南茂科技2014年度报告

20-F 1 d892573d20f.htm FORM 20-F Table of ContentsAs filed with the Securities and Exchange Commission on April 24, 2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OR SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report Commission file number 0–31106 ChipMOS TECHNOLOGIES (Bermuda) LTD. (Exact Name of Registrant as Specified in Its Charter) Bermuda (Jurisdiction of Incorporation or Organization) No. 1, R&D Road 1, Hsinchu Science Park Hsinchu, Taiwan Republic of China (Address of Principal Executive Offices) Shou-Kang Chen Chief Financial Officer ChipMOS TECHNOLOGIES (Bermuda) LTD. No. 1, R&D Road 1, Hsinchu Science Park Hsinchu, Taiwan Republic of China Telephone: (886) 3 563 3988 Facsimile: (886) 3 563 3998 (Name, Telephone, E-mail and/or Facsimile Number and Address of Company Contract Person) Securities registered or to be registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchangeon Which RegisteredCommon Shares, par value US$0.04 each The NASDAQ Capital MarketSecurities registered or to be registered pursuant to Section 12(g) of the Act: None (Title of Class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None (Title of Class) Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report. As of December 31, 2014, 29,002,852 Common Shares, par value US$0.04 each, were outstanding. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  No  If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or (15)(d) of the Securities Exchange Act of 1934. Yes  No  Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No  Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  No  Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one): Large Accelerated Filer  Accelerated Filer  Non-Accelerated Filer  Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing. US GAAP  International Financial Reporting Standards as issued by the International Accounting Standards Board  Other  If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  No  Table of ContentsTABLE OF CONTENTS ChipMOS TECHNOLOGIES (Bermuda) LTD. CAUTIONARY STATEMENT FOR PURPOSES OF “SAFE HARBOR” PROVISIONS 1 Item 1. Identity of Directors, Senior Management and Advisers 1 Item 2. Offer Statistics and Expected Timetable 1 Item 3. Key Information 2 Item 4. Information on the Company 23 Item 4A. Unresolved Staff Comments 47 Item 5. Operating and Financial Review and Prospects 47 Item 6. Directors, Senior Management and Employees 63 Item 7. Major Shareholders and Related Party Transactions 72 Item 8. Financial Information 74 Item 9. The Offer and Listing 76 Item 10. Additional Information 76 Item 11. Quantitative and Qualitative Disclosure about Market Risk 85 Item 12. Description of Securities Other Than Equity Securities 85 Item 13. Defaults, Dividend Arrearages and Delinquencies 85 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds 85 Item 15. Controls and Procedures 86 Item 16A. Audit Committee Financial Expert 86 Item 16B. Code of Ethics 86 Item 16C. Principal Accountant