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104 — Interim / Quarterly Report 2020
Dec 24, 2020
52296_rns_2020-12-24_0d216984-f559-464f-a389-d5e7850aadd1.pdf
Interim / Quarterly Report
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Stock Code:3130
(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) 104 CORPORATION AND SUBSIDIARIES
Consolidated Financial Statements
With Independent Auditors’ Review Report For the Three Months Ended March 31, 2020 and 2019
Address: 10F., No. 119-1, Baozhong Rd., Xindian Dist., New Taipei City 231, Taiwan, R.O.C. Tel: 886-2-2912-6104
The independent auditors’ review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ review report and consolidated financial statements, the Chinese version shall prevail.
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Table of contents
| Contents 1 Cover page 2 Table of contents 3 Independent Auditors’ Review Report 4 Consolidated Balance Sheets 5 Consolidated Statements of Comprehensive Income 6 Consolidated Statements of Changes in Equity 7 Consolidated Statements of Cash Flows 8 Notes to the Consolidated Financial Statements (1) Company history (2) Approval date and procedures of the consolidated financial statements (3) New standards, amendments and interpretations adopted (4) Summary of significant accounting policies (5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty (6) Explanation of significant accounts (7) Related-party transactions (8) Pledged assets (9) Significant commitments and contingencies (10) Losses due to major disasters (11) Significant subsequent events (12) Other (13) Other disclosures items 1) Information on significant transactions 2) Information on investees 3) Information on investment in Mainland China 4) Major shareholders (14) Segment information |
Page |
|---|---|
1 2 3 5 6 7 8 9 9 9 10~11 11 11~25 25 26 26 26 26 26~27 27~28 28 29 30 30 |
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Independent Auditors’ Review Report
To the Board of Directors of 104 Corporation:
Introduction
We have reviewed the accompanying consolidated balance sheets of 104 Corporation and subsidiaries as of March 31, 2020 and 2019, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the three months ended March 31, 2020 and 2019, and notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standards (“IASs”) 34, “Interim Financial Reporting” endorsed by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our review.
Scope of Review
Except as explained in the Basis for Qualified Conclusion paragraph, we conducted our reviews in accordance with Statement of Auditing Standards 65, “Review of Financial Information Performed by the Independent Auditor of the Entity”. A review of the consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the generally accepted auditing standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for Qualified Conclusion
As stated in Note 4(2), the consolidated financial statements included the financial statements of certain nonsignificant subsidiaries, which were not reviewed by independent auditors. These financial statements reflect the total assets amounting to NT$119,073 thousand and NT$129,779 thousand, constituting 4.60% and 5.13% of the consolidated total assets; and the total liabilities amounting to NT$15,197 thousand and NT$24,710 thousand, constituting 1.48% and 2.55% of the consolidated total liabilities as of March 31, 2020 and 2019, respectively; as well as the total comprehensive loss amounting to NT$2,472 thousand and NT$3,755 thousand, constituting (4.06)% and (6.37)% of the consolidated total comprehensive income for the three months ended March 31, 2020 and 2019, respectively.
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Qualified Conclusion
Based on our reviews, except for the effects of such adjustments, if any, as might have been determined to be necessary had the financial statements of certain non-significant subsidiaries as described in the Basis for Qualified Conclusion paragraph above been reviewed by independent auditors, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of 104 Corporation and subsidiaries as of March 31, 2020 and 2019, and of its consolidated financial performance for the three months ended March 31, 2020 and 2019, as well as its consolidated cash flows for the three months ended March 31, 2020 and 2019 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IASs 34, “Interim Financial Reporting” endorsed by the Financial Supervisory Commission of the Republic of China.
The engagement partners of KPMG on the review resulting in this independent auditor’s report are Min-Ju Chao and Lily Lu.
Taipei, Taiwan (Republic of China) May 7, 2020
Note to Readers
The accompanying consolidated financial statements are intended only to present the consolidated statements of financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally accepted and applied in the Republic of China.
The independent auditors’ review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors’ report and consolidated financial statements, the Chinese version shall prevail.
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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)
Reviewed only, not audited in accordance with generally accepted auditing standards as of March 31, 2020 and 2019
104 CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
March 31, 2020, December 31 and March 31, 2019
(Expressed in Thousands of New Taiwan Dollars)
| Assets Current assets: Cash and cash equivalents (note 6(1)) Notes receivable, net (notes 6(3) and (12)) Accounts receivable, net (notes 6(3) and (12)) Other receivables Other current financial assets (note 8) Other current assets, others Total current assets Non-current assets: Non-current financial assets at fair value through profit or loss (note 6(2)) Property, plant and equipment (note 6(4)) Right-of-use assets (note 6(5)) Intangible assets (note 6(6)) Deferred tax assets Prepayments for business facilities Guarantee deposits paid Other non-current financial assets (note 8) Other non-current assets, others (note 6(3)) Total non-current assets |
March 31, 2020 |
December 31, 2019 Amount % 2,168,656 84 439 - 47,902 2 9,507 - 150 - 15,439 1 2,242,093 87 4,797 - 240,478 9 75,636 3 2,710 - 7,051 - 468 - 8,254 - 10,000 1 3,500 - 342,894 13 |
March 31, 2019 |
|
|---|---|---|---|---|
| Amount % $ 2,171,266 84 609 - 58,776 2 11,005 1 - - 15,061 1 2,256,717 88 4,836 - 224,790 9 70,633 3 2,390 - 7,051 - 468 - 8,123 - 10,000 - 2,849 - 331,140 12 |
Amount % 2,058,171 81 757 - 61,118 2 11,308 1 150 - 17,749 1 2,149,253 85 4,931 - 237,380 9 111,632 5 2,842 - 5,691 - - - 8,461 - 10,000 1 - - 380,937 15 |
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==> picture [258 x 9] intentionally omitted <==
| Liabilities and Equity Current liabilities: Current contract liabilities (note 6(12)) Notes payable Accounts payable Other payables (note 6(13)) Current tax liabilities Current lease liabilities (note 6(7)) Other current liabilities, others Total current liabilities Non-current liabilities: Non-current lease liabilities (note 6(7)) Net defined benefit liability, non-current Total non-current liabilities Total liabilities Equity attributable to owners of parent (note 6(10)) :Common stock Capital surplus Retained earnings: Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity: Exchange differences on translation of foreign financial statements Others Total other equity Total equity attributable to owners of parent Non-controlling interests Total equity Total liabilities and equity |
March 31, 2020 |
December 31, 2019 Amount % 518,483 20 121 - 2,452 - 380,763 15 47,258 2 29,255 1 51,631 2 1,029,963 40 47,004 2 9,180 - 56,184 2 1,086,147 42 331,907 13 397,574 15 378,199 15 4,051 - 385,088 15 767,338 30 ( 6,121 ) - - - (6,121) - 1,490,698 58 8,142 - 1,498,840 58 2584987 100 |
March 31, 2019 |
|||||
|---|---|---|---|---|---|---|---|---|
| Amount $ 558,600 4 2,336 272,553 62,335 28,280 52,150 976,258 43,046 8,844 51,890 1,028,148 331,907 397,574 378,199 4,051 446,967 829,217 ( 6,744 ) - ( 6,744) 1,551,954 7,755 1,559,709 $ 2587857 |
% | Amount | Amount % |
|||||
, |
22 - - 11 2 1 2 38 2 - 2 40 13 15 15 - 17 32 - - - 60 - 60 100 |
518,483 121 2,452 380,763 47,258 29,255 51,631 1,029,963 47,004 9,180 56,184 1,086,147 331,907 397,574 378,199 4,051 385,088 767,338 ( 6,121 ) - (6,121) 1,490,698 8,142 1,498,840 2584987 |
487,150 19 2 - 5,410 - 247,053 10 66,468 3 36,447 1 47,606 2 890,136 35 75,195 3 5,289 - 80,484 3 970,620 38 331,917 13 397,859 16 378,199 15 2,941 - 445,167 18 826,307 33 ( 2,387 ) - ( 357) - ( 3,194) - 1,552,889 62 6,681 - 1,559,570 62 2530190 100 |
Total assets
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
104 CORPORATION AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
For the three months ended March 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Common Share)
| Operating revenue (note 6(12)) Operating costs (notes 6(4), (5), (6), (7), (8), (13),7 and 12) Gross profit Operating expenses (notes 6(3), (4), (5), (6), (7), (8), (13), 7 and 12): Selling expenses Administrative expenses Research and development expenses Total operating expenses Operating income Non-operating income and expenses (notes 6(4), (7), (8), (14), (15), (16), 7and 12): Other income Other gains and losses Finance costs Total non-operating income and expenses Income before income tax Less: income tax expenses (note 6(9)) Net income Other comprehensive income (loss): Items that may be reclassified subsequently to profit or loss Exchange differences on translation of foreign financial statements Less: income tax related to items that are or may be reclassified subsequently to profit or loss Total items that may be reclassified subsequently to profit or loss Total comprehensive income Net income attributable to: Shareholders of the Company Non-controlling interests Total comprehensive income (loss) attributable to: Shareholders of the Company Non-controlling interests Earnings per share (note 6(11)) Basic earnings per share Diluted earnings per share |
For the three | For the three | months ended March 31, | months ended March 31, | months ended March 31, |
|---|---|---|---|---|---|
| 2020 | % 100 11 89 41 9 21 71 18 2 (1 ) - 1 19 4 15 - - - 15 15 - 15 15 - 15 1.86 1.85 |
2019 | % 100 10 90 41 10 22 73 17 2 (2 ) - - 17 2 15 1 - 1 16 15 - 15 16 - 16 1.76 1.75 |
||
| Amount $ 396,918 44,408 352,510 161,953 36,579 82,390 280,922 71,588 8,294 ( 2,793 ) ( 293 ) 5,208 76,796 15,214 61,582 (713) - (713) $ 60,869 $ 61,879 ( 297) $ 61,582 $ 61,256 ( 387) $ 60,869 $ $ |
Amount 377,442 40,246 337,196 153,114 38,904 82,688 274,706 62,490 7,219 ( 4,912 ) ( 444 ) 1,863 64,353 6,800 57,553 1,386 - 1,386 58,939 58,233 ( 680) 57,553 59,447 (508) 58,939 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
104 CORPORATION AND SUBSIDIARIES
Consolidated Statements of Changes in Equity
For the three months ended March 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars)
Balance at January 1, 2019
Net income for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) for the period Compensation cost of restricted employee shares Balance at March 31, 2019
Balance at January 1, 2020
Net income for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) for the period Balance at March 31, 2020
| Equity attributable to owners of parent | Equity attributable to owners of parent | Equity attributable to owners of parent | Equity attributable to owners of parent | Equity attributable to owners of parent | Total equity attributable to owners of parent 1,439,195 58,233 1,214 59,447 247 1,552,889 1,490,698 61,879 ( 623) 61,256 1,551,954 |
Non- controlling interests 7,189 ( 680 ) 172 ( 508) - 6,681 8,142 ( 297 ) ( 90 ) ( 387) 7,755 |
Total equity 1,500,384 57,553 1,386 58,939 247 1,559,570 1,498,840 61,582 ( 713) 60,869 1,559,709 |
|||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common stock $ 331,917 - - - - $ 331,917 $ 331,907 - - - $ 331,907 |
Capital surplus 397,859 - - - - 397,859 397,574 - - - 397,574 |
Retained earnings | Other equity | Total ( 4,655 ) - 1,214 1,214 247 ( 3,194) ( 6,121 ) - ( 623) ( 623) ( 6,744) |
||||||||||||||||||
| Exchange differences on translation of foreign financial statements ( 4,051) - 1,214 1,214 - ( 2,837 ) ( 6,121 ) - ( 623) ( 623) ( 6,744 ) |
Others ( 604 ) - - - 247 ( 357) - - - - - |
|||||||||||||||||||||
| Legal reserve 378,199 - - - - 378,199 378,199 - - - 378,199 |
Special reserve |
Unappropriated earnings 386,934 58,233 - 58,233 - 445,167 385,088 61,879 - 61,879 446,967 |
Total 768,074 58,233 - 58,233 - 826,307 767,338 61,879 - 61,879 829,217 |
|||||||||||||||||||
| 2,941 - - - - 2,941 4,051 - - - 4,051 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)
Reviewed only, not audited in accordance with generally accepted auditing standards
104 CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the three months ended March 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars)
Cash flows from (used in) operating activities: Income before tax Adjustments: Adjustments to reconcile profit: Depreciation expense Amortization expense Expected credit loss Interest expense Interest income Compensation cost of restricted employee shares Gain on disposal of property, plant and equipment Loss on disposal of investments Unrealized foreign exchange gain Total adjustments to reconcile profit Changes in operating assets and liabilities: Net changes in operating assets: Notes receivable Accounts receivable Other receivable Other financial assets Other current assets Total net changes in operating assets Net changes in operating liabilities: Contract liabilities Notes payable Accounts payable Other payables Other current liabilities Net defined benefit liabilities Total net changes in operating liabilities Total net changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interest received Interest paid Income taxes paid Net cash flows from operating activities Cash flows from (used in) investing activities: Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Decrease (increase) in refundable deposits Decrease in other receivables Acquisition of intangible assets Decrease in other non-current assets Net cash flows used in investing activities Cash flows used in financing activities: Payments of lease liabilities Net cash flows used in financing activities Effect of exchange rate changes on cash and cash equivalents Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
For the three months ended March 31, | For the three months ended March 31, | For the three months ended March 31, | |
|---|---|---|---|---|
| 2020 $ 76,796 19,518 453 330 293 ( 3,492 ) - ( 187 ) - ( 39) 16,876 ( 170 ) ( 11,204 ) ( 1,615 ) 150 378 ( 12,461) 40,117 ( 117 ) ( 116 ) ( 102,810 ) 519 ( 336) ( 62,743) ( 75,204) ( 58,328) 18,468 3,609 ( 293 ) ( 137) 21,647 ( 10,480 ) 198 131 - ( 133 ) 651 ( 9,633) ( 8,692) ( 8,692) ( 712) 2,610 2,168,656 $ 2,171,266 |
2019 64,353 20,065 672 140 444 ( 3,276 ) 247 - 728 ( 17) 19,003 ( 192 ) ( 14,262 ) ( 1,439 ) - ( 2,810) ( 18,703) 40,463 ( 393 ) ( 609 ) ( 75,565 ) ( 2,044 ) ( 377) ( 38,525) ( 57,228) ( 38,225) 26,128 3,212 ( 444 ) ( 5,020) 23,876 ( 41,961 ) - ( 211 ) 11,372 - - ( 30,800) ( 8,960) ( 8,960) 1,386 ( 14,498 ) 2,072,669 2,058,171 |
|||
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
March 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars, unless otherwise specified)
(1) Company history
104 Corporation (the "Company") was incorporated as a company limited by shares under the Company Act of the Republic of China in October 1993. The Company, formerly named Fu-Hwa International Market Development Consultant Ltd., was renamed 104 Corporation in August 2000. The Company and subsidiaries (the "Consolidated Company") are engaged in information technology, general advertising services, employment services and human resource consultancy.
(2) Approval date and procedures of the consolidated financial statements
The consolidated financial statements were authorized for issuance by the board of directors on May 7, 2020.
(3) New standards, amendments and interpretations adopted:
- 1) The impact of the International Financial Reporting Standards ("IFRSs") endorsed by the Financial Supervisory Commission, R.O.C. ("FSC") which have already been adopted.
The following new standards, interpretations and amendments have been endorsed by the FSC and are effective for annual periods beginning on or after January 1, 2020.
| New, Revised or Amended Standards and Interpretations | Effective date per IASB |
|---|---|
| Amendments to IFRS 3 “Definition of a Business” Amendments to IFRS 9, IAS39 and IFRS7 “Interest Rare Benchmark Reform” Amendments to IAS 1 and IAS 8 “Definition of Material” |
January 1, 2020 January 1, 2020 January 1, 2020 |
The Consolidated company assesses that the adoption of abovementioned standards would not have any material impact on its consolidated financial statements.
- 2) The impact of IFRSs issued by IASB but not yet endorsed by the FSC
As of the date, the following IFRS that have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:
| Board (IASB), but have yet to be endorsed by the FSC: | |
|---|---|
| New, Revised or Amended Standards and Interpretations | Effective date per IASB |
| Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture” IFRs 17 “Insurance Contracts” Amendments to IAS 1 “Classification of Liabilities as Current or Non- current” |
Effective date to be determined by IASB January 1, 2021 January 1, 2022 |
The Consolidated Company is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its consolidated financial position and consolidated financial performance. The results thereof will be disclosed when the Consolidated Company completes its evaluation.
(Continued)
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104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
(4) Summary of significant accounting policies
Except the following accounting policies mentioned below, the significant accounting policies adopted in the consolidated financial statements are the same as those in the consolidated financial statement for the year ended December 31, 2019. For the related information, please refer to note 4 of the consolidated financial statement for the year ended December 31, 2019.
1) Statement of compliance
These consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to the Regulations) and guidelines of IAS 34 “Interim Financial Reporting” which are endorsed by FSC and do not include all of the disclosures required by International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed by the FSC (hereinafter referred to IFRS endorsed by the FSC) for full annual consolidated financial statements.
- 2) Basis of consolidation
Principles of preparation of the consolidated financial statements are the same as the consolidated financial statements for the year ended December 31, 2019. For the related information, please refer to note 4(3) of the consolidated financial statements for the year ended December 31, 2019.
List of the subsidiaries included in the consolidated financial statements:
| Name of investor |
Name of subsidiary | Business activities General advertising services, IT software services, electronic information services, talent dispatching, management consultancy and data processing services Collecting, coordinating, publishing, and consulting on human resource information; recruitment; designing and developing computer software, multimedia, and network systems; designing and producing advertising Developing network technologies and computer software, selling products, providing technical advice and services, and management consultancy |
Percentage of ownership March 31, 2020 December 31, 2019 March 31, 2019 100.00% 100.00% 100.00% 70.00% 70.00% 70.00% 100.00% 100.00% 100.00% |
Percentage of ownership March 31, 2020 December 31, 2019 March 31, 2019 100.00% 100.00% 100.00% 70.00% 70.00% 70.00% 100.00% 100.00% 100.00% |
Notes |
|---|---|---|---|---|---|
| March 31, 2020 100.00% 70.00% 100.00% |
December 31, 2019 100.00% 70.00% 100.00% |
||||
| The Company The Company The Company |
104 Consulting Corporation (104 Consulting) 104 Human Resources Consultancy (Shanghai) Co., Ltd. (104 Human Resources Consultancy) 104 Redpoint Information Technology (Shanghai) Co., Ltd. (Redpoint Information) |
Note Note Note |
Note: It is a non-significant subsidiary, and its financial statements have not been reviewed.
All subsidiaries of the Consolidated Company are included in the consolidated financial statements.
(Continued)
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104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
3) Employee benefits
The pension cost for an interim period was calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year, adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other significant one-off events.
4) Income taxes
The income tax expenses have been prepared and disclosed in accordance with IAS 34 “Interim Financial Reporting”.
Income tax expenses for the period are best estimated by multiplying pre-tax income for the interim reporting period by the effective annual tax rate as forecasted by the management. This should be recognized fully as tax expense for the current period.
Temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases shall be measured based on the tax rates that have been enacted or substantively enacted at the time of the asset or liability is recovered or settled, and be recognized directly in equity or other comprehensive income as tax expense.
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty
The preparation of the consolidated financial statements in conformity with the Regulations and IAS 34 “Interim Financial Reporting” which are endorsed by FSC requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.
The preparation of the consolidated financial statements, estimates and underlying assumptions are reviewed on an ongoing basis which are in conformity with the consolidated financial statements for the year ended December 31, 2019. For the related information, please refer to note 5 of the consolidated financial statements for the year ended December 31, 2019.
(6) Explanation of significant accounts
Except for the following disclosures, there is no significant difference as compared with those disclosed in the consolidated financial statements for the year ended December 31, 2019. For the related information, please refer to Note 6 of the consolidated financial statements for the year ended December 31, 2019.
- 1) Cash and cash equivalents
| Cash Checking deposits Demand deposits Time deposits Cash equivalents-RS bond Cash and cash equivalents in the consolidated statement of cash flows |
March 31, 2020 $ - 2,749 203,779 1,901,738 63,000 $ 2,171,266 |
December 31, 2019 2 2,750 115,714 1,946,190 104,000 2,168,656 |
March 31, 2019 |
|---|---|---|---|
| - 2,784 118,096 1,854,291 83,000 2,058,171 |
Please refer to note 6(17) for the disclosure of the interest rate risk, current risk and sensitivity analysis of the financial assets and liabilities of the Consolidated Company.
(Continued)
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104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
- 2) Financial assets at fair value through profit or loss
| Mandatorily measured at fair value through profit or loss-non-current Private fund |
March 31, 2020 $ 4,836 |
December 31, 2019 4,797 |
March 31, 2019 |
|
|---|---|---|---|---|
| 4,931 |
- 3) Notes and accounts receivable and overdue receivables
| Notes receivable Accounts receivable Overdue receivable (recorded under other non-current assets) Less: Allowance for doubtful accounts-accounts receivable Allowance for doubtful accounts-overdue receivable (recorded under other non-current assets) |
March 31, 2020 $ 609 58,860 492 (84) (492) $ 59,385 |
December 31, 2019 439 47,938 193 (36) (193) **48,341 ** |
March 31, 2019 |
|
|---|---|---|---|---|
| 757 61,299 352 (181) (352) 61,875 |
||||
The Consolidated Company applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, notes, accounts and overdue receivable have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information.
The loss allowance was determined as follows:
| Aging 1~365 days Aging over 365 days Aging 1~365 days Aging over 365 days |
March 31, 2020 | Lifetime expected credit loss allowance 84 492 576 Lifetime expected credit loss allowance 36 193 229 |
||
|---|---|---|---|---|
| Weighted- average loss rate (%) 0.14 100.00 December 31, 2019 |
||||
| Weighted- average loss rate (%) 0.07 100.00 |
(Continued)
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104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
| Aging 1~365 days Aging over 365 days |
March 31, 2019 | Lifetime expected credit loss allowance 181 352 533 |
||
|---|---|---|---|---|
| Weighted- average loss rate (%) |
||||
0.29 100.00 |
The movement in the allowance for notes, accounts and overdue receivable were as follows:
| Balance on January 1 Impairment losses recognized Accounts recovered Foreign exchange losses Balance on March 31 |
For the three months ended March 31, | For the three months ended March 31, |
|---|---|---|
| 2020 $ 229 330 17 - $ 576 |
2019 | |
| 379 140 11 3 533 |
The Consolidated Company does not hold any collateral for collectible amounts.
4) Property, plant and equipment
Movement of the cost, depreciation, and impairment loss of the property, plant and equipment of the Consolidated Company for the three months ended March 31, 2020 and 2019, were as follows:
| Cost or deemed cost: Balance at January 1, 2020 Additions Disposals Effect of movements in exchange rates Balance at March 31, 2020 Balance at January 1, 2019 Additions Disposals Effect of movements in exchange rates Balance at March 31, 2019 Depreciation and impairment loss: Balance at January 1, 2020 Depreciation Disposals Effect of movements in exchange rates Balance at March 31, 2020 Balance at January 1, 2019 Depreciation Disposals Effect of movements in exchange rates Balance at March 31, 2019 Carrying amount: Balance at January 1, 2020 Balance at March 31, 2020 Balance at January 1, 2019 Balance at March 31, 2019 |
Land | Buildings | Computer equipment |
Office equipment |
Leasehold improvement |
Transportation equipment |
Other equipment |
Unfinished construction |
Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| $ 103,562 - - - $ 103,562 $ 103,562 - - - $ 103,562 $ - - - - $ - $ - - - - $ - $ 103,562 $ 103,562 $ 103,562 $ 103,562 |
75,782 999 - - 76,781 75,782 - - - 75,782 36,688 793 - - 37,481 33,434 832 - - 34,266 39,094 39,300 42,348 41,516 |
366,028 2,802 ( 1,942 ) ( 31) 366,857 350,688 3,510 ( 227 ) 73 354,044 297,126 8,194 ( 1,931 ) ( 30) 303,359 268,444 8,290 ( 227 ) 72 276,579 68,902 63,498 82,244 77,465 |
4,873 - - ( 1) 4,872 3,674 - - 15 3,689 3,284 146 - ( 1) 3,429 3,665 1 - 14 3,680 1,589 1,443 9 9 |
53,391 1,279 - - 54,670 46,495 910 - 21 47,426 40,873 1,154 - - 42,027 37,187 1,130 - 21 38,338 12,518 12,643 9,308 9,088 |
523 - ( 523 ) - - 1,597 - - 26 1,623 523 - ( 523 ) - - 1,597 - - 26 1,623 - - - - |
29,996 - ( 1,458 ) - 28,538 29,798 - ( 5 ) - 29,793 25,183 469 ( 1,458 ) - 24,194 23,418 640 ( 5 ) - 24,053 4,813 4,344 6,380 5,740 |
- - - - - - - - - - - - - - - - - - - - - - - - |
634,155 5,080 ( 3,923 ) ( 32) 635,280 611,596 4,420 ( 232 ) 135 615,919 403,677 10,756 ( 3,912 ) ( 31_)_ 410,490 367,745 10,893 ( 232 ) 133 378,539 230,478 224,790 243,851 237,380 |
(Continued)
14
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
5) Right-of-use assets
The Consolidated Company leases many assets including buildings and transportation equipment. Information about leases for which the Consolidated Company as a lessee is as below:
| Cost: Balance at January 1, 2020 Addition Disposal Balance on March 31, 2020 Balance on January 1, 2019 Adjustment on transition to new standards Balance of retrospective application at January 1, 2019 Additions Effect of movement in exchange rates Balance on March 31, 2019 Depreciation Balance at January 1, 2020 Depreciation Balance on March 31, 2020 Balance on January 1, 2019 Depreciation Effect of movement in exchange rates Balance on March 31, 2019 Carrying amount: Balance on January 1, 2020 Balance on March 31, 2020 Balance on January 1, 2019 Balance on March 31, 2019 |
Building $ 104,351 2,669 (64) $ 106,956 $ - 107,547 107,547 7,985 150 $ 115,682 $ 32,061 8,296 $ 40,357 $ - 8,688 1 $ 8,689 $ 72,290 $ 66,599 $ - $ 106,993 |
Transportation equipment 5,102 1,154 - 6,256 - 5,123 5,123 - - 5,123 1,756 466 2,222 - 484 - 484 3,346 4,034 - 4,639 |
Total | ||
|---|---|---|---|---|---|
| 109,453 3,823 (64) 113,212 - 112,670 112,670 7,985 150 120,805 33,817 8,762 42,579 - 9,172 1 9,173 75,636 70,633 - 111,632 |
|||||
6) Intangible assets
There were no significant additions, disposal, or recognition and reversal of impairment losses of intangible assets for the three months ended March 31, 2020 and 2019. Information on amortization for the period, please refer to Note 12. For other related information, please refer to Note 6(7) of the consolidated financial statements for the year ended December 31, 2019.
(Continued)
15
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
7) Lease liabilities
The Consolidated Company's lease liabilities were as follows:
| The Consolidated Company's lease liabilities | were as follows: | ||
|---|---|---|---|
| Current Non-current |
March 31, 2020 $ 28,280 $ 43,046 |
December 31, 2019 29,255 47,004 |
March 31, 2019 |
| 36,447 75,195 |
Please refer to note 6(17) financial instrument for the maturity information.
The amount under profit and loss was as follows:
| Interest expense of lease liabilities Short term lease |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2020 $ 293 $ 512 |
2019 | |
| 444 674 |
The amounts recognized in the statement of cash flows for the Consolidated Company was as follows:
| Total cash flows used in operating activities Total cash flows used in financing activities Total cash flows |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2020 $ 805 8,692 $ 9,497 |
2019 | |
| 1,118 8,960 10,078 |
1. Leases of buildings
The Consolidated Company leased buildings as office. The rental periods were 2 to 5 years. The options to extend the rental period as the original leasing period were included in the leasing periods for some of the lease.
- Other leases
The rental periods of transportation were 2 to 5 years.
Meanwhile, for office and parking lots with the rental periods of within one year, the Consolidated Company recognized those under exemption for short term leases, without recognizing the right of use and lease liabilities.
8) Employee benefits
1. Defined benefit plans
Management believes that there was no material volatility of the market, no material reimbursement and settlement or other material onetime events since prior fiscal year. As a result, the pension cost in the accompanying consolidated financial statements was measured and disclosed according to the actuarial report as of December 31, 2019 and 2018.
(Continued)
16
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
The expenses recognized in profit or loss for the Consolidated Company were as follows:
| Operating costs Selling expenses Administrative expenses Research and development expenses |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2020 $ 5 32 14 13 $ 64 |
2019 | |
| 1 7 4 3 |
||
| 15 |
2. Defined contribution plans
The Consolidated Company's pension costs under the defined contribution plans to the Bureau of Labor Insurance or the independent fund administered by the government were as follows:
| Operating costs Selling expenses Administrative expenses Research and development expenses Other gains or losses |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2020 $ 1,027 4,787 999 2,735 125 $ 9,673 |
2019 | |
| 869 4,489 998 2,554 112 |
||
| 9,022 |
-
9) Income taxes
-
The components of income tax expense (benefit) were as follows:
| Current tax expense (benefit) Current period Adjustment for prior periods Deferred tax expense(benefit) Origination and reversal of temporary differences Income tax expense |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2020 $ 15,214 - 15,214 - $ 15,214 |
2019 | |
| 13,138 (6,344) 6,794 6 6,800 |
- Assessment of tax
The R.O.C. income tax authorities have examined and approved the Company's income tax returns through 2017.
(Continued)
17
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
10) Share capital and other equity
Except for the following disclosure, there was no significant change for share capital and other equity. For the related information, please refer to Note 6(12) of the consolidated financial statements for the year ended December 31, 2019.
As of March 31, 2020, December 31 and March 31, 2019, the total value of nominal ordinary shares amounted to $500,000 thousand. Par value of each share is $10 (dollars), and in total, there are 50,000 thousand authorized ordinary shares, of which 33,190 thousand shares, 33,190 thousand shares and 33,191 thousand shares, respectively, were issued.
1. Shares
Reconciliation of shares outstanding and issued for the three months ended March 31, 2020 and 2019 were as follows:
| Balance of shares outstanding at January 1 and March 31 Balance of restricted employee shares at January 1 and March 31 Balance of shares issued at March 31 |
Unit: Thousand shares For the three months ended March 31, |
Unit: Thousand shares For the three months ended March 31, |
|---|---|---|
| 2020 33,190 - 33,190 |
2019 33,172 19 33,191 |
2. Capital surplus
The details of capital surplus were as follows:
| Paid-in capital in excess of par value Restricted employee shares |
March 31, 2020 $ 397,574 - $ 397,574 |
December 31, 2019 397,574 - 397,574 |
March 31, 2019 |
|---|---|---|---|
395,098 2,761 397,859 |
3. Retained earnings:
- (A) Special earnings reserve
The carrying amount of special reserve amounted to $4,051 thousand, $4,051 thousand and $2,941 thousand as of March 31, 2020, December 31, 2019, and March 31, 2019.
- (B) Earning Distribution
Earning distribution for 2019 was decided via the board of director's meeting held on February 26, 2020. The Company decided to distribute a cash dividend of $8.62 (dollars) per share, totaling $286,104 thousand.
Earning distribution for 2018 was decided via the general meeting of shareholders held on May 29, 2019. The Company decided to distribute a cash dividend of $8.51 (dollars) per share, totaling $282,461 thousand.
The related information about aforementioned earnings distribution of 2019 and 2018 is available on the Market Observation Post System website.
(Continued)
18
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
11) Earnings per share
The calculation of basic and diluted earnings per share for the three months ended March 31, 2020 and 2019 were as follows:
| Basic EPS: Net income Weighted-average number of common shares outstanding (thousand shares) Basic EPS (New Taiwan dollars) Diluted EPS: Net income Weighted-average number of common shares outstanding (thousand shares) Effects of potentially dilutive common stock Employees' compensation Restricted employee shares Weighted-average number of common shares outstanding- diluted (thousand shares) Diluted EPS (New Taiwan dollars) |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2020 | 2019 | |
| $ 61,879 |
58,233 | |
33,190 |
33,172 |
|
$ 1.86 |
1.76 |
|
| $ 61,879 |
58,233 | |
33,190 176 - |
33,172 182 17 |
|
| 33,366 | 33,371 | |
$ 1.85 |
1.75 |
12) Revenue from contracts with customers
- The details of revenue were as follows:
| Primary geographical markets: Taiwan Other countries Primary services: Online and consultation services |
For the three months ended March 31, 2020 2019 $ 394,079 372,442 2,839 5,000 $ 396,918 377,442 $ 396,918 377,442 |
|---|---|
| 2020 $ 394,079 2,839 $ 396,918 $ 396,918 |
(Continued)
19
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
2. Contract balances
| Contract balances | |||
|---|---|---|---|
| Notes Receivable Accounts Receivable Less: Allowance for impairment Total Contract liabilities -rendering ofservices |
March 31, 2020 $ 609 58,860 (84) $ 59,385 $ 558,600 |
December 31, 2019 439 47,938 (36) 48,341 518,483 |
March 31, 2019 |
| 757 61,299 (181) 61,875 487,150 |
For details on trade receivables and allowance for impairment, please refer to note 6(3).
13) Employees' compensation and remunerations of directors and supervisors
In accordance with the Articles of incorporation, if the Company operates at a profit (the profit so called is pre-tax profit before deducting employees' compensation and remunerations of directors and supervisors) it shall contribute 8%~15% of profit as employees' compensation and remunerations of directors and supervisors no more than 3%. However, any losses accumulated by the corporation to date shall be paid off first.
The employees' compensation in the preceding paragraph shall be distributed in the form of shares or in cash and object of payment includes the employees of subsidiaries of the corporation meeting certain specific requirements.
For the three months ended March 31, 2020 and 2019, the Company estimated its employees' compensation to be $7,001 thousand, $5,864 thousand, respectively, and the remuneration of directors and supervisors to be $1,697 thousand and $1,422 thousand, respectively. The estimated amounts mentioned above are calculated based on the net profit before tax, excluding the remuneration to employees, directors and supervisors of each period, multiplied by the percentage of remuneration to employees, directors and supervisors as specified in the Company's Articles. These remunerations were expensed under operating costs or operating expenses for each period. If there are any subsequent adjustments to the actual remuneration amounts, the adjustment will be regarded as changes in accounting estimates and will be reflected in profit or loss in the following year. If the employees' compensation is paid by the Company's stock, the numbers of shares to be distributed were calculated based on the closing price of the Company's ordinary shares, one day before the date of the meeting of board of directors.
For the year ended December 31, 2019 and 2018, the employees' compensation amounted to $30,372 thousand and $31,738 thousand, respectively, and the remunerations of directors and supervisors amounted to $7,363 thousand and $7,694 thousand, respectively. There was no difference between the aforementioned amounts and the amounts approved in board of directors’ meeting. The related information is available on the Market Observation Post System website.
(Continued)
20
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
14) Other income
The details of other income were as follows:
| Interest income Others |
For the three months ended March 31, 2020 2019 |
For the three months ended March 31, 2020 2019 |
|
|---|---|---|---|
| 2020 | |||
| $ 3,492 4,802 $ 8,294 |
3,276 3,943 7,219 |
15) Other gains and losses
The details of other gains and losses were as follows:
| Gains on disposal of property, plant and equipment Loss on disposal of investment Net foreign exchange (losses) gains Other Other gains or losses 16) Financial cost The details of finance cost were as follows: Lease liabilities interest expenses 17) Financial instruments 1. Categories of financial instruments (A) Financial assets Financial assets at amortized cost: Cash and cash equivalents Notes and accounts receivable Other receivables Other current financial assets Refundable deposits Other non-current financial assets Total |
For the three months ended March 31, 2020 2019 $ 187 - - (728) 521 (572) (4,349) (3,612) 848 - $ (2,793) (4,912) For the three months ended March 31, 2020 2019 $ 293 444 March 31, 2020 December 31, 2019 March 31, 2019 $ 2,171,266 2,168,656 2,058,171 59,385 48,341 61,875 11,005 9,507 11,308 - 150 150 8,123 8,254 8,461 10,000 10,000 10,000 $ 2,259,779 2,244,908 2,149,965 |
For the three months ended March 31, 2020 2019 |
For the three months ended March 31, 2020 2019 |
For the three months ended March 31, 2020 2019 |
For the three months ended March 31, 2020 2019 |
|
|---|---|---|---|---|---|---|
| 2020 | ||||||
| $ 187 - - (728) 521 (572) (4,349) (3,612) 848 - $ (2,793) (4,912) For the three months ended March 31, 2020 2019 |
||||||
| 2020 | ||||||
| $ | 293 December 31, 2019 2,168,656 48,341 9,507 150 8,254 10,000 2,244,908 |
444 March 31, 2019 2,058,171 61,875 11,308 150 8,461 10,000 2,149,965 |
(Continued)
21
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
(B) Financial liabilities
| Financial liabilities at amortized cost: Notes and accounts payable Other payables Lease liabilities Total |
March 31, 2020 $ 2,340 263,356 71,326 $ 337,022 |
December 31, 2019 2,573 83,327 76,259 162,159 |
March 31, 2019 5,412 59,596 111,642 176,650 |
|---|---|---|---|
2. Liquidity risk
The following table shows the contractual maturity of the financial liabilities, excluding estimated interest:
| March 31, 2020 Non-derivative financial liabilities Notes and accounts payable Other payables Lease liabilities December 31, 2019 Non-derivative financial liabilities Notes and accounts payable Other payables Lease liabilities March 31, 2019 Non-derivative financial liabilities Notes and accounts payable Other payables Lease liabilities |
Carrying amount $ 2,340 263,356 71,326 $ 337,022 $ 2,573 83,327 76,259 $ 162,159 $ 5,412 59,596 111,642 $ 176,650 |
Contractu al cash flows 2,340 263,356 71,326 337,022 2,573 83,327 76,259 162,159 5,412 59,596 111,642 176,650 |
Within 1 year 2,340 263,356 28,280 293,976 2,573 83,327 29,255 115,155 5,412 59,596 36,447 101,455 |
1-5 years - - 43,046 43,046 - - 47,004 47,004 - - 71,913 71,913 |
Over 5 years - - - - - - - - - - 3,282 3,282 |
|
|---|---|---|---|---|---|---|
The Consolidated Company does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.
3. Interest rate analysis
Please refer to the financial risk management for the disclosure on the interest rate risk.
(Continued)
22
104 CORPORATION
Notes to Financial Statements
-
Currency risk
-
(A) Exposure to foreign currency risk
The Consolidated Company's significant exposure to foreign currency risk was as follows:
| Financial assets Monetary items USD |
M | arch 31, 2 | 020 TWD 37,911 |
Dec | ember 31, 20 | 19 | M | arch 31, 2019 | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Exchange rate |
Foreign currency 1,242 |
Exchange rate 29.98 |
TWD | Foreign currency 1,242 |
Exchange rate 30.82 |
TWD | |||||
| 30.23 | 37,250 | 38,294 |
- (B) Sensitivity analysis
The Consolidated Company's exposure to foreign currency risk arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents that are denominated in a foreign currency. A weakening of 1% of the TWD against the USD as at March 31, 2020 and 2019, would have increased the net profit after tax by $303 thousand and $306 thousand for the three months ended March 31, 2020 and 2019, respectively. The analysis assumes that all other variables remain constant.
- (C) Foreign exchange gains and losses on monetary items
The foreign exchange gains and losses (including realized and unrealized) on monetary items was as follows:
| TWD CNY |
For the three months ended March 31, 2020 2019 Exchange gains and losses Average exchange rate Exchange gains and losses Average exchange rate $ 54 - 58 - RMB 109 4.27 (139) 4.52 |
|---|---|
-
Fair value of financial instruments
-
(A) Fair value hierarchy
The fair value of financial assets and liabilities at fair value through profit or loss, financial instruments used for financial assets at fair value through other comprehensive income is measured on a recurring basis. The carrying amount and fair value of the Consolidated Company's financial assets and liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and disclosure of fair value information is not required :
| Financial assets at fair value through profit or loss- non-current Private fund |
March 31, 2020 | March 31, 2020 | |||
|---|---|---|---|---|---|
| Fair value | Total 4,836 |
||||
| Level 1 $ - |
Level 2 - |
Level 3 4,836 |
|||
(Continued)
23
104 CORPORATION
Notes to Financial Statements
==> picture [409 x 399] intentionally omitted <==
----- Start of picture text -----
December 31, 2019
Fair value
Level 1 Level 2 Level 3 Total
Financial assets at fair value
-
through profit or loss
non-current
Private fund $ - - 4,797 4,797
March 31, 2019
Fair value
Level 1 Level 2 Level 3 Total
Financial assets at fair value
-
through profit or loss
non-current
Private fund $ - - 4,931 4,931
(B) Reconciliation of Level 3 fair values
For the three months ended March 31
2020
Increase Decrease
From Level 3
of financial
liability From Level 3
transfer to of financial
In other Level 3 of assets of
Opening In profit or comprehensiv Purchased or Transfers in financial Sale or Transfers out financial Ending
Name balance loss e income issued of Level 3 assets disposal of Level 3 liability balance
Financial assets at fair value through profit or loss-private fund $ 4,797 39 - - - - - - - 4,836
For the three months ended March 31
2019
Increase Decrease
From Level 3
of financial
liability From Level 3
transfer to of financial
In other Level 3 of assets of
Opening In profit or comprehensiv Purchased or Transfers in financial Sale or Transfers out financial Ending
Name balance loss e income issued of Level 3 assets disposal of Level 3 liability balance
Financial assets at fair value through profit or loss-private fund $ 4,914 17 - - - - - - - 4,931
----- End of picture text -----
-
(B) Reconciliation of Level 3 fair values
-
(C) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement
The Consolidated Company's financial instruments that use Level 3 inputs to measure fair – value is financial assets at fair value through profit or loss Private fund.
(Continued)
24
104 CORPORATION
Notes to Financial Statements
Quantified information of significant unobservable inputs was as follows:
Inter-relationship between significant Valuation Significant unobservable inputs and Item technique unobservable inputs fair value measurement Financial assets at Net Asset Value ‧Net Asset Value Not applicable fair value through Method – profit or loss Private fund
-
(D) Fair value measurements in Level 3 sensitivity analysis of reasonably possible alternative assumptions
The Consolidated Company’s measurement on the fair value of financial instruments is deemed reasonable despite different valuation models or assumptions may lead to different results. For fair value measurements in Level 3, changing one more of the assumptions would have the following effects on profit or loss on other comprehensive income :
| March 31, 2020 Private fund December 31, 2019 Private fund March 31, 2019 Private fund |
Fluctuation Inputs in inputs Net Asset Value Method 5% Net Asset Value Method 5% Net Asset Value Method 5% |
Profit | or loss Unfavorable (242) (240) (247) |
Other comprehensive income |
Other comprehensive income |
|---|---|---|---|---|---|
| Favorable | Favorable - - - |
Unfavorable | |||
| $ 242 $ 240 $ 247 |
- - - |
The favorable and unfavorable effects represent the changes in fair value, and fair value is based on a variety of unobservable inputs calculated using a valuation technique. The analysis above only reflects the effects of changes in a single input, and it does not include the interrelationships with another input.
18) Financial risk management
There were no significant changes in the Consolidated Company’s financial risk management and policies as disclosed in Note 6(21) of the consolidated financial statements for the year ended December 31, 2019.
19) Capital management
The objectives, policies and processes of capital management of the Consolidated Company has been applied consistently with those disclosed in the consolidated financial statements for the year ended December 31, 2019. Please refer to Note 6(22) of the consolidated financial statements for the year ended December 31, 2019 for the related information.
-
20) Investing and financing activities not affecting current cash flow
-
The right-of-use assets are acquired by lease, please refer to Note 6(5) for the related information.
(Continued)
25
104 CORPORATION
Notes to Financial Statements
- The Consolidated Company’s financing activities which did not affect the current cash flow in the three months ended March 31, 2020 and 2019, were as follows:
==> picture [426 x 114] intentionally omitted <==
----- Start of picture text -----
Non-cash changes
Foreign
January 1, exchange Fair value March 31,
2020 Cash flows Acquisitions Additions Decrease movement changes 2020
Lease liabilities $ 76,259 (8,692) - 3,823 (64) - - 71,326
Non-cash changes
Foreign
January 1, exchange Fair value March 31,
2019 Cash flows Acquisitions Additions Decrease movement changes 2019
Lease liabilities $ 112,469 (8,960) - 7,985 - 148 - 111,642
----- End of picture text -----
(7) Related-party transactions
- 1) Names and relationship with related parties
The followings are entities that have had transactions with the Consolidated Company during the periods covered in the consolidated financial statements.
| Name of related party 104 Hope Foundation |
Relationship with the Consolidated Company |
|---|---|
| Other related party |
-
-
-
2) Transactions with related parties Rental income
The amount of rental income by related parties was as follow:
| 104 Hope Foundation | For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2020 | 2019 | |
| $ 3 |
3 |
The price charged for rental was agreed by both parties, and was collected by telegraphic transfer.
- 3) Key management personnel compensation
Key management personnel compensation comprised:
| Short-term employee benefits Share-based payments |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2020 | 2019 | |
| $ 18,837 1,366 |
15,297 903 |
|
$ 20,203 |
16,200 |
(Continued)
26
104 CORPORATION
Notes to Financial Statements
(8) Pledged assets
The carrying values of pledged assets were as follows:
| Pledged assets | Object Guarantee for employment services Guarantee for employment services |
March 31, 2020 |
December 31, 2019 |
March 31, 2019 |
|---|---|---|---|---|
| Time deposits (recorded under other financial assets -current) Time deposits (recorded under other financial assets -non-current) |
$ - 10,000 $ 10,000 |
150 10,000 10,150 |
150 10,000 |
|
| 10,150 |
(9) Significant Commitments and Contingencies
- 1) Unrecognized contractual commitments
The Consolidated Company applied to the Council of Labor Affairs for permission to provide employment services in accordance with the Employment Services Act. For the three months ended March 31, 2020 and 2019, the guaranteed amount provided by banks on behalf of the Consolidated Company was $1,000 thousand.
- 2) Contingent liabilities: None.
(10) Losses due to major disasters: None.
(11) Significant subsequent events: None.
(12) Other
- 1) A summary of employee benefits, depreciation, and amortization, be classified by function as follows:
| Function Account |
For the three months ended March 31, | For the three months ended March 31, | For the three months ended March 31, | For the three months ended March 31, | For the three months ended March 31, | For the three months ended March 31, | ||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||||
| Operating costs |
Operating expenses |
Non- operating expenses |
Total | Operating costs |
Operating expenses |
Non- operating expenses |
Total | |
| Employee benefits Salary Health and labor insurance Pension Remuneration of directors Other personnel expense Depreciation Amortization |
24,809 1,809 1,032 - 717 6,059 199 |
202,438 14,465 8,580 1,273 5,624 12,928 253 |
2,154 253 125 - 151 531 1 |
229,401 16,527 9,737 1,273 6,492 19,518 453 |
20,556 1,574 870 - 587 5,520 282 |
185,267 13,711 8,055 1,066 5,629 14,021 389 |
1,972 241 112 - 119 524 1 |
207,795 15,526 9,037 1,066 6,335 20,065 672 |
(Continued)
27
104 CORPORATION
Notes to Financial Statements
- 2) Seasonality of operations
The Consolidated Company's operations were not affected by seasonality or cyclicality factors.
(13) Other disclosures items
- 1) Information on significant transactions
The following were the information on significant transactions required by the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" for the Consolidated Company for the three months ended March 31, 2020:
-
Loans to other parties: None.
-
Guarantees and endorsements for other parties: None.
-
Securities held as of March 31, 2020 (excluding investment in subsidiaries, associates, and joint ventures):
| ventures): | ||||||||
|---|---|---|---|---|---|---|---|---|
| **Name of holder ** | Category and name of security |
Relationship with company |
Account title | Ending balance | Remarks | |||
| Shares/ units (thousands) |
Carrying value |
Percentage of ownership (%) |
Fairvalue |
|||||
| The Company |
Private fund-SparkLabs Taipei Fund I |
- | Financial assets at fair value through profit or loss- non-current |
- | 4,836 |
-% |
4,836 |
-
Individual securities acquired or disposed of with accumulated amount exceeding the lower of $300 million or 20% of the capital stock: None.
-
Acquisition of individual real estate with amount exceeding $300 million or 20% of the capital stock: None.
-
Disposal of individual real estate with amount exceeding the lower of $300 million or 20% of the capital stock: None.
-
Related-party transactions for purchases and sales with amounts exceeding the lower of $100 million or 20% of the capital stock: None.
-
Receivables from related parties with amount exceeding the lower of $100 million or 20% of the capital stock: None.
-
Trading in derivative instruments: None.
(Continued)
28
104 CORPORATION
Notes to Financial Statements
10. Business relationships and significant intercompany transactions:
| Number (note 1) |
Name of company |
Name of counterparty |
Nature of relationship (note 2) |
Intercompany transactions | Intercompany transactions | ||
|---|---|---|---|---|---|---|---|
| Account name | Amount (note 3) |
Trading terms | Percentage of the consolidated total operating revenue or total assets |
||||
| 0 0 1 1 |
The Company The Company 104 Consulting 104 Consulting |
104 Consulting 104 Consulting The Company The Company |
1 1 2 2 |
Miscellaneous income Other receivables Sales Accounts receivable |
1,192 1,306 7,620 7,896 |
Income for service support and asset authorization; there are no other customers for comparison There are no other customers for comparison There are no other customers for comparison There are no other customers for comparison |
0.30% 0.05% 1.91% 0.31% |
| Note 1: 1. 2. 3. 4. Note 2: 1. 2. 3. |
0 represents the Company 1 represents 104 Consulting 2 represents 104 Human Resource Consultancy 3 represents Redpoint Information Parent company to subsidiary company. Subsidiary company to parent company. Subsidiary company to subsidiary company |
Note 3: Mutual business dealings between the parent company and subsidiaries amounting to $1,000 thousand are disclosed.
Note 4: Related-party transactions have been eliminated in the preparation of the consolidated financial statements.
2) Information on investees:
The following is the information on investees for the three months ended March 31, 2020 (excluding information on investees in Mainland China):
| Unit: tho | usand dollars | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of investor |
Name of investee |
Location | Main business and products |
Original inve March 31, 2020 |
stment amount | Balance of March 31, 2020 | Net income (loss) of investee |
Share of profit/ losses of investee (note 1) |
Remarks | ||
December 31, 2019 |
Shares (in thousands) |
Percentage o ownership |
f Book value (note 1) |
||||||||
| The Company | 104 Consulting | Taiwan s s i t c p |
General advertising ervices, IT software ervices, electronic nformation services, alent dispatching, management onsultancy and data rocessing services |
12,678 | 12,678 |
1,219 |
100.00% |
48,113 |
3,700 |
3,700 |
Subsidiary |
Note 1: The long-term investments and investment gain or loss accounts have been eliminated in the preparation of the consolidated financial statements.
Note 2: The investment gain (loss) and book value recognized by the Company are based on the unaudited financial statements of the investee companies under the equity method.
(Continued)
29
104 CORPORATION
Notes to Financial Statements
-
3) Information on investment in Mainland China:
-
The names of investees in Mainland China, the main businesses and products, and other information:
| information: | information: | information: | information: | information: | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Unit: thousand dollars | ||||||||||||
| Name of investee | Main businesses and products |
Total amount of paid-in capital (note 4) |
Method of investment (note 1) |
Aggregate investment amount remitted from Taiwan at beginning of year (note 4) |
Amount remitted or returned in **current year ** |
Aggregate investment amount remitted from Taiwan at end of period (note 4) |
Net income (loss) of investee |
Percentage of direct or indirect ownership by the Company (%) |
Investment gain (loss) (notes 2 and 3) |
Book value as of March 31, 2020 (notes 2 and 3) |
Amount of investment income remitted back to Taiwan at end of period |
|
Invested amount |
Returned amount |
|||||||||||
| 104 Human Resources Consultancy Redpoint Information |
Collecting, coordinating, publishing, and consulting on human resource information; recruitment; designing and developing computer software, multimedia, and network systems; designing and producing advertising Developing network technologies and computer software, selling products, providing technical advice and services, and management consultancy |
34,091 60,365 |
(1) (1) |
23,909 (USD770) 60,365 (USD2,000) |
- - |
- - |
23,909 (USD770) 60,365 (USD2,000) |
(989) 741 |
70.00% 100.00% |
(692) 741 |
18,096 35,336 |
- - |
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Note 1: Ways of investments are as follows:
(1) direct investment in Mainland China.
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-
(2) others.
-
Note 2: The long-term investments and investment gain or loss accounts have been eliminated in the preparation of the consolidated financial statements.
-
Note 3: The investment gain (loss) and book value disclosed above included direct and indirect investments. The investment gain (loss) and book value recognized by the Company are based on the unaudited financial statements of the investee companies under the equity method.
Note 4: Based on historical exchange rates.
- Limitation on investment in Mainland China:
| Note 4: Based on historical exchange rates. Limitation on investment in Mainland China: |
Note 4: Based on historical exchange rates. Limitation on investment in Mainland China: |
Note 4: Based on historical exchange rates. Limitation on investment in Mainland China: |
|---|---|---|
| Unit: thousand dollars | ||
| Aggregate investment amount remitted from Taiwan to Mainland China at the end of the period (Note 2) |
Investment amount approved by Investment Commission of Ministry of Economic Affairs (Note 2) |
Limitation on investment in Mainland China by Investment Commission of Ministry of Economic Affairs (Note 1) |
| 84,274 (USD 2,770) |
83,737 (USD 2,770) |
931,172 |
-
Note 1: Limitation on investment in Mainland China: 60% of the Company's stockholders' equity of $1,551,954 thousand.
-
Note 2: Issued capital and investment capital remitted from Taiwan to Mainland China were translated at historical rates, and the rest of the investment information was translated at the period-end rate of March 31, 2020 (USD: NTD=1:30.23).
-
Significant transactions:
There is no significant inter-company transaction with the investment in Mainland China for the three months ended March 31, 2020.
30
104 CORPORATION
Notes to Financial Statements
- 4) Major shareholders:
| Major shareholders: | ||
|---|---|---|
| Shareholding Shareholder’s Name |
Shares | Percentage |
| JcbNext Berhad | 7,630,000 | 22.99 % |
| Rocky Yang | 4,495,402 | 13.54 % |
| Vicky Ku | 4,495,401 | 13.54 % |
| Askforce Corporation | 2,427,344 | 7.31 % |
-
Note: (1)The information on major shareholders, which is provided by the Taiwan Depository & Clearing Corporation, summarized the shareholders who held over 5% of total non-physical common stocks and preferred stocks (including treasury stocks) on the last business date of each quarter. The registered non-physical stocks may be different from the capital stocks disclose in the financial statement due to different calculations basis.
-
(2)If shares are entrusted, the above information regarding such shares will be revealed by each trustors of individual trust account. The shareholders holding more than 10% of the total shares of the company should declare insider’s equity according to Securities and Exchange Act. The numbers of shares declared by the insider include the shares of the trust assets which the insider has declaration over use. For details of the insider’s equity announcement please refer to the TWSE website.
(14) Segment information
The Consolidated Company identifies reportable segment in accordance with the reported information which used by operating decision maker when making decision. To develop diversified career services and improve operating synergy, the Consolidated Company only has a single reportable segment and considerate the overall operating profit and loss. Please refer to consolidated financial statements of comprehensive income for the related segment information for the three months ended March 31, 2020 and 2019.