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DIODES INCORPORATED and SUBSIDIARIES NOTES to CONSOLIDATED FINANCIAL STATEMENTS (Amounts in Thousands Except Per Share Data)

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DIODES INCORPORATED and SUBSIDIARIES NOTES to CONSOLIDATED FINANCIAL STATEMENTS (Amounts in Thousands Except Per Share Data) DIODES INCORPORATED AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Amounts in thousands except per share data) NOTE 19 — RELATED PARTY TRANSACTIONS The Company conducts business with one related party company, Lite-On Semiconductor Corporation, and its subsidiaries and affiliates (“LSC”). LSC is the Company’s largest stockholder, owning 19.1% of the Company’s outstanding Common Stock as of December 31, 2009, and is a member of the Lite-On Group of companies. C.H. Chen, the Company’s former President and Chief Executive Officer, currently the Vice Chairman of the Board of Directors, is also Vice Chairman of LSC. Raymond Soong, the Chairman of the Board of Directors, is the Chairman of LSC as well as Chairman of Lite-On Technology Corporation, a significant shareholder of LSC. L.P. Hsu, a member of the Board of Directors since May 2007 serves as a consultant to Lite-On Technology Corporation. The Company considers its relationship with LSC, a member of the Lite-On Group of companies, to be mutually beneficial and the Company plans to continue its strategic alliance with LSC. The Company also conducts business with one significant company, Keylink International (B.V.I.) Inc. and its subsidiaries and affiliates (“Keylink”). Keylink is the Company’s 5% joint venture partner in the Company’s Shanghai manufacturing facilities. The Audit Committee of the Company’s Board reviews all related party transactions for potential conflict of interest situations on an ongoing basis, all in accordance with such procedures as the Audit Committee may adopt from time to time. Lite-On Semiconductor Corporation (LSC) — The Company sold products to LSC totaling 6.2%, 3.5% and 2.1% of its net sales for the years ended December 31, 2007, 2008 and 2009, respectively, making LSC one of its largest customers. Also for the years ended December 31, 2007, 2008 and 2009, 11.3%, 9.6% and 6.3%, respectively, of the Company’s net sales were from semiconductor products purchased from LSC for subsequent sale, making LSC the Company’s largest supplier. The Company also rents warehouse space in Hong Kong from a member of the Lite-On Group, which also provides the Company with warehousing services at that location. For the years ended December 31, 2007, 2008 and 2009, the Company paid this entity in aggregate amounts of $0.5 million, $0.7 million and $0.8 million, respectively, for their services. Net sales to, and purchases from, LSC were as follows for years ended December 31: 2007 2008 2009 Net sales $24,809 $ 15,279 $8,967 Purchases $49,224 $ 48,964 $32,868 Keylink International (B.V.I.) Inc. — The Company sells products to, and purchases inventory from, companies owned by Keylink. The Company sold products to companies owned by Keylink, totaling 0.6%, 0.8% and 2.6% of net sales for the years ended December 31, 2007, 2008 and 2009, respectively. Also for the years ended December 31, 2007, 2008 and 2009, 1.5%, 1.3% and 1.2%, respectively of the Company’s net sales were from semiconductor products purchased from companies owned by Keylink. In addition, the Company’s subsidiaries in China lease their manufacturing facilities in Shanghai from, and subcontract a portion of their manufacturing process (metal plating and environmental services) to, Keylink. The Company also pays a consulting fee to Keylink. The aggregate amounts for these services for the years ended December 31, 2007, 2008 and 2009 were $9.4 million, $10.5 million and $10.7 million, respectively. Net sales to, and purchases from, companies owned by Keylink were as follows for years ended December 31: 2007 2008 2009 Net sales $2,586 $3,486 $11,373 Purchases $6,005 $6,555 $6,252 - 106 - .
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