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2357
ASUSTeK Computer Inc.
2013 ANNUAL REPORT
Taiwan Stock Exchange Market Observation Post System：http://mops.twse.com.tw
ï‚—ASUS annual report is available at http://www.asus.com
Printed on April 19, 2014

Table of contents

  • Page 1
    2357 ASUSTeK Computer Inc. 2013 ANNUAL REPORT ï,-Taiwan Stock Exchange Market Observation Post System：http://mops.twse.com.tw ï,-ASUS annual report is available at http://www.asus.com Printed on April 19, 2014

  • Page 2
    ..., Taiwan Address : 27F., No.333, Sec. 1, Keelung Rd., Xinyi Dist., Taipei City 110 Tel. : 886(2)2729-6666 E-mail : http://www.pwc.com/tw V. EXCHANGEABLE BOND EXCHANGE MARKETPLACE Marketable security: GDR Luxemburg Stock Exchange: http://www.bourse.lu VI. COMPANY WEBSITE http://www.asus.com

  • Page 3
    ... from Directors, Supervisors, Managers, and directly or indirectly controlled businesses ...IV. Stock subscription ...1. Capital and shares ...2. Corporate bonds ...3. Preferred stock ...4. Issuance of global depository receipts ...5. Employees stock option certificates ...6. Limit on Employee New...

  • Page 4
    ...and risk management ... 107 108 1. Financial position ...108 2. Financial performance ...110 3. Analysis of cash flows ...113 4. Impact of major capital expenditure on finance and business ...114 5. Policies, reasons for gain or loss and action plan in regard to investment plans in current year and...

  • Page 5
    ... of Taiwan's top three international brands. In 2013, ASUS was named winner of the Taiwan Brand Value Award. The company set a new milestone through its "In Search Of Incredible" company-wide brand spirit initiative, with brand value rising to an all-time high of US$1.711 billion. Globally, ASUS was...

  • Page 6
    ... of channel partnerships. Business Outlook The world of technology is characterized by change. Mobilility and cloud computing are currently two key drivers of change in the industry. Companies that focus on traditional product lines will lose market share. ASUS has a strategy of developing core...

  • Page 7
    ... company to reinforce marketing capability. The sales of high-unit-price EISA 486 product were satisfactory and this product helped the company generate millions of dollars of profit. INTEL (USA) provided the company with O/A credit five times over the original quota. Increased the paid-in capital...

  • Page 8
    ... Taiwanese information business to develop the fastest personal computer synchronized with the world that has helped Taiwan open up a path to the successes and helped define the competition of speed and flexibility in technology development." Mass production of PCI486 and Pentium motherboard was...

  • Page 9
    ..."Product of the Year Award" and "Enterprise of the Year Award." China Credit Information Service Ltd. had the company's business performance ranked in the 1st place of "The TOP-500 Manufacturers in 1995". SEC had the company authorized as Class II stock listing company. Increased the paid-in capital...

  • Page 10
    ... best assets-management business of "1999 Taiwan TOP 500." China Credit Information Service Ltd. ranked the company in the fourth place as the most productive employees of "1999 Taiwan TOP 500." Increased the paid-in capital to NT$11.449 billion with retained earnings. Presented ASUS super thin NB...

  • Page 11
    ..., and functional pocket PC. Increased the paid-in capital to NT$19.988 billion with retained earnings. Recognized as the Excellent Health and Safety institute nationwide. Asia Week ranked ASUS in the Top-10 of Chinese Businesses 500. The company shipped 17 million mother boards this year; therefore...

  • Page 12
    ... with comprehensive system solution. ASUS W1 NB with built-in TV card and powerful multimedia software was market launched. The outstanding hair-like pattern design was awarded with multiple global awards. Presented the light-weight, big screen ASUS J101 phone. The industrial design team received...

  • Page 13
    ... position of in the computer world. Business Weekly awarded ASUS with InfoTech 100 for eight consecutive years. ASUS, known for creating trust and sentiment was awarded the "2005 Top-10 Taiwan Brand Value" by Business Next Magazine. ASUS ATEC was awarded with the "7th Management of Technology Award...

  • Page 14
    ... officially with great attention received from international and domestic media while attending Computex exhibition in Taipei. Enforced "Reverse Recycling Green Marketing Business Plan" ASUS was the designated hardware brand for Advanced Overlocking Championship (AOCC) in 2008, with the products...

  • Page 15
    ... international media. ASUS market-launched the state-of-the-art Eee PC S101 this month targeting global business commuters and fashion aficionados. ASUS Eee Family promoted new products including the all-in-one touch-panel screen computer Eee Top ET16 series with 15.6" touch big screen. The computer...

  • Page 16
    ...Windows smart phone. ASUSTeK introduced the first USB 3.0 ASUS N series mobile video flagship notebook with built-in SonicMaster sound technology. It is the gold standard of mobile video and audio theater. ASUSTeK was awarded with international industrial design prizes again - the chocolate keyboard...

  • Page 17
    ... winning products included Rampage III Extreme motherboard, Eee Note, Eee PC KR, SBW-06C2S-U Burner, RT-N56U wireless router, game notebook G53/G73, N-series audio notebook, and U36 Ultrathin notebook. ASUS introduced the Eee Pad Transformer of Android® 3.0 operating system. The Eee Pad Transformer...

  • Page 18
    ... D.C. in the United States. ASUS was awarded with "Excellence in Efficient Product Design". The exclusive ASUS developed Super Hybrid Engine (SHE) with super energy-saving techniques has been appraised by the Environmental Protection Agency (EPA). ASUS Eee Pad Transformer won the 2011 Taipei...

  • Page 19
    ... Super computers category. ASUS released the latest Padfone and multiple tablet PC to the theme of "Incredible Innovation Endless Possibilities" at the Mobile World Congress in Barcelona. ASUS held a global seminar in Taiwan on the brand-new Z77 motherboard series, by exhibiting multiple exclusive...

  • Page 20
    ...dual fan hybrid cooler. ASUS's digital service was recognized by Digital Times and was awarded the "Digital Service Bench Enterprise." ASUS partnered with the Industrial Development Bureau (IDB) under the Ministry of Economic Affairs to establish the "Taiwan Digital Mega Mall," a new cloud computing...

  • Page 21
    ... and design, accomplishing ASUS's brand spirit "In Search of Incredible." ASUS released the new 4K Monitor PQ321 in Taiwan. The product comes with a surprising 3840 x 2160 extreme resolution (140 ppi), equivalent to 4 times Full HD (1920 x 1080). The display screen features a wide-screen ratio...

  • Page 22
    ... NX laptop; ASUS PRO PU Business Laptop; G10 Desktop PC; PA Professional Display; VivoMouse, and ASUS ROG MAXIMUS VI FORMULA Motherboard. The Telecommunication Category of products include the PadFone mini. The Multimedia Audio/Video Category included the ASUS S1 portable mobile power LED projector...

  • Page 23
    III. Corporate governance report I. Corporate Organization (I) Organization Chart Effective date: 2013.12.31 19

  • Page 24
    ...operation of system related product lines. Open Platform Business Group Be responsible for managing the R&D and operation of component related product lines. R&D Center, ASUS Design Center, Firmware R&D Center, EM & Wireless Communication R&D Div., ASUS Mobile Application eXperience Center and Power...

  • Page 25
    ... Co. Ltd. Institute of Computer Engineering of 0 Boston University Engineer of ASUS (USA) Institute of Computer Science, National Note 4 None None None Note 5 Note 6 None None None None None None Director Samson Hu Tze-Kaing Yang Chung-Jen Cheng 2012.06 Note 10 2012.06 100,592 0.01...

  • Page 26
    ... Title Supervisor Name Tze-Kaing Yang Date 2013.10.23 Sponsor TAIWAN CORPORATE GOVERNANCE ASSOCIATION Taiwan Stock Exchange Course Title International Financial Reporting Standards of Corporate Governance Listed Company Independent Director Competency Workshop Hour 3 Supervisor Chung...

  • Page 27
    ... of total stock issued 5 directly or indirectly; or on the top-five shareholdings list of the Company; 6 Not a Director (executive), Supervisor, management, or a shareholder with over 5% shareholdings of a company or organization that is in business with the Company; Not an owner, partner, Director...

  • Page 28
    ... Business Division's President of ACER MBA of Houston University President of Youngmen Computer Co., Ltd. Electrical Engineering Graduate Institute, Current Executives who are spouses position or second consanguinity with other companies Title Name Relation Note 1 President Chief Branding Officer...

  • Page 29
    ...the date of the annual report issued; therefore, the company's management did not have stock option shares. Note 11: (*) Standards for the English transliteration of company's name or individual's name. Education and training of the management Title Name Training Date Start End Sponsor Course Title...

  • Page 30
    ... of Directors Remuneration (A) Title Name Companies in the financial statements Remuneration of part-time employees Ratio of A+B+C+D to Net Business expense Salary, bonus, and income (%) (D) compensation (E) Pension (F) (Note 1) Acquisition of the Employees' Cash Bonus Derived Employee Stock number...

  • Page 31
    ...company Companies in the financial statements Remuneration (A) Title Name The company Companies in the financial statements Business expense (C) Companies in the financial statements... 50,000,000～100,000,000 Over 100,000,000 Total ＊The content of remuneration disclosed in this table is different...

  • Page 32
    ...Name Pension (B) (Note 1) Employees' Cash Bonus Derived From Distributable Earnings (D) Companies in the financial statements Acquisition of Employee Stock the number of Ratio of A+B+C+D Option limit on to Net income (%) Certificates employee new bonus share The company Companies in the financial...

  • Page 33
    ... Financial Officer Name Jonney Shih Jonathan Tsang Jerry Shen S.Y. Hsu Joe Hsieh Samson Hu Henry Yeh Benson Lin Alex Sun David Chang Stock Dividend Cash Dividend (estimated amount) Total Ratio of total amount to net income (%) Managers 0 42,899 thousand 42,899 thousand 0.2% (IV) Compare...

  • Page 34
    III. Corporate governance (I) Board of Directors Board of Directors The attendance of Directors for the 8 (A) Board Meeting in 2013: Title Chairman Vice Chairman Director Director Director Director Director Remarks: Name Jonney Shih Jonathan Tsang Jerry Shen Eric Chen S.Y. Hsu Joe Hsieh Samson Hu...

  • Page 35
    ... stated in the board meeting, the date, term, the content of the case, the resolution reached, and the company's response to the supervisor's opinion must be stated in details: None. 2. Operation of audit committee: Not applicable since the Company did not have an audit committee setup. 31

  • Page 36
    ... of information The company has a website No deviation (1) The company has a website setup to 1. (http://www.asus.com) setup to disclose disclose financial information and financial information and business business management management (relationship with investors) and to explain the corporate...

  • Page 37
    ... line setup worldwide for protecting the interest of consumers. The company has an agreement signed with each customer before providing services and products to them. 5. The company obeys law, maintains a good labor relation, provides job opportunity, builds up brand name, expands exporting business...

  • Page 38
    ...the company. iv. The proportion of dividend payout to directors and senior managers in short-term performance and the payout time for some changing salary and remuneration should be determined with consideration of industry characteristics and the business nature. 2. The Members of ASUS Compensation...

  • Page 39
    ... and Employee Dividend Proposal. The Company convened its Fifth Meeting of the First Remuneration Committee and approved 2012 Board of Director and Supervisor Remuneration Distribution Proposal, 2013 Manager Salary Raise and Mid-Year Performance Bonus Distribution Proposal. The Company convened...

  • Page 40
    ... and ASUS CSR website. greenhouse gas reduction strategy ASUS products have undergone ecological design to enhance energy use efficiency for reduction in greenhouse gases. ASUS added a number of office locations due to business demand, therefore the 2013 was reduced by 560,000 KW compared to 2012...

  • Page 41
    ... business sustainability report and website of ASUS at http://csr.asus.com/chinese/index.aspx#120 7. Please detail if ASUS products or corporate social responsibility report is certified by any institutions: The 2012 Corporate Sustainable Report announced in 2013 was certified by SGS Taiwan Limited...

  • Page 42
    ... morale, intellectual property right, the protection of business secrets, and community watch. ASUS had SERASUS organized in July 2006 to promote corporate social responsibility with the international certification of ISO14001 Environmental Management System and OHSAS 18001 Occupational Safety and...

  • Page 43
    ... ASUS products and service work at their own free will. 7. Health and safety: Provide employees with a trustworthy, respectful, healthy, and safe working environment. 8. Employee's training and self-development: Provide facility, training program, time, and grants to support employee's occupational...

  • Page 44
    ..., students can also participate in digital learning. Aboriginal children from remote counties no long seal their aspiration of creativity in the mountain and forests or drift in the rivers due to the lack of financial support to buy posters, layout board, and food, accommodation and transportation...

  • Page 45
    ... joint learning for students. - The 2014 key work includes sustaining and managing the small farmer rehabilitation of grain crops, traditional plants, emperor bamboo shoots, and sales of millet rice dumpling, to stabilize the production and sales. - The total number of reception for 2013 Dashe Tribe...

  • Page 46
    ...Tsing Hua University/NCTU International Volunteer in 2013 for contribution of 1900 sets of recycled computers to 38 non-profit seeking organizations in 11 countries in India, Africa, Central America, and Taiwan. Set up ASUS Digital Learning Facebook, a non-profit seeking organization that encourages...

  • Page 47
    ...ADOC digital learning center to share learning experience, technical exchange, and successful stories of digital learning via this platform. The 2010 Blog competition,, 2011 picture competition, and the 2012 and 2013 picture competition and short-term competitions were quite popular and supported by...

  • Page 48
    ...of 2013.  Contributed computer to Quang Tri Province Government, Vietnam World Vision Phuoc Son District, and Zhi-Shan Foundation Taiwan, Hue Office in 2011 with 10 computer rooms established.  Continuing the project in 2012, Zhi-Shan Foundation Taiwan established 2 digital learning centers at...

  • Page 49
    ... volunteering services, combining with ASUS's contribution of computers to non-profit seeking organizations (digital learning center) and attempt to use green technology and connection with social literacy through the actual commitment to international society. Facebook and volunteer website feature...

  • Page 50
    ...was the highest rank among the international brands in competition. Please visit the website of ASUS at http://csr.asus.com/english/ for the updated information of corporate social responsibility. Please refer to the following website for ASUS's business operation report: http://csr.asus.com/chinese...

  • Page 51
    ... that all employees, including the directors, supervisors, and managers shall strictly abide by the performance of relevant integral policies to prevent and eliminate any business conducts of deception. The Annual Report and CSR Report will describes in details the policy of company's management of...

  • Page 52
    ... with the "Work operations for complaint filing Rules " of the company. system. 4. Strengthen information disclosure No deviation (1) Company website discloses operation 1. Disclose integrity management related information. related information at the company's Corporate Social Responsibility 48

  • Page 53
    ... and correctness in the announcement of public ASUS information. The operating procedures and the educational advocacy for relevant laws and regulations should be notified to the company directors, supervisors, managers, and all employees through internal company website, contracts, and courses and...

  • Page 54
    ... revision to the matters for convening 2013 ASUS shareholder meeting. May 14, 2013 Report on Consolidated Financial Statements and Review Report (2013 Q1) Discussion on buying back company stocks through ASUS. Jul 1, 2013 Jul 19, 2013 Adopted record date for 2012 ASUS Cash Dividend Payout Ratio. 50

  • Page 55
    ... Control and Self-Inspection Operation Procedures. 6. Adopted Proposition for "2013 Annual Audit Plan". Adopted contribution to "ASUS CULTURAL AND EDUCATIONAL FOUNDATION." Mar 27, 2014 1. Report on 2013 Operations. 2. Recognition of ASUS 2013 Final Accounts and Consolidated Financial Statements...

  • Page 56
    ... Total Auditing period Note CHOU TSENG Pricewater houseCoopers, HUI-CHIN Taiwan HSUEH MING-LING 7,800 0 0 0 105 105 Non-audit fees - Others include foreign investment financial report and audit opoinion, Dec 31, 2013 treasury stock opinion and change of registration service. Jan 1, 2013...

  • Page 57
    ... V.P. Corporate V.P. Corporate V.P. Chief Financial Officer L.H. Yang Henry Yeh Benson Lin Alex Sun David Chang Note: The parties involved in shares transfer or equity pledge are known as the related party and they must have the following forms filled out. (2) Information of shares transferred...

  • Page 58
    ... Shareholding Shareholding of spouse and minor Shares held by other persons in their name Shares 0 % 0 Shares Labor Insurance Funds ASUS's Royal Bank of Scotland FS Pacific Investment Account with CitiBank Invesco Greater China Equity Fund with JPM Invesco Funds Abu Dhabi Investment Authority...

  • Page 59
    ... of Directors, Supervisors, Managers and directly or indirectly controlled business on the reinvested business and the total shareholding ratio: Total Shareholding Ratio Baseline date: 12.31.2013, Unit: Share; % Investment of the Company Shares ASUS TECHNOLOGY INCORPORATION ASKEY COMPUTER CORP...

  • Page 60
    ... 100.00 100.00 ASUS GLOBAL PTE.LTD CENTRAL TEC ASIA LIMITED (Liquidated) DEEP DELIGHT LIMITED CHANNEL PILOT LIMITED ASUS TECHNOLOGY PTE. LIMITED ASUS EGYPT L.L.C. ASUS MIDDDLE EAST FZCO ASUS COMPUTER (SHANGHAI) CO., LTD. ASUS TECHNOLOGY (HONG KONG) LIMITED ASUS TECHNOLOGY (SUZHOU) CO., LTD. ASUSTEK...

  • Page 61
    ... Directors, Supervisors, Managers and directly or Indirectly Controlled Business Shares % 950,000 350,000 33,500,000 1,500,000 110,370,000 1,000 1,500,000 51,120 132 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 Total Investment Shares...

  • Page 62
    ... HOLDING LTD. AGAIT TECHNOLOGY (SHENZHEN) LIMITED AGAIT INTELLIGENT TECHNOLOGY (SHENZHEN) CO. LIMITED INTERNATIONAL UNITED TECHNOLOGY CO., LTD. GREAT EXTEND INVESTMENT CORP. ASUS CLOUD SINGAPORE PTE. LTD. ASUS CLOUD (LUXEMBOURG)S.A.R.L ASUS CLOUD (TIANJIN) INFORMATION TECHNOLOGY CO., LTD. ASKEY...

  • Page 63
    ... SEMICONDUCTOR CORP. UPI-SEMICONDUCTOR CORPORATION (SHENZHEN) LTD. NEXT SYSTEM LIMITED POTIX CORPORATION (CAYMAN) LITEMAX ELECTRONICS INC. ATECH OEM INC. Note 1: Company investment under Equity Method. Note 2: (*) Standards for the English transliteration of company's name or individual's name. 59

  • Page 64
    ...Stock Subscription I. Capital and shares (1) History of capitalization 1. Type of shares April 19, 2014 / Unit: Shares Authorized Shares Type of Shares Order common stock Note: Listed stock 2. Stock capital Authorized shares...Outstanding Shares (Note) 742,760,280 Unissued shares 4,007,239,720 Total ...

  • Page 65
    ...Shares (1,000) Amount ($1,000) Issued shares Shares (1,000) Amount ($1,000) Source of capital Remarks Approval date and Non-monetary approval no. of capital capitalization... Stock shares $595,928,350 Convertible bond for stock ...29,981,838 Stock shares $736,629,610...2013.11.21 Jin-So-Son-Tzi ...

  • Page 66
    ... Agencies 6 7,014 0.00 Financial Institutions 21 23,663,861 3.19 Other Juridical Persons 457 82,131,650 11.06 Domestic Natural Persons 117,274 212,811,288 28.65 Foreign Institutions & Natural Persons 1,287 424,146,467 57.10 Total 119,045 742,760,280 100.00 QTY Number of Shareholders Shareholding...

  • Page 67
    ... Stock dividends from Retained earnings Stock Dividends per dividends Stock dividends share from Additional paid-in capital Accumulated unpaid dividends (Note 4) Price/Earning Ratio (Note 5) Analysis of return Price/Dividend Ratio (Note 6) on investment Cash dividends yield rate (Note 7) 2012...

  • Page 68
    ... proposal developed by the Board of Directors. In a turbulent industry environment, the company faces with a growing stage for its corporate life cycle. In consideration of the company's long-term financial plan and the meeting shareholder demand for cash flow. The cash dividend issued each...

  • Page 69
    ... proposed stock dividend in shareholders meeting on business performances and EPS: None Note: The Company did not have financial forecast proposed up to the date of the annual report printed. (8) Bonus to employees and remuneration to directors and supervisors 1. Information of dividend to employee...

  • Page 70
    ... Repurchase price range Types of stock and number of shares repurchased Total stock value repurchased Number of shares cancelled or transferred 66 The 4th time July 1, 2013 To safeguard the Company's credit and the shareholder's equity July 2, 2013 ~ August 30, 2013 NT$240 ~ NT$300 Common stock 10...

  • Page 71
    ... 30, 1997 London / Luxembourg Note 1: Location for issuance and trade changed from London to Luxemburg starting March 28, 2013. US$235, 830,000 US$11.23 / GDR 21,000,000 GDRS One GDR stands for one common stock share of ASUS Note 2: The Company's stock exchange ratio has changed from one GDR for one...

  • Page 72
    ... GDR Price Issue Amount Citibank Taiwan Limited 5,519,428 GDRS (December 31, 2013) It is to be amortized in three years on average after issuance according to Article 243 of Company Law Please refer to Attachment B US$ 62.500 US$ 33.750 US$ 47.560 US$ 51.720 US$ 44.425 US$ 47.930 Total marketable...

  • Page 73
    ... agreement: (1) Submit marketable security for the issuance of GDR. (2) Inform GDR institute to have GDR issued. (3) Deliver marketable security for the exchange of GDR (4) Confirm the volume of GDR monthly (5) Confirm the volume of GDR on the registration date V. Employee stock option certificates...

  • Page 74
    ..., and new stock shares are issued in recent years and up to the date of the annual report printed, the information of the merger and the merged or acquired company must be disclosed: None VIII. Fund implementation plan Up to the last quarter before the printing of the financial statements...

  • Page 75
    ... 2. Product development projects: a. Digital control wireless transmission technology dual core CPU MB b. Advanced 3D image display and wireless TV transmission graphic card c. Multi-function, three-in-one smartphone & Padfone (Note) & FonePad d. Ultra Mobile PC e. High-speed router / exchanger...

  • Page 76
    ... table-top computers and notebook computers. 3. Product development trends: Cloud Computing provides data access and/or application service by terminal installation and through Internet connection to remote server or device. Cloud Computing is the next innovative technology for the world after Web...

  • Page 77
    ... brand name in market. (III) Research and Development ASUS has committed to R&D excellence since the day of incorporation to control self-developed technology for the R&D, production, and marketing of advanced MB, Graphics Cards, Notebook, Eee PC, Server, mobile phone and to develop 4C (computer...

  • Page 78
    ...: 1. R&D Products introduced in 2013: a. Digital control wireless transmission technology dual core CPU MB b. Advanced 3D image display and wireless TV transmission graphic card c. Multi-function, three-in-one smartphone & Padfone (Note) & FonePad d. Ultra Mobile PC e. High-speed router / exchanger...

  • Page 79
    ...of production. ASUS is the first company to develop EPU with a power source adjusted smartly and instantly by detecting PC loading in order to supply energy effectively to the entire system. By providing elements with automatic phase switching (including CPU, VGA Card, memory, chips, hard drive, and...

  • Page 80
    ...The 2013 research institute estimated that ASUS will ship approximately 18,800,000 laptop computers to take over 10~11% of the global market share. (3) Short-term development of IT industry: With the arrival of Cloud Computing era, ASUS plans to introduce a series of Cloud Computing-related services...

  • Page 81
    ... business groups having the most competitive product lines and sales channels. ASUS is dedicated to providing consumers with better products and services, to upgrade the brand value in the minds of consumers and finally, to turn consumer's brand recognition into market share. Operating environment...

  • Page 82
    ...effectiveness of our management. Product and technological development: (1) Advantages: a. ASUS has created a strong R&D team for the development of MB, Graphics Cards, CD-ROM, NB, server, desktop computer, Intelligent Navigation phone, wireless broadband mobile device, and Eee series. The excellent...

  • Page 83
    ... ASUS have a bright future along with the prevailing concept of mobile office. c. For the development of information products, wireless broadband mobile device should be linked to personal lifestyle; therefore, the most important communication interface is wireless broadband communication technology...

  • Page 84
    ... ASTP 2 Others 21,670,655 6 ASGL Others Net sales amount 375,118,873 100 Net sales amount Note 1: The 2014Q1 financial statements audited by the CPA were not yet available up to the print of annual report on April 19, 2014. Note 2: Causes of increase and decrease - for business operation 80

  • Page 85
    ... in the offsetting of products through carbon credit trading. The company was awarded with the Implementation of Neutrality Certificate in compliance with PAS 2060 from DNV. 5. ASUS fellows will join environmental protection organizations and get involved in environmental protection activities. 81

  • Page 86
    ...in green design, green procurement, green production, and green marketing for fulfilling corporate social responsibility to the earth. (IV) The responsive actions of ASUS to environmental regulations: ASUS cares about environmental protection, perpetual application of resources, and ecosystem issues...

  • Page 87
    ... Management) from IECQ in 2012 to become the world's first computer company that has been awarded with such special prestige. Again, ASUS's commitment in environmental protection and green mobility are highly recognized. (2) After achieving the first Taiwan laptop computer to comply with EPEAT Gold...

  • Page 88
    ... assessment and was awarded with outstanding performance in the category of computer. Please visit ASUS's website for more products awarded with environmental protection citations: http://csr.asus.com/chinese/index.aspx#74 V. Employee/employer relations The realization of business goals relies on...

  • Page 89
    ... caring for employees, and helping ASUS fellows reaching their potential;" moreover, ASUS has a profound operating model setup in education and training and with excellent internal tradition formed. The talents cultivation and development is illustrated as follows: 1. Personal learning & growth plan...

  • Page 90
    ...Diversify Learning & Development Resources (1) Internal training courses - Management and core vocational training AUSUTeK plans comprehensive learning blueprint for each employee to help build up their occupational competence. Annual management training program including junior management training...

  • Page 91
    ...to upgrade employee's competence. Let employees learn from daily operation systematically and apply the learned skills to work. Directors have 980 on-job training programs planned and arranged in 2013, representing 10.86% of learning and growth plan. (5) External training In addition to the internal...

  • Page 92
    ...at [email protected] is for the complaints filing of employees. Human Resources Office and Legal Center also re-wrote the Code of Ethical Conduct for Employee into 9 case studies (Chinese and English Version) on the internal announcement of the website homepage in addition to mailing the information to...

  • Page 93
    ... regulations to develop the sampling plan of operating environment testing, test the operating environment semi-annually and develop objectives in safety and health improvement. (V) Retirement plan In response to the company's having the business operation dividend into brand name business and OEM...

  • Page 94
    ... of the parent Share capital Capital surplus Before Retained allocation earnings After allocation Other Equity Treasury shares Non-controlling interest Before Total allocation Equity After allocation 2009 Summarized financial information of fiscal year 2009~2013 (Note 2) 2010 2011 2012 214,271,675...

  • Page 95
    ... 72,290 29.84 88,092 28.66 Note 1: The above financial information for each year was audited by CPA. Note 2: The 2014Q1 financial statements have not yet been audited by CPA up to the date of the report printed on April 19, 2014. Note 3: No capitalized interest expenses booked for each year. 91

  • Page 96
    ...2013 Before 188,732,732 97,720,047 105,259,662 allocation Note 1: The above financial information for each year was audited by CPA. Note 2: The 2010 land appraisal was conducted using the publicly assessed land value according to the laws and regulations. The land was assessed to increase in total...

  • Page 97
    ...,294 52,354,786 18,229,501 3,782,296 1,877,566 20,134,231 16,847,398 16,847,398 N/A 2012 2013 12,479,066 16,488,357 16,578,159 2.94 6.32 21.99 Note 1: The above financial information for each year was audited by CPA. Note 2: No capitalized interest expenses booked for each year. 93

  • Page 98
    ... been summoned up to April 19, 2014; therefore, the amount after adjustment is not disclosed Note 2: The above financial information for each year was audited by CPA. Note 3: The 2014Q1 financial statements have not yet been audited by CPA up to the date of the report printed on April 19, 2014. 94

  • Page 99
    ...762 21,449,895 (Note 2) As of April 19, 2014 Note 1: The above financial information for each year was audited by CPA. Note 2: The 2014Q1 financial statements have not yet been audited by CPA up to the date of the report printed on April 19, 2014. Note 3: No capitalized interest expenses booked for...

  • Page 100
    ... - adopting ROC GAAP Unit: NT$ thousands Year Item Current Assets Funds & investments Fixed assets Intangible Assets Other Assets Total Assets Current Liabilities Before allocation After allocation Summarized financial information of fiscal year 2009~2013 (Note) 2009 99,144,691 121,788,684 4,273,269...

  • Page 101
    ... income tax Income from continuing operations Income from discontinued operations Extraordinary Gain(Loss) Cumulative Effect of Changes In Accounting Principles Net income Earnings per share (non-retroactive) Summarized financial information of fiscal year 2009~2013 (Note 1) 2009 232,576,904 11...

  • Page 102
    ...) Operating Account payable ability turnover (times) Average days in sales Property, plant and equipment turnover (times) Total assets turnover (times) Ratio of return on total assets (%) Ratio of return on equity (%) Ratio of profit before Profitability tax to Paid-in capital (%) (Note 7) Profit...

  • Page 103
    ... Paid-in capital (4) Profit ratio = Net income (loss) / Net sales (5) Earnings per share = (Profit attributable to shareholders of the parent - preferred stock dividend) / Weighted average stock shares issued (Note 4) 5. Cash flow (1) Cash flow ratio = Net cash flow from operating activity / Current...

  • Page 104
    ... cost and operating expense involves estimation or discretional judgment, it must be made reasonably and consistently. Note 7: For company shares without face value or each face value not equivalent to NTD10, the aforementioned calculation of paid-in capital ratio is calculated on the equity...

  • Page 105
    ...capital to fixed assets Current ratio (%) Solvency Quick ratio (%) (ï¼...) Times interest earned Account receivable turnover (times) Days sales in accounts receivable Inventory turnover (times) Operating Account payable ability turnover (times) Average days in sales Fixed assets turnover (times) Total...

  • Page 106
    ...cash flow of current operating activities caused decline in current cash reinvestment ratio. Note 1: The financial information is audited by CPA. Note 2: Equations: 1. Financial structure (1) Ratio of liabilities to assets = Total liability/Total assets (2) Ratio of long-Term capital to fixed assets...

  • Page 107
    ... stock shares are not cumulative, preferred stock dividend should be deducted from net income if there is any but it needs not be added to net loss if there is any. Note 4: The following factors are to be included for consideration for the analysis of cash flow: 1. Net cash flow from operating...

  • Page 108
    ...) Operating Account payable turnover (times) ability Average days in sales Property, plant and equipment turnover (times) Total assets turnover (times) Ratio of return on total assets (%) Ratio of return on equity (%) Ratio of profit Profitability before tax to Paid-in capital (%) (Note 7) Profit...

  • Page 109
    ...capital to fixed assets Current ratio (%) Solvency Quick ratio (%) (ï¼...) Times interest earned Account receivable turnover (times) Days sales in accounts receivable Inventory turnover (times) Operating Account payable ability turnover (times) Average days in sales Fixed assets turnover (times) Total...

  • Page 110
    ... notes are the same as Financial analysis for consolidated report - adopting ROC GAAP III. Supervisors' report in the most recent years ASUSTek Computer Inc. SUPERVISORS' REPORT The Board of Director has prepared the Company's 2013 business report, financial statements and distribution of profits...

  • Page 111
    ... Statements and Report of Independent Accountants of the parent company and subsidiaries in the most recent years: Please refer to Page 207-304 for details. VI. Financial difficulties faced by the company and the related party in the most recent years and up to the date of the annual report printed...

  • Page 112
    ... of financial position, management performance and risk management I. Analysis of financial position Consolidated Comparison of Financial Position Unit: NT$ thousands Year Item Current assets Property, plant and equipment Long-term investment, intangible assets and other assets Total assets Current...

  • Page 113
    ...tax liabilities. 2. Other equity: Caused by the current recognition of unrealized holding gain resulting from the supply of financial assets for sale and increase in other comprehensive net income share resulting from the subsidiary, associate company and joint venture recognized under Equity Method...

  • Page 114
    ... gains (losses) Finance costs Share of profit of associates and joint ventures accounted for under equity method Total non-operating income and expenses Profit before income tax Income tax expense Profit for the year Other comprehensive income Financial statements translation differences of foreign...

  • Page 115
    ... in countries with high tax rates. 3. Other comprehensive income: Caused by the current recognition of differences resulting from translating the financial statements of a foreign operation, cash flow hedge and the increase in other comprehensive net income share resulting from the associate company...

  • Page 116
    ... Total comprehensive income for the year Analysis of financial ratio change: 1. Operating expenses: This year's investment in R&D for new products and expansion of market caused the rise in operating expenses. 2. Operating profit: Reduction in this year's operating grow profit and rise in operating...

  • Page 117
    ...2012 Amount change Ratio change (%) 4. Other comprehensive income: Caused by the current recognition of differences resulting from translating the financial statements of a foreign operation and the increase in other comprehensive net income share resulting from the subsidiary, associate company...

  • Page 118
    ... operating performance Gain or Loss in 2013 Root cause of profit or loss Corrective Investment Plans action Own brand business 1,821,635 Focus on brand marketing and 10,137,451 business development - - Note: Own brand business included: ASUS GLOBAL PTE. LTD., ASUS TECHNOLOGY PTE. LIMITED, ASUS...

  • Page 119
    ... developed. 1. Products development planned in 2013: (1) Digital control wireless transmission technology dual core CPU MB (2) Advanced 3D image display and wireless TV transmission graphic card (3) Multi-functional, three-in-one smartphone & Padfone Note & FonePad (4) Ultra Mobile PC (5) High-speed...

  • Page 120
    ... including LAN chip, PCI-Express switch, the patent of Blu-ray, Dynamic voltage scaling function for solid state disk, DDR, FLASH memory, LCD, Bluetooth, BIOS, Image chip, thermal management method and device, Display, Bluetooth HS technology and notebooks, Eee PC, products of Wireless LAN, products...

  • Page 121
    ... the Company and ASMEDIA expect the above cases have no material effect on their operating and financial position. 2. The related party's major legal issues, non-legal issues, or administrative lawsuits settled or in pending: N/A (XIII) Other significant risks and responsive measures: Not Applicable...

  • Page 122
    ...production, marketing, and sales. (5) Directors, supervisors, and president of the related party: Please refer to Page 128-134. 2. Business operation of the related party: Please refer to Page 135-141. (II) Consolidated Financial Statements and Report of Independent Accountants of the parent company...

  • Page 123
    ... D. INVESTMENT HOLDING LT D S.Ã r.l. WU, HAN-CHANG INC. INC. Corp. CORP. CORP. LIMITED LT D 100% ASUS CLOUD(TIANJIN) INFORM ATIONAL TECHNOLOGY 0.01% SHINEWAVE INTERNATIONAL 9.54% UPI Semiconductor 8.29% ASMEDIA TECHNOLOGY 9% AAEON TECHNOLOGY 0.01% AXUS MICROSYSTEMS 100% WAVEFACE INC...

  • Page 124
    ... Computer Inc. 100% ASUS GLOBAL PT E. LT D. 100% ASUS INTERNATIONAL 37.50% UPI Semiconductor LIMIT ED Corp. 100% DEEP DELIGHT LIMIT ED 100% CHANNEL P ILOT LIMITED 100% UNIMAX HOLDINGS LIMIT ED 100% UBIQ Semiconductor 100% UPI Corp. (Shenzhen) Corp. Ltd. 1% ASUS SERVICE 0.07% ASUS...

  • Page 125
    ASUS Organization Chart (2013.12.31) - (3) Asustek Computer Inc. 100% Askey Computer Corp. 47% AAEON TECHNOLOGY INC. 100% Dynalink International 100% MAGIC INTERNATIONAL 100% Askey International Corp 100% AAEON ELECTRONICS, 100% AAEON DEVELOPMENT 100% AAEON TECHNOLOGY 100% AAEON TECHNOLOGY...

  • Page 126
    ...ASUS HOLDINGS 99% ASUS SERVICE 99% ASUS PERU S.A.C. 100% ASUS ISRAEL (TECHNOLOGY) 100% ASUS India Private Limited 100% ASUST EK Computer (Chongqing) Co. Ltd. 99.99% ACBZ IMPORTACAO E COMERCIO LTDA. 100% ASUS AUSTRALIA P TY LIMITED 100% ASUS SERVICE 99.59% ASUS Czech Service s.r.o. 80% ASUS...

  • Page 127
    ... 11,499 information system software Developing, manufacturing and selling ink-jet print 201,000 heads and ink-jet digital image output technology Ink-jet print heads and ink-jet digital image output - (Note 1) technology business investment Designing, developing and manufacturing high-speed 563,879...

  • Page 128
    ... Islands China Taiwan USA British Virgin Islands CAPITAL 1,490 MAJOR BUSINESS / PRODUCTION ITEMS Selling communication products and computer peripherals Selling communication products and computer 746,615 peripherals Selling communication products and computer 1,490 peripherals 4,109 Selling and...

  • Page 129
    ... UPI-SEMICONDUCTOR CORPORATION (SHENZHEN) LTD. ASUS CLOUD CORPORATION ASUS CLOUD SINGAPORE PTE. LTD. ASUS CLOUD (LUXEMBOURG) S.A R.L ASUS CLOUD (TIANJIN) INFORMATION TECHNOLOGY CO., LTD. ASUSTEK HOLDINGS LIMITED CENTRAL TEC ASIA LIMITED WAVEFACE HOLDING COMPANY LIMITED DATE OF ADDRESS ESTABLISHMENT...

  • Page 130
    NAME OF CORPORATION WAVEFACE INC. ASUS INTERNATIONAL LTD. DEEP DELIGHT LTD. CHANNEL PILOT LIMITED UNIMAX HOLDINGS LIMITED ASUS TECHNOLOGY PTE. LIMITED ASUS MIDDLE EAST FZCO ASUS EGYPT L.L.C. ASUS SERVICE INDONESIA PTE. LTD. ASUS COMPUTER GMBH ASUS COMPUTER BENELUX B.V. ASUS FRANCE SARL ASUSTEK (UK) ...

  • Page 131
    ... Researching and developing 3C products 1,565,039 Selling 3C products in China 492 Leasing real estate Note 1: ASUSTeK had International United Co., Ltd. setup in SAMOA WESTERN in 2002; however, ASUSTeK had not transferred out any fund up to December 31, 2009. Note 2: The paid-in capital involved...

  • Page 132
    ... Enterprises As of Dec 31, 2013 NAME OF CORPORATION TITLE Chairman Director Director & President Supervisor Chairman Director Director & President Supervisor Chairman Director & President Director Supervisor Chairman Director & President Director Supervisor Chairman Director Director Supervisor...

  • Page 133
    ... Director ASUS COMPUTER INTERNATIONAL Director President ASUS HOLLAND B.V. Chairman ASUS INTERNATIONAL LTD Chairman ASUSTEK HOLDINGS LIMITED Chairman Chairman Director ASUS GLOBAL PTE LTD. Director CENTRAL TEC ASIA LIMITED Chairman (Liquidated) DEEP DELIGHT LTD CHANNEL PILOT LTD. ASUS TECHNOLOGY PTE...

  • Page 134
    ... ASUS TECHNOLOGY Director (VIETNAM) CO., LTD. ASUSTEK ITALY S.R.L. ASUS IBERICA S.L. ASUS JAPAN INCORPORATION ASUS COMPUTER CZECH REPUBLIC S.R.O. ASUS CZECH SERVICE S. R. O. Director Director ASUS SERVICE AUSTRALIA PTY LIMITED Director Director Director Director Director Director Director Director...

  • Page 135
    NAME OF CORPORATION TITLE Director NAME OF PERPRESENTATIVE ASUS TECHNOLOGY PTE LTD. Representative: Jackie Hsu ASUS TECHNOLOGY PTE LTD. Representative: Tsai, Hsiao-Ming SHAREHOLDING SHARES % 350,000 100.00% － － ASUS AUSTRALIA PTY LIMITED Director Director ASUS TECHNOLOGY PTE LTD. ...

  • Page 136
    ... SHARES % 21,300,000 100.00 WAVEFACE HOLDING COMPANY LIMITED Chairman Chairman Director 14,000,000 77.78% 15,916,000 100.00 WAVEFACE INC. (be liquidated) Director & President Supervisor AGAIT TECHNOLOGY (H.K.) CORPORATION LIMITED AGAITECH HOLDING LTD. Director Director AGAIT TECHNOLOGY...

  • Page 137
    NAME OF CORPORATION TITLE Director Director Supervisor NAME OF PERPRESENTATIVE AAEON TECHNOLOGY INC. (Representative: I.J. Lee) AAEON TECHNOLOGY INC. (Representative: Wayne Chan) AAEON TECHNOLOGY INC. (Representative: Yang, Cheng-Li) SHAREHOLDING SHARES Chairman & President AAEON TECHNOLOGY ...

  • Page 138
    .... (Representative: David Chang) MAGICOM INTERNATIONAL CORP. (Representative: Mark Lee) MAGICOM INTERNATIONAL CORP. (Representative: Tina Chu) SHAREHOLDING SHARES % 50,000 100.00% 100,000 100.00 100.00% － 100.00 100.00 100.00 ASKEY COMMUNICATION GMBH Director ASKEY TECHNOLOGY (SHANGHAI) LTD...

  • Page 139
    ...2013 NAME OF CORPORATION CAPITAL TOTAL ASSETS TOTAL LIABILITIES NET WORTH NET OPERATING REVENUES OPERATING INCOME (LOSS) NET INCOME (LOSS) EARNING (LOSS) PER SHARE(NTD) ASUS COMPUTER NTERNATIONAL ASUS TECHNOLOGY INC. ASUS MICROSYSTEMS INC. ASUS HOLLAND B.V. ASUS GLOBAL PTE... 0.29 0.40 Note 1 (0.36) ...

  • Page 140
    NAME OF CORPORATION CAPITAL TOTAL ASSETS TOTAL LIABILITIES NET WORTH NET OPERATING REVENUES OPERATING INCOME (LOSS) NET INCOME (LOSS) EARNING (LOSS) PER SHARE(NTD) DYNALINK INTERNATIONAL ORP. MAGIC INTERNATIONAL CO., LTD. ASKEY (VIETNAM) COMPANY LIMITED WISE ACCESS (HK) LIMITED SILIGENCE ...

  • Page 141
    NAME OF CORPORATION CAPITAL TOTAL ASSETS TOTAL LIABILITIES NET WORTH NET OPERATING REVENUES OPERATING INCOME (LOSS) NET INCOME (LOSS) EARNING (LOSS) PER SHARE(NTD) AGAIT TECHNOLOGY CORPORATION AGAITECH HOLDING LTD. AGAIT TECHNOLOGY (H.K.) CORPORATION LIMITED AGAIT TECHNOLOGY (SHENZHEN) ...

  • Page 142
    NAME OF CORPORATION CAPITAL TOTAL ASSETS TOTAL LIABILITIES NET WORTH NET OPERATING REVENUES OPERATING INCOME (LOSS) NET INCOME (LOSS) EARNING (LOSS) PER SHARE(NTD) ONYX HEALTHCARE INC. AAEON TECHNOLOGY SINGAPORE PTE. LTD. ONYX HEALTHCARE USA, INC. ONYX HEALTHCARE EUROPE B.V. AAEON ...

  • Page 143
    ... PER SHARE(NTD) CENTRAL TEC ASIA LIMITED WAVEFACE HOLDING COMPANY LIMITED WAVEFACE INC. ASUS INTERNATIONAL LIMITED DEEP DELIGHT LIMITED CHANNEL PILOT LIMITED UNIMAX HOLDINGS LIMITED ASUS TECHNOLOGY PTE. LIMITED ASUS MIDDLE EAST FZCO ASUS EGYPT L. L. C. ASUS SERVICE INDONESIA PTE. LTD. ASUS COMPUTER...

  • Page 144
    NAME OF CORPORATION CAPITAL TOTAL ASSETS TOTAL LIABILITIES NET WORTH NET OPERATING REVENUES OPERATING INCOME (LOSS) NET INCOME (LOSS) EARNING (LOSS) PER SHARE(NTD) ASUS POLSKA SP. Z O. O. ASUS TECHNOLOGY PRIVATE LIMITED ASUS TECHNOLOGY HOLLAND B. V. ASUS TECHNOLOGY (VIETNAM) CO., LTD. ...

  • Page 145
    NAME OF CORPORATION CAPITAL TOTAL ASSETS TOTAL LIABILITIES NET WORTH NET OPERATING REVENUES OPERATING INCOME (LOSS) NET INCOME (LOSS) EARNING (LOSS) PER SHARE(NTD) ASUS HUNGARY SERVICES LIMITED LIABILITY COMPANY ASUS PORTUGAL, SOCIEDADE UNIPESSOAL LDA. ASUS SWITZERLAND GMBH UNIMAX ...

  • Page 146
    ...operating effect and efficiency (including profits, performance, and assets safety), the reliability of financial report, and the obedience of relevant regulations. 2. Internal control system is designed with limitations; therefore, no matter how perfect it is designed, an effective internal control...

  • Page 147
    ASUSTek Computer Inc. Chairman