,344(70,738)
12,465
4,000

2022
$

(207,283)
169,233(65,657)
263,402(11,493)(4,866)(32,671)
7,327-(72,472)

17,992

CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings
Proceeds from long-term borrowings
Repayment of long-term borrowings
Repayment of the principal portion of lease liabilities
Cash dividends from capital surplus
Acquisition of additional interests in subsidiaries
Interests paid

200,000
300,000(114,911)(27,270)(93,776)(64,660)(17,450)

100,000
200,000(114,853)(20,899)(64,198)(8,379)Net cash generated from financing activities

181,933

91,671NET INCREASE IN CASH AND CASH EQUIVALENTS

177,483

1,956

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

443,698

441,742

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR$

621,181

The accompanying notes are an integral part of the parent company only financial statements.

29$

443,698(Concluded)