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Annual Financial Report

23rd Jun 2011 08:29

RNS Number : 9657I
Hon Hai Precision Industry Co Ld
23 June 2011
 



 

 

 

 

 

HON HAI PRECISION INDUSTRY CO., LTD.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS AND

REPORT OF INDEPENDENT ACCOUNTANTS

DECEMBER 31, 2009 AND 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the convenience of readers and for information purpose only, the auditors' report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors' report and financial statements shall prevail. The English translation does not include additional disclosures that are required for Chinese-language reports under Guidelines for Securities Issuers' Financial Reporting promulgated by the Securities and Futures Commission of the Republic of China.

 

 

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

 

 

To the Board of Directors and Stockholders:

Hon Hai Precision Industry Co., Ltd.

 

We have audited the accompanying consolidated balance sheets of Hon Hai Precision Industry Co., Ltd. and its subsidiaries as of December 31, 2009 and 2010, and the related consolidated statements of income, of changes in stockholders' equity and of cash flows for the years then ended, expressed in thousands of New Taiwan dollars. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We did not audit the financial statements of certain consolidated subsidiaries which statements reflect total assets of $179,276,293,000 and $250,314,287,000, constituting 17.54% and 18.13% of the consolidated total assets as of December 31, 2009 and 2010, respectively, and total revenues of $250,162,251,000 and $409,044,811,000, constituting 12.77% and 13.65% of the consolidated total operating revenues for the years then ended, respectively. Those statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included for these subsidiaries, is based solely on the reports of the other auditors.

We conducted our audits in accordance with the "Rules Governing the Examination of Financial Statements by Certified Public Accountants" and generally accepted auditing standards in the Republic of China. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits and the reports of other auditors provide a reasonable basis for our opinion.

In our opinion, except for the omission of certain additional disclosures relating to the investee companies, as required by Article 13-1 of the Rules Governing the Preparation of Financial Statements by Securities Issuers, based on our audits and the reports of other auditors, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Hon Hai Precision Industry Co., Ltd. and its subsidiaries as of December 31, 2009 and 2010, and the results of their operations and their cash flows for the years then ended in conformity with the "Rules Governing the Preparation of Financial Statements by Securities Issuers" and generally accepted accounting principles in the Republic of China.

As described in Note 3, effective January 1, 2009, the Company and its subsidiaries adopted the amendments to R.O.C. SFAS No. 10, "Accounting for Inventories".

 

PricewaterhouseCoopers, Taiwan

April 8, 2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐

The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

 

 

HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

DECEMBER 31,

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

2009

2010

 

 

ASSETS

 

Current Assets

 

Cash and cash equivalents (Note 4(1))

 $ 177,543,140

$ 254,241,323

 

Financial assets at fair value through profit or loss - current (Note 4(2))

320,985

85,049

 

Available-for-sale financial assets - current (Note 4(3))

1,278,839

969,600

 

 

Notes receivable, net (Note 4(4))

10,766,527

7,160,387

Accounts receivable, net (Note 4(4))

277,881,365

383,979,526

 

Accounts receivable, net - related parties (Note 5)

18,957,770

18,679,337

 

 

Other receivables (Notes 4(5) and 5)

24,077,227

30,893,285

Inventories, net (Notes 3 and 4(6))

180,979,701

259,383,715

 

Prepayments (Note 5)

4,521,145

5,121,096

 

 

Deferred income tax assets - current (Note 4(15))

  3,247,758

  4,034,243

 

  699,574,457

  964,547,561

 

Funds and Investments

Available-for-sale financial assets - non-current

 

 

(Note 4(3))

17,056,571

13,735,973

Financial assets carried at cost - non-current (Note 4(7))

1,500,572

3,039,286

 

Equity investments under the equity method (Note 4(8))

32,688,361

35,931,938

 

Prepayments for long-term investments (Note 4(8))

427,130

30,556

 

 

Other financial assets - non-current (Note 6)

  3,550,787

  58,319,120

 

  55,223,421

  111,056,873

 

Property, Plant and Equipment (Notes 4(9), 5 and 6)

 

Cost

 

Land

3,863,939

4,085,467

 

Buildings and improvements

110,709,699

120,125,861

 

Machinery

154,766,994

190,502,643

 

Molding equipment

2,897,287

4,473,691

 

Testing equipment

20,776,078

22,981,119

 

Office equipment

13,000,893

13,982,903

Tooling equipment

3,194,607

3,329,030

 

 

Other equipment

29,925,748

31,796,808

Cost and revaluation

339,135,245

391,277,522

 

Less: Accumulated depreciation

( 116,829,656)

( 140,549,750)

 

Accumulated impairment

( 3,296,540)

( 5,220,239)

 

Construction in progress and prepayments for equipment

15,609,092

26,642,156

 

234,618,141

272,149,689

 

Intangible Assets (Note 4(10))

 

 

Goodwill

1,317,381

215,474

 

Other intangible assets

  476,011

139,824

 

  1,793,392

355,298

 

Other Assets

 

Deferred charges

5,149,757

6,782,214

Other assets - other (Note 4(11))

  25,586,121

  25,640,486

 

 

30,735,878

  32,422,700

 

TOTAL ASSETS

 $ 1,021,945,289

$ 1,380,532,121

 

 

(continued)

HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (CONTINUED)

DECEMBER 31,

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

2009

2010

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

Current Liabilities

Short-term loans (Note 4(12))

$ 80,244,711

$ 199,857,014

Short-term notes and bills payable (Note 4(13))

-

9,591,288

 

Financial liabilities at fair value through profit or loss - current (Note 4(2))

 57,756

182,234

Accounts payable

281,722,061

403,617,098

Accounts payable - related parties (Note 5)

 18,807,491

23,536,212

 

Income tax payable (Note 4(15))

 13,237,858

14,626,004

 

 

Accrued expenses (Notes 4(14)(20))

 50,396,547

59,098,806

 

 

Payables for equipment (Note 5)

4,058,968

11,197,683

 

 

Other payables

6,060,236

6,803,587

 

 

Receipts in advance

3,730,502

6,808,528

 

 

Long-term liabilities - current portion (Notes 4(16)(17))

6,000,000

21,006,300

 

 

Accrued warranty liabilities

7,644,237

13,553,800

 

 

Other current liabilities

3,275,578

1,373,821

 

 

475,235,945

771,252,375

 

 

Long-term Liabilities

 

 

Bonds payable (Note 4(16))

 29,539,400

45,635,371

 

 

Long-term loans (Note 4(17))

 33,109,650

 42,319,850

 

 

 62,649,050

 87,955,221

 

 

Other Liabilities

 

 

Reserve for retirement plan (Note 4(18))

1,079,243

1,091,012

 

 

Deferred income tax liabilities - non-current (Note 4(15))

5,341,871

2,853,999

 

 

Other liabilities - other

2,928,201

3,933,509

 

 

9,349,315

7,878,520

 

 

Total Liabilities

547,234,310

867,086,116

 

 

Stockholders' Equity

 

 

Stockholders' Equity of Parent Company

 

 

Capital stock (Note 4(19))

 

 

Common stock

 85,789,319

96,612,482

 

 

Capital reserve (Note 4(21))

 

 

Paid-in capital in excess of par value of common stock

 23,670,255

28,591,137

 

 

Capital reserve from conversion of convertible bonds

 18,482,483

18,482,483

 

 

Capital reserve from long-term investments

 13,960,767

14,707,803

 

 

Capital reserve from conversion right (Note 4(16))

1,195,200

3,229,640

 

 

Retained earnings (Note 4(22))

 

 

Legal reserve

 36,537,436

44,105,947

 

 

Undistributed earnings

228,813,896

270,947,354

 

 

Other adjustments of stockholders' equity

 

 

Cumulative translation adjustments

14,522,082

( 9,330,319)

 

 

Unrealized gain or loss on financial instruments

(Note 4(3))

 16,902,917

13,265,130

 

 

Treasury stock

(18,901)

(18,901)

 

Stockholders' equity of parent company

439,855,454

480,592,756

 

 

Minority interest

 34,855,525

 32,853,249

 

Total stockholders' equity

474,710,979

513,446,005

 

Commitments and Contingent Liabilities (Note 7)

 

 

Subsequent Events (Note 9)

 

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

$ 1,021,945,289

$ 1,380,532,121

 

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

See report of independent accountants dated April 8, 2011.

 

 

HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

FOR THE YEARS ENDED DECEMBER 31,

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS,

EXCEPT EARNINGS PER SHARE DATA)

2009

2010

 

 

 

Operating Revenue

Sales (Note 5)

 $ 1,960,207,084

$ 2,998,190,770

 

 

Sales returns

( 978,073)

( 920,113)

 

Sales discounts

(46,626)

(65,341)

 

Net operating revenues

1,959,182,385

2,997,205,316

 

Operating Costs

 

Cost of goods sold (Notes 3, 4(6)(24) and 5)

( 1,772,628,937)

( 2,753,003,129)

 

Gross profit

186,553,448

244,202,187

 

Operating expenses (Notes 4(20)(24))

 

Sales and marketing expenses

(36,208,086)

(64,045,996)

 

General and administrative expenses

(40,774,286)

(55,219,454)

 

Research and development expenses

(26,081,951)

(38,790,804)

 

Total operating expenses

(103,064,323)

(158,056,254)

 

Operating income

 83,489,125

 86,145,933

 

Non-operating income and gains

 

Interest income

1,473,116

3,218,842

Investment income accounted for under

the equity method (Note 4(8))

2,841,913

3,253,572

 

Dividend income

693,452

 86,033

 

 

Gain on disposal of investments (Note 4(3))

761,501

547,963

 

Foreign exchange gain - net

726,921

2,889,672

 

Other non-operating income

3,870,338

4,485,114

 

Total non-operating income and gains

10,367,241

14,481,196

 

Non-operating expenses and losses

 

Interest expense

(1,908,577)

(2,726,565)

Loss on disposal of property, plant and equipment

(Note 5)

(18,600)

(250,940)

 

 

Financing charges (Note 4(4))

(15,197)

(365,224)

 

Impairment loss (Notes 4(7)(8)(9)(10))

(2,036,878)

(3,810,024)

 

Loss on valuation of financial assets (Note 4(2))

(27,342)

(85,721)

 

Loss on valuation of financial liabilities (Note 4(2))

(243,475)

(622,073)

Other non-operating losses

(1,575,333)

(1,289,374)

 

Total non-operating expenses and losses

(5,825,402)

(9,149,921)

 

Income before income tax

88,030,964

91,477,208

 

Income tax expense (Note 4(15))

(11,650,671)

(16,004,564)

 

 

Consolidated net income

$ 76,380,293

$ 75,472,644

 

Attributable to:

 

Equity holders of the Company

 $ 75,685,105

$ 77,154,551

 

Minority interest

 695,188

( 1,681,907)

$ 76,380,293

$ 75,472,644

 

 

Before

income

tax

After

income

tax

Before

income

tax

After

income

tax

 

Earnings per common share (Note 4(23))

 

Basic earnings per common share

 

Consolidated net income

 $ 9.16

 $ 7.95

 $ 9.49

 $ 7.83

 

 

Minority interest income

(0.10)

(0.07)

0.13

0.18

 

Net income attributable to equity holders of

the Company

$ 9.06

$ 7.88

$ 9.62

$ 8.01

 

Diluted earnings per common share

 

Consolidated net income

 $ 9.09

 $ 7.88

 $ 9.19

 $ 7.58

 

Minority interest income

(0.10)

(0.07)

0.13

0.17

 

Net income attributable to equity holders of

the Company

 $ 8.99

$ 7.81

 $ 9.32

$ 7.75

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

See report of independent accountants dated April 8, 2011.

 

 

HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

FOR THE YEARS ENDED DECEMBER 31,

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Retained Earnings

Other Adjustments of

Stockholders' Equity

Common stock

Capital Reserves

Legal reserve

Undistributed

earnings

Cumulative translation adjustments

Unrealized gain ( loss) on

financial

instruments

Treasury stock

Minority

interest  

Total  

2009

Balance at January 1, 2009

$ 74,146,236

$ 52,944,370

$ 31,024,118

 $ 177,920,130

$ 20,423,841

 $ 4,727,053

($ 18,901)

$ 33,153,976

 $ 394,320,823

 

Appropriations of 2008 earnings (Note 1):

 

Legal reserve

-

-

5,513,318

(5,513,318)

-

-

-

-

-

 

Cash dividends

-

-

-

(8,156,086)

-

-

-

-

(8,156,086)

 

Stock dividends

11,121,935

-

-

(11,121,935)

-

-

-

-

-

 

Employees' stock bonus

521,148

3,448,441

-

-

-

-

-

-

3,969,589

 

Consolidated net income for 2009

-

-

-

75,685,105

-

-

-

695,188

76,380,293

Unrealized gain on financial assets

-

-

-

-

-

10,131,530

-

-

10,131,530

Adjustments due to changes in equities of long-term investments

-

915,894

-

-

-

2,044,334

-

-

2,960,228

 

Cumulative translation adjustment

-

-

-

-

(5,901,759)

-

-

-

(5,901,759)

 

Minority interest

-

-

-

-

-

-

-

1,006,361

1,006,361

Balance at December 31, 2009

$ 85,789,319

$ 57,308,705

$ 36,537,436

$ 228,813,896

$ 14,522,082

$ 16,902,917

($ 18,901)

$ 34,855,525

$ 474,710,979

2010

 

Balance at January 1, 2010

$ 85,789,319

$ 57,308,705

$ 36,537,436

 $ 228,813,896

$ 14,522,082

 $ 16,902,917

($ 18,901)

$ 34,855,525

 $ 474,710,979

 

Appropriations of 2009 earnings (Note 2):

 

Legal reserve

-

-

7,568,511

(7,568,511)

-

-

-

-

-

 

Cash dividends

-

-

-

(17,157,864)

-

-

-

-

(17,157,864)

Stock dividends

10,294,718

-

-

(10,294,718)

-

-

-

-

-

Employees' stock bonus

528,445

4,920,883

-

-

-

-

-

-

5,449,328

 

Consolidated net income for 2010

-

-

-

77,154,551

-

-

-

(1,681,907)

75,472,644

 

Common stock issued for bonds conversion

-

2,034,440

-

-

-

-

-

-

2,034,440

Unrealized loss on financial assets

-

-

-

-

-

(3,172,934)

-

-

(3,172,934)

Adjustments due to changes in equities of long-term investments

-

747,035

-

-

-

(464,853)

-

-

282,182

 

Cumulative translation adjustment

-

-

-

-

(23,852,401)

-

-

-

(23,852,401)

 

Minority interest

-

-

-

-

-

-

-

(320,369)

(320,369)

Balance at December 31, 2010

$ 96,612,482

$ 65,011,063

$ 44,105,947

$ 270,947,354

($ 9,330,319)

$ 13,265,130

($ 18,901)

$ 32,853,249

$ 513,446,005

Note 1: Directors' and supervisors' remuneration amounting to $0 and employees' bonus amounting to $3,969,589 had been deducted from the Consolidated Statement of Income in 2008.Note 2: Directors' and supervisors' remuneration amounting to $0 and employees' bonus amounting to $5,449,328 had been deducted from the Consolidated Statement of Income in 2009.

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

See report of independent accountants dated April 8, 2011.

 

 

HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31,

 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

2009

2010

CASH FLOWS FROM OPERATING ACTIVITIES

 

Consolidated net income

 $ 76,380,293

$ 75,472,644

 

Adjustments to reconcile consolidated net income to net cash provided by operating activities:

 

Provision for doubtful accounts

1,283,511

549,927

 

Depreciation

32,931,489

36,862,441

 

Amortization of intangible and other assets

5,467,374

4,268,101

 

Loss on disposal of property, plant and equipment, net

18,600

250,940

 

Loss on impairment

2,036,878

3,810,024

 

Loss on valuation of financial assets and liabilities, net

24,266

112,185

 Provision for inventory obsolescence and market

price decline

1,398,857

1,636,893

 

 Investment income accounted for under the equity method

(2,841,913)

(3,253,572)

 

 Cash dividends from long-term investments

accounted for under the equity method

922,585

708,082

 

Gain on disposal of investments

(761,501)

(547,963)

Amortization of discount on convertible bonds payable

341,642

149,306

 

Changes in assets and liabilities:

 

Financial assets at fair value through profit or loss

(145,952)

-

 

Notes receivable

(9,791,677)

3,147,329

 

Accounts receivable

(26,928,881)

(118,194,039)

 

Accounts receivable - related parties

(4,819,608)

201,346

 

Inventories

(15,653,364)

(90,363,483)

 

Other receivables

(6,224,179)

(6,800,321)

 

Prepayments

(1,258,155)

(1,889,332)

 

Accounts payable

29,276,102

137,019,077

 

Accounts payable - related parties

5,149,545

4,728,721

 

Accrued expenses

7,047,026

9,634,395

 

Accrued warranty liabilities

3,122,254

5,909,563

 

Income tax payable

627,796

1,388,146

 

Other payables and other current liabilities

4,288,274

(1,158,406)

Receipts in advance

1,411,793

2,076,113

 

Deferred income tax

(3,389,896)

(3,274,357)

Accrued pension liabilities

51,738

11,769

 

Net cash provided by operating activities

99,964,897

62,455,529

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

Acquisition of property, plant and equipment

(26,975,006)

(72,715,922)

 

Increase in other financial assets - non-current

(3,431,587)

(57,869,962)

 

Acquisition of subsidiary and assets, net of cash acquired

-

(2,896,936)

 

Increase in other assets

(5,539,327)

(5,730,578)

 

Acquisition of land use right

(1,693,617)

(966,559)

 

Increase in long-term equity investments

(1,781,598)

(1,646,138)

 

Acquisition of financial assets carried at cost

(404,115)

(1,885,123)

 

Proceeds from disposal of property, plant and equipment

2,940,104

3,756,634

 

Financial assets / liability at fair value through profit or loss

(192,013)

198,826

 

Proceeds from disposal of funds and investments

1,463,123

602,224

 

Acquisition of available-for-sale financial assets

-

(58,162)

 

Net cash used in investing activities

(35,614,036)

(139,211,696)

 

(Continued )

 

HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

FOR THE YEARS ENDED DECEMBER 31,

 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

2009

2010

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

Increase in short-term loans

$ 22,946,135

$ 131,190,076

 

Increase in notes and bills payable

-

9,591,288

 

Increase in long-term loans, net

-

15,957,200

Increase in bonds payable

6,820,000

37,349,059

 

Redemption of bonds payable

(5,960,600)

(6,000,000)

 

 

Increase in other liabilities-other

529,544

2,007,221

 

Payment of cash dividends

(8,156,086)

(17,157,864)

 

Payment of employees' bonus accumulated before 2008

(739,070)

(932,136)

 

Increase (decrease) in minority interest

1,006,361

(320,369)

 

Net cash provided by financing activities

16,446,284

171,684,475

 

Net effect of changes in foreign currency exchange rates

(2,396,373)

(18,230,125)

Net increase in cash and cash equivalents

78,400,772

76,698,183

 

 

Cash and cash equivalents at beginning of year

99,142,368

177,543,140

 

Cash and cash equivalents at end of year

 $ 177,543,140

$ 254,241,323

Supplemental disclosures of cash flow information:

 

Cash paid during the year for interest

 $ 2,403,281

$ 2,568,062

 

 

Cash paid during the year for income tax

 $ 14,379,641

$ 15,846,447

Cash paid for the acquisition of property, plant and equipment

 

Increase in property, plant and equipment

 $ 23,056,407

$ 80,925,575

 

 

Add: Payable - beginning balance

8,068,285

4,058,968

 

Less: Payable - ending balance

(4,058,968)

(11,197,683)

 

Effect of changes in foreign currency exchange rates

(90,718)

(1,070,938)

Cash paid

 $ 26,975,006

$ 72,715,922

 

 

Investing activities with no cash flow effect:

Unrealized gain (loss) on financial instruments

 

 

Adjustment for change in value of available-for-sale

financial assets

 $ 10,131,530

($ 3,172,934)

 

Valuation of long-term investments accounted for under

the equity method

2,044,334

(464,853)

 $ 12,175,864

($ 3,637,787)

 

 

Cumulative translation adjustments

($ 5,901,759)

($ 23,852,401)

 

Fair value information of acquired subsidiary

 

 

Current assets

$ -

$ 28,005,606

 

Property, plant and equipment

-

9,627,690

Other assets

-

592,537

 

Current liabilities

-

(32,157,918)

 

Other liabilities

-

(853,577)

 

Total purchase price

-

5,214,338

 

 

Less: Minority interest

-

(179,484)

 

Cash of subsidiary

-

(2,137,918)

Net assets of acquired subsidiary (less cash received)

$ -

$ 2,896,936

 

 

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

See report of independent accountants dated April 8, 2011.

 

 

 

HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009 AND 2010

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT AS OTHERWISE INDICATED)

1. HISTORY AND ORGANIZATION

1) Hon Hai Precision Industry Co., Ltd. (the Company) was established on February 20, 1974. The Company began to be listed on the Taiwan Stock Exchange in June 1991. The Company merged with Premier Image Technology Corporation (Premier Corp.) on December 1, 2006. The Company's issued and outstanding capital was $96,612,482. The main activities of the Company are the manufacture, processing and sales of connectors, cable, enclosures, wired/wireless communication products, optics products, power supply modules, and assemblies for use in the IT, communications, automotive equipment, precision molding, automobile, and consumer electronics industries. As of December 31, 2010, the Company and its subsidiaries had approximately 836,000 employees.

2) Consolidated subsidiaries

A. Main activities of the subsidiaries and ownership of the Company:

 

Relationship

Ownership

Names of

with the

Percentage (%)

subsidiaries

Company

Main operating activities

2009.12.31

2010.12.31

Note

Foxconn (Far

Wholly-owned

Investment holdings in

100%

100%

3(1)(3)

 East) Ltd. and

subsidiary

Mainland China, Europe

 subsidiaries

and North America and

Hong Kong electronics

manufacturers

Foxconn Holding

Wholly-owned

Investment holdings in Asia

100%

100%

 Ltd. and

subsidiary

Pacific and North America

 subsidiaries

hi-tech companies

Hyield Venture

Majority-owned

Venture capital investment

98%

98%

 Capital Co., Ltd.

subsidiary

company and investment

 and subsidiaries

holdings in electronics

manufacturers

Bao Shin

Wholly-owned

Domestic investment company

100%

100%

 International

subsidiary

and investment holdings in

 Investment

companies engaged in

 Co., Ltd. and

computer system and

 subsidiaries

machinery business

Hon Yuan

Wholly-owned

Domestic investment company

100%

100%

 International

subsidiary

and investment holdings in

 Investment

companies engaged in

 Co., Ltd. and

computer system and

 subsidiaries

machinery business

Hon Chi

Wholly-owned

Domestic investment company

100%

100%

 International

subsidiary

and investment holdings in

 Investment

companies engaged in IT and

 Co., Ltd. and

machinery business

 subsidiaries

Lin Yih

Wholly-owned

Investment holdings in R.O.C.

100%

100%

 International

subsidiary

companies

 Investment

 Co., Ltd.

Hon Hai/

Wholly-owned

Logistics services

100%

100%

 Foxconn

subsidiary

 Logistics

 California LLC.

Hon Hai/

Wholly-owned

Logistics services

100%

100%

 Foxconn

subsidiary

 Logistics

 Texas LLC.

Ambit

International

Wholly-owned

subsidiary

Investment holdings in Mainland China IT, electronic companies

100%

100%

 Ltd. and

 subsidiaries

Foxconn

Wholly-owned

Asia pacific sales and

100%

100%

 Singapore

subsidiary

investment holdings of Slovakia

 (Pte) Ltd. and

domestic sales company

 subsidiaries

Foxconn

Wholly-owned

Research and development

100%

100%

 International

subsidiary

 Inc.

Altus Technology

Wholly-owned

Manufacture and design of

100%

100%

 Inc.

subsidiary

cellular phone and camera

lens and marketing of sensors

Premier Image

Majority-

Manufacture and sales of camera

99.96%

99.96%

Technology

owned

 -Hong Kong

subsidiary

 Limited and

 subsidiaries

Foxconn SA B.V.

Majority-

Investment holdings

95%

95%

 and subsidiaries

owned

subsidiary

Image & Vision

Wholly-owned

Investment holdings

100%

100%

3(5)

 Investment

subsidiary

 Corporation

Margini Holdings

Wholly-owned

Investment holdings of Vietnam

100%

100%

 Limited and

subsidiary

and Brazil process and both

subsidiaries

domestic and export sales

companies

Foxconn Holdings

Wholly-owned

Investment holdings of Czech

100%

100%

3(4)

 Limited and

subsidiary

domestic sales companies

subsidiaries

Syntrend

Majority-

Manufacturing and marketing of

-

80%

3(2)

Creative Park

owned

computer components

Co., Ltd.

subsidiary

A. The financial statements of consolidated subsidiaries as of and for the years ended December 31,

2009 and 2010 were audited by independent accountants.

B. For the relevant information on indirectly owned subsidiaries of the Company, please refer to

Note 11.

C. Changes in the consolidated subsidiaries

(1) In January, 2010, a subsidiary of the Company acquired 90% of Sony Corporation Baja California, S.A. BE C.V, which was consolidated effective the acquisition date.

(2) In May, 2010, the Company established and held 80% ownership in Syntrend Creative Park Co., Ltd., which was consolidated, effective the acquisition date.

(3) In July, 2010, a subsidiary of the Company acquired 90.1% of Sony Corporation Slovakia, SPOL. S R.O. which was consolidated effective the acquisition date.

(4) In the fourth quarter of 2010, the Company acquired 100% of Foxconn Holding B.V.-Netherland in its subsidiary due to reorganization. The reorganization in substance had no accounting effect and therefore did not generate profit or loss.

(5) Image & Vision Investment Corporation was liquidated in July 2010 and the income and

 expenses before the date it closed its business was included in the consolidated

statement of income.

3) Majority-owned subsidiaries that were not included in the consolidated financial statements: None.

4) Adjustments for subsidiaries with different balance sheet dates: None.

5) Special operating risks of the foreign subsidiaries: No significant special operating risks that would affect the financial statements.

6) Significant restriction on remittance of funds from the foreign subsidiaries to the Company: None.

7) The Company's common stock owned by its subsidiary:

As of December 31, 2009 and 2010, Hon Jin International Investment Co., Ltd. owned 961,344 and 1,076,705 shares, respectively, of the Company's common stock at a cost of $18,901.

8) Information on new issuance of convertible bonds and common stock by subsidiaries: None.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying consolidated financial statements of the Company and its subsidiaries (collectively referred herein as the Group) are prepared in accordance with the "Rules Governing the Preparation of Financial Statements by Securities Issuers" and accounting principles generally accepted in the Republic of China. The Group's significant accounting policies are summarized below:

1) Basis for preparation of consolidated financial statements

All majority-owned subsidiaries and controlled entities are included in the consolidated financial statements. Effective January 1, 2008, the Company prepares consolidated financial statements on a quarterly basis.

The income (loss) of the subsidiaries is included in (excluded from) the consolidated statement of income effective on the date the Company gains (losses) control over the subsidiaries.

Significant intercompany transactions and assets and liabilities arising from intercompany transactions are eliminated.

2) Translation of financial statements of foreign subsidiaries into New Taiwan Dollars

Assets and liabilities of foreign subsidiaries are translated into New Taiwan dollars using the exchange rates at the balance sheet date. Equity accounts are translated at historical rates except for beginning retained earnings, which is carried forward from prior year's balance. Dividends are translated at the rates prevailing at the date of declaration. Profit and loss accounts are translated at weighted-average rates of the year. The resulting translation differences are included in "cumulative translation adjustments" under stockholders' equity.

3) Criteria for classifying assets and liabilities as current or non-current items

Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

1) Assets arising from operating activities that are expected to be realized or consumed, or are intended to be sold within the normal operating cycle;

2) Assets held mainly for trading purposes;

3) Assets that are expected to be realized within twelve months from the balance sheet date; and

4) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.

Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

1) Liabilities arising from operating activities that are expected to be paid off within the normal operating cycle;

2) Liabilities arising mainly from trading activities;

3) Liabilities that are to be paid off within twelve months from the balance sheet date; and

4) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date.

4) Use of estimates

The preparation of financial statements in conformity with R.O.C. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as at the date of the financial statements and the amounts of revenues and expenses reported during the period. Actual results could differ from those assumptions and estimates.

5) Foreign currency transactions

A. The Company and its consolidated subsidiaries maintain their accounts in New Taiwan dollars and functional currencies, respectively. Transactions denominated in foreign currencies are translated into New Taiwan dollars and their functional currencies at the spot exchange rates prevailing at the transaction dates. Exchange gains or losses due to the difference between the exchange rate on the transaction date and the exchange rate on the actual receipt and payment are recognized in current year's profit or loss.

B. Receivables, other monetary assets and liabilities denominated in foreign currencies are translated at the spot exchange rates prevailing at the balance sheet date. Exchange gains or losses are recognized in profit or loss. However, exchange gains or losses on overseas inter-company accounts that are, in nature, deemed long term is accounted for as a reduction in stockholders' equity.

C. When a gain or loss on a non-monetary item is recognized directly in equity, any exchange component of that gain or loss shall be recognized directly in equity. Conversely, when a gain or loss on a non-monetary item is recognized in profit or loss, any exchange component of that gain or loss shall be recognized in profit or loss. However, non-monetary items that are measured on a historical cost basis are translated using the exchange rate at the date of the transaction.

6) Cash equivalents

Cash equivalents represent short-term, highly liquid investments which can be readily converted into fixed amount of cash and with a maturity period of less than three months. The statements of cash flows is compiled under the cash and cash equivalents basis.

7) Financial assets and financial liabilities at fair value through profit or loss

A. Equity investments are recognized using trade date accounting. Debt instruments, beneficiary certificates and derivative financial instruments are recognized and derecognized using settlement date accounting. All are recognized initially at fair value.

B. These financial instruments are subsequently remeasured and stated at fair value, and the gain or loss is recognized in profit or loss. The fair value of listed stocks, OTC stocks, closed-end mutual funds and deposit receipts is based on latest quoted fair prices of the accounting period. The fair value of open-end and balanced mutual funds is based on the net asset value at the balance sheet date.

C. For derivatives that do not qualify for hedge accounting, if the derivative is an option, then the transaction is recognized at fair value on the trade date, and if the derivatives is not an option, then the transaction is recognized at zero fair value on the trade date.

D. The derivative features (such as call options and put options) embedded in bonds payable issued by the Company are described in Note 2 (21).

 

8) Available-for-sale financial assets

A. Equity investments are recognized using trade date accounting. Bond investments are recognized and derecognized using settlement date accounting and are recognized initially at fair value plus transaction costs that are directly attributable to the acquisition of the financial asset.

B. Available-for-sale financial assets are remeasured and stated at fair value, and the gain or loss is recognized in equity. The fair value of listed stocks, OTC stocks, closed-end mutual funds and deposit receipts is based on latest quoted fair prices of the accounting period. The fair value of open-end and balanced mutual funds is based on the net asset value at the balance sheet date.

C. If there is any objective evidence that the financial asset is impaired, the cumulative loss that had been recognized directly in equity shall be removed from equity and recognized in profit or loss. Impairment losses recognized previously in profit or loss for an investment in an equity instrument shall not be reversed through profit or loss, and if, subsequently, the fair value of a debt instrument increases and the increase can be objectively related to an event occurring after the impairment loss was recognized in profit or loss, the impairment loss shall be reversed, with the amount of the reversal recognized in profit or loss.

9) Financial assets carried at cost

A. Investment in unquoted equity instruments is recognized using trade date accounting and is recognized initially at its fair value plus transaction costs that are directly attributable to the acquisition of the financial asset.

B. If there is any objective evidence that the financial asset is impaired, the impairment loss is recognized in profit or loss. Such impairment loss cannot be reversed.

10) Settlement date accounting

If an entity recognizes financial assets using settlement date accounting, any change in the fair value of the asset to be received during the period between the trade date and the settlement date / balance sheet date is not recognized for assets carried at cost or amortized cost. For financial asset or financial liability classified as at fair value through profit or loss, the change in fair value is recognized in profit or loss. For available-for-sale financial assets, the change in fair value is recognized directly in equity.

11) Accounts receivable

Accounts receivable are claims resulting from the sale of goods or services. The fair value of accounts receivable is calculated based on the imputed interest rate. Accounts receivable which are collectible within one year, and where the difference between the fair value and the value at maturity is insignificant are measured at carrying value.

12) Allowance for doubtful accounts

Allowance for doubtful accounts is provided based on past experience and the evaluation of the collectibility of accounts, notes and other receivables, taking into account the aging analysis of receivables.

13) Inventories

Effective January 1, 2009, the Group adopted the amendments to R.O.C. SFAS No. 10, "Accounting for Inventories". The perpetual inventory system is adopted for inventory recognition. Inventories are stated at cost. The cost is determined using the weighted-average method. At the end of period, inventories are evaluated at the lower of cost or net realizable value, and the individual item approach is used in the comparison of cost and net realizable value. The calculation of net realizable value is based on the estimated selling price in the normal course of business, net of estimated costs of completion and estimated selling expenses. As the value of raw materials declines and the cost of finished goods is over the net realizable value, the net realizable value of raw materials is determined based on current replacement cost.

14) Long-term equity investments accounted for under the equity method

A. Long-term equity investments in which the Group holds more than 20% of the investee company's voting shares or has the ability to exercise significant influence on the investee's operational decisions are accounted for under the equity method. The excess of the initial investment cost over the acquired net asset value of the investee attributable to goodwill is no longer amortized from 2006. Retrospective adjustment of the amount of goodwill amortized in previous years is not required. Goodwill is subject to tests of impairment on an annual basis. The excess of acquired net asset value of investee over the initial investment cost is allocated proportionately and applied as a reduction to the book values of identifiable non-current assets, and any remaining amount of such excess after this allocation is credited to extraordinary gains.

B. Long-term investment in which the Group holds more than 50% of the investee company's voting shares or has the ability to control the investee's operational decisions are accounted for under the equity method and included in the consolidated financial statements on a quarterly basis.

C. For foreign investments accounted for under the equity method, the Group's proportionate share of the investee company's cumulative translation adjustment, resulting from translating the foreign investee company's financial statements into New Taiwan Dollars, is recognized by the Group and included as "cumulative translation adjustments" under stockholders' equity.

15) Property, plant and equipment

A. Property, plant and equipment are stated at cost. Interest costs incurred on the loans used to bring the assets to the condition and location necessary for their intended uses are capitalized. Significant servicing or betterments capable of generating future economic benefits are capitalized and depreciated accordingly. Maintenance and repairs are expensed as incurred.

B. Depreciation is provided on the straight-line method using the service life guidelines prescribed by the R.O.C. Government, which approximate the useful lives of the assets plus one year as residual value. Fully depreciated assets still in use are depreciated based on the residual values over the remaining useful lives. The useful lives of property, plant and equipment are 2 to 8 years, except for buildings which are 45 to 55 years.

16) Goodwill and other intangible assets

A. The excess of the initial acquisition cost over the fair value of the acquired identifiable tangible and intangible assets is attributable to goodwill.

B. Other intangible assets, mainly customer relationship, are stated at cost and amortized on a straight-line basis over 3 years.

17) Deferred charges and other assets

A. The costs of telephone network installation charges, computer software, molding and tools equipment are recorded as deferred charges and amortized over their estimated economic lives on a straight-line basis.

B. Land use rights are stated at cost and amortized over the lease period using the straight-line method.

 

 

18) Impairment of non-financial assets

The Group recognizes impairment loss when there is indication that the recoverable amount of an asset is less than its carrying amount. The recoverable amount is the higher of the fair value less costs to sell and value in use. The fair value less costs to sell is the amount obtainable from the sale of the asset in an arm's length transaction after deducting any direct incremental disposal costs. The value in use is the present value of estimated future cash flows to be derived from continuing use of the asset and from its disposal at the end of its useful life. When the impairment no longer exists, the impairment loss recognized in prior years shall be recovered. The recoverable amount of goodwill shall be evaluated periodically. Impairment loss will be recognized whenever there is indication that the recoverable amount of these assets is less than their respective carrying amount. Impairment loss of goodwill recognized in prior years is not recoverable in the following years.

19) Warranty obligation

Warranty obligation is recognized based on the estimated warranty cost per unit and the number of units sold during the period.

20) Pension plan

Under the defined benefit pension plan, net periodic pension costs are recognized in accordance with the actuarial calculations. Net periodic pension costs include service cost, interest cost, expected return on plan assets, and amortization of unrecognized net transition obligation and gains or losses on plan assets. Unrecognized net transition obligation is amortized on a straight-line basis over 15 years. Under the defined contribution pension plan, net periodic pension costs are recognized as incurred.

21) Bonds payable

For bonds issued with embedded conversion, put, or call option feature after January 1, 2006, the issuer shall bifurcate the issuance price based on the substance of the contractual arrangement on initial recognition, and recognized the elements separately as a financial asset, financial liability, or an equity instrument.

These bonds are accounted for as follows:

A. The difference between the issue price and face value of convertible corporate bonds is accounted for as premium or discount which is required to be amortized over the period from the date of issuance to maturity date using the interest method and is recorded as "interest expense".

B. The value of any derivative features (such as a call option and put option) embedded in the compound financial instrument is recognized as "financial assets or financial liabilities at fair value through profit or loss". These derivative features are subsequently remeasured and stated at fair value on each balance sheet date, and the gain or loss is recognized in "gain or loss on valuation of financial assets or financial liabilities". At the maturity of the redemption period, if the fair value of common stock exceeds the redemption price, the fair value of the put option is recognized as "capital reserve"; however, if the fair value of common stock is lower than the redemption price, the fair value of the put option is recognized as "gain or loss".

C. A conversion right embedded in the bonds issued by the Company, which is convertible to an equity instrument, is recognized in "capital reserve from stock conversion option". When a bondholder exercises his/her conversion rights, the liability component of the bonds (including corporate bonds and embedded derivatives) shall be revalued at fair value on the conversion date, and the resulting difference shall be recognized as "gain or loss" in the current period. The book value of the common stock issued due to the conversion shall be based on the adjusted book value of the above-mentioned liability component plus the book value of the stock conversion option.

D. Costs incurred on issuance of convertible bonds are proportionately charged to the liabilities and equities of the underlying instruments based on initial recognition amount.

E. In the event that the bondholders may exercise put options within the following year, the underlying bonds payable shall be reclassified to current liabilities. The bonds payable whose put options are unexercised during the exercisable period shall be reclassified to non-current liabilities.

22) Income tax

A. Income tax expense is provided based on accounting income after adjusting for permanent differences. The provision for income tax includes deferred income tax for the expected future tax consequences of events that have been included in different periods for financial or tax reporting purposes. Deferred income tax assets and liabilities are determined using enacted tax rates in effect for the year(s) in which the differences are expected to reverse. Valuation allowance on deferred income tax assets is recognized to the extent that it is more likely than not that the income tax benefits will not be realized. Over or under provision of income tax from the previous years is recorded as adjustment to the current year's income tax expense. In accordance with the ROC Income Tax Law, the company's undistributed income is subject to an additional 10% corporate income tax. The tax is charged to income tax expense after the appropriation of earnings is approved by the stockholders in the following year.

B. Income tax credits are provided for in accordance with R.O.C. SFAS No. 12, "Accounting for Income Tax Credits". Income tax credits arising from acquisitions of equipment or technology, expenditures for research and development, training and development of employees and investments in qualified stocks are charged to deferred income tax assets and credited to income tax expense in the period the related expenditures are incurred.

C. Effective January 1, 2006, the Company adopted the Income Basic Tax Act (the "Act"). Under the Act, the income tax payable shall be the higher of the basic tax and the regular income tax in accordance with the Income Tax Law and other relevant laws.

D. As a result of the amendment of the Income Tax Law, the Company recalculated its deferred tax assets and liabilities and recorded the resulting difference in the current year's income tax benefit or expense.

23) Government grants

In accordance with R.O.C. SFAS No. 29, "Government Grants", government grants related to assets are recognized as deferred income; for depreciable assets, it is recognized as income over the useful life period of the asset in proportion to which depreciation expense on those assets is recognized, and for non-depreciable assets that require the fulfillment of certain obligations, it would then be recognized as income over the periods that bear the cost of meeting the obligations. If the government grant relates to receiving financial consideration, it is recognized as income when earned, or as deferred income (shown as "other liabilities") and recognized in periods over which the grant will be earned.

24) Treasury stock

A. When shares are bought back by the Company, the treasury stock is accounted for as a deduction of the equity.

B. Any excess of the proceeds over the cost of the treasury stock reissued is recognized as an increase in additional paid-in capital from the treasury stock transaction and if the proceeds are less than the cost, the deficit is charged to the additional paid-in capital account. Should the paid-in capital in excess of par value of common stock balance be insufficient to absorb the deficit, the balance is charged to retained earnings.

C. Treasury stock cost is determined using the weighted-average cost method.

D. The Company's common stock owned by its subsidiaries is treated as treasury stock.

25) Share-based payment - employee compensation plan

Based on the employee stock options and the share-based payment agreements, the Company shall measure the services received during the vesting period by reference to the fair value of the equity instruments granted and account for those amounts as payroll expenses during that period.

26) Employees' bonuses and directors' and supervisors' remuneration

Effective January 1, 2008, pursuant to EITF 96-052 of the Accounting Research and Development Foundation, R.O.C., dated March 16, 2007, "Accounting for Employees' Bonuses and Directors' and Supervisors' Remuneration", the costs of employees' bonuses and directors' and supervisors' remuneration are accounted for as expenses and liabilities, provided that such recognition is required under legal or constructive obligation and the amounts can be estimated reasonably. However, if the accrued amounts for employees' bonuses and directors' and supervisors' remuneration are significantly different from the actual distributed amounts resolved by the stockholders at their annual stockholders' meeting subsequently, the differences shall be recognized as gain or loss in the following year. In addition, according to EITF 97-127 of the Accounting Research and Development Foundation, R.O.C., dated March 31, 2008, "Criteria for Listed Companies in Calculating the Number of Shares of Employees' Stock Bonus", the Company calculates the number of shares of employees' stock bonus based on the closing price of the Company's common stock at the previous day of the stockholders' meeting held in the year following the financial reporting year, after taking into account the effects of ex-rights and ex-dividends.

27) Earnings per share

Basic earnings per share is calculated by dividing net income by the weighted-average number of shares outstanding during the period. Diluted earnings per share is calculated by taking into account the potentially dilutive securities which are assumed to have been converted to common stock at the beginning of the period.

28) Revenues and expenses

Revenues are recognized when the earning process is substantially completed and are realized or realizable. Related costs are recognized to match the timing of revenue recognition. Expenses, including research and development costs, are recognized as incurred.

3. CHANGE IN ACCOUNTING PRINCIPLE

Inventories

Effective January 1, 2009, the Group adopted the amendments to R.O.C. SFAS No. 10, "Accounting for Inventories". As a result of this change in accounting principle, the Group's loss on market price decline increased by $1,099,600, consolidated net income decreased by $951,712 and earnings per share decreased by $0.11 for the year ended December 31, 2009. Furthermore, as a result of the reclassification of loss on market price decline, operating cost increased by $1,760,214 and non-operating loss associated with inventories decreased by $1,760,214 for the year ended December 31, 2009.

4. DETAILS OF SIGNIFICANT ACCOUNTS

(1)Cash and cash equivalents

December 31,

2009

2010

Cash on hand

$ 7,671,189

$ 5,932,646

Checking accounts

288,177

1,286,796

Savings deposits

39,363,877

63,477,506

Time deposits

125,172,015

180,056,093

172,495,258

250,753,041

Cash equivalents

5,047,882

3,488,282

$ 177,543,140

 

$ 254,241,323

 

Cash equivalents include the Sweep Fund and short-term commercial paper and bonds purchased with resale agreements with maturity of less than three months.

(2)Financial assets and liabilities at fair value through profit or loss

December 31, 2009

Book value

Contract amount

(Nominal principal)

(in thousands)

Financial assets held for trading

 Gold futures contracts

$ 273,773

-

Open-end funds

15,000

-

 Forward exchange contracts-open

32,212

EUR(BUY) 289

HUF(BUY) 1,098,800

JPY(BUY) 200,000

MXN(BUY) 66,229

RMB(BUY) 2,019,814

USD(BUY) 17,998

EUR(SELL) 15,500

INR(SELL) 19,335

USD(SELL) 289,170

JPY(SELL) 1,331,700

$ 320,985

Financial liabilities held for trading

 Forward exchange contracts-open

($ 56,478)

EUR(BUY) 3,799

HUF(BUY) 1,080,430

JPY(BUY) 3,630,106

MXN(BUY) 351,386

USD(BUY) 23,925

BRL(SELL) 1,424

EUR(SELL) 8,500

 

INR(SELL) 160,809

USD(SELL) 71,619

RMB(SELL) 102,765

Forward exchange contracts-offset

( 1,278)

RMB(BUY) 67,340

USD(BUY) 9,960

RMB(SELL) 67,340

USD(SELL) 10,000

($ 57,756)

December 31, 2010

Book value

Contract amount

(Nominal principal)

(in thousands)

Financial assets held for trading

Open-end funds

 $ 15,000

-

 Forward exchange contracts-open

 70,049

BRL(BUY) 34,020

EUR(BUY) 11,400

HUF(BUY) 558,550

JPY(BUY) 553,756

MXN(BUY) 505,516

USD(BUY) 70,581

BRL(SELL) 3,344

EUR(SELL) 15,300

HUF(SELL) 552,000

INR(SELL) 42,376

JPY(SELL) 1,250,000

MXN(SELL) 18,494

RMB(SELL) 307,599

USD(SELL) 66,496

$ 85,049

Financial liabilities held for trading

 Forward exchange contracts-open

($ 182,234)

EUR(BUY) 13,821

JPY(BUY) 15,465

USD(BUY) 1,462,758

EUR(SELL) 10,300

HUF(SELL) 998,515

INR(SELL) 456,479

JPY(SELL) 2,107,500

MXN(SELL) 112,834

RMB(SELL) 399,520

BRL(SELL) 210,161

($ 182,234)

1) For the year ended December 31, 2009, the Group recognized a net loss of $270,817 including unrealized loss of $24,266.

2) For the year ended December 31, 2010, the Group recognized a net loss of $707,794, including unrealized loss of $112,185.

(3)Available-for-sale financial assets

December 31,

2009

2010

Current items:

Listed stocks

 $ 70,405

 $ 57,782

Adjustment of available-for-sale financial assets

1,208,434

911,818

$ 1,278,839

$ 969,600

Non-current items:

Listed stocks

 $ 4,668,741

 $ 4,331,290

Adjustment of available-for-sale financial assets

  12,387,830

  9,404,683

$ 17,056,571

$ 13,735,973

The fair value of available-for-sale financial assets increased by $12,175,864 and decreased by $3,637,787 for the years ended December 31, 2009 and 2010, respectively, and is shown as an adjustment to stockholders' equity as unrealized gain or loss on financial instruments. The transfers from this equity account to profit and loss amounted to $762,525 and $506,914 (shown as "gain on disposal of investment") for the years ended December 31, 2009 and 2010, respectively.

(4)Notes and accounts receivable

December 31, 2009

Amount

Allowance for

doubtful accounts

Net amount

Notes receivable

$ 10,767,005

($ 478)

 $ 10,766,527

Accounts receivable

  281,715,244

( 3,833,879)

  277,881,365

$ 292,482,249

($ 3,834,357)

$ 288,647,892

December 31, 2010

Amount

Allowance for

 doubtful accounts

  Net amount

Notes receivable

 $ 7,160,993

($ 606)

 $ 7,160,387

Accounts receivable

  388,286,117

( 4,306,591)

  383,979,526

$ 395,447,110

($ 4,307,197)

$ 391,139,913

The Group factored its accounts receivable to certain financial institutions without recourse. Under the agreement, the Group is not required to bear uncollectible risk of the underlying accounts receivable, but is liable for the losses incurred on any business dispute, and did not provide any collateral. Accordingly, these accounts receivable meet the derecognition criteria for financial assets. The Group has derecognized the accounts receivable sold to financial institutions, net of the amount estimated for business disputes.

As of December 31, 2009 and 2010, the relevant information of accounts receivable factored but unsettled were as follows:

 

December 31, 2009

Institutions

Interest

rate

(%)

Accounts

receivable

sold/

derecognized

Amount

advanced

Amount retained

Limit

 Mega International Commercial Bank

0.41

$ 10,905,969

$10,905,969

$ -

$ 15,995,000

 

December 31, 2010

  Institutions

Interest

rate

(%)  

Accounts

receivable

sold/

 derecognized

Amount

 advanced

Amount retained

Limit

 Mega International Commercial Bank

0.88~0.89

$19,808,400

$19,808,400

$ -

$ 21,847,500

 Taipei Fubon Bank

0.9

 20,391,000

 20,391,000

-

40,782,000

 Mizuho Corporate Bank

0.85~0.86

 13,108,500

 13,108,500

-

17,478,000

Sumitomo Mitsui Banking

Corporation

0.79

 14,565,000

 14,565,000

-

14,565,000

 Standard Chartered

Commercial Bank

 

0.73

 

1,893,450

 

 1,893,450

 

-

 

3,495,600

$ 69,766,350

$69,766,350

$ -

$98,168,100

For the year ended December 31, 2009 and 2010, the financing charges (expenses) incurred from accounts receivable factoring were $15,197 and $365,224 (shown as "financing charges"), respectively.

 

 

(5)Other receivables

  December 31,

  2009

2010

Tax refund receivable

 $ 19,096,166

 $ 26,626,208

Receivable from payments made on behalf of others

763,638

1,501,924

Others

4,217,423

2,765,153

$ 24,077,227

$ 30,893,285

(6)Inventories

December 31,

2009

2010

Raw materials and supplies

 $ 65,271,291

 $ 92,027,102

Work in process

31,157,396

49,588,851

Finished goods

75,108,584

99,230,748

Inventory in transit

19,259,442

29,399,802

190,796,713

 270,246,503

Less: Allowance for inventory obsolescence and

market price decline

(  9,817,012)

( 10,862,788)

$ 180,979,701

$ 259,383,715

 

Expenses and loss incurred on inventories for the years ended December 31, 2009 and 2010 were as

follows:

2009

2010

Cost of inventories sold

$ 1,770,868,723

 $ 2,751,324,984

Loss on inventory obsolescence and market price

decline

1,398,857

 1,636,893

Others

 361,357

  41,252

$ 1,772,628,937

$ 2,753,003,129

(7)Financial assets carried at cost

December 31,

Name of investee company

2009

2010

 Chi Lin Technology Co., Ltd.

 $ -

$ 825,000

 Diamondhead Ventures Ltd.

 316,036

316,911

Global Strategic Investment Inc.

200,400

200,400

 Riverwood Capital Partners L.P.

-

186,291

 POWER-ALL NETWORKS

-

174,780

 Aptina Acquisition L.P.

-

153,918

 FUHU INC.

-

145,650

 Wimm. Labs Incorporated

 -

145,650

 Shenzhen Yuto Printing Co., Ltd.

238,492

108,829

 Others

745,644

781,857

 

$ 1,500,572

$ 3,039,286

 

1) The Group recognized impairment loss in the amounts of $0 and $164,067 (shown as "impairment loss") for the years ended December 31, 2009 and 2010, respectively, on its investments accounted for under the cost method.

2) These investments have no active quoted market price and their fair values cannot be measured reliably. Therefore, they were measured at cost.

(8)Long-term equity investments accounted for under the equity method

December 31, 2010

Ownership

  December 31,

Investee Company

 Percentage (%)

  2009

  2010 

Foxconn Technology Co., Ltd.

30

$ 14,933,607

 $ 16,299,001

Foxconn Advanced Technology, Ltd.- Cayman

43

5,253,010

5,273,340

Pan International Industrial Corporation

27

3,828,747

3,694,183

Simplo Technology Co., Ltd.

9

1,720,814

1,886,280

G-Tech Optoelectronics Corporation

36

704,533

1,210,547

Multiwin Precision Ind. Co. Ltd.

29

1,112,984

1,143,575

Ways Technical Corp., Ltd.

23

1,148,154

1,123,290

Ampower Holding Limited - Cayman

45

1,104,270

1,009,073

Mediamarkt (China) International

25

-

910,548

Retail Holding Limited-HK

Uer Holdings Corporation-Cayman

40

-

672,277

CyberTAN Technology, Inc.

11

548,663

532,592

Alliance Fiber Optic Products Inc.

20

314,333

321,393

Diabell Co., Ltd.

20

330,908

240,407

Others

1,668,338

1,615,432

32,688,361

35,931,938

Add: Prepaid long-term investment

427,130

30,556

$ 33,115,491

$ 35,962,494

1) The Group recognized impairment loss amounting to $64,490 and $143,967 (shown as "impairment loss") for the years ended December 31, 2009 and 2010 on its investments accounted for under the equity method.

2) For the years ended December 31, 2009 and 2010, the investment income recognized under the equity method amounted to $2,841,913 and $3,253,572, respectively, which was based on the investees' audited financial statements.

3) For the years ended December 31, 2009 and 2010, cash dividends declared by the investee companies accounted for under the equity method amounted to $922,585 and $708,082 respectively, and were shown as a reduction to the book value of long-term investments accounted for under the equity method.

(9)Property, plant and equipment

December 31, 2009

Original cost

Accumulated

depreciation

Net

book value

Land

$ 3,863,939

$ -

$ 3,863,939

Buildings and improvements

110,709,699

(17,746,399)

92,963,300

Machinery

154,766,994

(62,532,445)

92,234,549

Molding equipment

2,897,287

(2,405,043)

492,244

Testing equipment

20,776,078

(11,853,458)

8,922,620

Furniture and fixtures

13,000,893

(7,953,720)

5,047,173

Tooling equipment

3,194,607

(1,574,426)

1,620,181

Miscellaneous equipment

29,925,748

(12,764,165)

17,161,583

Prepayments for equipment and construction in progress

15,609,092

-

15,609,092

$ 354,744,337

($ 116,829,656)

237,914,681

Less: Accumulated impairment

( 3,296,540)

$ 234,618,141

 

December 31, 2010

 Original cost

Accumulated

  depreciation

Net

book value

Land

 $ 4,085,467

 $ -

 $ 4,085,467

Buildings and improvements

120,125,861

( 23,146,020)

96,979,841

Machinery

190,502,643

( 74,073,447)

116,429,196

Molding equipment

4,473,691

( 2,825,733)

1,647,958

Testing equipment

22,981,119

( 14,342,521)

8,638,598

Furniture and fixtures

13,982,903

( 8,997,090)

4,985,813

Tooling equipment

3,329,030

( 1,542,820)

1,786,210

Miscellaneous equipment

31,796,808

( 15,622,119)

16,174,689

Prepayments for equipment and construction in progress

26,642,156

  -

 26,642,156

$ 417,919,678

($140,549,750)

 277,369,928

Less: Accumulated impairment

( 5,220,239)

$ 272,149,689

The Group recognized impairment loss of $1,026,453 and $2,557,816 (shown as "impairment loss") in 2009 and 2010, respectively.

(10)Intangible assets

1)Business acquisition

A. On January 1, 2010, the Company acquired from Sony Corporation a portion of its Mexico

plant's production equipment and 90% ownership of its subsidiary, Sony BAJA California,

S.A. BE C.V., for a cost of US$119,900 thousand.

B. In July, 2010, the Company's subsidiary, Foxconn Singapore Pte. Limited, acquired 90.1%

ownership of its subsidiary, Sony Slovakia, SPOL. S R.O, for a cost of EUR$29,721 thousand.

C. Fair value information of acquired subsidiary:

For the year ended

December 31, 2010

Current assets

$ 28,005,606

Property, plant and equipment

9,627,690

Other assets

592,537

Current liabilities

(32,157,918)

Other liabilities

(853,577)

Total purchase price

5,214,338

Less: Minority interest

(179,484)

Cash of subsidiary

(2,137,918)

Net assets of acquired subsidiary (less cash received)

$ 2,896,936

2) Goodwill

For the years ended December 31,

2009

2010

Net book value, January 1

 $ 2,291,662

 $ 1,317,381

Impairment loss

( 945,935)

( 944,174)

Cumulative translation adjustments

( 28,346)

(  157,733)

Net book value, December 31

$ 1,317,381

$ 215,474

A. The above amount mainly represents goodwill arising from the company's subsidiary's acquisition of Chi Mei Communication System, Inc. in 2005.

B. The Company's subsidiary recognized impairment loss on its goodwill amounting to $945,935 and $944,174 (shown as "impairment loss") in 2009 and 2010, respectively.

3) Other intangible assets - customer relationship

In February 2008, the Company's subsidiary, Foxteq Holding Inc. - Cayman, signed an assets

purchase agreement with Sanmina-SCI Corporation, Sanmina- SCI USA Inc., SCI Technology, Inc.,

Sanmina- SCI Systems De Mexico S.A. De C.V., Sanmina- SCI Hungary Electronics Manufacturing

LLC. and Sanmina- SCI Australia Pty Ltd. for the acquisition of certain assets and liabilities of these

companies. The acquisition cost was US$70 million. The acquisition was effective on July 7, 2008.

The intangible assets - customer relationship arising from the above acquisition amounted to

$965,100, which were appraised by the Company and experts. The changes in the intangible assets -

customer relationship for the years ended of December 31, 2009 and 2010, respectively, are set forth

below:

For the years ended December 31,

2009

2010

Net book value, January 1

$ 818,688

$ 476,011

Amortization in current year

( 333,043)

( 317,721)

Cumulative translation adjustments

( 9,634)

( 18,466)

Net book value, December 31

$ 476,011

$ 139,824

 (11)Other assets

December 31,

2009

2010

Land use rights

$ 21,088,073

 $ 20,268,938

Others

4,498,048

5,371,548

$ 25,586,121

$ 25,640,486

For the years ended December 31, 2009 and 2010, the land use rights were as follows:

For the years ended December 31,

2009

2010

Net book value, January 1

$ 19,091,762

$ 21,088,073

Increase in current year

1,693,617

966,559

Amortization in current year

( 373,745)

( 458,676)

Transfer in current year

898,523

( 467,725)

Cumulative translation adjustments

(  222,084)

(  859,293)

Net book value, December 31

$ 21,088,073

$ 20,268,938

(12)Short-term loans

December 31,

2009

2010

Credit loans

 $ 77,481,054

 $ 132,466,070

Secured loans

2,763,657

 67,390,944

$ 80,244,711

$ 199,857,014

Interest rates per annum

 0.24%~6.83%

 0.013%~2.4544%

(13)Short-term notes and bills

December 31,

2009

2010

Commercial paper

 $ -

 $ 9,600,000

Less: unamortized discounts

-

( 8,712)

$ -

$ 9,591,288

Interest rates per annum

-

 0.71%~0.788%

(14)Accrued expenses

December 31,

2009

2010

Awards and salaries payable

$ 12,200,960

 $ 17,615,943

Royalty fees payable

4,841,955

10,635,704

Employees' bonuses payable

5,449,328

5,555,128

Business Tax (VAT) payable

3,936,387

3,222,349

Welfare fees payable

2,889,798

3,103,545

Shipping fees payable

2,197,294

1,925,048

Tax payable (excluding VAT)

1,860,472

1,491,494

Fees payable for tooling

1,068,254

996,313

Others

15,952,099

14,553,282

 $ 50,396,547

$ 59,098,806

  Please see Note 4(22) for information on "Employees' bonuses".

(15)Income tax

1)Income tax expense and income tax payable are reconciled as follows:

December 31,

2009

2010

Income tax expense

$ 11,650,671

 $ 16,004,564

Changes in deferred income tax

3,389,896

3,274,357

Less: Prepaid income tax and income tax withheld

( 4,690,478)

( 7,119,490)

Effect of tax rate different from the U.S. branch

( 33,130)

( 62,925)

Over provision of prior years' income tax

1,301,840

1,044,992

Add: Income tax payable for prior years

1,619,059

1,484,506

Income tax payable

$ 13,237,858

$ 14,626,004

2) As of December 31, 2009 and 2010, the deferred income tax assets and liabilities were as follows:

December 31,

2009

2010

Deferred income tax assets

$ 3,991,967

$ 5,080,847

Deferred income tax liabilities

($ 6,086,080)

($ 3,900,603)

3) The temporary differences and related amounts of deferred tax assets (liabilities) are listed as follows:

December 31,

2009

2010

Amount

Tax effect

Amount

Tax effect

Current items:

 Reserve for inventory obsolescence and market price decline

$ 6,087,932

$ 1,432,758

$ 6,395,663

$ 1,164,258

 Unrealized exchange

( 125,589)

( 25,118)

 1,171,020

 155,847

(gains) losses

 Product warranty

6,804,868

1,360,973

12,455,882

2,117,500

Allowance for doubtful accounts

1,784,915

356,983

 2,128,053

475,083

 Others

 612,287

 122,162

 677,416

 121,555

$15,884,413

$ 3,247,758

$22,828,034

$ 4,034,243

Non-current items:

 Reserve for pension cost

$ 847,179

$ 169,436

$ 861,370

 $ 146,739

 Foreign investment income accounted for under the equity method

 

 

(30,304,813)

 

 

(6,060,962)

( 22,944,738)

( 3,900,605)

 Others

 2,277,737

  549,655

 5,776,891

 899,867

($27,179,897)

(5,341,871)

($16,306,477)

(2,853,999)

($2,094,113)

($1,180,244)

4) As of December 31, 2010, the Company's and Premier's income tax returns have been approved by the R.O.C. Tax Authority through 2008 and 2006, respectively.

(16) Bonds payable

December 31,

2009

2010

2006 1st domestic convertible bonds payable

 $ 12,039,400

 $ 12,039,400

2010 1st unsecured euro convertible bonds payable

-

31,251,000

Less: Discount on bonds payable

-

( 1,946,755)

Exchange loss

-

( 1,988,874)

12,039,400

39,354,771

First unsecured corporate bonds issue in 2005

11,500,000

5,500,000

First debenture issue of 2008

5,180,000

5,180,000

First debenture issue of 2009

6,820,000

6,820,000

First debenture issue of 2010

-

6,000,000

35,539,400

62,854,771

Less: Current portion

( 6,000,000)

( 17,219,400)

Bonds payable - long-term

$ 29,539,400

$ 45,635,371

1) 2006 1st domestic convertible bonds payable

On September 1, 2006, following the approval from the SFB, the Company issued domestic zero coupon unsecured bonds in the amount of $18,000,000. These convertible bonds cover a period of five years from November 10, 2006 to November 10, 2011.

The conversion price shall be adjusted based on the terms of the convertible bonds. As of December 31, 2010, the convertible bonds have not been converted. The conversion price was adjusted to $161.62 (in dollars) per share as a result of the resolution approved at the stockholders' meeting in 2010.

Under the terms of the convertible bonds, all the stock dividends redeemed or converted bonds will be retired and not to be re-issued.

The bondholders may require the Company to redeem any bond at face value three years after the issuance. On November 10, 2009, bondholders have redeemed total of $5,960,600.

Under the terms of the convertible bonds, the rights and obligations of the new shares converted from convertible bonds are the same as those of the issued and outstanding common stock.

The effective interest rate of the bonds was 2.32%.

The discount on convertible bonds is amortized during the expected outstanding period of 3 years, using the interest methods. Since November 10, 2009, the bonds have no longer had outstanding discount.

The fair value of conversion right in the amount of $1,195,200 was separated from bonds payable at issuance date, and was recognized in "Capital reserve from conversion right" in accordance with SFAS No. 36.

2006 1st domestic convertible bonds payable had been reclassified to "Current liabilities" in the fourth quarter of 2010.

2) 2010 1st unsecured euro convertible bonds

On August 18, 2010, following the approval from the SFB, the Company issued 1st unsecured euro zero coupon convertible bonds in the amount of US$1 billon. These convertible bonds cover a period of three years from October 12, 2010 to October 12, 2013.

The conversion price shall be adjusted based on the terms of the convertible bonds. As of December 31, 2010, the convertible bonds have not been converted. The initial conversion price was $152.75 (in dollars) per share with a fixed exchange rate applicable on conversion of bonds of NTD$31.251=USD$1.

Under the terms of the convertible bonds, all the stock repurchased, previously redeemed or converted bonds will be retired and not to be re-issued.

Under the terms of the convertible bonds, the rights and obligations of the new shares converted from convertible bonds are the same as those of the issued and outstanding common stock.

The effective interest rate of the bonds was 2.02%.

The fair value of conversion right in the amount of $2,034,440 was separated from bonds payable at issuance date, and was recognized in "Capital reserve from conversion right" in accordance with SFAS No. 36.

3) First unsecured corporate bonds issue in 2005

On September 14, 2005, following the approval from the SFB, the Company issued domestic unsecured bonds in the amount of $11,500,000. As of December 31, 2010, Bond Aa to Af and Bond Ba to Bf had been redeemed. The amount of the unredeemed bonds is $5,500,000.

The terms of these domestic unsecured bonds are summarized as follows:

Type of bonds

Issuance date

Period

Amount

Normal

interest rate

Payment term

Bond Ca to Cf

September 2005

7 years

$ 500,000

2.25%

Principal is due at maturity.

Interest is paid annually at

simple interest rate.

Bond Da to De

September 2005

10 years

$ 500,000

2.37%

Principal is due at maturity.

Interest is paid annually at

simple interest rate.

4) First debenture issue of 2008

 A. On December 9, 2008, following the approval from the SFB, the Company issued domestic unsecured bonds in the amount of $5,180,000. The terms of these domestic unsecured bonds are summarized as follows:

Issuance date

Period

Amount

Nominal

interest rate

Payment term

December 2008

3 years

$ 5,180,000

2.5%

Principal is due at maturity.

Interest is paid annually at simple interest rate.

B. First debenture issue of 2008 had been reclassified to "Current liabilities" in the fourth

quarter of 2010.

 

5) First debenture issue of 2009

On January 12, 2009, following the approval from the SFB, the Company issued domestic unsecured bonds in the amount of $6,820,000. The terms of these domestic unsecured bonds are summarized as follows.

Issuance date

Period

Amount

Nominal

interest rate

Payment term

October 2009

5 years

$ 6,820,000

1.72%

Pay half of principal each in the fourth and fifth year.

Interest is paid annually at simple interest rate.

6) First debenture issue of 2010

On December 17, 2010, following the approval from the SFB, the Company issued domestic unsecured bonds in the amount of $6,000,000. The terms of these domestic unsecured bonds are summarized as follows.

Issuance date

Period

Amount

Nominal

interest rate

Payment term

December 2010

5 years

$ 6,000,000

1.43%

Pay half of principal each in the fourth and fifth year.

Interest is paid annually at simple interest rate.

(17) Long-term loans

Institution

Loan period

December 31, 2009

Limit

Mizuho Corporate Bank Ltd., etc. syndicated loan

2008/8/21~2011/8/21

$ 17,114,650

(USD 535,000,000)

2008/9/11~2013/9/11

15,995,000

(USD 500,000,000)

$ 33,109,650

Interest rate

 0.6438%~0.7%

 

Institution

Loan period

December 31, 2010

Limit

Mizuho Corporate Bank Ltd., etc. syndicated loan

2008/8/21~2011/8/21

$ 3,786,900

(USD 130,000,000)

2008/8/21~2013/8/21

 11,797,650

(USD 405,000,000)

2008/9/11~2013/9/11

 14,565,000

(USD 500,000,000)

ING Bank, N.V. etc. syndicated loan

2010/10/22~2015/10/22

5,643,400

(EUR 145,000,000)

 10,313,800

(EUR 265,000,000)

 46,106,750

Less: Current portion

(  3,786,900)

$ 42,319,850

Interest rate

 0.6744%~1.5360%

Foxconn (Far East) Ltd. - Cayman, a subsidiary of the Company entered into a syndicated credit facility agreement with Mizuho Corporate Bank Ltd. as the lead bank and obtained a credit line in the amount of US$1,035 million. The Company is the guarantor of the loan.

Foxconn Slovakia, SPOL. S R.O., a subsidiary of the Company entered into a syndicated credit facility agreement with ING Bank N.V. etc. as the lead bank and obtained a credit line in the amount of EUR410 million. The Company is the guarantor of the loan.

Mizuho Corporate Bank Ltd., etc. syndicated loan, US$130 million, had been reclassified to "Current liabilities" in the fourth quarter of 2010, the rest of the loan over twelve months, was recognized as long-term loan.

Throughout the term of Mizuho Corporate Bank Ltd., etc. syndicated term loan agreement, the Group shall maintain the following financial ratios, to be tested semi-annually and annually on an audited consolidated basis:

The current ratio shall not be less than one hundred percent (100%).

The ratio of total net debt to consolidated tangible net assets shall not exceed seventy percent (70%).

The interest coverage (income before income tax plus depreciation, amortization and interest expense divided by net interest expense) shall not be less than five hundred percent (500%).

Net debt is defined as total debt less cash and cash equivalents.

The consolidated net tangible assets are defined as the consolidated total net assets of the Group less goodwill acquired through merger and acquisition.

Net interest expense is defined as interest expense less interest income.

The Company has not breached any of the above financial ratio commitments under the syndicated loan agreement.

(18)Retirement plan

The Company participates in defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees for services provided prior to July 1, 2005, and employees who choose to remain in the benefit pension plan subsequent to the enforcement of the Labor Pension Act on July 1, 2005. The Company contributes on a monthly basis an amount equal to 2.1% of the employees' monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee.

A. In 2009 and 2010, the related actuarial assumptions used to calculate the pension liability were as follows:

2009

2010

Discount rate

2.25%

1.75%

Rate of increase in compensation

3.00%

3.00%

Expected return rate on plan assets

2.25%

1.75%

 

 

 

B. Funded status of the pension plan

December 31,

2009

2010

Benefit obligation:

 Vested benefit obligation

($ 139,973)

($ 201,609)

 Non-vested benefit obligation

( 866,484)

( 960,994)

 Accumulated benefit obligation

( 1,006,457)

( 1,162,603)

 Additional benefits based on future

  salary increases

( 463,182)

( 501,714)

 Projected benefit obligation

( 1,469,639)

( 1,664,317)

Fair value of plan assets

560,119

601,691

Funded status

( 909,520)

( 1,062,626)

Unrealized net transition obligation

7,761

5,248

Unrecognized net pension loss

56,227

198,828

Accrued pension cost

($ 845,532)

($ 858,550)

Vested benefit

$ 158,562

$ 221,401

C. In 2009 and 2010, the details of net pension cost were as follows:

2009

2010

Service cost

$ 40,361

$ 36,612

Interest cost

36,969

33,067

Expected return on plan assets

( 8,310)

( 12,603)

Amortization of unrecognized net transition obligation

2,513

2,513

Net periodic pension cost

$ 71,533

$ 59,589

2) Effective July 1,2005, in accordance with the Labor Pension Act, the Company has a defined contribution employee retirement plan covering all domestic employees. The Company contributes monthly an amount based on 6% of employees' monthly salaries and wages to the employees' personal pension accounts with the Bureau of Labor Insurance. Employees may choose to receive pension on a monthly basis or as lump sum payment upon retirement in which the amount is the account balance plus accumulated investment gains. The pension expenses under this plan amounted to $229,080 and $273,623 for the years ended December 31, 2009 and 2010, respectively.

3) The Company's mainland subsidiaries have defined contribution pension plans and contribute an amount monthly based on 8%~9% of employees' monthly salaries and wages to an independent fund administered by a government agency. The plan is administered by the government of the People's Republic of China (PRC) and the subsidiaries do not have further pension liabilities.

4) As of December 31, 2009 and 2010, the subsidiaries which participated in defined contribution pension plans recognized reserve according to the respective local laws for retirement plan in the amount of $233,711 and $232,462, respectively. Pension expenses in the amount of $3,469,281 and $5,082,129 were recognized for the years ended December 31, 2009 and 2010, respectively.

(19) Capital stock

1) As of December 31, 2010, the Company's authorized shares were 10,820,000 thousand shares (including 200 million shares reserved for stock warrants or bonds issued with detachable warrants) and the issued and outstanding common stock were 9,661,248 thousand shares with a par value of $10 (in dollars) per share.

2) On June 8, 2010, the Company's shareholders adopted a resolution to increase the authorized shares to 10,820,000 thousand shares and to issue stock dividends at par value amounting to $10,294,718.

3) On June 8, 2010, the Company's shareholders approved employees' stock bonus amounting to $5,449,328 for 2009. The employee stock bonus of 52,845 thousand shares was determined based on the closing price of $103.12 (in dollars) on June 7, 2010, the previous day of the 2010 shareholders' meeting after taking into account the effects of ex-rights and ex-dividends.

4) Pursuant to the resolution adopted at the stockholders' meeting held on June 1, 1999, and after obtaining approval from the SFC, the Company issued 25 million units of global depository receipts (GDRs) in Europe, Asia and the USA, comprising 50 million shares of common stock (Deposited Shares). The issuance amounted to USD$347,250,000, and the main terms and conditions of the GDRs are as follows:

A. Voting

Holders of GDRs have no right to directly exercise voting rights or attend the Company's stockholders' meeting, except when a motion is on the election of directors or supervisors.

A holder or holders together holding at least 51% of the GDRs outstanding at the relevant record date of the stockholders' meeting can instruct the Depositary to vote in the same direction in respect of one or more resolutions to be proposed at the meeting.

B. Sale and withdrawal of GDRs

Under the current R.O.C. law, shares represented by the GDRs may be withdrawn by holders of GDRs commencing three months after the initial issue of GDRs. A holder of a GDR may, provided that the Company has delivered to the custodian physical share certificates in respect of the Deposited Shares, request the Depositary to sell or cause to be sold on behalf of such holder the shares represented by such GDRs.

C. Dividends

GDR holders are entitled to receive dividends to the same extent as the holders of common stock subject to the terms of the Deposit Agreement and applicable laws of the R.O.C.

D. As of December 31, 2010, 149,197,000 units of GDRs were outstanding, which represents 298,393 thousand shares of common stock.

(20) Share-based payment - employee compensation plan

As of December 31, 2009 and 2010, the share-based payment transactions of Foxconn International Holdings Ltd. (Cayman), a subsidiary of the Company (listed on the Stock Exchange of Hong Kong), are set forth below:

Type of

arrangement

Grant date

Quantity

 granted

Contract

period

Vesting conditions/

 Restricted terms

Employee stock options

July 25, 2005

435,599,000

1 ~ 6 years

Note (1)

September 12, 2007

2,400,000

1 ~ 6 years

Share appreciation rights

January 1, 2006

7,343,564

1 ~ 3 years

-

Other share-based payment plans

December 29, 2006

5,748,145

-

Note (2)

July 24, 2007

502,090

-

Note (3)

December 28, 2007

20,459,322

-

Note (4)

October 29, 2009

26,161,489

-

-

April 27, 2010

9,435,264

-

-

November 19, 2010

25,616,428

-

-

December 29, 2010

35,573,029

-

-

Note:

(1)Vested upon completion of certain years' service.

(2)Of the shares granted, 2,737,718 shares cannot be sold within one to three years from the grant date.

(3)Of the shares granted, 407,000 shares cannot be sold within one to two years from the grant date.

(4)Of the shares granted, 20,362,078 shares cannot be sold within one to three years from the grant date.

1) Employee stock options

For the stock options granted with the compensation cost accounted for using the fair value method, their fair value on the grant date is estimated using the Black-Scholes option-pricing model. The weighted-average parameters used in the estimation of the fair value are as follows:

Grant date

Stock

price

 (HK$)

Exercise

price

 (HK$)

Expected price

volatility

 Expected

 dividend

 yield rate

Risk-free interest

  rate

Fair value per

 share (US$)

July 25, 2005

$ 5.95

$ 6.06

30%

-

3.39%

$ 0.24

September 12, 2007(A)

19.46

20.63

36%

-

3.92%

0.86

For the years ended December 31, 2009 and 2010, the weighted-average exercise price of employee stock options outstanding were US$0.98 and US$1.23 (in dollars) per share, respectively, and expenses incurred on employee stock options transactions were $164,011 (US$4,964 thousand) and $126,647 (US$4,018 thousand), respectively. Details of the employee stock options are set forth below:

 

 

For the years ended December 31,

Employee Stock Options (In shares)

2009

2010

Options outstanding at beginning of year

308,100,192

264,831,013

Options exercised

( 12,268,150)

( 33,901,600)

Options revoked

( 30,881,175)

( 3,391,908)

Options canceled

( 119,854)

( 78,400)

Options outstanding at end of year

  264,831,013

  227,459,105

Options exercisable at end of year

  150,281,253

  171,517,825

2) Share appreciation rights

For the years ended December 31, 2009 and 2010, the range of exercise price of stock appreciation rights outstanding were HK$3.96HK$26.05 and HK$3.96HK$25.65 (in dollars), respectively. As of December 31, 2009 and 2010, the liabilities on stock appreciation rights were $10,013 (US$ 313 thousand) and $0, respectively (shown as "Accrued expenses"). For the years ended December 31, 2009 and 2010, expenses incurred on stock appreciation rights transactions were $6,278 (US$190 thousand) and $347 (US$11 thousand), respectively.

3) Other share-based payment plans

These share-based payments were granted to employees. For the years ended December 31, 2009 and 2010, expenses incurred on other share-based payments were $899,811 (US$27,234 thousand) and $1,636,235 (US$51,911 thousand), respectively.

(21) Capital reserve

1) Pursuant to the R.O.C. Securities and Exchange Law, for the capital reserve arising from donations and from paid-in capital in excess of par value on issuance of common stocks, an amount equal to up to 10% of the contributed capital can be capitalized, provided that there is no accumulated deficit, and the remainder is restricted to cover deficit. Further, accumulated deficit shall be first covered by retained earnings before capital reserve can be used to cover any accumulated deficit.

2) Under the R.O.C. SFB regulations, the Company may apply, once a year, to capitalize the capital reserves arising from paid-in capital in excess of par on the issuance of stocks for cash. The application shall be made after the year of the issuance, and the amount to be capitalized shall not exceed the prescribed amount.

3) According to rules of regulatory agency, capital reserve arising from long-term equity investments accounted for under the equity method cannot be capitalized.

4) Please see Note 4 (16) for information on "Capital reserve from conversion right".

(22) Retained earnings

1) In accordance with the Company's Articles of Incorporation, current year's earnings must be distributed in the following order:

A. Covering accumulated deficit;

B. Setting aside as legal reserve equal to 10% of current year's net income after tax and distribution pursuant to clause (A);

C. Setting aside a special reserve in accordance with applicable legal and regulatory requirement;

D. 8% as bonuses to employees; qualified employees include employees of affiliates per criteria set by Board of Directors; and

E. the remainder shall be distributed pursuant to the proposal of the board of directors in accordance with the Company's dividend policy.

The Company's dividend policy requires the board of directors to consider the Company's budget for future capital expenditures and funding needs when proposing the distribution of earnings. The proposal should be resolved in the Meeting of the Stockholders. Dividends may be distributed in the form of cash or shares, or a combination of both, provided, however, that cash dividends distributed in respect of any fiscal year shall not exceed 90 percent of total dividends to stockholders.

2) The details of the undistributed earnings were as follows:

December 31,

2009

2010

Before new tax system was adopted

 $ 2,163,509

 $ 2,163,509

After new tax system was adopted

Subjected to additional 10% corporate income tax

150,965,282

191,629,294

Not subjected to additional 10% corporate income tax

  75,685,105

  77,154,551

 $ 228,813,896

 $ 270,947,354

3) The details of imputation system were as follows:

December 31,

2009

2010

Balance of stockholders deductible tax account

 $ 23,920,732

 $ 29,284,069

2009

(Actual)

2010

(Estimated)

Tax deductible rate of earnings distribution

  13.61%

  14.03%

4) The appropriation of 2008 and 2009 earnings had been resolved at the stockholders' meeting on April 16, 2009 and June 8, 2010, respectively. Details are summarized below:

2008

2009

 Amount

Dividends per share

 (in dollars)

Amount

Dividends per share

 (in dollars)

Legal reserve

$ 5,513,318

$ -

$ 7,568,511

$ -

Stock dividends

11,121,935

1.5

 10,294,718

1.2

Cash dividends

 8,156,086

1.1

 17,157,864

2.0

$24,791,339

$ 2.6

$ 35,021,093

$ 3.2

As of the report date, the distribution of 2010 earnings had not been approved by the board of directors. The information on distribution of earnings will be posted on the "Market Observation Post System" of the TSEC.

5) The estimated amounts of employees' bonus and directors' and supervisors' remuneration for 2009 and 2010 are $5,449,328 and $0, and $5,555,128 and $0, respectively, based on a certain percentage (8% and 0%) of net income, after taking into account the legal reserve and other factors. If the estimated amounts are different from the amounts resolved by stockholders subsequently, the difference is recognized as gain or loss in the following year. The information on employees' bonus and directors' and supervisors' remuneration is posted on the "Market Observation Post System" at the website of the TSEC. The employee stock bonus of 52,845 thousand shares were determined by the closing price of the Company's common stock, $103.12 (in dollars), on June 7, 2010, the previous day of the 2010 shareholders' meeting after taking into account the effects of ex-rights and ex-dividends. The employee stock bonus less than one share is paid in cash in the amount of $53 (in dollars).

(23) Earnings per common share

For the year ended December 31, 2009

Amount

Number of

shares (in

thousands)

Earnings per  common share

Before tax

After tax

Before tax

After tax

Basic earnings per share:

 Consolidated net income

$88,030,964

$76,380,293

9,607,327

$ 9.16

$ 7.95

 Minority interest

( 994,122)

( 695,188)

( 0.10)

( 0.07)

 Net income attributable to equity holders of the Company

$87,036,842

$75,685,105

$ 9.06

$ 7.88

Diluted earnings per share:

 Consolidated net income

$88,030,964

$76,380,293

$ 9.05

$ 7.85

 Minority interest

( 994,122)

( 695,188)

( 0.10)

( 0.07)

Dilutive effect of stock equivalents: Convertible bonds

 341,642

 256,231

74,492

0.04

0.03

 Employees' bonus-2009

-

-

 41,364

-

 -

 Net income attributable to equity holders of the Company

$87,378,484

$75,941,336

9,723,183

$ 8.99

$ 7.81

For the year ended December 31, 2010

Amount

Number of

shares (in

thousands)

Earnings per  common share

Before tax

After tax

Before tax

After tax

Basic earnings per share:

 Consolidated net income

 $91,477,208

 $75,472,644

 9,637,296

 $ 9.49

 $ 7.83

 Minority interest

 1,281,920

 1,681,907

 0.13

 0.18

 Net income attributable to equity holders of the Company

$92,759,128

$77,154,551

$ 9.62

$ 8.01

Diluted earnings per share:

 Consolidated net income

 $91,477,208

 $75,472,644

 $ 9.18

 $ 7.57

 Minority interest

 1,281,920

 1,681,907

 0.13

 0.17

Dilutive effect of stock equivalents: Convertible bonds-

overseas

149,306

123,924

 

204,589

0.01

0.01

Convertible bonds-

domestic

-

-

74,492

-

-

 Employees' bonus-2010

  -

  -

  52,951

  -

  -

 Net income attributable

to equity holders of

the Company

$92,908,434

$77,278,475

 9,969,328

$ 9.32

$ 7.75

1) The number of shares had retroactively been adjusted by the stock dividends as of December 31, 2010.

2) Effective January 1, 2008, as employees' bonus could be distributed in the form of stock, the diluted EPS computation shall assume that distribution will be in the form of stocks in the calculation of the weighted-average number of common shares outstanding during the reporting year, taking into account the dilutive effects of stock bonus on potential common shares; whereas, the basic EPS shall be calculated based on the weighted-average number of common shares outstanding during the reporting year, which shall include the shares of employees' stock bonus from the appropriation of prior year earnings, which have already been resolved at the stockholders' meeting held in the reporting year.

(24)Personnel, depreciation and amortization expenses

For the year ended December 31,

2009

2010

Cost of sales

 Personnel expenses

 Salaries

$ 55,229,591

 $ 78,072,826

 Labor and health insurances

2,198,200

2,142,703

 Pension

2,464,940

3,934,686

 Others

  985,509

  1,546,978

$ 60,878,240

$ 85,697,193

 Depreciation

$ 25,467,305

$ 27,414,533

 Amortization

$ 2,716,345

$ 2,724,007

Operating expenses

 Personnel expenses

 Salaries

$ 38,188,081

 $ 44,196,400

 Labor and health insurances

2,120,935

2,244,723

 Pension

1,304,954

1,480,655

 Others

706,441

  680,017

$ 42,320,411

$ 48,601,795

 Depreciation

$ 7,464,184

$ 9,447,908

 Amortization

$ 2,751,029

$ 1,544,094

5. RELATED PARTY TRANSACTIONS

1) Names of related parties and their relationship with the Company

Names of related parties

Relationship with the Company

Foxconn Technology Co., Ltd. and subsidiaries

 (FTCS)

Investee company accounted for under the equity method

Pan International Industrial Corporation and

 subsidiaries (PIICS)

"

Foxconn Advanced Technology, Ltd.-Cayman

 (FATS-Cayman)

An indirectly-owned investee company accounted for under the equity method

Foxsemicon Integrated Technology, Inc. and

 subsidiaries (FITI)

"

CyberTAN Technology, Inc. (CyberTAN)

"

Cheng Uei Precision Industry Co., Ltd.

 (CUPC)

The chairman is a brother of the Company's chairman

Chimei Innolux Corporation and subsidiaries

(Chimei Innolux)

(Formerly InnoLux Display Co., Ltd.)

Same major shareholder

All the transactions with subsidiaries disclosed below had been eliminated when preparing consolidated financial statements. Except for transactions with the above related parties, there were no other material transactions between related parties and the Company for the years ended December 31, 2009 and 2010.

2) Significant transactions and balances with related parties

A. Sales

For the years ended December 31,

2009

%

2010

%

FTCS

 $ 95,908,017

5

 $ 90,038,838

3

Chimei Innolux

6,124,327

-

11,631,750

1

CyberTAN

6,931,393

1

4,738,507

-

Others

  3,504,601

-

  2,004,665

-

$ 112,468,338

6

$ 108,413,760

4

The sales prices and credit terms to related parties were not significantly different from sales to third parties. For other particular related party transactions, prices and terms were determined in accordance with mutual agreements. .

The Group sold materials to the above related parties for processing and repurchased the finished

goods. The sales amount of materials and repurchase price of finished goods were offset against

each other and shown at net amount in the financial statements.

B. Purchases

For the years ended December 31,

2009

%

2010

%

FTCS

 $ 19,740,802

 1

 $ 23,716,438

 1

FATS-Cayman

11,787,777

1

20,983,543

 1

Chimei Innolux

8,933,063

1

16,079,770

 1

PIICS

7,114,116

-

6,375,994

 -

CyberTAN

2,580,309

-

3,932,941

 -

Others

845,874

-

553,305

-

$ 55,048,011

3

$ 71,641,991

3

The purchase prices and payment terms to related parties were not significantly different from purchases from third parties. For other related party transactions, prices and terms were determined in accordance with mutual agreements. The payment terms to third parties are between 30 to 90 days.

C. Accounts receivable - related parties

December 31,

2009

 %

2010

 %

FTCS

 $ 13,487,581

4

 $ 12,614,654

3

Chimei Innolux

3,349,661

1

4,248,219

1

CyberTAN

1,089,693

-

1,107,318

-

Others

1,102,911

1

858,309

-

19,029,846

6

18,828,500

4

Less: Allowance for doubtful accounts

(72,076)

(149,163)

$ 18,957,770

$ 18,679,337

 

D. Prepayment

December 31,

2009

2010

FITI

$ 116,610

$ 116,610

E. Other receivables

The Group purchased materials on behalf of FTCS and FITI, etc. As of December 31, 2009 and 2010, other receivables amounted to $763,638 and $1,501,924, respectively.

F. Accounts payable - related parties

December 31,

2009

%

2010

%

FTCS

 $ 9,179,847

3

 $ 13,672,611

3

FATS-Cayman

3,732,891

1

4,589,395

1

Chimei Innolux

1,587,516

-

2,708,189

1

PIICS

1,935,780

1

1,691,091

1

Others

2,371,457

1

874,926

 -

$ 18,807,491

 6

$ 23,536,212

 6

 As of December 31, 2009 and 2010, a portion of accounts payable to FTCS in the amount of $4,779,334 and $6,973,252, respectively, pertains to purchases of materials made by FTCS on behalf of the Group.

G. Property transactions

For the year ended December 31, 2009

Counterparty

Transaction

Sales /

purchase price

Gain

on disposal

Receivables / (payables)  at December 31, 2009

FTCS, Chimei Innolux, FAT-Cayman, and PIICS

 Sale of fixed assets

$511,788

$15,556

$85,650

FTCS, Chimei Innolux, FAT-Cayman, PIICS, CyberTAN and FITI

 Acquisition of fixed assets

142,077

-

(14,788)

 

For the year ended December 31, 2010

Counterparty

Transaction

Sales /

purchase price

Gain

on disposal

Receivables / (payables) at December 31, 2010

FTCS, Chimei Innolux, FAT-Cayman, PIICS

 Sale of fixed assets

 $ 441,896

$ 6,188

 $ 263,301

FTCS, Chimei Innolux, FAT-Cayman, PIICS, CyberTAN and FITI

 Acquisition of fixed assets

 626,407

-

( 219,590)

H. Guarantees

Endorsements and guarantees provided for the related parties as of December 31, 2009 and 2010 are as follows:

December 31, 2009

December 31, 2010

Foxconn (Far East) Ltd.

$ 33,390,135

$ 30,208,545

((USD1,035,000 thousand)

(USD1,035,000 thousand)

Foxconn Slovakia SPOL. S R.O.

 $ -

$ 27,177,948

-

(EUR 710,000 thousand)

I. The following sets forth the salaries/rewards information of key management, such as directors,

supervisors, general manager, vice general manager, etc.:

For the years ended December 31,

2009

2010

Salaries and bonuses

 $ 134,678

 $ 166,897

Service execution fees

960

960

Directors' and supervisors' remuneration and employees' bonus

109,078

80,344

Share-based payment

44,307

  103,228

$ 289,023

$ 351,429

Salaries and bonuses include regular wages, special responsibility allowances, pensions, severance pay, various bonuses, rewards, etc.

Service execution fees include travel or transportation allowances, special expenditures, various allowances, housing and vehicles offering, etc.

Directors' and supervisors' remuneration and employees' bonus were those amounts estimated and accrued in the statement of income for the current year.

Share-based payment expenses were the compensation costs accounted for under R.O.C SFAS No. 39.

The relevant information above is shown in the Company's annual report.

 

6. PLEDGED ASSETS

As of December 31, 2009 and 2010, the assets pledged as collateral were as follows:

December 31,

2009

2010

Assets

Nature

Book value

Book value

Time deposits and cash (shown as other financial assets non-current)

Short-term loans, bond deposit as security for court proceedings, security deposit for employment of foreign employees and customs deposits

 $ 3,550,787

 $ 58,319,120

Accounts receivable

Short-term loans

549,608

-

Fixed assets

 -Land and buildings

Short-term loans

160,216

-

Fixed assets

-Machine equipments

Short-term loans

  -

  87,869

$ 4,260,611

$ 58,406,989

7. COMMITMENTS AND CONTINGENT LIABILITIES

As of December 31, 2010, the Group's significant commitments and contingent liabilities were as

follows:

The Company entered into several contracts for the acquisition of machinery and construction of research center with total value of approximately $18,729 million. As of December 31, 2010, the unpaid balance on these contracts amounted to $6,005 million.

As of December 31, 2010, the Company's subsidiaries' future minimum lease payments for factories and employees' dormitory were approximately $1,646 million as follows:

Year

Amount

2011

$464,264

2012

324,422

2013

276,656

2014

279,977

2015 and thereafter

300,307

$1,645,626

The Group entered into an agreement with Qualcomm Incorporated regarding mobile phone use right. Under the agreement, the Group shall pay royalties based on sales volume of the related products.

Mondis Technology Ltd. filed a lawsuit with the U.S. District Court for the Eastern District of Texas and requested this court to issue an injunction against the Company, alleging infringement, among others, of its patent on panel display and claimed indemnities for its losses. The Company has appointed a legal counsel to attend to this case. On November 30, 2009, the Company also sued its suppliers - Lite-on, Tatung and TPV, seeking fulfillment of their liability for the case above. On January 15, 2010, Mondis added TV product into part of the scope of the litigation. The ultimate outcome of the lawsuit and the damages that may incur cannot be reasonably estimated as the litigation is still under trial and investigation.

 

In November 2008, Spansion Inc. requested the U.S. International Trade Commission (the "ITC") to conduct an investigation, alleging patent infringement that Samsung flashing IC was assembled into the Company's products. Spansion Inc. requested the U.S. ITC to issue an injunction to ban the Company's export of related products to the United States. Spansion Inc. has made an out-of-court settlement with Samsung on March 3, 2009. However, on March 1, 2009, Spansion Inc. filed for bankruptcy in the United States, and the bankruptcy court refused to approve their settlement. On October 22, 2010, ITC had preliminarily announced that the Company was not involved in patent infringement for this case.

In March 2009, O2 Micro Int'l Ltd. filed a lawsuit against the Company and Ampower Holding Ltd., an investee company indirectly owned by the Company and accounted for under the equity method, and claimed indemnities for its losses. O2 Micro Int'l Ltd. alleged that the Company and Ampower Holding Ltd. failed to comply with the out-of-court settlement relating to previous patent dispute litigation. However, O2 Micro Int'l Ltd. has made an out-of-court settlement with the Company and Ampower Holding Ltd. on October 24, 2010. The settlement consideration is insignificant. The lawsuit proceeding has been terminated.

8.SIGNIFICANT CATASTROPHE

On Febuary19, 2010, the Group's plant in Mexico was set on fire due to riot. There were no damages to the production lines, warehouses and equipment of the plant and the business operated as normal. Customer delivery schedule was unaffected.

9.SUBSEQUENT EVENTS

1) On January 7, 2011, following the approval from the SFB, the Company issued 2011 1st domestic

unsecured bonds in the amount of $6,000,000. The nominal interest rate of the bonds was 1.47%. These

bonds cover a period of five years from March 8, 2011 to March 8, 2016.

 2) On March 18, 2011, the Company's board of directors resolved for the Company to issue its unsecured

bonds in the amount up to $12,000,000, which can be issued in installments.

3) The Company entered into a syndicated credit facility agreement with Mizuho Corporate Bank Ltd. as

the lead bank and obtained a credit line in the amount of YEN51 billion. These loans cover a period of

three years from March 31, 2011 to March 31, 2014. On March 31, 2011, Mizuho Corporate Bank

Ltd., etc. syndicated loan is YEN17,655 million.

10.OTHERS

1) Fair value of financial instruments

December 31, 2009

Fair value

Non-derivative financial

instruments

Book value

Quotation

in an active

market

Estimated using

a valuation

technique

Note

 Assets:

Financial assets with fair values equal to book values

$509,226,029

$-

$509,226,029

A

Open-end funds

15,000

15,000

-

B

Available-for-sale financial assets

18,335,410

18,335,410

-

C

Financial assets carried at cost - non-current

1,500,572

-

-

D

Refundable deposits

555,333

-

550,762

E

 Liabilities:

Financial liabilities with fair values equal to book values

461,940,331

-

461,940,331

A

Long-term bonds payable

29,539,400

-

29,279,407

F

Derivative financial instruments

 Assets:

Futures contracts

273,773

-

273,773

G

Forward exchange contracts

- open

32,212

-

32,212

G

 Liabilities:

Forward exchange contracts

- open

56,478

-

56,478

G

Forward exchange contracts

- offset

1,278

-

1,287

G

Off-balance sheet financial instruments

  Guarantees

33,390,135

(US$1,035,000thousand)

-

33,390,135

(US$1,035,000thousand)

H

 

December 31, 2010

Fair value

Non-derivative financial

instruments

Book value

Quotation in an active market

Estimated using a valuation technique

Note

 Assets:

  Financial assets with fair values equal to book values

$694,953,858

$-

$694,953,858

A

  Open-end funds

15,000

15,000

-

B

  Available-for-sale financial assets

14,705,573

14,705,573

-

C

  Financial assets carried at cost - non-current

3,039,286

-

-

D

  Refundable deposits

1,640,570

-

1,635,660

E

 Liabilities:

  Financial liabilities with fair values equal to book values

756,444,137

-

756,444,137

A

  Long-term bonds payable

45,635,371

-

40,392,668

F

Derivative financial instruments

 Assets:

  Forward exchange contracts

70,049

-

70,049

G

 Liabilities:

  Forward exchange contracts

182,234

-

182,234

G

Off-balance sheet financial instruments

Guarantees-USD

30,208,545

(US$1,035,000thousand)

-

30,208,545

(US$1,035,000thousand)

H

Guarantees-EUR

27,177,948

(EUR$710,000thousand)

-

27,177,948

(EUR$710,000thousand)

H

The methods and assumptions used to estimate the fair values of the above financial instruments are summarized below:

For short-term instruments, the fair values were determined based on their carrying values because of the short maturities of the instruments. This method was applied to cash and cash equivalents, notes and accounts receivable, other receivables, short-term loans, notes and accounts payable, accrued expenses, current portion of long-term liabilities, other payables and other current liabilities.

For Open-ended funds, the fair values were determined based on the funds' net assets at December 31, 2009 and 2010.

Available-for-sale financial assets are regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker industry group, pricing service or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's-length basis. If the market for a financial instrument is not active, an entity establishes fair value by using a valuation technique. The fair values of available-for-sale financial assets are based on the quotation in the active markets as of December 31, 2009 and 2010.

As financial assets carried at cost are not quoted in an active market and their fair value cannot be measured reliably, they are measured at cost.

The fair value of refundable deposits is based on the present value of expected future cash inflow, and the discount rate is based on the fixed rate of the one year time deposit given by the Post Office as of December 31, 2009 and 2010.

The fair value of convertible bonds issued after Janurary 1,2006 is based on the present value of expected cash flow amount. The discount rate is the effective interest rate of convertible bonds in the current market, whose contractual terms are similar to those of convertible bonds issued by the Company.

The fair values of derivative financial instruments which include unrealized gain or loss on unsettled contracts were determined based on the amounts to be received or paid assuming that the contracts were settled as of the reporting date.

The fair value of guarantees was based on the contract amounts.

2) Credit risk of off-balance sheet financial instruments

 Please see Note 5. 2) H.

3) Financial risk control

A. The Group employs a comprehensive risk management and control system to clearly identify, measure, and control the various kinds of financial risk it faces, including market risk, credit risk, liquidity risk, and cash flow risk. Except for market risk, which is controlled by outside factors, the remainder of the foregoing types of risk can be controlled internally or removed from business processes. Therefore, the goal in managing each of these risks is to reduce them to zero.

As for market risk, the goal is to optimize its overall position through strict recommendation, execution and audit processes, and proper consideration of a) long-term trends in the external economic/financial environment, b) internal operating conditions, and c) the actual effects of market fluctuations.

B. The risk management and control system of the Group is administered within a framework of stratified responsibility:

(1) The board of directors formulates and approves the procedures; the senior officers designated by

 the board make regular and unscheduled assessments of management procedures,

organizational structure, transaction flows, and whether there are any abnormal circumstances;

(2) The legal department reviews and examines transaction agreements;

(3) The finance department makes recommendations with regard to transactions and is responsible

for carrying them out;

(4) The accounting department manages the accounts;

(5) The audit department undertakes audits.

Under this framework, with its strict adherence to proper segregation of duties and adequate internal control procedures, the Group seeks to minimize the potential adverse effects on the Group's financial performance.

4) Material financial risk information

A. Market risk

(1) Foreign exchange risk:

The Group's major purchase and sale transactions are conducted in USD. The fair value changes along with the foreign exchange rate fluctuations. However, the amounts and periods of the Group's accounts receivable and accounts payable are roughly equivalent, so the market risk could mostly be offset. When temporary gap rises, the Group would enter into the forward contract to hedge the risk. Accordingly, the Group expects no material risk as a whole.

(2) Equity price risk:

The Group is exposed to equity securities price risk because of investments held by the Group and classified on the consolidated balance sheet either as available-for-sale or at fair value through profit or loss. However, the Group expects no significant securities price risk.

(3) Futures market risk:

The Group is exposed to price risk because of investments in futures market instruments, which have fair value in the active market. The Group sets limits to control the transaction volume and the stop-loss amount of derivatives to reduce its futures market risk. As a result, there is no significant future market risk.

(4) Interest rate risk:

The long-term bonds issued by the Group all have fixed interest rates, so there is no interest rate risk.

(5) Stock price risk:

i. The domestic convertible bonds issued by the Company are compound instruments, which include the conversion rights, call option, put option. Except that the fair value of the bonds would be changed due to changes in market interest rate, their fair value is mainly subject to the changes in the Company's stock price. The Company could exercise the call option to mitigate the stock price risk adequately.

ii. Furthermore, the call option has expired since November 10, 2009, three years after the issue date, thus no related risk is involved.

(6) Certain transactions of the Group involve non-functional currencies which are exposed to exchange rate fluctuations. The information on foreign currency denominated monetary assets and liabilities which are significantly affected by exchange rate fluctuation is as follows:

(Foreign Currency: Functional Currency)

December 31

2009

2010

Foreign currency amount

(In thousands)

Exchange rate

Foreign currency amount

(In thousands)

Exchange rate

Financial Assets

Monetary item

 

USD : NTD

$ 10,039,188

31.99

$ 12,742,002

29.13

USD : RMB

6,725,527

6.8282

4,970,860

6.6227

USD : HKD

664,962

 7.7532

756,666

 7.7721

YEN : RMB

23,952,170

0.0738

71,515,719

0.0813

YEN : NTD

 17,146,032

0.3472

 14,773,692

0.3582

Net effect in consolidated

 entities with foreign currency

USD : NTD

 9,836,772

31.99

12,851,398

29.13

EUR : NTD

21,867

46.10

218,331

38.92

HKD : NTD

35,694

4.1260

41,022

3.4780

Financial Liabilities

Monetary item

USD : RMB

4,127,244

6.8282

15,078,243

6.6227

USD : NTD

 8,400,288

31.99

8,100,455

29.13

USD : INR

 160,705

46.5362

500,007

44.7223

YEN : NTD

16,871,633

 0.3472

23,506,070

 0.3582

YEN : RMB

37,963,703

0.0738

 21,161,314

0.0813

YEN : USD

16,052,787

0.0108

 15,719,984

0.0119

B. Credit risk

(1) Receivables:

With respect to receivables of the Group, most of the debtors are well-known international companies with very good credit standing. Moreover, the adequacy of the allowance for doubtful accounts is assessed regularly, so there is no material credit risk.

(2) Financial market:

i. The long-term exchange rate and futures transactions entered into by the Group are done with

financial institutions with very good credit standing. Consequently, the likelihood that the credit risk would occur is low.

ii. Convertible bonds payable of the Company were issued on the primary market, so that the Company is not exposed to credit risk that may arise from counterparties on the secondary market.

(3) Asset transactions:

The Group has investments in available-for-sale financial assets and financial assets that are measured at cost. Although the potential for credit risk does exist, there is an active market for available-for-sale financial assets, and for financial assets measured at cost, the Group performs impairment testing regularly. Moreover, the Group evaluated the counterparties' credit standing when it entered into the transaction. Although the potential for credit risk does exist, the Group does not expect material credit risk accordingly.

C. Liquidity risk

(1) Receivables:

As for receivables of the Group, the main debtors are well-known international companies with very good credit standing. There are no receivables overdue or with maturities over one year. Therefore, there is no material liquidity risk.

(2) Financial assets:

i. For available-for-sale financial assets held by the Group, there is an active market that allows these investments to be readily converted into certain amount of cash approximate to their fair values. The liquidity risk exposure is low.

ii. As for financial assets measured at cost, the liquidity risk is high as there is no active market. However, since the shareholding percentages are relatively low, they do not constitute major investments. Therefore, no material liquidity risk is expected.

(3) Foreign exchange transactions:

For forward foreign exchange transactions entered into by the Group, the targets of the transactions are all currencies traded on international foreign exchange markets with high trading volumes and a large number of traders bidding. Trading is active with high liquidity. Therefore, no material liquidity risk is expected.

(4) Futures transactions:

For futures transactions entered into by the Group, orders are placed on future exchanges in New York, Chicago or London. The numbers of available future targets and international market participants are adequate to facilitate easy entry and exit. Therefore, no material liquidity risk is expected.

(5) Working capital:

The Group has good operating and credit conditions and has sufficient working capital, so it expects no significant liquidity risk arising from insufficient capital to meet contract obligations.

(6) Convertible bonds:

(a)Domestic Convertible bonds payable

i. Under the terms of the domestic convertible bonds in the amount of 18 billion issued by the Company on November 10, 2006, the bondholders have the right to require the Company to redeem any bonds at face value on November 10, 2009, three years after the issue date.

ii.A total amount of $5,960,600 convertible bonds had been redeemed. The Company expects no significant liquidity risk would arise as it has sufficient working capital to meet the funding requirements for bonds redemption even if all the outstanding bonds are redeemed.

iii.The outstanding convertible bonds in the amount of $12,039,400 will be redeemed on the maturity date, November 10, 2011.

(b)Overseas Convertible bonds payable

The Company issued overseas convertible bonds in the amount of US$1 billion on October 12, 2010. The bonds will mature on October 12, 2013. The bondholders have no put options in the bonds. The Company expects no significant liquidity risk.

D. Cash flow risk from movements in interest rates

(1) Long-term liabilities:

i. The Group does not have long-term financial assets and liabilities that are affected by interest rate changes. Therefore, there should be no material cash flow risk from movements in interest rates.

ii. As to the domestic bonds payable issued by the Company, there should be no material cash flow risk from movements in interest rates due to the zero interest rate on the bond.

(2) Foreign exchange transactions:

The forward foreign currency transactions entered into by the Group are for the purpose of hedging against short-term gaps of the net positions of foreign currency assets and liabilities. As such, the amounts of the transactions are immaterial and their duration is short. Moreover, because of the equivalent foreign currency cash outflows and inflows, the Group expects no significant funding demand. Therefore, no material cash flow risk is expected from movements in interest rates.

(3) Financial assets:

As the investments of the Group are not interest-rate type products, there is no cash flow risk from movements in interest rates.

 

 

5) Other

 The Company's subsidiary, PCE Paragon Solutions Kft., has signed a share purchase agreement with Dell Global B.V. and Dell International Holding VIII B.V. in December 2009 and had not paid the

purchase price until December 31, 2010.

6) Elimination of intercompany transactions

For the year ended December 31, 2009

Transaction

Companies

Amount

1) Elimination of long-

Hyield Venture Capital Co., Ltd.

$ 346,889,023

term investments

Foxconn Holding Ltd.

and stockholders'

Foxconn (Far East) Ltd.-Cayman

equity

Bao Shin International Investment Co., Ltd.

Hon Chi International Investment Co., Ltd.

Hon Yuan International Investment Co., Ltd.

Lin Yih International Investment Co., Ltd.

Premier Image Technology (H.K), Limited

Hon Hai/Foxconn Logistics California LLC.

Hon Hai/Foxconn Logistics Texas LLC.

Altus Technology Inc.

Foxconn Singapore (PTE) Ltd.

Ambit International Ltd.

Margini Holdings Ltd.

Image & Vision Investment Corp.

2) Elimination of

intercompany

receivables, payables

and prepayments

A. Accounts

Foxconn Holding Ltd.

120,781,770

receivable,

Foxconn (Far East) Ltd.-Cayman

accounts payable

Bao Shin International Investment Co., Ltd.

and other

Hyield Venture Capital Co., Ltd.

receivables/

Hon Hai/Foxconn Logistics California LLC.

payables

Hon Hai/Foxconn Logistics Texas LLC.

Foxconn Singapore (PTE) Ltd.

Ambit International Ltd.

Margini Holdings Ltd.

Premier Image Technology (H.K), Limited

B. Prepayments

Foxconn (Far East) Ltd.-Cayman

1,112,138

Foxconn Holding Ltd.

 

 

3) Elimination of profit

 and loss

A. Sales and

Foxconn (Far East) Ltd.-Cayman

 $ 738,328,966

purchases

Foxconn Holding Ltd.

Foxconn Singapore (PTE) Ltd.

Hyield Venture Capital Co., Ltd.

Bao Shin International Investment Co., Ltd.

Ambit International Ltd.

Hon Chi International Co., Ltd.

Altus Technology Inc.

Premier Image Technology (H.K), Limited

Margini Holdings Ltd.

B. Logistics

Foxconn (Far East) Ltd.-Cayman

1,238,081

  expenses

Hon Hai/Foxconn Logistics California LLC.

Hon Hai/Foxconn Logistics Texas LLC.

 C. Processing

Foxconn (Far East) Ltd.-Cayman

94,148,262

  revenue

and expenses

D. Unrealized

Foxconn (Far East) Ltd.-Cayman

2,547,211

intercompany

Foxconn Holding Ltd.

gross profit

Ambit International Ltd.

Premier Image Technology (H.K), Limited

Margini Holdings Ltd.

 

 

For the year ended December 31, 2010

Transactions

Companies

Amount

1) Elimination of long-

Hyield Venture Capital Co., Ltd.

$ 414,587,071

term investments

Foxconn Holding Ltd.

and stockholders'

Foxconn (Far East) Ltd.-Cayman

equity

Bao Shin International Investment Co., Ltd.

Hon Chi International Investment Co., Ltd.

Hon Yuan International Investment Co., Ltd.

Lin Yih International Investment Co., Ltd.

Premier Image Technology (H.K), Limited

Altus Technology Inc.

Hon Hai/Foxconn Logistics California LLC.

Hon Hai/Foxconn Logistics Texas LLC.

Foxconn Singapore (PTE) Ltd.

Ambit International Ltd.

Margini Holdings Ltd.

Image & Vision Investment Corp.

Foxconn Holdings B.V. -Netherlands

Foxconn SA B.V.

2) Elimination of

intercompany

receivables, payables

and prepayments

A. Accounts

Foxconn Holding Ltd.

206,915,021

receivable,

Foxconn (Far East) Ltd.-Cayman

accounts payable

Bao Shin International Investment Co., Ltd.

and other

Hyield Venture Capital Co., Ltd.

receivables/

Hon Hai/Foxconn Logistics California LLC.

  payables

Hon Hai/Foxconn Logistics Texas LLC.

Foxconn Singapore (PTE) Ltd.

Ambit International Ltd.

Margini Holdings Ltd.

Premier Image Technology (H.K), Limited

B. Prepayments

Foxconn (Far East) Ltd.-Cayman

4,179,623

Foxconn Holding Ltd.

 

 

 

 

 

 

 

3) Elimination of profit

and loss

A. Sales and

Foxconn (Far East) Ltd.-Cayman

$ 1,414,369,089

purchases

Foxconn Holding Ltd.

Foxconn Singapore (PTE) Ltd.

Hyield Venture Capital Co., Ltd.

Bao Shin International Investment Co., Ltd.

Ambit International Ltd.

Hon Chi International Investment Co., Ltd.

Altus Technology Inc.

Premier Image Technology (H.K), Limited

Margini Holdings Ltd.

B. Logistics

Foxconn (Far East) Ltd.-Cayman

1,532,226

expenses

Hon Hai/Foxconn Logistics California LLC.

Hon Hai/Foxconn Logistics Texas LLC.

C. Processing revenue

Foxconn (Far East) Ltd.-Cayman

98,559,738

and expenses

D. Unrealized

Foxconn (Far East) Ltd.-Cayman

2,011,024

intercompany

Foxconn Holding Ltd.

gross profit

Ambit International Ltd.

Premier Image Technology (H.K), Limited

Margini Holdings Ltd.

11.SEGMENT INFORMATION

1) Financial information by industry: The Group operates in one single industry, the electronics industry. Accordingly, no segment industry information is presented.

2) Financial information by geographic area: In 2009 and 2010, the financial information of the Company by geographic area is shown below:

2009  

Territories  outside Taiwan

  Taiwan 

 Elimination

  Total

Income fromnon-affiliatedcustomers

 

 

$728,714,772

 

 

$1,237,299,489

 

 

$-

 

 

$1,966,014,261

Income of theCompany and consolidated subsidiaries

768,217,754

326,819,572

(1,095,037,326)

-

Total income

$1,496,932,526

$1,564,119,061

($1,095,037,326)

$1,966,014,261

Operating andnon-operatingincome

$64,567,128

$26,373,530

($619,657)

$90,321,001

Investment income

3,535,365

Other expenses

(3,916,825)

Interest expense

(1,908,577)

Income beforeincome tax

$88,030,964

Identifiable assets

$404,940,162

$445,326,218

($150,691,923)

$699,574,457

Long-terminvestments

33,115,491

Other assets

289,255,341

Total assets

$1,021,945,289

 

2010  

Territories  outside Taiwan

  Taiwan 

 Elimination

  Total

Income fromnon-affiliatedcustomers

$960,176,263

$2,048,170,644

$-

$3,008,346,907

Income of theCompany and consolidated subsidiaries

1,430,472,485

435,010,669

(1,855,483,154)

-

Total income

$3,490,648,748

$2,473,181,313

($1,855,483,154)

$3,008,346,907

Operating andnon-operatingincome

$60,679,433

$37,076,538

($468,447)

$97,287,524

Investment income

3,339,605

Other expenses

(6,423,356)

Interest expense

(2,726,565)

Income beforeincome tax

$91,477,208

Identifiable assets

$508,451,055

$727,796,678

($271,700,172)

$964,547,561

Long-terminvestments

35,962,494

Other assets

380,022,066

Total assets

$1,380,532,121

3) Information on export sales: In 2009 and 2010, the export sales of the Group were as follows:

Destination

  2009

  2010

  Americas

 $ 659,336,121

 $ 863,793,171

  Asia

750,824,422

1,208,148,000

  Europe

  534,293,943

  887,522,698

 $ 1,944,454,485

 $ 2,959,463,869

4) Major customers information:

Sales to a single customer which represent over 10% of net operating revenues were:

Customers

Sales amount

 % of net sales

2009

Customer E

$ 355,471,000

18

Customer A

$ 307,034,000

16

Customer C

$ 229,832,000

12

2010

Customer E

$ 794,294,000

26

Customer A

$ 465,584,000

16

Customer C

$ 408,787,000

14

 

 

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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