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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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1

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.

2

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

3

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.

4

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.

5

(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



==> 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.

6

(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.

7

(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.

8

(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.

9

(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)

10

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)

11

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)

12

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)

13

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.

  1. 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
  1. 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

  1. 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 liabilitiesrendering of
services
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

  1. Currency risk

  2. (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
  1. Fair value of financial instruments

  2. (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

  1. 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:

  1. Loans to other parties: None.

  2. Guarantees and endorsements for other parties: None.

  3. 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
  1. Individual securities acquired or disposed of with accumulated amount exceeding the lower of $300 million or 20% of the capital stock: None.

  2. Acquisition of individual real estate with amount exceeding $300 million or 20% of the capital stock: None.

  3. Disposal of individual real estate with amount exceeding the lower of $300 million or 20% of the capital stock: None.

  4. Related-party transactions for purchases and sales with amounts exceeding the lower of $100 million or 20% of the capital stock: None.

  5. Receivables from related parties with amount exceeding the lower of $100 million or 20% of the capital stock: None.

  6. 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
-
-

==> picture [126 x 18] intentionally omitted <==

----- Start of picture text -----

Note 1: Ways of investments are as follows:
(1) direct investment in Mainland China.
----- End of picture text -----

  • (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.

  1. 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.