REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE <strong>To</strong> the Board of Directors and Stockholders of MiTAC International Corp. PWCR09000265 We have audited the accompanying consolidated balance sheets of MiTAC International Corp. and its subsidiaries as of December 31, 2009 and 2008, and the related consolidated statements of income, of changes in stockholder’s equity and of cash flows for the years then ended. 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 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 and rules 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 provide a reasonable basis for an opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of MiTAC International Corp. and its subsidiaries as of December 31, 2009 and 2008, 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. April 9, 2010 ----------------------------------------------------------------------------------------------------------------- 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 the 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. ~92~
MITAC INTERNATIONAL CORP. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS) 2009 2008 2009 2008 ASSETS LIABILITIES AND STOCKHOLDER’S EQUITY Current Assets Current Liabilities Cash and cash equivalents (Note 4 (1)) $ 5,916,130 $ 7,033,906 Short-term loans (Notes 4 (11) and 6) $ 1,392,031 $ 2,153,444 Financial assets at fair value through profit or loss Financial liabilities at fair value through profit or loss (Note 4 (12)) 6,068 88,995 (Note 4 (2)) 26,293 11,977 Notes payable 252 24,730 Available-for-sale financial assets – current (Note 4 (3)) 738,719 520,783 Accounts payable 9,672,970 9,155,307 Derivative financial assets for hedging-current (Note 10(1)) - 1,045 Accounts payable – related parties (Note 5) 791,833 452,834 Notes receivable – net 4,418 15,402 Income tax payable (Note 4 (21)) 1,349,688 1,065,914 Notes receivable – related party (Note 5) 200,000 416 Accrued expenses 4,771,852 4,389,020 Accounts receivable – net (Note 4 (5)) 9,999,487 8,100,636 Other payables (Note 5) 344,272 352,679 Accounts receivable – related parties (Notes 4 (5) and 5) 2,647,292 3,071,199 Receipts in advance 358,146 296,094 Other receivables (Note 5) 193,772 224,827 Current portion of long-term debts (Notes 4 (13) and 6) 240,500 1,500,000 Other financial assets – current (Note 6) 34,942 33,539 Provision for product warranty 929,695 856,872 Inventories - net (Note 4 (6)) 8,170,023 8,072,833 Other current liabilities 617,488 452,181 Prepayments 531,880 947,233 20,474,795 20,788,070 Deferred income tax assets – current (Note 4 (21)) 511,474 908,573 Long-term Liabilities 28,974,430 28,942,369 Bonds payable (Notes 4 (13) and 6) - 240,500 Long- term loans (Notes 4 (14) and 6) 1,500,000 - Long-term Investments 1,500,000 240,500 Available-for-sale financial assets – non-current Other Liabilities (Note 4 (3)) 1,119,666 762,323 Accrued pension payable (Note 4 (15)) 86,256 86,353 Financial assets carried at cost – non-current (Note 4 (4)) 1,456,963 1,435,961 Deposit in 13,762 11,039 Long-term investments accounted for under the equity Deferred income tax liability (Note 4 (21)) 63,788 421,435 method (Note 4 (7)) 10,382,380 10,142,139 Others 38,371 74,434 12,959,009 12,340,423 202,177 593,261 <strong>To</strong>tal Liabilities 22,176,972 21,621,831 Property, Plant and Equipment - net Stockholder’s Equity (Notes 4 (8) and 6) 6,821,597 8,366,672 Common stock (Note 4 (16)) 15,361,724 15,354,393 Capital reserve (Note 4 (17)) 4,153,640 4,169,505 Intangible Assets (Note 4 (9)) Retained earnings (Note 4 (18)) Goodwill 1,547,666 1,289,824 Legal reserve 2,771,835 2,725,906 Other intangible assets 1,823,299 269,314 Unappropriated earnings 8,180,440 8,242,411 3,370,965 1,559,138 Unrealized financial instruments gain (loss) 539,949 ( 406,451 ) Other Assets Cumulative translation adjustments 1,206,095 1,649,701 Refundable deposits 56,268 75,865 Treasury stock (Note 4 (20)) ( 609,503 ) ( 609,503 ) Deferred charges 273,608 362,422 <strong>To</strong>tal Stockholder’s Equity 31,604,180 31,125,962 Long term notes and accounts receivables – related parties 197,650 - Commitments and Contingent Liabilities (Note 7) (Note 5) Deferred income tax assets – non-current (Note 4 (21)) 176,348 134,317 Others (Note 4 (10)) 951,277 966,587 1,655,151 1,539,191 TOTAL ASSETS $ 53,781,152 $ 52,747,793 TOTAL LIABILITIES AND STOCKHOLDER’S EQUITY $ 53,781,152 $ 52,747,793 The accompanying notes are an integral part of these consolidated financial statements. ~93~
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009 ANNUAL REPORT StockNo:2315 2009
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Contents 1. 7. Assessment Letter To
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competitiveness Letter in the marke
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2007 2009 2008 2005 2006 2007 Compa
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2007 2009 2008 2005 2006 2007 Compa
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3.1.2 Responsibilities of major dep
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Names Chairman Mathew Miau Director
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Titles Names Dates took position Sh
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Titles Vice president Vice presiden
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Below 2,000,000 Remuneration Rankin
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Titles Names MiTAC Salaries (A) In
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Managers Receiving Employee Bonuses
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3.3.2 Supervisors’ participation
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Items Status Differentiation with o
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3.3.4 Social contribution to enviro
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3.3.6 Important resolutions reached
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3.4. CPA’s dues Range of Audit Re
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3.7 Relationships between the top t
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3.8 Aggregate shareholding percenta
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2. Preferred stock: None 4.1.4 Majo
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latest financial year after taking
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MiTAC International Corp. Regulatio
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- Page 47 and 48: total issuance value, the Company m
- Page 49 and 50: 4.3 Employees’ stock options 4.3.
- Page 51 and 52: April 30, 2010 Type of employees’
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- Page 63 and 64: ‧Personal computers with wire or
- Page 65 and 66: (6) Since many worldly famous compa
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- Page 77 and 78: 2009, and 1.3 million units sold in
- Page 79 and 80: customer satisfaction for a greater
- Page 81 and 82: 5.2.2 Important applications and pr
- Page 83 and 84: Volume/value Year 2008 2009 Major p
- Page 85 and 86: 5.4.2 MiTAC’s environmental healt
- Page 87 and 88: consumption. To comply with the REA
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- Page 103 and 104: 2.Research, development, manufactur
- Page 105 and 106: 4) Classification of current and no
- Page 107 and 108: 11) Allowance for doubtful accounts
- Page 109 and 110: 18) Convertible bonds For convertib
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- Page 113 and 114: B. The Company's investee, G. Marso
- Page 115 and 116: D. Lian Jie Investment Co., Ltd. ma
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- Page 119 and 120: 14) Long-term loans December 31, Ba
- Page 121 and 122: 17) Capital reserve The R.O.C. Secu
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- Page 125 and 126: (b) As of December 31, 2009, the su
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- Page 135 and 136: 21) Earnings per share Income befor
- Page 137 and 138: treasury stock. 23) Personnel, depr
- Page 139 and 140: E. Accounts payable As of December
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- Page 143 and 144: (c) Short-term financial instrument
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Note 2: 47,500,000 shares were pled
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(8) Receivables from related partie
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B. Information of Subsidiaries: (1)
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Note 3: Equal to 50% of the net wor
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(5) Marketable securities for which
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(10) Information on derivative tran
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) Major transactions with the subsi
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D) The relation of business and imp
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12. SEGMENT INFORMATION 1) Operatio
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7 Assessment of financial condition
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7.3 Cash flow analysis Unit: NT$ Th
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7.5.2 Influences of the interest ra
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(4) Enterprise and channel servers/
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8.1. Information of affiliates 8.1.
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2. Affiliated companies - basic dat
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Company Name Date established Addre
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MiTAC (U.K.) Ltd. Sales of MiTAC’
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Company name Title Name or Rep. Sha
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8.2. MiTAC’s stocks held or dispo