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Asia Plastic — Audit Report / Information 2020
Nov 11, 2020
51781_rns_2020-11-11_55a640f5-ae8b-44d8-9713-7168b6d8f2b9.pdf
Audit Report / Information
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Stock code: 1337
Asia Plastic Recycling Holding Ltd. and Its Subsidiaries
Consolidated Financial Statements and Audit Report
Year 2020 and 2019
Address: 4th Floor, Willow House, Cricket Square, P.O. Box 2804, Grand Cayman KY1-1112, Cayman Islands Tel.: 07-5215560
For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.
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§TABLE OF CONTENTS§
| Item I. Cover II. Table of Contents III. Audit report IV. Consolidated Balance Sheet V. Consolidated income statement VI. Consolidated statement of changes in equity VII. Consolidated Cash Flow Statement VIII. Notes to consolidated financial statements (I) Company history (II) Date and procedures of financial statements (III) Application of new and revised standards and interpretations (IV) Summary of significant accounting policies (V) Main sources of significant accounting judgments, estimates and hypothetical uncertainty (VI) Description of significant accounting items (VII) Related party transaction (VIII) Pledged Assets (IX) Significant unrecognized commitments (X) Major disaster loss (XI) Miscellaneous (XII) Major subsequent events (XIII) Information about foreign currency assets and liabilities with significant influence (XIV) Note disclosures 1. Information related to major transaction matters 2. Information related to re-investment enterprise 3. Information related to investment in P.R. China 4. Information about main shareholders (XV) Information about departments |
Page 1 2 3~7 8 9~10 11 12~13 14 14 14~16 16~25 25 25~49 49~50 50 51 - 51 - 51~52 52~53 52~53 52~53 53,60 53~55 |
Number of notes to financial statements |
|---|---|---|
| - - - - - - - I II III IV V 6~25 26 27 28 - 29 - 30 31 31 31 31 32 |
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Audit report
For Asia Plastic Recycling Holding Ltd.:
Opinion
We audited the consolidated balance sheets as at December 31, 2019 and 2020, consolidated statement of changes in equity, consolidated statements of cash flows and notes to the consolidated financial statements (including a summary of major accounting policies) for the period from January 1 to December 31, 2019 and 2020 of Asia Plastic Recycling Holding Ltd. (Asia Plastic Recycle) and its subsidiaries.
In our opinion, the consolidated financial statements above are, in all material aspects, sufficiently prepared as per the Rules of Taiwan for Preparation of Financial Reports by Securities Issuers, International Financial Reporting Standards accepted by the Financial Supervisory Commission, the International Accounting Standards, their interpretation and interpretation announcements to fairly reflect the consolidated financial conditions as at December 31, 2019 and 2020 and the consolidated financial performance and consolidated cash flows in the period from January 1 to December 31, 2019 and 2020 of Asia Plastic Recycling Holding Ltd. and its subsidiaries.
Basis of the opinion
We conducted our audit in accordance with the rules of Taiwan on audit of financial statements by auditors and generally accepted auditing standards. Our responsibilities under these rules and standards are further described in “Our responsibilities for the audit of the consolidated financial statements” section of our report. All employees of our employer subject to independence regulation are independent of Asia Plastic Recycle and its subsidiaries in accordance with the Code of Ethics for Professional Accountants. Furthermore, we have complied with the Code with respect to other responsibilities. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our pinion.
Key items of audit
Key items of audit refer to those most important items in the consolidated financial statements 2020 of Asia Plastic Recycle and its subsidiaries to be audited according to our professional judgment. Since such items were considered during audit of the consolidated financial statements and formation of the audit opinion, no separate opinion is given separately on these items.
Key items audited in the consolidated financial statement 2020 of Asia Plastic Recycle and its subsidiaries are hereby described as follows:
Truthfulness of recognized and presented income from sale of special products
According to Note 19 to the consolidated financial statements, Asia Plastic Recycle and its subsidiaries derived primary income from sale of PE-EVA mixed foam products, and suffered a
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great decline in business income and significant operating loss due to decrease in sources of raw material and orders for the products, while a sharp rise occurred to the gross profit from sale of special products and unit selling prices of the products. Considering the foregoing and according to provisions of the Statements on Auditing on considering income as a significant risk, the truthfulness of recognized and presented income from sale of special products was included as a key item of audit.
We have implemented due audit procedures regarding the abovementioned key items of audit to a specific extent, including:
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I. Gaining an understanding of and testing the internal control relating to truthfulness of recognized and presented income, such as effectiveness of internal control relating to order handling and shipment, based on which business income was recognized and presented.
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II. Verifying sampled particulars of business income, outbound orders and invoices for consistency in terms of target customers and amounts; visually checking countersignature of outbound orders by customers and other evidence of delivery.
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III. Verifying sampled records on collection of accounts receivable in the particulars of business income, payees and target customers for consistency.
Net value loss assessment of real property, factory buildings and equipment and impairment assessment of their use right
As at December 31, 2020, real property, factory buildings and equipment and their use right owned by Asia Plastic Recycle and its subsidiaries amounted to NTD (unless otherwise indicated) 3,218,378,000 in terms of book value, accounting for 49% in the total assets, and thus were considered as major assets. In light of the continuing operating loss suffered by Asia Plastic Recycle and its subsidiaries, the foregoing assets were assessed and showed a sign of impairment; according to the asset valuation report issued by an external independent expert, the Group and its subsidiaries determined the recoverable amount, with recognized and presented impairment loss of NTD 826,938,000 as at December 31, 2020. Considering material accounting estimates involved in impairment loss assessment and assumptions made by the management, impairment assessment of such assets was included as a key item of audit.
For accounting policies applicable to the foregoing asset impairment assessment and relevant matters disclosed, refer to Notes 4, 5, 11, 12 and 20 to the consolidated financial report.
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We have implemented the following audit procedures:
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I. Evaluating the professional experience, competence and independence of independent assessment experts appointed by the management, discussing with the management about their work scope, and reviewing their appointment conditions, so as to ensure nothing present to affect their objectivity or constituting any restriction on their work scope.
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II. Evaluating the reasonableness of methods and major assumptions adopted by the independent experts engaged by the management in preparing the asset assessment report.
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III. Verifying the integrity of data and correctness of impairment loss recognition and presentation assessed by the independent experts engaged by the management.
Responsibilities of the management and those charged with governance for the consolidated financial statements
The management has the responsibility to prepare and fairly present the consolidated financial statements according to the Rules of Taiwan for Preparation of Financial Reports by Securities Issuers, International Financial Reporting Standards accepted by the Financial Supervisory Commission, the International Accounting Standards, their interpretation and interpretation announcements, and maintain necessary internal control relating to the consolidated financial statements, so as to ensure the consolidated financial statements are free from material misstatements, whether due to fraud or errors.
As at preparation of the consolidated financial statements, the management also has the responsibility to assess the ability of Asia Plastic Recycle and its subsidiaries to continue as going concerns, disclosure of related matters and the going concern basis of accounting, unless it either intends to liquidate Asia Plastic Recycle and its subsidiaries or cease operations, or has no realistic alternative but to do so.
Those charged with governance of Asia Plastic Recycle and its subsidiaries (including board of auditors) have the responsibility to oversee the financial reporting process.
Our responsibilities for the audit of the consolidated financial statements
Our objective in auditing the consolidated financial statements is to obtain reasonable assurance regarding whether the consolidated financial statements are free from any material misstatement, whether due to fraud or errors, and to issue an auditor’s report. Reasonable assurance is a high, but not absolute, level of assurance, which means we may not have detected all material misstatements in the consolidated statement during our audit conducted according to the generally accepted audit standards. Misstatements can arise from fraud or errors, and are considered material if, individually or in the aggregate, they could reasonably be expected to influence economic decisions of users taken on the basis of the consolidated financial statements.
We have exercised professional judgment and have maintained professional skepticism throughout the audit, in accordance with the generally accepted auditing standards. We performed the following work:
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I. Identifying and assessing the risks of material misstatement of the consolidated financial statements due to fraud or errors; designing and performing audit procedures responsive to those risks; obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than one resulting from errors, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or override of internal control.
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II. Obtaining an understanding of internal control relevant to audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of Asia Plastic Recycle and its subsidiaries.
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III. Evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
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IV. Concluding on the appropriateness of management’s use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on ability of Asia Plastic Recycle and its subsidiaries to continue as going concerns. If we conclude that a material uncertainty exists, we are required to draw attention to our auditor’s report to related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause Asia Plastic Recycle and its subsidiaries ceasing to continue as going concerns.
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V. Evaluating the overall presentation, structure and content of the consolidated financial statements (including notes thereto), and whether the consolidated financial statements represents the underlying transactions and events in a manner that achieves fair presentation.
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VI. Obtaining audit evidence, with respect to financial information of individuals comprising the Group, which is sufficient and appropriate to provide a basis for our opinion on the consolidated financial statements. We are also responsible for directing, supervising and performing the group audit, and give our opinion on the group audit.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant findings in internal control that we identify during our audit.
We also provide those charged with governance an independence statement indicating our compliance with the independence requirement of the Code of Ethics for Professional Accountants, and communicate with them about relationships and other matters (including related protective measures) that may be considered to have an impact on our independence.
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We determine, among communications with those charged with governance, key items of audit in the consolidated financial statements 2020 of Asia Plastic Recycle and its subsidiaries. We clearly described such items in the auditor’s report, unless disclosure of certain items was prohibited by law, or in rare cases, we decide not to communicate about any special item since according to reasonable anticipation such communication would produce more negative impact than public interest.
Deloitte Touche Tohmatsu Limited Accountant, Wu Qiuyan Accountant, Jiang Jialing
Approval number from Securities Approval number from Securities and Futures Commission and Futures Commission TCZLZ No. 0920123784 TCZLZ No. 0920123784
Date: March 22, 2021
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Asia Plastic Recycling Holding Ltd. and Its Subsidiaries
Consolidated Balance Sheet
December 31, 2019 and 2020
Unit: *10[3] in New Taiwan Currency
| Code 1100 1136 1150 1170 1200 1310 1419 11XX 1600 1755 1760 1920 1990 15XX 1XXX Code 2102 2108 2170 2219 2399 21XX 2570 2XXX 3100 3110 3200 3310 3320 3350 3300 3400 3410 3XXX |
Asset Current assets Cash (Notes 4 and 6) Financial assets measured based on amortized cost (Note 7) Notes receivable (Notes 8, 19 and 27) Net accounts receivable (Notes 4, 8 and 19) Other receivables Inventory (Notes 4 and 9) Prepayments Total current assets Non-current assets Real property, factory buildings and equipment (Notes 4, 5, 11, 26, 27 and 28) Right-of-use assets (Notes 4, 5, 12 and 27) Investment real property (Notes 4, 13 and 26) Refundable deposits Other non-current assets Total non-current assets Total assets Liabilities and equity Current liabilities Short-term borrowings (Notes 14 and 27) Other short-term borrowings – stakeholders (Note 26) Accounts payable (Note 15) Other payables (Notes 12 and 16) Other current liabilities Total current liabilities Non-current liabilities Deferred tax liabilities (Notes 4, 5 and 21) Total liabilities Interests attributable to owners of the Group (Notes 4 and 18) Share capital Ordinary share capital Capital reserves Retained surplus Legal surplus reserves Special surplus reserve Undistributed profit (loss to be made up) Total retained profit Other interests Exchange differences of the translation of the financial statements in foreign operations Total equity Total liabilities and equities |
December 31,2020 Amount % $ 1,297,562 20 1,314,000 20 75,601 1 214,020 3 3,847 - 269,982 4 18,590 1 3,193,602 49 2,415,261 37 803,117 12 118,871 2 2,015 - - - 3,339,264 51 $ 6,532,866 100 $ 188,340 3 159,616 2 232,502 4 80,479 1 14,622 - 675,559 10 62,317 1 737,876 11 2,689,547 41 3,028,767 46 708,876 11 716,985 11 729,588) (11) 696,273 11 619,597) ( 9) 5,794,990 89 $ 6,532,866 100 |
December 31,2020 Amount % $ 1,297,562 20 1,314,000 20 75,601 1 214,020 3 3,847 - 269,982 4 18,590 1 3,193,602 49 2,415,261 37 803,117 12 118,871 2 2,015 - - - 3,339,264 51 $ 6,532,866 100 $ 188,340 3 159,616 2 232,502 4 80,479 1 14,622 - 675,559 10 62,317 1 737,876 11 2,689,547 41 3,028,767 46 708,876 11 716,985 11 729,588) (11) 696,273 11 619,597) ( 9) 5,794,990 89 $ 6,532,866 100 |
December 31,2019 | December 31,2019 | December 31,2019 | ||
|---|---|---|---|---|---|---|---|---|
| Amount $ 1,297,562 1,314,000 75,601 214,020 3,847 269,982 18,590 3,193,602 2,415,261 803,117 118,871 2,015 - 3,339,264 $ 6,532,866 $ 188,340 159,616 232,502 80,479 14,622 675,559 62,317 737,876 2,689,547 3,028,767 708,876 716,985 729,588) 696,273 619,597) 5,794,990 $ 6,532,866 |
Amount $ 1,329,823 1,293,000 86,256 206,623 6,731 264,440 25,162 3,212,035 3,310,861 914,173 144,973 1,940 2,686 4,374,633 $ 7,586,668 $ 163,780 - 274,373 88,200 2,739 529,092 61,321 590,413 2,689,547 3,014,618 708,876 460,100 840,099 2,009,075 716,985) 6,996,255 $ 7,586,668 |
% | ||||||
( ( |
( ( |
( |
( |
18 17 1 3 - 3 - 42 44 12 2 - - 58 100 2 - 4 1 - 7 1 8 35 40 9 6 11 26 9) 92 100 |
Notes hereto constitute a part of the consolidated financial statements.
Chairman: Ding Jinzao Manager: Ding Zhimeng
Accounting officer: Wang Weiming
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Asia Plastic Recycling Holding Ltd. And its subsidiaries
Consolidated Income Statement
January 1 – December 31, 2019 and 2020
| Unit: *103in New Taiwan Currency, if | Unit: *103in New Taiwan Currency, if | Unit: *103in New Taiwan Currency, if | Unit: *103in New Taiwan Currency, if | Unit: *103in New Taiwan Currency, if | Unit: *103in New Taiwan Currency, if | ||||
|---|---|---|---|---|---|---|---|---|---|
| Per-share | loss amounting | to | NTD | ||||||
| 2020 | 2019 | ||||||||
| Code | Amount | % | Amount | % | |||||
| Business income (Notes 4, 19 | |||||||||
| and 26) | |||||||||
| 4100 | Sales revenue |
$ 989,190 | 98 | $ 1,240,593 |
99 | ||||
| 4300 | Lease income |
18,967 | 2 |
17,807 |
1 | ||||
| 4000 | Total operating | ||||||||
| income | 1,008,157 | 100 | 1,258,400 |
100 | |||||
| 5000 | Operating costs (Notes 9, 11, | ||||||||
| 12, 20 and 26) | 1,486,319 | 148 |
1,527,022 |
122 | |||||
| 5900 | Gross operating loss |
( | 478,162) | ( | 48) |
( | 268,622) |
( | 22) |
| Operating expenses (Notes 11, | |||||||||
| 12 and 20) | |||||||||
| 6100 | Marketing expense | 50,111 | 5 | 56,352 |
5 | ||||
| 6200 | Administrative expense | 771,922 | 76 | 280,102 |
22 | ||||
| 6300 | R&D expenses | 39,245 | 4 | 52,425 |
4 | ||||
| 6450 | Expected credit | ||||||||
| impairment loss | 9,810 | 1 |
5,460 |
- | |||||
| 6000 | Total operating | ||||||||
| expenses | 871,088 | 86 |
394,339 |
31 | |||||
| 6900 | Net operating loss |
( | 1,349,250) | ( | 134) |
( | 662,961) |
( | 53) |
| Non-business income and | |||||||||
| non-operating expenditure | |||||||||
| (Note 20) | |||||||||
| 7100 | Interest income | 32,619 | 3 | 34,598 |
3 | ||||
| 7190 | Other incomes | 14,274 | 2 | 1,092 |
- | ||||
| 7020 | Other profits and losses | ( | 2,330 ) |
- |
( | 5,638 ) |
- | ||
| 7050 | Financial cost |
( | 8,115) | ( | 1) |
( | 9,117) |
( | 1) |
| 7000 | Total non-business | ||||||||
| income and | |||||||||
| non-operating | |||||||||
| expenditure | 36,448 | 4 |
20,935 |
2 | |||||
| 7900 | Net pre-tax loss |
( | 1,312,802 ) | ( | 130 ) | ( | 642,026 ) |
( | 51 ) |
(To be continued)
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(Continued)
| Code 7950 Income tax (Notes 4, 5 and 21) 8200 Net loss of the current year 8300 Other consolidated profits and losses 8310 Items not reclassified into profits or losses 8341 Currency translation difference (Note 18) 8500 Total consolidated profits and losses of the year 8600 Net loss attributable to: 8610 Owner of the company 8700 Total consolidated profits and losses attributable to: 8710 Owner of the company Per-share loss (Note 22) 9750 General 9850 Dilution |
2020 | ||
|---|---|---|---|
Notes hereto constitute a part of the consolidated financial statements.
Chairman: Ding Jinzao
Manager: Ding Zhimeng Accounting officer: Wang Weiming
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Asia Plastic Recycling Holding Ltd. And its subsidiaries
Consolidated statement of changes in equity
January 1 – December 31, 2019 and 2020
Unit: *10[3] in New Taiwan Currency
| Code A1 Balance on January 1, 2019 Profit distribution in 2018 (Note 18) B3 Special surplus reserve D1 Net loss in 2019 D3 Other after-tax consolidated profits and losses in 2019 D5 Total consolidated profits and losses in 2019 N1 Employee stock option cost (Note 23) Z1 Balance on December 31, 2019 Profit distribution in 2019 (Note 18) B3 Special surplus reserve D1 Net loss in 2020 D3 Other after-tax consolidated profits and losses in 2020 D5 Total consolidated profits and losses in 2020 N1 Employee stock option cost (Note 23) Z1 Balance on December 31, 2020 Chairman: Ding Jinzao |
Ordinary share capital |
Capital reserves |
Retained surplus | Shareholders' equity Others |
Shareholders' equity Others |
Total equity | Total equity | |||
|---|---|---|---|---|---|---|---|---|---|---|
| Foreign operating agency Conversion of financial statements Exchange difference |
||||||||||
| Legal surplus reserves |
Special surplus reserve |
Undistributed surplus (Losses to be made up) |
||||||||
| $ 460,100) - - 256,885) 256,885) - 716,985) - - 97,388 97,388 - $ 619,597) |
( ( ( ( ( |
$ 7,863,082 - 642,026 ) 256,885) 898,911) 32,084 6,996,255 - 1,312,802 ) 97,388 1,215,414) 14,149 $ 5,794,990 |
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Asia Plastic Recycling Holding Ltd. And its subsidiaries
Consolidated Cash Flow Statement
January 1 – December 31, 2019 and 2020
Unit: *10[3] in New Taiwan Currency
| Code Cash flow from operating activities A10000 Pre-tax net loss of the current year A20010 Earnings, expenses and losses A20100 Depreciation costs A20200 Amortization expense A20300 Expected credit impairment loss A20900 Financial cost A21200 Interest income A21900 Employee stock option compensation cost A22500 Loss from disposal of real property, factory buildings and equipment (benefit) A23700 Retention (reverse) of allowance for loss from inventory depreciation A23700 Non-financial asset impairment loss A29900 Others Net change of business assets and liabilities A31130 Notes receivable A31150 Accounts receivable A31180 Other receivables A31200 Inventories A31230 Prepayments A32150 Accounts payable A32180 Other payables A32230 Other current liabilities A33000 Cash outflow from operations A33100 Collected interest A33300 Paid interest AAAA Net cash outflow from operations Cash flow from investment activities B00040 Acquisition of financial assets measured by post-amortization cost B00060 Principal repayment of financial assets measured by post-amortization cost B02700 Purchase of real property, factory buildings and equipment B03700 Increase in deposits paid |
2020 ( $ 1,312,802 ) 282,716 - 9,810 8,115 ( 32,619 ) 14,149 ( 4 ) 19,626 826,938 2,655 12,054 ( 13,797 ) 2,825 ( 23,570 ) 6,982 ( 46,327 ) ( 8,747 ) 11,857 ( 240,139 ) 32,781 ( 8,115) ( 215,473) ( 1,314,000 ) 1,314,000 ( 18,094 ) ( 44 ) |
2019 |
|---|---|---|
| ( $ 642,026 ) 299,558 63 5,460 9,117 ( 34,598 ) 32,084 5,334 ( 2,063 ) - 4,519 ( 73,299 ) 22,126 ( 2,490 ) ( 48,451 ) 11,255 54,002 ( 6,861 ) ( 210) ( 366,480 ) 34,880 ( 9,117) ( 340,717) ( 1,341,000 ) 1,341,000 ( 25,639 ) - |
(To be continued)
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(Continued)
| Code B02800 Payments received for disposal of real property, factory buildings and equipment BBBB Net cash outflow from investment activities Cash flow of financing activities C00100 Increase in short-term borrowings C00200 Decrease in short-term borrowings C01800 Other borrowings – increase in stakeholders CCCC Net cash inflow of financing activities DDDD Impact of fluctuations in exchange rate on cash EEEE Net reduction of cash E00100 Cash balance at beginning of the year E00200 Year-end cash balance |
|
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Notes hereto constitute a part of the consolidated financial statements.
Chairman: Ding Jinzao
Manager: Ding Zhimeng Accounting officer: Wang Weiming
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Asia Plastic Recycling Holding Ltd. And its subsidiaries
Notes to consolidated financial statements
January 1 – December 31, 2019 and 2020
(Unless otherwise specified, the amount shall be in 1,000 TWD)
I. Company history
Asia Plastic Recycling Holding Limited (hereinafter referred to as the “Company”) was founded in the British Cayman Islands on Jan. 08, 2010. It mainly applied for organizational restructuring with respect to the purchase and sale of stocks listed in Taiwan Stock Exchange (TWSE). After restructuring, the Company became a holding company of SANSD (Fujian) Plastic Co., Ltd. (hereinafter referred to as “SANSD Fujian”).
The Company stocks were listed on TWSE for transaction as from August 17, 2011, with the stock symbol of 1337.
The Company and all its subsidiaries have the functional currency in CNY. Since the Company is a listed company in Taiwan, amounts are converted from CNY to TWD in these Consolidated Financial Statements, to improve its comparability and consistency.
II. Date and procedures of financial statements
These Consolidated Financial Statements was released by the Board of Directors on March 22, 2021.
III. Application of new and revised standards and interpretations
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(I) International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations and SIC Interpretation Notice (hereinafter referred to as “IFRSs”) recognized and released by the Financial Supervisory Commission (hereinafter referred to as “FSC”) are applied for the first time.
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Except as stated below, application of the amended IFRSs recognized and released by FSC shall not lead to material change in accounting policies of the Company and members under its control (hereinafter referred to as the “Consolidated Company”):
“Definition of materiality” in the amendments to IAS 1 and IAS 8
As from Jan. 01, 2020, the Consolidated Company shall apply the amendments, in which the definition of materiality was amended to “may be reasonably expected to affect the user” and in addition, disclosures of the Consolidated Financial Statements were adjusted and non-material information that might possibly fuzz up any material information were deleted.
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IAS 1 and IAS 8 are applied for the first time, with no influence on assets, liabilities and equities of the Consolidated Company on Jan. 01, 2020.
- (II) IFRSs recognized by FSC and applied in 2021
Effective date of International New/ amended/ revised standards and Accounting Standards Board interpretations (IASB) publication Amendment to IFRS 4 [applicable to Become effective from the date expansion of temporary exemption of of publication. IFRS 9] Amendments to IFRS 9, IAS 39, IFRS 7, Become effective within the IFRS 4 and IFRS 16 [interest rate annual reporting period benchmark reform – phase 2] commenced after Jan. 01, 2021. Amendment to IFRS 16 [COVID-19 Become effective within the related] annual reporting period commenced after June 01, 2020.
As of the date issuing these Consolidated Financial Statements, the Consolidated Company has continued to assess the influence of those amendments to other standards & interpretations on its financial conditions and performance; and related effects shall be disclosed upon completion of assessment.
- (III) IFRSs released by IASB but has not been recognized and released by FSC
| New/ amended/ revised standards and interpretations [Annual improvement during 2018~2020] Amendment to IFRS 3 [update] Amendments to IFRS 10 and IAS 28 [sale] IFRS 17 [insurance] Amendment to IFRS 17 Amendment to IAS 1 [classification] Amendment to IAS 1 [disclosure] Amendment to IAS 8 [definition] Amendment to IAS 16 [property, plant and equipment: proceeds before intended use] Amendment to IAS 37 [onerous contract – contract performance cost] |
Effective date of IASB publication(note 1) |
|---|---|
| January 1, 2022 (Note 2) January 1, 2022 (Note 3) TBD January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 (Note 6) January 1, 2023 (Note 7) January 1, 2022 (Note 4) January 1, 2022 (Note 5) |
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Note 1: Unless otherwise expressly indicated, the foregoing new/ amended/ revised standards and interpretations shall become effective during the annual reporting period after the respective date.
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Note 2: Amendment to IFRS 9 shall be applicable to the exchange of financial liabilities or clause revision during the annual reporting period as from Jan. 01, 2022.
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Note 3: This amendment is applicable to the business combination with the acquisition date is within the annual reporting period as from Jan. 01, 2022.
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Note 4: This amendment is applicable to the property, plant and equipment reaching the necessary place and status as expected by the management as from Jan. 01, 2021.
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Note 5: This amendment is applicable to the contract under which all obligations have not been performed on Jan. 01, 2022.
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Note 6: This amendment is applicable to the extension of the annual reporting period as from Jan. 01, 2023.
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Note 7: This amendment is applicable to the change in accounting estimates and policies happened during the annual reporting period as from Jan. 01, 2023.
Besides the foresaid effects, as of the date issuing these Consolidated Financial Statements, the Consolidated Company has continued to assess the influence of those amendments to other standards & interpretations on its financial conditions and performance; and related effects shall be disclosed upon completion of assessment.
IV. Summary of significant accounting policies
- (I) Compliance statement
These Consolidated Financial Statements are prepared in accordance with the guidelines for preparation of financial statements for securities issuer of the Republic of China as well as IFRSs recognized and released by FSC.
- (II) Basis of preparation
Except the financial instruments measured at fair value, these Consolidated Financial Statements are prepared on the basis of historic cost.
Fair value measurement can be divided into Classes 1~3 as per the observability and significance of related input values:
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Class 1 input value: means the quotation (unadjusted) of same assets or liabilities that can be obtained on the measurement date on an active market.
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Class 2 input value: means the direct (i.e. price) or indirect (i.e. derived from price) observable input value of assets or liabilities, other than the quotation in Class 1.
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Class 3 input value: means the non-observable input value of assets or liabilities.
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(III) Standards for classification of assets and liabilities as current and non-current
Current assets include:
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Assets mainly held for transaction purpose;
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Assets expected to be realized within 12 months after the date of balance sheet; and
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Cash (but excluding cash restricted for exchange or discharging liabilities later than 12 months after the date of balance sheet).
Current liabilities include:
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Liabilities mainly held for transaction purpose;
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Liabilities to be discharged within 12 months after the date of balance sheet (even though the long-term refinancing or rescheduling payment agreement that has been completed from the date of balance sheet to the date of financial report is also current liabilities), and
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Liabilities of which discharge period cannot be unconditionally extended to the period at least within 12 months after the date of balance sheet. Only when the liabilities may possibly be discharged by issuing equity instrument at the choice of the transaction parties, the classification will not be affected.
Those assets or liabilities other than the foregoing shall be classified as non-current assets or liabilities.
- (IV) Basis of consolidation
These Consolidated Financial Statements include the financial statements of the Company as well as members (subsidiaries) under its control. Financial statements of the subsidiaries have been properly adjusted, to make their accounting policies consistent with those adopted by the Consolidated Company. When the Consolidated Financial Statements are prepared, transaction between various members, account balance, revenues and expenses have been written off, in full amount.
For detailed information of subsidiaries, shareholding ratio and business items, refer to Note 10 as well as Schedule 4 & 5.
(V) Foreign currency
When financial statements of various members of the Consolidated Company are prepared, as to the transaction conducted in any currency (foreign) other than the functional currency, the foreign currency shall be converted into the functional currency with the exchange rate prevailing on the transaction date, for record.
All items in foreign currency shall be converted with the closing rate on the date of balance sheet. Exchange difference from closing or conversion of monetary items shall be recognized in current profit or loss.
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Non-monetary items in foreign currency measured at fair value shall be converted with the exchange rate prevailing on the date determining the fair value; and the exchange difference therefrom shall be listed in the current profits and losses. If the change in fair value is listed in other comprehensive profits and losses, the exchange difference therefrom shall be listed in other comprehensive profits and losses.
When the Consolidated Financial Statements are prepared, assets and liabilities of the foreign operating agency of the Consolidated Company shall be converted in TWD with the exchange rate prevailing on the date of balance sheet. Revenues and expenses shall be converted with the average current rate and the exchange difference therefrom shall be listed in other comprehensive profits and losses.
(VI) Inventories
Inventory shall include raw materials, work-in-process and finished goods. Inventory shall be measured as per the lower value between cost and net realizable value. Except for the inventory of same category, cost and net realizable value shall be compared on the basis of individual items. Net realizable value is the estimated selling price under normal circumstances, less the estimated cost to be invested until completion and the estimated cost associated with the eventual sale. Inventory cost shall be calculated by weighted average method.
(VII) Property, plant and equipment
Property, plant and equipment shall be listed by cost and subsequently, measured by cost minus accumulated depreciation and accumulated impairment loss.
Property, plant and equipment under construction shall be listed by cost minus accumulated impairment loss. Cost includes the professional fees and the amount from capitalization of borrowing cost conforming to capitalization conditions as well as amortization of land use right during the plant construction (assets listed in the right of use). Those assets that have been completed and reached the expected service state shall be included in the appropriate classification of property, plant and equipment, and started to be listed for depreciation.
Property, plant and equipment shall be listed for depreciation by straight-line method, and every major portion shall be separately listed for depreciation. The Consolidated Company shall inspect the estimated service life, residual value and depreciation method prior to the closing date of every year. Influence from change in accounting estimates shall be handled in a deferred manner.
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When the property, plant and equipment are derecognized, balance between the net disposal proceeds and the carrying amount of assets shall be recognized in profit or loss.
(VIII) Investment property
Investment property means the property held for earning rent or for capital appreciation, or for both (including properties under construction for that purpose).
Self-owned investment property shall be initially measured by cost (including transaction cost) and subsequently, measured by cost minus accumulated depreciation and accumulated impairment loss. The Consolidated Company shall use the straight-line depreciation method.
Investment property under construction shall be recognized by cost minus accumulated impairment loss. Cost includes the professional fees and the amount from capitalization of borrowing cost conforming to capitalization conditions as well as amortization of land use right during the plant construction (assets listed in the right of use). Such assets shall be started to be listed for depreciation when they reach the expected service state.
When the investment property is derecognized, balance between the net disposal proceeds and the carrying amount of assets shall be recognized in profit or loss.
- (IX) Impairment of property, plant and equipment, right-of-use assets and investment property
On the date of balance sheet, the Consolidated Company shall assess whether there is any indication that property, plant, equipment, right-of-use assets or investment property has been possibly impaired. If there is any indication of impairment, recoverable amount of such assets shall be estimated. Provided that recoverable amount of any individual asset cannot be estimated, the Consolidated Company shall estimate the recoverable amount of the cash generating unit to which such assets belong. Shared-use assets shall be the min cash generating unit apportioned on a reasonable and consensus basis.
Recoverable amount is the fair value minus selling cost or use value (the higher prevails). Provided that recoverable amount of any individual asset or cash generating unit is lower than its carrying amount, decrease the carrying amount of such asset or cash generating unit to the recoverable amount, and impairment loss shall be recognized in profit or loss.
Where the impairment loss will be reversed subsequently, carrying amount of such asset or cash generating unit shall be increased to the recoverable amount after revision, but the amount after increase shall not exceed the carrying amount (less depreciation) of such asset or cash generating unit determined
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when impairment loss was not recognized in previous year. Reversal of the impairment loss shall be recognized in profit or loss.
- (X) Financial instruments
Financial assets and liabilities shall be recognized in the consolidated balance sheet when the Consolidated Company becomes a party to the contractual provisions of the instruments.
Provided that the financial assets or liabilities are not measured at fair value through profit or loss when they are recognized initially, such assets or liabilities shall be measured by fair value plus transaction cost directly attributable to acquisition or issue of financial assets or liabilities. Transaction cost directly attributable to acquisition or issue of financial assets or liabilities measured at fair value through profit or loss shall be immediately recognized in profit or loss.
- Financial assets
Regular transaction of financial assets shall be recognized and derecognized on the date of transaction.
- (1) Category of measurement
Financial assets held by the Consolidated Company shall be the financial assets measured at amortized cost.
Subsequent to initial recognition, financial assets at amortized cost (including cash, as well as financial assets, notes & accounts receivable, other receivables and refundable deposits measured at amortized cost) shall be measured at amortized cost, which equals to gross carrying amount determined by the effective interest method less any impairment loss. Any exchange gain or loss of foreign currency shall be recognized in profit or loss.
Interest revenue is calculated by the effective interest rate to the gross carrying amount of the financial assets, except for:
-
A. Purchased or originated credit-impaired financial asset, for which interest revenue is calculated by multiplying the effective interest rate after credit adjustment by the amortized cost of the financial asset; and
-
B. Financial asset that is other than purchased or originated credit-impaired category but has subsequently become credit-impaired, for which interest revenue is calculated by multiplying the effective interest rate in the next reporting period upon credit impairment to the amortized cost of the financial asset.
-
20 -
Credit-impaired financial asset means that the issuer or the debtor has encountered significant financial difficulty, or violated the contract; the debtor will probably enter bankruptcy or undergo other financial reorganization; or the active market may disappear due to financial difficulty.
(2) Impairment of financial assets
On the date of balance sheet, the Consolidated Company shall recognize the impairment loss of the financial assets (including accounts receivable) measured at amortized cost, as the expected credit losses.
Loss allowance for accounts receivable shall be recognized as per the lifetime expected credit lost. For all other financial assets, firstly assess whether there is a significant increase in credit risk since initial recognition. If there is no significant increase, loss allowance shall be recognized as per 12-month expected credit loss; but in case of significant increase, loss allowance shall be recognized as per the lifetime expected credit loss.
Expected credit loss reflects the weighted average of credit loss with the risk of a default occurring as the weights. 12-month expected credit loss means such loss arising from possible default events that occur within 12 months after the reporting date of the financial instrument; while lifetime expected credit loss means such loss caused by all possible default events over the expected life of the financial instrument.
For internal credit risk management purposes, the Consolidated Company determines that the following situations indicate that a financial asset is in default (without taking into account any collateral held):
-
A. Internal or external information show that the debtor is unlikely to discharge the liabilities.
-
B. When a financial asset is overdue for at least 90 days unless there is reasonable and corroborative information to support a more lagged default criterion.
For impairment loss of all financial assets, the carrying amount shall be adjusted through a loss allowance account.
(3) Derecognition of financial assets
The Consolidated Company shall derecognize the financial asset only when the contractual rights to the cash flows from the
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financial asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.
When the financial asset at amortized cost is derecognized in its entirety, difference between its carrying amount and the sum of consideration received shall be recognized in profit or loss.
- Equity instrument
Debt and equity instruments issued by the Consolidated Company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of financial liability and equity instrument.
Equity instrument issued by the Consolidated Company shall be recognized at the proceeds received, net of direct issue costs.
Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.
-
Financial liabilities
-
(1) Subsequent measurement
Financial liabilities held by the Consolidated Company shall be measured at amortized cost using the effective interest method.
- (2) Derecognition of financial liabilities
When the financial liability is derecognized, difference between its carrying amount and the consideration paid (including any non-cash assets transferred or liabilities assumed) shall be recognized in profit or loss.
- (XI) Revenue recognition
The Consolidated Company shall recognize the revenue when the performance obligations are identified by the customer, the transaction price is allocated to various performance obligations and all performance obligations are satisfied.
Revenue from sale of goods is EVA blended foam. In accordance with the contract, the customer shall assume the responsibility for resale and bear the risk for commodity obsolescence with respect to the determined price and use right when EVA blended foam etc. are delivered to the customer, and the Consolidated Company shall recognize the revenue and accounts receivable thereupon.
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(XII) Leasing
On the date of contract establishment, the Consolidated Company shall assess whether the contract is a lease.
-
The Consolidated Company as lessor
-
Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
Payments for operating leases shall be recognized as revenue on a straight-line basis over the term of the relevant leases.
-
The Consolidated Company as lessee
-
Except for low-value asset leases and short-term leases accounted for applying a recognition exemption where payments are recognized as expenses on a straight-line basis over the lease term, all other leases are recognized as right-of-use assets and lease liabilities at the commencement date of lease.
Right-of-use assets are land use rights held by the subsidiaries in the Chinese mainland, and are subsequently measured at cost less accumulated depreciation and impairment losses. Right-of-use assets are presented separately in the consolidated balance sheet.
Right-of-use assets are depreciated using the straight-line method during the lease term.
-
(XIII) Retirement benefits
-
Subsidiaries – SANSD (Fujian) Plastic Co., Ltd. and SANSD (Jiangsu) Environmental Protection Technology Co., Ltd. have participated in the pension plans decided by the local governments in the light of the local laws and regulations, and allocated and deposited the pension in the local governments in definite proportions of the employees’ salary at regular intervals. It belongs to the defined contribution pension plan. During the period when the employees render service, the pension amount allocated shall be recognized in current expenses.
-
(XIV) Employee stock option
-
Employee stock option means that the optimal estimates equivalent to the sum of fair value of the equity instrument on the grant date and the expected vesting shall be recognized in expenses on a straight-line basis within the vesting period, and meanwhile, capital reserves – employee stock option shall be adjusted. If it is vested immediately on the grant date, all amounts shall be recognized in expenses on the grant date.
-
23 -
On the date of balance sheet, the Consolidated Company shall correct the estimates of the employee stock options for the expected vesting. Provided that the initial estimates are corrected, the amount affected shall be recognized in profit or loss, to make the accumulated cost reflect the estimates corrected and relatively adjust the capital reserves – employee stock option.
(XV) Income tax
Income tax expense represents the sum of current income tax and deferred tax.
- Current income tax
The Consolidated Company shall decide the current income (loss) in compliance with the local regulations with jurisdiction over corresponding income tax and calculate the income tax payable (recoverable) hereby.
Adjustments of income tax payable in previous years shall be listed in the current income tax.
- Deferred income tax
Deferred income tax shall be calculated as per the temporary differences between the carrying amount of assets and liabilities stated in the Consolidated Financial Statements and the corresponding tax bases used in the calculation of taxable profits. Deferred income tax liabilities are generally recognized for all taxable temporary differences; while deferred income tax assets are probably recognized for all deductible temporary differences and unused loss carry-forwards to the extent that it is probable that taxable profits will be available against which these deductible temporary differences can be used. If the temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit, the resulting deferred income tax asset or liability shall not be recognized.
The carrying amount of deferred income tax assets shall be reviewed at the date of balance sheet and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred income tax asset shall also be reviewed at the date of balance sheet and increased to the extent that it is probable that future taxable profits will allow all or part of the asset to be recovered.
Deferred income tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the assets are realized or the liabilities are settled, based on tax rates and tax laws that have been enacted or substantively enacted no later than the date of balance sheet.
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The measurement of deferred income tax liabilities and assets reflects the tax consequences based on the manner in which the Consolidated Company expects, at the date of balance sheet, to recover or settle the carrying amount of its assets and liabilities.
V. Main sources of significant accounting judgments, estimates and hypothetical uncertainty
When the Consolidated Company applies the accounting policies, its management must make judgments, estimates and assumptions with respect to related information that is not readily apparent from other sources, on the basis of historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
The Consolidated Company has considered the economic implications of COVID-19 on critical accounting estimates and the management will review the estimates and underlying assumptions on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimate is revised if the revision affects only that year, or in the year of the revision and future years if the revision affects both current and future years.
Impairment of property, plant and equipment, and right-of-use assets
It shall be assessed as per the recoverable amount of property, plant and equipment as well as right-of-use assets (i.e. fair value of such assets minus selling cost). Recoverable amount of such assets will be affected by change in market conditions and in such a case, the Consolidated Company may be required to recognize the impairment loss additionally or reverse the impairment loss recognized.
- VI. Cash
| VI. | Cash | |||
|---|---|---|---|---|
| VII. VIII. |
Cash Demand deposits in bank Financial assets at amortized cost Fixed deposit with the original maturity over 3 months Annual interest rate (%) Net notes and accounts receivable Notes receivable Created through operation |
December 31,2020 $ 1,236 1,296,326 $ 1,297,562 December 31,2020 $ 1,314,000 2.25 December 31,2020 $ 75,601 |
December 31,2019 | |
| $ 336 1,329,487 $ 1,329,823 December 31,2019 |
||||
| $ 1,293,000 2.25 December 31,2019 |
||||
| $ 86,256 |
- 25 -
| Accounts receivable Created through operation – measured at amortized cost Gross carrying amount Less: Loss allowance |
$ 238,147 24,127 $ 214,020 |
$ 220,766 14,143 $ 206,623 |
|---|---|---|
- (I) Notes receivable
At the date of balance sheet, the Consolidated Company has no any note receivable that has been overdue but allowance for doubtful accounts has not been recognized.
Aging analysis of notes receivable is as below:
| Within 90 days 91-180 days More than 180 days |
December 31,2020 $ 45,825 29,689 87 $ 75,601 |
December 31,2019 | December 31,2019 |
|---|---|---|---|
| $ 48,530 37,726 - $ 86,256 |
It is aging analysis based on the date of account opening above.
The Consolidated Company has transferred a part of notes receivable of banker’s acceptance by endorsement to the supplier for payment. Please refer to Notes 25 and 27.
(II) Accounts receivable
The Consolidated Company offers an average credit period of 30~150 days for commodity sales. To mitigate the credit risk, the Consolidated Company has designated the specialist personnel to decide the credit line and take charge of credit approval and other monitoring procedures, so as to assure that appropriate actions have been taken to recover the overdue receivables. In addition, the Consolidated Company shall review the recoverable amount of all receivables at the date of balance sheet, to assure that appropriate impairment loss has been recognized for the unrecoverable receivables. Therefore, the Consolidated Company management believes that the credit risk has been decreased significantly.
The Consolidated Company shall recognize the loss allowance for receivables as per the lifetime expected credit loss. Lifetime expected credit loss shall give consideration to the past default record and current financial conditions of various customers and further classify the customer groups as per the credit loss of the Consolidated Company. In addition, expected credit loss rate shall be determined according to the aging of receivables.
- 26 -
If it is evidenced that the counterparty is suffering severe financial difficulty and the Consolidated Company cannot reasonably expect the recoverable amount, i.e. the counterparty is winding up, the Consolidated Company shall directly write off related receivables, but recourse will continue and the amount recovered from resource shall be recognized in profit or loss.
Loss allowance for accounts receivable measured by the Consolidated Company is as follows:
- December 31, 2020
Customer group 1
| Customer group 1 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Expected credit loss rate (%) Gross carrying amount Loss allowance (lifetime expected credit loss) Amortized cost Customer group 2 Expected credit loss rate (%) Gross carrying amount Loss allowance (lifetime expected credit loss) Amortized cost |
1-90 days |
91-120 days |
121-150 days |
151-180 days |
180-365 days More than 365 days |
Total | ||
| 0.5~1.5 $ 189,342 (1,412) $ 187,930 |
3 5 $ 14,195 $ 3,710 ( 426) ( 185) $ 13,769 $ 3,525 91-120 days 121-150 days |
10 20 100 $ 4,530 $ 5,899 $ 2,740 ( 453) (1,180) (2,740) $ 4,077 $ 4,719 $ - 151-180 days 180-365 days More than 365 days |
$ 220,416 (6,396) $ 214,020 Total |
|||||
| 1-90 days - $ - - $- |
||||||||
| - - $ - $ - - - $- $- |
- $ - - $- |
100 100 $ 3,200 $ 14,531 (3,200) (14,531) $- $- |
$ 17,731 (17,731) $- |
- 27 -
2. December 31, 2019
Customer group 1
| Customer group 1 | |||||
|---|---|---|---|---|---|
Expected credit loss rate (%) Gross carrying amount Loss allowance (lifetime expected credit loss) Amortized cost |
1-90 days 91-120 days |
121-150 days |
151-180 days |
180-365 days More than 365 days |
Total |
| 0.6~0.11 3 $ 180,060 $ 12,533 (1,636) (376 ) ( $ 178,424 $ 12,157 |
5 $ 9,687 484 ) ( $ 9,203 |
10 $ 4,878 488 ) ( $ 4,390 |
20 100 $ 2,967 $ 2,107 593 ) (2,107) $ 2,374 $- |
$ 212,232 (5,684) $ 206,548 |
Customer group 2
| Customer group 2 | |
|---|---|
Expected credit loss rate (%) Gross carrying amount Loss allowance (lifetime expected credit loss) Amortized cost |
1-90 days 91-120 days 121-150 days 151-180 days 180-365 days More than 365 days Total |
| - - - - 100 100 $ - $ - $ - $ - $ 2,726 $ 5,808 $ 8,534 - - - - (2,726) (5,733) (8,459) $- $- $- $- $- $ 75 $ 75 |
Change in loss allowance for accounts receivable is as below:
| Balance at the beginning of the year Allowance in current year Write-off in current year Net exchange difference Year-end balance |
2020 $ 14,143 9,810 - 174 $ 24,127 |
2019 | ||
|---|---|---|---|---|
( ( |
$ 9,587 5,460 412 ) 492) $ 14,143 |
IX. Inventories
| Inventories | |||
|---|---|---|---|
| Raw materials Work in process Finished products |
December 31, 2020 $ 155,152 32,364 82,466 $ 269,982 |
December 31, 2019 | |
| $ 161,204 37,023 66,213 $ 264,440 |
Composition of operating costs is as follows:
| Inventory-related selling cost Impairment loss of property, plant and equipment as well as right-of-use assets |
2020 $ 1,035,758 287,253 |
2019 |
|---|---|---|
| $ 1,392,047 - |
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| Depreciation of leased assets and related taxes Allowance (reversal) for inventory falling price loss Idle capacity loss (note) |
36,509 19,626 ( 107,173 $ 1,486,319 |
36,227 2,063 ) 100,811 $ 1,527,022 |
|---|---|---|
Note: Including related cost during the downtime arising from the influence of COVID-19
X. Subsidiary Subsidiaries incorporated in the Consolidated Financial Statements
Various entities preparing these Consolidated Financial Statements are as follows:
| Investor name The Company BVI SANSD SANSD (Hong Kong) Co., Ltd. |
Name of subsidiary BVI SANSD SANSD (Hong Kong) Co., Ltd. SANSD (Fujian) Plastic Co., Ltd. SANSD (Jiangsu) Environmental Protection Technology Co., Ltd. SANSD (Hong Kong) Trade Co., Ltd. |
Shareholding ratio December 31, 2020 December 31, 2019 100 100 100 100 100 100 100 100 100 100 |
Description |
|---|---|---|---|
| (I) (II) (III) (IV) (V) |
-
(I) SANSD (BVI) Holding Co., Ltd (hereinafter referred to as “BVI SANSD) was founded in British Virgin Islands in December 2009 and mainly engages in investment business.
-
(II) SANSD (Hong Kong) Co., Ltd. (hereinafter referred to as “SANSD Hong Kong”) was founded in Hong Kong in January 2010 and mainly engages in investment business.
-
(III) SANSD (Fujian) Plastic Co., Ltd. (hereinafter referred to as “SANSD Fujian”) was founded in Jinjiang City, Fujian Province, P.R. of China in August 1994, and mainly engages in the manufacturing and sale of EVA blended foam (including sole sheets, bag sheets, special & ordinary sheets, rubber foam, high elastic foam, anti-static and flame-retardant foam) by recycling of waste plastics.
-
(IV) SANSD (Jiangsu) Environmental Protection Technology Co., Ltd. (hereinafter referred to as “SANSD Jiangsu”) was founded in Jurong City, Jiangsu Province, P.R. of China in January 2011, and mainly engages in the manufacturing and sale of EVA blended foam by recycling of waste plastics. SANSD Jiangsu commenced production and operating activities since May 2014.
-
(V) SANSD (Hong Kong) Trading Co., Ltd. (hereinafter referred to as “SANSD Hong Kong Trading”) was founded in Hong Kong in July 2012 and mainly engages in trade of bulk chemical raw materials.
-
29 -
XI. Property, plant and equipment
2020
| 2020 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Cost Balance on January 1, 2020 Addition Disposal Net exchange difference Balance on December 31, 2020 Accumulated depreciation Balance on January 1, 2020 Depreciation costs Disposal Net exchange difference Balance on December 31, 2020 Accumulated impairment Balance on January 1, 2020 Impairment loss Net exchange difference Balance on December 31, 2020 Net amount at Dec. 31, 2020 |
Houses and buildings $ 5,368,495 30,708 - 87,474 $ 5,486,677 $ 1,299,388 172,092 - 25,022 $ 1,496,502 $ 1,170,682 623,434 23,314 $ 1,817,430 $ 2,172,745 |
Mechanical equipment |
Transportation equipment $ 71,213 293 ( 1,519 ) 1,099 $ 71,086 $ 63,335 369 ( 1,367 ) 982 $ 63,319 $ - 905 6 $ 911 $ 6,856 |
Office equipment $ 109,250 132 ( 17 ) 1,777 $ 111,142 $ 76,744 3,613 ( 15 ) 1,345 $ 81,687 $ 24,739 1,554 413 $ 26,706 $ 2,749 |
Unfinished project and equipment to be inspected $ 107,369 ( 35,267 ) - 1,599 $ 73,701 $ - - - - $- $ 7,068 8,543 174 $ 15,785 $ 57,916 |
Total | |||||
| $ 754,587 22,050 - 12,434 $ 789,071 $ 458,097 55,995 - 8,714 $ 522,806 $ - 90,645 625 $ 91,270 $ 174,995 |
( ( |
( ( |
( ( |
$ 6,410,914 17,916 1,536 ) 104,383 $ 6,531,677 |
|||||||
| $ 1,897,564 232,069 1,382 ) 36,063 $ 2,164,314 |
|||||||||||
| $ 1,202,489 725,081 24,532 $ 1,952,102 |
|||||||||||
| $ 2,415,261 |
2019
| 2019 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Cost | Houses and buildings $ 5,567,337 452 - - 199,294) $ 5,368,495 $ 1,167,787 179,947 - |
Mechanical equipment |
Transportation equipment $ 73,857 - - - 2,644) $ 71,213 $ 65,112 575 - |
Office equipment $ 113,144 195 ( 36 ) - ( 4,053) $ 109,250 $ 73,423 6,213 ( 32 ) |
Unfinished project and equipment to be inspected $ 104,646 2,294 - 4,665 4,236) $ 107,369 $ - - - |
Total | |||
| $ 792,808 16,537 ( 18,333 ) ( 7,728 ) ( 28,697) $ 754,587 $ 430,164 59,928 ( 12,225 ) |
( |
( |
$ 6,651,792 19,478 ( 18,369 ) ( 3,063 ) ( 238,924) $ 6,410,914 $ 1,736,486 246,663 ( 12,257 ) |
||||||
| Balance on January 1, 2019 Addition Disposal Re-classification Net exchange difference Balance on December 31, 2019 Accumulated depreciation |
( |
||||||||
| Balance on January 1, 2019 Depreciation costs Disposal |
- 30 -
| Re-classification Net exchange difference ( Balance on December 31, 2019 Accumulated impairment |
- ( 2,322 ) 48,346) ( 17,448) ( $ 1,299,388 $ 458,097 $ 1,214,142 $ - 43,460) - $ 1,170,682 $ - $ 2,898,425 $ 296,490 |
- 2,352) ( $ 63,335 $ - - ( $ - $ 7,878 |
- 2,860) $ 76,744 $ 25,658 919) ( $ 24,739 $ 7,767 |
- ( 2,322 ) - ( 71,006) $ - $ 1,897,564 $ 7,331 $ 1,247,131 263) ( 44,642) $ 7,068 $ 1,202,489 $ 100,301 $ 3,310,861 |
|---|---|---|---|---|
| Balance on January 1, 2019 Net exchange difference ( Balance on December 31, 2019 Net amount at Dec. 31, 2019 |
Due to significant operating losses, there is an indication that the evaluated asset value of the Consolidated Company has been impaired. The Consolidated Company decides the recoverable amount based on the asset valuation report issued by independent experts, and a part of property, plant and equipment have their recoverable amounts lower than the carrying amount. Therefore, subsidiaries – SANSD Fujian and SANSD Jiangsu recognized the impairment loss totally 725,081 thousands at the end of 2020 and listed such amount in the operating costs and expenses in the consolidated statement of comprehensive income. Asset valuation report issued by the independent experts uses the cost method for valuation and it belongs to Class 3 measurement at fair value.
Depreciation for property, plant and equipment of the Consolidated Company is calculated by using the straight-line method as per the following service life:
| Houses and buildings | |
|---|---|
| Main plant buildings | 20 years |
| Plant foundation reinforcement | 5 years |
| Mechanical equipment | 5~10 years |
| Transportation equipment | 5 years |
| Office equipment | 5 years |
The Consolidated Company commenced the following major activities that affect cash and non-cash items in 2020 and 2019 – information about cash outflow from acquisition of property, plant and equipment is as below:
| Addition of property, plant and equipment Decrease in prepaid equipment payment Decrease in equipment payables Cash payment |
2020 $ 17,916 - 178 $ 18,094 |
2019 | |
|---|---|---|---|
| $ 19,478 ( 1,341 ) 7,502 $ 25,639 |
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The Consolidated Company set mortgage for property, plant and equipment amount as the loan guarantee. Please refer to note 27.
XII. Right-of-use asset
| Right-of-use asset | |||
|---|---|---|---|
| Carrying amount of right-of-use assets Land Depreciation expense of right-of-use assets Land |
December 31, 2020 $ 803,117 2020 $ 22,825 |
December 31, 2019 | |
| $ 914,173 2019 |
|||
| $ 23,837 |
Right-of-use assets refer to the land use rights of various subsidiaries in Chinese mainland.
Land for the original site of the subsidiary – SANSD Fujian was acquired by CNY 81,446 thousands in the previous years. For the purpose of plant expansion, use rights for the land adjacent to the original site was acquired from the Villagers Committee of Jiangtou Village Chendai Township Jinjiang City at the amount of CNY 126,040,000 in September 2011, and construction of new plant and production lines were conducted. With respect to the foresaid land use rights, state-owned land use rights certificates of P.R. of China have been obtained. The economic life is 50 years. Those use rights will be terminated upon the period from December 2056 to June 2064 in succession.
The subsidiary – SANSD Jiangsu acquired the land around 150 mu (among which, 145mu land has obtained the state-owned land use rights certificate) for plant construction from Jurong Economic Development Zone Jiangsu Province, at the amount of CNY 58,609,000 in 2010; and the outstanding payment is CNY 830,000 approximately and listed in other payables. Moreover, SANSD Jiangsu acquired the land about 2 mu for plant construction from Jurong Municipal Bureau of Land and Resources Jiangsu Province, at the amount of CNY 391,000 (including land deed tax) in 2015 and the land use rights certificate has been obtained. The foresaid land use rights have the economic life of 50 years and will be terminated upon the period from June 2062 to August 2065 in succession.
Due to significant operating losses, there is an indication that the evaluated asset value of the Consolidated Company has been impaired. The Consolidated Company decides the recoverable amount based on the asset valuation report issued by independent experts, and a part of land use rights have their recoverable amounts lower than the carrying amount. Therefore, subsidiaries – SANSD Fujian and SANSD Jiangsu recognized the impairment loss totally 101,857,000 at the end of 2020 and listed such
- 32 -
amount in the operating costs and expenses in the consolidated statement of comprehensive income. Asset valuation report issued by the independent experts uses the comparison method by referring to similar properties for valuation and it belongs to Class 3 measurement at fair value.
The Consolidated Company set mortgage for land use rights as the loan guarantee. Please refer to note 27.
XIII. Investment property
| Investment property | ||
|---|---|---|
| 2020 Cost Balance on January 1, 2020 Net exchange difference Balance on December 31, 2020 Accumulated depreciation Balance on January 1, 2020 Depreciation costs Net exchange difference Balance on December 31, 2020 Net amount at Dec. 31, 2020 2019 Cost Balance on January 1, 2019 Net exchange difference Balance on December 31, 2019 Accumulated depreciation Balance on January 1, 2019 Depreciation costs Net exchange difference Balance on December 31, 2019 Net amount at Dec. 31, 2019 |
Houses and buildings |
|
( ( |
$ 502,328 8,158 $ 510,486 $ 357,355 27,822 6,438 $ 391,615 $ 118,871 $ 520,976 18,648) $ 502,328 $ 341,580 29,058 13,283) $ 357,355 $ 144,973 |
- 33 -
The foresaid investment properties are plants and offices leased to the related parties. For details about the lease, refer to note 26.
Depreciation for investment properties of the Consolidated Company shall be calculated on a straight-line basis as per 20-year service life.
Fair value of investment properties of the Consolidated Company was CNY 170 million and 250 million on Dec. 31, 2020 and Dec. 31, 2019 respectively.
Fair value at Dec. 31, 2020 was appraised by using the asset valuation report issued by independent experts for reference.
Fair value at Dec. 31, 2019 was estimated by using the appraisal of the independent experts involved on Dec. 31, 2018 for reference.
XIV. Short-term loans
| XIV. | Short-term loans | |||
|---|---|---|---|---|
| XV. XVI. |
Guaranteed loan Bank loan (note 27) Range of annual interest rate (%) Accounts payable Accounts payable Created through operation Other payables Wages and bonuses payable Payables on equipment Expenses for land use right payable (note 12) Others |
December 31, 2020 $ 188,340 4.35 December 31, 2020 $ 232,502 December 31, 2020 $ 34,006 13,820 3,636 29,017 $ 80,479 |
December 31, 2019 | |
| $ 163,780 5.003~5.16 December 31, 2019 |
||||
| $ 274,373 December 31, 2019 |
||||
| $ 34,697 13,998 3,578 35,927 $ 88,200 |
XVII. Post-employment benefit plan
In accordance with the local government regulations of subsidiaries – SANSD Fujian and SANSD Jiangsu, the endowment insurance amounting to 26% of the local standard wage and salary shall be paid to the competent government departments, among which
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18% shall be contributed by the company and 8% shall be contributed by the employees. For details about endowment insurance borne by the Company in each period, please refer to note 20.
XVIII. Equity
- (I) Share capital Ordinary Shares
| Ordinary Shares | |||
|---|---|---|---|
Authorized shares Authorized capital stock Issued and fully paid-up shares Issued Share Capital |
Unit: 1,000 shares/ thousand TWD December 31, 2020 December 31, 2019 360,000 360,000 $ 3,600,000 $ 3,600,000 268,955 268,955 $ 2,689,547 $ 2,689,547 |
||
| 360,000 $ 3,600,000 268,955 $ 2,689,547 |
Issued ordinary shares have the face value of 10 Yuan per share and each share has one right to vote and receive dividends.
- (II) Capital reserves
Change in various capital reserves is as follows:
| Change in various capital reserves is as follows: | l reserves is as follows: | l reserves is as follows: | l reserves is as follows: | |||
|---|---|---|---|---|---|---|
| Premium of share issuance Used for covering deficit, issuing cash or capitalization Only used for Share capital Reparable loss (Note 1) (Remark 2) Balance on January 1, 2020 $ 2,959,612 $ 1,534 Employee stock option cost (Note 23) - - Balance on December 31, 2020 $ 2,959,612 $ 1,534 Balance on January 1, 2019 $ 2,959,612 $ 1,534 Employee stock option cost (Note 23) - - Balance on December 31, 2019 $ 2,959,612 $ 1,534 |
Premium of share issuance | Employee stock option Not for any purpose (Note 3) |
Total | |||
| Used for covering deficit, issuing cash or capitalization Share capital (Note 1) |
Only used for Reparable loss (Remark 2) |
|||||
| $ 2,959,612 - $ 2,959,612 $ 2,959,612 - $ 2,959,612 |
$ 1,534 - |
$ 53,472 14,149 $ 67,621 $ 21,388 32,084 $ 53,472 |
$ 3,014,618 14,149 $ 3,028,767 $ 2,982,534 32,084 $ 3,014,618 |
|||
| $ 1,534 | ||||||
$ 1,534 - |
||||||
| $ 1,534 |
Note 1: This type of capital reserves shall be used for covering deficit and also
for issuing cash or capitalization if there is no deficit; but
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capitalization shall be restricted to a certain percent of the paid-in capital stock every year. When organizational structure of the Company is included, it is generated from the difference between equity amount of SANSD Fujian and capital stock issued for the base date of restructuring at the establishment date of the Company, the portion of new shares issued for cash increment over the face value, as well as employee stock compensation granted.
-
Note 2: This type of capital reserves is a compensatory stock option for employees where a part of issued shares shall be reserved in accordance with Taiwan Company Act in case of cash increment.
-
Note 3: Capital reserves – employee stock option cannot be used for any purpose
-
(III) Retained earnings and dividend policy
In accordance with the distribution policy of earnings as defined in the Articles of Association of the Company, if there are earnings in the annual settlement, the Company shall firstly withdraw & pay all related taxes, cover accumulated losses and set aside the legal capital reserves (unless the total legal capital reserves equal to the total amount of issued capital of the Company) and special capital reserves in accordance with the listing (OTC) rules; and then, according to the resolution of the regular shareholders meeting, distribute the dividends at 10% of the distributable remaining earnings of the current year to the shareholders as per the shareholding ratio, among which cash dividends shall account for 10% of the total dividends distributed at the least. The Company shall also allocate the dividends by using the undistributed earnings in previous years according to the resolution of the regular shareholders meeting.
In accordance with these Articles of Association of the Company, legal surplus reserves shall be used to cover deficit and if there is no deficit, the portion of legal surplus reserves in excess of 25% of the total paid-in capital stock shall be distributed in cash, besides capitalization.
In accordance with JGZF Zi No. 1010012865 Letter and Rules Related to Setting Aside Special Surplus Reserves after Following IFRSs etc., the Company shall list and reverse the special surplus reserves.
The Company passed the loss make-up proposals for year 2019 and 2018 through the resolution of regular shareholders meeting held on June 15, 2020 and June 14, 2019 respectively, and the listed special surplus reserves were 256,885,000 and 209,152,000 respectively.
The Company passed the loss make-up proposal for year 2020 presented by the Board of Directors on March 22, 2021 and the reversed special surplus reserves
- 36 -
were 97,388,000 (resolution of the regular shareholders meeting held in June 2021 is required).
- (IV) Exchange differences of the translation of the financial statements in foreign operations
| Balance at the beginning of the year Exchange differences of the translation of the financial statements in foreign operations Year-end balance |
2020 ( $ 716,985 ) 97,388 ($ 619,597) |
2019 |
|---|---|---|
| ( $ 460,100 ) (256,885) ($ 716,985) |
Due to the change in exchange rate between CNY – the functional currency and TWD – the reporting currency of the financial statements in 2020 and 2019, from 4.31 and 4.47 at the beginning of the year to 4.38 and 4.31 at the end of the year, shareholders’ equity recognized directly were increased by 97,388,000 and decreased by 256,885,000 respectively.
XIX. Income
- (I) Contract balance
| Contract balance | ||||
|---|---|---|---|---|
| Net notes and accounts receivable |
December 31, 2020 $ 289,621 |
December 31, 2019 $ 292,879 |
January 1, 2019 |
|
| $ 258,469 |
-
(II) Breakdown of customer contract revenue
-
2020
| 2020 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Income type Income from commodity sales Lease income |
Reporting department | Total | ||||||
| SANSD Fujian $ 602,854 18,967 $ 621,821 |
SANSD Jiangsu $ 386,336 - $ 386,336 |
Others | ||||||
| $ - - $ - |
$ 989,190 18,967 $ 1,008,157 |
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2019
| 2019 | |||
|---|---|---|---|
| Income type Income from commodity sales Lease income |
Reporting department SANSD Fujian SANSD Jiangsu Others $ 809,902 $ 430,312 $ 379 17,807 - - $ 827,709 $ 430,312 $ 379 |
Total | |
| SANSD Fujian $ 809,902 17,807 $ 827,709 |
SANSD Jiangsu $ 430,312 - $ 430,312 |
||
| $ 1,240,593 17,807 $ 1,258,400 |
XX. Net pre-tax loss Net pre-tax loss includes the following items:
(I) Interest income
| (I) Interest income |
||
|---|---|---|
| 2020 2019 Bank deposit $ 3,712 $ 4,409 Financial assets at amortized cost 28,907 30,189 $ 32,619 $ 34,598 (II) Other incomes 2020 2019 Subsidy income $ 13,782 $ - Others 492 1,092 $ 14,274 $ 1,092 Subsidy income is the reward and subsidy granted by Jiangsu Jurong Economic Development Zone Development & Construction Co., Ltd to the subsidiary –SANSD Jiangsu for its contributions to local economic development. |
2019 | |
| $ 4,409 30,189 $ 34,598 2019 |
- (III) Other profits and losses
| Other profits and losses | ||
|---|---|---|
| Net profits (losses) on foreign currency exchange Profits (losses) from disposal of property, plant and equipment Others |
2020 ( $ 20 ) 4 (2,314) ($ 2,330) |
2019 |
| $ 3 ( 5,334 ) ( 307) ($ 5,638) |
-
(IV) Financial cost
-
38 -
| Interest on bank loan (V) Non-financial asset impairment loss Property, plant and equipment Right-of-use asset Summarized as per functional category Operating cost Operating expense (VI) Depreciation and amortization expenses Property, plant and equipment Right-of-use asset Investment property Other intangible assets Depreciation expenses summarized as per functional category Operating cost Operating expense Amortization of other intangible assets summarized as per functional category Operating expense |
||
|---|---|---|
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(VII) Employee benefit
| Employee benefit | ||||
|---|---|---|---|---|
| Short-term benefits Retirement benefits (note 17) Defined distribution plan Share-based payment (note 23) Summarized as per functional category Operating cost Operating expense |
2020 $ 218,494 1,216 219,710 14,149 $ 233,859 $ 119,250 114,609 $ 233,859 |
2019 | ||
| $ 235,599 12,192 247,791 32,084 $ 279,875 $ 160,557 119,318 $ 279,875 |
As of Dec. 31, 2020 and Dec. 31, 2019, the Consolidated Company had 819 employees and 777 employees respectively.
The Company allocated the employee & director remunerations by deducting the pre-tax earnings before distribution of employee and director remunerations in the current year, at the ratio no less than 2% and no higher than 1%. The Company had net pre-tax loss in 2020 and 2019 and thus, employee & director remunerations were not estimated and listed.
Information about employee & director remunerations decided by the Company’s Board of Directors can be obtained via the market observation post system of TWEX.
(VIII) Profits (losses) on foreign currency exchange
| Total profits on foreign currency exchange Total losses on foreign currency exchange Net profits (losses) on exchange |
2020 $ 6,411 6,431) $ 20) |
2019 | ||
|---|---|---|---|---|
( ( |
( |
$ 6,939 6,936) $ 3 |
21. Income tax
(I) Income tax recognized in profit or loss
Accounting income and income tax are adjusted as follows:
- 40 -
| 2020 | 2019 | ||||
|---|---|---|---|---|---|
| Net loss from continuing operations | |||||
| before tax | ($ | 1,312,802) | ($ | 642,026) | |
| Income tax revenue calculated as | |||||
| per statutory rate, for net pre-tax | |||||
| loss | ( $ | 309,903 ) | ( $ | 149,823 ) | |
| Non-deductible loss when taxable | |||||
| income is decided | 10,723 | 17,917 | |||
| Loss carry-forwards unrecognized | 118,334 | 153,223 | |||
| Temporary difference unrecognized | 180,846 | ( | 21,317) | ||
| $ | - |
$ | - |
The Company as well as its subsidiaries – BVI SANSD and SANSD Hong Kong are free from business income tax in accordance with the local laws. In addition, the subsidiary – SANSD Hong Kong is expected to obtain the dividend revenue from the earnings of subsidiaries in Chinese mainland, at 10% tax rate as defined in related provisions of the P.R. of China, and related deferred income tax liabilities are recognized.
Since the subsidiary – SANSD Hong Kong Trading has no operating activities in Hong Kong, no tax payable shall be paid in accordance with Hong Kong laws.
The subsidiaries – SANSD Fujian and SANSD Jiangsu adopt the statutory tax rate of 25% in accordance with the Enterprise Income Tax Law of the People’s Republic of China.
- (II) Deferred income tax liabilities
Change in deferred income tax liabilities is as follows:
2020
Balance at the Net beginning of Recognized in exchange Year-end the year profit or loss difference balance Deferred income tax liabilities Temporary difference 10% dividend tax from earnings in Chinese mainland $ 61,321 $ - $ 996 $ 62,317
- 41 -
2019
| 2019 | |||||
|---|---|---|---|---|---|
| Deferred income tax liabilities Temporary difference 10% dividend tax from earnings in Chinese mainland |
Balance at the beginning of theyear Recognized in profit or loss |
Net exchange difference |
Year-end balance |
||
| $ 63,598 |
$ - ( |
$ 2,277) |
$ 61,321 |
- (III) Unused loss carry-forwards and deductible temporary difference of deferred income tax assets unrecognized in the consolidated balance sheet
| Loss carry-forwards Due in 2020 Due in 2021 Due in 2022 Due in 2023 Due in 2024 Due in 2025 Deductible temporary difference |
2020 $ - 76,128 79,786 514,900 595,618 473,344 $ 1,739,776 $ 1,910,571 |
2019 | ||
|---|---|---|---|---|
| $ 56,183 74,911 78,510 506,671 590,950 - $ 1,307,225 $ 1,079,816 |
- (IV) Related information about unused loss carry-forwards
As of Dec. 31, 2020, related information about loss carry-forwards is as below:
| Balance not deducted $ 76,128 79,786 514,900 595,618 473,344 $ 1,739,776 |
Final deduction year |
|---|---|
| 2021 2022 2023 2024 2025 |
- 42 -
22. Loss per share
Net loss and weighted average number of ordinary shares used by the Company for calculation of loss per share are as follows:
| Net loss of the current year Number of shares Weighted average number of ordinary shares |
2020 $ 1,312,802) 2020 268,955 |
2019 | ||||
|---|---|---|---|---|---|---|
| ( | ( | $ | 642,026) 2019 |
|||
| 268,955 |
Since there were net losses in 2020 and 2019, potential ordinary shares with dilution effect will not be listed.
Provided that the Consolidated Company chooses to give the employee remuneration by stock or in cash, it shall assume that employee remuneration will be given by stock when diluted earnings per share are calculated, and weighted average number of outstanding shares shall be counted when the potential ordinary stock has dilution effects, so as to calculate the diluted earnings per share. When diluted earnings per share are calculated before issuing the shares for employee remuneration as per the resolution for the next year, dilution effect of the potential ordinary shares shall also be taken into consideration.
23. Shared-based payment agreement
The Company granted 20,000 units of employee stock option in April 2018, and each unit allowed the acquisition of 1,000 ordinary shares. They were granted to the employees satisfying the specified conditions of the Company and its subsidiaries. All stock options have the duration of 10 years, and the holders can exercise the stock option at the granted ratio as from 2 years upon issuance. Exercise price of the stock options is the closing price of ordinary shares of the Company at the date of issue, i.e. 11.2 Yuan. Provided that there is any change in ordinary shares of the Company after issuing the stock option, exercise price of the stock options shall be adjusted as per the prescribed formula.
Related information about employee stock option is as below:
| Employee stock option Granted in current year Outstanding at the end of period |
Year 2020 and 2019 | Year 2020 and 2019 |
|---|---|---|
| Unit (thousand) 20,000 20,000 |
Weighted average exercise price (Yuan) |
|
| $ 11.2 11.2 |
- 43 -
| Exercisable at the end of period Weighted average fair value of stock option granted in the current year (Yuan) |
- $ 3.65 |
|---|---|
Remuneration costs recognized in 2020 and 2019 were 14,149,000 and 32,084,000 respectively.
24. Capital risk management
The Consolidated Company performs the capital management to maximize the shareholders remuneration by optimizing the balance of debts and equity, on the premise that keeping all group members continuing their operations.
Capital structure of the Consolidated Company is comprised of net debt (i.e. loan minus cash) of the Consolidated Company and equities attributable to the Company owners (i.e. capital, capital reserves, retained earnings and other equities).
The Consolidated Company does not have to abide by other provisions for external capital.
25. Financial instruments
-
(I) Fair value information – financial instruments that are not measured at fair value
-
Management of the Consolidated Company believes that the carrying amount of financial assets & liabilities that are measured at fair value is close to their fair value.
-
(II) Category of financial instruments
| Financial assets Measured at amortized cost (note 1) |
December 31, 2020 $ 2,907,045 |
December 31, 2019 |
|---|---|---|
| $ 2,924,373 |
Financial liabilities
Measured at amortized cost (note 2) 660,937 526,353
-
Note 1: Balance includes cash, financial assets measured at amortized cost, and notes & accounts receivable, other receivables, refundable deposits, and such financial assets measured at amortized cost.
-
Note 2: Balance includes short-term loan, other short-term loan – related parties, accounts payable, other payables and such financial liabilities measured at amortized cost.
-
44 -
-
(III) Objectives and policy of financial risk management
Main financial instruments of the Consolidated Company include cash, notes & accounts receivable, accounts payable, other payables and loans. Financial departments of the Consolidated Company shall render services to various business units, and by means of the internal risk reports in accordance with risk analysis as per the risk degree and extent, supervise and control the financial risks related to operation of the Consolidated Company. Those include market risks (including exchange rate and interest rate risks), credit risks and liquidity risks.
The financial departments shall present reports to the management of the Consolidated Company on a regular basis.
- Market risk
Operating activities of the Consolidated Company will lead to main financial risks such as change in foreign currency exchange rate (see (1) below) and change in interest rate (see (2) below) that should be borne by the Consolidated Company.
- (1) Foreign exchange risk
For carrying amount of the monetary assets and liabilities of the Consolidated Company valued in non-functional currency at the date of balance sheet (including monetary items valued in non-functional currency that have been written off in the Consolidated Financial Statements), refer to note 30.
Sensitivity analysis
The Consolidated Company is mainly affected by fluctuation of USD exchange rate.
Sensitivity analysis is conducted for the Consolidated Company when CNY (functional currency) exchange rate to USD is increased and decreased by 1%. Sensitivity analysis only includes the outstanding monetary items in foreign currency and conversion at the end of the period shall be adjusted as per 1% exchange rate change. The scope of sensitivity analysis shall be bank loans.
When CNY exchange rate to USD is increased by 1%, net pre-tax loss of the Consolidated Company was increased by 2,000 and 4,000 Yuan in 2020 and 2019 respectively.
- (2) Interest rate risk
Carrying amount of the financial assets and liabilities exposed to interest rate risk at the date of balance sheet is as below:
- 45 -
| Cash flow interest rate risk Financial assets Financial liabilities |
December 31, 2020 $ 1,296,326 188,340 |
December 31, 2019 |
|---|---|---|
| $ 1,329,487 163,780 |
Sensitivity analysis
The following sensitivity analysis is decided by the interest rate risk of non-derivative instruments at the date of balance sheet. The floating-rate assets and liabilities shall be analyzed by assuming that those outstanding assets and liabilities at the date of balance sheet are still outstanding during the reporting period.
In case that the annual interest rate is increased by 1% and all other variables are changeless, net pre-tax loss of the Consolidated Company shall be decreased by 11,080,000 and 11,657,000 in 2020 and 2019 respectively, mainly for the reason that the Consolidated Company is exposed to the risk of interest rate change for bank deposits and loans.
2. Credit risk
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in financial losses to the group. As of the date of balance sheet, the max credit risk exposed by the Consolidated Company to financial losses arising from possible default of the counterparty is the carrying amount of financial assets recognized in the consolidated balance sheet.
Policies performed by the Consolidated Company are to trade with the counterparty with high reputation and under necessary circumstances, acquire the sufficient guarantee to mitigate the risks of financial losses arising from default. The Consolidated Company shall determine the rating of major customers as per other publicly available financial information and historical records of businesses, distribute the total transaction amount to qualified customers at different credit rating, and review & approve the credit line of the counterparties at fixed intervals, to control the exposure of credit risk.
Accounts receivable are from a variety of customer groups and thus, credit risk has low concentration. The Consolidated Company shall assess the financial conditions of the customers with accounts receivable on an ongoing basis.
-
Liquidity risk
-
46 -
The Consolidated Company supports, by means of management and maintaining sufficient cash, the group operation and mitigates the influence of cash flow fluctuation. Management of the Consolidated Company shall supervise the use of bank facilities and assure the compliance with provisions of the loan contract.
Bank loan is an important source of liquidity for the Consolidated Company. As to the unused bank facilities of the Consolidated Company, refer to the content about financing amount as mentioned in (2) below.
-
(1) Liquidity of non-derivative financial liabilities and interest rate risk
-
Contractual maturity analysis on the non-derivative financial liabilities shall be prepared in accordance with the earliest date when the Consolidated Company is possibly required to refund as well as the undiscounted cash flow of the financial liabilities (including principal and estimated interest).
Maturity analysis on the non-derivative financial liabilities of the Consolidated Company shall be prepared in the light of the agreed due date.
Cash flow with interest paid as per floating rate shall have the undiscounted interest estimated at the interest rate at the date of balance sheet.
| balance sheet. | |||
|---|---|---|---|
| December 31,2020 Non-derivative financial liabilities Non-interest-bearing liabilities Floating-rate instruments December 31, 2019 Non-derivative financial liabilities Non-interest-bearing liabilities Floating-rate instruments |
1~3 months $ 259,441 1,805 $ 261,246 $ 291,976 58,099 $ 350,075 |
3 months - 1year |
|
| $ 213,156 190,311 $ 403,467 $ 70,597 111,366 $ 181,963 |
Amount of floating-rate instruments for the foresaid non-derivative financial liabilities will vary with the difference between the floating interest rate and the estimated rate at the date of balance sheet.
- 47 -
(2) Financing amount
| Financing amount | |
|---|---|
| Secured bank loan limit Used amount Unused amount |
Unit: RMB 1,000 December 31, 2020 December 31, 2019 $ 43,000 $ 38,000 57,381 62,381 $ 100,381 $ 100,381 |
-
(IV) Information about transfer financial assets
-
Transferred notes receivable unrecognized
The Consolidated Company has transferred a part of receivable commercial acceptance bill in Chinese mainland by endorsement to the supplier for payment. If the receivable commercial acceptance bill cannot be recovered upon maturity, the transferee is entitled to ask the Consolidated Company to pay the outstanding balance. Therefore, the Consolidated Company does not transfer the major risk and remuneration with respect to the receivable commercial acceptance bill and recognizes all receivable commercial acceptance bills on an ongoing basis.
As of Dec. 31, 2020 and Dec. 31, 2019, carrying amount of the receivable commercial acceptance bill that had been transferred but not recognized was 66,097,000 and 76,270,000 respectively.
- Transferred notes receivable derecognized
The Consolidated Company has transferred a part of the banker’s acceptance bill receivable in Chinese mainland by endorsement to the supplier for payment. Since substantially all the risks and remunerations related to the bill have been transferred, the Consolidated Company derecognizes the receivable banker’s acceptance bill transferred and the corresponding accounts payables. But if the banker’s acceptance bill unrecognized is not cashed upon maturity, the Supplier is still entitled to ask the Consolidated Company to discharge and thus, the Consolidated Company shall participate in those bills on an ongoing basis.
The max loss from risk exposure suffered by the Consolidated Company for ongoing participating in the banker’s acceptance bills unrecognized is the book value of the banker’s acceptance bill that has been transferred but not due yet. As of Dec. 31, 2020 and Dec. 31, 2019, the max loss was 13,399,000 and 19,851,000 respectively and those bills would expire within 6 months after the date of balance sheet. Giving consideration the credit risk related to the banker’s acceptance bills derecognized, the
- 48 -
Consolidated Company deems that the fair value from its ongoing participation is not high.
In 2020 and 2019, the Consolidated Company did not recognize any profit or loss when the receivable banker’s acceptance bill was transferred; amount in current year and accumulated amount from ongoing participating in those bills were not recognized in any profit or loss.
26. Related party transaction
At the time of consolidation, transaction between the consolidated companies, account balance, revenues and expenses have been written-off in full and thus not disclosed in the Notes. Transactions with related parties are as follows:
- (I) Name of related party and relationship
Name of related party Relationship with the Consolidated Company Jinfada (Fujian) Shoes Other related parties (responsible person has a and Plastic Co., Ltd relationship within the second degree of kinship with the Board Chairman of the Company) Fujian Wankai Shoes Other related parties (the Board Chairman of the Co., Ltd. Company acts as the supervisor of the subsidiary – SANSD Fujian) Ding Jinzao Board Chairman of the Company Ding Zhimeng General Manager of the Company Ding Zhiwei Director of the subsidiary – SANSD Fujian Ding Jindi Supervisor of the subsidiary – SANSD Fujian
-
(II)
-
Operating lease
-
The subsidiary – SANSD Fujian entered the contract of plant & office lease as well as the contract of land & plant lease with Jinfada (Fujian) Shoes and Plastic Co., Ltd, with the lease term expired at the end of December 2021, at the rent calculated based on leased area in accordance with the contract. In 2020 and 2019, rental income was 15,832,000 and 16,534,000 respectively and listed in the rental income item. In 2020 and 2019, the rental expense was 15,832,000 and 16,534,000 respectively and listed in the operating cost item.
-
The subsidiary – SANSD Fujian entered the contract of plant lease with Fujian Wankai Shoes Co., Ltd, with the lease term expired at the end of August 2022, at the rent calculated based on leased area in accordance with the contract. In 2020 and 2019, rental income was 610,000 and 167,000 and listed in the rental income item.
-
(III) Others
-
49 -
-
The subsidiary – SANSD Fujian offered the residences (listed in property, plant and equipment) to the directors and supervisors for use. As of Dec. 31, 2020 and Dec. 31, 2019, the book value was 2,897,000 and 3,317,000 respectively.
-
The subsidiary – SANSD Fujian entered the commission contract with Fujian Wankai Shoes Co., Ltd. In 2019, the processing cost was 649,000 and listed in the operating cost item. Since it is not entrusted to a related party, the transaction price cannot be compared and the payment shall be made monthly (30 days).
-
(IV) Borrowing from related parties
| Borrowing from related parties | ||
|---|---|---|
| Other short-term loans – related parties Ding Jinzao |
December 31, 2020 $ 159,616 |
|
| $ 159,616 |
The subsidiary – SANSD Jiangsu borrowed from Ding Jinzao successively as from March 2020 and the agreed borrowing period was expired on March 15, 2021, free from interest and collaterals.
- (V) Rewards given to main management
Total remunerations given to the directors and other main management in 2020 and 2019 are as below:
| and 2019 are as below: | |||
|---|---|---|---|
| Short-term benefits Share-based payment |
2020 $ 13,984 11,886 $ 25,870 |
2019 $ 13,351 26,951 $ 40,302 |
|
| $ 13,351 26,951 $ 40,302 |
27. Pledged Assets
The Consolidated Company shall provide the following assets as the collaterals for financing and payment of supplier’s receivables:
| Notes receivable Property, plant and equipment – buildings and structures Right-of-use assets – land use right |
December 31, 2020 $ 66,097 291,527 169,643 $ 527,267 |
December 31, 2019 | December 31, 2019 |
|---|---|---|---|
| $ 76,270 340,513 222,285 $ 639,068 |
- 50 -
28. Significant unrecognized commitments
Unrecognized commitments of the Consolidated Company are as below:
| Purchase of real property, factory buildings and equipment |
December 31, 2020 $ 1,014 |
December 31, 2019 | December 31, 2019 |
|---|---|---|---|
| $ 13,282 |
29. Miscellaneous
Under the effect of COVID-19 pandemic, the subsidiaries – SANSD Fujian and SANSD Jiangsu delayed its resumption of operation and order receiving was affected, thus the consolidated operating revenue was significantly decreased in 2020. With the mitigation of the pandemic, operation of the Consolidated Company has gradually returned to normal.
According to the available information as of the date of balance sheet, the Consolidated Company has considered the economic implications of COVID-19 on critical accounting estimates. For details, refer to note 5 and note 9.
30. Information about foreign-currency financial assets and liabilities with significant influence
The following information was summarized according to the foreign currencies other than the functional currency of various members of the Consolidated Company. The exchange rates disclosed were used to convert the foreign currencies into the functional currency. The significant financial assets and liabilities denominated in foreign currencies were as follows:
| December31,2020 Financial assets under monetary items USD December 31,2019 Financial assets under monetary items USD |
Foreign currency $ 8 12 |
Unit: USD thousand/ TWD Thousand yuan/ exchange rate Exchange rate Carrying amount 6.52 (USD: RMB) $ 239 6.98 (USD: RMB) 371 |
|---|---|---|
| 6.52 (USD: RMB) 6.98 (USD: RMB) |
- 51 -
The Consolidated Company mainly bore the risk of foreign currency exchange rate in USD. Profits and losses on foreign currency exchange (including those realized and unrealized) in 2020 and 2019 are less.
31. Note disclosures
-
(I) Major transaction matters and (II) information related to re-investment enterprise
-
Financing provided: Schedule I.
-
Endorsement/ guarantee provided: None.
-
Marketable securities held at the end of period (excluding investment in subsidiaries): None.
-
Marketable securities acquired or disposed of at costs or prices of at least TWD 300 million or 20% of the paid-in capital: None.
-
Acquisition of individual real estate at costs of at least TWD 300 million or 20% of the paid-in capital: None.
-
Disposal of individual real estate at costs of at least TWD 300 million or 20% of the paid-in capital: None.
-
Amount of purchase and sale with the related parties amounting to at least TWD 100 million or 20% of the paid-in capital: None.
-
Receivables from related parties amounting to at least TWD 100 million or 20% of the paid-in capital: Schedule II.
-
Derivative transactions: None.
-
Others: Circumstances and amount of business relation and major transactions between parent company and subsidiaries, and between various subsidiaries: Schedule III.
-
11 Information about invested companies: Schedule IV.
-
(II) Information related to investment in P.R. China
-
Name of invested companies in Chinese mainland, main business items, paid-in capital, investment method, capital inflow and outflow, shareholding ratio, profit & loss in current year, investment profits and losses recognized, book value of investment at the end of period, investment profit & loss repatriated, and investment norm in Chinese mainland: Schedule V.
-
Major transaction conducted with the invested companies in Chinese mainland directly or indirectly via the third party, and price, payment terms and unrealized profits or losses:
-
52 -
-
(1) Purchase amount and percentages, ending balance and percentage of corresponding payables: None.
-
(2) Sale amount and percentages, ending balance and percentage of corresponding receivables: None.
-
(3) Amount of property transaction and amount of profits and losses from the transaction: None.
-
(4) Ending balance of bill endorsement or collaterals and purpose: None.
-
(5) Max balance, ending balance, range of interest rate and total current interest of financing: Schedule I.
-
(6) Other transaction matters that may substantially affect the current profit or loss or financial conditions: None.
-
(III) Information about main shareholders
Name, number of shares held and shareholding ratio of the shareholders with the ratio over 5%: Schedule 6
32. Information about departments
It means the information provided to the main operating decision-makers to allocate resources and assess the department performance, laying emphasis on the category of every product or service delivered or rendered. Reporting departments of the Consolidated Company are as below:
-
․ SANSD Fujian – mainly engages in the manufacturing and sale of EVA blended foam by recycling of waste plastics.
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․ SANSD Jiangsu – mainly engages in the manufacturing and sale of EVA blended foam by recycling of waste plastics.
-
․ Other departments: Asia Plastic Recycling Holding Limited, BVI SANSD, SANSD Hong Kong and SANSD Hong Kong Trading: For the business scope, see note 10.
-
(I) Revenue and operating results of the Consolidated Company are analyzed as per the reporting departments as below:
-
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| 2020 Revenue from customers other than parent company and consolidated subsidiaries Revenue from parent company and consolidated subsidiaries Total income Department loss Interest income Other incomes Other profits and losses Financial cost Net pre-tax loss Income tax Net after-tax loss Total assets Total liabilities 2019 Revenue from customers other than parent company and consolidated subsidiaries Revenue from parent company and consolidated subsidiaries Total income Department loss Interest income Other incomes Other profits and losses Financial cost Net pre-tax loss Income tax Net after-tax loss Total assets Total liabilities |
SANSD Fujian $ 621,821 747 $ 622,568 ($ 1,087,313) $ 6,369,774 $ 778,030 $ 827,709 143,141 $ 970,850 ($ 502,773) $ 7,352,603 $ 799,888 |
SANSD Jiangsu $ 386,336 - $ 386,336 ($ 233,491) $ 1,086,436 $ 730,763 $ 430,312 18,014 $ 448,326 ($ 110,163) $ 1,257,133 $ 722,188 |
Others $ - - $ - ($ 28,446 $ 809,391 $ 961,818 $ 379 - $ 379 ($ 50,025 $ 856,636 $ 948,041 |
Adjustment and write-off $ - ( 747) ($ 747) $ - ($ 1,732,735) ($ 1,732,735) $ - ( 161,155) ($ 161,155) $ - ($ 1,879,704 ) ($ 1,879,704) |
Consolidated | ||||
|---|---|---|---|---|---|---|---|---|---|
| $ 1,008,157 - $ 1,008,157 ( $ 1,349,250 ) 32,619 14,274 ( 2,330 ) ( 8,115) ( 1,312,802 ) $ - ($ 1,312,802) $ 6,532,866 $ 737,876 $ 1,258,400 - $ 1,258,400 ( $ 662,961 ) 34,598 1,092 ( 5,638 ) ( 9,117) ( 642,026 ) - ($ 642,026) $ 7,586,668 $ 590,413 |
Department loss refers to the loss suffered by various departments, exclusive of interest income, financial cost, profit or loss on foreign currency exchange and income tax expenses. This measurement amount is provided to the main operating decision-maker, to allocate resources to various departments and assess their performance.
-
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(II) Other department information – depreciation and amortization
| SANSD Fujian SANSD Jiangsu |
2020 $ 228,550 54,166 $ 282,716 |
2019 | ||
|---|---|---|---|---|
| $ 240,538 59,083 $ 299,621 |
- (III) Major product incomes
Main product revenues from continuing operations of the Company and its subsidiaries are analyzed as follows:
| Ordinary sheets Bag sheets Special sheets Floor mats High elastic foam Sole sheets Others |
2020 $ 193,644 188,392 261,685 78,273 23,882 10,111 252,170 $ 1,008,157 |
2019 | ||
|---|---|---|---|---|
| $ 326,446 211,872 318,295 43,044 37,620 6,959 314,164 $ 1,258,400 |
- (IV) Information about region category
Revenues of continuing operations from external customers of the Company and its subsidiaries are classified as per the operation regions and the non-current assets are all within China.
- (V) Information of major clients
In 2020 and 2019, there is no any revenue from a single customer exceeding 10% of the total revenue of the Consolidated Company.
- 55 -
Asia Plastic Recycling Holding Ltd. And its subsidiaries
Financing provided
Jan. 01, 2020 ~ Dec. 31, 2020
Schedule I
Unit: *10[3] in New Taiwan Currency
(Unless otherwise indicated)
| No. | Financing company |
Counterparty | Financial statement account |
Related party |
Max balance for the current year |
Ending balance |
Amount actually drawn (note 3) |
Interest rate interval (%) |
Nature of financing |
Transaction amount |
Reason required for short-term financing |
Allowance for bad debt |
Collateral | Collateral | Financing limits for each borrowing company (note 1) |
Max limit of financing (note 2) |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Value | ||||||||||||||||
| 1 2 3 4 5 |
SANSD Hong Kong SANSD Hong Kong SANSD (Fujian) Plastic Co., Ltd. SANSD (Fujian) Plastic Co., Ltd. SANSD (Fujian) Plastic Co., Ltd. |
SANSD (Jiangsu) Environmental Protection Technology Co., Ltd. The Company SANSD Hong Kong SANSD Hong Kong The Company |
Other receivables – related parties Other receivables – related parties Other receivables – related parties Other receivables – related parties Other receivables – related parties |
Yes Yes Yes Yes Yes |
$ 657,000 1,314,000 1,314,000 109,500 219,000 |
$ 657,00 1,314,00 1,314,00 109,50 219,00 |
$ 196,531 756,445 744,046 - - |
3.5 - - - - |
Short-term financing required Short-term financing required Short-term financing required Short-term financing required Short-term financing required |
$ - - - - - |
Operating capital and equipment acquisition Operating capital Operating capital Operating capital Operating capital |
$ - - - - - |
None None None None None |
$ |
$ 2,692,383 2,692,383 2,236,698 2,236,698 2,236,698 |
$ 2,692,383 2,692,383 2,236,698 2,236,698 2,236,698 |
Note 1: The amount available for lending to each borrowing company shall not exceed 40% of the net worth of the financing company.
-
Note 2: The max limit of financing is 40% of the net worth of the financing company.
-
Note 3: It has been written off when the Consolidated Financial Statements are prepared.
-
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Asia Plastic Recycling Holding Ltd. And its subsidiaries
Accounts receivable from the related parties at least TWD 100 million or 20% of the paid-in capital
December 31, 2020
Schedule II
Unit: *10[3] in New Taiwan Currency
(Unless otherwise indicated)
| Company name | Name of counterparty | Relationship | Balance of accounts receivable from the related parties (note 4) |
Rate of turnover |
Overdue accounts receivable from the relatedparties |
Overdue accounts receivable from the relatedparties |
Amount recovered after due date of accounts receivable from the related parties |
Allowance for bad debt |
|---|---|---|---|---|---|---|---|---|
| Amount | Mode of disposal |
|||||||
| SANSD Hong Kong SANSD (Fujian) Plastic Co., Ltd. |
The Company SANSD (Fujian) Plastic Co., Ltd. SANSD (Jiangsu) Environmental Protection Technology Co., Ltd. SANSD Hong Kong |
Subsidiary VS parent company Subsidiary VS subsidiary Subsidiary VS subsidiary Subsidiary VS subsidiary |
$ 765,025 (Note 1) 623,171 (Note 2) 196,531 (Note 3) 744,046 (Note 1) |
- - - - |
$ - - - - |
- - - - |
$ - - - - |
$ - - - - |
Note 1: Capital loan and advance
Note 2: Dividends receivable
Note 3: Capital loan
Note 4: It has been written off when the Consolidated Financial Statements are prepared.
- 57 -
Asia Plastic Recycling Holding Ltd. And its subsidiaries
Business relation and major transactions between parent company and subsidiaries
Jan. 01, 2020 ~ Dec. 31, 2020
Schedule III
Unit: *10[3] in New Taiwan Currency (Unless otherwise indicated)
| No. | Name of trader | Counterparty | Relationship with the trader | Transaction details | Transaction details | ||
|---|---|---|---|---|---|---|---|
Item |
Amount | Transaction conditions | % to total consolidated operating revenue(asset) |
||||
| 1 1 1 1 2 2 2 2 2 3 4 |
SANSD Hong Kong SANSD Hong Kong SANSD Hong Kong SANSD Hong Kong SANSD (Fujian) Plastic Co., Ltd. SANSD (Fujian) Plastic Co., Ltd. SANSD (Fujian) Plastic Co., Ltd. SANSD (Fujian) Plastic Co., Ltd. SANSD (Fujian) Plastic Co., Ltd. SANSD (Jiangsu) Environmental Protection Technology Co., Ltd. SANSD Hong Kong Trading Co., Ltd. |
The Company SANSD (Fujian) Plastic Co., Ltd. SANSD (Jiangsu) Environmental Protection Technology Co., Ltd SANSD (Jiangsu) Environmental Protection Technology Co., Ltd The Company SANSD Hong Kong SANSD Hong Kong Trading Co., Ltd. SANSD (Jiangsu) Environmental Protection Technology Co., Ltd. SANSD (Jiangsu) Environmental Protection Technology Co., Ltd. SANSD (Fujian) Plastic Co., Ltd. The Company |
Subsidiary VS parent company Subsidiary VS subsidiary Subsidiary VS subsidiary Subsidiary VS subsidiary Subsidiary VS parent company Subsidiary VS subsidiary Subsidiary VS subsidiary Subsidiary VS subsidiary Subsidiary VS subsidiary Subsidiary VS subsidiary Subsidiary VS parent company |
Other receivables Other receivables Other receivables Interest income Other receivables Other receivables Other receivables Sales revenue Accounts receivable Accounts receivable Other receivables |
$ 765,025 623,171 196,531 6,226 95,395 744,046 58,463 747 12,624 2,505 74,925 |
Capital loan and advance, as agreed by the parties Dividends receivable Capital loan, as agreed by the parties Capital loan and interest income Advance, as agreed by the parties Capital loan, as agreed by the parties Advance, as agreed by the parties No same category of asset transaction with those other than the related parties No same category of asset transaction with those other than the related parties No same category of asset transaction with those other than the related parties Advance, as agreed by the parties |
12.00 10.00 3.00 1.00 1.00 12.00 1.00 - - - 1.00 |
- 58 -
Asia Plastic Recycling Holding Ltd. And its subsidiaries
Related information of invested companies
Jan. 01, 2020 ~ Dec. 31, 2020
Schedule IV
Unit: *10[3] in New Taiwan Currency
(Unless otherwise indicated)
| Investor name | Name of invested company | Area | Main business items | Initial investment amount (note 1) | Initial investment amount (note 1) | Held at the end of year | Held at the end of year | Held at the end of year | Loss of the invested company in current year |
Investment loss recognized in current year |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|
| End of the year | Beginning of the year | No. of shares | Ratio (%) | Carrying amount | |||||||
| The Company SANSD Holing Co., Ltd SANSD Hong Kong |
SANSD Holing Co., Ltd SANSD Hong Kong SANSD Hong Kong Trading Co., Ltd. |
B.V.I Hong Kong Hong Kong |
International investment International investment Trade of bulk chemical raw materials |
$ - - 128,334 |
$ - - 126,283 |
1 1 1 |
100.00 100.00 100.00 |
$ 6,730,754 6,730,957 16,790 |
( $ 1,289,454 ) ( 1,289,454 ) ( 5,114 ) |
( $ 1,289,454 ) ( 1,289,454 ) ( 5,114 ) |
Notes 2 & 6 Notes 3 & 6 Notes 4 & 6 |
-
Note 1: The Company issued 120,000,000 shares (at the face value of TWD 10 per share), acquired 100% stock rights of SANSD Fujian at the price of HKD 0.675 per share, and applied for organizational restructuring with respect to the purchase and sale of stocks listed in TWSE. After restructuring, the Company indirectly held 100% stock rights of SANSD Fujian via SANSD Holding Co., Ltd and SANSD Hong Kong.
-
Note 2: The initial investment amount was USD 1 at beginning and end of the current year.
-
Note 3: The initial investment amount was HKD 1 at beginning and end of the current year.
-
Note 4: The initial investment amount was RMB 29,300,000 at beginning and end of the current year.
-
Note 5: For detailed information about the invested companies in Chinese mainland, refer to Schedule 5.
-
Note 6: It has been written off when the Consolidated Financial Statements are prepared.
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Asia Plastic Recycling Holding Ltd. And its subsidiaries
Information related to investment in P.R. China
Jan. 01, 2020 ~ Dec. 31, 2020
Schedule V
Unit: *10[3] in New Taiwan Currency (Unless otherwise indicated)
| Name of invested companies in Chinese mainland |
Main business items | Main business items | Paid-in capital | Way of contribution |
Way of contribution |
Cumulative investment amount from Taiwan at the beginning of the current year |
Investment amount paid or recovered in the currentyear |
Investment amount paid or recovered in the currentyear |
Investment amount paid or recovered in the currentyear |
Cumulative investment amount from Taiwan at the end of the current year |
Loss of invested company in current year |
Shareholdin g ratio % from direct or indirect investment of the Company |
Investment loss recognized in current year |
Book value of investment at end of the year |
Investment income returned as of end of the currentyear |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outward remittance |
Recovery | |||||||||||||||
| SANSD (Fujian) Plastic Co., Ltd. SANSD (Jiangsu) Environmental Protection Technology Co., Ltd. |
Manufacturing and sale of EVA foam related products Manufacturing and sale of EVA foam related products |
$ 734,000 1,424,000 |
Re-invest companies in Chinese mainland by investing and setting companies in a third region; Re-invest companies in Chinese mainland by investing and setting companies in a third region; |
$ - - |
$ - - |
$ - - |
$ - - |
( $ 1,054,561 ) ( 185,050 ) |
100.00 100.00 |
( $ 1,054,561 ) ( 185,050 ) |
$ 5,591,744 355,673 |
$ - - |
Note 1 Note 2 |
|||
| Investor name | Cumulative investment amount paid from Taiwan to Chinese mainland at the end of the current year |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs |
Investment norm for the Company in Chinese mainland |
|||||||||||||
| - | $ - | $ - | $ - |
Note 1: The paid-in capital is HKD 200,000,000.
Note 2: The paid-in capital is USD 50,000,000.
- 60 -
Asia Plastic Recycling Holding Ltd. And its subsidiaries
Information about main shareholders
December 31, 2020
Schedule 6
| Name of major shareholders | Share | Share |
|---|---|---|
| Number of shares held |
Shareholding ratio(%) |
|
| Investment account of Dinshi Holding Group under the custody of Yuanta Bank by entrustment Investment account of Ding Jinzao under the custody of Mega International Commercial Bank by entrustment |
38,888,293 15,993,089 |
14.45 5.94 |
-
Note 1: Information on major shareholders in this table includes all shareholders holding 5% or more of common or preferred stocks (including treasury stocks) of which non-physical entry and delivery have been completed as of the last business day of the current quarter, as calculated by Taiwan Depository & Clearing Corporation. There may be some difference between the capital stock recorded in these Consolidated Financial Statements and the number of shares for which non-physical entry and delivery have been completed actually, possibly arising from different bases of preparation and calculation.
-
Note 2: Provided that any shareholder delivers its shares for trust, the foresaid information shall be disclosed by individual accounts of the settlor opening the trust account in the name of the trustee. With regard to the insider’s declaration for stock rights over 10% in accordance with the securities law (shares held shall include those held by the shareholders themselves, plus shares that have been delivered for trust where the shareholders possess the right of decision over the trust property), refer to the market observation post system.
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