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SYNNEX TECHNOLOGY INTERNATIONAL CORPORATION AGM Information 2016

Aug 31, 2016

52019_rns_2016-08-31_e82d43b1-648a-4d49-90b2-9a626011cf27.pdf

AGM Information

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Stock Code: 2347

Synnex Technology International Corp.

2016 General Shareholders’ Meeting Handbook

The original of this handbook is written in Chinese language. If there is any discrepancy between the Chinese version and this English translation, the Chinese version shall prevail.

8 June 2016

Agenda for 2016 General Shareholders’ Meeting of Synnex Technology International Corp.

I. Time: 9 a.m., 8 June 2016 (Wednesday)

  • II. Location: Auditorium, 3F, Central Pictures Ba-De Building, No. 260, Section 2, Ba-De Road, Taipei City

III. Announcement to start meeting

IV. Chairman’s Statements

V. Discussions I

(I) Discussion about amendment to certain provisions of the Articles of Incorporation

VI. Reports

  • (I) Report on 2015 annual operation

  • (II) Audit Committee’s report on audit of 2015 closing statements

  • (III) Report on 2015 profit distributable as employee’s compensation and director’s compensation

VII. Approvals

  • (I) Approval of 2015 closing statements

  • (II) Approval of 2015 profit distribution proposal

  • VIII. Discussion II

  • (II) Proposal for a new shares issue through capitalization of earnings

IX. Motions

X. Adjournment

2

Discussion

No. 1 (Proposed by Board of Directors)

Subject: The amendment to certain provisions of the Articles of Incorporation is submitted for discussion.

Explanation: (1) It is proposed that certain provisions of the Articles of Incorporation be amended in accordance with the law and the actual requirements of the Company. Please refer to Attachment 1 for the Comparison Table for Amendments to the Articles of Incorporation.

(2) Please approve.

Resolution:

2

3

Reports

No. 1

Subject: The Company’s 2015 business report is submitted for review. Explanation: Please refer to Attachment 2.

No. 2

Subject: The audit committee’s report on the audit on the Company’s 2015 closing statements is submitted for review. Explanation: Please refer to Attachments 3 and 4.

No. 3

Subject: The Report on 2015 profit distributable as employee’s compensation and director’s compensation is submitted for review.

Explanation: (1) In accordance with the letters from the Ministry of Economic Affairs Jing-Shang-Zhi No. 10402413890 dated 11 June 2015 and Jing-Shang-Zhi No. 10402427800 dated 15 October 2015.

  • (2) In accordance with Article 38 of the Articles of Incorporation following the proposed amendment subject to resolution by this 2016 shareholder meeting, the Company shall provide the balance, no more than 10% and no less than 0.001% as employee’s compensation and no more than 1% as director’s compensation, after its losses have been covered by Income before tax without employee’s compensation and director’s compensation being taken off in the current year.

  • (3) It is proposed to issue 0.002% employee’s compensation totaling NT$600,000 and 0.2% director’s compensation totaling NT$6,000,000 in 2015, all of which to be issued in cash.

  • (4) The issuance shall only take place after the amendment to the Articles of Incorporation is approved by this 2016 shareholder meeting.

3

4

Approvals

No. 1 (Proposed by Board of Directors)

Subject: The Company’s 2015 closing statements are submitted for approval. Explanation: (1)The Company’s 2015 business report and financial statements have been approved by board resolution and submitted to the audit committee for audit. Please refer to Attachments 2 and 4 for relevant information.

(2) Please approve.

Resolution:

No. 2 (Proposed by Board of Directors)

Subject: The Company’s 2015 profit distribution proposal is submitted for approval.

Explanation: (1) The Company realized after-tax profit of NT$3,185,995,048 in 2015. The profit distribution table is provided below. Cash dividend for this year will be distributed with the minimum unit of N$1 (digits after the decimal point to be ignored). The total number of fractional shares will be included as the Company’s other income. In this year’s profit distribution, profit realized in 2015 will first be distributed. Any shortfall will then be distributed out of the undistributed profit after 1998.

2015 Profit Distribution Table

Unit: NT$

Unit: NT$
Item
(I) Carry-forward of undistributed profit from
previousperiod
3,646,949,652
Minus: Adjustment for 2015 reserved earnings (9,863,062)
Undistributedprofit after adjustment 3,637,086,590
(II) Plus: Netprofit after tax in currentperiod 3,185,995,048
Minus: Provision of legal reserve (318,599,505)
Minus: Special reserve (126,513,238)
Balance distributable for currentyear 2,740,882,305
Distributableprofit in thisperiod 6,377,968,895

4

5

(III) Distribution in thisperiod
Shareholder dividend in cash ($1.5 per share) 2,382,781,383
Shareholder stock dividend($0.5per share) 794,260,461
Total amount of distribution 3,177,041,844
(IV) Undistributed profit carried over to following
year
3,200,927,051
  • (2) Before the record date for cash dividend distribution and capital increase, if the Company’s number of outstanding shares is affected by any capital increase, any share buy-back or any transfer, conversion or cancellation of treasury shares, employee stock options, corporate bonds or shareholding waiver by any shareholder, and if the shareholders dividend distribution ratio is changed accordingly, the board of directors is authorized to make necessary adjustments and has the full discretion to handle relevant matters.

  • (3) Please approve.

Resolution:

5

6

Discussions

Subject: Proposal for a new shares issue through capitalization of earnings. Explanation: (1) In order to enrich working funding and improve operational capacity, the management plans to withdraw NTD$794,260,461 from distributable earnings to issue dividends stocks of NTD$794,260,461 (79,426,046 shares). Dividends stocks will be distributed based on shareholding ratios recorded in the shareholders register as of the record date for capital increase, i.e., 50 shares to be distributed without consideration for each 1,000 shares held.

  • (2) In accordance with Article 240 of the Company Act, any amount less than one share following distribution will be distributed in cash with minimum calculation unit of 1 dollar (rounded down after 1 dollar). The chairman is authorized to procure purchased of these shares based on face value by specific persons.

  • (3) The rights and obligations of the new shares issued under this issuance shall be the same as the existing shares.

  • (4) Before the record date for capital increase, if the Company’s number of outstanding shares is affected by any capital increase, any share buy-back or any transfer, conversion or cancellation of treasury shares, employee stock options, corporate bonds or shareholding waiver by any shareholder, and if the shareholders dividend distribution ratio is changed accordingly, the board of directors is authorized to make necessary adjustments and has the full discretion to handle relevant matters.

  • (5) After this proposal is submitted to and approved by the competent authority, the board of directors is authorized to determine a record date for capital increase.

  • (6) Please approve.

Resolution:

6

7

Motions

Adjournment

7

8

Attachment 1

Synnex Technology International Corporation Comparison Table for Amendment to the Articles of Incorporation

No. Amended Clause Amended Clause Original Clause Reason for
Amendment
Article 2` The Company operates the following
businesses:
1. F113050 Computer and business
machine and equipment wholesale
business.
2. F118010
Information
software
wholesale business.
3. F113070
Telecommunications
equipment wholesale business.
4. F119010
Electronic
materials
wholesale business.
5. F113110
Battery
wholesale
business.
6. F116010 Photographic equipment
wholesale business.
7. IE01010
Telecommunications
account agency business.
8. CC011110 Computer and peripheral
equipment manufacturing business.
9. JA02010 Electric appliance and
electronic product repair business.
10. F401021
Telecommunications
control
emission
equipment
importation business.
11. G801010 Warehousing business.
12. F401010
International
trade
business.
13. I301010
Information
software
service business.
14. ZZ999999 Any business that is not
prohibited or restricted by law,
except business requiring approval.
15. F108031
Medical
equipment
wholesale business.
16. F208031 Medical equipment retail
business.
17. G101061
Truck
Freight
Transportation.
The Company operates the following
businesses:
1.
F113050 Computer and business
machine
and
equipment
wholesale business.
2. F118010
Information
software
wholesale business.
3. F113070
Telecommunications
equipment wholesale business.
4. F119010
Electronic
materials
wholesale business.
5. F113110
Battery
wholesale
business.
6. F116010 Photographic equipment
wholesale business.
7. IE01010
Telecommunications
account agency business.
8. CC011110
Computer
and
peripheral
equipment
manufacturing business.
9. JA02010 Electric appliance and
electronic product repair business.
10. F401021
Telecommunications
control
emission
equipment
importation business.
11. G801010 Warehousing business.
12. F401010
International
trade
business.
13. I301010
Information
software
service business.
14. ZZ999999 Any business that is not
prohibited or restricted by law,
except business requiring approval.
15. F108031
Medical
equipment
wholesale business.
16. F208031 Medical equipment retail
business.
Amendment
pursuant to actual
requirement.
Article 38 In The Company is in an industry of
frequent environmental changes and
the enterprise is in the growth phase
of its life cycle. Considering the
business
environment,
long-term
financial planning and future funding
requirements of the Company and to
seek protection of shareholders’ and
investors’ interest, if the Company
Amendment
in
accordance with the
law

8

9

and director’s compensation being
taken off in the current year.
Employee’s compensation shall be
paid in stock or cash. Director’s
compensation shall be paid in cash.
Such compensation shall be issued
after a resolution has been adopted
by a majority vote at a meeting of the
board of directors attended by
two-thirds of the total number of
directors.
If employee’s compensation is issued
in stock, the distribution may also be
issued to employees of the Company’s
subsidiaries
that
meet
certain
conditions.
The
chairman
is
authorized
to
determine
such
conditions.
has profit at year-end closing, after
compensating past losses and paying
taxes, 10% shall be provided as legal
profit reserve and special profit
reserve shall be provided for the debit
amount
of
shareholders’
equity
incurrent in the current year. No
more than 10% and no less than
0.001% shall be provided as employee
bonus. 30-100% of the remaining
amount,
together
with
the
accumulated
undistributed
profit
from the previous year, shall be
subject to a distribution proposal to
be prepare by the board of directors,
which shall be submitted to the
shareholders meeting for approval.
The above ratios of profit provision
and distribution and the percentage
of shareholder cash dividend may be
adjusted by the board of directors in
consideration of capital reserve,
retained
earnings
and
future
profitability, as well as the future
development of the Company. In
case of necessary investment plans
and
the
possibility
to
increase
profitability, or in case of funding
requirements, capitalization of profit
or capital reserve may be carried out.
If the capital expansion has an impact
on the level of dividend, cash
distribution may be carried out
accordingly.
However,
the
percentage
of
shareholder
cash
dividend in any distribution shall not
be less than 15% of the shareholder
dividend in the same distribution.
If employee remuneration is issued in
stock,the distribution mayalso be

9

10

issued
to
employees
of
the
Company’s subsidiaries that meet
certain conditions. The chairman is
authorized
to
determine
such
conditions.
Article 38-1 The Company is in an industry of
frequent environmental changes and
the enterprise is in the growth phase
of its life cycle. Considering the
business
environment,
long-term
financial planning and future funding
requirements of the Company and to
seek protection of shareholders’and
investors’interest, if the Company has
profit at year-end closing, after
compensating past losses and paying
taxes, 10% shall be provided as legal
profit reserve and special profit
reserve shall be provided for the debit
amount
of
shareholders’
equity
incurrent in the current year. The
remaining amount, together with the
accumulated undistributed profit in
the beginning of the period, shall be
subject to a distribution proposal to
be prepare by the board of directors,
which shall be submitted to the
shareholders meeting for approval.
The above ratios of profit provision
and distribution and the percentage of
shareholder cash dividend may be
adjusted by the board of directors in
consideration
of
capital
reserve,
retained
earnings
and
future
profitability, as well as the future
development of the Company. In
case of necessary investment plans
and
the
possibility
to
increase
profitability, or in case of funding
requirements, capitalization of profit
Amendment in
accordance with the
law.

10

11

or capital reserve may be carried out.
If the capital expansion has an impact
on the level of dividend, cash
distribution may be carried out
accordingly. However, the percentage
of shareholder cash dividend in any
distribution shall not be less than 15%
of the shareholder dividend in the
same distribution.
Article 41 These articles of association were
established
through
unanimous
approval by all founders on 1
September 1988 and took official
effect
after
approval
by
the
competent authority. The same shall
be
applicable
in
case
of
any
amendment. The first amendment
was made on 27 September 1990.
The second amendment was made on
18 June 1991. The third amendment
was made on 6 April 1992. The
fourth amendment was made on 18
March 1993. The fifth amendment
was made on 22 October 1993. The
sixth amendment was made on 11
May 1994. The seventh amendment
was made on 20 May 1995. The
eighth amendment was made on 28
March 1996. The ninth amendment
was made on 18 April 1997. The
tenth amendment was made on 18
April
1997.
The
eleventh
amendment was made on 13 May
1998. The twelfth amendment was
made on 7 May 2000. The
thirteenth amendment was made on
2 May 2000. The fourteenth
amendment was made on 11 May
2001. The fifteenth amendment was
made on 21 May2002. The

These articles of association were
established
through
unanimous
approval by all founders on 1
September 1988 and took official
effect
after
approval
by
the
competent authority. The same
shall be applicable in case of any
amendment. The first amendment
was made on 27 September 1990.
The second amendment was made on
18 June 1991. The third amendment
was made on 6 April 1992. The
fourth amendment was made on 18
March 1993. The fifth amendment
was made on 22 October 1993. The
sixth amendment was made on 11
May 1994. The seventh amendment
was made on 20 May 1995. The
eighth amendment was made on 28
March 1996. The ninth amendment
was made on 18 April 1997. The
tenth amendment was made on 18
April
1997.
The
eleventh
amendment was made on 13 May
1998. The twelfth amendment was
made on 7 May 2000. The
thirteenth amendment was made on
2 May 2000. The fourteenth
amendment was made on 11 May
2001. The fifteenth amendment
was made on 21 May2002. The

The number of date
of
the
current
amendment
are
added.

11

12

sixteenth amendment was made on
28 May 2003. The seventeenth
amendment was made on 10 June
2005. The eighteenth amendment
was made on 13 June 2007. The
nineteenth amendment was made on
11 June 2008. The twentieth
amendment was made on 17 June
2010. The twenty-first amendment
was made on 10 June 2011. The
twenty-second amendment was made
on 13 June 2012. The twenty-third
amendment was made on 11 June
2014.
The
twenty-fourth
amendment was made on 12 June
2015.The twenty-fifth amendment
was made on 8 June 2016.
sixteenth amendment was made on
28 May 2003. The seventeenth
amendment was made on 10 June
2005. The eighteenth amendment
was made on 13 June 2007. The
nineteenth amendment was made on
11 June 2008. The twentieth
amendment was made on 17 June
2010. The twenty-first amendment
was made on 10 June 2011. The
twenty-second
amendment
was
made on 13 June 2012. The
twenty-third amendment was made
on 11 June 2014. The twenty-fourth
amendment was made on 12 June
2015.

12

Report of Independent Accountants

PWCR15000371

To the Board of Directors and Stockholders of Synnex Technology International Corporation

We have audited the accompanying consolidated balance sheets of Synnex Technology International Corporation and its subsidiaries as of December 31, 2015 and 2014, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. The financial statements of certain consolidated subsidiaries included in the consolidated financial statements referred to above are audited by other independent accountants. Those financial statements and the information disclosed in Note 13 were audited by other independent accountants whose reports thereon have been furnished to us, and our opinion expressed herein is based solely on the audit reports of the other independent accountants. Those subsidiaries which statements reflect total assets of $1,472,480 thousand and $1,521,817 thousand, both constituting 1% of the consolidated total assets as of December 31, 2015 and 2014, respectively, and total operating revenues of both $0 thousand, both constituting 0% of the consolidated total operating revenues for the years then ended, and net income (loss) before income tax of $24,851 thousand and ($5,209) thousand, constituting 1% and 0% of the consolidated net income before income tax for the years then ended. In addition, we did not audit the financial statements of certain investee companies accounted for under the equity method, as stated in Note 6(9). The comprehensive income recognised for the investments accounted for using equity method amounted to $1,216,660 thousand and $930,128 thousand, constituting 39% and 13% of the consolidated total comprehensive income for the years ended December 31, 2015 and 2014, respectively. The balance of related investment was $10,382,364 thousand and $9,320,072 thousand, constituting 8% and 7% of the total consolidated assets as of December 31, 2015 and 2014, respectively.

We conducted our audits in accordance with the “Regulations Governing Auditing and Attestation 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

~ 2 ~

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 the other independent accountants provide a reasonable basis for our opinion.

In our opinion, based on our audits and the reports of other independent accountants, the consolidated financial statements referred to in the first paragraph present fairly, in all material respects, the consolidated financial position of Synnex Technology International Corporation and its subsidiaries as of December 31, 2015 and 2014, and their financial performance and cash flows for the years then ended in conformity with the “Rules Governing the Preparations of Financial Statements by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.

~ 3 ~

We have also audited the parent company only financial statements of Synnex Technology International Corporation (not presented herein) as of and for the years ended December 31, 2015 and 2014, and have expressed a modified unqualified opinion on such financial statements.

PricewaterhouseCoopers, Taiwan

March 14, 2016


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 consolidated 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.

~ 4 ~

SYNNEX TECHNOLOGY INTERNATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2015 AND 2014

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

1100
1110
1125
1150
1170
1180
1200
1210
1220
130X
1410
1470
11XX
1523
1543
1550
1600
1760
1780
1840
1900
15XX
1XXX
Assets Notes
6(1)
6(2)
6(3)
6(5)
6(6)
7
7
6(30)
6(8)
6(3)
6(4)
6(9)
6(10)
6(11)
6(12)
6(30)
6(6)(13)
and 8
Amount
%
13,898,657
$ 11
424,108
-
1,415,009
1
8,187,190
6
38,147,636
28
104,175
-
7,723,546
6
62,718
-
172,509
-
35,258,681
26
2,769,713
2
466,222
1
108,630,164
81
18,290
-
1,805,312
2
11,161,302
8
7,060,838
5
1,511,552
1
449,841
-
1,188,197
1
2,962,022
2
26,157,354
19
134,787,518
$ 100
December 31, 2015
December 31, 2014 December 31, 2014
Amount
13,898,657
$ 424,108
1,415,009
8,187,190
38,147,636
104,175
7,723,546
62,718
172,509
35,258,681
2,769,713
466,222
108,630,164
18,290
1,805,312
11,161,302
7,060,838
1,511,552
449,841
1,188,197
2,962,022
26,157,354
134,787,518
$
Amount
22,632,188
$ 10,893
1,616,259
6,344,647
38,707,137
263,295
7,454,489
17,254
40,047
31,181,915
2,774,295
717,951
111,760,370
18,074
1,804,515
10,081,235
6,737,367
1,594,489
413,243
597,910
2,908,975
24,155,808
135,916,178
$
%
Current assets
Cash and cash equivalents
Financial assets at fair value through profit or loss-current
Available-for-sale financial assets-current
Notes receivable-net
Accounts receivable-net
Accounts receivable-related parties-net
Other receivables
Other receivables-related parties
Current tax assets
Inventories, net
Prepayments
Other current assets
Total current assets
Non-current assets
Available-for-sale financial assets-noncurrent
Financial assets measured at cost-noncurrent
Investments accounted for under the equity method
Property, plant and equipment, net
Investment property, net
Intangible assets
Deferred income tax assets
Other non-current assets
Total non-current assets
Total assets
17
-
1
5
28
-
5
-
-
23
2
1
82
-
1
8
5
1
-
1
2
18
100

(Continued)

~5~

SYNNEX TECHNOLOGY INTERNATIONAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2015 AND 2014

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

2100
2110
2120
2150
2170
2180
2200
2220
2230
2300
21XX
2540
2570
2600
25XX
2XXX
3110
3200
3310
3320
3350
3400
31XX
36XX
3XXX
3X2X
Liabilities and Equity Notes
Amount
%
6(14)
47,654,101
$ 36
6(15)
5,300,000
4
6(2)
7,684
-
1,252,099
1
28,783,381
21
7
12,196
-
6(16)
5,842,171
4
7
8,809
-
6(30)
1,229,110
1
255,156
-
90,344,707
67
6(18)
-
-
6(30)
111,979
-
6(19)
455,540
-
567,519
-
90,912,226
67
6(20)
15,885,209
12
6(21)
14,139,722
10
6(22)
6,096,802
5
-
-
6,823,082
5
6(23)
126,513)
(
-
42,818,302
32
1,056,990
1
43,875,292
33
9
11
134,787,518
$ 100
December 31, 2015
December 31, 2014 December 31, 2014
Amount
39,966,358
$ 6,430,000
4,226
950,991
29,571,905
176,381
6,589,138
3,716
978,815
324,661
84,996,191
4,041,750
157,212
512,364
4,711,326
89,707,517
15,885,209
14,331,857
5,594,393
1,965,774
7,425,704
123,889
45,326,826
881,835
46,208,661
135,916,178
$
%
Current liabilities
Short-term borrowings
Short-term notes and bills payable
Financial liabilities at fair value through profit or loss
-current
Notes payable
Accounts payable
Accounts payable-related parties
Other payables
Other payables-related parties
Current income tax liabilities
Other current liabilities
Total current liabilities
Non-current liabilities
Long-term borrowings
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities
Equity attributable to owners of parent
Share capital
Share capital-common stock
Capital surplus
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated retained earnings
Other equity interest
Other equity interest
Equity attributable to owners of the parent
Non-controlling interest
Total equity
Significant contingent liabilities and unrecognized
contract commitments
Significant events after the balance sheet date
Total liabilities and equity
29
5
-
1
22
-
5
-
1
-
63
3
-
-
3
66
12
11
4
1
5
-
33
1
34
100

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

See report of independent accountants dated March 14, 2016.

~6~

SYNNEX TECHNOLOGY INTERNATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2015 AND 2014

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT FOR EARNINGS PER SHARE AMOUNTS)

4000
Operating revenues
5000
Operating costs
5950
Gross profit, net
Operating expenses
6100
Selling expenses
6200
General and administrative expenses
6000
Total operating expenses
6900
Operating income
Non-operating income and expenses
7010
Other income
7020
Other gains and losses
7050
Finance costs
7060
Share of profit of associates and joint ventures accounted for under
the equity method
7000
Total non-operating income and expenses
7900
Profit before tax
7950
Income tax expense
8200
Profit
Other comprehensive income
Components of other comprehensive income that will not be
reclassified to profit or loss
8311
Gains (losses) on remeasurements of defined benefit plans
8349
Income tax related to components of other comprehensive
income that will not be reclassified to profit or loss
8310
Components of other comprehensive (loss) income that will
not be reclassified to profit or loss
Components of other comprehensive income that will be
reclassified to profit or loss
8361
Cumulative translation differences of foreign operations
8362
Unrealized loss on valuation of available-for-sale financial assets
8370
Share of other comprehensive income of associates and joint
ventures accounted for using equity method, components of
other comprehensive income that will be reclassified to profit
or loss
8399
Income tax related to components of other comprehensive
income that will be reclassified to profit or loss
8360
Components of other comprehensive (loss) income that will be
reclassified to profit or loss
8300
Other comprehensive (loss) income for the year, net of tax
8500
Total comprehensive income for the year
Profit, attributable to:
8610
Owners of parent
8620
Non-controlling interest
Profit
Comprehensive income attributable to:
8710
Owners of parent
8720
Non-controlling interest
Total comprehensive income for the year
Earnings per share
9750
Basic earnings per share
9850
Diluted earnings per share
Notes
Amount
6(24) and 7
322,133,452
$ 6(8)
310,541,679)
(
11,591,773
6(18)(19)(28)(29)
4,357,619)
(
3,285,583)
(
7,643,202)
(
3,948,571)
(
6(25)
1,909,629
6(26)
2,693,726)
(
6(27)
831,145)
(
6(9)
1,404,223
211,019)
(
3,737,552
6(30)
318,875)
(
3,418,677
$ 11,426)
($ 1,563
9,863)
(
6(23)
85,034)
(
6(3)(23)
116,226)
(
6(9)(23)
106,669)
(
6(23)
-
307,929)
(
317,792)
($ 3,100,885
$ 3,185,995
$ 232,682
3,418,677
$ 2,925,730
$ 175,155
3,100,885
$ 6(31)
6(31)
$ Year ended
December 31, 2
$
Year ended
December 31, 2
%
100
97)
(
3
1)
(
1)
(
2)
(
1
1
1)
(
-
-
-
1
-
1
-
-
-
-
-
-
-
-
-
1
1
-
1
1
-
1
2.01

015
2.01
Year ended
December 31, 2
$ $

The accompanying notes are an integral part of these consolidated financial statements. See report of independent accountants dated March 14, 2016.

~7~

SYNNEX TECHNOLOGY INTERNATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2015 AND 2014

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

2014
Balance at January 1, 2014
Appropriations of 2013 earnings
Provision for legal reserve
Provision for special reserve
Distribution of cash dividend
Change in net assets of the associate and joint
ventures accounted for under the equity method
Other comprehensive income (loss) for 2014
Net income for 2014
Balance at December 31, 2014
2015
Balance at January 1, 2015
Appropriations of 2014 earnings
Provision for legal reserve
Provision for special reserve
Distribution of cash dividend
Change in net assets of the associate and joint
ventures accounted for under the equity method
Other comprehensive loss for 2015
Net income for 2015
Balance at December 31, 2015
Notes
6(22)
6(23)
6(22)
6(23)
Share capital-
common stock
15,885,209
$ -
-
-
-
-
-
15,885,209
$ 15,885,209
$ -
-
-
-

-
-
15,885,209
$
Capital surplus Retained earnings Cumulative
translation
differences of
foreign operations
Unrealized gain or
loss on available
-for-sale financial
assets
2,221,534)
($ 255,759
$ -
-
-
-
-
-

-
-
2,287,452
197,788)
(
-
-
65,918
$ 57,971
$ 65,918
$ 57,971
$ -
-
-
-
-
-

-
-

132,916)
(
117,486)
(

-
-
66,998)
($ 59,515)
($ Other equity interest
Total
42,583,863
$ -
-
4,447,860)
(
67,225
2,099,499

5,024,099
45,326,826
$ 45,326,826
$ -
-
5,242,119)
(
192,135)
(
260,265)
(

3,185,995
42,818,302
$
Non-controlling
interest
764,531
$ -
-
-

-
113,793)
(
231,097
881,835
$ 881,835
$ -
-
-

-

57,527)
(

232,682
1,056,990
$
Total equity
Legal reserve
5,066,993
$ 527,400
-
-
-
-
-
5,594,393
$ 5,594,393
$ 502,409
-

-
-
-
-
6,096,802
$
Special reserve
1,670,628
$ -

295,146

-

-
-
-
1,965,774
$ 1,965,774
$ -

1,965,774)
(
-

-
-

-
-
$
Unappropriated
retained earnings
Cumulative
translation
differences of
foreign operations

2,221,534)
($ -
-
-
-
2,287,452

-
65,918
$ 65,918
$ -
-
-
-
132,916)
(

-
66,998)
($
14,264,632
$ -
-
-
67,225
-
-
14,331,857
$ 14,331,857
$ -
-
-
192,135)
(
-
-
14,139,722
$
7,662,176
$ 527,400)
(
295,146)
(
4,447,860)
(
-
9,835
5,024,099
7,425,704
$ 7,425,704
$ 502,409)
(
1,965,774
5,242,119)
(
-
9,863)
(
3,185,995
6,823,082
$
43,348,394
$ -
-
4,447,860)
(
67,225
1,985,706
5,255,196
46,208,661
$
46,208,661
$ -
-
5,242,119)
(
192,135)
(
317,792)
(
3,418,677
43,875,292
$

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

See report of independent accountants dated March 14, 2016.

~8~

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before income tax for the year
Adjustments to reconcile profit before income tax to net cash (used in)
provided by operating activities
Income and expenses having no effect on cash flows
Depreciation
Amortization
Provision for bad debts expense
Net gain on financial assets/liabilities at fair value through profit or loss
(Gain from reversal of) decline in market value and loss for obsolete and
slow-moving inventories
Loss on obsolescence
Interest expense
Interest income
Dividend income
Share of profit of associates and joint ventures accounted for under the
equity method
Cash dividends on investments accounted for under the equity method
Loss on disposal of property, plant and equipment and investment
property
Depreciation of investment property
Impairment loss
Changes in assets/liabilities relating to operating activities
Net changes in assets relating to operating activities
Financial assets at fair value through profit or loss
Notes and accounts receivable
Inventories
Other receivables
Prepayments
Other current assets
Overdue receivables
Net changes in liabilities relating to operating activities
Notes and accounts payable
Other payables
Other current liabilities
Other non-current liabilities
Cash (outflow) inflow generated from operations
Interest paid
Interest received
Dividend received
Income tax paid
Net cash (used in) provided by operating activities
Notes
6(10)(28)
6(12)(28)
6(5)(6)
6(2)(26)
6(8)
6(8)
6(27)
6(25)
6(25)
6(9)
6(11)
6(3)
2015
2014
3,737,552
$ 6,217,233
$ 310,258
288,546
31,981
31,467
1,050,386
306,594
18,437)
(
32,785)
(
40,569)
(
90,138
5,449
4,596
831,145
706,562
1,027,500)
(
776,333)
(
124,749)
(
112,929)
(
1,404,223)
(
1,128,824)
(
282,889
147,115
12,739
1,284
63,942
60,389
85,000
-
391,320)
(
134,005
1,181,364)
(
306,055
4,041,646)
(
1,314,662
314,521)
(
1,589,508
4,582
1,101,327)
(
251,729
677,257)
(
883,799)
(
898,185)
(
651,601)
(
563,547
722,012)
(
1,381,448)
(
69,505)
(
47,871
12,049
91,172
4,191,545)
(
5,791,656
834,406)
(
733,169)
(
1,027,500
776,333
124,749
112,929
926,725)
(
922,025)
(
4,800,427)
(
5,025,724
Years ended December 31,
2015
2014
3,737,552
$ 6,217,233
$ 310,258
288,546
31,981
31,467
1,050,386
306,594
18,437)
(
32,785)
(
40,569)
(
90,138
5,449
4,596
831,145
706,562
1,027,500)
(
776,333)
(
124,749)
(
112,929)
(
1,404,223)
(
1,128,824)
(
282,889
147,115
12,739
1,284
63,942
60,389
85,000
-
391,320)
(
134,005
1,181,364)
(
306,055
4,041,646)
(
1,314,662
314,521)
(
1,589,508
4,582
1,101,327)
(
251,729
677,257)
(
883,799)
(
898,185)
(
651,601)
(
563,547
722,012)
(
1,381,448)
(
69,505)
(
47,871
12,049
91,172
4,191,545)
(
5,791,656
834,406)
(
733,169)
(
1,027,500
776,333
124,749
112,929
926,725)
(
922,025)
(
4,800,427)
(
5,025,724
Years ended December 31,
2015
3,737,552
$ 310,258
31,981
1,050,386
18,437)
(
40,569)
(
5,449
831,145
1,027,500)
(
124,749)
(
1,404,223)
(
282,889
12,739
63,942
85,000
391,320)
(
1,181,364)
(
4,041,646)
(
314,521)
(
4,582
251,729
883,799)
(
651,601)
(
722,012)
(
69,505)
(
12,049
4,191,545)
(
834,406)
(
1,027,500
124,749
926,725)
(
4,800,427)
(
6,217,233
$ 288,546
31,467
306,594
32,785)
(
90,138
4,596
706,562
776,333)
(
112,929)
(
1,128,824)
(
147,115
1,284
60,389
-
134,005
306,055
1,314,662
1,589,508
1,101,327)
(
677,257)
(
898,185)
(
563,547
1,381,448)
(
47,871
91,172
5,791,656
733,169)
(
776,333
112,929
922,025)
(
5,025,724

(Continued)

~9~

SYNNEX TECHNOLOGY INTERNATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2015 AND 2014

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from capital reduction of financial assets carried at cost
Increase in investments accounted for under the equity method
Acquisition of property, plant and equipment
(Increase) decrease in investment property
Loss on disposal of property, plant and equipment and investment property
Acquisition of intangible assets
Increase in long-term prepaid rents
Decrease (increase) in refundable deposits
(Increase) decrease in restricted time deposits
Decrease in time deposits over one year
Decrease (increase) in other non-current assets
Net cash used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term loans
(Decrease) increase in short-term notes and bills payable
(Decrease) increase in guarantee deposits received
Decrease in long-term loans
Increase in long-term loans
Repayment of bonds payable
Payment of cash dividends
Net cash (used in) provided by financing activities
Effects of changes in foreign exchange rates
(Decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of the year
Cash and cash equivalents at end of the year
Notes
6(33)
6(33)
6(17)
6(21)
2015
2014
800
$ 61,606
$ -
23,037)
(
970,911)
(
984,195)
(
3,969)
(
1,574
34,353
6,099
31,287)
(
59,688)
(
-
17,472
19,621
21,563)
(
202,397)
(
2,963
-
1,016,544
4,535
67,391)
(
1,149,255)
(
49,616)
(
7,687,743
7,688,281
1,130,000)
(
2,290,000
68,873)
(
139,356
4,041,750)
(
-
-
4,041,750
-
5,000,000)
(
5,242,119)
(
4,447,860)
(
2,794,999)
(
4,711,527
11,150
1,474,652
8,733,531)
(
11,162,287
22,632,188
11,469,901
13,898,657
$ 22,632,188
$ Years ended December 31,
2015
2014
800
$ 61,606
$ -
23,037)
(
970,911)
(
984,195)
(
3,969)
(
1,574
34,353
6,099
31,287)
(
59,688)
(
-
17,472
19,621
21,563)
(
202,397)
(
2,963
-
1,016,544
4,535
67,391)
(
1,149,255)
(
49,616)
(
7,687,743
7,688,281
1,130,000)
(
2,290,000
68,873)
(
139,356
4,041,750)
(
-
-
4,041,750
-
5,000,000)
(
5,242,119)
(
4,447,860)
(
2,794,999)
(
4,711,527
11,150
1,474,652
8,733,531)
(
11,162,287
22,632,188
11,469,901
13,898,657
$ 22,632,188
$ Years ended December 31,
2015
800
$ -
970,911)
(
3,969)
(
34,353
31,287)
(
-
19,621
202,397)
(
-
4,535
1,149,255)
(
7,687,743
1,130,000)
(
68,873)
(
4,041,750)
(
-
-
5,242,119)
(
2,794,999)
(
11,150
8,733,531)
(
22,632,188
13,898,657
$
61,606
$ 23,037)
(
984,195)
(
1,574
6,099
59,688)
(
17,472
21,563)
(
2,963
1,016,544
67,391)
(
49,616)
(
7,688,281
2,290,000
139,356
-
4,041,750
5,000,000)
(
4,447,860)
(
4,711,527
1,474,652
11,162,287
11,469,901
22,632,188
$

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

See report of independent accountants dated March 14, 2016.

~10~