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104 — Interim / Quarterly Report 2022
Dec 20, 2022
52296_rns_2022-12-20_7b96a8c1-caef-4801-be38-21442f9dee03.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, 2022 and 2021
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 3~4 5 6 7 8 9 9 9~10 10~12 12 12~25 25~26 26 26 26 26 27 27~28 29 29~30 30 31 |
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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, 2022 and 2021, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the three months ended March 31, 2022 and 2021, 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$99,033 thousand and NT$112,318 thousand, constituting 3.26% and 4.18% of the consolidated total assets; and the total liabilities amounting to NT$7,723 thousand and NT$11,429 thousand, constituting 0.58% and 1.02% of the consolidated total liabilities as of March 31, 2022 and 2021, respectively; as well as the total comprehensive income (loss) amounting to NT$2,557 thousand and NT$9,955 thousand, constituting 2.06% and 9.66% of the consolidated total comprehensive income for the three months ended March 31, 2022 and 2021, 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, 2022 and 2021, and of its consolidated financial performance for the three months ended March 31, 2022 and 2021, as well as its consolidated cash flows for the three months ended March 31, 2022 and 2021 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IASs 34, “Interim Financial Reporting” endorsed and issued 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 Chun-Hsiu Kuang.
KPMG
Taipei, Taiwan (Republic of China) May 3, 2022
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, 2022 and 2021
104 CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
March 31, 2022, December 31 and March 31, 2021
(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 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 (notes 6(5) and (7)) 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) and (12)) Total non-current assets |
March 31, 2022 |
December 31, 2021 Amount % 2,521,057 86 971 - 74,015 2 9,254 - 26,697 1 2,631,994 89 4,429 - 210,493 8 67,263 2 1,017 - 9,150 - - - 8,964 - 10,000 1 2,322 - 313,638 11 |
March 31, 2021 |
|
|---|---|---|---|---|
| Amount % $ 2,575,559 85 1,008 - 109,635 4 11,846 - 28,998 1 2,727,046 90 4,580 - 205,717 7 67,055 3 810 - 9,150 - - - 9,422 - 10,000 - 1,473 - 308,207 10 |
Amount % 2,261,095 84 175 - 79,516 3 8,911 - 25,828 1 2,375,525 88 4,566 - 203,337 8 69,245 3 1,292 - 8,638 - 588 - 8,741 - 10,000 1 4,872 - 311,279 12 |
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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 provisions for employee benefits 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 Total equity attributable to owners of parent Non-controlling interests Total equity Total liabilities and equity |
March 31, 2022 |
December 31, 2021 Amount % 682,838 24 1,148 - 5,772 - 488,276 17 42,955 1 36,460 1 31,602 1 35,890 1 1,324,941 45 36,445 1 8,796 - 45,241 1 1,370,182 46 331,907 11 397,574 14 378,199 13 5,339 - 456,722 16 849,260 29 ( 5,709) - 1,573,032 54 2,418 - 1,575,450 54 2,945,632 100 |
March 31, 2021 |
|||||
|---|---|---|---|---|---|---|---|---|
| Amount $ 741,131 808 3,446 374,932 69,335 38,012 33,481 31,778 1,292,923 34,361 8,428 42,789 1,335,712 331,907 397,574 378,199 5,339 588,497 972,035 ( 4,103) 1,697,413 2,128 1,699,541 $ 3,035,253 |
% | Amount | Amount % |
|||||
| 25 - - 13 2 1 1 1 43 1 - 1 44 11 13 13 - 19 32 - 56 - 56 100 |
682,838 1,148 5,772 488,276 42,955 36,460 31,602 35,890 1,324,941 36,445 8,796 45,241 1,370,182 331,907 397,574 378,199 5,339 456,722 849,260 ( 5,709) 1,573,032 2,418 1,575,450 2,945,632 |
632,992 24 54 - 1,378 - 290,298 11 46,928 2 31,122 1 33,052 1 32,867 1 1,068,691 40 37,030 1 12,240 1 49,270 2 1,117,961 42 331,907 12 397,574 15 378,199 14 6,121 - 455,626 17 839,946 31 ( 5,707) - 1,563,720 58 5,123 - 1,568,843 58 2,686,804 100 |
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, 2022 and 2021
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per 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 Expected credit loss Total operating expenses Operating income Non-operating income and expenses (notes 6(4), (5), (7), (8), (14), 7and 12): Interest income 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 Other comprehensive income (loss) Total comprehensive income Net income (loss) attributable to: Owners of parent Non-controlling interests Total comprehensive income (loss) attributable to: Owners of parent 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, |
|---|---|---|---|---|---|
| 2022 | % 100 10 90 40 11 11 - 62 28 1 - - - 1 29 5 24 - - - 24 24 - 24 24 - 24 3.70 3.68 |
2021 | % 100 10 90 37 9 21 - 67 23 1 - - - 1 24 - 24 - - - 24 24 - 24 24 - 24 3.13 3.12 |
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| Amount $ 520,269 52,259 468,010 208,605 57,406 57,343 335 323,689 144,321 2,774 2,023 164 ( 243) 4,718 149,039 26,636 122,403 1,688 - 1,688 $ 124,091 $ 122,775 ( 372) $ 122,403 $ 124,381 ( 290) $ 124,091 $ |
Amount 437,900 44,667 393,233 162,876 38,996 89,433 184 291,489 101,744 2,623 1,769 14 ( 279) 4,127 105,871 2,360 103,511 ( 407 ) - ( 407) 103,104 103,998 ( 487) 103,511 103,630 ( 526) 103,104 |
||||
| $ |
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, 2022 and 2021
(Expressed in Thousands of New Taiwan Dollars)
Equity attributable to owners of parent
| Balance at January 1, 2021 Net income (loss) for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) for the period Balance at March 31, 2021 Balance at January 1, 2022 Net income (loss) for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) for the period Balance at March 31, 2022 |
Common stock $ 331,907 - - - $ 331,907 $ 331,907 - - - $ 331,907 |
Capital surplus 397,574 - - - 397,574 397,574 - - - 397,574 |
**Retained earnings ** | **Retained earnings ** | **Retained earnings ** | Total 735,948 103,998 - 103,998 839,946 849,260 122,775 - 122,775 972,035 |
Exchange differences on translation of foreign financial statements |
Total equity attributable to Owners of parent 1,460,090 103,998 ( 368) 103,630 1,563,720 1,573,032 122,775 1,606 124,381 **1,697,413 ** |
Non- controlling interests 5,649 ( 487 ) ( 39) ( 526) 5,123 2,418 ( 372 ) 82 ( 290) 2,128 |
Total equity | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Legal reserve 378,199 - - - 378,199 378,199 - - - 378,199 |
Special reserve |
Unappropriated earnings |
||||||||||||||||||
| 6,121 - - - 6,121 5,339 - - - 5,339 |
351,628 103,998 - 103,998 455,626 465,722 122,775 - 122,775 588,497 |
( 5,339 ) - ( 368) ( 368) ( 5,707) ( 5,709 ) - 1,606 1,606 ( 4,103) |
1,465,739 103,511 ( 407) 103,104 1,568,843 1,575,450 122,403 1,688 124,091 1,699,541 |
|||||||||||||||||
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, 2022 and 2021
(Expressed in Thousands of New Taiwan Dollars)
| (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 Unrealized foreign exchange gain Gain from lease modifications Total adjustments to reconcile profit Changes in operating assets and liabilities: Net changes in operating assets: Notes receivable Accounts receivable Other receivables Other current assets Total net changes in operating assets Net changes in operating liabilities: Contract liabilities Notes payable Accounts payable Other payables Current provision for employee benefits 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 Increase in guarantee deposits paid Decrease (increase) in other non-current assets Net cash flows used in investing activities Cash flows from (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 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, | |||
| 2022 $ 149,039 16,889 207 335 243 ( 2,774 ) ( 151 ) ( 13) 14,736 ( 37 ) ( 35,955 ) ( 2,430 ) ( 2,301) ( 40,723) 58,293 ( 340 ) ( 2,326 ) ( 105,412 ) 1,552 ( 4,112 ) ( 368) ( 52,713) ( 93,436) ( 78,700) 70,339 2,612 ( 243 ) ( 256) 72,452 ( 11,554 ) ( 458 ) 849 ( 11,163) ( 8,474) ( 8,474) 1,687 54,502 2,521,057 $ 2,575,559 |
2021 105,871 17,278 261 184 279 ( 2,623 ) ( 9 ) - 15,370 ( 14 ) ( 28,794 ) 563 11,216 ( 17,029) 32,116 - ( 481 ) ( 107,384 ) 908 4,322 ( 371) ( 70,890) ( 87,919) ( 72,549) 33,322 2,483 ( 279 ) ( 380) 35,146 ( 709 ) ( 441 ) ( 648) ( 1,798) ( 8,359) ( 8,359) ( 406) 24,583 2,236,512 2,261,095 |
|||
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
For the three months ended March 31, 2022 and 2021
(Expressed in Thousands of New Taiwan Dollars, unless otherwise stated)
(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 3, 2022.
(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 Consolidated Company has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2022:
-
Amendments to IAS 16
“Property, Plant and Equipment-Proceeds before Intended Use” -
Amendments to IAS 37
“Onerous Contracts-Cost of Fulfilling a Contract” -
Annual Improvements to IFRS Standards 2018
–2020 -
Amendments to IFRS 3
“Reference to the Conceptual Framework” -
2) The impact of IFRS issued by IASB but not yet endorsed by the FSC
The following new and amended standards, which may be relevant to the Consolidated Company, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:
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104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
| Standards or Interpretations Amendments to IAS 1 “Disclosure of Accounting Policies” Amendments to IAS 8 “Definition of Accounting Estimates” |
Content of amendment The key amendments to IAS 1 include: requiring companies to disclose their material accounting policies rather than their significant accounting policies; clarifying that accounting policies related to immaterial transactions, other events or conditions are themselves immaterial and as such need not be disclosed; and clarifying that not all accounting policies that relate to material transactions, other events or conditions are themselves material to a company’s financial statements. The amendments introduce a new definition for accounting estimates: clarifying that they are monetary amounts in the financial statements that are subject to measurement uncertainty. The amendments also clarify the relationship between accounting policies and accounting estimates by specifying that a company develops an accounting estimate to achieve the objective set out by an accounting policy. |
Effective date per IASB |
|---|---|---|
| January 1, 2023 January 1, 2023 |
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.
The Consolidated Company does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:
-
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” and amendments to IFRS 17 “ Insurance Contracts”
-
Amendments to IAS 1 “Classification of Liabilities as Current or Non current”
-
Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction”
(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, 2021. For the related information, please refer to note 4 of the consolidated financial statement for the year ended December 31, 2021.
(Continued)
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104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
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 and issued 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 and issued by the FSC (hereinafter referred to IFRS endorsed by the FSC) for full annual consolidated financial statements.
-
2) Basis of consolidation
-
List of subsidiaries included in the consolidated financial statements
List of subsidiaries 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, 2022 December 31, 2021 March 31, 2021 100.00% 100.00% 100.00% 70.00% 70.00% 70.00% 100.00% 100.00% 100.00% |
Percentage of ownership March 31, 2022 December 31, 2021 March 31, 2021 100.00% 100.00% 100.00% 70.00% 70.00% 70.00% 100.00% 100.00% 100.00% |
Notes |
|---|---|---|---|---|---|
| March 31, 2022 100.00% 70.00% 100.00% |
December 31, 2021 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.
-
Subsidiaries excluded from the consolidated financial statements: None.
-
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”.
(Continued)
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104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Income tax expenses for the period are best estimated by multiplying pre-tax income for the interim reporting period using 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, 2021. For the related information, please refer to note 5 of the consolidated financial statements for the year ended December 31, 2021.
(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, 2021. For the related information, please refer to Note 6 of the consolidated financial statements for the year ended December 31, 2021.
1) Cash and cash equivalents
| Financial assets at fair value through profit or loss Cash Checking deposits Demand deposits Time deposits Cash equivalents-Bonds purchased under resell agreement Cash and cash equivalents in the consolidated statement of cash flows Mandatorily measured at fair value through profit or loss-non-current Private fund |
March 31, 2022 $ 69 - 180,252 2,366,838 28,400 $ 2,575,559 March 31, 2022 $ 4,580 |
December 31, 2021 70 391 137,632 2,319,464 63,500 2,521,057 December 31, 2021 4,429 |
March 31, 2021 35 50 232,101 2,007,909 21,000 2,261,095 March 31, 2021 4,566 |
|---|---|---|---|
2) Financial assets at fair value through profit or loss
(Continued)
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104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
- 3) Notes and accounts receivable and overdue receivable
| 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, 2022 $ 1,008 109,663 1,246 (28) (1,246) $ 110,643 |
December 31, 2021 971 74,056 874 (41) (874) **74,986 ** |
March 31, 2021 175 79,744 - (228) - 79,691 |
|---|---|---|---|
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 for notes receivable, accounts receivable and overdue receivable were determined as follows:
| Aging 1~90 days Aging 91~120 days Aging 121~365 days Aging over 365 days |
Gross carrying amount $ 100,387 3,817 6,467 1,246 $ 111,917 |
March 31, 2022 | Lifetime expected credit loss allowance 25 1 2 1,246 1,274 |
|
|---|---|---|---|---|
| Weighted- average expected loss rate (%) |
||||
0.03 0.03 0.03 100.00 |
| Aging 1~90 days Aging 91~120 days Aging 121~365 days Aging over 365 days |
Gross carrying amount $ 59,612 3,083 12,332 874 $ 75,901 |
December 31, 2021 | Lifetime expected credit loss allowance 32 2 7 874 915 |
|
|---|---|---|---|---|
| Weighted- average expected loss rate (%) |
||||
0.05 0.05 0.05 100.00 |
(Continued)
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104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
| Aging 1~365 days | Gross carrying amount $ 79,919 |
March 31, 2021 | ||
|---|---|---|---|---|
| Weighted- average expected loss rate (%) |
Lifetime expected credit loss allowance **228 ** |
|||
| 0.29 |
The movement in the allowance for notes, accounts and overdue receivable were as follows:
| Balance on January 1 Impairment losses recognized Accounts recovered Balance on March 31 |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2022 $ 915 335 24 $ 1,274 |
2021 | |
| - 184 44 |
||
| 228 |
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, 2022 and 2021 were as follows:
| Cost or deemed cost: Balance at January 1, 2022 Additions Disposals Effect of movements in exchange rates Balance at March 31, 2022 Balance at January 1, 2021 Additions Disposals Effect of movements in exchange rates Balance at March 31, 2021 Depreciation and impairment loss: Balance at January 1, 2022 Depreciation Disposals Effect of movements in exchange rates Balance at March 31, 2022 Balance at January 1, 2021 Depreciation Disposals Effect of movements in exchange rates Balance at March 31, 2021 Carrying amount: Balance at January 1, 2022 Balance at March 31, 2022 Balance at January 1, 2021 Balance at March 31, 2021 |
Land | Buildings | Computer equipment |
Office equipment |
Leasehold improvement |
Other equipment | Unfinished construction |
Total | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| $ 103,562 - - - $ 103,562 $ 103,562 - - - $ 103,562 $ - - - - $ - $ - - - - $ - $ 103,562 $ 103,562 $ 103,562 $ 103,562 |
76,971 - - - 76,971 76,781 190 - - 76,971 42,942 627 - - 43,569 39,918 816 - - 40,734 34,029 33,402 36,863 36,237 |
394,607 2,491 ( 404 ) 100 396,794 366,205 1,782 ( 695 ) ( 20) 367,272 335,297 6,247 ( 404 ) 99 341,239 312,547 6,672 ( 695 ) ( 19) 318,505 59,310 55,555 53,658 48,767 |
5,582 - - 2 5,584 4,873 195 - - 5,068 4,570 205 - 2 4,777 3,870 153 - - 4,023 1,012 807 1,003 1,045 |
53,288 188 - - 53,476 54,133 - - - 54,133 43,607 917 - - 44,524 44,226 759 - - 44,985 9,681 8,952 9,907 9,148 |
27,805 241 - - 28,046 26,964 197 - - 27,161 24,906 403 - - 25,309 23,074 483 - - 23,557 2,899 2,737 3,890 3,604 |
- 702 - - 702 - 974 - - 974 - - - - - - - - - - - 702 - 974 |
661,815 3,622 ( 404 ) 102 665,135 632,518 3,338 ( 695 ) ( 20) 635,141 451,322 8,399 ( 404 ) 101 459,418 423,635 8,883 ( 695 ) ( 19) 431,804 210,493 205,717 208,883 203,337 |
As of March 31, 2022, December 31 and March 31, 2021, the property, plant and equipment were not pledged.
(Continued)
15
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, 2022 Addition Addition (modification of contract) Balance at March 31, 2022 Balance at January 1, 2021 Addition Balance at March 31, 2021 Depreciation: Balance at January 1, 2022 Depreciation Balance at March 31, 2022 Balance at January 1, 2021 Depreciation Balance at March 31, 2021 Carrying amount: Balance at January 1, 2022 Balance at March 31, 2022 Balance at January 1, 2021 Balance at March 31, 2021 |
Building $ 159,848 6,632 4 $ 166,484 $ 137,569 - $ 137,569 $ 94,267 8,032 $ 102,299 $ 63,265 7,891 $ 71,156 $ 65,581 $ 64,185 $ 74,304 $ 66,413 |
Transportation equipment 7,430 1,497 149 9,076 6,256 816 7,072 5,748 458 6,206 3,736 504 4,240 1,682 2,870 2,520 2,832 |
Total 167,278 8,129 153 175,560 143,825 816 |
|
|---|---|---|---|---|
| 144,641 100,015 8,490 108,505 67,001 8,395 75,396 67,263 67,055 76,824 69,245 |
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, 2022 and 2021. Information on amortization for the period, please refer to Note 12. For other related information, please refer to Note 6(6) of the consolidated financial statements for the year ended December 31, 2021.
(Continued)
16
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 Total |
March 31, 2022 $ 33,481 34,361 $ 67,842 |
December 31, 2021 31,602 36,445 68,047 |
March 31, 2021 |
| 33,052 37,030 70,082 |
Please refer to Note 6(15) financial instrument for the maturity information.
The amounts under profit and loss were as follows:
| Interest expense of lease liabilities Short term lease |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2022 $ 243 $ 678 |
2021 | |
| 279 731 |
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, 2022 2021 $ 921 1,010 8,474 8,359 $ 9,395 9,369 |
|---|---|
| 2022 $ 921 8,474 $ 9,395 |
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 1 to 5 years.
Meanwhile, for office, parking lots, mobility cabinet and event venue 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.
(Continued)
17
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
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, 2021 and 2020.
The expenses recognized in profit or loss for the Consolidated Company were as follows:
Operating costs Selling expenses Administrative expenses Research and development expenses Total |
For the three months ended March 31, 2022 2021 $ 5 3 24 20 13 8 11 7 $ 53 38 |
|---|---|
| 2022 $ 5 24 13 11 $ 53 |
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 and losses Total |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2022 $ 1,737 5,709 1,340 1,724 129 $ 10,639 |
2021 | |
1,067 4,901 995 2,782 135 9,880 |
(Continued)
18
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
-
9) Income taxes
-
The components of income tax expense (benefit) were as follows:
Current tax expense (benefit) Current period Adjustment for prior periods Income tax expense |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2022 $ 26,636 - $ 26,636 |
2021 21,005 (18,645) 2,360 |
- Assessment of tax
The R.O.C. income tax authorities have examined and approved the Company’s income tax returns through 2019.
10) Capital and other equity
There was no significant change in capital and other equity. For the related information, please refer to note 6(10) of the consolidated financial statements for the year ended December 31, 2021.
- 11) Earnings per share
The calculation of basic and diluted earnings per share for the three months ended March 31, 2022 and 2021 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 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, |
|---|---|---|
| 2022 | 2021 | |
| $ 122,775 33,190 $ 3.70 $ 122,775 33,190 191 33,381 $ 3.68 |
103,998 | |
33,190 |
||
3.13 |
||
| 103,998 | ||
33,190 165 |
||
| 33,355 | ||
| 3.12 |
(Continued)
19
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
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, 2022 2021 $ 518,266 433,386 2,003 4,514 $ 520,269 437,900 $ 520,269 437,900 |
|---|---|
| 2022 | |
| $ 518,266 2,003 $ 520,269 $ 520,269 |
- Contract balances
| Notes Receivable Accounts Receivable Overdue receivable (recorded under other non-current assets) Less: Allowance for impairment -accountsreceivable Allowance for doubtful accounts -overdue receivable (recorded under other non-current assets) Total Contract liabilities |
March 31, 2022 $ 1,008 109,663 1,246 (28) (1,246) $ 110,643 $ 741,131 |
December 31, 2021 971 74,056 874 (41) (874) 74,986 682,838 |
March 31, 2021 |
|---|---|---|---|
| 175 79,744 - (228) - 79,691 632,992 |
Please refer to Note 6(3) for details on accounts receivable and allowance for impairment.
- 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.
(Continued)
20
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
For the three months ended March 31, 2022 and 2021, the Company estimated its employees’ compensation to be $13,717 thousand and $9,734 thousand, respectively, and the remuneration of directors and supervisors to be $3,325 thousand and $2,360 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, 2021 and 2020, the employees’ compensation amounted to $37,510 thousand and $27,867 thousand, respectively, and the remunerations of directors and supervisors amounted to $9,093 thousand and $6,756 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.
-
14) Non-operating income and expenses
-
Interest Income
Deposit interest 2. Other Income Rent income Miscellaneous income 3. Other gains and losses Gain from lease modifications Net foreign exchange gains Other |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2022 2021 $ 2,774 2,623 For the three months ended March 31, |
2021 | |
| 2022 2021 $ 3 3 2,020 1,766 $ 2,023 1,769 For the three months ended March 31, |
2021 | |
| 2022 $ 13 229 (78) $ 164 |
2021 | |
- 54 (40) 14 |
(Continued)
21
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
- Finance costs
Lease liabilities interest expenses
[For the three months ended ] March 31, 2022 2021 $ 243 279
-
15) Financial instruments
-
Categories of financial instruments
- (A) Financial asset
| Financial assets at fair value through profit or loss Mandatorily measured at fair value through profit or loss Financial assets at amortized cost: Cash and cash equivalents Notes and accounts receivable Other receivables Guarantee deposits paid Other non-current financial assets Subtotal Total Financial liabilities Financial liabilities at amortized cost: Notes and accounts payable Other payables Lease liabilities Total |
March 31, 2022 $ 4,580 2,575,559 110,643 11,846 9,422 10,000 2,717,470 $ 2,722,050 March 31, 2022 $ 4,254 374,932 67,842 $ 447,028 |
December 31, 2021 4,429 2,521,057 74,986 9,254 8,964 10,000 2,624,261 2,628,690 December 31, 2021 6,920 488,276 68,047 563,243 |
March 31, 2021 4,566 2,261,095 79,691 8,911 8,741 10,000 2,368,438 2,373,004 March 31, 2021 1,432 290,298 70,082 361,812 |
|---|---|---|---|
- (B) Financial liabilities
(Continued)
22
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
2. Liquidity risk
The following table shows the contractual maturity of the financial liabilities, excluding estimated interest:
| March 31, 2022 Non-derivative financial liabilities Notes and accounts payable Other payables Lease liabilities December 31, 2021 Non-derivative financial liabilities Notes and accounts payable Other payables Lease liabilities March 31, 2021 Non-derivative financial liabilities Notes and accounts payable Other payables Lease liabilities |
Carrying amount $ 4,254 374,932 67,842 $ 447,028 $ 6,920 488,276 68,047 $ 563,243 $ 1,432 290,298 70,082 $ 361,812 |
Contractual cash flows 4,254 374,932 68,885 448,071 6,920 488,276 69,159 564,355 1,432 290,298 71,313 363,043 |
Within 1 year 4,254 374,932 34,182 413,368 6,920 488,276 32,330 527,526 1,432 290,298 33,847 325,577 |
1-5 years - - 34,703 34,703 - - 36,829 36,829 - - 37,466 37,466 |
Over 5 years - - - - - - - - - - - - |
||||
|---|---|---|---|---|---|---|---|---|---|
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
Though the interest rate of partial demand deposits and time deposits of the Consolidated Company were floating, it did not result in significant cash flow risk since the market rate did not fluctuate wildly.
-
Currency risk
-
(A) Exposure to foreign currency risk
The Consolidated Company’s significant exposure to foreign currency risk was as follows:
| Fi | nancial assets Monetary items |
M | arch 31, 20 | 22 TWD 36,589 |
Dec | ember 31, 20 | 21 | M | arch 31, 2021 | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Exchange rate |
Foreign currency 1,480 |
Exchange rate 27.68 |
TWD | Foreign currency 1,257 |
Exchange rate 28.54 |
TWD | ||||||
| 28.63 | 40,979 | 35,872 | ||||||||||
USD |
(Continued)
23
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
(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, 2022 and 2021, would have increased the net profit after tax by $293 thousand and $287 thousand for the three months ended March 31, 2022 and 2021, 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 and the exchange rate to monetary New Taiwan Dollars (the expression of the Consolidated Company) were as follows:
| Company) were as follows: | |||
|---|---|---|---|
| TWD CNY |
For the three months ended March 31, 2022 2021 Exchange gains and losses Average exchange rate Exchange gains and losses Average exchange rate $ 308 - 19 - RMB (18) 4.40 9 4.01 |
||
| 2021 Exchange gains and losses Average exchange rate 19 - 9 4.01 |
|||
| Exchange gains and losses |
Average exchange rate |
||
| $ 308 RMB (18) |
19 9 |
- 4.01 |
-
Fair value of financial instruments
-
(A) Fair value hierarchy
The fair value of financial assets and liabilities at fair value through profit or loss 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 lease liabilities, the disclosure of fair value information is not required:
| Financial assets at fair value through profit or loss- non-current Private fund Financial assets at fair value through profit or loss- non-current Private fund |
March 31, 2022 | March 31, 2022 | |||
|---|---|---|---|---|---|
| Fair value | |||||
| Level 1 $ - |
Level 2 - December |
Level 3 4,580 31, 2021 |
Total | ||
| 4,580 | |||||
| Fair value | |||||
| Level 1 $ - |
Level 2 - |
Level 3 4,429 |
Total | ||
| 4,429 |
(Continued)
24
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
| Financial assets at fair value through profit or loss- non-current Private fund |
March 31, 2021 | March 31, 2021 | March 31, 2021 | |||||
|---|---|---|---|---|---|---|---|---|
| Fair | value | |||||||
| Level 1 | Level 2 | Level 3 | Total | |||||
$ - |
- |
4,566 |
4,566 |
- (B) Reconciliation of Level 3 fair values
| Name | For the three months ended March 31, | For the three months ended March 31, | For the three months ended March 31, | |
|---|---|---|---|---|
| 2022 | ||||
| Opening balance In profit or loss Ending balance $ 4,429 151 4,580 For the three months ended March 31, |
Ending balance | |||
| Financial assets at fair value through profit or loss-private fund Name |
4,580 | |||
| 2021 | ||||
| Opening balance $ 4,557 |
In profit or loss 9 |
Ending balance | ||
| Financial assets at fair value through profit or loss-private fund |
4,566 | |||
- (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. The quantified information need not be disclosed since the amount of financial assets at fair value through profit or loss, which is measured by using the net asset value method, was not significant.
16) Financial risk management
There were no significant changes in the Consolidated Company’s financial risk management and policies as disclosed in Note 6(16) of the consolidated financial statements for the year ended December 31, 2021.
- 17) 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, 2021. Please refer to Note 6(17) of the consolidated financial statements for the year ended December 31, 2021 for the related information.
(Continued)
25
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
-
18) 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.
-
The Consolidated Company’s financing activities which did not affect the current cash flow in the three months ended March 31, 2022 and 2021, were as follows:
| Lease liabilities L libiliti |
January 1, 2022 |
Cash flows | Non-cash | Non-cash | changes | March 31, 2022 |
||||
|---|---|---|---|---|---|---|---|---|---|---|
| Additions | Additions (Contract modification) |
|||||||||
| $ 68,047 |
(8,474) |
140 changes |
67,842 | |||||||
| January 1, 2021 |
Cash flows | Additions | Additions (Contract modification) |
March 31, 2021 |
||||||
| $ 77,625 |
(8,359) | 816 | - | 70,082 |
(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 Relationship with the Consolidated Company 104 Hope Foundation Same chairman
-
-
-
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, |
|---|---|---|
| 2022 | 2021 | |
| $ 3 |
3 |
The price charged for rental was agreed by both parties, and was collected by telegraphic transfer.
(Continued)
26
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
- 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, |
|---|---|---|
| 2022 | 2021 | |
| $ 24,436 1,550 |
18,685 1,382 |
|
$ 25,986 |
20,067 |
(8) Pledged assets
The carrying values of pledged assets were as follows:
| Pledged assets | Object Guarantee for employment services |
March 31, 2022 |
December 31, 2021 |
March 31, 2021 |
|---|---|---|---|---|
| Time deposits (recorded under other financial assets -non-current) |
$ 10,000 |
10,000 | 10,000 | |
(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, 2022 and 2021, 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.
(Continued)
27
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
(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, | For the three months ended March 31, | For the three months ended March 31, |
|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||||
| Operating costs |
Operating expenses |
Non- operating expenses (Note) |
Total | Operating costs |
Operating expenses |
Non- operating expenses (Note) |
Total | |
| Employee benefits Salary Health and labor insurance Pension Remuneration of directors Other personnel expense Depreciation Amortization |
37,641 3,133 1,742 - 1,058 1,711 20 |
232,972 15,960 8,821 3,325 5,559 14,910 187 |
2,444 297 129 - 166 268 - |
273,057 19,390 10,692 3,325 6,783 16,889 207 |
24,767 2,076 1,070 - 648 4,681 92 |
214,988 16,165 8,713 1,770 5,615 12,298 169 |
2,327 288 135 - 159 299 - |
242,082 18,529 9,918 1,770 6,422 17,278 261 |
Note: The Consolidated Company accounts for other gains and losses by presenting non-operating expenses with the related non-operating income, net.
- 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, 2022:
-
Loans to other parties: None.
-
Guarantees and endorsements for other parties: None.
-
Securities held as of March 31, 2022 (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 |
- | 4,580 |
-% |
4,580 |
- Individual securities acquired or disposed of with accumulated amount exceeding the lower of $300 million or 20% of the capital stock: None.
(Continued)
28
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
-
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.
-
Business relationships and significant intercompany transactions:
| Number (note 1) |
Name of company |
Name of counterparty |
Nature of relationship (note 2) |
Intercompany transactions | Intercompany transactions | Intercompany transactions | |
|---|---|---|---|---|---|---|---|
| Account name | Amount (note 3) |
Trading terms | Percentage of the consolidated total operating revenue or total assets |
||||
| 0 0 0 0 0 |
The Company The Company The Company The Company The Company |
104 Consulting 104 Consulting 104 Consulting 104 Human Resources Consultancy 104 Human Resources Consultancy |
1 1 1 1 1 |
Miscellaneous income Accounts receivable Other receivables Other receivables Miscellaneous income |
1,263 4,283 1,305 1,666 1,666 |
Income for service support and asset authorization; there are no other customers for comparison No significant differences with third-party transactions There are no other customers for comparison There are no other customers for comparison Income for service support and asset authorization; there are no other customers for comparison |
0.24% 0.14% 0.04% 0.05% 0.32% |
Note 1: 1. 0 represents the Company
-
1 represents 104 Consulting
-
2 represents 104 Human Resource Consultancy
-
3 represents Redpoint Information
Note 2: 1. 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.
(Continued)
29
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
- 2) Information on investees:
The following is the information on investees for the three months ended March 31, 2022 (excluding information on investees in Mainland China):
| Name of **investor ** |
Name of investee |
Location | Main business and products |
Original inves | tment amount | Balance of March 31, 2022 | Balance of March 31, 2022 | Balance of March 31, 2022 | Net income (loss) of investee |
Share of profit/ losses of investee (note) |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2022 |
December 31, 2021 |
Shares (in thousands) |
Percentage of ownership |
Book value (note) |
|||||||
| The Company | 104 Consulting | Taiwan | General advertising services, IT software services, electronic information services, talent dispatching, management consultancy and data processing services |
12,678 | 12,678 |
1,219 |
100.00% |
37,436 | 722 |
722 |
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.
-
3) Information on investment in Mainland China:
-
The names of investees in Mainland China, the main businesses and products, and other information:
| Unit: thousand dollars | Unit: thousand dollars | Unit: thousand dollars | Unit: thousand dollars | Unit: thousand dollars | Unit: thousand dollars | Unit: thousand dollars | 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, 2022 (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) |
(1,239) 158 |
70.00% 100.00% |
(867) 158 |
4,967 39,525 |
- - |
Note 1: Ways of investments are as follows:
-
(1) direct investment in Mainland China.
-
(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.
(Continued)
30
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
- Limitation on investment in Mainland China:
| Limitation on investment in Mainland China: | Limitation on investment in Mainland China: | 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) |
79,291 (USD 2,770) |
1,018,448 |
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Note 1: Limitation on investment in Mainland China: 60% of the Company’s stockholders’ equity of $1,697,413 thousand.
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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, 2022 (USD : NTD=1:28.625).
-
Significant transactions:
For the significant inter-company transaction with the investment in Mainland China for the three months ended March 31, 2022, please refer to "Business relationships and significant intercompany transactions". The above transactions have been eliminated in the preparation of the consolidated financial statements.
- 4) Major shareholders:
| Major shareholders: | ||
|---|---|---|
| Unit: shares | ||
| Shareholding Shareholder’s Name |
Shares | Percentage |
| JcbNext Berhad Rocky Yang Vicky Ku Askforce Corporation |
7,392,394 4,495,402 4,495,401 2,427,344 |
22.27 % 13.54 % 13.54 % 7.31 % |
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Note: (1) The information on major shareholders, which is provided by the Taiwan Depository & Clearing Corporation, summarized the shareholders who held over 5% of the 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 disclosed in the financial statement due to different calculations basis.
-
(2) If the aforementioned data contains shares which were kept in trust by the shareholders, the data disclosed will be deemed as the settlor’s separate account for the fund set by the trustee. As for the shareholder who reports its share equity as an insider and whose shareholding ratio is greater than 10% in accordance with Securities and Exchange Act and include its self-owned shares and trusted shares, as well as the shares of the individuals who have power to decide how to allocate the trust assets. For the information on reported share equity of the insider, please refer to the Market Observation Post System.
(Continued)
31
104 CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
(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, 2022 and 2021.