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CHAINQUI Annual Report 2020

Jul 26, 2021

52133_rns_2021-07-26_ecf343bf-e680-4b7e-9977-4f0e07fb8ea2.pdf

Annual Report

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Stock Code.: 2509

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.

2020 Annual Report

Print on April 9, 2021 Accessible on the Website: (1)http://mops.twse.com.tw/

(2)http://www.gtg.com.tw/

I. Spokesperson and Deputy Spokesperson Spokesperson: WEI CHIEN-LING Title: Manager, Audit Office Telephone: (02)8791-8888 Email: [email protected] Deputy Spokesperson: TAO PE-MYING Title: Assistant Manager, Administration Department Telephone: (02)8791-8888 Email: [email protected]

  • II. Headquarters and factory site(s)

Headquarters: 1F, No. 201-1, Jixian Road, Sanchong District, New Taipei City Contact address: 6F, No. 329, Xinhu 2nd Road, Neihu District, Taipei City Telephone: (02)8791-8888

III. Stock Transfer Agent

Name: Department of Share Transfer Agency Services, Capital Securities Corporation Address: B2, No. 97, Dunhua South Road Section 2, Taipei City Website: agency.capital.com.tw Telephone: (02)2703-5000

  • IV. External accountants auditing the most recent financial reports

Names: CPA CHEN, CHUNG-CHE; CPA LAI, LI-CHEN Name of the accounting firm: KPMG in Taiwan Address: 68F, No. 7, Xinyi Road, Section 5, Taipei City Website: www.kpmg.com.tw Telephone: (02)8101-6666

  • V. Name of any overseas exchange where the Company’s marketable securities are traded and method to inquire about the marketable securities concerned: none

  • VI. Company’s website: www.gtg.com.tw

Table of Contents

I. Letter to Shareholders .................................................................................................. 1 II. Company Introduction ............................................................................................... 4 III. Corporate Governance Report ................................................................................... 6 I. Organizational system ........................................................................................................................ 6 II. Chairperson, supervisors, General Manager, vice presidents, assistant vice presidents and department/branch managers ......................................................................................................... 7 III. Remunerations to directors, supervisors, General Manager, and vice presidents during the most recent year .................................................................................................................................. 10 IV. State of the implementation of corporate governance, .................................................................. 16 V. Information on the Company’s audit fee ......................................................................................... 34 VI. Change of external accountants ................................................................................................... 35 VII. Chairperson, General Manager, finance or accounting managers who have worked in the accounting firm who audit the Company’s reports or its affiliates during the most recent year 35 VIII. Share transfers and change in pledges by directors, supervisors, managers and shareholders with at least 10% stakes during the most recent year and as of the print date of this annual report ... 35 IX. Spousal relationships or relatives within two degrees among the top ten shareholders ........... 37 X. No. of shares in the same investee(s) owned by the Company, directors, supervisors, managers and enterprises directly or indirectly controlled by the Company and percentage of collective ownership in these investee(s) ................................................................................................... 38 IV. Information on Capital Raising Activities ............................................................... 38 I. Capital and shares ............................................................................................................................ 38 II. Corporate bonds ............................................................................................................................ 42 III. Preferred shares ............................................................................................................................. 42 IV. Overseas depository receipts ......................................................................................................... 42 V. Employee Stock Options Plan (ESOP) ........................................................................................... 42 VI. Restricted shares issued to employees........................................................................................... 42 VII. Issuance of new shares for M&A activities or acquisitions of other companies’ shares .............. 42 VIII. Status of execution of capital utilization plan ............................................................................. 42 V. overview of operations .............................................................................................. 43 I. Business Content ........................................................................................................................... 43 II. Market, production and distribution ............................................................................................... 45 III. Number of employees during the most recent two years and as of the print date of this annual report ................................................................................................................................................... 48 IV. Disbursements for environmental protection ................................................................................. 48 V. Labor relations ................................................................................................................................ 48 VI. Important contracts ....................................................................................................................... 50

VI. Financials .............................................................................................................. 51 I. Summary balance sheets and comprehensive income statements .................................................... 51 II. Financial Analysis for the last five years ........................................................................................ 55 III. Audit report by supervisors on finalised statements for 2020 ..................................................... 57 IV. The financial reports for the most recent year ............................................................................... 58 V. Parent company only financial report of the Company for the most recent year audited the a certified public accountants .................................................................................................................... 130 VI. Impact on the Company’s financials in event of financial difficulty experienced by the Company or its affiliates during the most recent year and as of the print date of this annual report ........ 195 VII. Review, Analysis and Risks of Financial Status and Operating Results .................................. 195 I. Financial position ....................................................................................................................... 195 II. Financial performance .............................................................................................................. 195 III. Cash flows ............................................................................................................................... 196 IV. The effect upon financial operations of any major capital expenditures during the most recent fiscal year. ................................................................................................................................ 196 V. Reinvestment policy for the most recent fiscal year, the main reasons for the profits/losses generated thereby, the plan for improving re-investment profitability, and investment plans for the coming year. ....................................................................................................................... 197 VI. Risk management .................................................................................................................. 197 VII. Other important matters ....................................................................................................... 198 VIII. Special items to be included ............................................................................... 199 I. Affiliated companies ...................................................................................................................... 199 II. Private placement of marketable securities during the most recent year and as of the print date of this annual report ............................................................................................................................ 212 III. Possession or disposal of the Company’s shares by subsidiaries during the most recent year and as of the print date of this annual report ........................................................................................... 212 IV. Other required supplementary information .................................................................... 212 (I) Employee training and education ....................................................................... 212 (II) Employee conduct or code of ethics ................................................................................ 217 (III) Working environment and employee safety protection measures.......................................... 217 IX. Matters with material influence on shareholders’ equity or securities prices as defined by the second paragraph of Article 36-3 of the Securities and Exchange Act during the most recent year and as of the print date of this annual report ......... 217

I. Letter to Shareholders

Dear Shareholders,

We are pleased to welcome every shareholder to our 2021 general shareholder meeting and would like to express our deepest gratitude for your enthusiastic support and care.

I. 2020 business report

  • (I) Results of the implementation of the business plan

Looking back on 2020, the government and the economy were stable, and the real estate market in Taiwan performed as anticipated (prices dropped slightly but soon stabilized, and the transaction volume increased). Due to the impact of [COVID-19], buying power slowed down, but in the second half of the year the domestic epidemic prevention was effective, with domestic consumption returning to normal and foreign capital returning, and domestic buying power and first-time buyers continuing to come into the market. Performance was not bad, which also drew the government’s attention to reconsider reactivating housing policy, resulting in a slight cooling of the overall buying sentiment at the end of the year. Nevertheless, the overall development of the domestic housing market last year has moved in a positive direction.

In 2020, the Company mainly engaged in the sale of the remaining units of “Chainqui Top of the Cloud” on Huanhe South Road in Taipei, and “Chainqui Top of the Peak” on Guiyang Street in Taipei. Regarding new developments, there was also “Chainqui Sweet Home” in Bali District, New Taipei City, which was first built before been sold. Xinyi Sanxing, an urban redevelopment project led by the Taipei City Government, was approved as a business plan at the end of 2020. The Company also participated in a tender for an urban redevelopment project led by the Ministry of the Interior in Taipei’s Jiaxing Street, which was awarded to the Company in 2020. In addition, the Company has also successfully signed a contract with the Mustard Seed Mission Xinzhuang and participated in a joint construction project with Chung Hsin Electric & Machinery Manufacturing and Hsing Ta Cement on Hengyang Road in Taipei. As for the project O2 in Seattle, USA, it has been successfully signing up tenants, with the occupancy rate having reached over 90%.

Although the world is still affected by [COVID-19] this year and global economic activities have not yet lifted lockdowns, the outlook for the domestic real estate market in 2021 continues to be positive, with domestic consumers’ confidence and purchasing power continuing to grow, which is positive for the housing market. However, with the government re-initiating the House and Land Transactions Income Tax 2.0, and the market’s lack of construction materials due to the shortage of labor and materials caused by the increase in construction prices and schedule control management problems, another wave that will impact the industry is certainly taking shape, and sale promotions this year must be carefully assessed and controlled depending on the market and economic situation, to ensure that the Company has even better room for profit.

The Company’s revenue for 2021 will mainly be generated from the sale of the remaining units in the “Chainqui Top of the Peak” on Guiyang Street in Taipei, and the “Chainqui Sweet Home” in Bali District, New Taipei City. New projects such as the urban redevelopment of Xinyi Sanxing in Taipei, the Mustard Seed Mission Xinzhuang and the “Hengyang Street” joint construction project in Taipei are all preparing to go on sale depending on the progress of obtaining construction licenses. Other development projects in Taipei such as “Chongqing South Road”, “Guiyang Street II”, and “Jiaxing Street” are in progress, and the construction of the Port of Taipei joint project in Bali District, New Taipei City, has also started.

  • (II) Budget implementation

The Company did not have a financial forecast for 2020. The Company’s operating income was NT$1,338,077 thousand, operating profit was NT $334,235 thousand, and net income after tax was NT$231,789 thousand. .

  • (III) Balance sheet and profitability analysis

For 2020, the Company’s net profit after tax was NT$231,789 thousand and earnings per share were NT$1.03. Operating revenue was recognized from the sale of units in the Top of the Peak and Chainqui Sweet Home and rent income from investment properties. Looking at the financial structure, overall assets in 2020 were NT$7,847,882 thousand, a decrease of NT$671,217 thousand compared to 2019, which was mainly due to the recognition of the completion of sale of the Top of the Peak and Chainqui Sweet Home.

  • (IV) Research and development

In response to the changing business environment, the Company has not only strengthened its financial structure and reduced operating costs, but also prioritized joint construction in investment development, carefully evaluated investment projects, and devoted itself to industry research and analysis to keep abreast of market dynamics and provide accurate decision-making information.

II. Summary of the business report for 2020

Looking at 2020, the Company was focused on the clearance of inventory houses. Also, the project on Zhongzhuang

-1-

Section, Bali, New Taipei City, was sold after obtaining the permit, and the Company also obtained the building permit and presale of the government-led urban renewal project on Sanxing, Xinyi District, Taipei City according the preorder progress in Q3. The Company’s capital has continued to recover, and the relevant land purchases, joint construction, and collaborative promotion projects between urban renewal and unsafe and old buildings are all ongoing. It is expected that in the next five years, 2 projects on Bali Section, New Taipei, will be completed and sold. The government-led urban renewal project on Sanxing, Xinyi and the urban renewal project on Guiyang Street and Chongqing South Road will also be launched and constructed according to the progress. Therefore, the medium and long-term revenues and incomes are undoubtedly secure. Seattle project [O2] also continues to contribute rental income from leasing.

The main business of the Company at the moment is construction. Products are all planned with a focus on sophisticated and high quality housing. In recent years, in addition to the acquisition of land and joint construction in the Greater Taipei area, we have also devoted considerable effort to the urban renewal of Taipei City and New Taipei City, and have received favorable responses from various parties.

  • (I) Management guidelines and vision

  • A: Persist in Chainqui’s existing competitiveness

    1. Research and develop innovative abilities

    2. Create added value

    3. Internationalization of the architectural team

    4. Urban renewal promotion

  • B. Seek to be an effective team

    1. Productivity

    2. Dedication

    3. Position

    4. Common goals

  • C. Uphold the spirit of inheritance and learning

    1. Various generations

    2. The inheritance is not only professionalism, but should include emotionally intelligent management

    3. Self-learning

  • (II) Expected sales

Construction business division: In 2020, there were three projects, Chainqui Top of the Peak, Zhongzhuang Section, Bali, and Xinyi Sanxing.

  • (III) Important production and marketing policies

  • Based on the management direction of the architects toward quality of life, the mid- and long-term goals will be to develop the metropolitan area of Greater Taipei, to constantly innovate architectural concepts and designs, to ensure the quality, progress and cost of building projects, and to build buildings that cater to the planning needs of different customer segments in order to increase the diversity of the Company’s business projects and to achieve the Company's business objectives.

  • The Company will actively participate in urban renewal projects in Taipei County and City and establish a solid urban development team to beautify the city and create high profitability, so that a win-win situation can be achieved for the participants.

  • The Company will continue to develop in Seattle, USA, and find suitable land to develop condominiums and houses for sale.

III. The Company’s future development strategy

The Company focuses on its core business of construction and is engaged in the simultaneous development of building its own buildings on its own land, co-construction and urban renewal, while also seeking foreign investments and other development projects.

IV. Impact of the external competitive environment, regulatory environment and overall environment

The Company’s expectation is self-development. Its products are designed to be unique and practical. The Company aims to develop and learn from others in the industry in a positive way. In addition, the Company is actively developing an international team and has made its products distinctive within the industry. Therefore, external competition should not have a significant impact. With respect to the regulatory environment, the Company has always complied with the requirements of relevant governmental laws and regulations, so there is also no significant impact.

The overall environment is hampered by the rise in international raw material prices. As for the financial environment, credit controls are released. However, the government has restrained the rapid rise of housing prices and increased the property tax. Moreover, the plummeting numbers of households and the aging population in the social environment may affect people’s willingness to purchase and exchange homes, so the Company will develop policies to address this impact.

In the coming year, all of the Company’s employees will do their part to the utmost of their ability in order to create the highest profit for the Company’s shareholders. Again, Chainqui Construction thanks you for your support

-2-

and care.

Lastly, I wish all of our shareholders

good health and success in your careers. Chairman�LEE, YUNG-I

-3-

II. Company Profile

  • I. Date of establishment: January 27, 1973

  • II. Company’s history:

  • 1972 The Company was established as “Baogu Architecture Development Co., Ltd.” in Taipei and collected a capital of NT$20 million on December 20, 1972.

  • 1974 The Company reinvested and established “Dili Industrial Co., Ltd.”, setting up a cement product factory producing prefabricated building panels in Daxi, Taoyuan, with the lofty ideal of promoting the industrialization of construction and to actively invest in manufacturing prestressed wire poles and prestressed piles. The precast wall panels produced by the Company have been used in the first 14-story pre-cast building in Taipei City, which is an honorable achievement.

  • 1975 Capital was increased to NT$25 million. By achieving excellent sales results and building dozens of highrises in Taipei City, the Company has come to occupy a place within the construction industry.

  • 1976 The Company was ranked as one of the top ten excellent construction companies in Taiwan and received the Golden Tripod Award.

  • 1977 To strengthen the management functions and make sales and production work closely together, the formerly invested “Dili Industrial Co., Ltd.” was acquired for merger, after which capital was increased to NT$50 million. The new Company was named “Baogu Co., Ltd.”, and its business activities included the construction of housing and the manufacturing of various cement products.

  • 1982 Products have won international recognition, and all the piles used in Brunei’s port construction projects were exported and supplied by the Company. In order to promote the cement products business in eastern Taiwan, the Company reinvested $6 million to establish Dongtai Cement Products Co., Ltd. and set up a cement product manufacturing factory in Hualien.

  • 1984 The Company increased its investment in Dongtai by $22 million to expand the production capacity of its Hualien factory and develop diversified products and sales.

  • 1987 The Company kept growing steadily, and capital was increased to NT$199.6 million. 1988 After the Ministry of Finance had approved the stock listing, the Company expanded the scope of business to build residential buildings in Aozihdi, Kaohsiung City and Jingmei, Taipei. Furthermore, the Company started to expand its computer export business for diversification.

  • 1990 Capital was increased to NT $400 million

  • 1991 In order to implement and get rooted in computer products and information technology, the Company set up an electronics factory in Xizhi to produce motherboards, personal computers and other products for sale on the international market, and the Securities and Futures Commission of the Ministry of Finance approved the capitalization of the earnings and additional paid-in capital, which increased the capital to NT$460 million.

  • 1992 The Company invested the German company Poko Computer Gmbh to develop the computer product market in Germany and Europe in general. In order to cooperate with Dongtai Company’s diversified business development and the government’s policy of transporting sand and gravel from eastern Taiwan to northern Taiwan, the Company expanded its business in sand and gravel, construction, etc., and increased investment in Dongtai by another $21.36 million, bringing its total capital to $120 million. The Company’s shareholding ratio increased to 55%, and it changed its name to “Dongtai Construction Co., Ltd.” and added housing construction to its business scope.

  • 1993 Additional paid-in capital of $101.2 million was reclassified to capital, increasing the capital to $56.12 million. 1994 Capital was increased by $15.6 million in cash, increasing the capital to $717.2 million. Earnings of $78,892 thousand and additional paid-in capital of $7,172 thousand, totaling $150,612 thousand, were converted into capital, thereby increasing the capital amount to $867,812 thousand.

  • 1995 Earnings of $69,424,960, employee bonus of $2,228,000 and additional paid-in capital of $104,137,440, totaling $175,790,400, were converted into capital, thereby increasing the capital amount to $1,043,602,400.

  • 1996 Investment in Baogu Construction Development Co., Ltd. was increased by $50,314,838, and the shareholding ratio was increased from 10% to 99.99% to expand the development of the foundation engineering business of pile foundations, production and sale of sheet piles and piling.

  • 1997 The head office was moved from 4F.-2, No. 9, Sec. 2, Roosevelt Rd, Taipei City to 6F., No. 6, Sec. 3, Minquan E. Road, Taipei City. In November of the same year, approval was obtained to increase the capital by $360 million in cash.

  • 1998 The Company changed its name to “Chainqui Construction Co., Ltd.”

  • 1999 In June, approval was obtained to increase the capital by $170,201,400 in cash. In the same year, the Company increased its capital by NT$69.2 million from earnings and NT$121.1 million from additional paid-in capital.

  • 2000 Additional paid-in capital of NT$96,015 thousand was converted to capital, and the paid-in capital was increased to NT$2,016,315 thousand.

  • 2001 Cash dividends of NT$67,235,850 were paid and 3,879,000 shares of treasury stock were bought back and cancelled, the paid-in capital amounting to NT$1,977,525,000.

-4-

  • 2002 There were no changes in capital.

  • 2003 The directors and supervisors were re-elected on April 29, but the management rights did not change.

  • 2004 The Company reduced its capital to make up a loss of NT$791,010,000 and cancelled its treasury shares by NT $16,632,000. The paid in capital after the capital reduction was NT$1,169,883,000.

  • 2007 The Company increased its capital by 5,849,415 shares from earnings, and issued the first convertible guaranteed bonds of NT$700 million in Taiwan. By the end of the year, 21,261,313 shares were converted and the capital had increased to NT$1,440,990,280.

  • 2008 The Company issued convertible bonds which were converted into common stock, and the capital increased to NT$1,442,930,040.

  • 2009 The Company issued convertible bonds which were converted into common stock, and the capital increased to NT$1,500,384,540. In October of the year, the Company changed its name to “Chainqui Construction Development Co., Ltd.”

  • 2010 The Company issued convertible bonds which were converted into common stock, and the capital increased by NT$32,590,440. In addition, $20,000,000 worth of treasury shares were written off, the paid-in capital was amounting to $1,512,974,980.

  • 2021 The Company issued convertible bonds which were converted into common stock, and the capital increased to NT$1,517,520,420.

  • 2018 In June, a capital increase of NT$212,452,860 from earnings was approved, and the capital was increased to NT$1,729,973,280.

  • 2019 In June, a capital increase of NT$311,395,180 from earnings and additional paid-in capital was approved, and the capital was increased to NT$1,729,973,280.

  • 2020 In June, approval of capitalization of earnings and capital surplus by NT$204,136,840 to increase paid-in capital to NT$2,245,505,300

-5-

III. Corporate Governance Report

I. Organizational system

  1. Company structure

==> picture [183 x 186] intentionally omitted <==

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

Shareholder
Meeting
Supervisors
Board of
Directors
Audit Office
Chairperson
Vice Chairperson
President
President’s Office
Executive Vice
Presidents
----- End of picture text -----

. Function of each division:
Sales Department
Accounting Department
Construction Management
Department
Customer Service
Department
Management Department
Accounting Department
Administrative Management
Division
Architecture
Business division
Finance Department
Land Development
Department
Overseas Business
Division
Vietnam Project Department
Other Project Department
. Function of each division:
Sales Department
Accounting Department
Construction Management
Department
Customer Service
Department
Management Department
Accounting Department
Administrative Management
Division
Architecture
Business division
Finance Department
Land Development
Department
Overseas Business
Division
Vietnam Project Department
Other Project Department
Department Major functions
Audit Office Assessments, management, inspection, etc. of the Company’s internal
control system.
President’s Office Objective and strategic planning, performance management, business
management, operation management, investment plan development and risk
assessment,etc.
Land Development
Department
Land development for each construction case.
Sales Department Design for everyarchitectural case,and sales and service of houses.
Construction
Management Department
Engineering control, contractor management, and construction supervision
of constructionprojects.
Customer Service
Department
Customer and after-sales service, and handling of customer complaints.
Finance Department Financial management matters such asproperty,cashier,and stock affairs.
Administration
Department
Public relations, general affairs, personnel, clerical work, accounting, legal
affairs,computerprogrammingand system maintenance analysis.
AccountingDepartment Accountingservices such as bookkeeping,taxation and auditing.
Overseas Business
Division
Responsible for the establishment of overseas companies, sales,
engineering, management, financial accounting, and other business
promotion.

2. Function of each division:

-6-

1. Directors and supervisors:
Information on directors and supervisors April 09, 2021
Remarks Yang
Rong-
Tsung
dismissed
on
September
1, 2020
Other managers, directors
and supervisors who are
spouses or within second-
degree of kinship
Relation
Father-
son
- Father-
son and
father-
daughter
- - -
Name Lee,
Long-
Kwang
-
Lee,
Yung-
I, Lee,
Hui-
Chun
- - -
Position Director - Director,
supervisor

-
- -
Positions
held
concurrently
in the
Company
and other
companies
Chairperson
of the
Company
Consultant
of the
Company
Chairperson
of Baoxin
Investment
Co., Ltd.
Chairperson
of Chain Da
Construction
President of
the
Company
Chairperson
of Chain
Hung
Apartment
Building
Management
and
Maintenance
Co., Ltd

Vice
President,
Taiyou
Investment
President of
China Times
Integrated
Marketing
Co. Ltd.
Principal work
experience and
academic
qualifications
Department of
Finance, Bentley
College, USA
Chairperson of Yen
Reed Investment
Graduate School of
Industrial Planning,
Chinese Culture
University
Manager of Sanxing
Construction Co.
Tung Hai Senior
High School
Chairperson of Chain
Da Investment
Department of
Business
Administration,
Tunghai University
Assistant Vice
President of Chainqui
Construction
Development Co.,
Ltd.
Department of
Business
Administration,
National Taiwan
University
Manager, KPMG
Taiwan
Double major in
Information
Management and
Economics,
University of
Southern California,
USA
President of China
Times Integrated
Marketing Co. Ltd.
Shares held under the
names of other parties

Shareholding
ratio
- - - -
-
-
-
-

Number
of
shares
- - - -
-
-
-
-
Shares held by
spouses and minor
children

Shareholding
ratio
- - - -
-
-
-
-

Number
of
shares
- - - -
-


-
-
-
Shares currently held Shareholding
ratio


0.95
-

Number
of shares





2,132,847
-
Shareholding on the date
elected
Shareholding
ratio


2.62
2.05

-


6.35
5.61


3.83
-


0.33
-

-
Number of
shares
4,525,699
3,539,722
- 10,986,774
9,702,377
6,619,427
-

579,000
-
-
Date first
elected
2012-06-
22
2000-04-
21
1997-05-
23
2018-06-
22
2018.06.22 2015-06-
18
Term
(years)
3 3 3 3
3
3

Date
elected
2018-06-
22
2018-06-
22
2018-06-
22
2018-06-
22
2018.06.22 2018-06-
22
Gender Male Male Male Male Male Male

Name
Yen Reed
Investment
Representative:
LEE, YUNG-I
Representative:
LIAO,
SHUEN-HSIN
Chain Da
Investment
Representative:
LEE, LONG-
KWANG
Global
Industrial
Representative:
CHIANG,
CHING-FENG
Ci Yun
International
Ltd.
Representative:
CHEN, MING-
ZHI
CHOU, CHE-
NAN
Nationality
or place of
registration
Republic
of China
Republic
of China
Republic
of China
Republic
of China
Republic
of China

Republic
of China
Title Chairperson Director Director Director Director Independent
director

-7-

Note 1: If the shareholder is a representative of a juristic shareholder, the name of the juristic shareholder shall be indicated and the below form shall be filled in.
Note 2: The time when the person first became a director or supervisor; if there is any interruption, it should be explained in the notes.
Note 3: Experience relevant to the current position; if someone held a position at an accounting firm of a certified public accountant or at an affiliated enterprise in the aforesaid period, the name and
position of the person shall be disclosed.
-
Father-
Daughter
-
- Lee,
Long-
Kwang
-
- Director -

Responsible
Person of
LIN, LI-
YUN Firm
Accounting
manager of
Chin Bang
Technology
Company
Limited
International
Sales
Manager of
Hiyatek
International
Co., Ltd.
Kai-Nan High School
Responsible Person
of LIN, LI-YUN
Firm
Department of
Business, University
of Melbourne,
Australia
Chairperson of
Whole Plus Co., Ltd.

Department of
Applied Foreign
Languages, Shih
Chien University
International Sales
Manager of Hiyatek
International Co.,
Ltd.
- - -
- - -
- - -
- - -

0.02
0.79
0.16
0.00
30,316 1,368,352 273,000
0
2015-06-
18
2006-05-
17
2012-06-
22
3 3 3
2018-06-
22
2018-06-
22
2018-06-
22
Female Female Female
LIN, LI-YUN LEE, HUI-
CHUN
Shang Ying
Investment Ltd.
Representative:
LEE, RUI-
SHAN

Republic
of China
Republic
of China
Republic
of China
Independent
director
Supervisor Supervisor

-8-

April 09 , 2021
Remarks
Note 1: Information on the president, vice presidents, deputy vice presidents, and the supervisors of all the divisions and branch units, and any position equivalent to that of president,
vice president, deputy vice president, regardless of the title, shall all be disclosed.
Note 2: Experience relevant to the current position; if someone held a position at an accounting firm of a certified public accountant or at an affiliated enterprise in the aforesaid period,
the name and position of the person shall be disclosed.
Employee
stock
options
obtained
by the
manager
Managers who are
spouses or within
second-degree of
kinship

Relation
- - -

Name
- - -

Position
- - -
Positions held concurrently
in other companies
Chairperson of Chain Hung
Apartment Building
Management and
Maintenance Co., Ltd

Principal work
experience and
academic qualifications
Department of Business
Administration, Tunghai
University
Assistant Vice President
of Chainqui
Construction
Development Co., Ltd.

Department of
Accountancy, Cheng
Kung University
Assistant Manager of
Chainqui Construction
Development Co., Ltd.

Department of
Accounting, Taipei
College of Business
Assistant Manager of
Chainqui Construction
Development Co., Ltd.
Shares held under the
names of other parties

Shareholding
ratio
- - -

Number
of
shares

-

-

-
Shares held by
spouses and minor
children

Shareholding
ratio
0.00% 0.00% 0.00%

Number
of
shares

0

0

0
Shareholding
Shareholding
ratio

0.00%

0.01%

0.00%
Number
of
shares

0
13,621
3
Date
elected
(taken
office)
2018.06.01 2012.07.02 2019.01.14
Gender
Male
Female Female

Name
CHIANG,
CHING-
FENG
HUNG
HSIAO-
HUI
WANG
TENG-
HSIEH
Nationality Republic
of China
Republic
of China

Republic
of China
Title President Finance
manager
Accounting
manager

-9-

December 31, 2020 Unit: NT$ thousand; ratio: % Remuneration
from non-
consolidated
affiliates or
parent
company
Remuneration
from non-
consolidated
affiliates or
parent
company
Remuneration
from non-
consolidated
affiliates or
parent
company
Remuneration
from non-
consolidated
affiliates or
parent
company

-

-

-

-

-

-

-

-

-

-

-

-

-

-
*Other than disclosure in the above table, director remunerations in the most recent year earned by providing services to any companies listed in the financial reports (e.g. providing consulting services as a non-employee): 0 Note 1: The net income after tax refers to the net income after tax for the most recent year (2020), which was $232,341 thousand for the Company.
Note 2: The actual payment of pensions was $0.
Note 3: There were two drivers, and the wages were $1,416 thousand.
Summation of A,
B, C, D, E, F, and
G as % of income
after tax (Note 1)
All of the
companies
listed in
the
financial
reports

1.297%

5.402%

0.519%

0.594%

1.037%

3.398%

0.519%

2.103%

0.000%

0.060%

0.519%

0.009%

0.340%

0.344%
The Company 1.297% 5.402% 0.519% 0.594% 1.037% 0.077% 0.519% 2.103% 0.000% 0.060% 0.519% 0.009% 0.340% 0.344%
Remuneration for concurrently serving as employee Employee remuneration (G) (Note 1) All of the companies listed in the financial
reports
Stock amount
-

-

-

-

-

-

-

-

-

-

-

-

-

-
Cash amount
-

-

-

-

-

-

-

299

-

-

-

-

-

-

The Company
Stock amount
-

-

-

-

-

-

-
-
-

-

-

-

-

-
Cash amount
-

-

-

-

-

-

-

299

-

-

-

-

-

-
Pensions (F) All of the
companies
listed in
the
financial
reports

-

-

-

-

-

-

-

-

-

-

-

-

-

-
The Company
-

-

-

-

-

-

-

-

-

-

-

-

-

-
Salary, bonuses, and allowances (E) All of the
companies listed
in the financial
reports

-

-

-

-

-

-

-

3,424

-

-

-

-

-

-

The Company

-

-

-

-

-

-

-

3,424

-

-

-

-

-

-
Summation of A ,B,
C, and D as % of
income after tax
All of the
companies
listed in
the
financial
reports

1.297%

5.402%

0.519%

0.594%

1.037%

0.077%

0.519%

0.501%

0.000%

0.060%

0.519%

0.009%

0.340%

0.344%

The Company
1.297% 5.402% 0.519% 0.594% 1.037% 0.077% 0.519% 0.501% 0.000% 0.060% 0.519% 0.009% 0.340% 0.344%
Remuneration to directors Expenses related
to business
execution (D)
All of the
companies
listed in
the
financial
reports

-

4,986
-
1,280
-
80
-
1,064
-
40
-
20

90

100

The Company

-
4,986
-
1,280
-
80
-
1,064
-

40

-

20

90

100
Remuneration to
directors (C)
All of the
companies
listed in
the
financial
reports
3,013 - 1,205 - 2,410 - 1,205 - - - 1,205 - - -

The Company
3,013
-
1,205
-

2,410

-

1,205

-

-

-

1,205

-

-

-
Pensions (B) All of the
companies
listed in
the
financial
reports

-

-

-

-

-

-

-

-

-

-

-

-

-

-
The Company
-

-

-

-

-

-

-

-

-

-

-

-

-

-
Remuneration (A) All of the
companies
listed in
the
financial
reports

-

7,565

-

100

-

7,815

-

100

-

100

-

-

700

700
The Company - 7,565 - 100 - 100 - 100 - 100 - - 700 700
Name Yen Reed Investment Representative LEE,
YUNG-I
Yen Reed Investment Representative LIAO,
SHUEN-HSIN
Chain Da Investment Representative: LEE,
LONG-KWANG
Global Industrial Representative:
CHIANG, CHING-
FENG
Ci Yun International Representative:
YANG, JUNG-
CHUNG
Ci Yun International Representative:
CHEN, MING-ZHI
CHOU, CHE-NAN LIN, LI-YUN
Position Chairperson Director Director Director Director Director Independent
Director
Independent
Director

-10-

Names of directors Total remuneration of the above seven items
(A+B+C+D+E+F+G)

All companies listed in the
financial reports (H)

4
YANG, JUNG-CHUNG,
CHEN,MING-ZHI
CHOU, CHE-NAN, LIN, LI-YUN
3
Global Industrial, Ci Yun
International
LIAO, SHUEN-HSIN
1
Chain Da Investment
2
Yen Reed Investment, CHIANG,
CHING-FENG
1
LEE, LONG-KWANG

1
LEE, YUNG-I
0 0 0 0 12

The Company
5
LEE, LONG-KWANG, YANG,
JUNG-CHUNG, CHEN,
MING-ZHI
CHOU, CHE-NAN, LIN, LI-
YUN
3
Global Industrial, Ci Yun
International
LIAO, SHUEN-HSIN
1
Chain Da Investment
2
Yen Reed Investment,
CHIANG, CHING-FENG

0
1
LEE, YUNG-I
0 0 0 0 12
Total remuneration of the above four items (A+B+C+D) All companies listed in the
financial reports (G)

4
YANG, JUNG-CHUNG,
CHEN,MING-ZHI
CHOU, CHE-NAN, LIN, LI-YUN
4
Global Industrial, Ci Yun
International
CHIANG, CHING-FENG, LIAO,
SHUEN-HSIN
1
Chain Da Investment
1
Yen Reed Investment
1
LEE, LONG-KWANG

1
LEE, YUNG-I
0 0 0 0 12
The Company 5
LEE, LONG-KWANG, YANG,
JUNG-CHUNG, CHEN,
MING-ZHI
CHOU, CHE-NAN, LIN, LI-
YUN
4
Global Industrial, Ci Yun
International
CHIANG, CHING-FENG,
LIAO, SHUEN-HSIN

1
Chain Da Investment
1
Yen Reed Investment
0 1
LEE, YUNG-I
0 0 0 0 12
Brackets of remuneration paid to all the
Company’s directors
Less than $1,000,000 $1,000,000 (inclusive) ~ $2,000,000 (exclusive) $2,000,000 (inclusive) ~ $3,500,000 (exclusive) $3,500,000 (inclusive) ~ $5,000,000 (exclusive) $5,000,000 (inclusive) ~ $10,000,000 (exclusive) $10,000,000 (inclusive) ~ $15,000,000 (exclusive) $15,000,000 (inclusive) ~ $30,000,000 (exclusive) $30,000,000 (inclusive) ~ $50,000,000 (exclusive) $50,000,000 (inclusive) ~ $100,000,000 (exclusive) $100,000,000 (inclusive) or more Total

-11-

Remuneration
from non-
consolidated
Remuneration
from non-
consolidated
affiliates or
parent
company
None None None Remuneration bracket
Summation of A, B and C as % of
income after tax
All the companies
listed in the
financial reports
0.592% 0.519% 0.077% Name of supervisor Total remuneration of the first three items (A+B+C) All companies listed in the financial reports (D)
1
LEE, RUI-SHAN
2
LEE, HUI-CHUN, Shangying Investment Co.
0 0 0 0 0 0 0 0 3
The Company 0.592% 0.519% 0.077%
Remuneration to supervisors Expenses related to business
execution (C)

All the companies
listed in the
financial reports
70 - 80

The
Company
70 - 80
The Company
1
LEE, RUI-SHAN
2
LEE, HUI-CHUN, Shangying Investment Co.
0 0 0 0 0 0 0 0 3
Remuneration (B) All the companies
listed in the financial
reports
1,205 1,205 -
The
Company
1,205 1,205 -
Remuneration (A) All the companies
listed in the
financial reports
100 - 100
Brackets of remuneration paid to all the Company’s supervisors Less than $1,000,000 $1,000,000 (inclusive) ~ $2,000,000 (exclusive) $2,000,000 (inclusive) ~ $3,500,000 (exclusive) $3,500,000 (inclusive) ~ $5,000,000 (exclusive) $5,000,000 (inclusive) ~ $10,000,000 (exclusive) $10,000,000 (inclusive) ~ $15,000,000 (exclusive) $15,000,000 (inclusive) ~ $30,000,000 (exclusive) $30,000,000 (inclusive) ~ $50,000,000 (exclusive) $50,000,000 (inclusive) ~ $100,000,000 (exclusive) $100,000,000 (inclusive) or more Total
The
Company
100 - 100
Name LEE, HUI-CHUN Shang Ying Investment Ltd. Representative: LEE, RUI-
SHAN
Position Supervisor Supervisor

-12-

Remuneration
from non-
consolidated
affiliates or
parent
company
Remuneration
from non-
consolidated
affiliates or
parent
company
Remuneration
from non-
consolidated
affiliates or
parent
company
None Remuneration bracket
Summation of A, B, C, and D
as % of income after tax
All of the
companies
listed in the
financial
reports
1.602%
The
Company
1.602%
Names of president and vice presidents All companies listed in the
financial reports E
0 0 0 1
CHIANG, CHING-FENG
0 0 0 0 0 0 1
Employee amount (D) All of the companies
listed in the financial
Stock
amount
-
Cash
amount
299
The Company Stock
amount
-
The Company 0 0 0 1
CHIANG, CHING-FENG
0 0 0 0 0 0 1
Cash
amount
299
Bonus and special
allowances (C)
All of the
companies
listed in the
financial
reports
549
Bracket regarding the remuneration paid to all the
Company’s president and vice presidents
Less than $1,000,000 $1,000,000 (inclusive) ~ $2,000,000 (exclusive) $2,000,000 (inclusive) ~ $3,500,000 (exclusive) $3,500,000 (inclusive) ~ $5,000,000 (exclusive) $5,000,000 (inclusive) ~ $10,000,000 (exclusive) $10,000,000 (inclusive) ~ $15,000,000 (exclusive) $15,000,000 (inclusive) ~ $30,000,000 (exclusive) $30,000,000 (inclusive) ~ $50,000,000 (exclusive) $50,000,000 (inclusive) ~ $100,000,000 (exclusive) $100,000,000 or more Total
The
Company
549
Pensions (B) All of the
companies
listed in the
financial
reports
-
The
Company
-
Salary (A) All of the
companies
listed in
the
financial
reports

2,875
The
Company
2,875
Name CHIANG,
CHING-
FENG
Position President

-13-

Names of managers receiving remuneration to employees and allocation status
April 9 , 2021
Vice presidents
President
CHIANG, CHING-FENG
-
487
487
0.21%
Manager of finance
department
HUNG HSIAO-HUI
Manager of accounting
department
WANG TENG-HSIEH
(4) Remuneration of the top five highest paid managers of a listed company
Vice presidents
President
CHIANG, CHING-FENG
-
487
487
0.21%
Manager of finance
department
HUNG HSIAO-HUI
Manager of accounting
department
WANG TENG-HSIEH
(4) Remuneration of the top five highest paid managers of a listed company
Vice presidents
President
CHIANG, CHING-FENG
-
487
487
0.21%
Manager of finance
department
HUNG HSIAO-HUI
Manager of accounting
department
WANG TENG-HSIEH
(4) Remuneration of the top five highest paid managers of a listed company
Remuneration
from non-
consolidated
affiliates or
parent
company
Remuneration
from non-
consolidated
affiliates or
parent
company
Remuneration
from non-
consolidated
affiliates or
parent
company
None None None
Summation of A, B, C, and D
as % of income after tax
All of the
companies
listed in the
financial
reports
1.602% 0.468% 0.408%
The
Company
1.602% 0.468% 0.408%
Ratio of total amount as %
to income after tax(%)
0.21%
Employee amount (D) All of the companies
listed in the financial
Stock
amount
- - -
Cash
amount
299 99 89
Total 487
The Company Stock
amount
- - -
Cash amount 487
Cash
amount
299 99 89
Stock amount -
Bonus and special
allowances (C)
All of the
companies
listed in the
financial
reports
549 30 -
Name CHIANG, CHING-FENG HUNG HSIAO-HUI WANG TENG-HSIEH
The
Company
549 30 -
Pensions (B) All of the
companies
listed in the
financial
reports
- - -
Position President Manager of finance
department
Manager of accounting
department
The
Company
- - -
Salary (A) All of the
companies
listed in
the
financial
reports

2,875
959 859
Vice presidents
The
Company
2,875 959 859
Name CHIANG,
CHING-
FENG
HUNG
HSIAO-HUI
WANG
TENG-
HSIEH
Position President Finance
manager

Accounting
manager

-14-

4. The total remuneration, as a percentage of net income stated in the parent company only financial reports, as paid by the Company and by every other company included in the
consolidated financial statements during the past two years to directors, supervisors, president, and vice presidents, and an analysis and description of the remuneration policies,
standards, and packages, the procedure for determining remuneration, and its linkage to operating performance and future risk exposure:
(1) Analysis of ratio of the total remuneration, as paid by the Company and by each other company included in the consolidated financial statements during the past two years to directors, supervisors,
president, and vice presidents, to net income after tax:
(2) Remuneration policies, standards, and packages, the procedure for determining remuneration, and its linkage to operating performance:
A. The remuneration to the directors and supervisors of the Company is in accordance with the Company’s “Regulations Governing the Payment of Remuneration to Directors and Supervisors”
and Article 24 of the Articles of Incorporation, which provides for the distribution of earnings. The Company shall distribute no more than 5% of its current year’s earnings to its directors and
supervisors and may pay transportation allowance according to the number of meetings attended by directors; independent directors may receive fixed monthly compensation, but they shall
not participate in the distribution of director’s remuneration.
B. The remuneration paid by the Company to the president and vice presidents for the last two years is divided into salary, bonuses and employee remuneration from the earnings distribution.
Salaries and bonuses are evaluated based on the degree of their participation in the Company’s operations, the value of their contributions and the performance assessment, and it will be
processed in accordance with the relevant provisions of the personnel regulations. The remuneration from earnings distribution to employees shall be made by the remuneration committee in
accordance with the status of earnings for the year and Article 24 of the Company’s Articles of Incorporation. The remuneration to employees shall be distributed at a rate of not less than 1%
of the profit for the year, and shall be approved by the shareholder meeting after being submitted to the board of directors for resolution.
C. The remuneration to directors, supervisors, president and vice presidents is based on the overall consideration on their participation in the Company’s operations and the performance assessment,
including their implementation of the Company’s core values and operational management capabilities, financial and business performance, and other special contributions, as well as on the
consideration of future operating risks and development prospects of the industry. The Company’s operating performance and the future development of the industry have been fully considered.
Position
The Company
All of the companies listed
in the financial reports
The Company
All of the companies listed
in the financial reports
The Company
All of the companies listed
in the financial reports
Director
7.96%
8.74%
11.22%
14.54%
+3.26%
+5.8%
Supervisors
1.06%
1.06%
1.18%
1.18%
+0.12%
+0.12%
President and vice presidents
0.78%
0.78%
1.60%
1.60%
+0.82%
+0.82%
(2) Remuneration policies, standards, and packages, the procedure for determining remuneration, and its linkage to operating performance:
A. The remuneration to the directors and supervisors of the Company is in accordance with the Company’s “Regulations Governing the Payment of Remuneration to Directors and Supervisors”
and Article 24 of the Articles of Incorporation, which provides for the distribution of earnings. The Company shall distribute no more than 5% of its current year’s earnings to its directors and
supervisors and may pay transportation allowance according to the number of meetings attended by directors; independent directors may receive fixed monthly compensation, but they shall
not participate in the distribution of director’s remuneration.
B. The remuneration paid by the Company to the president and vice presidents for the last two years is divided into salary, bonuses and employee remuneration from the earnings distribution.
Salaries and bonuses are evaluated based on the degree of their participation in the Company’s operations, the value of their contributions and the performance assessment, and it will be
processed in accordance with the relevant provisions of the personnel regulations. The remuneration from earnings distribution to employees shall be made by the remuneration committee in
accordance with the status of earnings for the year and Article 24 of the Company’s Articles of Incorporation. The remuneration to employees shall be distributed at a rate of not less than 1%
of the profit for the year, and shall be approved by the shareholder meeting after being submitted to the board of directors for resolution.
C. The remuneration to directors, supervisors, president and vice presidents is based on the overall consideration on their participation in the Company’s operations and the performance assessment,
including their implementation of the Company’s core values and operational management capabilities, financial and business performance, and other special contributions, as well as on the
consideration of future operating risks and development prospects of the industry. The Company’s operating performance and the future development of the industry have been fully considered.
Position
The Company
All of the companies listed
in the financial reports
The Company
All of the companies listed
in the financial reports
The Company
All of the companies listed
in the financial reports
Director
7.96%
8.74%
11.22%
14.54%
+3.26%
+5.8%
Supervisors
1.06%
1.06%
1.18%
1.18%
+0.12%
+0.12%
President and vice presidents
0.78%
0.78%
1.60%
1.60%
+0.82%
+0.82%
(2) Remuneration policies, standards, and packages, the procedure for determining remuneration, and its linkage to operating performance:
A. The remuneration to the directors and supervisors of the Company is in accordance with the Company’s “Regulations Governing the Payment of Remuneration to Directors and Supervisors”
and Article 24 of the Articles of Incorporation, which provides for the distribution of earnings. The Company shall distribute no more than 5% of its current year’s earnings to its directors and
supervisors and may pay transportation allowance according to the number of meetings attended by directors; independent directors may receive fixed monthly compensation, but they shall
not participate in the distribution of director’s remuneration.
B. The remuneration paid by the Company to the president and vice presidents for the last two years is divided into salary, bonuses and employee remuneration from the earnings distribution.
Salaries and bonuses are evaluated based on the degree of their participation in the Company’s operations, the value of their contributions and the performance assessment, and it will be
processed in accordance with the relevant provisions of the personnel regulations. The remuneration from earnings distribution to employees shall be made by the remuneration committee in
accordance with the status of earnings for the year and Article 24 of the Company’s Articles of Incorporation. The remuneration to employees shall be distributed at a rate of not less than 1%
of the profit for the year, and shall be approved by the shareholder meeting after being submitted to the board of directors for resolution.
C. The remuneration to directors, supervisors, president and vice presidents is based on the overall consideration on their participation in the Company’s operations and the performance assessment,
including their implementation of the Company’s core values and operational management capabilities, financial and business performance, and other special contributions, as well as on the
consideration of future operating risks and development prospects of the industry. The Company’s operating performance and the future development of the industry have been fully considered.
Position
The Company
All of the companies listed
in the financial reports
The Company
All of the companies listed
in the financial reports
The Company
All of the companies listed
in the financial reports
Director
7.96%
8.74%
11.22%
14.54%
+3.26%
+5.8%
Supervisors
1.06%
1.06%
1.18%
1.18%
+0.12%
+0.12%
President and vice presidents
0.78%
0.78%
1.60%
1.60%
+0.82%
+0.82%
(2) Remuneration policies, standards, and packages, the procedure for determining remuneration, and its linkage to operating performance:
A. The remuneration to the directors and supervisors of the Company is in accordance with the Company’s “Regulations Governing the Payment of Remuneration to Directors and Supervisors”
and Article 24 of the Articles of Incorporation, which provides for the distribution of earnings. The Company shall distribute no more than 5% of its current year’s earnings to its directors and
supervisors and may pay transportation allowance according to the number of meetings attended by directors; independent directors may receive fixed monthly compensation, but they shall
not participate in the distribution of director’s remuneration.
B. The remuneration paid by the Company to the president and vice presidents for the last two years is divided into salary, bonuses and employee remuneration from the earnings distribution.
Salaries and bonuses are evaluated based on the degree of their participation in the Company’s operations, the value of their contributions and the performance assessment, and it will be
processed in accordance with the relevant provisions of the personnel regulations. The remuneration from earnings distribution to employees shall be made by the remuneration committee in
accordance with the status of earnings for the year and Article 24 of the Company’s Articles of Incorporation. The remuneration to employees shall be distributed at a rate of not less than 1%
of the profit for the year, and shall be approved by the shareholder meeting after being submitted to the board of directors for resolution.
C. The remuneration to directors, supervisors, president and vice presidents is based on the overall consideration on their participation in the Company’s operations and the performance assessment,
including their implementation of the Company’s core values and operational management capabilities, financial and business performance, and other special contributions, as well as on the
consideration of future operating risks and development prospects of the industry. The Company’s operating performance and the future development of the industry have been fully considered.
Position
The Company
All of the companies listed
in the financial reports
The Company
All of the companies listed
in the financial reports
The Company
All of the companies listed
in the financial reports
Director
7.96%
8.74%
11.22%
14.54%
+3.26%
+5.8%
Supervisors
1.06%
1.06%
1.18%
1.18%
+0.12%
+0.12%
President and vice presidents
0.78%
0.78%
1.60%
1.60%
+0.82%
+0.82%
Increase (decrease) ratio All of the companies listed
in the financial reports
+5.8% +0.12% +0.82%
The Company +3.26% +0.12% +0.82%
Ratio of total remuneration to net income after tax (%) 2020 All of the companies listed
in the financial reports
14.54% 1.18% 1.60%
The Company 11.22% 1.18% 1.60%
2019 All of the companies listed
in the financial reports
8.74% 1.06% 0.78%
The Company 7.96% 1.06% 0.78%
Item Position Director Supervisors President and vice presidents

-15-

IV. State of the implementation of corporate governance

1. State of the operations of the board of directors:

Information on the operations of the board of directors

There were 8 (A) meetings of the board of directors in the most recent year, and the attendance of directors and supervisors was as follows:

Position Name (Note1) Actual
attendance (in
non-voting
capacity)B
Attenda
nce by
proxy
Actual attendance (in
non-voting capacity)
rate (%) [B/A] (Note 2)
Remarks
Chairperson Representative of Yen
Reed Investment:
LEE,YUNG-I
8 - 100 Re-elected on 2018-06-22
Director Representative of Yen
Reed Investment:
LIAO, SHUEN-HSIN
8 - 100 Re-elected on 2018-06-22
Director Chain Da Investment
Representative: LEE,
LONG-KWANG
8 - 100 Re-elected on 2018-06-22
Director Global Industrial
Representative:
CHIANG, CHING-
FENG
8 - 100 Appointed and reelected on
June 22, 2018
Director Ci Yun International
Representative:
YANG, JUNG-
CHUNG
4 - 80 Dismissed on September 9,
2020
Director Ci Yun International
Representative:
CHEN, MING-ZHI
2 - 67 Appointed on September 1,
2020
Independent
Director
CHOU, CHE-NAN 7 - 87 Re-elected on 2018-06-22
Independent
Director
LIN, LI-YUN 8 - 100 Re-elected on 2018-06-22
Supervisors LEE, HUI-CHUN 7 - 87 Re-elected on 2018-06-22
Supervisors Shang Ying
Investment Ltd.
Representative: LEE,
RUI-SHAN
8 - 100 Re-elected on 2018-06-22
Other matters to be recorded:
I. In the event of either of the following situations, dates, sessions, contents of resolutions of the board of directors, opinions from
all independent directors, and the Company’s responses to their opinions shall be noted:
(I) Matters listed byArticle 14-3 of the Securities and Exchange Act:
Board meeting
date
Session
Agenda and resolutions
2020.3.16
10th meeting of
the 19th board
Joint guarantee to 100% owned subsidiary CHAINQUI HOLDING CO.,LTD to
extend its credit facilities: approved asproposed
2020.11.9
16th meeting of
the 19th board
Amendment of the sections on financing cycles; property, plant and equipment
cycles; and wage cycles in the Company’s Internal Control System and Detailed
Implementation Rules on Internal Audits: approved asproposed
(II) In addition to the previous matters, other instances where an independent director expressed objections or reservations on
record or through written opinions regarding proposals of the board of directors: None.
II. For avoidance of conflict of interest by directors, information including the directors’ names, contents of the motions, reasons for
avoidance, and participation in the voting shall be described: None.
III. TWSE/GTSM listed companies shall disclose information on the periodicity, duration, scope, method and content of the
assessment of the self- (or peer) evaluation of the board of directors, and include the implementation of the evaluation of the
board of directors.
Periodicity of
evaluation
Period
Evaluation scope
Evaluation method
Evaluation content
Once per year
2020-01-01

Evaluation of the
board of directors
Self-evaluation
questionnaire of the board
Level of involvement in the
Company’s operations

-16-

2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
2020-12-31
of directors
Improvement of the quality of
decision making of the board of
director
Composition and structure of the
board of directors
Election and continuing education
of the directors
Internal control
Self-evaluation of
the directors
Self-evaluation
questionnaire of the
directors
Grasp of the goals and mission of
the Company
Awareness of the duties of
directors
Level of involvement in the
Company’s operations
Management of internal
relationships and communication
The director’s professionalism
and continuing education
Internal control
Evaluation of
remuneration
committee’s
performance
Self-evaluation
questionnaire of the
remuneration committee
Level of involvement in the
Company’s operations
Awareness of the responsibilities
of the audit committee
Quality improvement of the
decision making of the audit
committee
Composition of the audit
committee and election of
members
Internal control
2020 Result of Board Performance Assessments:
The performance review on the board scored at 4.8 points, self-assessments by board members at 4.9 points, performance
review on function committees at 4.83 points. The Company’s board performance review for 2020 scored between 4 points
(recognized) and 5 points (well-recognized). The score indicates that the board strongly acknowledged the achievements
measured in most operational metrics and working of the board and function committees. This adheres with corporate
governance requirements, effectively enhances the board’s functioning and protects shareholders’ equity. However, there
was room for improvement regarding training and education of directors. Finance Department will from time to time provide
information on relevant classes for the reference of directors.
IV. Objectives and implementation evaluation taken to strengthen the functionality of the board for the current and most recent
year:
1. The Company has established the Company’s “Procedure for Board of Directors Meetings” in accordance with the
“Regulations Governing Procedure for Board of Directors Meetings of Public Companies” for compliance. The attendance
(in non-voting capacity) of directors and supervisors at board meetings is entered into the Market Observation Post System
after each board meeting, and major resolutions of the meetings of the board of directors are disclosed on the Company’s
website.
2.Members of the board of directors of the Company value diversity and have the knowledge, skills and education required for
their duties. They regularly provide guidance and advice at meetings of the board of directors and maintain good
communications with the management team to work together for the maximum benefit of shareholders. Directors who also
serve as the Company’s managers should not exceed one third of the board seats. To meet the requirement for the Company’s
operation model and development, board members should meet at least the following two criteria boards:
A. Basic conditions and values: sex, age, nationality and culture
B. Professional knowledge and competences: professional background (such as law, accounting, industry, finance, marketing
and technology), professional skillsets and industry experience
Position
Name
GenderProfessional
background
Business
judgement
Operations
management
Financial
accounting
analysis
Crisis
management
Industry
knowledge
International
market
knowledge.
Leadership
abilities
Decision-
making
abilities
Director
LEE,
YUNG-I
Male
Finance
V
V
V
V
V
V
V
V
LIAO,
SHUEN-
HSIN
Male Construction
V
V

V
V
V
V
V
LEE,
LONG-
KWANG
Male
Business
V
V

V
V
V
V
V
Position Name Gender Professional
background
Business
judgement

Operations
management
Financial
accounting
analysis
Crisis
management

Industry
knowledge
International
market
knowledge.

Leadership
abilities
Decision-
making
abilities
Director LEE,
YUNG-I
Male Finance V V V V V V V V
LIAO,
SHUEN-
HSIN
Male Construction V V * V V V V V
LEE,
LONG-
KWANG
Male Business V V * V V V V V

-17-

CHIANG,
CHING-
FENG
Male Business
management
V V * V V V V V
CHEN,
MING-ZHI
Male Financial
accounting
V V V V V V V V
Independent
Director
CHOU,
CHE-NAN
Male Information V V V V V V V V
LIN, LI-
YUN
Female Accounting V V V V V V V V
Supervisors LEE, HUI-
CHUN
Female
Business
V V V V V V V V
LEE, RUI-
SHAN
Female International
Trade
V V V V V V * *
  • Means partially capable.

  • The Company has 7 directors, including 2 independent directors accounting for 29%, and the term of office of the independent directors is 6 years, of which 1 independent director is a woman accounting for 14% and has a financial accounting background in CPA firms; 1 executive director concurrently serves as president accounting for 20%, and the remaining 4 are non-executive directors; male directors account for 86% with an average age of 57.8 years old. The average age of all directors is 57.7 years old.

  • The board of directors is composed of members with extensive experience and expertise, such as in architecture, finance, marketing, management, etc., and their educational backgrounds include the finance department from Bentley College, USA; the graduate school of industrial planning from Chinese Culture University, the department of business administration from Tunghai University, and a double major in information management and economics from the University of Southern California, USA.

-18-

2. State of operations of the audit committee or the state of participation in board meetings by the supervisors:

State of participation in board meetings by the supervisors:

There were 8 (A) meetings of the board of directors in the most recent year, and the attendance in non-voting capacity was as follows:

Position Name Actual attendance in non-
votingcapacity (B)
Actual attendance in non-voting
capacityrate(%) (B/A) (Note)
Remarks
Supervisors LEE,HUI-CHUN 7 87
Supervisors Shang Ying Investment Ltd.
Representative:LEE,RUI-SHAN
8 100
Other matters to be recorded:
I. Composition and responsibilities of supervisors:
(I) Communication between supervisors and employees/shareholders: All the supervisors have the Company email
accounts.When necessary, they can have two-way conversations with employees. Shareholders also communicate with
supervisors at shareholders’ meetings or via the Company.
(II) Communication between supervisors and internal audit managers and CPAs:
1. Audit managers submit audit reports each month and present audit results to to supervisors/independent directors to
communicate about implementation status.
2. In case of operational workflow defects identified by internal control but determined not to cause material abnormality
in the Company’s operations, emails will be sent to supervisors / independent directors at the end of each month regarding
the functioning of audit operations and reports will be presented to board meetings. In event of material abnormality
and operational disruptions, supervisors/ independent directors will be informed of the severity of matters and emergency
meetings shall be convened for responses.
Date
Highlights of the communication
Results of the resolution
2020-01-06
Report on the implementation of the audit plan
for the fourthquarter of 2019.
No objection was voiced and it was reported to
the board of directors
2020-03-16
The report on the evaluation of the effectiveness
of the internal control system of each department
for 2020 was compiled, and the “Internal Control
System Statement” was issued
After discussion at the board of directors meeting
and approval by the resolution of all directors
present at the meeting, it will be reported to the
competent authorities.
2020-05-11
Report on the implementation of the audit plan
for the firstquarter of 2020.
No objection was voiced and it was reported to
the board of directors
2020-08-12
Report on the implementation of the audit plan
for the secondquarter of 2020.
No objection was voiced and it was reported to
the board of directors
2020-11-09
Report on the implementation of the audit plan
and revision of the internal control system for the
third quarter of 2020.
Settingupthe 2021 annual auditing plan.
After discussion at the board of directors meeting
and approval by the resolution of all directors
present at the meeting, it will be reported to the
competent authorities.
3. The Company’s CPAs report the results of the audit or review of the quarterly financial statements and other
communications required by the relevant laws and regulations at each quarterly meeting of the board of directors. If there
are any special circumstances, they will be reported to the supervisors immediately.
Date
Highlights of the communication
Suggestions and results
2020-03-16
The consolidated financial statements of the
Company and its subsidiaries for 2019 and the
parent company only financial statements of the
Company for 2019.
No objection. The financial statements shall be
submitted to the board of directors for discussion
and shall be reported to the competent authorities
after being approved by a resolution of all
directorspresent at the meeting.
2020-05-11
The consolidated financial statements reviewed
by certified public accountants for the second
quarter of 2020
No objection. The financial statements shall be
submitted to the board of directors for discussion
and shall be reported to the competent authorities
after being approved by a resolution of all
directorspresent at the meeting.
2020-08-12
The financial reports of the Company and its
subsidiaries for the first half of 2020.
No objection. The financial statements shall be
submitted to the board of directors for discussion
and shall be reported to the competent authorities
after being approved by a resolution of all
directorspresent at the meeting.
2020-11-09
The consolidated financial statements reviewed
by certified public accountants for the third
quarter of 2020
No objection. The financial statements shall be
submitted to the board of directors for discussion

-19-

and shall be reported to the competent authorities after being approved by a resolution of all directors present at the meeting.

II. If a supervisor makes a statement at the meeting of the board of directors, the date and session of the board of directors’ meeting, the content of the motion, the results of the board of directors’ resolution and the Company’s handling of the supervisor’s statement shall be stated: None

3. Deviations between the status of the Company’s corporate governance implementation and the “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons:

Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons: TWSE/TPEx Listed Companies” and reasons: TWSE/TPEx Listed Companies” and reasons:
Assessment item Implementationstatus Deviation from the
“Corporate
Governance Best
Practice Principles
for TWSE/TPEx
Listed Companies”
andreason
Y
e
s
N
o
Summary explanation
I. Does the Company follow the “Corporate
Governance Best Practice Principles for
TWSE/TPEx Listed Companies” to establish
and disclose its Corporate Governance Best
PracticePrinciples?
The Company follows the “Corporate Governance
Best Practice Principles for TWSE/TPEx Listed
Companies”
to
establish
its
“Corporate
Governance Best Practice Principles” and has
disclosedit onthe Company’s website.
None
II. The Company's shareholding structure and
shareholders’ equity
(I)
Has the Company set internal operating
procedures to deal with shareholder
proposals, doubts, disputes and litigation
matters, and does it implement these in
accordance with its procedures?
(II)
Does the Company have a list of the
substantial shareholders and the ultimate
controlling parties of the substantial
shareholders who actually control the
Company?
(III)
Has
the
Company
established
risk
management mechanisms and firewalls
between itself and affiliated enterprises?
(IV) Has the Company set internal standards to
prohibit the use of undisclosed insider
information to trade securities on the
market?



(I) The “Corporate Governance Best Practice
Principles” provides for the protection of
shareholders’ rights and interests, and the
Company has a spokesperson and a
shareholder affairs unit to properly handle
shareholders’ suggestions or concerns.
(II) Based on the shareholder list provided by the
Company’s stock service agent, the Company
confirms the changes in shareholdings of
directors, supervisors and other major
shareholders on a monthly basis in order to
keep track of their shareholdings.
(III) The Company has established regulations on
the internal control system and the “Rules
Governing Financial and Business Matters
Between the Company and its Affiliated
Enterprises”, thereby establishing relevant
risk controls and a firewall system.
(IV) The Company has established the Procedures
for the Prevention of Insider Trading and the
Procedures for Ethical Management and
Guidelines for Conduct, which prohibit
insiders from trading marketable securities
usingunpublished information in the market.
None

-20-

III. Composition and responsibilities of the board
of directors
(I) Has
the
Company
established
a
diversification policy for the composition of
its board of directors and has it been
implemented accordingly?
(II) Has the Company voluntarily established
other functional committees besides the
remuneration
committee
and
audit
committee in accordance with the law?
(III) Has the Company established methodology
for evaluating the performance of the board
of directors on a regular annual basis,
reporting the results of performance to the
board of directors, and using the results as
reference for directors’ remuneration and
renewal?
(IV) Does the Company regularly evaluate the
independence of the CPAs?


(I)
The Company’s “Corporate Governance Best
Practice Principles” and “Procedures for
Election of Directors” stipulate that the
composition of the board of directors should
take diversified backgrounds into account and
emphasize professional competence and
experience.
Currently, there are seven board members,
including two independent directors (or 29%).
The reelection in 2021 will add another
independent director. The board composition
will be more diverse and younger, by reaching
out for suitable candidates with backgrounds
in finance and economics and an international
outlook. (Please refer the information on the
diversity of the board of directors)
(II) The Company has no plans to set up anything
at the moment.
(III) The Company formulated on March 16, 2020
the Regulations Governing Self-Assessments
or Peer Reviews of the Board of Directors.
Starting in 2020, an internal performance
review will be conducted once a year and an
external assessment will be performed once
every three years. The assessment results were
submitted to the board on March 16, 2021, as
a reference to nomination for reelection.
(Please refer to page 17)
(IV) The accounting department of the Company
evaluates the independence of the CPAs once
a year, and the results were submitted to the
board of directors for approval on November
9, 2020. The Company and the certified
public accountants were assessed to have no
financial interest, financing or warranty
relationship other than the fees for audit and
tax
matters,
and
the
“Statement
of
Independence
of
Certified
Public
Accountants” was obtained. The CPAs met
the Company’s independence evaluation
criteria and are qualified to serve as the
Company’s externalauditors.

None
It will be
implemented in
accordance with laws
and regulations.
None
None
IV. Does the listed company appoint competent
and
appropriate
corporate
governance
personnel to be in charge of corporate
governance affairs (including but not limited
to furnishing information required for
business execution by directors, assisting
directors and supervisors in legal compliance,
handling matters related to board meetings
and shareholder meetings according to law,
and taking minutes of board meetings and
shareholder meetings)?
The Company plans to establish Corporate
Governance Officer in May 2021 by appointing
Finance
Manager
HUNG
HSIAO-HUI
as
Corporate Governance Officer to carry out matters
in relation to corporate governance. Currently,
dedicated financial personnel is responsible for
matters in relation to board meetings and
shareholders’ meetings, as well as company
registrations and change of registrations.
It
will
be
implemented
in
accordance with laws
and regulations.
V. Has the Company established a means of The Company has set up a customer service and
stakeholder section on its website for investors,
None

-21-

communicating
with
its
stakeholders
(including but not limited to shareholders,
employees, customers, suppliers, etc.) or
created a stakeholders section on the
Company's website? Does the Company
respond to stakeholders’ questions on
corporate social responsibility?
employees, customers, and suppliers. They can
call, email, fax or come to the office in person, and
each has a communication channel to respond to
important issues that they are concerned about.
VI. Has the Company appointed a professional
stock service agent for its shareholder
meetings?
The Company’s stock service agent is “Capital
Securities Corp”
None
VII. Disclosure of information
(I)
Has the Company set up a website to
disclose its financial operations and
corporate governance information?
(II)
Has the Company adopted other measures
for disclosing information (such as an
English website, a designated person
responsible
for
the
collection
and
disclosure of information, implementation
of a spokesperson system, webcasting
investors conferences, etc.)?
(III) Does the Company announce and report the
first, second, and third quarter financial
statements as well as the operating status of
each month within two months after the end
ofthefiscalyear?


(I)
The
Company’s
address
is:
http://www.gtg.com.tw, which has an investor
section to disclose information about financial
reports, operations and corporate governance.
(II) The Company has appointed a spokesperson
and proxy spokespersons to speak on behalf of
the Company to the public, and has assigned
dedicated personnel to collect and disclose
information
to
finances
and
investor
conferences on the Company’s website and
the Market Observation Post System.
(III)
The
Company
has
completed
the
announcement and reported financial reports
and monthly operations as required by law.
None
VIII. Does the Company have other important
information for better understanding the
Company’s corporate governance system
(including but not limited to the interests and
rights of employees, care for employees,
relations with investors, suppliers and
interested parties, continuing education of
directors and supervisors, execution of risk
management policies and risk measuring
standards, execution of customer policies,
liability insurance for the Company’s
directors and supervisors)?
(1) The Company cares a lot about the lives and
welfare of its employees. In addition to setting
reasonable salaries and wages, the Company
has also established rules for the distribution of
year-end performance bonuses and employee
bonuses, which provide rewards and bonuses
based on annual operating performance. In
terms of employee welfare, the Company has
group insurance, provides winter and summer
uniforms, and holds employee dinners from
time to time to create bonds. The Company's
employee
welfare
committee
not
only
organizes domestic and overseas trips from
time to time every year, but also gives out gifts
during annual festivals, and provides subsidies
or condolences for weddings, funerals, etc. The
welfare system is excellent and employees can
live stable lives. The Company has harmonious
labor relations, and the employees and
employers are working together for common
prosperity.
Furthermore,
the
Company’s
personnel management regulations and work
manuals are based on the Labor Standards Act,
and many of the provisions are more beneficial
than the scope of the Act, and they are approved
and recorded by the competent authority, so
that all employees can comply with them as a
whole.
(2) Relationships with investors: The Company
regularly announces various financial data and
information. A barrier-free communication
channel with investors has been set upthrough
None

-22-

a spokesperson, and an investor section has
been set up on the Company’s website where
investors can also communicate with the
Company by phone, email, fax or visiting in
person.
(3) Relationships with suppliers: The Company
conducts supplier satisfaction surveys from
time to time to ensure the quality of supplies,
and maintains harmonious relationships with
suppliers; there are no defaults on any
payments.
(4) Rights of stakeholders: The Company complies
with the relevant government regulations to
protect the rights of stakeholders and has set up
a stakeholder section on the Company’s
website and a contact email managed by
dedicated staff to respond appropriately on all
issues of concern to stakeholders.
(5) Continuing education of directors: None.
(6) Implementation of the execution of risk
management policies and risk measuring
standards: The Company’s management not
only regularly discloses and reports relevant
information in accordance with the relevant
laws and regulations, but also reviews the
financial structure at any time to avoid
excessive financial risks. In terms of internal
control, auditors are set up to conduct regular
and irregular audits on the Company’s internal
control system and make reports on them.
(7) Implementation of customer policies: In order
to implement the business procedures before,
during and after each customer buys a home,
the
Company
has
established
relevant
operating procedures for sales and customer
service. A customer service hotline and
dedicated staff are available to handle customer
service related issues.
(8) The Company takes out liability insurance for
its directors, supervisors and key managers
every year and reports such insurance at the
board ofdirectors’ meeting.
IX. Please explain improvements made pursuant to the Taiwan Stock Exchange Corporation Corporate Governance Center’s corporate
governance assessment results issued in the most recent year, and explain any matters and measures to be strengthened as a first
priority in areas where improvements have not yet been made.
(I) Status of improvements already made:
1.The dividends for 2020 are scheduled for distribution within 30 days after the ex-dividend date.
2. Starting in 2020, performance reviews will be conducted once a year on the board, individual directors, and function committees.
3. The implementation of board diversity is disclosed in annual reports and the Company’s website.
4. Communication of the Company’s independent directors with internal audit managers and external accountants is disclosed on
the Company’s website.
(II) Prioritized enhancements and measures.
1. Offering of shareholders’ meeting manuals and annual reports in English language
2. Deployment of English-language pages on the Company’s website to provide business related information
3. Deployment of a dedicated corporategovernance unit and Corporate Governance Officer

-23-

4.If the Company has a remuneration committee, its composition, duties and operations shall be disclosed:

(1) Information on the remuneration committee members

Identity
(Note 1)
Condition
Name
Having at least five years of work experience and
the following professionalqualifications
Having at least five years of work experience and
the following professionalqualifications
Having at least five years of work experience and
the following professionalqualifications
Status of conformity with independence (Note 2) Status of conformity with independence (Note 2) Status of conformity with independence (Note 2) Status of conformity with independence (Note 2) Status of conformity with independence (Note 2) Status of conformity with independence (Note 2) Status of conformity with independence (Note 2) Status of conformity with independence (Note 2) Status of conformity with independence (Note 2) Status of conformity with independence (Note 2) Number
of other
public
entities in
which the
committee
member is
also a
committee
member



Remarks
(Note 3)
An instructor or
higher position
in a department
of commerce,
law, finance,
accounting, or
other academic
department
related to the
business needs
of the
Company in a
public or
private junior
college, college
or university
A judge, public
prosecutor,
attorney, certified
public accountant,
or other
professional or
technical specialist
who has passed a
national
examination and
been awarded a
certificate in a
profession
necessary for the
business
Having work
experience in
the field of
commerce,
law, finance,
or
accounting,
or otherwise
necessary for
the business
of the
Company
1 2 3 4 5 6 7 8 9 10
Independent
Director
LIN, LI-
YUN
Others WANG,
WEN-
HSIAN
Independent
Director
CHOU,
CHE-
NAN

Note 1: Please indicate whether they are a director, independent director or other.

  • Note 2: For each member who has met the following criteria during the two years prior to and during their term of office, please tick “�” in the space below each criteria code.

  • (1) Not an employee of the company or any of its affiliates.

  • (2) Not a director or supervisor of the Company or its affiliated companies (however, this does not apply to independent directors appointed in accordance with the laws of the local country by, and concurrently serving as such at, a company or its parent or subsidiary or a subsidiary of the same parent).

  • (3) Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or more of the total number of issued shares of the Company or ranks as one of its top ten shareholders.

  • (4) Not a manager listed in (1), a relative within the second degree of kinship, or a direct blood relative within the third degree of kinship of an employee listed in the preceding three paragraphs (2) or (3).

  • (5) Not a director, supervisor, or employee of a corporate shareholder that directly holds five percent or more of the total number of issued shares of the Company, ranks among the top five in shareholdings, or has designated its representative to serve as a director or supervisor of the Company under Article 27, Paragraph 1 or 2 of the Company Act (however, this does not apply to independent directors appointed in accordance with the laws of the local country by, and concurrently serving as such at, a company and its parent or subsidiary or a subsidiary of the same parent).

  • (6) Not a director, supervisor, or employee of another company with the number of directors in the Company or shares entitled to votes accounting for a majority that is controlled by the same person (The same does not apply, however, to independent directors set up by the Company or its parent company or subsidiary or a subsidiary that shares the same parent company according to the Act or the local laws and regulations.)

  • (7) Not a director, supervisor, or employee of another company or institution whose chairman, general manager, or someone assigned with similar responsibilities is the same person or the spouse of that of the Company (The same does not apply, however, to independent directors set up by the Company and its parent company or subsidiary or a subsidiary that shares the same parent company according to the Act or the local laws and regulations.)

  • (8) Not a director, supervisor, or manager, or shareholder holding at least 5% of shares of a specific company or institution that is financially or commercially related to the Company (The same does not apply, however, if the said specific company or institution holds at least 20% yet less than 50% of the circulating shares of the Company and to independent directors set up by the Company and its parent company or subsidiary or a subsidiary that shares the same parent company according to the Act or the local laws and regulations.)

  • (9) Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that provides auditing services to the Company or any affiliate of the Company, or that provides commercial, legal, financial, accounting or related services to the Company or any affiliate of the Company for which the provider in the two most recent years has received cumulative compensation exceeding NT$500,000, or a spouse thereof. However, this does not apply to members of the remuneration committee, tender offer review committee, or special committees for mergers and acquisitions which exercise authority under the Securities and Exchange Act and the Business Mergers And Acquisitions Act.

  • (10) None of the circumstances described in each subparagraphs of Article 30 of the Company Act.

-24-

Note 3: If the member is a director, please state whether they meet the requirements of Article 6, Paragraph 5 of the “Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Taiwan Stock Exchange or the Taipei Exchange”.

(2) Information on the operation of the remuneration committee

I. There are three members on the remuneration committee of the Company.

II. The term of office of the current members: June 22, 2018, to June 21, 2021. There were 4 meetings held by the remuneration committee in the most recent year (A), and the qualifications and attendance of the members are as

follows:

follows:
Position Name Actual attendance
(B)
Attendance by proxy Actual attendance rate (%)
(B/A) (Note)
Remarks
Convener LIN,LI-YUN 2 - 100
Committee
member
WANG, WEN-HSIAN 2 - 100
Committee
member
CHOU, CHE-NAN 2 - 100
Other matters to be recorded:
1. Major resolutions of meetings of the remuneration committee in 2020:
Meeting date
Term
Contents and results of proposals
The Company’s treatment of the remuneration
committee’s opinion
2020-03-05
4th term
6th
meeting
1. Approval for the appropriation of the Company’s
2019 remuneration for employees, directors and
supervisors.
2. Approval for the retirement of the construction
business division’s vicepresident.
Approved by the board of directors with the
consent of all directors present at the meeting
2020-07-30
4th term
7th
meeting
Approval for the appropriation of the Company’s 2019
remuneration for directors and supervisors.
Approved by the board of directors with the
consent of all directors present at the meeting

-25-

  1. Status of fulfilling social responsibility: In addition to maintaining regular operations and maximizing the interests of shareholders, the Company has established the Chainqui Construction Education and Culture Foundation to actively participate in environmental protection, community involvement, social contribution, social services, social welfare, consumer rights, human rights, safety and health, and other social responsibility issues.

Status of fulfilling social responsibility

Assessment item Implementationstatus Implementationstatus Implementationstatus Deviations from
“Corporate
Social
Responsibility
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies”
andReasons
Ye
s
N
o
Summary explanation
I. Has the Company formulated relevant
risk
management
policies
or
strategies, based on the materiality
principle, to assess risks pertaining to
the
environment,
social
and
governance issues pertinent to the
Company’s operations? (Note 3)
The Company’s top-level risk management unit is the board of
directors. The Company’s Practical Guides on Governance and
Practical Guides on Corporate Social Responsibility have been
put in place, for strategies pertinent to risk management.The
Company’s business philosophy and corporate social
responsibility are regularly advocated at monthly and other
meetings.
No material
difference
II. Has the Company established a full-
time (part-time) unit driving corporate
social responsibility and has the board
authorized senior management for
handling and reporting updates to the
board?
The Company has yet to set up a full-time (part-time)
corporate social responsibility unit.
It will be
implemented
in accordance
with laws and
regulations.
III. Environmental issues
(I)
Has the Company established an
environment management system
suitable to the characteristics of the
industry it operates in?
(II)
Has the Company strived to enhance
utilization efficiency of resources
and use recycled materials with a
lower environmental impact?
(III) Has the Company assessed its
potential risks and opportunities
now and the future regarding
climate
change,
and
adopted
responding measures in climate
change issues?
(IV) Has
the
Company
tallied
its
greenhouse gas emissions, water
consumption and waste emissions
during the past two years, and
formulated
policies
in
energy



(I) The company is committed to "green building" planning
and design for all the construction projects. In order to
conserve energy and reduce carbon and resources for
subsequent use and maintenance, the Company uses
environmentally friendly and energy-saving building
materials and construction methods, such as low-e glass
for exterior wall, self-cleaning titanium oxide tiles, and
hollow-core roof slab. The company strives to reduce
every construction project’s material consumption and
waste to reduce the impact on the environment
(II) The Company strives to digitalize operational procedures
to save paper consumption. Two-sided photocopying and
paper recycling/reuse are encouraged. Construction wastes
and general wastes are separated for processing. Wastes
are classified for recycling, in order to reduce
environmental pollutions and impacts.
(III) The Company’s property development projects are
strategically designed to respond to climate change and
environmental factors. To mitigate the effects of climate
change, the Company seeks to promote the green
environment and energy efficiency as advocated by the
government.
(IV)The Company adjusts air-conditioning hours and
temperatures on a timely basis for the offices. Air-
conditioners are periodically cleaned and maintained. In
2020, a total of 200 fluorescent lights in the offices were
replaced with energy-efficient LEDpanels,to save 21,000
No material
difference

-26-

efficiency, carbon and greenhouse
gas emissions reduction, water
consumption efficiency or waste
management?
(V) In the Company’s contracts with
main suppliers, is there a clause that
allows the Company to terminate or
cancel the contract at any time if the
supplier breaches its corporate
social responsibility policy and such
breach has significant influence on
the environment and the society?
kilowatt hours per annum and 11 tons of carbon emissions.
This is to reduce greenhouse gas emissions and pursue
corporate sustainability.
(V)The Company enters into contracts with main suppliers
according to laws and regulations and may terminate or
cancel the contract anytime in event of breach of corporate
social responsibility policies and significant influence on
the environment and the society.
IV. Social issues
(I)
Did the Company comply with
relevant laws and regulations, and the
International Bill of Human Rights to
formulate
relevant
management
policies and procedures?
(II) Has the Company formulated and
implemented reasonable employee
benefit policies (including wages,
holidays and other benefits), and
reflected operating performances or
results in employees’ wages?
(III) Does the company provide a safe and
healthy working environment for
employees, and regularly implement
safety and health education for them?
(IV) Has the Company established an
effective career development program
for employees?
(V) Has the Company observed relevant
laws and international standards for
products and services regarding the
customers’ health and safety, clients’
privacy, marketing and labeling, and
formulated policies and complaints
procedures to protect the rights of
consumers?
(VI) Has the Company formulated a
suppliers management policy by
requiring suppliers to comply with the
regulations governing environmental
protection, occupational health and
safety and workers and human rights?






(I) The Company abides by all labor laws and respects
international human right conventions. Work rules and
relevant management guidelines are formulated to protect
labor rights and legal right of employees.
(II) The Company has established reasonable wages and
benefits for employees. In addition to wages, the Company
distributes remunerations to employees according to the
Articles of Incorporation. Year-end bonuses are issued
depending on operating performances of the year and
performances of individual employees. Promotions or
raises are given to best performing colleagues. Please refer
to Labor Relations on page 36 for details.
(III) The Company has set up a medical kit in the offices. Health
checks were arranged for employees from March to June
2019, to remind employees to keep an eye on their own
health.
The Company organizes fire protection
maintenance, drills or inspections for office buildings
once a year. The air conditioner is maintained once a
season. No smoking in the offices. Furthermore, the office
environment is regularly cleaned and disinfected in order
to provide a safe and healthy working environment for
employees.
(IV) The Company provides internal and external training and
education based on annual training and education plans.
Employees participate in external training programs,
according to individual business requirements, to enhance
competences and career developments.
(V) The Company’s products and services are rendered in
adherence with standard form contracts published by the
Executive Yuan and relevant regulations. There are a
customer care hotline, dedicated personnel and an email
address to handle consumer complaints and protect
consumer rights in a fair and timely manner.
(VI) The Company deals with main suppliers according to laws
and regulations. Contract clauses contain relevant
elements of the Occupational Safety and Health Act. It is
not allowed to hire illegal labor or infringe intellectual
properties. In case of breach or unsuitability on the
supplier’s part, the contract may be terminated or canceled
anytime.
No material
difference

-27-

V. Has the Company prepared corporate
social responsibility reports to disclose
non-financial
information
with
reference to internationally accepted
principles or guidelines? Have the
aforesaid
reports
obtained
the
certification or guarantee from third
party verificationorganizations?
V. The Company currently does not have plans for corporate
social responsibility or corporate social responsibility
reports.
It will be
implemented
in accordance
with laws and
regulations.
VI. Other important information to help understand the operation of corporate social responsibility:
��The Company has donated $10,000 per month for ten years to the scholarship fund for GUO, JUI-ZE, the son of departed
commander GUO, EN-SHU of the fire department of the Taipei City Government.
��The Company has donated to the Taishin International Bank Charitable Foundation for the 10th “Power of Love” activity to
assist various small and medium-sized organizations in Taiwan to organize related social welfare activities.
��Donations were made to the Hualien Mennonite Foundation, Charity of Taitung Christian Hospital, Taipei Pearl S. Buck
Foundation, Chinese Taipei Volleyball Association and other social welfare organizations to provide care services for
disadvantaged elderly people and families in rural areas, to provide home care services, and to fund cultural, educational and
sports trainingforstudentsin remote areas.
VII. If the Company’s corporate social responsibility report has passed the verification standards of relevant verification organizations,
it shall be stated clearly: None.

6. Practices and actions taken by the Company for ethical corporate management:

Difference and the reason for such a difference between the fulfilment of ethical operations and the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies:

Assessment item Implementationstatus Implementationstatus Implementationstatus Deviations from
“Ethical
Corporate
Management
Best Practice
Principles for
TWSE/GTSM
Listed
Companies” and
Reasons
Yes No Summary explanation
I.
Establishment
of
Ethical
Corporate
Management Policies and Programs
(I) Did the Company formulate business
ethics policies, approved by the board, and
disclose its policy and practice of business
ethics in charters and documents to
external parties? Have the board and senior
management
proactively
implemented
these policies?
(II) Did the Company establish a risk
assessment
mechanism
for
unethical
behaviors, conduct regular analysis and
evaluation of the operating activities
within the scope of business and with a
higher level of risks for unethical
behaviors, and refer to the findings for the
structuring of action plans for prevention
of unethical behaviors, by covering at least
the preventive measures described in
Article 7-2 of the Ethical Corporate
Management Best Practice Principles for
TWSE/GTSM Listed Companies?
(III) Did the company establish policies to
prevent unethical conduct with clear


(I) The Company has formulated and the board has
approved the Principles of Ethical Businesses and
Code of Moral Conduct. These are disclosed on the
Company’s website and the Market Observation Post
System, so that the board, management and employees
can implement and comply.
(II) The
Company
has
established
an
effective
accounting system and internal control system for
operating activities exposed to high risks of
unethical behavior. Audit Office and external
accountants regularly inspect the internal and
operating activities. It is prohibited to act illegally
such as bribery giving or acceptance, illegal political
donations
or
trade
secret
infringements.
A
whilstleblowing system has been put in place to
prevent dishonest behavior.
(III) The Company has formulated "Procedures for Ethical
Management and Guidelines for Conduct”. These
None
None
None

-28-

statements regarding relevant procedures,
guidelines for conduct, punishment for
violation, rules of appeal, and implement
the policies with commitment?
procedures define unethical behavior, stipulate
disciplinary measures for rule breaches, and
establish a complaint system. Periodical reviews and
modifications are made. A whistleblowing and
complaint channel at the Company’s website is
provided toreport anyimproperbehavior.
II. Implement Ethical Corporate Management
(I) Did the company evaluate business
partners’ ethical records and include ethics-
related clauses in business contracts?
(II) Did the Company established a dedicated
(or part-time) unit under the board to
advocate business ethics, and report to the
board regularly (at least once a year)
regarding
the
implementation
and
supervision of business ethics policies and
prevention of unethical behaviors?
(III) Did the company establish a policy to
prevent conflict of interest and provide
appropriate channels for disclosure. If so,
are they implemented?
(IV) Did the Company establish an effective
accounting system and internal control
system to implement business ethics,
formulate audit plans according to the
results of risk assessments conducted by
internal auditors on unethical behavior
risks, and refer to these plans as the basis
for inspection and prevention of unethical
behaviors or as the basis for audits by
external accountants?
(V) Did the company regularly hold internal
and external educational training on
operational integrity?





(I)
The Company’s contract signing with external parties
is reviewed and executed by legal personnel, in order
to enhance clauses on busines ethics. Contracts may
be terminated or canceled anytime in case of any
unethical behavior.
(II) Audit Office under the board and Administration
Department work together to promote business
ethics. Periodical inspections and monitoring are
performed on internal and business activities.
Relevant operations and oversight initiatives are
reported to the board once per annum.
(III) The Company's Ethical Corporate Management Best
Practice Principles and Regulations Governing
Procedure for Board of Directors Meetings specify
the policy of conflict of interest — all relevant
personnel shall refrain from any conflict of interest
with personal interests or those who may have an
interest in the Company, and the Company shall
establish
channels
for
whistle-blowing
and
complaint to enforce their implementation.
(IV) The Company has established an effective
accounting system and internal control system.
Based on risk assessments, Audit Office sets up the
annual audit plan for inspections. Inspection results
are reported to the board for follow-ups and
improvements.
Self-assessments
by
different
departments and audits by external accountants are
conducted once a year. A statement for internal
control is issued accordingly.
(V) The Company advocates from time to time at monthly
or internal meetings and provides internal training so
that employees understand the importance of code of
conduct and business ethics.
None
None
None
None
None
III. Implementation Status of the Whistle-
blowing system of the Company
(I)
Has the Company established a specific
whistle-blowing and reward system, and
set up a channel to facilitate whistle-
blowing, and assigned appropriate staffs to
deal with the object of whistle-blowing?
(II) Has the Company formulated standard
procedures
for
investigating
of
whistleblowers’ reports, follow-ups and
relevant confidentiality mechanisms after
the completion of investigations?
(III) Does the company take measures to
protect the whistleblowers from improper
treatment
as
a
result
of
the
whistleblowing?


(I)
The Company has established a whistle-blowing and
complaint system and channels in the "Procedures
for Ethical Management and Guidelines for
Conduct” and assigned the audit office to be
responsible for them.Whistle-blowing email address:
[email protected]
(II) The Company has established mechanisms for
handling whistle-blowing, investigation procedures,
examination and confidentiality in the “Procedures
for Ethical Management and Guidelines for
Conduct”.
(III) The Company clearly regulates the protection
mechanism and shall not dismiss, transfer or give
any other unfavorable discipline for any whistle-
blowingorgrievance.
None
None
None

-29-

IV. Enhance disclosure of corporate social
responsibility information
(I) Did the company disclose the content and
effectiveness of implementing its Ethical
Corporate Management Best Practice
Principles on its website and the Market
Observation Post System?
The Company discloses the information related to the
Ethical Corporate Management Best Practice Principles
on the Company's website and the Market Observation
Post System
None
V. If the Company has established its Ethical Corporate Management Best Practice Principles based on “the Ethical Corporate Management
Best Practice Principles for TWSE/GTSM Listed Companies”, please describe any discrepancy between the Principles and their
implementation: the Company's board of directors approved the amendments to the Ethical Corporate Management Best Practice
Principles, Procedures for Ethical Management and Guidelines for Conduct, etc., and their operations do not differ materially from the
EthicalCorporateManagementBestPracticePrinciplesfor TWSE/GTSM Listed Companies.
VI. Other important information to help understand the Company's ethical corporate management: (e.g., the status of the review and
amendment of the Company's Ethical Corporate Management Best Practice Principles).
1. The Company's Ethical Corporate Management Best Practice Principles was partly amended by resolution of the Board of Directors
on 3.16.2021.The Company shall establish a mechanism to assess the risk of dishonest acts and regularly analyze and evaluate the
operating activities within the scope of business that have a higher risk of dishonest acts.
2. The company has a channel for whistle-blowing and complaints. Anyone with dishonest behavior could be reported or complained
through the Internet, telephone or in writing.
3. The Company's Audit Office establishes an annual audit plan to regularly review the Company's internal operations and report the
performance to the Board of Directors on a regular basis.
  1. If the Company has formulated Corporate Governance Principles and related regulations, it shall disclose how to access them: There is a “Corporate Governance” subsection in the “Investor” section on the Company’s website for investors to inquire and download the regulations related to corporate governance.

  2. Other important information that would enhance the understanding of corporate governance operations may be disclosed together: None.

-30-

  1. Implementation of the Company’s internal control system

  2. (I) Statement on internal control

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.

Statement on the internal control system

Date: March 16, 2021

Based on the results of the self-assessment of the Company’s internal control system for 2020, the statement is as follows:

  • I. The Company recognizes that the establishment, implementation and maintenance of an internal control system is the responsibility of the board of directors and the management of the Company and that the Company has established such a system. The purpose is to reasonably ensure the effectiveness and efficiency of operations (including profits, performance and safeguarding of asset security), and that the reliability, timeliness, transparency, and regulatory compliance of reporting are achieved.

  • II. Internal control has its inherent limitations. No matter how well it is designed, an effective system of internal control can only provide reasonable assurance that the above three objectives are achieved; moreover, the effectiveness of the internal control system may change as circumstances and conditions change. However, the Company’s internal control system has a self-monitoring mechanism. Once a defect is identified, the Company will correct it immediately.

  • III. The Company determines the effectiveness of the design and implementation of the internal control system based on the criteria of the effectiveness of the internal control system stipulated in the “Regulations Governing Establishment of Internal Control Systems by Public Companies” (hereinafter referred to as the “Regulations”). The criteria of the internal control system in the “Regulations” are based on the process of management control, dividing the internal control system into five constituent components: 1. control environment, 2. risk assessment, 3. control operations, 4. information and communication, and 5. monitoring activities. Each constituent component also includes a number of items. Please refer to the “Regulations” for the aforementioned items.

  • IV. The Company has adopted the above internal control system criteria to evaluate the effectiveness of the design and implementation of the internal control system.

  • V. Pursuant to the results of the above-mentioned evaluations, the Company is of the view that the design and implementation of its internal control system as of December 31, 2020 (including its supervision and management of subsidiaries), including its awareness of the extent by which the operating effects and efficiency goals are fulfilled, reliability of reports, and compliance with relevant laws and regulations, are such that it is effective and capable of reasonably ensuring that the aforementioned goals can be achieved.

  • VI. This statement will be the main content of the Company’s annual report and prospectus and will be made available to the public. If the above-mentioned public content has false or concealed illegalities, it will be subject to legal liability under Article 20, Article 32, Article 171 and Article 174 of the Securities and Exchange Act.

  • VII. This statement was approved by the board of directors at the meeting held on March 16, 2021, and among the seven directors present at the meeting, none of them held an opposing view and all of them agreed to the contents of this statement.

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.

Chairperson: LEE, YUNG-I

President: CHIANG, CHING-FENG

-31-

  • (II) If a CPA has been appointed to audit the internal control system, the CPA’s report shall be disclosed: None.

  • If there has been any legal penalty against the Company or its internal personnel or any disciplinary penalty by the Company against its internal personnel for violation of the internal control system during the most recent year and up to the publication date of the annual report, the main shortcomings, and condition of improvement: None.

  • Major resolutions of the shareholder meeting or the board of directors meeting during the most recent year and up to the date of publication of the annual report.

  • (I) Resolutions of 2020 general shareholder meeting

Resolutions of the Company’s general shareholder meeting held on June 9, 2020, and their execution status:

Major resolutions Implementation status
Adoption of the 2019 financial reports and
statements.
Announcement of resolutions in accordance with Article 230 of the
CompanyAct.
Adoption of the 2019 earnings distribution
statement.
September 2, 2020, was set as the ex-dividend date and September
30, 2020, was set as the cash dividend payment date, with a cash
dividend of NT$0.2 per share. September 30, 2020, was the issuance
date of new stock for capital increase. Stock dividends of NT$0.5
per share were distributed in accordance with the resolution of the
board of directors.
Amendment of part of the Company’s
Articles of Incorporation.
The change of registration was approved by the competent authority on
September 16, 2020, andexecuted in accordance with the revised
operating procedures..
Amendment to the Rules of Procedure for
Shareholder Meetings of theCompany
Executed as the revised operating procedures.
Issuance of new shares through conversion
of surplus and additional paid-in capital for
2019.
September 30, 2020, was the issuance date of new stock for capital
increase. Stock dividends of NT$0.5 per share were distributed in
accordance with the resolution of thegeneral shareholder meeting.
  • (II) Major resolutions of meetings of the board of directors in 2020

  • �� Approval for the Company’s 2020 operating budget (2020-01-06)

  • �� Approval for the Company’s 2018 remuneration to employees and 2019 year-end bonuses (remuneration). (2020-01-06)

  • �� Approval to provide joint guarantee by the parent company to the Company’s 100%-owned subsidiary Chainqui Holding Co.,Ltd., which extended the credit line. (2020-03-16)

  • �� Approval for the Company’s 2019 internal control system self-assessment (2020-03-16)

  • �� Approval for amendment to the Company’s “Rules of Procedure for Shareholder Meetings”. (2020-03-16)

  • �� Approval for the amendments to the Company’s “Articles of Incorporation”. (2020-03-16)

  • �� Amendment to the Company’s “Ethical Corporate Management Best Practice Principles” and the “Ethical Management and Guidelines for Conduct”. (2020-03-16)

  • �� Approval for the Company’s “Self-Evaluation or Peer Evaluation of the Board of Directors”. (2020-0316)

  • �� Approval for the Company’s 2019 distribution of remuneration to employees, directors, and supervisors. (2020-03-16)

  • ��� Approval of the retirement of CHI, JUNG-TSUN, Vice President, Construction Business Division. (202003-16)

  • ��� Approval of matters related to the Company’s 2020 general shareholder meeting. (2020-03-16)

  • ��� Approval for the Company to implement the enhancements to the financial reporting capabilities of listed companies in accordance with official document Tai-Zheng-Shang-Yi-Zi No. 1080021452. (2020-03-16)

  • ��� Approval to change the Company’s depreciation method of property, plant and equipment and investment property from the depreciation-fixed percentage of diminishing value method to straight-line method starting from 2020. (2020-03-16)

  • ��� Approval of the Company’s 2019 financial reports and statements. (2020-03-16)

  • ��� Approval of the Company’s 2019 earnings distribution statement. (2020-03-16)

  • ��� Approval for the Company’s proposal to issue new shares through conversion of additional paid-in capital in 2019. (2020-03-16)

  • ��� Approval for the Company’s consolidated financial statements for the first quarter of 2020. (2020-05-11)

  • ��� Approval for the development of seven joint construction projects including No. 583, 2nd Subsection,

-32-

Chengzhong Section, Zhongzheng District, Taipei City. (2020-05-25)

  - ��� Approval for the development of 6 joint construction projects at Nos. 474, 474-1, 474-2, 474-4, 478-7, and 479-1 on Zhongxiao Section, Xinzhuang District, New Taipei City (2020-06-30)

  - ��� Approval for the increase of investment in the US by the foreign subsidiary in the amount of US$3 million. (2020-08-12)

  - ��� Approval for the distribution of remuneration to directors and supervisors of NT$20,675,889 for 2019. (2020-08-12)

  - ��� Approval for the Company’s ex-dividend date and other related matters. (2020-08-12)

  - ��� Approval for the Company’s consolidated financial statements for the second quarter of 2020. (2020-0812)

  - ��� Approval for the government-led urban renewal project for 28 lots (1 commercial and 3 residential, 5120 m2) at No. 61, 4th Subsection, Xinhai Section, Daan District, Taipei. (2020-10-29)

  - ��� Approval for the Company’s “2021 Internal Audit Control System Plan”. (2020-11-09)

  - ��� Approval for the Company’s “Internal Control System” and the “Financing Cycle”, “Property, Plant and Equipment Cycle” and “Payroll and Personnel Cycle” of the “Rules of Internal Auditing” (2020-11-09).

  - ��� Approval for the Company’s periodic evaluation of the independence of the certified public accountants. (2020-11-09)

  - ��� Approval for the Company’s consolidated financial statements for the third quarter of 2020. (2020-11-09)
  • (III) Important resolutions of the board of directors in 2021 up to the date of publication of the annual report

    • �� Approval for the Company’s 2021 operating budget. (2021-01-25)

    • �� Approval for the new construction project contract for “Zhongxiao Section 474 and 6 other projects” in Xinzhuang District. (2021-01-25)

    • �� Approval for the Company’s 2019 remuneration to employees and 2020 year-end bonuses (remuneration). (2021-01-25)

    • �� Approval for the Company’s 2019 remuneration to employees and 2020 year-end bonuses (remuneration). (2021-01-25)

    • �� Approval for the amendments to the Company’s “Articles of Incorporation”. (2021-03-16)

    • �� Approval for the amendments to the Company’s “Ethical Corporate Management Best Practice Principles”. (2021-03-16)

    • �� Approval for the amendments to the Company’s “Procedures for Ethical Management and Guidelines for Conduct”. (2021-03-16)

    • �� Approval for the amendments to the Company’s “Rules of Procedure for Shareholder Meetings”. (202103-16)

    • �� Approval for the amendments of the Company’s “Procedures for Election of Directors” (2021-03-16)

    • ���Approval for the amendments to the Company’s “Audit Committee Charter”. (2021-03-16)

    • ���Approval for the amendments to the Company’s “Loaning of Funds and Making of Endorsements/Guarantees”. (2021-03-16)

    • ���Approval for the amendment to the Company’s “Acquisition and Disposal of Assets”. (2021-03-16)

    • ���Approval for the Company’s 2020 distribution of remuneration to employees, directors, and supervisors. (2021-03-16)

    • ���Approval of matters related to the Company’s 2021 general shareholder meeting. (2021-03-16)

    • ���Approval for the election of directors of the Company. (2021-03-16)

    • ���Approval of the Company’s 2020 financial reports and statements. (2021-03-16)

  • Where, during the most recent year and up to the date of publication of the annual report, a director or supervisor has expressed a dissenting opinion with respect to a material resolution passed by the board of directors, and said dissenting opinion has been recorded or prepared as a written declaration: None.

  • A summary of resignations and dismissals during the most recent year and up to the date of publication of the annual report of the Company’s chairperson, president, chief accounting officer, chief financial officer, chief internal auditor, chief corporate governance officer, and chief research and development officer:

Summary of resignations and dismissals of relevant persons of the Company
April 9,2020
Summary of resignations and dismissals of relevant persons of the Company
April 9,2020
Summary of resignations and dismissals of relevant persons of the Company
April 9,2020
Summary of resignations and dismissals of relevant persons of the Company
April 9,2020
Position Name Start date End date Reasons for resignation or dismissal
None

-33-

Note: The term “relevant persons of the Company” refers to the chairperson, president, chief accounting officer, chief financial officer, chief internal auditor, chief research and development officer, etc.

V. Information on the Company’s audit fees

Informationon the Company’saudit fees Informationon the Company’saudit fees Informationon the Company’saudit fees
Name of CPA firm Name of CPA Period covered by
CPA’s audit
Remarks
KPMG Taiwan CHEN, CHUNG-CHE LAI, LI-CHEN 2020-01-01 – 2020-
12-31
Fee items
Fee bracket
Fee items
Fee bracket
Audit fee Non-audit fee Total
1 Less than$2,000 thousand
2 $2,000 thousand (inclusive)~$4,000 thousand v v
3 $4,000 thousand (inclusive)~$6,000 thousand
4 $6,000 thousand (inclusive)~$8,000 thousand
5 $8,000 thousand (inclusive)~$10,000 thousand
6 $100,000,000(inclusive)or more
  • (I) When non-audit fees paid to the certified public accountants, to the accounting firm of the certified public accountant, and to any affiliated enterprise of such accounting firm are one quarter or more of the audit fees paid thereto: Not applicable.

  • (II) When the Company changed its accounting firm and the audit fees paid for the year in which such change took place are lower than those for the previous fiscal year, the amounts of the audit fees before and after the change and the reasons shall be disclosed: Not applicable.

  • (III) When the audit fees paid for the current year are lower than those for the previous year by 15 percent or more: Not applicable.

  • (IV) Amount and nature of non-audit fees: None.

The Company’s regular evaluation of the external auditor’s independence:

Item Assessment item Compliant Compliant Compliant
Yes No N/A
1 There is no direct or material indirect financial interest with the client that
affects the independence.
V
2 The auditors have not served as directors or supervisors of the client and its
affiliates, or held other positions that directly and materially affected the
audit case,currentlyor within the last twoyears.
V
3 There are no circumstances in which advocacy of the opinions of the client
and the standpoint of its related parties could lead to doubts about the
independence.
V
4 There is no close relationships with the client and its related parties,
directors, supervisors and managers that could be an excessive concern with
or sympathyto the interests of the client.
V
5 No intimidation from the client has been experienced or felt, which may lead
to an inabilityto maintain objectivityand clarify professional skepticism.
V
6 There were no non-audit services provided to the client from the beginning
of the financial statement period of 2020 to the date of acceptance of the
assignment that could affect the independence.
V
7 There were no other circumstances that mayaffect the independence. V
(Conclusion)
CPAs CHEN, CHUNG-CHE and LAI, LI-CHEN of KPMG Taiwan have both met the Company’s
independence evaluation standards and are qualified to act as the Company’s certified public accountants

-34-

  • VI. Information on replacement of certified public accountant : Not applicable.

  • VII. Where the Company’s chairperson, president, or any managerial officer in charge of finance or accounting matters has in the most recent year held a position at the accounting firm of the Company’s certified public accountant or at an affiliated enterprise of such accounting firm: None.

  • VIII. Any transfer of equity interests and pledge of or change in equity interests by a director, supervisor, managerial officer, or shareholder with a stake of more than 10 percent during the most recent year and up to the date of publication of the annual report:

Changes in shareholding of directors, supervisors, managers and major shareholders

Position Name 2020 2020 As of April 9,2021 As of April 9,2021
Increase
(decrease) in
the number of
shares held

Increase
(decrease) in
the number of
shares held

Increase
(decrease) in
the number of
shares held

Increase
(decrease) in
the number of
shares held
Chairperson Yen Reed Investment 616,860
0
0
Representative: LEE,
YUNG-I
476,163
1,000,000

0

3,800,000
Representative: LIAO,
SHUEN-HSIN
0
0

0

0
Director Chain Da Investment 1,477,940
1,000,000

0

0
Representative: LEE,
LONG-KWANG
1,295,959
4,500,000

0

0
Director Global Industrial 890,445
0

132,000

0
Representative:
CHIANG, CHING-
FENG
0
0

0

0
Director Ci Yun International 226,531
0

(350,000)
0
Representative: CHEN,
MING-ZHI
0
0

0

0
Independent
Director
CHOU, CHE-NAN 0
0

0

0
Independent
Director
LIN, LI-YUN 4,078
0

0

0
Supervisors LEE,HUI-CHUN 184,070
0

0

0
Supervisors Shang Ying Investment
Ltd.
36,723
0

0

0
Representative: LEE,
RUI-SHAN
0
0

0

0
Major
shareholders
Chain-I Investment 2,543,787
2,600,000

482,000

0
President CHIANG, CHING-
FENG
0
0

0

0
Finance manager HUNG HSIAO-HUI 1,362
0

0

0
Accounting
manager
WANG TENG-HSIEH 0
0

0

0
Transfer of shareholding Transfer of shareholding Transfer of shareholding Transfer of shareholding Transfer of shareholding Transfer of shareholding Transfer of shareholding
Name
(Note1)
Reasons for share
transfer
(Note 2)
Transaction
date
Trading
counterparty
Relationship between the
transaction counterparty and
the Company, directors,
supervisors, managers and
shareholders holdingmore
Number of
shares

Transaction
price

-35-

than 10 percent of the shares No transfers with related parties.

Note 1: Referring to the names of directors, supervisors, managers and shareholders holding more than 10% of the shares. Note 2: Referring to acquisition or disposal.

Equity pledge information

Name (Note1)
Reasons for
change of pledge
(Note 2)
Date of
change
Trading
counterparty
Relationship between the
transaction counterparty
and the Company, directors,
supervisors, managers and
shareholders holding more
than 10 percent of the
shares
Numb
er of
shares
Share
holdin
g ratio

Pledg
e ratio

Pledge
(redemptio
n) amount
No pledging
by related
parties.

Note 1: Referring to the names of directors, supervisors, managers and shareholders holding more than 10% of the shares. Note 2: Referring to pledge or redemption

-36-

IX. Relationship information, if among the Company’s ten largest shareholders any one is a related party or a relative within the second degree of kinship of another:

Relationship information among the Company’s ten largest shareholders

April 9,2021;Unit: Shares April 9,2021;Unit: Shares April 9,2021;Unit: Shares
Name (Note 1) Shares held by the party Shares held by spouses
and minor children
Shares held under the
names of other parties
Names and relationship
information, if among the
Company’s ten largest
shareholders any one is a related
party or a relative within the
second degree of kinship of
another.
Remarks
Number of
shares
Shareholding
ratio
Number
of shares
Shareholding
ratio
Number
of
shares
Shareholding
ratio
Name Relation
Chain-I Investment 28,463,661 12.46% - - - - - -
Responsible Person:
LEE, YUNG-I
5,237,796 2.33% 202,488 0.09% - - LEE,
LONG-
KWANG
Father-son
Chain chan
Investment
21,447,410 9.55% - - - - Chain Da
Investment
Same responsible
person
Global
Industrial
Same responsible
person
Representative: LEE,
LONG-KWANG
14,255,555 6.35% 342,884 0.15% - - LEE,
YUNG-I
Father-son
Chain Da Investment 16,257,347 7.24% - - - - Chain chan
Investment
Same responsible
person
Global
Industrial
Same responsible
person
Representative: LEE,
LONG-KWANG
14,255,555 6.35% 342,884 0.15% - - LEE,
YUNG-I
Father-son
Yu Jing Construction
Co.,Ltd.
15,762,552 7.02% - - - - - -
LEE, LONG-
KWANG
14,255,555 6.35% 342,884 0.15% - - LEE,
YUNG-I
Father-son
Global Industrial 9,926,897 4.42% - - - - Chain Da
Investment
Same responsible
person
Chain chan
Investment
Same responsible
person
Representative:
CHIANG, CHING-
FENG
- - - - - - - -
Yen Reed Investment 6,785,029 3.02% - - - - - -
Representative:
LEE, YUNG-I
5,237,796 2.33% 202,488 0.09% - - LEE,
LONG-
KWANG
Father-son
Representative:
LIAO,SHUEN-HSIN
- - - - - - - -
LEE, YUNG-I 5,237,796 2.33% 202,488 0.09% - - LEE,
LONG-
KWANG
Father-son
WU,SHEN-HUANG 3,727,994 1.66%
Yong Chen
Investment Co.,Ltd.
3,715,371 1.65%

Note 1: The names of shareholders should be listed separately (juristic shareholders shall list the names of juristic shareholders and their representatives separately)

Note 2: The calculation of the percentage of shareholding shall be the total number of shares held by the holder in their own name, spouse or minor children, or in the name of others.

Note 3: The shareholder is an external party who is not a director or supervisor of the Company and no relevant information is available.

-37-

10. The shares and consolidated shareholding ratios of the same investees held by the Company, the Company’s directors, supervisors, managers, and the entities under the Company’s direct or indirect control :

Investee
companies
The Company’s
investment
The Company’s
investment
Investment by directors,
supervisors, managers and
entities directly or
indirectly controlled by
the Company
Investment by directors,
supervisors, managers and
entities directly or
indirectly controlled by
the Company
Comprehensive
investment
Comprehensive
investment
Number
of
shares
Shares ratio
(%)
Number
of shares
Shareholding
ratio
(%)
Number of
shares
Shares
ratio
(%)
Taiwan on Line
Co.,Ltd.
803,582 11.97 861,382 12.83 1,664,964 24.80

IV. Information on Capital Raising Activities

I. Capital and shares

(I) Source of capital

Year
Month
Issued
price
($)
Authorized capital Authorized capital Paid-in capital Paid-in capital Remarks Remarks Remarks
Number of shares
(thousand shares)
Amount
($ thousand)
Number of shares
(thousand shares)
Amount
($ thousand)
Source of capital ($ thousand) Capital
increased by
assets other
than cash
Other
s
January
2008
10 298,000,000
2,980,000,000

144,099,028

1,440,990,280

Capital increase of $83,846,900 by conversion of
corporate bonds
January1,2008,Jing-Shou-Shang-Zi No. 09701012580
-
April 2008
10
298,000,000
2,980,000,000

144,285,087

1,442,850,870

Capital increase of $1,860,590 by conversion of
corporate bonds.
April 18,2008,Jing-Shou-Shang-Zi No. 09701090550
-
July 2008 10 298,000,000
2,980,000,000

144,293,004

1,442,930,040

Capital increase by $79,170 by conversion of corporate
bonds
July24,2008,Jing-Shou-Shang-Zi No.09701185110
-
July 2009 10 298,000,000
2,980,000,000

144,492,026

1,444,920,260

Capital increase of $1,990,220 by conversion of
corporate bonds
July17,2009,Jing-Shou-Shang-Zi No.09801158460
-
October
2009
10 298,000,000
2,980,000,000

144,604,902

1,446,049,020

Capital increase of $1,128,760 by conversion of
corporate bonds
October 16,2009,Jing-Shou-Shang-Zi No.09801239170
-
January
2010
10 298,000,000
2,980,000,000

150,038,454

1,500,384,540

Capital increase of $54,335,520 by conversion of
corporate bonds
January20,2010,Jing-Shou-Shang-Zi No.09901011790
-
April 2010
10
298,000,000
2,980,000,000

151,572,571

1,515,725,710

Capital increase of $15,341,170 by conversion of
corporate bonds on April 20, 2010, Jing-Shou-Shang-Zi
- -
July 2010 10 298,000,000 2,980,000,000 151,664,925 1,516,649,250 Capital increase by $923,540 by conversion of corporate
bonds
April 20,2010,Jing-Shou-Shang-Zi No.9901077670
-
January
2011
10 298,000,000 2,980,000,000 149,664,925 1,496,649,250 Retirement of treasury shares of $20,000,000
January1,2011,Jing-Shou-Shang-Zi No. 10001000180
-
January
2011
10 298,000,000 2,980,000,000 151,297,498 1,512,974,980 Capital increased of $16,325,730 by conversion of
corporate bonds
January19,2011,Jing-Shou-Shang-Zi No. 10001010940
-

-38-

April 2011
10
298,000,000 2,980,000,000 151,752,042 1,517,520,420 Capital increase of $4,545,440 by conversion of
corporate bonds
April 19,2011,Jing-Shou-Shang-Zi No. 10001076300
-
September
2018
10 298,000,000 2,980,000,000 172,997,328 1,729,973,280 Capital increase of $212,452,860 by issuance of stock
from earnings
Approval date: July 27, 2018, document number:
10701092680
-
September
2019
10 298,000,000 2,980,000,000 204,136,846 2,041,368,460 Capital increase from earnings and additional paid-in
capital of $311,395,180
Approval date: July 7, 2019, document number:
10801129700
-
September
2020
10 298,000,000 2,980,000,000 224,550,300 2,245,505,300 Capital increase from earnings and additional paid-in
capital of $204,136,840
Approval date: July 27, 2020, document number:
10907270002
Note 1:
Note 2:
Note 3:
The above information is the information on changes that have been registered up to the publication date of the annual report.
The capital increase section should be annotated with the effective (approval) date and document number.
If a share is issued at a price lower than the par value, such fact shall be clearly indicated.

Note 4: If equity is contributed in the form of monetary credit, property or technical know-how, it shall be specified, and the type and amount of the contribution should be noted.

Note 5: In case of private placement, such fact shall be clearly indicated.

April 9,2021 April 9,2021 April 9,2021 April 9,2021 April 9,2021 April 9,2021 April 9,2021 April 9,2021 April 9,2021 April 9,2021 April 9,2021 April 9,2021 April 9,2021
Shares Authorized capital Remarks
Type Outstandingshares Unissued Shares Total
Registered
common stock
224,550,300 - 224,550,300 73,449,700 298,000,000
Information on shelf registration
Shares and amount to be
issued
Issued shares and
amount
The purpose and expected
benefits of the issued part
Expected issuance
period of the
unissued part
Remarks
Total shares
Approved
amount
Number
ofshares
Price
Types of
marketable
securities
Shares and amount to be
issued
Issued shares and
amount
The purpose and expected
benefits of the issued part
Expected issuance
period of the
unissued part
Remarks
Total shares Approved
amount
Number
ofshares
Price
None

-39-

(II) Shareholder structure:

Shareholder structure

eholder structure:
Shareholder structure
eholder structure:
Shareholder structure
eholder structure:
Shareholder structure
eholder structure:
Shareholder structure
eholder structure:
Shareholder structure
eholder structure:
Shareholder structure
eholder structure:
Shareholder structure
April 09,2021
Shareholder
structure
Quantity


Government
agencies
Financial
institutions
Other
juridical
persons
Individuals Foreign
institutions and
individuals
Total
Number of
persons
0
0

34

9,527

44

9,605
Number of
sharesheld
0
0
134,886,400
66,153,548

3,096,898

204,136,846
Shares ratio 0
0.00

66.09

32.40

1.51

100

(III) Distribution of equity holdings:

Distribution of equity holdings

on of equity holdings:
Distribution of equity holdings
on of equity holdings:
Distribution of equity holdings
on of equity holdings:
Distribution of equity holdings
on of equity holdings:
Distribution of equity holdings
Par value of$10per share/April 09,2021
Shareholding range
Number of
shareholders
Number of shares held
Shares ratio
1 to 999
5,183
1,426,694
0.64
1,000 to 5,000
8,589
18,043,712
8.04
5,001 to 10,000
1,274
9,794,205
4.36
10,001 to 15,000
400
5,162,186
2.3
15,001 to 20,000
212
3,875,779
1.73
20,001 to 30,000
182
4,714,214
2.1
30,001 to 40,000
88
3,100,576
1.38
40,001 to 50,000
53
2,481,990
1.11
50,001to100,000
92
6,783,260
3.02
100,001to200,000
44
5,957,248
2.65
200,001to400,000
22
6,124,047
2.73
400,001to 600,000
6
2,928,735
1.3
600,001to 800,000
1
720,393
0.32
800,001to1,000,000
1
980,426
0.44
$1,000,001or more
23
152,457,065
67.89
Total
16,170
224,550,530
100.00
Shareholding range Number of
shareholders
Number of shares held Shares ratio
1 to 999 5,183 1,426,694
0.64
1,000 to 5,000 8,589 18,043,712
8.04
5,001 to 10,000 1,274 9,794,205
4.36
10,001 to 15,000 400 5,162,186
2.3
15,001 to 20,000 212 3,875,779
1.73
20,001 to 30,000 182 4,714,214
2.1
30,001 to 40,000 88 3,100,576
1.38
40,001 to 50,000 53 2,481,990
1.11
50,001to100,000 92 6,783,260
3.02
100,001to200,000 44 5,957,248
2.65
200,001to400,000 22 6,124,047
2.73
400,001to 600,000 6 2,928,735
1.3
600,001to 800,000 1 720,393
0.32
800,001to1,000,000 1 980,426
0.44
$1,000,001or more 23 152,457,065
67.89
Total 16,170 224,550,530
100.00

(IV) Name list of major shareholders:

Name list of major shareholders

Name of major shareholder Number of shares
held
Shares ratio
Chain-I Investment 28,463,661 12.68%
Chainchan Investment 21,447,410 9.55%
Chain DaInvestment 16,257,347 7.24%
Yu Jing ConstructionCo.,Ltd. 15,762,552 7.02%
LEE,LONG-KWANG 14,255,555 6.35%
Global Industrial 9,926,897 4.42%
Yen ReedInvestment 6,785,029 3.02%
LEE,YUNG-I 5,237,796 2.33%
WU, SHEN-HUANG 3,727,994 1.66%
YongChen Investment Co.,Ltd. 3,715,371 1.65%

(V) Market price, net worth, earnings, dividends per share, and related information over the past two years:

Item Fiscal year
2019
2020 Up to March 31,
2021
Market value per share
(Note 1)
Maximum 31.50
Minimum 22.50
Average 27.28

-40-

Net asset value per share
(Note 2)
Before distribution Before distribution 21.70 N/A

After distribution 21.70
Earnings per share Weighted-average shares(thousand shares) 204,136
Earnings per share
(Note 3)

Before adjustment
1.96
After adjustment 1.96
Dividend per share Cash dividends 0.2
Capital surplus cashpayment
Stock dividend
at no cost



Stock dividend from
retained earnings
0.5
Stock dividend from
additionalpaid-in capital

0.5
Accumulated dividend -
Analysis of return on
investment
Price-to-earningratio(Note 5) 12.63
Ratio of dividend(Note 6) Note
Dividendyield(Note 7) Note

Note: The proposal for the 2020 stock dividend from retained earnings has not yet been approved by the shareholder meeting.

  • (VI) The Company’s dividend policy and implementation status:

  • Dividend policy:

The Company is in the construction industry and is currently in a mature stage. It will continue to invest in business development activities and seek new opportunities to transform the Company in order to ensure its competitiveness in the market. The Company’s dividend policy at this stage is based on the Company’s future capital budget plan, which will be used to measure the capital requirements for the coming years, then appropriately distribute stock dividends or cash dividends to shareholders. If the cash dividends are not less than 10% of the total amount distributed to shareholders but the debt ratio in the annual financial statements exceeds 50% or the Company has significant operating expenses that exceed 10% of the paid-in capital, the Company may reduce the percentage of the cash dividends or issue stock dividends instead.

  1. Dividend distribution proposed at the shareholder meeting:

  2. The dividend distribution proposed at the shareholder meeting was $1.5 per share.

  3. Expected material change in dividend policy: None.

  4. (VII) Effect upon business performance and earnings per share of any stock dividend distribution proposed or adopted at the shareholder meeting:

The Company has not announced its financial forecast for 2020, so it is not applicable.

(VIII) Remuneration for employees, directors and supervisors:

  1. The percentages or ranges with respect to the remuneration of employees, directors and supervisors, as set forth in the Company’s Articles of Incorporation:

  2. A. In accordance with Article 22 of the Company’s Articles of Incorporation, the Company shall first pay taxes and cover losses, then set aside 10% of its annual surplus as legal reserve, except when the accumulated legal reserve has reached the Company’s total capital, and shall set aside or reverse the special reserve in accordance with the law, and the remaining amount, together with the accumulated undistributed earnings of previous years, shall be distributed after the board of directors prepares a motion for distribution and submits it to the shareholders meeting for resolution:

  3. B. The Company shall distribute no less than 1% of the earnings of the current year to its employees, and shall distribute no more than 5% of the earnings of the current year to its directors and supervisors. However, if the Company still has accumulated losses, these shall be made up. Earnings for the current year referred to in the preceding paragraph represent earnings before income taxes for the year, before the distribution to employees, directors and supervisors. The distribution of remuneration to employees, directors and supervisors shall be made by a resolution of the board of directors with two-thirds of the directors present and a majority of the directors agreeing to the motion, and reported to the shareholder meeting. The earnings distribution to employees may be in the form of stock or cash, and the target includes employees of subordinate companies under certain conditions.

  4. The basis for estimating the amount of employee, director, and supervisor compensation, for calculating the number of shares to be distributed as employee remuneration, and the accounting treatment of discrepancies, if any, between the actual distributed amount and the estimated figure, for the current period: None.

-41-

3. Information on the approval by the board of directors for the distribution of remuneration:

  • (1) Cash or stock remuneration to employees and remuneration to directors and supervisors:
Distributable
items
Amount of distribution
proposed by the board
of directors(A)
Estimated amount for the
year the expenses are
recognized(B)
Discrepancy
(A-B)
The discrepancy, its
cause, and the status
of treatment
Remuneration to
employees
4,292,996 4,292,996 0 None
Remuneration to
directors and
supervisors
11,447,989 11,447,989 0
  • (2) The amount of any employee remuneration distributed in stocks, and the size of that amount as a percentage of the sum of the net income after tax stated in the parent company only financial reports or individual financial reports for the current period and total employee remuneration : None.

4. The actual distribution of the remuneration for employees, directors, and supervisors for the previous fiscal year:

Distributable
items
Actual amount distributed
(A)
Estimated amount for
the year the expenses
are recognized(B)
Discrepancy
(A-B)
The discrepancy, its
cause, and the status of
treatment
Remuneration to
employees
7,753,458 7,753,458 0 None
Remuneration to
directors and
supervisors
20,675,889 20,675,889 0
  • (IX) Status of the Company repurchasing its own shares: None.

II. Status of corporate bonds : None.

III. Status of preferred shares : None.

IV. Status of global depository receipts: None.

V. Status of employee stock warrants: None.

VI. Status of restricted employee shares: None.

  • VII. Status of issuance of new shares in connection with mergers or acquisitions or with acquisitions of shares of other companies: None .

VIII. Implementation of capital allocation plans: Up to the quarter before the date of publication(April 9, 2021) of the annual report, the Company did not have uncompleted fundraising activities or projects with no significant benefits.

-42-

V. Overview of operations

I. Business content

(I) Scope of business

The Company’s principal business is mainly the sale of building construction. Relative weight of business:

Relative weight(%) Relative weight(%)
Lines of business 2019 2020
Construction and sale of various commercial buildings andpublic housing 96.34 96.38
Others 3.66 3.62
  • The Company’s current products (services): The Company is in the construction industry and is mainly engaged in commissioning construction contractors to build commercial buildings and public housing in order to conduct leasing and sales business.

  • �New products (services) planned for development: Currently, the Company is improving new housing construction techniques with a focus on humanization.

(II) Overview of the industry:

  • Current status and development of the industry:

The construction industry provides funds and land to commission construction contractors to build public housing or commercial office buildings, and then sell or lease them to consumers after completion. The real estate industry has been considered as the “the locomotive of industries” for two reasons: First, it is believed that the real estate industry has a great “backward linkage” effect. In the whole process of construction, a lot of labor, financial and material resources are needed, and it takes a long time to complete projects, which involves a lot of upstream and downstream industries, such as construction contractors, building materials suppliers, registration agencies, MEP, architects, financial institutions, and related real estate services, etc. This means that when the real estate industry is booming, it can boost the growth of related industries such as those of construction materials, cement, steel, decoration, transportation, finance, brokerage, land registration agencies and others; On the other hand, since the real estate industry has the function of driving overall economic growth, it also means that real estate industry activities have the characteristic of leading the overall economy and being the leading indicator of overall economic performance, so the future growth of the construction industry is closely related to the overall economic environment, national income, government policies and population.

  • Relationship between upstream, midstream and downstream industries:

==> picture [387 x 225] intentionally omitted <==

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

Landow Registration Financial
Architects Land brokers
ners agencies institutions
Construction
companies
Building Real estate management
materials companies
i d t Real estate appraisal
companies
Building maintenance
Construction Advertisement, consignment , brokerage
and upholstery industry
contractors companies Management companies
Mechanical,
electrical, and
l bi
Consumers
----- End of picture text -----

  • Product development trends:

    • (1) Building evaluation and certification system to enhance the quality of housing

    • (2) Green building is becoming a trend

    • (3) The completion of MRT and other major transportation construction drives the construction of suburban housing

  • (4) Product design is becoming more diversified

  • a. Combination of leisure and housing

  • b. Land purchase costs rise, effects of luxury housing are growing

-43-

  • c. MRT residences

  • d. Extremely tall high-rise residential buildings

  • e. Low-priced industrial residences

  • Product competition:

Due to the large scope of the real estate market, the wide geographical coverage, and the differences in products based on location and region, the market is less competitive than other industries where there is rivalry between companies. Competition among regional projects is more obvious, and since there are many companies, the market share and changes therein are less relevant to the Company’s future performance than the sales of its projects.

House buyers are becoming more and more critical of the quality and safety of the exterior design, interior layout, building materials and equipment, and public facilities planning of their homes. People are becoming more and more concerned about the quality of living. The planning of building products and the utilization of space have become major considerations for house buyers when they are choosing a home, and the quality of construction is the key to build a reputation. In the future, the competitive advantage of housing products will be in how to improve the refinement and practicality of hardware and software such as health, technology, environmental protection, leisure, safety and comfort functions. In addition, due to the increasingly fierce competition in the real estate industry, customer satisfaction has also become an important indicator of a company’s ability to compete. For the Company, it is important to keep an eye on consumer demand and market changes in order to adopt appropriate and effective sales strategies.

In recent years, the Company has been deeply engaged in the real estate market in the Greater Taipei area, and

the future supply and growth of this market is dominated by the products in the following areas and locations:

  • ˙ The area around the MRT and residential areas only one bridge away from Taipei City: The main supply areas are Sanchong, Luzhou, Xinzhuang, Banqiao, and Xindian, which are general products for first-time buyers and can attract customers who have moved out of the Taipei City.

  • ˙ In Taipei City, relatively low-priced areas include Wenshan, Datong, and Wanhua, where products for home exchangers and two- and three-bedroom products for first-time buyers are the new focus of promotion in Taipei City.

  • ˙ Redevelopment zones in Taipei: New redevelopment zones in New Taipei City such as Xinzhuang, Sanchong, Wugu, Bali, Banqiao, and other public and private redevelopment areas have a future potential for growth and can offer two- to four-bedroom apartments for first-time buyers and home exchangers.

  • ˙ Promoting urban renewal projects in Taipei City.

In addition to the existing urban renewal projects, the Company will continue to launch projects in excellent locations and products in the suburbs of Taipei City in the future, and the Company’s business development plan is in line with the development trends of the real estate market in the Greater Taipei area.

The Company is focusing on promoting projects in the Greater Taipei area, and the products are designed to meet the needs of all levels of customers. Whether they are older home exchangers or young first-time buyers, the Company provides exquisite and cost-effective products to distinguish its products from other ordinary products in the market. Due to the good reputation of the construction projects that the Company has been offering for a long time, and with the obvious recent high prices and fast sale speeds, and even projects in New Taipei City that have set the highest price in the area, the Company has acquired a definite market position in the Greater Taipei area. In addition, the Company has a set of standard operating procedures for land development, product planning, sales of construction projects, planning and design, construction management, transaction security and after-sales services. Products have been planned and designed by the sales department through comprehensive market analysis, and with rich sales experience, construction quality control and strict management policies, all the projects launched by the Company have achieved good sales figures, which shows that the Company’s competitive ability is well recognized by house buyers. The Company sticks to its longstanding management policy of “effective resource integration, an ability to strengthen operations, active diversified development, and the establishment of a high-quality corporate image”. With flexible sales techniques to attract customers of all levels of consumer segments, the Company has established a good reputation and brand image in the market, and maintained a definite scale of project volume and sales in the market.

  • (III) Overview of technologies and research and development:

The Company is in the construction industry and is not allowed to engage in construction work according to construction regulations. The Company does not engage in the construction work itself, as construction work is contracted to qualified construction contractors. Therefore, the Company does not have a department dedicated to the research and development of production technology and product functions, and does not invest in research and development, but only engages in the development of land, product planning and sales, which is different from the general manufacturing industry. Nevertheless, the Company has a land development department which is engaged in the development of land for construction projects, appraisal and purchase management, a business department responsible for planning and design, and a construction management department responsible for engineering

-44-

control and the quality management of construction projects. Regarding patent rights, since the design planning of the Company’s products is mainly entrusted to external design teams (e.g. architects, landscape, lighting or special professional consultants, etc.) and construction work is contracted to construction contractors, no relevant patent protection is applicable to the Company’s products.

The Company’s land development is based on market forecasts and the Company’s actual operational needs, and the direction of land development is drawn up with emphasis on the diversification of land sources. The Company focuses on the future development potential of acquired land, and plans construction projects to meet the needs of different customers in order to diversify construction projects. Regarding building planning and design, the Company carefully assesses the location for products, the feature of the neighboring environment, and the needs of consumers, and cooperates with external design teams to plan and design the best quality products to satisfy the increasingly innovative market needs. In terms of sales, the sales department conducts market analysis in response to changes in the real estate consumer market, understands market trends and customer needs, accurately grasps changes in the real estate market, actively collects various real estate market information and promotions in the industry, discusses and analyzes them, thereby establishing product positions and superior marketing strategies to strengthen marketing capabilities. As for construction management, the Company strictly controls construction costs, supervises the progress of construction, and strengthens construction quality inspection in order to implement the Company’s policy of “effective resource integration, an ability to strengthen operations, active diversified development, and the establishment of a high-quality corporate image”.

  • (IV) Long- and short-term business development plans

  • (1) Short-term business development plans

High-priced products will gradually recede, and the market will be dominated by products for home exchangers and affordable general housing. The Company continues to focus on the promotion of general products in the redevelopment areas of New Taipei City and the suburbs of Taipei City.

  • (2) Long-term business development plans

  • In the long term, joint development projects in old communities in Taipei City and New Taipei City and

  • the new area in Taoyuan City are key development areas. In addition, overseas business expansion will gradually be increased. At present, the Company has long-term development plans for Vietnam and Seattle, USA.

II. Overview of market, production and sales:

  • (I) Market analysis

  • Main products are residential and business studios

    • (1) “Sweet Home” and “Chainqui Taipei Port Project” in Bali Section, New Taipei City (build before sale) “Mustard Seed Mission Foundation” project in Xinzhuang District, New Taipei City (pre-sale project)

    • (2) Inventory houses of “ChainGui Top of the Peak” on Guiyang Street, Wanhua District, Taipei City

    • (3) “Hengyang Street Project” in Zhongzheng District, Taipei City (pre-sale project), “Xinyi Sanxing Project” in Xinyi District, Taipei City (pre-sale project)

  • Market share

    • Due to the large scope of the real estate market, the wide geographical coverage, and the differences in products based on location and region, the market is less competitive than in other industries where there is rivalry between companies. The competition among regional projects is more obvious, and since there are many companies, the market share and changes therein are less relevant to the Company’s future performance than the sales of its projects. The sales price of the Company’s projects is significantly higher and the sales speed is faster than that of the regional competitors. For example, “Chainqui Zun Fong” in Wugu has a 10% higher price than local projects. In the midst of the recession, “Chainqui Top of the Peak” has also achieved very good sales results, and recently “Chainqui Sweet Home” in Bali District, New Taipei City, has also achieved good results and brand recognition in the market.
  • Future supply and demand conditions and growth of the market

    • (1) Residential housing for first-time buyers around the MRT in New Taipei City: Including housing for firsttime buyers in Sanchong, Luzhou, Xinzhuang, and Wugu, as well as relatively low-priced new redevelopment areas in Taishan and Bali, to attract the general customers moving out of Taipei city.

    • (2) In Taipei City, relatively low-priced areas include Wenshan, Datong and Wanhua, where products for home exchangers, two- and three-bedroom products for first-time buyers, and joint construction or urban renewal projects in the city center are the new focus of promotion in Taipei City.

  • Competitive niche

    • (1) Acute land development ability and excellent mastery of the market.

    • (2) Urban renewal expertise and experience, and strong capacity for development of urban renewal cases.

    • (3) Professional planning and design and the ability to create added value.

    • (4) Accurate control of project quality, progress and cost.

    • (5) Financial soundness and good credibility.

-45-

  • (6) Excellent management team, and persisting in the core business.

  • (7) Professional after-sales service, trusted and approved by customers.

  • Positive and negative factors for future development Positive factors:

  • (1) Interest rates stay low, less government control on the housing market, the central bank deregulated the credit control, and general demand for first-time buyers is ongoing. Therefore, the purchase of property and exchange of high priced houses revive.

  • (2) The new government’s “Special Act for Forward-Looking Infrastructure” to increase public construction is very favorable, and there are new policies to fight for the economy, which is beneficial to improving income.

Negative factors:

  • (1) The global economy is in recession, the domestic economy is still sluggish, the government’s industrial policy is unclear, and domestic investment is still depressed.

  • (2) Property tax and transaction tax have increased and the number of investors have plummeted.

  • (3) US-China trade war and cross-strait tensions.

  • (4) The impact of the global [COVID-19] pandemic.

  • (5) Construction costs keep rising and the shortage of labor and materials is still unsolved.

(II) Important applications and production processes of major products:

  • A: Important applications of the main products: Construction and sale of residential or commercial buildings. B. Production processes:

==> picture [416 x 241] intentionally omitted <==

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

Product Sale and After-sales
planning production service
Planning and
sales
Design and
construction
Sales
Advertisement planning
houses
Land development After-sales service
Market research and survey Product planning and design Completion and handing over
Construction
Construction design
----- End of picture text -----

(III) Supply situation of major raw materials:

The Company is in the construction industry and the major goods purchased include land for construction and the contracting of construction work.

  • (1) Land for construction

The Company has a land development department. In addition to the proactive search for suitable land by the development office, land agents also introduce suitable land to them. The source of the land acquired in the last three years is mainly from individuals. In addition, the Company also cooperates with landowners to develop construction according to the actual needs. Therefore, the supply of land for construction is stable.

  • (2) Building construction

The Company’s projects are carefully and rigorously evaluated, and each construction project is put out to public tender according to the project budget, and the best and most stable construction is chosen to cooperate with.

(IV) Any clients accounting for 10 percent or more of the Company’s total procurement (sales) amount in either of the two most recent years, the amounts bought from (sold to) each and the percentage of total procurement (sales) accounted for by each:

-46-

Main suppliers in either of the two most recent years

Unit: NT$ thousand

2019 2019 2019 2019 2020 2020 2020 2020 Up to the previous quarter in the year Up to the previous quarter in the year Up to the previous quarter in the year Up to the previous quarter in the year
Item
Name
Amount


As a percentage
of net purchases
for the year (%)
Relationship
with the
issuer
Name Amount As a
percentage of
net purchases
for the year
(%)
Relationship
with the
issuer
Name Amount As a percentage
of net purchases
up to the previous
quarter in the
year(%)
Relationship
with the
issuer
1 WHL 145,488
14.60% None Mustard 45,500 12.49% N/A
2 Others 850,762
85.40% None Others 318,888 87.51%
996,250
100% 364,388 100%

Note 1: The total of net purchase is the increase of cost of land and engineering of each construction in every year. Explanation of the reasons for increase or decrease:

The Company is in the construction industry and the major goods purchased include land and contracted work, the growth of which varies mainly with the Company’s promotion, progress of work and the Company’s overall business strategy. In addition to actively seeking suitable land by the development department, the Company also acquires land through land agents. In the last two years, land was mainly acquired from individuals. Moreover, because the area of promotion projects varies, it is reasonable that the ranking also varies depending on whom the land is acquired from.

As for contracting, the Company contracts to construction manufacturers through contracts for labor and materials and on turnkey basis, and the major contractors with whom the Company has cooperated in the past two years have not changed much. However, with different projects and the differences in size and completion progress of each project, the ranking of the relevant suppliers changes, which is reasonable.

Main customers in either of the two most recent years

Since the construction department of the Company is not able to categorize and rank the top ten customers, and sales are made to general individuals, the relevant information is not listed.

Explanation of the reasons for increase or decrease:

The Company’s operating revenues are mainly from construction revenue, rental revenue and service revenue, of which more than 90% is from construction revenue, and most of the sales are to unspecified individuals. Therefore, it is not possible to count the top ten customers in terms of construction revenue for each year. For the last two years, among the top ten customers in terms of contract value for the Company’s major sales projects, no single customer exceeded 10%.

In general, there was no repetition of major contracted customers for each of the Company’s construction revenue in the two most recent years.

(V) Indication of the production volume for the two most recent years

Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand
Year
Production
volume
Main product
(Ordepartment)
2019 2020
Capacity Quantity Amount Capacity Quantity Amount
Property ($ thousand) 996,250 784,709
Total 996,250 784,709

(VI) Indication of the volume of units sold in the two most recent years

Unit: NT$ thousand

(VI) Indication of the volume of units sold in the two most recent years
Unit: NT$thousand
(VI) Indication of the volume of units sold in the two most recent years
Unit: NT$thousand
(VI) Indication of the volume of units sold in the two most recent years
Unit: NT$thousand
(VI) Indication of the volume of units sold in the two most recent years
Unit: NT$thousand
(VI) Indication of the volume of units sold in the two most recent years
Unit: NT$thousand
(VI) Indication of the volume of units sold in the two most recent years
Unit: NT$thousand
(VI) Indication of the volume of units sold in the two most recent years
Unit: NT$thousand
(VI) Indication of the volume of units sold in the two most recent years
Unit: NT$thousand
(VI) Indication of the volume of units sold in the two most recent years
Unit: NT$thousand
Year
Production
volume
Main product
(or department)

2019
2020
Domestic sales Export Domestic sales Export
Quantity Amount Quantity Amount
Quantity
Amount Quantity Amount
Real estate -
1,489,423

0

0

-

1,129,908
0
0
Others -
241,130

0

0

-

208,169
0
0
Total -
1,730,553
0
0

-

1,338,077
0
0

-47-

III. The number of employees employed for the two most recent years and up to the date of publication of the annual report:

Unit:people; year;% Unit:people; year;% Unit:people; year;% Unit:people; year;%
Fiscal year 2019 2020 April 09, 2021
Number of employees
(people)
48 50 55 57
- - - -
48 50 55 57
Average age (years) 45.4 45.2 45.8
Average length of service(years) 11.85 11.17 11.42
Education levels
(%)
6% 14% 7% 9%
82% 76% 82% 80%
10% 8% 9% 9%
2% 2% 2% 2%

IV. Disbursements for environmental protection

The Company’s business scope includes real estate investment and the construction of buildings, and construction works are contracted to construction contractors. The contractors are responsible for the maintenance of the site environment and the disposal of waste, and the Company is responsible for supervising it. At present, the Company has set up protective fences around the construction site of each project to prevent the scattering of gravel and dust, and to minimize noise and vibration during construction. The Company also sends supervisors to inspect contractors’ implementation. Therefore, there are no significant environmental expenditures expected for the future.

V. Labor-capital relations

  1. The Company’s employee welfare plans, continuing education, training, retirement systems, and their implementation status, and the status of labor-capital agreements and measures for preserving the rights and interests of employees: The Company is committed to providing employees with a competitive remuneration and welfare system, upholding the concept of sharing profits with employees, and attracting, developing and motivating talented people from every field, to encourage employees to work with the Company to innovate operational performance and achieve the goal of sustainable management.

  2. (1) Employee remuneration and welfare plans and their implementation status

  3. A. Salary system: The salaries of the Company’s employees are paid reasonably according to their position, work experience, education, professional knowledge and skills, and do not vary by gender, age or race. The Company participates in an inter-industry salary survey every year and promotes or adjusts employee salaries according to the market salary level, price fluctuations, the Company’s overall operations and individual performance.

    • In 2020, some employees received one salary increase. The average salary adjustment for employees was

    • 1.53%, and the maximum salary increase for individuals was 12%.

  4. B. Employee remuneration: In accordance with the Company’s Articles of Incorporation, employee remuneration shall be distributed at a rate of not less than 1% of the current year’s profit, and the amount and method of distribution shall be submitted by the remuneration committee to the board of directors for resolution and shall be reported to the shareholder meeting. Payments will be paid according to the duties, contributions and performance of the employee.

  5. C. Year-end bonus, performance bonus: Remuneration will be distributed based on the evaluation of the Company’s overall operating performance and the performance of each employee.

  6. D. Employee welfare: The Company provides employees with winter and summer uniforms, parking spaces, health checkups, group insurance (life insurance, accident insurance, hospitalization insurance), year-end banquet, festivals, family days, and other activities, and parties for all employees and departments from time to time. A budget is also set aside each year for departments to plan their own departmental or interdepartmental activities in order to let them share their feelings and improve communication among colleagues.

The Company’s employee welfare committee organizes domestic and overseas trips every year from time

-48-

to time, and regularly gives out annual gifts and benefits for weddings, child births, funerals, clubs and other subsidies for celebrations or condolences. The welfare system is excellent and employees can live stable lives.

  • (2) Continuing education, training and their implementation status

  • In order to implement the Company’s business policy and philosophy and to improve the performance and quality of the work of employees, and to progress and develop both the Company and the employees, the Company may organize the following training according to the work demands and development of the employees.

  • A. Orientation training for new employees.

  • B. Professional knowledge and skills training for current employees.

  • C. Management knowledge and skills training for current managers.

  • (3) Retirement rules and their implementation status

  • In order to stabilize the retirement life of employees, the Company has established a labor pension mechanism in accordance with the law and established the labor pension reserve supervisory committee, which is responsible for the management of the labor pension reserve.

  • The Company’s workers may apply for or be compelled to retire if they meet the conditions stipulated in Article 53 and Article 54 of the Labor Standards Act.

  • A. For workers who choose to be subject to the old system since the implementation of the “Labor Standards Act” and the “Labor Pension Act”, the average monthly salary for the six months preceding the approved retirement date is deemed to be the base of their pension. Upon approval of their retirement, they will be given two base points for each year of their years of service. However, for each year of service in excess of 15 years (30 base points), only one base point will be given for each year, and the maximum is 45 base points. If the period is less than half a year, the period will be counted as half a year. If the period is longer than half a year, the period will be counted as a year. Under these retirement regulations, the Company shall pay the entire pension, and the Company shall transfer 2% of the total monthly salary to the Bank of Taiwan’s pension account to protect the rights and interests of the employees.

  • B. From July 1, 2005, employees who have chosen to be subject to the Labor Pension Act or who have joined the Company after the implementation of the new system will be subject to the defined contribution plan. The Company deposits 6% of the employee’s monthly salary into the employee’s individual pension account, and deducts the amount from the employee’s monthly salary for the individual pension account of the Bureau of Labor Insurance according to the voluntary deposit rate.

  • (4) Labor-capital agreements

  • The Company’s personnel management regulations and work manuals are based on the Labor Standards Act, and many of the provisions are more beneficial than the scope of the Act, and they are approved and recorded by the competent authority, so that all employees can comply with them as a whole.

  • The Company holds regular monthly meetings with the entire staff to listen directly to their views and suggestions on the Company’s innovations, to promote the Company’s various systems and policies, to improve the quality of performance, and to review administrative affairs. Regular quarterly labor-capital meetings are held to communicate and coordinate the Company’s operations, employee benefits and work environment improvements, etc. The communication channel between labor and capital is very good so that a harmonious relationship is maintained.

  • (5) Measures for preserving the rights and interests of employees The Company has always emphasized employee welfare policies and reviews and improves them at any time in response to changes in the social and economic environment. Any new or amended measures regarding labor relations are made after communication between employees and employers in order to protect the rights and interests of employees.

  • List any losses suffered by the Company in the most recent year and up to the annual report publication date due to labor disputes, and disclose an estimate of possible expenses that could be incurred currently and in the future and measures being or to be taken. If a reasonable estimate cannot be made, an explanation of the facts why it cannot be made shall be provided:

  • The Company’s labor-capital relations are harmonious, and labor and capital share the same prosperity. There have been no major labor disputes, nor have any losses been suffered due to labor disputes. Therefore, the possibility of future losses arising from labor disputes is estimated to be extremely low.

-49-

VI. Important contracts

Important contracts which are currently in force and which expired in the latest year, including sales and supply, technical cooperation, engineering, long-term loan contracts and other contracts that are significant enough to affect the interests of investors:

Nature of the
contract
Parties involved Start date and end date of
the contract
Main content of the
contract
Restrictive covenants
Loan agreement Taiwan Business Bank 2021-05-19 – 2021-05-19 Short-term secured loan
- 1-2F., No. 110 and 1-
3F., No. 112, Jixian
Rd., Sanchong Dist.,
NewTaipeiCity
None
Loan agreement Cathay United Bank 2021-01-10 – 2022-01-10 Short-term secured loan
- Xinhu Office
Loan agreement Cathay United Bank 2019-03-04 – 2022-09-04 Credit - construction
financing
Loanagreement Cathay UnitedBank 2019-03-04 – 2022-09-04 Medium-term loan
Loan agreement Hua Nan Commercial Bank
(Ximen Branch)
2020-11-24 – 2021-11-24 Credit
Loanagreement TaiwanCooperativeBank 2020-08-18– 2021-08-18 Credit
Loan agreement Far Eastern International
Bank
2020-07-16 – 2021-07-16 Credit
Loan agreement Shin Kong Commercial Bank 2020-06-04 – 2021-06-04 Short-term secured
loans- 1F., Jixian Road
Loanagreement Hwatai Bank 2020-01-07– 2021-01-07 Credit
Loanagreement ShanghaiCommercial Bank 2021-03-01 – 2021-03-01 Credit
Loanagreement Taichung Commercial Bank 2014-09-29– 2021-09-29 Jin TaiSection
Loanagreement Taichung Commercial Bank 2019-10-23– 2022-10-23 Credit
Loan agreement TaichungCommercial Bank 2019-11-20 – 2022-11-20 Credit
Construction
contract
Yi Dong Construction Co.,
Ltd.
1095 calendar days from
start date
Chainqui Wei Feng
Construction Co., Ltd.
Each project shall be
completed in
accordance with the
Company’s
requirements upon
the agreement of both
parties, whether in
advance or in
extension.
Construction
contract
Chia Yuan Create 1590 calendar days from the date
of approval and inspection
Construction on
Zhongzhuang Section,
Bali
Each project shall be
completed in
accordance with the
Company’s
requirements upon
the agreement of both
parties, whether in
advance or in
extension.
Construction
contract
Chia Yuan Create 817 calendar days from
start date
Construction on Taipei
Port Section, Bali
Each project shall be
completed in
accordance with the
Company’s
requirements upon
the agreement of both
parties, whether in
advance or in
extension.

-50-

VI. Overview of Financial Status

I. Condensed balance sheets and statements of comprehensive income for the five most recent years, showing the name of the certified public accountant and the audit opinion:

(1) Consolidated condensed balance sheets and statements of comprehensive income

Condensed balance sheet

Unit: NT$ thousand

Fiscal year
Item
Fiscal year
Item

Financial information for the last fiveyears(Note1)

Financial information for the last fiveyears(Note1)

Financial information for the last fiveyears(Note1)

Financial information for the last fiveyears(Note1)

Financial information for the last fiveyears(Note1)
Financial
information up
to month day
year of this
year(Note3)
2016 2017 2018 2019 2020
Current assets 7,241,191
7,396,776

8,202,088

5,783,105

5,221,780

N/A












Property, plant and equipment
(Note 2)
200,404
198,366

204,909

196,863

200,231
Intangible assets 122
147

105

310

541
Other assets(Note 2) 369,162
349,543

352,905

2,538,821

2,425,330
Total assets 7,810,879
7,989,832

8,760,007

8,519,099

7,847,882
Current
liabilities
Before
distribution
4,149,810
4,593,658

4,385,820

2,391,367

1,884,395
After
distribution
4,149,810
4,593,658

4,385,820

2,391,367
Non-current liabilities 77,694
63,355

50,627

1,364,868

1,109,162
Total liabilities Before
distribution
4,227,504
4,657,013

4,436,447

3,756,235

2,993,557
After
distribution
4,227,504
4,657,013

4,436,447

3,756,235
Equity attributed to owners of
theparent company
3,334,907
3,100,268

4,122,569

4,429,911

4,540,784
Capital 1,517,520
1,517,520

1,729,973

2,041,368

2,245,505
Additionalpaid-in capital 919,948
919,948

920,781

748,668

647,558
Retained
earnings
Before
distribution
921,595
769,382

4,558,749

1,751,022

1,840,421
After
distribution
921,595
769,382

4,558,749

1,751,022
Other equity (24,156) (106,582) (86,934) (111,147) (192,700)
Treasurystocks -
-

-
Non-controllinginterests 248,468
232,551

200,991

332,953

313,541
Total equity Before
distribution
3,583,375
3,332,819

4,323,560

4,762,864

4,854,325
After
distribution
3,583,375
3,332,819

4,323,560

4,762,864

Note 1: Assets have not been revalued.

Note 2: Listed companies or companies of which stocks are traded on the Taipei Exchange shall present it up to the quarter prior to the publication date of the annual report. Additionally, whether the financial information has been either reviewed or audited by certified public accountants or not shall be specified. Note 3: The above-mentioned figures after distribution shall be stated in accordance with the resolution of the shareholder meeting of the following year. Note 4: If the Company was notified by the competent authority that it should correct or restate the financial information, it should state the corrected or restated figures and indicate the circumstances and reasons.

Note 5: The proposal for the 2020 earnings distribution statement has not yet been approved by the shareholder meeting.

-51-

Condensed statement of comprehensive income

Unit: NT$ thousand

Year
Item

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)
Financial
information up
to month day
year of this year
(Note3)
2016 2017 2018 2019 2020
Operatingincome 589,909 1,136,535 3,950,639 1,730,553 1,338,077 N/A
Grossprofit 204,958 288,655 1,531,124 762,485 784,710
Operating profit or loss 34,477 114,654 1,142,853 485,110 334,235
Non-operatingincome and expense (40,088) (45,083) (53,803) 6,685 (64,101)
Profit(loss)before tax (5,611) 69,571 1,089,050 491,795 270,134
Current net profit (loss) from
continuingoperations
(51,298) 28,928 986,870 441,340 231,789
Loss of discontinuingoperations - - - - -
Currentprofit(loss) (51,298) 28,928 986,870 441,340 231,789
Other comprehensive income of the
current period (net amount after
tax)
(7,204) (94,799) 34,044 (38,290) (95,919)
Total comprehensive income in the
currentperiod
(7,204) (65,871) 1,020,914 403,050 135,870
Net income attributed to owners of
theparent company
(56,016) 29,557 986,001 440,455 232,341
Net income attributed to non-
controllinginterests
4,718 (629) 869 885 (552)
Total comprehensive income
attributed to owners of the parent
company
(59,995) (52,536) 1,016,474 410,256 150,742
Total comprehensive income
attributed to non-controlling
interests
1,493 (13,335) 4,440 (7,206) (14,872)
Earningsper share (0.37) 0.19 5.7 2.16 1.03

-52-

(2) Condensed parent company only balance sheet and statement of comprehensive income

Condensed balance sheet

Unit: NT$ thousand

Fiscal year
Item
Fiscal year
Item

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)
Financial
information up
to month day
year of this year
(Note3)
2016 2017 2018 2019 2020
Current assets 4,609,826
4,293,546

4,060,771

2,907,056

2,713,508

N/A














Property, plant and equipment
(Note 2)
195,854
193,943

192,078

190,452

190,016
Intangible assets 122
147

105

310

541
Other assets(Note 2) 2,133,460
2,385,489

2,264,423

2,727,241

2,693,861
Total assets 6,939,262
6,873,125

6,517,377

5,825,059

5,597,926
Current
liabilities
Before
distribution
3,529,768
3,711,834

2,346,564

1,381,631

1,049,468
After
distribution
3,529,768
3,711,834

2,346,564

1,381,631

Note 5
Non-current liabilities 74,587
61,023

48,244

13,517

7,674
Total liabilities Before
distribution
3,604,355
3,772,857

2,394,808

1,395,148

1,057,142
After
distribution
3,604,355
3,772,857

2,394,808

1,395,148

Note 5
Capital 1,517,520
1,517,520

1,729,973

2,041,368

2,245,505
Additionalpaid-in capital 919,902
919,948

920,781

748,668

647,558
Retained
earnings
Before
distribution
1,216,122
769,832

1,558,749

1,751,022

1,840,421
After
distribution
1,216,122
769,832

1,558,749

1,751,022

Note 5
Other equity (24,156) (106,582) (86,934) (111,147) (192,700)
Treasurystocks -
Total equity Before
distribution
3,334,907
3,100,268

4,122,569

4,429,911

4,540,784
After
distribution
3,334,907
3,100,268

4,122,569

4,429,911

Note 5

Note 1: Assets have not been revalued. Note 2: Listed companies or companies of which stocks are traded on the Taipei Exchange shall present it up to the quarter prior to the publication date of the annual report. Additionally, whether the financial information has been either reviewed or audited by certified public accountants or not shall be specified. Note 3: The above-mentioned figures after distribution shall be stated in accordance with the resolution of the shareholder meeting of the following year.

Note 4: If the Company was notified by the competent authority that it should correct or restate the financial information, it should state the corrected or restated figures and indicate the circumstances and reasons.

Note 5: The 2020 earnings distribution statement has not yet been approved by the shareholder meeting.

-53-

Condensed statement of comprehensive income

Unit: NT$ thousand

Year
Item

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)

Financial information for the last five years (Note1)
Financial
information up
to month day
year of this year
(Note3)
2016 2017 2018 2019 2020
Operatingincome 306,678
815,990

3,658,506

1,495,022

1,143,516

N/A








Grossprofit 132,833
267,548

1,492,670

745,187

478,725
Operating profit or loss 5,211
136,575

1,166,428

540,309

334,009
Non-operatingincome and expense (16,227) (66,946) (78,620) (51,841) (63,550)
Profit(loss)before tax (11,016) 69,629
1,087,808

488,468

270,459
Current net profit (loss) from
continuingoperations
(11,016)
69,629

1,087,808

488,468

270,459
Loss of discontinuingoperations -
-

-

-

-
Currentprofit(loss) (56,016) 29,557
986,001

440,455

232,341
Other comprehensive income of the
current period (net amount after
tax)
(3,979)
(82,093)

30,473

(30,199)

(81,599)
Total comprehensive income in the
currentperiod
(59,995)
(52,536)

1,016,474

410,256

150,742
Earningsper share (0.37) 0.19
5.7

2.16

1.03

Name of CPAs and audit opinions for the five most recent years

Name of CPAs and audit opinions for the five most recentyears
Fiscal
year
Name of firm Name of CPA Audit opinion Description
2016 KPMG Taiwan LAI, LI-CHEN, CHIEN, TI-NUAN Unqualified opinion
2017 KPMG Taiwan CHEN, CHUNG-CHE, LAI, LI-CHEN Unqualified opinion
2018 KPMG Taiwan CHEN, CHUNG-CHE, LAI, LI-CHEN Unqualified opinion
2019 KPMG Taiwan CHEN, CHUNG-CHE, LAI, LI-CHEN Unqualified opinion
2020 KPMG Taiwan CHEN, CHUNG-CHE, LAI, LI-CHEN Unqualified opinion

-54-

II. Financial analysis for the most recent five years

(1) Consolidated financial analysis

(1) Consolidated financial analysis (1) Consolidated financial analysis
Year (Note 1)
Distributable items

Financial analysis for the last five years
Financial
information up
to Month day,
year, of this
year(Note 2)
2016 2017 2018 2019 2020
Financial
structure (%)
Debt to asset ratio 54.12
58.29

50.64

44.09

38.14

N/A




















Ratio of long-term capital to
property, plant and equipment
1788.08
1680.14

2109.99

3103.38

2972.51
Solvency (%) Current ratio 174.49
161.02

187.01

241.83

277.11
Quick ratio 33.76
34.28

63.53

116.76

134.44
Times interest earned ratio 0.91
2.06

15.97

7.37

4.31
Operation
capacity
Receivables turnover rate(times) 7.90
16.07

15.17

5.83

11.72
Average collection days of
receivables
46.21
22.71

24.06

62.57

31.14
Inventoryturnover rate(times) 0.08
0.16

0.47

0.25

0.31
Receivables turnover rate(times) 0.87
2.41

4.40

2.04

1.35
Average days of inventorysales 4775.40
2255.67

783.37

1476.10

1194.26
Property, plant and equipment
turnover rate(times)
2.92
5.7

19.59

8.61

6.74
Total assets turnover rate(times) 0.08
0.14

0.45

0.20

0.16
Profitability Return on assets(%) (0.01) 1.05
12.48

5.82

3.63
Return on equity (%) (1.35) 0.84
25.78

9.71

4.82
Ratio of net income before tax to
paid-in capital(%)
(0.37) 7.56
62.95

23.76

12.03
Profit margin(%) (8.70) 4.58
24.98

24.09

17.32
Earningsper share($) (0.37) 2.55
5.7

2.16

1.03
Cash flow Cash flow ratio(%) -
0.19

28.05

-8.07

21.14
Cash flow adequacyratio(%) -
-41.16

1.07

-619.16

553.44
Cash re-investment ratio(%) -
-16.06

28.17

-7.92

9.59
Degree of
leverage
Degree of operatingleverage 1.18
1.05

1.00

1.11

1.17
Degree of financial leverage (1.33) 2.33
1.07

1.19

1.32
1. The decrease in times interest earned ratio was mainly due to the decrease in net income before tax
2. The decrease in receivables turnover rate was mainly due to the decrease in net sales
3. The increase in average collection days of receivables was mainly due to the decrease in inventory turnover
2. The decrease in total asset turnover rate was mainly due to the decrease in net sales
5. The decrease in return on assets was mainly due to the decrease in net income after tax
6. The decrease in return on equity was mainly due to the decrease in net income after tax
7. The decrease in the ratio of net income before tax to paid-in capital was mainly due to the decrease in net income before tax
8. The decrease in earnings per share was mainly due to the recognition of revenue from the inventory houses of Top of the Peak in 2020
9. The increase in cash flow ratio was mainly due to the increase of cash inflow from operating activities
10. The increase in cash adequacy flow ratio was mainly due to the increase of cash inflow from operating activities
11. The increase in cash re-investment ratio was mainly due to the increase of cash inflow from operating activities

-55-

(2) Parent company only financial analysis

Year (Note 1)
Analysis item
Year (Note 1)
Analysis item

Financial analysis for the five most recentyears

Financial analysis for the five most recentyears

Financial analysis for the five most recentyears

Financial analysis for the five most recentyears

Financial analysis for the five most recentyears
Financial
information up
to Month day,
year, of this
year(Note 2)
2016 2017 2018 2019 2020
Financial
structure (%)
Debt to asset ratio 51.94
54.89

36.74

23.95

18.88





















Ratio of long-term capital to
property, plant and equipment
1702.75
1598.54

2146.3

2326.0

2389.69
Solvency (%) Current ratio 130.60
115.67

173.05

210.41

258.56
Quick ratio 8.71
12.98

78.94

100.96

137.04
Times interest earned ratio 0.73
2.58

30.27

40.86

29.17
Operation
capacity
Receivables turnover rate
(times)
6.73
13.51

16.50

6.92

19.01
Average collection days of
receivables
54.21
27.02

22.12

52.78

19.20
Inventoryturnover rate(times) 0.05
0.1597

0.7984

0.4402

0.5324
Receivables turnover rate
(times)
3.35
2.28

2.41

0.92

1.69
Average days of inventorysales
6860.7

2285.07

457.14

829.17

685.57
Property, plant and equipment
turnover rate(times)
1.56
4.19

18.95

7.82

6.01
Total assets turnover rate
(times)
0.04
0.1182

0.5464

0.2423

0.2002
Profitability Return on assets(%) (0.32) 0.96
15.17

7.30

4.20
Return on equity (%) (1.61) 0.92
27.30

10.30

5.18
Ratio of net income before tax
topaid-in capital(%)
(0.73) 4.59
62.88

23.93

12.04
Profit margin(%) (18.27) 3.62
26.95

29.46

20.32
Earningsper share($) (0.37) 0.19
5.7

2.16

1.03
Cash flow Cash flow ratio(%) -
4.21

99.43

32.31

40.35
Cash flow adequacyratio(%) 107.32
-17.05

56.54

94.10

145.83
Cash re-investment ratio(%) -
-0.82

56.21

8.10

8.84
Degree of
leverage
Degree of operatingleverage 1.74
1.02

1.00

1.02

1.02
Degree of financial leverage (0.14) 1.47
1.03

1.02

1.03
1. The decrease in debt to asset ratio was mainly due to the decrease in the current liabilities
2. The increase in current ratio was mainly due to the decrease in current liabilities
3. The increase in quick ratio was mainly due to the decrease in inventory
4. The decrease in times interest earned ratio was mainly due to the decrease in net income before tax
5. The increase in receivables turnover rate was mainly due to the decrease in receivables
6. The increase in average collection days of receivables was mainly due to the decrease in inventory turnover
7. The decrease in property, plant and equipment turnover rate was mainly due to the decrease in net sales
8. The decrease in total asset turnover rate was mainly due to the decrease in net sales
9. The decrease in return on assets was mainly due to the decrease in net income after tax
10. The decrease in return on equity was mainly due to the decrease in net income after tax
11. The decrease in the ratio of net income before tax to paid-in capital was mainly due to the decrease in net income before tax
12. The decrease in earnings per share was mainly due to the recognition of revenue from the inventory houses of Top of the Peak in 2020
13. The increase in cash flow ratio was mainly due to the increase of cash inflow from operating activities
10. The increase in cash adequacy flow ratio was mainly due to the increase of cash inflow from operating activities in the five most recent
years

Note 1: If there are years that have not been audited by CPAs, it shall be noted.

  • Note 2: Listed companies or companies of which stocks are traded on the Taipei Exchange shall incorporate the financial information up to the quarter preceding the date of publication of the annual report into the analysis.

Note 3: At the end of the annual report, the following formula shall be indicated:

-56-

III. Supervisors’ review of the financial statements for 2020

Supervisors’ review report of Chainqui Construction Development Co., Ltd.

The board of directors of the Company has submitted the financial statements and the consolidated financial statements for the year ended December 31, 2020, together with the business report and the earnings distribution proposal for the year ended December 31, 2020, which have been audited by KPMG. The supervisors found no discrepancies and report that the above is in accordance with Article 219 of the Company Act.

Sincerely

The Company’s 2020 general shareholder meeting

Chainqui Construction Development Co., Ltd.

Supervisor: LEE, HUI-CHUN

Supervisor: Shang Ying Investment Ltd.

Representative: LEE, RUI-SHAN

March 16, 2021

-57-

IV. The financial reports for the most recent year

Representation Letter

The entities that are required to be included in the combined financial statements of Chainqui Construction Development Co., Ltd. as of and for the year ended December 31, 2020 under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports, and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with International Financial Reporting Standards No. 10 by the Financial Supervisory Commission, "Consolidated Financial Statements." In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, Chainqui Construction Development Co., Ltd. and Subsidiaries do not prepare a separate set of combined financial statements.

Company name: Chainqui Construction Development Co., Ltd. Chairman: Lee, Yung-I Date: March 16, 2021

-58-

Independent Auditors’ Report

To the Board of Directors of Chainqui Construction Development Co., Ltd.:

Opinion

We have audited the consolidated financial statements of Chainqui Construction Development Co., Ltd. (the" Company") and its subsidiaries (together related to as the "Group”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of another auditor (please refer to Other Matter paragraph), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the year ended December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”), endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. Based on our auditors and the reports of another auditor, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Emphasis of Matter Paragraph-Basic Accounting Principles

As disclosure in Note 4(t) of the consolidated financial statements, in order to spread the costs over the useful lifespan of its property, plant and equipment, as well as its investment properties, the Group adopted the straight-line method of accounting for depreciation beginning January 1, 2020, whereas it previously used the declining-balance method. Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

-59-

1. Revenue recognition

Please refer to notes 4(o) and 6(u) of the notes to consolidated financial statements for the accounting policy on revenue recognition and the details of revenue.

Description of key audit matter:

The construction industry, in which the Company is into, has a higher tendency of revenue fluctuation. Since the Company is a listed company, there is significant risk in fraud of sales revenue; therefore, the recognition of sales revenue is one of the most important evaluation in performing our audit procedures.

How the matter was addressed in our audit:

Our principal audit procedures included Testing the effectiveness of the design and implementing the internal control system of sales revenue. Inspection of sales contracts and real estate control transfer document etc.. Testing the samples of sales transaction before and after the end of the year to ensure the correctness of sales revenue.

2. Inventory evaluation

Please refer to notes 4(h), 5(a) and 6(f) of the notes to consolidated financial statements for the accounting policy on measuring inventory, assumptions used and uncertainties considered in determining the net realizable value and the details of inventory.

Description of key audit matter:

Inventory is a significant part of the consolidated balance sheets, and the evaluation of the inventory is determined in accordance with the IFRS, IASs, interpretation, as well as related guidance endorsed by the Financial Supervisory Commission, and the net realization. Since there is high fluctuation in the current real estate industry, there is a possible risk that the cost of inventory may be higher than the net price.

How the matter was addressed in our audit:

Our principal audit procedures included:

Based on the valuation report provided by the external real estate appraiser, and is used to inquire the method of assessment and the use of the index material and relevant information. Auditors will then consider whether the subsequent changes in the economic situation may affect its conclusions.

Through reviewing the recent selling price of the premises and the return on investment analysis chart or by inquiring the selling price of premises nearby from the “Actual Selling Price of Real Estate” website.

Other Matter

Among the subsidiaries included in Chainqui Group’s consolidated financial statements, some of the financial statements have not been audited. Those statements were audited by another auditor, whose report has been furnished to us, and our opinion, insofar as it relates to the amounts included for those subsidiaries, is based solely on the reports of another auditor. The financial statements of those certain subsidiaries reflect total assets constituting 39% and 40% of consolidated total assets at December 31, 2020 and 2019, and total operating revenues constituting 11% and 5% of consolidated total operating revenues for the years then ended.

Chainqui Construction Development Co., Ltd. has prepared its stand-along financial statements as of and for the years ended December 31, 2020 and 2019, on which we have issued an unmodified opinion.

-60-

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the IFRSs, IASs, IFRIC, SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the supervisors) are responsible for overseeing the Group’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain 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 for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the 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 Group’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. Conclude 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 the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the 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 the Group to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

-61-

  1. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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 deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Chung-Che Chen and LiChen Lai.

KPMG

Taipei, Taiwan (Republic of China) March 16, 2021

Notes to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ audit report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and consolidated financial statements, the Chinese version shall prevail.

-62-

December 31, 2019 Amount
%
1,695,798
20
54,899
1
22,120
-
56,294
1
262,576
3
99,762
1
104,930
1
42,176
-
5,152
-
-
-
47,660
1
2,391,367
28
1,346,546
16
3,719
-
8,233
-
6,370
-
1,364,868
16
3,756,235
44
2,041,368
24
748,668
9
1,751,022
20
(111,147)
(1)
(111,147)
(1)
4,429,911
52
332,953
4
4,762,864
56
8,519,099
100
8,519,099
100
December 31, 2020 Amount
%
$ 1,418,626
18
54,934
1
20,875
-
24,997
-
162,908
2
118,649
2
-
-
36,171
1
4,981
-
11,107
-
31,147
-
1,884,395
24
1,097,553
14
4,016
-
2,058
-
5,535
-
1,109,162
14
2,993,557
38
2,245,505
29
647,558
8
1,840,421
23
(192,700)
(2)
4,540,784
58
313,541
4
4,854,325
62
$
7,847,882
100
Consolidated Balance Sheets December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars) December 31, 2020
December 31, 2019
Assets
Amount
%
Amount
%
Liabilities and Equity
Current assets:
Current liabilities:
Cash and cash equivalents (Note 6(a) and Note 6(x))
$ 2,306,792
29
2,525,575
30
2100
Short-term borrowings (Notes 6(l) and 6(x))
Current financial assets at fair value through profit or loss (Notes 6(b) and
119,761
2
64,412
1
2110
Short-term notes and bills payable (Notes 6(n) and 6(x))
6(x))
2130
Current contract liabilities (Note 6(u))
Notes receivable, net (Notes 6(d) and 6(x))
23,073
-
116,713
1
2150
Notes payable (Note 6(x))
Accounts receivable, net (Notes 6(d) and 6(x))
55,032
1
33,518
-
2170
Accounts payable (Note 6(x))
Other receivables, net (Notes 6(e) and 6(x))
28,655
-
51,904
1
2200
Other payables (Note 6(x))
Inventories (for construction business), net (Notes 6(f)、8 and 9)
2,355,909
30
2,779,135
33
2220
Other payables to related parties (Note 6(x) and 7)
Prepayments
40,672
1
15,707
-
2230
Current tax liabilities
Other current financial assets (Notes 6(x) and 8)
50,585
1
39,233
1
2280
Current lease liabilities (Note 6(o) and 6(x))
Construction deposits paid (Notes 6(k) and 6(x))
129,291
2
48,954
1
2322
Long-term loans payable, current portion-other (Notes 6(m) and 6(x))
Other current assets (Note 6(k))
110,231
1
103,422
1
2399
Other current liabilities, others
Current assets recognized as incremental costs to obtain contract with
customers (Note 6(k))
1,779
-
4,532
-
Non-Current liabilities:
5,221,780
67
5,783,105
69
Non-current assets:
Non-current financial assets at fair value through other comprehensive
income (Notes 6(c), 6(x) and 8)
95,263
1
87,915
1
2540
Long-term loans (Notes 6(m) and 6(x))
2580
Non-current lease liabilities (Notes 6(o) and 6(x))
2640
Net defined benefit liability, non-current (Note 6(q))
Property, plant and equipment (Notes 6(h) and 8)
200,231
2
196,863
2
2645
Guarantee deposits received (Note 6(x))
Right-of-use assets (Note 6(i))
8,924
-
8,812
-
Investment property, net (Notes 6(j) and 8)
2,181,215
28
2,332,339
27
Total liabilities
Intangible assets
541
-
310
-
Deferred tax assets (Note 6(r))
39,627
1
17,401
-
Equity attributable to owners of parent (Note 6(s)):
Other non-current financial assets (Notes 6(x) and 8)
92,929
1
84,982
1
3110
Ordinary shares
Other non-current assets, others
7,372
-
7,372
-
3200
Capital surplus
2,626,102
33
2,735,994
31
3300
Retained earnings
3400
Other equity
Total equity attributable to owners of parent: 36XX
Non-controlling interests (Notes 6(g) and 6(s))
Total equity Total assets
$
7,847,882
100
8,519,099
100
Total liabilities and equity
1100 1110 1150 1170 1200 1320 1410 1476 1478 1479 1480 1517 1600 1755 1760 1780 1840 1980 1995

-63-

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Common Share)

4000
Total operating revenue (Notes 6(u) and 7)
5000
Total operating costs (Note 6(f) and 6(q))
Gross profit from operations
Operating expenses (Notes 6(q) and 6(v)):
6100
Total selling expenses
6200
Total administrative expenses
Total operating expenses
Net operating income
Non-operating income and expenses (Note 6(w)):
7100
Total interest income
7010
Total other income
7020
Other gains and losses, net
7050
Finance costs, net (Note 6(f))
Total non-operating income and expenses
Profit (loss) from continuing operations before tax
7951
Less: Income tax expenses (Note 6(r))
Profit (loss)
8300
Other comprehensive income:
8310
Components of other comprehensive income that will not be
reclassified to profit or loss
8311
Gains (losses) on remeasurements of defined benefit plans (Note
6(q))
8316
Unrealized gains (losses) from investments in equity instruments
measured at fair value through other comprehensive income
8349
Income tax related to components of other comprehensive income
that will not be reclassified to profit or loss
8360
Components of other comprehensive income (loss) that will be
reclassified to profit or loss
8361
Exchange differences on translation of foreign financial statements
8399
Income tax related to components of other comprehensive income
that will be reclassified to profit or loss
8300
Other comprehensive income
8510
Comprehensive income
Profit (loss), attributable to:
8610
Owners of parent
8620
Non-controlling interests
Comprehensive (loss) income attributable to:
8710
Owners of parent
8720
Non-controlling interests
Earnings per share (Note 6(t))
9750
Basic earnings per share
9850
Diluted earnings per share
2020
Amount
%
$ 1,338,077
100
784,710
59
553,367
41
110,060
8
109,072
8
219,132
16
334,235
25
4,247
-
19,729
1
(6,508)
-
(81,569)
(6)
(64,101)
(5)
270,134
20
38,345
3
231,789
17
(46)
-
7,348
-
-
-
7,302
-
(125,447)
(9)
22,226
2
(103,221)
(7)
(95,919)
(7)
$
135,870
10
$ 232,341
17
(552)
-
$
231,789
17
$ 150,742
11
(14,872)
(1)
$
135,870
10
$
1.03
$
1.03
2019
Amount
%
1,730,553
100
968,068
56
762,485
44
148,003
9
129,372
7
277,375
16
485,110
28
10,277
1
90,198
5
(16,578)
(1)
(77,212)
(4)
6,685
1
491,795
29
50,455
3
441,340
26
(1,053)
-
14,433
1
-
-
13,380
1
(62,565)
(4)
10,895
1
(51,670)
(3)
(38,290)
(2)
403,050
24
440,455
26
885
-
441,340
26
410,256
24
(7,206)
-
403,050
24
1.96
1.96

See accompanying notes to consolidated financial statements.

-64-

Total equity 4,323,560 441,340 (38,290) 403,050 - - (103,798) - - 884 139,168 - 4,762,864 231,789 (95,919) 135,870 - - (40,827) - - 880 - (4,462) (4,462) 4,854,325
Non- controlling interests 200,991 885 (8,091) (7,206) - - - - - - 139,168 - 332,953 (552) (14,320) (14,872) - - - - - - (78) (4,462) 313,541
Total equity attributable to owners of parent 4,122,569 440,455 (30,199) 410,256 - - (103,798) - - 884 - - 4,429,911 232,341 (81,599) 150,742 - - (40,827) - - 880 78 - 4,540,784
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Consolidated Statements of Changes in Equity For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars) Equity attributable to owners of parent Total other equity interest Share capital
Retained earnings
Unrealized
gains (losses) on Exchange
financial assets
differences on
measured at
translation of
fair value
Unappropriated
Total
foreign
through other
Ordinary
Capital
Legal
Special
retained
retained
financial
comprehensive
Total other
shares
surplus
reserve
reserve
earnings
earnings
statements
income
equity interest
$ 1,729,973
920,781
368,322
106,582
1,083,845
1,558,749
(26,026)
(60,908)
(86,934)
-
-
-
-
440,455
440,455
-
-
-
-
-
-
-
(1,053)
(1,053)
(43,579)
14,433
(29,146)
-
-
-
-
439,402
439,402
(43,579)
14,433
(29,146)
-
-
98,600
-
(98,600)
-
-
-
-
-
-
-
(19,648)
19,648
-
-
-
-
-
-
-
-
(103,798)
(103,798)
-
-
-
138,398
-
-
-
(138,398)
(138,398)
-
-
-
172,997
(172,997)
-
-
-
-
-
-
-
-
884
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(4,933)
(4,933)
-
4,933
4,933
2,041,368
748,668
466,922
86,934
1,197,166
1,751,022
(69,605)
(41,542)
(111,147)
-
-
-
-
232,341
232,341
-
-
-
-
-
-
-
(46)
(46)
(88,901)
7,348
(81,553)
-
-
-
-
232,295
232,295
(88,901)
7,348
(81,553)
-
-
44,046
-
(44,046)
-
-
-
-
-
-
-
24,213
(24,213)
-
-
-
-
-
-
-
-
(40,827)
(40,827)
-
-
-
102,069
-
-
-
(102,069)
(102,069)
-
-
-
102,068
(102,068)
-
-
-
-
-
-
-
-
880
-
-
-
-
-
-
-
-
78
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$
2,245,505
647,558
510,968
111,147
1,218,306
1,840,421
(158,506)
(34,194)
(192,700)
Balance at January 1, 2019 Profit (loss) Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserve appropriated Special reserve appropriated Cash dividends of ordinary share Stock dividends of ordinary share Other changes in capital surplus: Stock dividends from capital surplus Other changes in capital surplus Changes in non-controlling interests Disposal of investments in equity instruments designated at fair value through other comprehensive income Balance at December 31, 2019 Profit (loss) Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserve appropriated Special reserve appropriated Cash dividends of ordinary share Stock dividends of ordinary share Other changes in capital surplus: Stock dividends from capital surplus Other changes in capital surplus Changes in ownership interests in subsidiaries Changes in non-controlling interests Balance at December 31, 2020

-65-

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Net loss (gain) on financial assets or liabilities at fair value through profit or loss
Interest expense
Interest income
Dividend income
Other revenue, overdue dividends and compensation of board and directors
Gain on lease modifications
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Changes in operating assets:
Net loss (gain) on financial assets or liabilities at fair value through profit or loss
Decrease (increase) in contract assets
Decrease (increase) in notes receivable
Decrease (increase) in accounts receivable
Decrease (increase) in other receivable
Decrease (increase) in inventories
Decrease (increase) in prepayments
Decrease (increase) in other current assets
Decrease (increase) in other financial assets
Decrease (increase) in assets recognized as incremental costs to obtain contract with
customers
Decrease (increase) in other operating assets
Total changes in operating assets
Changes in operating liabilities:
Increase (decrease) in contract liabilities
Increase (decrease) in notes payable
Increase (decrease) in accounts payable
Increase (decrease) in other payable
Increase (decrease) in other current liabilities
Increase (decrease) in net defined benefit liability
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow (outflow) generated from operations
Interest received
Dividends received
Interest paid
Income taxes refund (paid)
Net cash flows from (used in) operating activities
2020
$ 270,134
58,038
93
1,805
81,569
(4,247)
(6,752)
880
(43)
131,343
(57,154)
-
93,640
(22,215)
23,107
361,512
(36,465)
(6,924)
(26,866)
2,753
(80,337)
251,051
(1,673)
(31,297)
(99,288)
25,976
(15,982)
(6,222)
(128,486)
122,565
253,908
524,042
4,247
6,752
(92,343)
(44,389)
398,309
2019
491,795
52,205
48
(5,303)
77,212
(10,277)
(4,016)
884
-
110,753
(28,373)
18,953
54,976
236,934
120,743
36,002
74,840
25,253
(20)
55,689
10,189
605,186
(372,899)
20,553
(360,227)
(472,622)
(95,872)
(1,524)
(1,282,591)
(677,405)
(566,652)
(74,857)
10,277
4,016
(124,172)
(8,155)
(192,891)

See accompanying notes to consolidated financial statements.

-66-

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND ITS SUBSIDIARIES

Consolidated Statements of Cash Flows (CONT’D)

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) investing activities:
Proceeds from disposal of financial assets at fair value through other comprehensive income
Acquisition of property, plant and equipment
Acquisition of intangible assets
Decrease (increase) in other financial non-current assets
Net cash flows from (used in) investing activities
Cash flows from (used in) financing activities:
Increase in short-term loans
Decrease in short-term loans
Increase in short-term notes and bills payable
Decrease in short-term notes and bills payable
Increase in long-term loans
Decrease in long-term loans
Increase in guarantee deposits received
Decrease in guarantee deposits received
Increase in other payables to related parties
Payment of lease liabilities
Cash dividends paid
Change in non-controlling interests
Net cash flows from (used in) financing activities
Effect of exchange rate changes on cash and cash equivalents
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period

See accompanying notes to consolidated financial statements.

-67-

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company history

Chainqui Construction Development Co., Ltd. (the “Company”) was established on January 27, 1973. The Company’s registered office address is located at 1F., No.201-1, Jixian Rd., Sanchong Dist, New Taipei City 241, Taiwan. The major business activities of the Company are the construction, sales, and leasing of residential and commercial buildings. Please refer to Note 14 for related information of the Group entities main business activities.

(2) Approval date and procedures of the consolidated financial statements:

The consolidated financial statements were authorized for issuance by the Board of Directors on March 16, 2021.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. (“FSC”) which have already been adopted.

The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2020:

  • ●Amendments to IFRS 3 “Definition of a Business”

  • ●Amendments to IFRS 9, IAS39 and IFRS7 “Interest Rate Benchmark Reform”

  • ●Amendments to IAS 1 and IAS 8 “Definition of Material”

  • ●Amendments to IFRS 16 “COVID-19-Related Rent Concessions”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Group assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2021, would not have a significant impact on its consolidated financial statements:

  • ●Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”

  • ●Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform Phase 2”

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The Group does not expect the following new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:

  • ●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

(Continued)

-68-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • ●IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”

  • ●Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”

  • ●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”

  • ●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • ●Annual Improvements to IFRS Standards 2018-2020

  • ●Amendments to IFRS 3 “Reference to the Conceptual Framework”

  • ●Amendments to IAS 1 “Disclosure of Accounting Policies”

  • ●Amendments to IAS 8 “Definition of Accounting Estimates”

(4) Summary of significant accounting policies:

  • (a) Statement of compliance

These consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as “the Regulations” ), International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed and issued into effect by the Financial Supervisory Commission, ROC.

(b) Basis of preparation

  • (i) Basis of measurement

Except for the following significant accounts, the consolidated financial statements have been prepared on a historical cost basis:

  • 1) Financial instruments at fair value through profit or loss are measured at fair value;

  • 2) Financial assets at fair value through other comprehensive income are measured at fair value;

  • 3) The defined benefit liabilities (assets) are measured at fair value of the plan assets less the present value of the defined benefit obligation, limited as explained in note 4(p).

  • (ii) Functional and presentation currency

The functional currency of each Group entity is determined based on the primary economic environment in which the entity operates. The consolidated financial statements are presented in New Taiwan Dollar (NTD), which is the Company’ s functional currency. All financial information presented in NTD has been rounded to the nearest thousand.

(Continued)

-69-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (c) Basis of consolidation

  • (i) Principle of preparation of the consolidated financial statements

The consolidated financial statements comprise the Company and subsidiaries. Subsidiaries are entities controlled by the Group. The Group ‘controls’ an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases. Intragroup balances and transactions, and any unrealized income and expenses arising from Intragroup transactions are eliminated in preparing the consolidated financial statements. The Group attributes the profit or loss and each component of other comprehensive income to the owners of the parent and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.

The Group prepares consolidated financial statements using uniform accounting policies for like transactions and other events in similar circumstances. Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received will be recognized directly in equity, and the Group will attribute it to the owners of the parent.

  • (ii) List of subsidiaries included in the consolidated financial statements:
Investor Subsidiary Nature of
business
Shareholding ratio
December
31, 2020
December
31, 2019
Notes
Shareholding ratio
December
31, 2020
December
31, 2019
Notes
December
31, 2020
The Company
The Company
The Company
The Company
The Company
The Company
The Company
Pao-Shin Investment Co., Ltd.
Pao-Shin Investment
Co., Ltd.
Chain-Hung
Apartment Building
Management and
Maintenance Ltd.
Chain-Shin-Hao
Supermarket Ltd.
Chain-Da
Development Co., Ltd.
Castle Rock
Investment S.A.
(SAMOA)
Chainqui Holding Co.,
Ltd. (SAMOA)
Chaninqui
Contruction Co., Ltd.
(SAMOA)
Chia-Yuan Create Co.,
Ltd.
Investing
activities
Mansions
management
Services
Conduct of
supermarket
Constructing,
selling, and
leasing of
residential and
commercial
buildings.
Investing
activities
Investing
activities
Investing
activities
Constructing
activities
%
99.99
%
99.99
%
75.00
%
82.00
%
100.00
%
100.00
%
100.00
%
100.00
%
99.99
%
99.99
%
75.00
%
82.00
%
100.00
%
100.00
%
100.00
%
100.00
(Continued)

-70-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Investor Subsidiary Nature of
business
Shareholding ratio
December
31, 2020
December
31, 2019
Notes
Shareholding ratio
December
31, 2020
December
31, 2019
Notes
December
31, 2020
Pao-Shin Investment Co., Ltd.
Pao-Shin Investment Co., Ltd.
Pao-Shin Investment Co., Ltd.
Chia-Yuan Create Co., Ltd.
Pao-Shin Investment Co., Ltd.
Castle Rock Investment S.A.
(SAMOA)
Noah Investment Capital Limited
(SAMOA)
Zenith Global Capital S.A. (SAMOA)
Chainqui Holding Co., Ltd. (SAMOA)
Chainqui Development USA LLC
Chainqui Development USA LLC
Chainqui Development USA LLC
Chainqui Construction Co., Ltd.
(SAMOA)
Galore Development Group Inc.
Chainqui Development Seattle, LLC
Rich Key Asia Ltd
Profit Asia Ltd
New Momentum Ltd
Daho Security Co.,
Ltd.
Ever Easy
Management Ltd
Noah Investment
Capital Limited
(SAMOA)
Zenith Global Capital
S.A. (SAMOA)
Lexy Star
International Co., Ltd
Chainqui
Development USA
LLC
Chainqui
Development
Belltown LLC
Chainqui
Development Virginia
LLC
Chainqui
Development
Roosevelt, LLC
Galore Development
Group Inc.
Chainqui
Development Seattle,
LLC
Chainqui
Development
Wallingford, LLC
Investing
activities
Investing
activities
Investing
activities
Security services
Investing
activities
Investing
activities
Investing
activities
Investing
activities
Investing
activities
Constructing,
selling, and
leasing of
residential and
commercial
buildings.
Constructing,
selling, and
leasing of
residential and
commercial
buildings.
Constructing,
selling, and
leasing of
residential and
commercial
buildings.
Investing
activities
Investing
activities
Constructing,
selling, and
leasing of
residential and
commercial
buildings.
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
91.83
%
82.74
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
50.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
Note a
%
100.00
%
91.03
Note b
%
82.87
Note c
%
100.00
%
100.00
%
100.00
%
100.00
100.00
%
50.00
%
100.00
%
100.00

(Continued)

-71-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Investor Subsidiary Nature of
business
Shareholding ratio
December
31, 2020
December
31, 2019
Notes
Shareholding ratio
December
31, 2020
December
31, 2019
Notes
December
31, 2020
Chainqui Development Seattle, LLC Chainqui
Development
Harborview, LLC
Constructing,
selling, and
leasing of
residential and
commercial
buildings.
%
100.00
%
100.00
  • Note a: In 2020, Chia-Yuan Create Co., Ltd. increased its investment in Daho Security Co., Ltd. by NTD40,000 thousand with shareholder ratio of 100%.

  • Note b: In 2020, the noncontrolling shareholders decreased their capital by cash in Noah Investment Capital Limited (Samoa) amounting to USD150 thousand resulting in the shareholding ratio of Castle Rock Investment S.A. (Samoa) in Noah Investment Capital Limited (Samoa) to increase from 91.03% to 91.83%.

  • Note c: In 2020, Noah Investment Capital Limited (Samoa) decreased its investment in Zenith Global Capital S.A. (Samoa) amounting to USD150 thousand, resulting in its shareholding ratio to decrease from 82.87% to 82.74%.

  • Note d: For the information on investees, please refer to Note 13(b).

(iii) Subsidiaries excluded from consolidation: None.

  • (d) Foreign currencies

  • (i) Foreign currency transactions

Transactions in foreign currencies are translated into the respective functional currencies of Group entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date. Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies using the exchange rate at the date that the fair value was determined. Non-monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction

Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:

  • 1) an investment in equity securities designated as at fair value through other comprehensive income;

  • 2) a financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is effective; or

  • 3) qualifying cash flow hedges to the extent that the hedges are effective.

(Continued)

-72-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to non-controlling interests. When the Group disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, exchange differences arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income.

  • (e) Current and non-current distinction

An asset is classified as current under one of the following criteria, and all other assets are classified as non current.

  • (i) It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is expected to be realized within twelve months after the reporting period; or

  • (iv) The asset is cash or a cash equivalent (as defined in IAS 7) unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is classified as current under one of the following criteria, and all other liabilities are classified as non current.

An entity shall classify a liability as current when:

  • (i) It is expected to be settled in the normal operating cycle;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is due to be settled within twelve months after the reporting period; or

(Continued)

-73-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (iv) The Group does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

(f) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short term cash commitments rather than for investment or other purposes should be recognized as cash equivalents.

(g) Financial instruments

Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Group becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

On initial recognition, a financial asset is classified as measured at: amortized cost; Fair value through other comprehensive income (FVOCI) – equity investment; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧ it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • ‧ its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

(Continued)

-74-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

  • 2)

  • Fair value through other comprehensive income (FVOCI )

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧ it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and

  • ‧ its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Debt investments at FVOCI are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognized in profit or loss. Other net gains and losses are recognized in other comprehensive income. On derecognition, gains and losses accumulated in other comprehensive income are reclassified to profit or loss.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Group’s right to receive payment is established.

  • 3) Fair value through profit or loss (FVTPL)

All financial assets not classified as amortized cost or FVOCI described as above are measured at FVTPL, including derivative financial assets. On initial recognition, the Group may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

(Continued)

-75-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

4) Impairment of financial assets

The Group recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, amortized costs, notes and trade receivables, other receivable, leases receivable, guarantee deposit paid and other financial assets), debt investments measured at FVOCI and contract assets.

The Group measures loss allowances at an amount equal to lifetime expected credit loss (ECL), except for the following which are measured as 12-month ECL:

  • ‧ debt securities that are determined to have low credit risk at the reporting date; and

  • ‧ other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Group’s historical experience and informed credit assessment as well as forward-looking information.

The Group considers a debt security to have low credit risk when its credit risk rating is equivalent to the globally understood definition of ‘investment grade which is considered to be BBB- or higher per Standard & Poor’s, Baa3 or higher per Moody’s or twA or higher per Taiwan Ratings’.

The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 365 days past due.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

At each reporting date, the Group assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is ‘ creditimpaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data:

  • ‧ significant financial difficulty of the borrower or issuer;

  • ‧ a breach of contract such as a default or being more than 365 days past due;

(Continued)

-76-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • ‧ the lender of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession that the lender would not otherwise consider;

  • ‧ it is probable that the borrower will enter bankruptcy or other financial reorganization; or

  • ‧ the disappearance of an active market for a security because of financial difficulties.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. For debt securities at FVOCI, the loss allowance is charged to profit or loss and is recognized in other comprehensive income instead of reducing the carrying amount of the asset.

The gross carrying amount of a financial asset is written off when the Group has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. For individual customers, the Group has a policy of writing off the gross carrying amount when the financial asset is 365 days past due based on historical experience of recoveries of similar assets. For corporate customers, the Group individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Group expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery of amounts due.

5) Derecognition of financial assets

The Group derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Group enters into transactions whereby it transfers assets recognized in its statement of balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.

(ii) Financial liabilities and equity instruments

  • 1) Classification of debt or equity

Debt and equity instruments issued by the Group are classified as financial liabilities or equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

2) Equity instrument

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

(Continued)

-77-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

3) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

  • 4) Derecognition of financial liabilities

The Group derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Group also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

  • 5) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

(h) Inventories

Inventories are measured at the lower of cost and net realizable value. When the cost of inventories is higher than the net realizable value, it should be offset against the cost to net realizable value, and the amount of inventory should be recognized as cost of goods sold in the current period. The methods of determining the net realizable value are as follows:

  • (i) Land held for development: the Group’s management estimates the net realizable value of land held for development based on market value.

  • (ii) Construction-in-progress—projects: Net realizable value is the estimated selling price (based on market value), less, the estimated costs of completion and selling expenses.

  • (iii) Properties and land held for sale: Net realizable value is estimated selling price (based on market value), less, the estimated costs of selling expenses.

(Continued)

-78-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(i) Investment property and Property, plant and equipment

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services, or for administrative purposes. Investment property is measured at cost on initial recognition, and subsequently at cost, less accumulated depreciation and accumulated impairment losses. Depreciation expense is calculated based on the depreciation method, useful life, and residual value which are the same as those adopted for property, plant and equipment.

Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount) is recognized in profit or loss.

Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.

  • (j) Property, plant and equipment

  • (i) Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

  • (iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a fixed percentage of diminishing value method basis over the estimated useful lives of each component of an item of property, plant and equipment.

Land is not depreciated.

The estimated useful lives for the current and comparative years of significant items of property, plant and equipment are as follows:

1) Buildings 3~50 years
2) Miscellaneous equipment 3~15 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(Continued)

-79-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(k) Leased

  • (i) Identifying a lease

At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether:

  • 1) the contract involves the use of an identified asset – this may be specified explicitly or implicitly, and should be physically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplier has a substantive substitution right, then the asset is not identified; and

  • 2) the customer has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and

  • 3) the customer has the right to direct the use of the asset throughout the period of use only if either:

  • the customer has the right to direct how and for what purpose the asset is used throughout the period of use; or

  • the relevant decisions about how and for what purpose the asset is used are predetermined and:

    • - the customer has the right to operate the asset throughout the period of use, without the supplier having the right to change those operating instructions; or

    • - the customer designed the asset in a way that predetermines how and for what purpose it will be used throughout the period of use.

(ii) As a leasee

The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

(Continued)

-80-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • fixed payments, including in-substance fixed payments;

  • - variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • - amounts expected to be payable under a residual value guarantee; and

  • payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • there is a change in future lease payments arising from the change in an index or rate; or

  • - there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee; or

  • - there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • - there is a change of its assessment on whether it will exercise an extension or termination option; or

  • there is any lease modifications

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Group accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Group presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.

The Group has elected not to recognize right-of-use assets and lease liabilities for short-term leases of vehicles that have a lease term of 12 months or less and leases of low-value assets, including office equipment. The Group recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

(Continued)

-81-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

For sale-and-leaseback transactions, the Group applies the requirements for determining when a performance obligation is satisfied in IFRS15 to determine whether the transfer of an asset is accounted for as a sale of the asset. If the transfer of an asset satisfies the requirement of IFRS15 to be accounted for as a sale of the asset, the Group derecognizes the transferred asset, then measures the right-of-use asset arising from the leaseback at the proportion of the previous carrying amount of the asset that relates to the right of use retained. Accordingly, the Group recognizes only the amount of any gain or loss that relates to the rights transferred to the buyer-lessor. For leaseback transaction, the Group applies the lessee accounting policy. If the transfer of an asset does not satisfy the requirement of IFRS15 to be accounted for as a sale of the asset, the Group continues to recognize the transferred asset and recognizes the financial liability equal to the transfer proceeds.

(iii) As a lessor

When the Group acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Group makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Group considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

When the Group is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short-term lease to which the Group applies the exemption described above, then it classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, the Group applies IFRS15 to allocate the consideration in the contract.

The lessor recognizes a finance lease receivable at an amount equal to its net investment in the lease. Initial direct costs, such as lessors to negotiate and arrange a lease, are included in the measurement of the net investment. The lessor recognizes the interest income over the lease term based on a pattern reflecting a constant periodic rate of return on the lessor’ s net investment in the lease. The Group recognizes lease payments received under operating leases as income on a straight-line basis over the lease term as part of ‘other income’.

(l) Intangible assets

  • (i) Recognition and measurement

Other intangible assets, including customer relationships, patents and trademarks, that are acquired by the Group and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

(Continued)

-82-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for current and comparative periods are as follows:

1) Software

5 years

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(m) Impairment of non-financial assets

At each reporting date, the Group reviews the carrying amounts of its non-financial assets (other than inventories and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(n) Provisions

A provision is recognized if, as a result of a past event, the Group has a present obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.

(Continued)

-83-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(o) Revenue

(i) Revenue from contracts with customers

Revenue is measured based on the consideration to which the Group expects to be entitled in exchange for transferring goods or services to a customer. The Group recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Group’s main types of revenue are explained below.

1) Land development and sale of real estate

The Group develops and sells residential properties and usually sales properties in advance during construction or before construction begins. Revenue is recognized when control over the properties has been transferred to the customer. The properties have generally no alternative use for the Group due to contractual restrictions. However, an enforceable right to payment does not arise until legal title of a property has passed to the customer. Therefore, revenue is recognized at a point in time when the legal title has passed to the customer.

The revenue is measured at the transaction price agreed under the contract. For sale of readily available house, in most cases, the consideration is due when legal title of a property has been transferred. While deferred payment terms may be agreed in rare circumstances, the deferral never exceeds twelve months. The transaction price is therefore not adjusted for the effects of a significant financing component. For preselling properties, the consideration is usually received by installment during the period from contract inception until the transfer of properties to the customer. If the contract includes a significant financing component, the transaction price will be adjusted for the effects of the time value of money during the period, using the specific borrowing rate of the construction project. Receipt of a prepayment from a customer is recognized as contract liability. Interest expense and contract liability are recognized when adjusting the effects of the time value of money. Accumulated amount of contract liability is recognized as revenue when control over the property has been transferred to the customer.

2) Construction contracts

The Group enters into contracts to build residential properties, commercial buildings and the Group recognizes revenue over time on the basis of the construction costs incurred to date as a proportion of the total estimated costs of the contract. The consideration promised in the contract includes fixed and variable amounts. The customer pays the fixed amount based on a payment schedule. For some variable considerations (for example, a penalty payment calculated based on delay days) the Group recognizes revenue only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur. If the Group has recognized revenue, but not issued a bill, then the entitlement to consideration is recognized as a contract asset. The contract asset is transferred to receivables when the entitlement to payment becomes unconditional public constructions. Because its customer controls the asset as it is constructed, the

(Continued)

-84-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

If the Group cannot reasonably measure its progress towards complete satisfaction of the performance obligation of a construction contract, the Group shall recognize revenue only to the extent of the costs expected to be recovered.

A provision for onerous contracts is recognized when the Group expects the unavoidable costs of performing the obligations under a construction contract exceed the economic benefits expected to be received under the contract.

Estimates of revenues, costs or extent of progress toward completion are revised if circumstances change. Any resulting increases or decreases in estimated revenues or costs are reflected in profit or loss in the period in which the circumstances that give rise to the revision become known by management.

3) Services

Revenue from services rendered is recognized in profit or loss in proportion to the stage of completion of the transaction at the reporting date. If the Group has recognized revenue, but not issued a bill, then the entitlement to consideration is recognized as a contract asset.

4) Lease income

Lease income from the investment property is recognized in income on a straight-line basis over the lease term. Incentives granted to the Group to enter into the operating lease are spread over the lease term on a straight-line basis so that the lease income received is reduced accordingly. Revenue from property rental is recognized in profit or loss, under other income.

5) Financing components

The Group does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the group does not adjust any of the transaction prices for the time value of money.

(ii) Contract costs

1) Incremental costs of obtaining a contract

The Group recognizes as an asset the incremental costs of obtaining a contract with a customer if the Group expects to recover those costs. The incremental costs of obtaining a contract are those costs that the Group incurs to obtain a contract with a customer that it would not have incurred if the contract had not been obtained. Costs to obtain a contract that would have been incurred regardless of whether the contract was obtained shall be recognized as an expense when incurred, unless those costs are explicitly chargeable to the customer regardless of whether the contract is obtained.

The Group applies the practical expedient to recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the entity otherwise would have recognized is one year or less.

(Continued)

-85-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 2) Costs to fulfil a contract

If the costs incurred in fulfilling a contract with a customer are not within the scope of another Standard (for example, IAS 2 Inventories, IAS 16 Property, Plant and Equipment or IAS 38 Intangible Assets), the Group recognizes an asset from the costs incurred to fulfil a contract only if those costs meet all of the following criteria:

  • a) the costs relate directly to a contract or to an anticipated contract that the Group can specifically identify;

  • b) the costs generate or enhance resources of the Group that will be used in satisfying (or in continuing to satisfy) performance obligations in the future; and

  • c) the costs are expected to be recovered.

General and administrative costs, costs of wasted materials, labor or other resources to fulfil the contract that were not reflected in the price of the contract, costs that relate to satisfied performance obligations (or partially satisfied performance obligations), and costs for which the Group cannot distinguish whether the costs relate to unsatisfied performance obligations or to satisfied performance obligations(or partially satisfied performance obligations), the Group recognizes these costs as expenses when incurred.

(p) Employee benefits

  • (i) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payments is available.

(ii) Defined benefit plans

The Group’s net obligation in respect of defined benefit plans is calculated separately for each the plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity. The Group determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

(Continued)

-86-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Group recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

  • (iii) Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(q) Income tax

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

  • (i) temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

  • (ii) temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) the Group has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • (ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • 1) the same taxable entity; or

(Continued)

-87-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 2) different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.

(r) Earnings per share

The Group discloses the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share are calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted-average number of ordinary shares outstanding. Diluted earnings per share are calculated as the profit attributable to ordinary shareholders of the Company, divided by the weighted-average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as convertible bonds and employee compensation.

(s) Operating segments

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the Group). Operating results of the operating segment are regularly reviewed by the Group’s chief operating decision maker to make decisions about resources to be allocated to the segment and to assess its performance. Each operating segment consists of standalone financial information.

  • (t) The reasons and effects of the change in accounting estimate

In order to spread the costs over the useful lifespan of its property, plant and equipment, as well as its investment properties. The Group management decided to adopt the Straight-line Method of accounting for depreciation beginning January 1, 2020, whereas it previously used the Decliningbalance Method. The financial statements would provide reliable and more relevant information about the effects of transactions, other events or conditions on the Group’ s financial position, financial performance, or cash flows. The change in accounting estimate would decrease the depreciation expense by $68,875 thousand and increase the profit by $55,101 thousand for the year ended December 31, 2020.

The change is accounted for on a prospective basis as required by IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors.

(Continued)

-88-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

The preparation of the consolidated financial statements in conformity with the Regulation and the IFRSs endorsed by the FSC requires management to make judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income, and expenses. Actual results may differ from these estimates.

The management continues to monitor the accounting estimates and assumptions. The management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the following period.

  • (a) Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next financial year is as follows:

  • (i) Valuation of inventories

Since the inventory is measured at a low cost and net realized value, the cost should be offset against the net realized value when the inventory cost is higher than the net realized value. The amount of deductible should be recognized as cost of sales. Please refer to Note 4 (h) for the method used in determining the net value of the net realization; also, please refer to note 6(f) for inventory evaluation.

  • (b) The Group’s accounting policies include measuring financial and non-financial assets and liabilities at fair value through profit or loss.

The Group’s financial instrument valuation group conducts independent verification on fair value by using data sources that are independent, reliable, and representative of exercise prices. This financial instrument valuation group also periodically adjusts valuation models, conducts back-testing, renews input data for valuation models, and makes all other necessary fair value adjustments to assure the rationality of fair value. The Group strives to use market observable inputs when measuring assets and liabilities. Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments are as follows:

  • (i) Level 1: quoted prices (unadjusted) in active markets for identifiable assets or liabilities.

  • (ii) Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

  • (iii) Level 3: inputs for the assets or liability that are not based on observable market data.

For any transfer within the fair value hierarchy, the impact of the transfer is recognized on the reporting date.

Please refer to notes listed as below for assumptions used in measuring fair value.

  • (i) Note 6(j) , Investment property

  • (ii) Note 6(x) , Financial instruments

(Continued)

-89-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(6) Explanation of significant accounts:

  • (a) Cash and cash equivalents
Cash on hand
Checking accounts
Demand deposits
Foreign currency deposits
Time deposits
Cash and cash equivalents
December 31,
2020
$ 455
95,732
2,077,477
13,128
120,000
$
2,306,792
December 31,
2019
459
29,092
2,343,422
12,218
140,384
2,525,575

Please refer to Note 6(x) for the interest rate risk and sensitivity analysis of the financial assets and liabilities of the Group.

  • (b) Financial assets at fair value through profit or loss

  • (i) The components of financial assets were as follows:

Financial assets at fair value through profit or loss-current:
Share of exchange-listed and OTC-listed companies
Stock of emerging-listed companies
Monetary fund
December 31,
2020
$ 29,297
14
90,450
$
119,761
December 31,
2019
24,265
21
40,126
64,412
  • (ii) For information on the Group’ s hedge of credit, currency and interest rate of the financial instruments, please refer to Note 6(x).

  • (iii) The Group loaned their financial asset at fair value through profit or loss to Yuan Securities for the purpose of earning interest revenue during the brokerage period, wherein the Group does not have the right to vote. The Group earned the total amounts $173 thousand from January 1, 2020 to December 31, 2020, as well as $29 thousand from January 1, 2019 to December 31, 2019. The book value of the financial assets leased on December 31, 2020 and 2019 were $0 thousand.

  • (iv) As December 31, 2020 and 2019, the financial assets at fair value through profit or loss of the Group had not been pledged as collateral.

(Continued)

-90-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (c) Financial assets at fair value through other comprehensive income
December 31,
2020
Equity instruments at fair value through other comprehensive
income:
Domestic Listed Common Shares:
Capital Securities Corp.
$ 67,332
Taiwan High Speed Rail Corporation
6,340
O-Bank Co., Ltd.
21,591
Total
$
95,263
December 31,
2019
55,903
7,680
24,332
87,915
  • (i) The Group holds these equity instrument as long-term strategic instrument instead of trading purpose, and are accounted for under fair value through other comprehensive income.

  • (ii) Due to changes of investment strategy in December 2019, the Group sold the shares amounting to $10,976 thousand as fair value, $4,933 thousand as disposal profit which had been transferred from other equity to retained earnings.

  • (iii) Please refer to Note 6(b) for the lending of the Group’s financial assets.

  • (iv) Please refer to Note 6(x) for credit and market risk information.

  • (v) The above financial assets were pledged as collateral for long-term borrowings and financial guarantee; please refer to Note 8.

  • (d) Notes and accounts receivable

December 31,
2020
Notes receivable
$ 23,073
Accounts receivable
57,444
Less: Loss allowance
(2,412)
$
78,105
December 31,
2019
116,713
35,930
(2,412)
150,231

The Group applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information. The loss allowance provision in Taiwan were determined as follows:

(Continued)

-91-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Current
More than 365 days
Current
More than 365 days
December 31, 2020 December 31, 2020 December 31, 2020
Gross carrying
amount
Weighted-
average loss
rate
Loss allowance
provision
$ 78,105
0%
-
2,412
100%
2,412
$
80,517
2,412
December 31, 2019
Loss allowance
provision
-
2,412
2,412
Weighted-
average loss
rate
0%
100%
Loss allowance
provision
-
2,412
2,412

The movement of allowance for expected credit losses are as follow:

Beginning balance (as ending balance) For the years ended December 31 For the years ended December 31
2020
$
2,412
2019
2,412

The aforementioned notes and trade receivable of the Group had not been pledged as collateral for long-term borrowings.

  • (e) Other receivables
Other receivables
Less: Loss allowance
December 31,
2020
$ 57,879
(29,224)
$
28,655
December 31,
2019
81,128
(29,224
51,904

The movement of the allowance for other receivables are the same as of December 31, 2020 and 2019.

For further credit risk information, please refer to Note 6(x).

(Continued)

-92-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(f) Inventories

Properties and land held for sale
Land held for development
Construction-in-progress-land and projects
Prepayments for land
December 31,
2020
$ 486,804
1,626,994
229,205
12,906
$
2,355,909
  • (i) There were no write-downs of inventories to net realizable value for the years ended December 31, 2020 and 2019.

  • (ii) The information of capitalized interests were as follows:

Interest expenses
Capitalized interest
Capitalized interest rate
For the years ended
December 31
2020
2019
87,527
127,599
5,958
50,387
1.70%~2.09%
1.84%~5.6%

(iii) As of December 31, 2020 and 2019, the aforesaid inventories were pledged as collateral. Pease refer to Note 8.

(iv) As of December 31, 2020 and 2019, the recovery of inventories expected to exceed 12 months were as follows:

Inventories December 31,
2020
$
1,869,105
December 31,
2019
2,167,398

(v) As of December 31, 2019, the Group reclassified some inventories to investment properties because the change of its purpose of holding. Please refer to Note 6(j).

(g) Subsidiaries that have material non-controlling interest

Subsidiaries that have material non-controlling interest were as follows:

Subsidiaries
Country of
registration
Chain-Da Development Co., Ltd.
Taiwan
Zenith Global Capital S.A. (SAMOA)
Samoa
Galore Development Group INC.
Samoa
Percentage of non-controlling
interests
December 31,
2020
December 31,
2019
%
18.00
%
18.00
%
17.26
%
17.13
%
50.00
%
50.00

(Continued)

-93-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The following information on the aforementioned subsidiaries have been prepared in accordance with IFRS endorsed by the FSC. Intra-group transactions were not eliminated in this information.

(i) Chain-Da Development Co., Ltd. collective financial information

Current assets
$ Current liabilities
Net assets
$
Non-controlling interest
$
Sales revenue
$
Net loss
$ Other comprehensive income
Comprehensive income
$
Net income attribute to non-controlling interest
$
Comprehensive income attribute to non-controlling interest
$
Net cash flows from operating activities
$ Cash flows from investing activities
Net decrease in cash and cash equivalents
$
Dividends to NCI
$
December 31,
2020
December 31,
2019

158,138
177,784
(31,224)
(50,317)

126,914
127,467

22,845
22,944
For the years ended December 31
2020
2019

-
22,617

(553)
(7,152)
-
-

(553)
(7,152)

(100)
(1,287)

(100)
(1,287)
For the years ended December 31
2020
2019

(19,677)
(11,688)
(22,215)
-

(41,892)
(11,688)

-
-
2020

(19,677)
(22,215)

(41,892)

-
  • (ii) ZENITH GLOBAL CAPITAL S.A. (SAMOA) collective financial information
Current assets

Non-current assets
Current liabilities
Net assets

Non-controlling interest

Sales revenue
Net income
Other comprehensive income
Comprehensive income
Net income attribute to non-controlling interest
Comprehensive income attribute to non-controlling interest
December 31,
2020
December 31,
2019
$ 184,757
199,028
416,835
436,323
(2,855)
(3,006)
$
598,737
632,345
$
103,342
108,321
For the years ended December 31
December 31,
2020
December 31,
2019
$ 184,757
199,028
416,835
436,323
(2,855)
(3,006)
$
598,737
632,345
$
103,342
108,321
For the years ended December 31
2020
$
-
$ 2,388
-
$
2,388
$
412
$
412
2019
-
7,792
-
7,792
1,335
1,335

(Continued)

-94-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Net cash flows from operating activities
Net cash flows from financing activities
Net increase in cash and cash equivalents
Dividends to NCI
For the years ended December 31
2020
2019
$ (41)
80
(4,272)
-
$
(4,313)
80
$
-
-
2020
$ (41)
(4,272)
$
(4,313)
$
-

(iii)GALORE DEVELOPMENT GROUP INC. collective financial information

Current assets
$ Non-current assets
Current liabilities
Net assets

Non-controlling interest

Sales revenue
$
Net loss

Other comprehensive income
Comprehensive income
$
Net income attribute to non-controlling interest
$
Comprehensive income attribute to non-controlling interest
$
Net cash flows from operating activities
Net cash flows from investing activities
Net cash flows from financing activities
Net increase in cash and cash equivalents
Dividends to NCI
December 31,
2020
December 31,
2019

5,296
110,903
247,948
263,762
(18)
(104,949)
$
253,226
269,716
$
126,613
134,858
For the years ended December 31
2020
2019

-
-
$ (3,107)
(108)
-
-

(3,107)
(108)

(1,554)
(54)

(1,554)
(54)
For the years ended December 31
2020
2019
$ (377)
(24)
-
(272,026)
(99,680)
386,400
$
(100,057)
114,350
$
-
-
2020
$ (377)
-
(99,680)
$
(100,057)
$
-

(h) Property, plant and equipment

The movements in cost, depreciation, and impairment of property, plant and equipment of the Group for the years ended December 31, 2020 and 2019 were as follows:

Land
Cost or deemed cost:
Balance on January 1, 2020
$ 165,722
Additions
-
Reclassification
-
Effect of changes in foreign exchange rates
-
Balance on December 31, 2020
$
165,722
Buildings
67,335
200
-
-
67,535
Other
facilities
7,153
546
6,647
(347)
13,999
Vehicles
3,480
267
-
(175)
3,572
Total
243,690
1,013
6,647
(522
250,828

(Continued)

-95-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Land
Balance on January1, 2019
$ 165,722
Additions
-
Disposals
-
Transfer to investment property
-
Effect of changes in foreign exchange rates
-
Balance on December 31, 2019
$
165,722
Depreciation and impairment loss:
Balance on January 1, 2020
$ -
Depreciation for the year
-
Effect of changes in foreign exchange rates
-
Balance on December 31, 2020
$
-
Balance on January 1, 2019
$ -
Depreciation for the year
-
Disposals
-
Effect of changes in foreign exchange rates
-
Balance on December 31, 2019
$
-
Carrying amounts:
Balance on December 31, 2020
$
165,722
Balance on January 1, 2019
$
165,722
Balance on December 31, 2019
$
165,722
Buildings
67,335
-
-
-
-
67,335
38,920
975
-
39,895
37,138
1,782
-
-
38,920
27,640
30,197
28,415
Other
facilities
11,564
1,212
(47)
(5,622)
46
7,153
6,420
2,528
(85)
8,863
6,139
328
(47)
-
6,420
5,136
5,425
733
Vehicles
3,565
-
-
-
(85)
3,480
1,487
442
(90)
1,839
-
1,533
-
(46)
1,487
1,733
3,565
1,993
Total
248,186
1,212
(47)
(5,622)
(39)
243,690
46,827
3,945
(175)
50,597
43,277
3,643
(47)
(46)
46,827
200,231
204,909
196,863

For information on the aforesaid property, plant and equipment pledged as collateral, please refer to Note 8.

(i) Right-of-use assets

The Group leases many assets including land and buildings, and vehicles. Information about lease for which the Group as a lessee is presented below:

Cost:
Balance on January 1, 2020
Additions
Disposals
Balance on December 31, 2020
Balance on January 1, 2019
Additions
Balance on December 31, 2019
Buildings
$ 118
-
(118)
$
-
$ 118
-
$
118
Vehicles
13,020
8,808
(6,713)
15,115
7,153
5,867
13,020
Total
13,138
8,808
(6,831)
15,115
7,271
5,867
13,138

(Continued)

-96-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Accumulated depreciation and impairment losses:
Balance on January 1, 2020
Depreciation for the year
Disposals
Balance on December 31, 2020
Balance as of January 1 2019
Depreciation for the year
Balance on December 31, 2019
Carrying amount:
Balance on December 31, 2020
Balance on January 1, 2019
Balance on December 31, 2019
(j)
Investment property
Buildings
$ 36
11
(47)
$
-
$ -
36
$
36
$
-
$
118
$
82
Vehicles
4,290
5,325
(3,424)
6,191
-
4,290
4,290
8,924
7,153
8,730
Total
4,326
5,336
(3,471)
6,191
-
4,326
4,326
8,924
7,271
8,812

The movements in cost, depreciation, and impairment of investment property of the Group for the years ended December 31, 2020 and 2019 were as follows:

Cost or deemed cost:
Balance on January 1, 2020
Effect of changes in foreign exchange rates
Balance on December 31, 2020
Balance on January 1, 2019
Reclassification from inventories to
investment property
Effect of changes in foreign exchange rates
Balance on December 31, 2019
Depreciation and impairment loss:
Balance on January 1, 2020
Depreciation for the year
Effect of changes in foreign exchange rates
Balance on December 31, 2020
Balance on January 1, 2019
Depreciation for the year
Effect of changes in foreign exchange rates
Balance on December 31, 2019
Assets
Land
Buildings
$ 298,855
2,110,083
(7,804)
(98,179)
$
291,051
2,011,904
$ 111,912
93,054
192,531
2,087,326
(5,588)
(70,297)
$
298,855
2,110,083
$ -
76,599
-
48,757
-
(3,616)
$
-
121,740
$ -
33,570
-
44,236
-
(1,207)
$
-
76,599
Total
2,408,938
(105,983)
2,302,955
204,966
2,279,857
(75,885)
2,408,938
76,599
48,757
(3,616)
121,740
33,570
44,236
(1,207)
76,599
Land
$ 298,855
(7,804)
$
291,051
$ 111,912
192,531
(5,588)
$
298,855
$ -
-
-
$
-
$ -
-
-
$
-

(Continued)

-97-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Carrying amount:
Balance on December 31, 2020
Balance on January 1, 2019
Balance on December 31, 2019
Fair value:
Balance on December 31, 2020
Balance on December 31, 2019
Assets
Land
Buildings
Total
$
291,051
1,890,164
2,181,215
$
111,912
59,484
171,396
$
298,855
2,033,484
2,332,339
$
2,455,214
$
2,629,872
Total
Land
$
291,051
$
111,912
$
298,855
2,181,215
171,396
2,332,339
  • (i) The investment property contains commercial buildings and land held for leasing. Please refer to Note 6(p) for other related information (including rental income and direct operating expenses arising from investment property that generate rental income).

  • (ii) The fair value of investment properties (as measured or disclosed in the financial statements) was based on (i) the actual selling price of the real estate transactions reported on the websites of the Ministry of the Interior, R.O.C. and estate agents, as well as (ii) a valuation by a qualified independent appraiser who has recent valuation experience in the location and category of the investment property being value. The inputs of levels of fair value hierarchy in determining the fair value had been classified to Level 3.

(iii) Information for the aforesaid investment property pledged as collateral, please refer to Note 8.

  • (k) Other current assets
Construction deposits paid
Other current assets, others
Current incremental costs to obtaining a contract
December 31,
2020
$ 129,291
110,231
1,779
$
241,301
December 31,
2019
48,954
103,422
4,532
156,908
  • (i) Construction deposits paid

Construction deposits paid include construction deposit and green building deposit.

  • (ii) Other current assets, others

Other current assets, others include temporary payments and payments for other.

  • (iii) Current incremental costs to obtaining a contract

The Group expects that incremental commission fees paid to intermediaries, and the bonus for the internal sales department are recoverable. The Group has therefore capitalized them as contract costs. Capitalized commission fees are amortized when the related revenues are recognized. For the years ended December 31, 2020 and 2019 the Group recognized $38,210 thousand and $75,029 thousand, respectively, of amortized expense.

(Continued)

-98-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(l) Short-term loans

Unsecured bank loans
Secured bank loans
Total
Unused credit line
Range of interest rates
December 31,
2020
$ 286,182
1,132,444
$
1,418,626
$
407,200
1.49%~4.39%
December 31,
2019
366,000
1,329,798
1,695,798
963,667
1.77%~4.88%

(i) Borrowing and repayment

The Group borrowed $363,049 thousand and $1,060,207 thousand of its short-term loans, for the years ended December 31, 2020 and 2019, respectively. In addition, the Group repaid $602,735 thousand and $1,908,149 thousand for the years ended December 31, 2020 and 2019, respectively.

(ii) Collateral for bank loans

The Group had pledged as the collateral for bank borrowings, please refer to Note 8.

(m) long-term loans

The details were as follows:

Secured bank loans-Matured in August, 2026
Less: Current portion
Total
Unused credit line
Range of interest rates
December 31,
2020
$ 1,108,660
(11,107)
$
1,097,553
$
-
2.88%~4.6%
December 31,
2019
1,346,546
-
1,346,546
-
4.6%

(i) Borrowing and repayment

For the years ended December 31, 2020 and 2019, the Group borrowed the amounts of $0 thousand and $1,391,040 thousand, respectively, for its long-term loans. In addition, the Group repaid the amounts of $176,914 thousand and $2,633 thousand, respectively.

(ii) Collateral for bank loans

The Group had pledged as the collateral for bank borrowings, please refer to Note 8.

(Continued)

-99-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (n) Short-term notes and bills payable
Commercial paper payable
Less: Discount on short-term
notes and bills payable
Total
Commercial paper payable
Less: Discount on short-term
notes and bills payable
Total
December 31, 2020
Guarantee or acceptance
institution
Range of interest
rates (%)
Amount
Shanghai Commercial &
Savings Bank-Head Office
2.500%
$ 35,000
Far Eastern Commercial
Bank Chung-Ching Branch
2.100%
20,000
55,000
(66)
$
54,934
December 31, 2019
Guarantee or acceptance
institution
Range of interest
rates (%)
Amount
Shanghai Commercial &
Savings Bank-Head Office
2.500%
$ 35,000
Far Eastern Commercial
Bank Chung-Ching Branch
2.100%
20,000
55,000
(101)
$
54,899
Guarantee or acceptance
institution
Shanghai Commercial &
Savings Bank-Head Office
Far Eastern Commercial
Bank Chung-Ching Branch

The Group had pledged as collateral for short-term notes and bills payable, please refer to Note 8.

(o) Lease liabilities

The Group’s lease liabilities were as follows:

Current
Non-current
December 31,
2020
$
4,981
$
4,016
December 31,
2019
5,152
3,719

For the years ended December 31, 2020 and 2019, the Group recognized its lease liabilities amounting to $8,808 thousand and $5,867 thousand, respectively, each having an interest rate of 2.02%, with their maturities in October 2023 and June 2022, respectively.

Please refer to Note 6(x) for maturity analysis.

(Continued)

-100-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The amounts recognized in profit or loss were as follows:

Interest on lease liabilities
Expenses relating to short-term leases
For the year ended December 31 For the year ended December 31
2020
$
192
$
299
2019
177
2,470

The amounts recognized in the statement of cash flows for the Group was as follows:

Total cash outflow for leases For the years ended December 31 For the years ended December 31
2020
$
5,770
2019
7,085
  • (i) Real estate leases

As of December 31, 2020 and 2019, the Group leases land and buildings for its office space. The leases of office space typically run for a period of 5 years.

(ii) Other leases

The Group leases vehicles, with lease terms of 3 years.

The Group also leases office equipment with contract terms of one to three years. These leases are short-term and leases of low-value items. The Group has elected not to recognize right-ofuse assets and lease liabilities for these leases.

(p) Operating leases

Leases as lessor

The Group leases out its investment property. The Group has classified these leases as operating leases, because it does not transfer substantially all of the risks and rewards incidental to the ownership of the assets. Please refer to Note 6(j) sets out information about the operating leases of investment property.

A maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date are as follows:

Less than one year
Between one to five years
More than five years
December 31,
2020
$ 69,606
60,552
26,183
$
156,341
December 31,
2019
73,869
43,355
24,611
141,835
  • (i) For the years ended December 31, 2020 and 2019, the property rental income were $159,170 thousand and $105,309 thousand, respectively.

  • (ii) For the years ended December 31, 2020 and 2019, the maintenance expenses for investment property were $4,359 thousand and $3,168 thousand, respectively.

(Continued)

-101-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(q) Employee benefits

(i) Defined benefit plans

The Group determined the movement in the present value of the defined benefit obligations and the fair value of plan assets as follows:

December 31,
2020
Present value of benefit obligations
$ 25,149
Fair value of plan assets
23,091
Recognized liabilities for defined benefit obligations
$
2,058
The
Group’s employee benefit liabilities were as follows:
December 31,
2020
Short-term vacation liability
$
100
December 31,
2019
29,822
21,589
8,233
December 31,
2019
100

The Group makes defined benefit plan contributions to the pension fund account with Bank of Taiwan that provide pension benefits for its employees upon retirement. Plans (covered by the Labor Standards Law) entitle a retired employee to receive retirement benefits based on years of service and average monthly salary for six months prior to retirement.

1) Composition of plan assets

The Group set aside pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund and such funds are managed by the Bureau of Labor Funds, Ministry of Labor. Under these regulations, the minimum earnings from these pension funds shall not be less than the earnings from two-year time deposits with the interest rates offered by local banks.

As of the years ended December 31, 2020 and 2019, the Group’s contributions to the pension funds were deposited with Bank of Taiwan, and the balance were $23,091 thousand, and $21,589 thousand, respectively. For information on the utilization of the labor pension fund assets including the asset allocation and yield of the fund, please refer to the website of the Bureau of Labor Funds, Ministry of Labor.

2) Movements in the present value of the defined benefit obligations

The movements in the present value of the defined benefit obligations for the Group were as follows:

Defined benefit obligation at January 1
Benefit paid under the plan
Current service costs and interest
Re-measurements of the net defined benefit liabilities
Defined benefit obligation at December 31
For the years ended December 31
2020
2019
$ 29,822
30,638
(5,759)
(2,783)
361
368
725
1,599
$
25,149
29,822
For the years ended December 31
2020
2019
$ 29,822
30,638
(5,759)
(2,783)
361
368
725
1,599
$
25,149
29,822
2020
$ 29,822
(5,759)
361
725
$
25,149
29,822

(Continued)

-102-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 3) Movements in the fair value of plan assets

The movements in the present value of the defined benefit plan assets for the Group were as follows:

Fair value of plan assets at January 1
Interests income
Re-measurements on the net defined benefit liabilities
-Return on plan assets excluding interest income
Contributions made
Benefit paid under the plan
Fair value of plan assets at December 31
For the years ended December 31
2020
2019
$ 21,589
21,934
219
222
679
546
604
589
-
(1,702)
$
23,091
21,589
2020
$ 21,589
219
679
604
-
$
23,091
  • 4) Expenses recognized in profit or loss

The Group’s pension expenses recognized in profit or loss for the years ended December 31, 2020 and 2019 were as follows:

Current service costs
Net interest of the net defined benefit liabilities
Operating costs and expenses
For the years ended December 31 For the years ended December 31
2020
$ 63
79
$
142
$
142
2019
62
84
146
146
  • 5) Re-measurement on the net defined benefit liabilities recognized in other comprehensive income

The Group’ s remeasurement on the net defined benefit liabilities recognized in other comprehensive income as at December 31, 2020 and 2019 were as follows:

Cumulative amount at January 1
Recognized during the period
Cumulative amount at December 31
For the years ended December 31
2020
2019
$ 2,213
3,266
(46)
(1,053)
$
2,167
2,213
2020
$ 2,213
(46)
$
2,167
  • 6) Actuarial assumptions

The following are the Group’s principal actuarial assumptions of the present value of the defined benefit obligations:

Discount rates
Future salary increases
December 31,
2020
December 31,
2019
%
0.80
%
1.00
%
2.00
%
2.00

(Continued)

-103-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

For the years ended December 31, 2020, the Group is expected to make a contribution payment of $604 thousand to the defined benefit plan for the one year period after the reporting date based on the actuarial report.

The weighted-average duration of the defined benefit plan is 8.5 years.

7)

Sensitivity Analysis

As of December 31, 2020 and 2019, the changes in the principal actuarial assumptions will impact the present value of the defined benefit obligations as follows:

December 31, 2020
Discount rate was changed by 0.25%
Future salary increasing rate was changed by 1%
December 31, 2019
Discount rate was changed by 0.25%
Future salary increasing rate was changed by 1%
Impact on the present value of
defined benefit obligations
Increase
Decrease
(366)
376
1,557
(1,409)
(381)
393
1,636
(1,475)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

There is no change in the method and assumptions used in the preparation of sensitivity analysis for 2020 and 2019.

(ii) Defined contribution plans

The Group’s Taiwan subsidiaries allocate 6% of each employee’s monthly wages to the labor pension personal account at the Bureau of the Labor Insurance in accordance with the provisions of the Labor Pension Act. Under this defined contribution plan, the Group allocates a fixed amount to the Bureau of the Labor Insurance without additional legal or constructive obligations.

The Group’s pension costs under the defined contribution method were $3,935 thousand and $5,599 thousand for the years ended December 31, 2020 and 2019 respectively. Payment was made to the Bureau of Labor Insurance.

(Continued)

-104-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(r) Income Tax

  • (i) Tax expense

The components of income tax were as follows:

Current tax expense
Current period
Prior years income tax adjustment
Tax on undistributed surplus earnings
Land value increment tax
Tax expense
For the years ended December 31
2020
2019
$ 21,429
5,540
(3,667)
-
14,851
37,069
5,732
7,846
$
38,345
50,455
For the years ended December 31
2020
2019
$ 21,429
5,540
(3,667)
-
14,851
37,069
5,732
7,846
$
38,345
50,455
2019
5,540
-
37,069
7,846
50,455

Reconciliations between income tax and profit before tax for the years ended December 31, 2020 and 2019 were as follows:

For the years ended December 31 the years ended December 31
2020 2019
Profit (loss) before tax $ 270,134 491,795
Income tax using the Company’s domestic tax rate $ 52,412 98,359
Exempt income from selling lands (48,366) (109,606)
Capitalized borrowing costs difference on tax and 329 (628)
fiscal reporting
Temporary difference on tax and fiscal reporting of (2) (4)
advertisement expense
Losses on valuation of financial assets 361 (1,061)
Changes on unrecognized temporary differences 7 986
Prior years income tax adjustment (3,667) -
Land value increment tax 5,732 7,846
Tax on undistributed surplus earnings 14,851 37,069
Others 16,688 17,494
Income tax expense $ 38,345 50,455
The amount of income tax recognized in other comprehensive income was as follow:
For the years ended December 31
2020 2019
Items that may be reclassified subsequently to profit or
loss:
Exchange differences on translation $ 22,226 10,895

(ii) The amount of income tax recognized in other comprehensive income was as follow:

(Continued)

-105-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iii) Deferred tax assets and liabilities

  • 1) Unrecognized deferred tax assets
Tax effect of deductible temporary differences
Tax losses
December 31,
2020
$ 4,396
8,329
$
12,725
December 31,
2019
4,087
8,843
12,930

The ROC Income Tax Act allows the carry forward of net losses, as assessed by the tax authorities, to offset against taxable income. Deferred tax assets have not been recognized in respect of these items because it is not probable that future taxable profit will be available against which the Group can utilize the benefits therefrom.

As of December 31, 2020, the Group's unused prior years loss carry forward and the expiry years of the loss carry forward were as follows:

The subsidiaries’
Year of loss unutilized business loss Expiry year
2012 $ 735 2022
2013 1,296 2023
2014 1,168 2024
2015 18,793 2025
2016 816 2026
2018 13,473 2028
2019 5,364 2029
$ 41,645
  • 2) Recognized deferred tax assets

Changes in the amount of deferred tax assets for the years ended December 31, 2020 and 2019 were as follows:

Deferred tax assets (liabilities)
Balance on January 1, 2020
Recognized in comprehensive income
Balance on December 31, 2020
Balance on January 1, 2019
Recognized in comprehensive income
Balance on December 31, 2019
Exchange differences on
translation of foreign
financial statements
$ 17,401
22,226
$
39,627
$ 6,506
10,895
$
17,401

(Continued)

-106-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (iv) The Corporation’s income tax return for the year 2018 had been examined by the tax authority.

  • (s) Capital and other equity

  • (i) Ordinary shares

On of December 31, 2020 and 2019, the number of authorized ordinary shares were all 298,000 thousand shares, with a par value of $10 per share. The total value of the authorized ordinary shares amounted to $2,980,000; and the outstanding shares consisted of 224,551 thousand and 204,137 thousand common shares.

A resolution was approved during the shareholders’ meeting held on June 9, 2020 for the Company to increase 50 shares for each thousand share from its retained earnings and additional paid in capital of $102,069 thousand and $102,068 thousand, respectively.

A resolution was approved during the shareholders’ meeting held on June 25, 2019 for the Company to increase its capital by 80 and 100 shares through retained earnings and additional paid-in capital, of $138,398 thousand and $172,997 thousand, respectively, with the approval of the Financial Supervisory Commission R.O.C. (Taiwan) and the record date set at September 6, 2019. All related registration process had been completed.

  • (ii) Capital surplus

The components of the capital surplus were as follows:

Additional paid-in capital arising from share
Treasury stock transactions
Other
December 31,
2020
$ 458,511
60,315
128,732
$
647,558
December 31,
2019
560,579
60,315
127,774
748,668

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess the par value should not exceed 10% of the total common stock outstanding.

A resolution was approved during the general meeting of the shareholders held on June 9, 2020 and June 25, 2019, for the issuance of $102,068 thousand and $172,997 thousand stock dividends through capital surplus, respectively.

(Continued)

-107-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iii) Retained earnings

The Company’ s articles of incorporation require that after-tax earnings shall first be offset against any deficit, and 10% of the remaining balance shall be set aside as legal reserve. The appropriation for legal reserve is discontinued when the balance of legal reserve equals the total authorized capital. Special reserve may be appropriated for operations or to meet regulations. The remaining earnings, if any, may be appropriated according to the proposal presented in the annual shareholders' meeting by the board of directors.

The Company adopts the dividend policy determined by considering the budget for the coming year. The distribution ratios of cash may not be less than 10% of total dividends. When the debt ratio of the annual financial statements is higher than 50% or when the Company has major expenditure plan, which exceeds 10% of the amount of paid-in capital, the stock dividends has to be redistributed.

1) Legal reserve

When a company incurs no loss, it may, pursuant to a resolution by a shareholders’ meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of capital may be distributed.

2) Special reserve

In accordance with Ruling No. 1010012865 issued by the FSC on April 6, 2012, a portion of the current period earnings and undistributed prior period earnings shall be reclassified as special earnings reserve during earnings distribution. The amount to be reclassified should equal the current-period total net reduction of other shareholders’ equity. Similarly, a portion of undistributed prior period earnings shall be reclassified as special earnings reserve (and does not qualify for earnings distribution) to account for cumulative changes to other shareholders’ equity pertaining to prior periods. Amounts of subsequent reversals pertaining to the net reduction of other shareholders’ equity shall qualify for additional distributions.

3) Earnings Distribution

The earnings distribution for 2019 and 2018 were decided the resolutions adopted made during the general meeting of the shareholders held on June 9, 2020 and June 25, 2019, respectively, as follows:

Dividends distributed to
ordinary shareholders:
Cash
Shares
Total
2019
Amount
per share
Total
Amount
$ 0.20
40,827
0.50
102,069
$
142,896
2018 2018
Amount
per share
0.60
0.80
Total
Amount
103,798
138,398
242,196

(Continued)

-108-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iv) OCI accumulated in reserves, net of tax

Exchange
differences on
translation of
foreign
financial
statements
Balance on January 1, 2020
$ (69,605)
Exchange differences on foreign operations
(88,901)
Unrealized gains from financial assets measured at fair value
through other comprehensive income
-
Balance on December 31, 2020
$
(158,506)
Balance on January 1, 2019
$ (26,026)
Exchange differences on foreign operations
(43,579)
Unrealized gains from financial assets measured at fair value
through other comprehensive income
-
Disposal of investments in equity instruments designated at
fair value through other comprehensive income
-
Balance on December 31, 2019
$
(69,605)
(v)
Non-controlling interests (net of tax)
Balance on January 1, 2020
Profit attributable to non-controlling interests
Foreign currency translation differences-foreign operations
(net of tax)
Changes in ownership interests in subsidiaries
Changes in non-controlling interests
Balance on December 31, 2020
Balance on January 1, 2019
Profit attributable to non-controlling interests
Foreign currency translation differences-foreign operations
(net of tax)
Changes in non-controlling interests
Balance on December 31, 2019
Unrealized gains
(losses) from
financial assets
measured at fair
value through
other
comprehensive
income
Total
(41,542)
(111,147)
-
(88,901)
7,348
7,348
(34,194)
(192,700)
(60,908)
(86,934)
-
(43,579)
14,433
14,433
4,933
4,933
(41,542)
(111,147)
NCI
$ 332,953
(552)
(14,320)
(78)
(4,462)
$
313,541
$ 200,991
885
(8,091)
139,168
$
332,953

(Continued)

-109-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(t) Earnings per share

The basic earnings per share and diluted earnings per shares were calculated as follows:

Basic earnings per share
Profit (losses) attributable to ordinary shareholders of the Company
Weighted-average number of ordinary shares
Diluted earnings per share
Profit (loss) attributable to ordinary shareholders of the Company
(diluted)
Weighted-average number of ordinary shares (diluted)
Effect of employee share bonus
Weighted-average number of ordinary shares (diluted)
For the years ended December 31 For the years ended December 31
2020
$
232,341
224,551
$
1.03
$
232,341
224,551
313
224,864
$
1.03
2019
440,455
224,551
1.96
440,455
224,551
476
225,027
1.96

(u) Revenue from contracts with customers

  • (i) Revenue from contracts with customers
Primary geographical markets:
Taiwan
America
Major products/services lines:
Sales of land and building
Rental of land and building
Service revenue
Primary geographical markets:
Taiwan
America
Major products/services lines:
Sales of land and building
Construction
Rental of land and building
Service revenue
For the years ended December 31, 2020 For the years ended December 31, 2020 For the years ended December 31, 2020 For the years ended December 31, 2020
Construction
Development
Department
Construction
Department
Other
Department
Total
$ 1,143,128
-
46,609
1,189,737
148,340
-
-
148,340
$
1,291,468
-
46,609
1,338,077
$ 1,129,908
-
-
1,129,908
154,925
-
4,245
159,170
6,635
-
42,364
48,999
$
1,291,468
-
46,609
1,338,077
For the years ended December 31, 2019
Total
1,189,737
148,340
1,338,077
1,129,908
159,170
48,999
1,338,077
Construction
Department
Other
Department
46,697
-
46,697
-
-
4,245
42,452
46,697
Total
1,635,008
95,545
72,464
-
72,464
-
72,464
-
-
72,464
1,730,553
1,489,423
72,464
105,309
63,357
1,730,553

(Continued)

-110-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Contract balances

December 31,
2020
Notes receivable
$ 23,073
Accounts receivable
57,444
Less: Allowance for impairment
(2,412)
Total
$
78,105
Contract assets-Construction
$
-
Contract liabilities-Sales of land and
building
$ 20,875
Contract liabilities-Construction
-
Total
$
20,875
December 31,
2019
116,713
35,930
(2,412)
150,231
-
22,120
-
22,120
January 1,
2019
171,689
273,767
(2,412)
443,044
18,953
394,596
886
395,482

For details on accounts receivable and allowance for impairment, please refer to Note 6(d).

The major change in the balance of contract assets and contract liabilities is the difference between the time frame in the performance obligation to be satisfied and the payment to be received. There are no significant changes for the years ended December 31, 2020 and 2019.

The aforementioned contract liabilities-sales of building and land include the advanced receipt of properties and land presale for Yun Feng, Wei Feng and Chain Qui Jia Yuan. The Group has not applied for presale of Bali Taipei Port Building as of December 31, 2020.

(v) Remuneration of employees and directors

The Company’s articles of incorporation require that earnings shall first be offset against any deficit, then, a minimum of 1% will be distributed as employee remuneration and a maximum of 5% will be allocated as directors’ and supervisors’ remuneration. Employees who entitled to receive the above mentioned employee remuneration, in shares or cash, include the employees of the subsidiaries of the Company who meet certain specific requirements.

The distribution of remuneration to employees, directors and supervisors shall be determined by a resolution adopted by a majority vote at a meeting of board of directors attended by two-thirds of the total number of directors. The aforesaid distribution shall be submitted to the shareholders' meeting.

For the years ended December 31, 2020 and 2019, the Company estimated its employee remuneration amounting to $4,293 thousand and $7,753 thousand, respectively, and directors' and supervisors' remuneration amounting to $11,448 thousand and $20,676 thousand, respectively. The estimated amounts mentioned above are calculated based on the net profit before tax, excluding the remuneration to employees, directors and supervisors of each period, multiplied by the percentage of remuneration to employees, directors and supervisors as specified in the Company's articles. These remunerations were expensed under operating costs or operating expenses during 2020 and 2019.

There is no discrepancy under the circumstances of actual distribution. The information is available on the Market Observation Post System website.

(Continued)

-111-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(w) Non-operating income and expenses

  • (i) Interest income

The details of interest income were as follows:

Interest income from bank deposits
Other interest income
Total interest
For the years ended December 31 For the years ended December 31
2020
$ 4,173
74
$
4,247
2019
10,170
-
10,277
  • (ii) Other income

The details of other income were as follows:

Dividend income
Income from counter-party default
Other income
For the years ended December 31 For the years ended December 31
2020
$ 6,752
10
12,967
$
19,729
2019
4,016
56,054
30,128
90,198

(iii) Other gains and losses

The details of other gain and losses were as follows:

Foreign exchange (losses) gains

Gains (losses) on financial assets at fair value through
profit or loss
Other expenses
For the years ended December 31
2020
2019
$ (2,008)
(664)
(1,805)
5,303
(2,695)
(21,217)
$
(6,508)
(16,578)
2020
$ (2,008)
(1,805)
(2,695)
$
(6,508)

(iv) Finance costs

The details of finance costs were as follows:

Interest expense

For the years ended December 31
2020 2019
$
(81,569)
(77,212)

(Continued)

-112-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(x) Financial instruments

  • (i) Credit risk

  • 1) Credit risk exposure

The carrying amounts of financial assets and contract assets represented the maximum credit risk exposure of the Group.

  • 2) Concentration of credit risk

Since the Group had a large number of unrelated customers, there were no concentration of credit risk.

  • 3) Receivables and debt securities

For credit risk exposure of note and trade receivables, please refer to Note 6(d).

Other financial assets at amortized cost are other receivables, all of these financial assets are considered to have low risk, and thus, the impairment provision recognized during the period was limited to 12 months expected losses. For the details of loss allowance for the years ended December 31, 2020 and 2019, please refer to Note 6(d) and (e).

(ii) Liquidity risk

The following are the contractual maturities of financial liabilities, excluding the estimated interest payment and the impact of netting agreements.

December 31, 2020
Non-derivative financial liabilities
Non-interest bearing liabilities
Lease liabilities
Floating rate liabilities
Fixed rate liabilities
December 31, 2019
Non-derivative financial liabilities
Non-interest bearing liabilities
Lease liabilities
Floating rate liabilities
Fixed rate liabilities
Carrying
amount
$ 306,554
8,997
2,527,286
54,934
$ 2,897,771
$ 523,562
8,871
3,042,344
54,899
$ 3,629,676
Contractual
cash flows
306,554
9,175
2,960,445
55,000
Within
6 months
6-12
months
1-2
years
3-5
years
More than
5 years
306,554
2,827
200,043
55,000
564,424
523,562
2,618
198,574
55,000
779,754
-
2,197
353,451
-
-
2,970
452,396
-
455,366
-
3,068
390,936
-
394,004
-
1,181
555,273
-
556,454
-
767
771,497
-
772,264
-
-
1,399,282
-
3,331,174 355,648 1,399,282
523,562
9,035
3,549,923
55,000
-
2,582
428,479
-
-
-
1,760,437
-
4,137,520 431,061 1,760,437

The Group does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.

(Continued)

-113-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (iii) Market risk

  • 1) Interest rate analysis

Please refer to the notes on liquidity risk management and interest rate exposure of the Group’s financial assets and liabilities.

The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non derivative financial instruments on the reporting date. Regarding assets with variable interest rates, the analysis is based on the assumption that the amount of assets outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 50 basis points when reporting to management internally, which also represents the Group management's assessment of the reasonably possible interest rate change.

If the interest rate had increased or decreased by 50 basis points, with all other variable factors remaining constant, the Group’s net income would have increased or decreased by $10,109 thousand and $12,169 thousand for the years ended December 31, 2020 and 2019. This is mainly due to the Group’s borrowing at variable rates.

  • 2) Other market price risk
Price of securities
at reporting date
Increasing 10%
Decreasing 10%
For the years ended December 31
2020
2019
Other
comprehensive
income after tax
Net income
Other
comprehensive
income after tax
Net income
$
9,526
2,931
8,792
2,429
$
(9,526)
(2,931)
(8,792)
(2,429)
For the years ended December 31
2020
2019
Other
comprehensive
income after tax
Net income
Other
comprehensive
income after tax
Net income
$
9,526
2,931
8,792
2,429
$
(9,526)
(2,931)
(8,792)
(2,429)
2020
Other
comprehensive
income after tax
$
9,526
$
(9,526)
Net income
2,931
  • (iv) Fair value of financial instruments

  • 1) Categories of financial instruments and fair value hierarch

The fair value of financial assets and liabilities were as follows (including the information on fair value hierarchy, but excluding the measurements that have similarities to fair value, and those fair value that cannot be reliably measured, or inputs that are unobservable in the active markets):

Financial assets at fair value
through profit or loss
Financial assets at fair value
through other comprehensive
income
Stock of exchange-listed and
OTC-listed companies
December 31, 2020 December 31, 2020 December 31, 2020
Book Value Fair Value
Level 1
119,761
95,263
Level 2
-
-
Level 3
-
-
Total
119,761
$ 119,761
$ 95,263
95,263

(Continued)

-114-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Financial assets measured at
amortized cost
Cash and cash equivalents
Notes and accounts receivable
Other receivables
Construction deposits paid
Other financial assets
Subtotal
Financial liabilities measured at
amortized cost
Bank loans
Short-term transaction instrument
payables
Notes and accounts payable
Other payables
Lease liabilities
Guarantee deposits received
Subtotal
Financial assets at fair value
through profit or loss
Financial assets at fair value
through other comprehensive
income
Stock of exchange-listed and
OTC-listed companies
Financial assets measured at
amortized cost
Cash and cash equivalents
Notes and accounts receivable
Other receivables
Construction deposits paid
Other financial assets
Subtotal
Financial liabilities measured at
amortized cost
Bank loans
Short-term transaction instrument
payables
Notes and accounts payable
Other payables
Lease liabilities
Guarantee deposits received
Subtotal
December 31, 2020 December 31, 2020 December 31, 2020
Book Value Fair Value
Level 1
Level 2
Level 3
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
December 31, 2019
Total
-
-
-
-
-
$ 2,306,792
78,105
28,655
129,291
143,514
2,686,357
$ 2,527,286
54,934
187,905
118,649
8,997
5,535
2,903,306
-
-
-
-
-
-
-
-
Book Value Fair Value
Level 1
64,412
87,915
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total
64,412
$ 64,412
$ 87,915
$ 2,525,575
150,231
51,904
48,954
124,215
2,900,879
$ 3,042,344
54,899
318,870
204,692
8,871
6,370
3,636,046
87,915
-
-
-
-
-
-
-
-
-
-
-
-
-

(Continued)

-115-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 2) Valuation techniques for financial instruments measured at fair value

Financial instruments traded in active markets are based on quoted market prices. Market prices quoted from main exchanges and over-the-counter are the basis of fair value of equity instruments and credit instrument traded in active markets.

If the quoted price of a financial instrument can be obtained in time and often from exchanges, brokers, underwriters, industrial union, pricing institute, or authorities and such price can reflect those actual trading and frequently happen in the market, then the financial instrument is considered to have a quoted price in an active market. If a financial instrument does not accord with the definition aforementioned, then it is considered to be without a quoted price in an active market. In general, market with low trading volume or high bid-ask spreads is an indication of non-active market.

The Group’ s financial instruments, such as stock of listed companies and beneficiary certificates, are trade in active markets, and the fair value is based on quoted market prices.

Measurements of fair value of financial instruments without an active market are based on valuation technique or quoted price from a competitor. Fair value, measured by using a valuation technique that can be extrapolated from either similar financial instrument, the discounted cash flow method, or other valuation techniques, including models, is calculated based on available market data at the reporting date.

If the financial instruments held by the Group have no active market, the fair value is estimated through the comparable market organization method. The main assumption behind this is that the estimated pre-tax, pre-depreciation, and pre-amortization earnings of the investee company is added to the earnings multiplier derived from the comparable quoted price of the listed company. The estimate has adjusted the lack of discount on the market liquidity of the equity securities.

  • 3) There were no transfers from each level for the years ended December 31, 2020 and 2019.

  • 4) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

The Group’s financial instruments that use Level 3 inputs to measure fair value include “ Financial assets measured at fair value through other comprehensive income– equity investments”. The Group uses “Net asset value method” as the evaluation technique.

(Continued)

-116-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(y) Financial risk management

  • (i) Overview

The Group have exposure to the following risks from its financial instruments:

  • 1) credit risk

  • 2) liquidity risk

  • 3) market risk

The following likewise discusses the Group’s objectives, policies and processes for measuring and managing the above mentioned risks. For more disclosures about the quantitative effects of these risks’ exposures, please refer to the respective notes in the accompanying consolidated financial statements.

(ii) Structure of risk management

The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework. The Board has established the Risk Management Committee, which is responsible for developing and monitoring the Group’s risk management policies. The committee reports regularly to the Board of Directors on its activities.

The Group’s risk management policies are established to identify and analyze the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities. The Group, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Group Audit Committee oversees that management’s supervision is in compliance with the Group’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Group. The Group Audit Committee is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

(iii) Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group’s receivables from customers and investments in debt securities.

1) Trade and other receivable

The Risk Management Committee has established a credit policy, under which, each new customer is analyzed individually for creditworthiness before the Group’ s standard payment and delivery terms and conditions are offered. The Group’ s review includes external ratings, when available, and, in some cases, bank references. Purchase limits are established for each customer and represent the maximum open amount without requiring the approval from the Risk Management Committee; these limits are reviewed quarterly. Customers that fail to meet the Group’s benchmark creditworthiness may transact with the Group only on a prepayment basis.

(Continued)

-117-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

2) Investment

The exposure to credit risk for the bank deposits, fixed income investments, and other financial instruments is measured and monitored by the Group’s finance department. The Group only deals with banks, other external parties, corporate organizations, government agencies and financial institutions with good credit rating. The Group expects the counterparties above to meet their obligations, hence, there is no significant credit risk arising from these counterparties.

3) Guarantee

In accordance with the Group’ s policy, the Company may act as a guarantor, if necessary, for its business operation. The Group no provided the external guarantees, as well as guarantees for its subsidiaries, with amounting to $201,250 thousand and $282,600 thousand, respectively, for the years ended December 31, 2020 and 2019.

(iv) Liquidity risk

The Group manages sufficient cash and cash equivalents so as to cope with its operations and mitigate the effects of fluctuations in cash flows. The Group’ s management supervises the banking facilities and ensures compliancy with the terms of the loan agreements.

Loans and borrowings from the bank form an important source of liquidity for the Group. For the years ended December 31, 2020 and 2019, the Group had unused short-term bank facilities of $407,200 thousand and $963,667 thousand, respectively.

(v) Market risk

Market risk is a risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices that will affect the Group’ s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

1) Currency risk

The Group is exposed to currency risk on sales, purchases and borrowings that are denominated in a currency other than the respective functional currencies of the Group’s entities, primarily the New Taiwan Dollars and US Dollars (USD). The currencies used in these transactions are denominated in TWD and USD.

2) Interest rate risk

The Group’s interest rate risk arises from short-term and long-term loans bearing floating interest rates. Future cash flow will be affected by changes in market interest rates. Please refer to Notes 6(x) for details.

3) Other market price risk

The Group is exposed to equity price risk due to investments in equity securities. Please refer to Notes 6(x) for details.

(Continued)

-118-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(z) Capital management

The Board’s policy is to maintain a strong capital base in order to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of ordinary shares, non-redeemable preference shares and retained earnings. The Board of Directors monitors the return on capital, as well as the level of dividends to ordinary shareholders. The Group’s debt to equity ratios at the balance sheet date were as follows:

Total liabilities
Less: cash and cash equivalents
Net debt
Total equity
Total capital
Debt to equity ratios
December 31,
2020
$ 2,993,557
(2,306,792)
$
686,765
$ 4,540,784
$
5,227,549
%
13.14
December 31,
2019
3,756,235
(2,525,575)
1,230,660
4,429,911
5,660,571
%
21.74

Management believes that there were no changes in the Group’s approach to capital management for the years ended December 31, 2020 and 2019.

(7) Related-party transactions:

  • (a) Names and relationship with related parties

The following are entities that have had transactions with related parties and the Group during the periods covered in the consolidated financial statements.

Name of related party Relationship with the Group
Chain-Chan Investment Co., Ltd. The entity’s chairman is the Company’s director
Chain Qui Cultural & Educational Foundation The entity’s chairman is the First immediate
family member of the chairman of the Company
Chain-I Investment Co., Ltd. Same chairman with the Company
Global Industrial Co., Ltd. Related Party
Chain-Da Investment Co., Ltd. Related Party
  • (b) Significant transactions with related parties

  • (i) Lease

Relationship
Other related parties
For the years ended December 31 For the years ended December 31
2020
$
57
2019
48

(Continued)

-119-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Borrowings from Related Parties:

Relationship
Other related parties (Note)
Chain-I Investment Co., Ltd.
Chain-Chan Investment Co., Ltd.
Borrowings Borrowings
December 31,
2020
$ -
-
$
-
December 31,
2019
44,970
59,960
104,930

Note: The unsecured loan principal of USD3,500 thousand was calculated based on the exchange rate of 3% on December 31, 2019. The above mentioned borrowings have been fully repaid as of December 31, 2020. For the year ended December 31, 2020, the interest expense for borrowings totaled $334 thousand.

(c) Key management personnel compensation

Short-term employee benefits For the years ended December 31
2020
2019
$
40,753
51,938
For the years ended December 31
2020
2019
$
40,753
51,938
2020
$
40,753
51,938

(8) Pledged assets:

The carrying values of the Group’s pledged assets were as follows:

Pledged assets
Object
Restricted asset (recognized as other financial assets-
current)
Short-term loans and
trust account
Other financial assets-current and non-current
Guarantee deposits and
bid bond
Construction deposit paid
Green building deposits
Financial assets at fair value through other
comprehensive income-non-current
Short-term notes and
bills payable
Properties and land held for sale
Short-term loans
Land held for development
Short-term loans
Construction-in-progress-land and projects
Short-term loans
Property, plant and equipment
Short-term loans
Investment properties
Short-term loans and
long-term loans
December 31,
2020
$ 43,109
9,585
22,777
21,372
198,370
1,568,014
70,286
189,223
2,181,215
$
4,303,951
December 31,
2019
23,719
12,782
-
24,086
484,535
1,628,569
417,466
189,949
2,332,339
5,113,445

(Continued)

-120-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(9) Commitments and contingencies:

  • (a) Major commitments and contingencies were as follows:

  • (i) As of December 31, 2020 and 2019, the total prices of property sale contracts were as follows:

The contract prices (before tax)
The sum of the consideration received
December 31,
2020
$
92,924
$
20,450
December 31,
2019
255,588
22,120
  • (ii) As of December 31, 2020 and 2019, the refundable deposit notes the Group had issued for short-term loans, commercial papers payable and land development corporations were as follows:
The refundable deposits notes December 31,
2020
$
469,000
December 31,
2019
169,000
  • (iii) The price of construction contract and the unpriced project payments according to the contracting project between the Company and the vendor were as follow:
The price of construction contract (before tax)

The unpriced project payments
December 31,
2020
$
-
$
-
December 31,
2019
250,175
108,208
  • (iv) In September 2016, the Group, as the Owner, signed the construction agreement with JTM Construction Group Inc., as the Construction Manager. The Construction Manager’ fee shall be the sum equivalent to 3.25% of the actual cost of the work incurred by the Construction Manager plus subcontractor bond costs. The case was completed and concluded in September 2019, and the actual amount was USD49,823 thousand.

  • (v) The unrecognized contract commitment of obtaining inventories according to purchasing land held for development was as follow:

Obtaining inventories (construction industry)
December 31,
2020
$
21,947
December 31,
2019
-

(Continued)

-121-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(b) Other

As of December 31, 2020 and 2019, the refundable deposits paid, through cooperation with the land owners, amounted to $106,514 thousand and $48,954 thousand, respectively.

(10) Losses Due to Major Disasters: None

(11) Subsequent Events: None

(12) Other:

The employee benefits, depreciation, depletion and amortization expenses, categorized by function, were as follows:

as follows:
For the years ended December 31
By function
By item
For the year ended2020 For the year ended2019
Operating
Cost
Operating
expense
Total Operating
Cost
Operating
expense
Total
Employee benefit
Salary
Health and labor insurance
Pension
Others
Depreciation
Amortization
$ 24,706
431
249
64
48,757
-
93,422
7,601
3,698
2,455
9,281
93
118,128
8,032
3,947
2,519
58,038
93
29,190
753
369
186
44,236
-
100,589
7,333
5,286
4,219
7,969
48
129,779
8,086
5,655
4,405
52,205
48

(Continued)

-122-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.AND SUBSIDIARIES Notes to Consolidated Financial Statements

(13) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Group:

  • (i) Loans to other parties: None

  • (ii) Guarantees and endorsements for other parties:

(In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars)
No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees and
endorsements
for a specific
enterprise
Highest
balance for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting date
Actual usage
amount
during the
period
Property
pledged for
guarantees
and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees and
endorsements
Parent
company
endorsements/
guarantees to
third parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name Relationship
with the
Company
0 The
Company
Chainqui
Holding Co.,
Ltd.
(SAMOA)
2 4,540,784 282,600 201,250 171,958 330,000 %
4.43
6,810,978 Y N N
  • Note a: In accordance with the Company’s related regulations, the limit on endorsements and guarantees for any single entity is 50% of the Company’s net worth based on the latest financial statement and the limit on accumulated amount of transactions of endorsements and guarantees is 150% of the Company’s net worth based on the latest financial statements.

  • Note b: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following seven categories:

  • (a) Having business relationship.

  • (b) The endorser/guarantor parent company owns directly more than 50% voting shares of the endorsed/guaranteed subsidiary.

  • (c) The endorser/guarantor parent company and its subsidiaries jointly own more than 50% voting shares of the endorsed/guaranteed company.

  • (d) The endorsed/guaranteed parent company directly or indirectly owns more than 90% voting shares of the endorser/guarantor subsidiary.

  • (e) Mutual guarantee of the trade as required by the construction contract.

  • (f) Due to joint venture, each shareholder provides endorsements/guarantees parent company in proportion to its ownership.

  • (g) Under the Consumer Protection Act, performance guarantees for pre-sale contracts for companies in the same industry.

(Continued)

-123-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.AND SUBSIDIARIES Notes to Consolidated Financial Statements

(iii) Securities held as of December 31, 2020 (excluding investment in subsidiaries, associates and joint ventures):

(In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars)
Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Highest balance
during the year
Percentage of
ownership (%)
Note
Shares/Units
(thousands)
Carrying value Percentage of
ownership (%)
Fair value
The Company Stock- Capital
Securities
Corporation
- Non-current financial
assets at fair value
through other
comprehensive
income
4,969,171 67,332 %
-
67,332 %
-
-
" Stock- Taiwan
High Speed Rail
Corporation
- Non-current financial
assets at fair value
through other
comprehensive
income
200,000 6,340 %
-
6,340 %
-
-
" Stock- Firich
Enterprises
Co.,Ltd.
- Current financial
assets at fair value
through profit or loss
247,299 7,135 %
-
7,135 %
-
-
" Stock- Hontai
Finance Co., Ltd.
- Current financial
assets at fair value
through profit or loss
250,000 20,150 %
-
20,150 %
-
-
" Stock- Tiga
Gaming Inc.
- Current financial
assets at fair value
through profit or loss
1,000 14 %
-
14 %
-
-
" Capital Money
Market Fund
- Current financial
assets at fair value
through profit or loss
5,560,916 90,450 %
-
90,450 %
-
-
" Stock- Era
Communications
Co., Ltd.
- Non-current financial
assets at fair value
through other
comprehensive
income
16,545 - %
0.01
- %
0.01
-
" Stock- Taiwan On
Line Co., Ltd.
- Non-current financial
assets at fair value
through other
comprehensive
income
803,582 - %
11.97
- %
11.97
-
" Stock- Spring
House
Entertainment
Technology Inc.
- Non-current financial
assets at fair value
through other
comprehensive
income
412,812 - %
2.80
- %
2.80
-
Pao-Shin
Investment Co.,
Ltd.
Stock- O-Bank
Co., Ltd.
- Non-current
available-for-sale
financial assets, net
3,115,430 21,590 %
-
21,591 %
-
pledged
3,084,000
shares
" Stock- Firich
Enterprises
Co.,Ltd.
- Current financial
assets at fair value
through profit or loss
69,749 2,012 %
-
2,012 %
-
-
" Stock- Lightware
Link, Inc.
- Non-current financial
assets at cost, net
511,480 - %
-
- %
-
-
" Stock- Era
Communications
Co., Ltd.
- Non-current financial
assets at cost, net
46,880 - %
-
- %
-
-
ZENITH GLOBAL
CAPITAL S.A.
(SAMOA)
GOER
INTERNATIONA
L CO., LTD.
- Non-current financial
assets at fair value
through other
comprehensive
income
180,000 - %
18.00
- %
18.00
-

(iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20% of the capital stock: None

(v) Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: None

(vi) Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: None

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

(viii) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of the capital stock: None

(ix) Trading in derivative instruments: None

(Continued)

-124-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.AND SUBSIDIARIES Notes to Consolidated Financial Statements

(x) Business relationships and significant intercompany transactions:

(In thousands of New Taiwan Dollars)

(In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars)
No. Name of company Name of counter-party Nature of
relationship
Intercompany transactions
Account name Amount Trading terms Percentage of the consolidated
net revenue or total assets
0 The Company Chia-Yuan Create Co.,
Ltd.
1 Accounts payable 4,750 The same as the term
for other general
trading partners
-%
1 Chia-Yuan Create
Co., Ltd.
The Company 2 Notes receivable 4,750 The same as the term
for other general
trading partners
-%
1 Chia-Yuan Create
Co., Ltd.
The Company 2 Construction
revenue
81,426 The same as the term
for other general
trading partners
-%
1 Chia-Yuan Create
Co., Ltd.
The Company 2 Construction cost 80,771 The same as the term
for other general
trading partners
-%
1 Chia-Yuan Create
Co., Ltd.
Da-Ho Security Co., Ltd. 3 Other receivable 976 The same as the term
for other general
trading partners
-%

Note 1: The numbers denote the following:

  • (1) 0 represents the Company.

  • (2) 1 represents the Chia-Yuan Create Co., Ltd.

Note 2: Relationship with the listed companies:

  • (1) The Company to subsidiary.

  • (2) Subsidiary to the Company.

  • (3) Subsidiary to subsidiary.

Note 3: The aforementioned inter-company transactions have been eliminated in the consolidated financial statements.

(b) Information on investees:

The following is the information on investees for the years ended December 31, 2020 :

(In thousands of New Taiwan Dollars)

Name of investor Name of investee Location Main
businesses and
products
Original investment amount Original investment amount Balance as of December 31, 2020 Balance as of December 31, 2020 Balance as of December 31, 2020 Highest balance
during the year
Percentage of
ownership
Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2020 December 31, 2019 Shares
(thousands)
Percentage of
ownership
Carrying
value
The Company Chain-Hung Apartment
Building Management
and Maintenance Ltd.
Taiwan Mansions management
Services
10,000 10,000 999,996 %
99.99
12,889 %
99.99
2,746 2,994
The Company Pao-Shin Investment
Co., Ltd.
Taiwan Investing activities 164,640 124,640 17,999,991 %
99.99
142,647 %
99.99
(7,178) (4,686)
The Company Chain-Shin-Hao
Supermarket Ltd.
Taiwan Conduct of
supermarket
25,710 25,710 2,571,000 %
75.00
26,574 %
75.00
2,104 1,578
The Company Chain-Da
Development Co., Ltd.
Taiwan Constructing, selling,
and leasing of
residential and
commercial buildings.
82,000 82,000 8,200,000 %
82.00
104,069 %
82.00
(553) (454)
The Company CASTLE ROCK
INVESTMENT S.A.
(SAMOA)
SAMOA Investing activities 508,229 508,229 16,206,000 %
100.00
475,169 %
100.00
1,706 1,706
The Company CHAINQUI
HOLDING CO., LTD
(SAMOA)
SAMOA Investing activities 1,824,837 1,755,800 58,760,000 %
100.00
1,462,576 %
100.00
(56,110) (56,110)
The Company CHAINQUI
CONSTRUCTION
CO., LTD (SAMOA)
SAMOA Investing activities 170,242 170,242 5,500,000 %
100.00
155,111 %
100.00
(1,593) (1,593)
Pao-Shin
Investment Co.,
Ltd.
MEN'S FOCUS
COMPANY
Taiwan Magazine distribution
industry
10,000 10,000 1,000,000 %
43.48
- %
43.48
- -
Pao-Shin
Investment Co.,
Ltd.
Chia-Yuan Create Co.,
Ltd.
Taiwan Constructing activities 98,879 58,879 11,500,000 %
100.00
120,212 %
100.00
(3,152) -
Pao-Shin
Investment Co.,
Ltd.
Rich Key Asia LTD. Hong Kong Investing activities 988 988 - %
100.00
- %
100.00
- -
Pao-Shin
Investment Co.,
Ltd.
Ever Easy
Management
Hong Kong Investing activities 745 745 - %
100.00
- %
100.00
- -

(Continued)

-125-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.AND SUBSIDIARIES Notes to Consolidated Financial Statements

Name of investor Name of investee Location Main
businesses and
products
Original investment amount Original investment amount Balance as of December 31, 2020 Balance as of December 31, 2020 Balance as of December 31, 2020 Highest balance
during the year
Percentage of
ownership
Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2020 December 31, 2019 Shares
(thousands)
Percentage of
ownership
Carrying
value
Pao-Shin
Investment Co.,
Ltd.
New Momentum LTD. SAMOA Investing activities 382 382 - %
100.00
- %
100.00
(32) -
Pao-Shin
Investment Co.,
Ltd.
Profit Asia LTD. SAMOA Investing activities 390 390 - %
100.00
- %
100.00
(42) -
CHIA-YUAN
CREATE CO.,
LTD.
DAHO SECURITY
CO., LTD.
Taiwan Security services 40,000 - 4,000,000 %
100.00
39,861 %
100.00
(139) -
CASTLE ROCK
INVESTMENT
S.A. (SAMOA)
NOAH
INVESTMENT
CAPITAL LIMITED
(SAMOA)
SAMOA Investing activities 489,976 489,976 15,624,000 %
91.83
460,478 %
91.83
1,925 -
NOAH
INVESTMENT
CAPITAL
LIMITED
(SAMOA)
ZENITH GLOBAL
CAPITAL S.A.
(SAMOA)
SAMOA Investing activities 526,533 530,995 16,782,000 %
82.74
495,395 %
82.87
2,388 -
ZENITH
GLOBAL
CAPITAL S.A.
(SAMOA)
LEXY STAR
INTERNATIONAL
CO., LTD.
Malaysia Investing activities 416,042 416,042 13,700,000 %
100.00
416,835 %
100.00
2,431 -
CHAINQUI
HOLDING CO,.
LTD (SAMOA)
CHAINQUI
DEVELOPMENT
USA LLC
U.S.A Investing activities 1,973,803 1,886,888 63,685,000 %
100.00
1,621,391 %
100.00
(51,118) -
CHAINQUI
DEVELOPMEN
T USA LLC
CHAINQUI
DEVELOPMENT
BELLTOWN LLC
U.S.A Investing activities 1,115,238 1,040,310 36,410,000 %
100.00
914,817 %
100.00
(24,025) -
CHAINQUI
DEVELOPMEN
T USA LLC
CHAINQUI
DEVELOPMENT
VIRGINIA, LLC
U.S.A Constructing, selling,
and leasing of
residential and
commercial buildings.
765,910 701,449 24,200,000 %
100.00
629,377 %
100.00
(21,643) -
CHAINQUI
DEVELOPMEN
T USA LLC
CHAINQUI
DEVELOPMENT
ROOSEVELT, LLC
U.S.A Constructing, selling,
and leasing of
residential and
commercial buildings.
54,855 54,855 1,800,000 %
100.00
50,923 %
100.00
68 -
CHAINQUI
CONSTRUCTI
ON CO.,
LTD(SAMOA)
GALORE
DEVELOPMENT
GROUP INC.
U.S.A Investing activities 139,168 139,168 4,500,000 %
50.00
126,613 %
50.00
(3,107) -
GALORE
DEVELOPMEN
T GROUP INC.
CHAINQUI
DEVELOPMENT
SEATTLE, LLC
U.S.A Investing activities 269,878 269,878 8,800,000 %
100.00
247,948 %
100.00
(2,716) -
CHAINQUI
DEVELOPMEN
T SEATTLE,
LLC
CHAINQUI
DEVELOPMENT
WALLINGFORD,
LLC
U.S.A Constructing, selling,
and leasing of
residential and
commercial buildings.
160,083 160,083 5,150,000 %
100.00
149,057 %
100.00
603 -
CHAINQUI
DEVELOPMEN
T SEATTLE,
LLC
CHAINQUI
DEVELOPMENT
HARBORVIEW, LLC
U.S.A Constructing, selling,
and leasing of
residential and
commercial buildings.
106,982 106,982 3,550,000 %
100.00
96,643 %
100.00
(2,811) -

(c) Information on investment in mainland China: None

(d) Major shareholders:

Major shareholders:
Shareholding
Shareholder’s Name
Shares Percentage
Chain-I Investment Co., Ltd. 27,981,661 %
12.46
Chain-Chan Investment Co., Ltd. 21,447,410 %
9.55
Chain-Da Investment Co., Ltd. 16,257,347 %
7.23
Tai You Investment Co., Ltd. 16,145,813 %
7.19
Chang Sheng International Investment Ltd. 15,803,717 %
7.03
Yu-Ching Construction Co., Ltd. 15,762,552 %
7.01
Lee Long-Kwang 14,255,555 %
6.34

(Continued)

-126-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(14) Segment information:

  • (a) General Information

The Group’s operating segments required to be disclosed are categorized as Real Estate Transaction Group and Construction Group. These two groups have different market and marketing strategy, which are described as follows:

  • (i) Real Estate Transaction Group: commissioning contractor to construct commercial and residential buildings for leasing and sales.

  • (ii) Construction Group: engaging in the business of construction and civil engineering.

  • (b) Reportable segment profit or loss, segment assets, segment liabilities, and their measurement and reconciliations

The Group uses the internal management report that the chief operating decision maker reviews as the basis to determine its resource allocation and make a performance evaluation. The internal management report includes profit before taxation, (excluding any extraordinary activity and foreign exchange gain or losses,) since taxation, extraordinary activity and foreign exchange gains or losses are managed on a group basis, they cannot be allocated to each reportable segment. In addition, not all reportable segments include depreciation and amortization of significant non-cash items. The reportable amount is similar to that of the report used by the chief operating decision maker.

The operating segment accounting policies are similar to that of described in Note 4 “significant accounting policies” except for the recognition and measurement of pension cost, which is on a cash basis. The Group treated intersegment sales and transfers as third-party transactions. They are measured at market prices.

The Group’s operating segment information and reconciliation were as follows:

Revenue:
Revenue from external customers
Intersegment revenues
Interest revenues
Total revenue
Interest expense
Depreciation and amortization
Share of profit of associates and joint
ventures accounted for using equity
method
Reportable segment profit
Asset:
Investments accounted for using
equity method
Reportable segment asset
Reportable segment liability
For the years ended December 31, 2020 For the years ended December 31, 2020 For the years ended December 31, 2020
Real Estate
Transaction
$ 1,291,468
388
1,580
$
1,293,436
80,922
57,252
56,566
$
210,802
$ 2,379,035
$
9,338,974
$
2,926,976
Construction
-
81,426
107
81,533
-
9
139
(3,157)
39,861
138,414
25,574
Other
46,609
404
2,560
49,573
647
870
3,226
(108)
120,212
911,993
45,205
Adjustment
and
eliminations
-
(82,218)
-
(82,218)
-
-
(59,931)
62,597
(2,539,108)
(2,541,499)
(4,198)
Total
1,338,077
-
4,247
1,342,324
81,569
58,131
-
270,134
-
7,847,882
2,993,557

(Continued)

-127-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Revenue:
Revenue from external customers
Intersegment revenues
Interest revenues
Total revenue
Interest expense
Depreciation and amortization
Share of profit of associates and joint
ventures accounted for using equity
method
Reportable segment profit
Asset:
Investments accounted for using
equity method
Reportable segment asset
Reportable segment liability
For the years ended December 31, 2019 For the years ended December 31, 2019 For the years ended December 31, 2019 Total
1,730,553
-
10,277
Real Estate
Transaction
$ 1,611,392
1,791
2,137
$
1,615,320
76,380
50,285
99,692
$
374,751
$ 2,275,512
$
10,061,786
$
3,677,069
Construction
72,464
91,793
94
164,351
-
2
-
12,618
-
264,632
181,310
Other
46,697
2,575
8,046
57,318
832
1,966
(10,374)
15,597
90,694
873,678
48,768
Adjustment
and
eliminations
-
(96,159)
-
(96,159)
-
-
(89,318)
88,829
(2,366,206)
(2,680,997)
(150,912)
1,740,830
77,212
52,253
-
491,795
-
8,519,099
3,756,235
  • (c) Product and services information

Revenue from external customers of the Group was sa follow:

Item
Land and building sale revenue
Construction revenue
Rental revenue
Service revenue
For the years ended December 31 For the years ended December 31
2020
$ 1,129,908
-
159,170
48,999
$
1,338,077
2019
1,489,423
72,464
105,309
63,357
1,730,553

(d) Geographic information

In presenting information on the basis of geography, segment revenue is based on the geographical location of customers and segment assets are based on the geographical location of the assets.

Geographical information
Revenue from external customers:
Taiwan
United States
For the years ended December 31 For the years ended December 31
2020
$ 1,189,737
148,340
$
1,338,077
2019
1,635,008
95,545
1,730,553

-128-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Geographical information
Non-current assets:
Taiwan
United States
Other
Total
For the years ended December 31 For the years ended December 31
2020
$ 393,335
1,936,596
68,352
$
2,398,283
2019
391,558
2,082,186
71,952
2,545,696

Non-current assets include property, plant and equipment, Right-of-use assets, investment property, intangible assets, and other assets, not including financial instruments, deferred tax assets (noncurrent).

-129-

Independent Auditors’ Report

To the Board of Directors of Chainqui Construction Development Co., Ltd.:

Opinion

We have audited the parent company only financial statements of Chainqui Construction Development Co., Ltd. (the" Company"), which comprise the balance sheets as of December 31, 2020 and 2019, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of another auditor (please refer to Other Matter paragraph), the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and its financial performance and its cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the parent company only Financial Statements section of our report. We are independent of the Company in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. Based on our auditors and the reports of another auditor, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Emphasis of Matter Paragraph-Basic Accounting Principles

As disclosure in Note 4(t) of the independent financial statements. In order to spread the costs over the useful lifespan of its property, plant and equipment, as well as its investment properties. The Company adopted the Straight-line Method of accounting for depreciation beginning January 1, 2020, whereas it previously used the Declining-balance Method. Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements of the current period. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

1. Revenue recognition

Please refer to notes 4(o) and 6(t) of the notes to the parent company only financial statements for the accounting policy on revenue recognition and the details of revenue.

Description of key audit matter:

The construction industry, in which the Company is into, has a higher tendency of revenue fluctuation. Since the Company is a listed company, there is significant risk in fraud of sales revenue; therefore, the recognition of sales revenue is one of the most important evaluation in performing our audit procedures.

-130-

How the matter was addressed in our audit:

Our principal audit procedures included testing the effectiveness of the design and implementing the internal control system of sales revenue. Inspecting of sales contracts and real estate control transfer document etc.. Testing the samples of sales transaction before and after the end of the year to ensure the correctness of sales revenue.

2. Inventory evaluation

Please refer to notes 4(g), 5(a) and 6(f) of the notes to the parent company only financial statements for the accounting policy on measuring inventory, assumptions used, and uncertainties considered in determining the net realizable value and the details of inventory.

Description of key audit matter:

Inventory is a significant part of the balance sheets, and the evaluation of the inventory is determined in accordance with the IFRS, IASs, interpretation, as well as related guidance endorsed by the Financial Supervisory Commission, and the net realization. Since there is high fluctuation in the current real estate industry, there is a possible risk that the cost of inventory may be higher than the net price.

How the matter was addressed in our audit:

Our principal audit procedures included:

Based on the valuation report provided by the external real estate appraiser and is used to inquire the method of assessment and the use of the index material and relevant information. Auditors will then consider whether the subsequent changes in the economic situation may affect its conclusions.

Through reviewing the recent selling price of the premises and the return on investment analysis chart or by inquiring the selling price of premises nearby from the “Actual Selling Price of Real Estate” website.

Other Matter

Among the investments accounted for using the equity method in the Company, some of the financial statements have not been audited by us. Those statements were audited by another auditor, whose report has been furnished to us, and our opinion, insofar as it relates to the amounts included for those investments accounted for using the equity method, is based solely on the reports of another auditor. The investments accounted for using the equity method constituting 28% and 26% of total assets at December 31, 2020 and 2019, and the share of profit (loss) of associates and joint ventures accounted for using the equity method constituting (17)% and (20)% of total profit before tax for the years then ended.

Responsibilities of Management and Those Charged with Governance for the Parent Company only Financial Statements

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of the parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the supervisors) are responsible for overseeing the Company’ s financial reporting process.

-131-

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken based on these parent company only financial statements.

As part of an audit in accordance with auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain 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 for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the 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 Company’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. Conclude 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 the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the parent company only 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 the Company to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on these financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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 deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

-132-

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’ s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Chung-Che Chen and LiChen Lai.

KPMG

Taipei, Taiwan (Republic of China) March 16, 2021

Notes to Readers

The accompanying parent company only financial statements are intended only to present the financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such parent company only financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ audit report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and parent company only financial statements, the Chinese version shall prevail.

-133-

December 31, 2019 Amount
%
912,636
16
54,899
1
22,120
-
34,721
1
1,695
-
184,925
3
-
-
80,261
1
40,076
1
5,116
-
45,182
1
1,381,631
24
3,684
-
8,233
-
1,600
-
13,517
-
1,395,148
24
2,041,368
35
748,668
13
1,751,022
30
(111,147)
(2)
4,429,911
76
5,825,059
100
December 31, 2020 Amount
%
$ 666,182
12
54,934
1
20,478
-
21,418
-
-
-
107,489
2
4,750
-
103,567
2
36,171
1
4,981
-
29,498
1
1,049,468
19
4,016
-
2,058
-
1,600
-
7,674
-
1,057,142
19
2,245,505
40
647,558
11
1,840,421
33
(192,700)
(3)
4,540,784
81
$
5,597,926
100
(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Balance Sheets December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars) December 31, 2020
December 31, 2019
Assets
Amount
%
Amount
%
Liabilities and Equity
Current assets:
Current liabilities:
Cash and cash equivalents (Note 6(a))
$ 1,235,520
22
1,212,078
21
2100
Short-term borrowings (Notes 6(l) and 6(w))
Current financial assets at fair value through profit or loss (Notes 6(b) and
117,749
2
62,008
1
2110
Short-term notes and bills payable (Notes 6(m) and 6(w))
6(w))
2130
Current contract liabilities (Note 6(t))
Notes receivable and account receivable, net (Notes 6(d) and 6(t))
55,265
1
65,042
1
2150
Notes payable (Note 6(w))
Other receivables, net (Notes 6(e))
29,631
1
48,635
1
2160
Notes payable to related parties (Note 6(w) and 7)
Other non-operating receivables due from related parties, others (Notes 6(e)
and 7)
-
-
7,121
-
Inventories (for construction business), net (Notes 6(f)、8 and 9)
1,065,957
19
1,431,352
25
Prepayments
32,380
1
1,170
-
Other current financial assets (Notes 8)
23,732
-
23,719
-
Construction deposits paid (Note 6(k) and 9)
129,291
2
48,954
1
Other current assets (Note 6(k))
22,204
1
2,445
-
Current assets recognized as incremental costs to obtain contract with
customers (Note 6(k))
1,779
-
4,532
-
2170
Accounts payable (Note 6(w))
2180
Accounts payable to related parties (Note 6(w) and 7)
2200
Other payables (Note 6(p) and 6(w))
2230
Current tax liabilities
2280
Current lease liabilities (Note 6(n) and 6(w))
2399
Other current liabilities, others
Non-Current liabilities:
2,713,508
49
2,907,056
50
2580
Non-current lease liabilities (Note 6(n) and 6(w))
Non-current assets:
2640
Net defined benefit liability, non-current (Note 6(p))
Non-current financial assets at fair value through other comprehensive
73,672
1
63,583
1
2645
Guarantee deposits received
income (Notes 6(c) and 6(w)) Investments accounted for using equity method (Notes 6(g))
2,379,035
43
2,440,409
43
Total liabilities
Property, plant and equipment (Note 6(h) and 8)
190,016
3
190,452
3
Right-of-use assets (Notes 6(i))
8,924
-
8,730
-
Equity attributable to owners of parent (Note 6(r)):
Investment property, net (Notes 6(j) and 8)
183,487
3
185,121
3
3100
Share capital
Intangible assets
541
-
310
-
3200
Capital surplus
Deferred tax assets (Notes 6(q))
39,627
1
17,401
-
3300
Retained earnings
Other non-current financial assets (Notes 8 and 9)
9,116
-
11,997
-
3400
Other equity
Total non-current assets
2,884,418
51
2,918,003
50
Total equity
Total assets
$
5,597,926
100
5,825,059
100
Total liabilities and equity
1100 1110 1150 1200 1212 1320
1410
1476
1478
1479
1480
1517 1550 1600 1755 1760 1780 1840 1980

-134-

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.

Statements of Comprehensive Income

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Common Share)

4000
Operating revenue (Note 6(o)6(t) and 7)
5000
Operating costs (Note 6(f) and 7)
Gross profit from operations
Operating expenses (Notes 6(p)6(u) and 7):
6100
Selling expenses
6200
Administrative expenses
Total operating expenses
Net operating income
Non-operating income and expenses (Note 6(v)):
7100
Interest income
7010
Other income
7020
Other gains and losses, net
7050
Finance costs, net (Note 6(f))
7070
Share of profit (loss) of associates and joint ventures accounted for
using equity method, net
Total non-operating income and expenses
Profit (loss) from continuing operations before tax
7951
Less: Income tax expenses (Note 6(q))
Profit (loss)
8300
Other comprehensive income:
8310
Components of other comprehensive income that will not be
reclassified to profit or loss
8311
Gains (losses) on remeasurements of defined benefit plans (Note
6(p))
8316
Unrealized gains (losses) from investments in equity instruments
measured at fair value through other comprehensive income
8330
Share of other comprehensive income of subsidiaries, associates and
joint ventures accounted for using equity method, components of
other comprehensive income that will not be reclassified to profit
or loss
8349
Income tax related to components of other comprehensive income
that will not be reclassified to profit or loss
Components of other comprehensive income that will not be
reclassified to profit or loss
8360
Components of other comprehensive income (loss) that will be
reclassified to profit or loss
8361
Exchange differences on translation of foreign financial statements
8399
Income tax related to components of other comprehensive income
that will be reclassified to profit or loss (Note 6(q))
Components of other comprehensive income that will be
reclassified to profit or loss
8300
Other comprehensive income
8510
Comprehensive income
Earnings per share (Note 6(s))
9750
Basic earnings per share
9850
Diluted earnings per share
2020
Amount
%
$ 1,143,516
100
664,791
58
478,725
42
72,664
6
72,052
6
144,716
12
334,009
30
663
-
5,945
1
(3,991)
-
(9,602)
(1)
(56,565)
(5)
(63,550)
(5)
270,459
25
38,118
3
232,341
22
(46)
-
10,089
1
(2,741)
-
-
-
7,302
1
(111,127)
(10)
(22,226)
(2)
(88,901)
(8)
(81,599)
(7)
$
150,742
15
$
1.03
$
1.03
2019
Amount
%
1,495,022
100
749,835
50
745,187
50
112,443
8
92,435
6
204,878
14
540,309
36
1,046
-
60,796
4
(1,735)
-
(12,255)
(1)
(99,693)
(7)
(51,841)
(4)
488,468
32
48,013
3
440,455
29
(1,053)
-
14,993
1
(560)
-
-
-
13,380
1
(54,474)
(4)
(10,895)
(1)
(43,579)
(3)
(30,199)
(2)
410,256
27
1.96
1.96

See accompanying notes to parent company only financial statements.

-135-

Total equity 4,122,569 440,455 (30,199) 410,256 - (103,798) - - - 884 - 4,429,911 232,341 (81,599) 150,742 - - (40,827) - - 880 78 4,540,784
Total other equity interest Unrealized gains (losses) on Exchange
financial assets
differences on
measured at
translation of
fair value
foreign
through other
financial
comprehensive
Total other
statements
income
equity interest
(26,026)
(60,908)
(86,934)
-
-
-
(43,579)
14,433
(29,146)
(43,579)
14,433
(29,146)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,933
4,933
(69,605)
(41,542)
(111,147)
-
-
-
(88,901)
7,348
(81,553)
(88,901)
7,348
(81,553)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(158,506)
(34,194)
(192,700)
(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Statements of Changes in Equity For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars) Share capital
Retained earnings
Unappropriated
Total
Ordinary
Capital
Legal
Special
retained
retained
shares
surplus
reserve
reserve
earnings
earnings
Balance at January 1, 2019
$ 1,729,973
920,781
368,322
106,582
1,083,845
1,558,749
Profit (loss)
-
-
-
-
440,455
440,455
Other comprehensive income
-
-
-
-
(1,053)
(1,053)
Total comprehensive income
-
-
-
-
439,402
439,402
Appropriation and distribution of retained earnings: Legal reserve appropriated
-
-
98,600
-
(98,600)
-
Cash dividends of ordinary share
-
-
-
-
(103,798)
(103,798)
Stock dividends of ordinary share
138,398
-
-
-
(138,398)
(138,398)
Reversal of special reserve
-
-
-
(19,648)
19,648
-
Other changes in capital surplus: Stock dividends from capital surplus
172,997
(172,997)
-
-
-
-
Other changes in capital surplus
-
884
-
-
-
-
Disposal of investments in equity instruments designated at fair value through other comprehensive income
-
-
-
-
(4,933)
(4,933)
Balance at December 31, 2019
2,041,368
748,668
466,922
86,934
1,197,166
1,751,022
Profit (loss)
-
-
-
-
232,341
232,341
Other comprehensive income
-
-
-
-
(46)
(46)
Total comprehensive income
-
-
-
-
232,295
232,295
Appropriation and distribution of retained earnings: Legal reserve appropriated
-
-
44,046
-
(44,046)
-
Special reserve appropriated
-
-
-
24,213
(24,213)
-
Cash dividends of ordinary share
-
-
-
-
(40,827)
(40,827)
Stock dividends of ordinary share
102,069
-
-
-
(102,069)
(102,069)
Other changes in capital surplus: Stock dividends from capital surplus
102,068
(102,068)
-
-
-
-
Other changes in capital surplus
-
880
-
-
-
-
Changes in ownership interests in subsidiaries
-
78
-
-
-
-
Balance at December 31, 2020
$
2,245,505
647,558
510,968
111,147
1,218,306
1,840,421

-136-

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.

Statements of Cash Flows

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Net loss (gain) on financial assets or liabilities at fair value through profit or loss
Interest expense
Interest income
Dividend income
Share of loss (profit) of associates and joint ventures accounted for using equity method
Other revenue, overdue dividends and compensation of board and directors
Loss (gain) on fair value adjustment of investment property
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Changes in operating assets:
Net loss (gain) on financial assets or liabilities at fair value through profit or loss
Decrease (increase) in notes receivable
Decrease (increase) in accounts receivable
Decrease (increase) in other receivable
Decrease (increase) in other receivable due from related parties
Decrease (increase) in inventories
Decrease (increase) in prepayments
Decrease (increase) in other current assets
Decrease (increase) in other financial assets
Decrease (increase) in assets recognized as incremental costs to obtain contract with
customers
Decrease (increase) in other operating assets
Total changes in operating assets
Changes in operating liabilities:
Increase (decrease) in contract liabilities
Increase (decrease) in notes payable
Increase (decrease) in notes payable to related parties
Increase (decrease) in accounts payable
Increase (decrease) in accounts payable to related parties
Increase (decrease) in other payable
Increase (decrease) in other current liabilities
Increase (decrease) in net defined benefit liability
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow (outflow) generated from operations
Interest received
Dividends received
Interest paid
Income taxes refund (paid)
Net cash flows from (used in) operating activities
2020
$ 270,459
8,141
93
1,413
9,602
(663)
(5,486)
56,565
880
(43)
70,502
(57,154)
52,059
(42,282)
19,011
7,121
380,276
(40,140)
(19,759)
(13)
2,753
(80,337)
221,535
(1,642)
(13,303)
(1,695)
(77,436)
4,750
23,490
(15,684)
(6,221)
(87,741)
133,794
204,296
474,755
663
5,486
(15,470)
(42,023)
423,411
2019
488,468
8,608
48
(5,338)
12,255
(1,046)
(3,951)
99,693
884
-
111,153
(28,373)
86,608
215,663
51,303
(7,121)
529,591
11,387
8,737
(20)
55,689
10,189
933,653
(373,895)
17,693
(2,976)
(126,866)
(15,835)
(467,149)
(95,322)
(1,524)
(1,065,874)
(132,221)
(21,068)
467,400
1,046
3,951
(18,124)
(7,833)
446,440

See accompanying notes to parent company only financial statements.

-137-

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.

Statements of Cash Flows (CONT’D)

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) investing activities:
Proceeds from disposal of financial assets at fair value through other comprehensive income
Acquisition of investments accounted for using equity method
Increase in prepayments for investments
Acquisition of property, plant and equipment
Acquisition of intangible assets
Decrease (increase) in other financial non-current assets
Net cash flows from (used in) investing activities
Cash flows from (used in) financing activities:
Increase in short-term loans
Decrease in short-term loans
Increase in short-term notes and bills payable
Decrease in short-term notes and bills payable
Decrease in guarantee deposits received
Payment of lease liabilities
Cash dividends paid
Net cash flows from (used in) financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period

See accompanying notes to parent company only financial statements.

-138-

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.

Notes to the Parent Company only Financial Statements

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company history

Chainqui Construction Development Co., Ltd. (the “Company”) was established on January 27, 1973. The Company’s registered office address is located at 1F., No.201-1, Jixian Rd., Sanchong Dist, New Taipei City 241, Taiwan. The major business activities of the Company are the construction, sales, and leasing of residential and commercial buildings.

(2) Approval date and procedures of the financial statements:

The parent company only financial statements were authorized for issuance by the Board of Directors on March 16, 2021.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. (“FSC”) which have already been adopted.

The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from January 1, 2020:

  • ●Amendments to IFRS 3 “Definition of a Business”

  • ●Amendments to IFRS 9, IAS39 and IFRS7 “Interest Rate Benchmark Reform”

  • ●Amendments to IAS 1 and IAS 8 “Definition of Material”

  • ●Amendments to IFRS 16 “COVID-19-Related Rent Concessions”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Company assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2021, would not have a significant impact on its parent company only financial statements:

  • ●Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”

  • ●Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform Phase 2”

(Continued)

-139-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The Company does not expect the following new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its parent company only financial statements:

  • ●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

  • ●IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”

  • ●Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”

  • ●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”

  • ●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • ●Annual Improvements to IFRS Standards 2018-2020

  • ●Amendments to IFRS 3 “Reference to the Conceptual Framework”

  • ●Amendments to IAS 1 “Disclosure of Accounting Policies”

  • ●Amendments to IAS 8 “Definition of Accounting Estimates”

(4) Summary of significant accounting policies:

The significant accounting policies presented in the parent company only financial statements are summarized below. Except for those specifically indicated, the following accounting policies were applied consistently throughout the periods presented in the parent company only financial statements.

(a) Statement of compliance

These financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as “the Regulations”).

  • (b) Basis of preparation

  • (i) Basis of measurement

Except for the following significant accounts, the parent company only financial statements have been prepared on a historical cost basis:

  • 1) Financial instruments at fair value through profit or loss are measured at fair value;

  • 2) Financial assets at fair value through other comprehensive income are measured at fair value;

  • 3) The defined benefit liabilities (assets) are measured at fair value of the plan assets less the present value of the defined benefit obligation, limited as explained in note 4(p).

(Continued)

-140-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(ii) Functional and presentation currency

The functional currency of each Company entity is determined based on the primary economic environment in which the entity operates. The parent company only financial statements are presented in New Taiwan Dollar (NTD), which is the Company’ s functional currency. All financial information presented in NTD has been rounded to the nearest thousand.

(c) Foreign currencies

(i) Foreign currency transactions

Transactions in foreign currencies are translated into the respective functional currencies of Company entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date. Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies using the exchange rate at the date that the fair value was determined. Non-monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:

  • 1) An investment in equity securities designated as at fair value through other comprehensive income;

  • 2) A financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is effective; or

  • 3) Qualifying cash flow hedges to the extent that the hedges are effective.

(ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Company disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to noncontrolling interests. When the Company disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

(Continued)

-141-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, exchange differences arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income.

  • (d) Current and non-current distinction

An asset is classified as current under one of the following criteria, and all other assets are classified as non-current.

  • (i) It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is expected to be realized within twelve months after the reporting period; or

  • (iv) The asset is cash or a cash equivalent (as defined in IAS 7) unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is classified as current under one of the following criteria, and all other liabilities are classified as non-current.

An entity shall classify a liability as current when:

  • (i) It is expected to be settled in the normal operating cycle;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is due to be settled within twelve months after the reporting period; or

  • (iv) The Company does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

  • (e) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short term cash commitments rather than for investment or other purposes should be recognized as cash equivalents.

(Continued)

-142-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(f) Financial instruments

Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

On initial recognition, a financial asset is classified as measured at: amortized cost; Fair value through other comprehensive income (FVOCI) – equity investment; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

  • 1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧ It is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • ‧ Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

  • 2) Fair value through other comprehensive income (FVOCI )

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧ It is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and

  • ‧ Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’ s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Debt investments at FVOCI are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognized in profit or loss. Other net gains and losses are recognized in other comprehensive income. On derecognition, gains and losses accumulated in other comprehensive income are reclassified to profit or loss.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Company’s right to receive payment is established.

  • 3) Fair value through profit or loss (FVTPL)

All financial assets not classified as amortized cost or FVOCI described as above are measured at FVTPL, including derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

  • 4) Impairment of financial assets

The Company recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, amortized costs, notes and trade receivables, other receivable, leases receivable, guarantee deposit paid and other financial assets), debt investments measured at FVOCI and contract assets.

The Company measures loss allowances at an amount equal to lifetime expected credit loss (ECL), except for the following which are measured as 12-month ECL:

  • ‧ Debt securities that are determined to have low credit risk at the reporting date; and

  • ‧ Other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Company’ s historical experience and informed credit assessment as well as forwardlooking information.

The Company considers a debt security to have low credit risk when its credit risk rating is equivalent to the globally understood definition of ‘ investment grade which is considered to be BBB- or higher per Standard & Poor’s, Baa3 or higher per Moody’s or twA or higher per Taiwan Ratings’.

The Company assume that the credit risk on a financial asset has increased significantly if it is more than 365 days past due.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

At each reporting date, the Company assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is ‘ credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data:

‧ Significant financial difficulty of the borrower or issuer;

‧ A breach of contract such as a default or being more than 365 days past due;

‧ The lender of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession that the lender would not otherwise consider;

‧ It is probable that the borrower will enter bankruptcy or other financial reorganization; or

‧ The disappearance of an active market for a security because of financial difficulties.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. For debt securities at FVOCI, the loss allowance is charged to profit or loss and is recognized in other comprehensive income instead of reducing the carrying amount of the asset.

The gross carrying amount of a financial asset is written off when the Company has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

For individual customers, the Company has a policy of writing off the gross carrying amount when the financial asset is 365 days past due based on historical experience of recoveries of similar assets. For corporate customers, the Company individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Company expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’s procedures for recovery of amounts due.

5) Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Company enters into transactions whereby it transfers assets recognized in its statement of balance sheet but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.

(ii) Financial liabilities and equity instruments

1) Classification of debt or equity

Debt and equity instruments issued by the Company are classified as financial liabilities or equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

2) Equity instrument

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

3) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative, or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • 4) Derecognition of financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred, or liabilities assumed) is recognized in profit or loss.

  • 5) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

(g) Inventories

Inventories are measured at the lower of cost and net realizable value. When the cost of inventories is higher than the net realizable value, it should be offset against the cost to net realizable value, and the amount of inventory should be recognized as cost of goods sold in the current period. The methods of determining the net realizable value are as follows:

  • (i) Land held for development: the Company’s management estimates the net realizable value of land held for development based on market value.

  • (ii) Construction-in-progress—projects: Net realizable value is the estimated selling price (based on market value), less, the estimated costs of completion and selling expenses.

  • (iii) Properties and land held for sale: Net realizable value is estimated selling price (based on market value), less, the estimated costs of selling expenses.

(h) Subsidiaries

The subsidiaries in which the Company holds controlling interest are accounted for under equity method in the non-consolidated financial statements. Under equity method, the net income, other comprehensive income and equity in the non-consolidated financial statement are the same as those attributable to the owners of parent in the consolidated financial statements.

The changes in ownership of the subsidiaries are recognized as equity transaction.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(i) Investment property and Property, plant and equipment

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services, or for administrative purposes. Investment property is measured at cost on initial recognition, and subsequently at cost, less accumulated depreciation and accumulated impairment losses. Depreciation expense is calculated based on the depreciation method, useful life, and residual value which are the same as those adopted for property, plant and equipment.

Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount) is recognized in profit or loss.

Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.

  • (j) Property, plant and equipment

  • (i) Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

  • (iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a fixed percentage of diminishing value method basis over the estimated useful lives of each component of an item of property, plant and equipment.

Land is not depreciated.

The estimated useful lives for the current and comparative years of significant items of property, plant and equipment are as follows:

1) Buildings 3~50 years
2) Miscellaneous equipment 3~15 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(k) Leased

  • (i) Identifying a lease

At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether:

  • 1) The contract involves the use of an identified asset – this may be specified explicitly or implicitly, and should be physically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplier has a substantive substitution right, then the asset is not identified; and

  • 2) The customer has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and

  • 3) The customer has the right to direct the use of the asset throughout the period of use only if either:

  • The customer has the right to direct how and for what purpose the asset is used throughout the period of use; or

  • The relevant decisions about how and for what purpose the asset is used are predetermined and:

    • - The customer has the right to operate the asset throughout the period of use, without the supplier having the right to change those operating instructions; or

    • - The customer designed the asset in a way that predetermines how and for what purpose it will be used throughout the period of use.

(ii) As a lessee

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

Lease payments included in the measurement of the lease liability comprise the following:

  • Fixed payments, including in-substance fixed payments;

  • - Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • - Amounts expected to be payable under a residual value guarantee; and

  • Payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • There is a change in future lease payments arising from the change in an index or rate; or

  • - There is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee; or

  • - There is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • - There is a change of its assessment on whether it will exercise an extension or termination option; or

  • There is any lease modifications

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Company accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Company presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.

The Company has elected not to recognize right-of-use assets and lease liabilities for shortterm leases of vehicles that have a lease term of 12 months or less and leases of low-value assets, including office equipment. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

For sale-and-leaseback transactions, the Company applies the requirements for determining when a performance obligation is satisfied in IFRS15 to determine whether the transfer of an asset is accounted for as a sale of the asset. If the transfer of an asset satisfies the requirement of IFRS15 to be accounted for as a sale of the asset, the Company derecognizes the transferred asset, then measures the right-of-use asset arising from the leaseback at the proportion of the previous carrying amount of the asset that relates to the right of use retained. Accordingly, the Company recognizes only the amount of any gain or loss that relates to the rights transferred to the buyer-lessor. For leaseback transaction, the Company applies the lessee accounting policy. If the transfer of an asset does not satisfy the requirement of IFRS15 to be accounted for as a sale of the asset, the Company continues to recognize the transferred asset and recognizes the financial liability equal to the transfer proceeds.

(iii) As a lessor

When the Company acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Company makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

When the Company is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short-term lease to which the Company applies the exemption described above, then it classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, the Company applies IFRS15 to allocate the consideration in the contract.

The lessor recognizes a finance lease receivable at an amount equal to its net investment in the lease. Initial direct costs, such as lessors to negotiate and arrange a lease, are included in the measurement of the net investment. The lessor recognizes the interest income over the lease term based on a pattern reflecting a constant periodic rate of return on the lessor’ s net investment in the lease. The Company recognizes lease payments received under operating leases as income on a straight-line basis over the lease term as part of ‘other income’.

(l) Intangible assets

  • (i) Recognition and measurement

Other intangible assets, including customer relationships, patents and trademarks, that are acquired by the Company and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for current and comparative periods are as follows:

1) Software 5 years

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(m) Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than inventories and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(n) Provisions

A provision is recognized if, as a result of a past event, the Company has a present obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(o) Revenue

(i) Revenue from contracts with customers

Revenue is measured based on the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Company’ s main types of revenue are explained below.

1) Land development and sale of real estate

The Company develops and sells residential properties and usually sales properties in advance during construction or before construction begins. Revenue is recognized when control over the properties has been transferred to the customer. The properties have generally no alternative use for the Company due to contractual restrictions. However, an enforceable right to payment does not arise until legal title of a property has passed to the customer. Therefore, revenue is recognized at a point in time when the legal title has passed to the customer.

The revenue is measured at the transaction price agreed under the contract. For sale of readily available house, in most cases, the consideration is due when legal title of a property has been transferred. While deferred payment terms may be agreed in rare circumstances, the deferral never exceeds twelve months. The transaction price is therefore not adjusted for the effects of a significant financing component. For preselling properties, the consideration is usually received by installment during the period from contract inception until the transfer of properties to the customer. If the contract includes a significant financing component, the transaction price will be adjusted for the effects of the time value of money during the period, using the specific borrowing rate of the construction project. Receipt of a prepayment from a customer is recognized as contract liability. Interest expense and contract liability are recognized when adjusting the effects of the time value of money. Accumulated amount of contract liability is recognized as revenue when control over the property has been transferred to the customer.

2) Services

Revenue from services rendered is recognized in profit or loss in proportion to the stage of completion of the transaction at the reporting date. If the Company has recognized revenue, but not issued a bill, then the entitlement to consideration is recognized as a contract asset.

3) Lease income

Lease income from the investment property is recognized in income on a straight-line basis over the lease term. Incentives granted to the Company to enter into the operating lease are spread over the lease term on a straight-line basis so that the lease income received is reduced accordingly. Revenue from property rental is recognized in profit or loss, under other income.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • 4) Financing components

The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the group does not adjust any of the transaction prices for the time value of money.

(ii) Contract costs

  • 1) Incremental costs of obtaining a contract

The Company recognizes as an asset the incremental costs of obtaining a contract with a customer if the Company expects to recover those costs. The incremental costs of obtaining a contract are those costs that the Company incurs to obtain a contract with a customer that it would not have incurred if the contract had not been obtained. Costs to obtain a contract that would have been incurred regardless of whether the contract was obtained shall be recognized as an expense when incurred, unless those costs are explicitly chargeable to the customer regardless of whether the contract is obtained.

The Company applies the practical expedient to recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the entity otherwise would have recognized is one year or less.

  • 2) Costs to fulfil a contract

If the costs incurred in fulfilling a contract with a customer are not within the scope of another Standard (for example, IAS 2 Inventories, IAS 16 Property, Plant and Equipment or IAS 38 Intangible Assets), the Company recognizes an asset from the costs incurred to fulfil a contract only if those costs meet all of the following criteria:

  • a) The costs relate directly to a contract or to an anticipated contract that the Company can specifically identify;

  • b) The costs generate or enhance resources of the Company that will be used in satisfying (or in continuing to satisfy) performance obligations in the future; and

  • c) The costs are expected to be recovered.

General and administrative costs, costs of wasted materials, labor or other resources to fulfil the contract that were not reflected in the price of the contract, costs that relate to satisfied performance obligations (or partially satisfied performance obligations), and costs for which the Company cannot distinguish whether the costs relate to unsatisfied performance obligations or to satisfied performance obligations(or partially satisfied performance obligations), the Company recognizes these costs as expenses when incurred.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(p) Employee benefits

  • (i) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payments is available.

  • (ii) Defined benefit plans

The Company’s net obligation in respect of defined benefit plans is calculated separately for each the plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Company, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity. The Company determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Company recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

  • (iii) Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • (q) Income tax

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

  • (i) Temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

  • (ii) Temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) The Company has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • (ii) The deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • 1) The same taxable entity; or

  • 2) Different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(r) Earnings per share

The Company discloses the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share are calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted-average number of ordinary shares outstanding. Diluted earnings per share are calculated as the profit attributable to ordinary shareholders of the Company, divided by the weighted-average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as convertible bonds and employee compensation.

(s) Operating segments

Please refer to the consolidated financial report of Chainqui Construction Development Co., LTD. for the years ended December 31, 2020 and 2019 for operating segments information.

  • (t) The reasons and effects of the change in accounting estimate

In order to spread the costs over the useful lifespan of its property, plant and equipment, as well as its investment properties. The Company management decided to adopt the Straight-line Method of accounting for depreciation beginning January 1, 2020, whereas it previously used the Decliningbalance Method. The financial statements would provide reliable and more relevant information about the effects of transactions, other events or conditions on the Company’s financial position, financial performance, or cash flows. The change in accounting estimate would decrease the depreciation expense by $2,772 thousand and increase the profit by $2,218 thousand for the year ended December 31, 2020.

The change is accounted for on a prospective basis as required by IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

The preparation of the financial statements in conformity with the Regulation and the IFRSs endorsed by the FSC requires management to make judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income, and expenses. Actual results may differ from these estimates.

The management continues to monitor the accounting estimates and assumptions. The management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the following period.

  • (a) Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next financial year is as follows:

  • (i) Valuation of inventories

Since the inventory is measured at a low cost and net realized value, the cost should be offset against the net realized value when the inventory cost is higher than the net realized value. The amount of deductible should be recognized as cost of sales. Please refer to Note 4 (g) for the method used in determining the net value of the net realization; also, please refer to note 6(f) for inventory evaluation.

(Continued)

-157-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • (b) The Company’ s accounting policies include measuring financial and non-financial assets and liabilities at fair value through profit or loss.

The Company’s financial instrument valuation group conducts independent verification on fair value by using data sources that are independent, reliable, and representative of exercise prices. This financial instrument valuation group also periodically adjusts valuation models, conducts backtesting, renews input data for valuation models, and makes all other necessary fair value adjustments to assure the rationality of fair value. The Company strives to use market observable inputs when measuring assets and liabilities. Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments are as follows:

  • (i) Level 1: quoted prices (unadjusted) in active markets for identifiable assets or liabilities.

  • (ii) Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

(iii) Level 3: inputs for the assets or liability that are not based on observable market data.

For any transfer within the fair value hierarchy, the impact of the transfer is recognized on the reporting date.

Please refer to notes listed as below for assumptions used in measuring fair value.

  • (i) Note 6(j), Investment property

  • (ii) Note 6(w), Financial instruments

(6) Explanation of significant accounts:

  • (a) Cash and cash equivalents
Cash on hand
Checking accounts
Demand deposits
Foreign currency deposits
Cash and cash equivalents
December 31,
2020
$ 280
73,180
1,149,486
12,574
$
1,235,520
December 31,
2019
374
3,969
1,195,517
12,218
1,212,078

Please refer to Note 6(w) for the interest rate risk and sensitivity analysis of the financial assets and liabilities of the Company.

(Continued)

-158-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • (b) Financial assets at fair value through profit or loss

  • (i) The components of financial assets were as follows:

Financial assets at fair value through profit or loss-current:
Share of exchange-listed and OTC-listed companies
Stock of emerging-listed companies
Monetary fund
December 31,
2020
$ 27,285
14
90,450
$
117,749
December 31,
2019
21,861
21
40,126
62,008
  • (ii) For information on the Company’s hedge of credit, currency and interest rate of the financial instruments, please refer to Note 6(w).

  • (iii) The Company loaned their financial asset at fair value through profit or loss to Yuan Securities for the purpose of earning interest revenue during the brokerage period, wherein the Company does not have the right to vote. The Company earned the total amounts of $173 thousand and $29 thousand in 2020 and 2019, respectively. The book value of the financial assets leased on December 31, 2020 and 2019 were $0 thousand.

  • (iv) As December 31, 2020 and 2019, the financial assets at fair value through profit or loss of the Company had not pledged as collateral.

  • (c) Financial assets at fair value through other comprehensive income

December 31,
2020
Equity instruments at fair value through other comprehensive
income:
Domestic Listed Common Shares:
Capital Securities Corp.
$ 67,332
Taiwan High Speed Rail Corporation
6,340
Total
$
73,672
December 31,
2019
55,903
7,680
63,583
  • (i) The Company holds these equity instrument as long-term strategic instrument instead of trading purpose and are accounted for under fair value through other comprehensive income.

  • (ii) Due to changes of investment strategy in December 2019, the Company sold the shares amounting to $10,944 thousand as fair value, $4,965 thousand as disposal profit which had been transferred from other equity to retained earnings.

  • (iii) Please refer to Note 6(w) for credit and market risk information.

  • (iv) The above financial assets were not pledged as collateral for long-term borrowings and financial guarantee.

(Continued)

-159-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(d) Notes and accounts receivable

December 31,
2020
Notes receivable
$ 12,983
Accounts receivable
44,694
Less: Loss allowance
(2,412)
$
55,265
December 31,
2019
65,042
2,412
(2,412)
65,042

The Company applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information. The loss allowance provision in Taiwan were determined as follows:

Current
More than 365 days
Current
More than 365 days
December 31, 2020 December 31, 2020
Gross carrying
amount
Weighted-
average loss
rate
$ 55,265
0%
2,412
100%
$
57,677
December 31, 2019
Loss allowance
provision
-
2,412
2,412
Weighted-
average loss
rate
0%
100%
Loss allowance
provision
-
2,412
2,412

The movement of allowance for expected credit losses are as follow:

Beginning balance (as ending balance) For the years ended December 31 For the years ended December 31
2020
$
2,412
2019
2,412

The aforementioned notes and trade receivable of the Company had not been pledged as collateral for long-term borrowings.

(Continued)

-160-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(e) Other receivables

Other receivables (include related parities)
Less: Loss allowance
December 31,
2020
$ 58,855
(29,224)
$
29,631
December 31,
2019
84,980
(29,224
55,756

As of December 31, 2020, and 2019 the movement in the allowance for other receivables was as follows:

Beginning balance (as ending balance) For the years ended December 31 For the years ended December 31
2020
$
29,224
2019
29,224

For further credit risk information, please refer to Note 6(w).

  • (f) Inventories
Prepayments for land
Land held for development
Construction-in-progress-land and projects
Properties and land held for sale
December 31,
2020
$ 12,906
354,900
208,664
489,487
$
1,065,957
December 31,
2019
1,589
344,887
471,664
613,212
1,431,352
  • (i) There was no write-downs of inventories to net realizable value for the years ended December 31, 2020 and 2019.

  • (ii) The information of capitalized interests was as follows:

Interest expenses
Capitalized interest
Capitalized interest rate
For the years ended December 31
  • (iii) As of December 31, 2020, and 2019, the aforesaid inventories were pledged as collateral. Pease refer to Note 8.

  • (iv) As of December 31, 2020, and 2019, the recovery of inventories expected to exceed 12 months were as follows:

Inventories December 31,
2020
$
576,470
December 31,
2019
818,140

(Continued)

-161-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • (v) For the years ended December 31, 2019, the Company has changed the usage of partial assets, and reclassified inventory to investment property according to definition. Please refer to Note 6(j).

  • (g) Investments accounted for using equity method

Subsidiary December 31,
2020
$
2,379,035
December 31,
2019
2,440,409
  • (i) Subsidiaries

Please refer to the consolidated financial statement of 2020.

  • (ii) Please refer to Note 13(b) for the original investment amount change of investments in 2020.

(h) Property, plant and equipment

The movements in cost, depreciation, and impairment of property, plant and equipment of the Company for the years ended December 31, 2020 and 2019 were as follows:

Cost or deemed cost:
Balance on January 1, 2020
Additions
Balance on December 31, 2020
Balance on January1, 2019
Additions
Disposals
Balance on December 31, 2019
Depreciation and impairment loss:
Balance on January 1, 2020
Depreciation for the year
Balance on December 31, 2020
Balance on January 1, 2019
Depreciation for the year
Disposals
Balance on December 31, 2019
Carrying amounts:
Balance on December 31, 2020
Balance on January 1, 2019
Balance on December 31, 2019
Land
$ 163,919
-
$
163,919
$ 163,919
-
-
$
163,919
$ -
-
$
-
$ -
-
-
$
-
$
163,919
$
163,919
$
163,919
Buildings
63,600
200
63,800
63,600
-
-
63,600
37,570
925
38,495
35,901
1,669
-
37,570
25,305
27,699
26,030
Other
facilities
6,201
546
6,747
5,946
302
(47)
6,201
5,698
257
5,955
5,486
259
(47)
5,698
792
460
503
Total
233,720
746
234,466
233,465
302
(47)
233,720
43,268
1,182
44,450
41,387
1,928
(47)
43,268
190,016
192,078
190,452

(Continued)

-162-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

For information on the aforesaid property, plant and equipment pledged as collateral, please refer to Note 8.

(i) Right-of-use assets

The Company leases many assets including land and buildings, and vehicles. Information about lease for which the Company as a lessee is presented below:

The
Company leases many assets including land and buildings, and
for which the
Company as a lessee is presented below:
vehicles. Informati on about lease
Vehicles
Cost:
Balance on January 1, 2020 $ 13,020
Additions 8,808
Disposals (6,713)
Balance on December 31, 2020 $ 15,115
Balance on January 1, 2019 $ 7,153
Additions 5,867
Balance on December 31, 2019 $ 13,020
Accumulated depreciation and impairment losses:
Balance on January 1, 2020 $ 4,290
Depreciation for the year 5,325
Disposals (3,424)
Balance on December 31, 2020 $ 6,191
Balance as of January 1 2019 $ -
Depreciation for the year 4,290
Balance on December 31, 2019 $ 4,290
Carrying amount:
Balance on December 31, 2020 $ 8,924
Balance on January 1, 2019 $ 7,153
Balance on December 31, 2019 $ 8,730

(j) Investment property

The movements in cost, depreciation, and impairment of investment property of the Company for the years ended December 31, 2020 and 2019 were as follows:

Cost or deemed cost:
Balance on January 1, 2020
Balance on December 31, 2020
Land
$ 113,700
$
113,700
Buildings
87,357
87,357
Total
201,057
201,057

(Continued)

-163-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

Balance on January 1, 2019
Reclassification from inventories to investment properties
Balance on December 31, 2019
Depreciation and impairment loss:
Balance on January 1, 2020
Depreciation for the year
Balance on December 31, 2020
Balance on January 1, 2019
Depreciation for the year
Balance on December 31, 2019
Carrying amount:
Balance on December 31, 2020
Balance on January 1, 2019
Balance on December 31, 2019
Fair value:
Balance on December 31, 2020
Balance on January 1, 2019
Balance on December 31, 2019
Land
$ 82,743
30,957
$
113,700
$ -
-
$
-
$ -
-
$
-
$
113,700
$
82,743
$
113,700
Buildings
Total
32,620
115,363
54,737
85,694
87,357
201,057
15,936
15,936
1,634
1,634
17,570
17,570
13,546
13,546
2,390
2,390
15,936
15,936
69,787
183,487
19,074
101,817
71,421
185,121
$
398,495
$
258,485
$
355,964
Total
115,363
85,694
201,057
15,936
1,634
17,570
13,546
2,390
15,936
183,487
101,817
185,121
  • (i) The investment property contains commercial buildings and land held for leasing. Please refer to Note 6(o) for other related information (including rental income and direct operating expenses arising from investment property that generate rental income).

  • (ii) The fair value of investment properties (as measured or disclosed in the financial statements) was based on the actual selling price of the real estate transactions reported on the websites of the Ministry of the Interior R.O.C.. The inputs of levels of fair value hierarchy in determining the fair value is classified to Level 3.

(iii) Information for the aforesaid investment property pledged as collateral, please refer to Note 8.

(k) Other current assets

Construction deposits paid
Other current assets, others
Current incremental costs to obtaining a contract
December 31,
2020
$ 129,291
22,204
1,779
$
153,274
December 31,
2019
48,954
2,445
4,532
55,931
  • (i) Construction deposits paid

Construction deposits paid include construction deposit and green building deposit.

(Continued)

-164-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(ii) Other current assets, others

Other current assets, others include temporary payments and payments for other.

  • (iii) Current incremental costs to obtaining a contract

The Company expects that incremental commission fees paid to intermediaries, and the bonus for the internal sales department are recoverable. The Company has therefore capitalized them as contract costs. Capitalized commission fees are amortized when the related revenues are recognized. For the years ended December 31, 2020 and 2019 the Company recognized $38,210 thousand and $75,029 thousand, respectively, of amortized expense.

(l) Short-term loans

Unsecured bank loans
Secured bank loans
Total
Unused credit line
Range of interest rates
December 31,
2020
$ 286,182
380,000
$
666,182
$
326,000
1.55%~1.99%
December 31,
2019
366,000
546,636
912,636
878,871
1.80%~2.70%

(i) Borrowing and repayment

The Company borrowed $150,000 thousand and $746,000 thousand of its short-term loans, for the years ended December 31, 2020 and 2019, respectively. In addition, the Company repaid $396,454 thousand and $625,321 thousand for the years ended December 31, 2020 and 2019, respectively.

(ii) Collateral for bank loans

The Company had pledged as the collateral for bank borrowings, please refer to Note 8.

(m) Short-term notes and bills payable

Commercial paper payable
Less: Discount on short-term
notes and bills payable
Total
December 31, 2020
Guarantee or acceptance
institution
Range of interest
rates (%)
Amount
Shanghai Commercial &
Savings Bank-Head Office
2.500%
$ 35,000
Far Eastern Commercial
Bank Chung-Ching Branch
2.100%
20,000
55,000
(66)
$
54,934
Guarantee or acceptance
institution
Shanghai Commercial &
Savings Bank-Head Office
Far Eastern Commercial
Bank Chung-Ching Branch

(Continued)

-165-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

Commercial paper payable
Less: Discount on short-term
notes and bills payable
Total
December 31, 2019
Guarantee or acceptance
institution
Range of interest
rates (%)
Amount
Shanghai Commercial &
Savings Bank-Head Office
2.500%
$ 35,000
Far Eastern Commercial
Bank Chung-Ching Branch
2.100%
20,000
55,000
(101)
$
54,899

(n) Lease liabilities

The Company’s lease liabilities were as follows:

Current
Non-current
December 31,
2020
$
4,981
$
4,016
December 31,
2019
5,116
3,684

For the years ended December 31, 2020 and 2019, the Company recognized its lease liabilities amounting to $8,808 thousand and $5,867 thousand, respectively, each having an interest rate of 2.02%, with their maturities in October 2023 and June 2022, respectively.

Please refer to Note 6(w) for maturity analysis.

The amounts recognized in profit or loss were as follows:

Interest on lease liabilities
Expenses relating to short-term leases
For the years ended December 31 For the years ended December 31
2020
$
191
$
299
2019
176
2,074

The amounts recognized in the statement of cash flows for the Company was as follows:

Total cash outflow for leases For the years ended December 31 For the years ended December 31
2020
$
5,769
2019
6,470

The Company leases vehicles, with lease terms of 3 years.

The Company also leases office equipment with contract terms of one to three years. These leases are short-term and leases of low-value items. The Company has elected not to recognize right-of-use assets and lease liabilities for these leases.

(Continued)

-166-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(o) Operating leases

Leases as lessor

The Company leases out its investment property. The Company has classified these leases as operating leases, because it does not transfer substantially all of the risks and rewards incidental to the ownership of the assets. Please refer to Note 6(j) sets out information about the operating leases of investment property.

A maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date are as follows:

Less than one year
Between one to five years
More than five years
Unrealized lease liabilities
December 31,
2020
$ 7,001
27,229
4,696
$
38,926
December 31,
2019
6,920
25,689
14,756
47,365

(i) For the years ended December 31, 2020 and 2019, the property rental income were $6,973 thousand and $5,891 thousand, respectively.

(ii) For the years ended December 31, 2020 and 2019, the maintenance expenses for investment property were $286 thousand and $15 thousand, respectively.

(p) Employee benefits

(i) Defined benefit plans

The Company determined the movement in the present value of the defined benefit obligations and the fair value of plan assets as follows:

December 31,
2020
Present value of benefit obligations
$ 25,149
Fair value of plan assets
23,091
Recognized liabilities for defined benefit obligations
$
2,058
The
Company’s employee benefit liabilities were as follows:
December 31,
2020
Short-term vacation liability
$
100
December 31,
2019
29,822
21,589
8,233
December 31,
2019
100

The Company makes defined benefit plan contributions to the pension fund account with Bank of Taiwan that provide pension benefits for its employees upon retirement. Plans (covered by the Labor Standards Law) entitle a retired employee to receive retirement benefits based on years of service and average monthly salary for six months prior to retirement.

(Continued)

-167-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • 1) Composition of plan assets

The Company set aside pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund and such funds are managed by the Bureau of Labor Funds, Ministry of Labor. Under these regulations, the minimum earnings from these pension funds shall not be less than the earnings from two-year time deposits with the interest rates offered by local banks.

As of the years ended December 31, 2020 and 2019, the Company’s contributions to the pension funds were deposited with Bank of Taiwan, and the balance were $23,091 thousand, and $21,589 thousand, respectively. For information on the utilization of the labor pension fund assets including the asset allocation and yield of the fund, please refer to the website of the Bureau of Labor Funds, Ministry of Labor.

  • 2) Movements in the present value of the defined benefit obligations

The movements in the present value of the defined benefit obligations for the Company were as follows:

Defined benefit obligation at January 1
Benefit paid under the plan
Current service costs and interest
Re-measurements of the net defined benefit liabilities
Defined benefit obligation at December 31
For the years ended December 31
2020
2019
$ 29,822
30,638
(5,759)
(2,783)
361
368
725
1,599
$
25,149
29,822
2020
$ 29,822
(5,759)
361
725
$
25,149
  • 3) Movements in the fair value of plan assets

The movements in the present value of the defined benefit plan assets for the Company were as follows:

Fair value of plan assets at January 1
Interests income
Re-measurements on the net defined benefit liabilities
-Return on plan assets excluding interest income
Contributions made
Benefit paid under the plan
Fair value of plan assets at December 31
For the years ended December 31
2020
2019
$ 21,589
21,934
219
222
679
546
604
589
-
(1,702)
$
23,091
21,589
2020
$ 21,589
219
679
604
-
$
23,091

(Continued)

-168-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • 4) Expenses recognized in profit or loss

The Group’s pension expenses recognized in profit or loss for the years ended December 31, 2020 and 2019 were as follows:

Current service costs
Net interest of the net defined benefit liabilities
Operating costs and expenses
For the years ended December 31 For the years ended December 31
2020
$ 63
79
$
142
$
142
2019
62
84
146
146
  • 5) Re-measurement on the net defined benefit liabilities recognized in other comprehensive income

The Company’s remeasurement on the net defined benefit liabilities recognized in other comprehensive income as at December 31, 2020 and 2019 were as follows:

Cumulative amount at January 1
Recognized during the period
Cumulative amount at December 31
For the years ended December 31
2020
2019
$ 2,213
3,266
(46)
(1,053)
$
2,167
2,213
2020
$ 2,213
(46)
$
2,167
  • 6) Actuarial assumptions

The following are the Company’s principal actuarial assumptions of the present value of the defined benefit obligations:

Discount rates
Future salary increases
December 31,
2020
December 31,
2019
%
0.80
%
1.00
%
2.00
%
2.00

For the years ended December 31, 2020, the Company is expected to make a contribution payment of $604 thousand to the defined benefit plan for the one-year period after the reporting date based on the actuarial report.

The weighted-average duration of the defined benefit plan is 8.5 years.

(Continued)

-169-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

7) Sensitivity Analysis

As of December 31, 2020, and 2019, the changes in the principal actuarial assumptions will impact the present value of the defined benefit obligations as follows:

December 31, 2020
Discount rate was changed by 0.25%
Future salary increasing rate was changed by 1%
December 31, 2019
Discount rate was changed by 0.25%
Future salary increasing rate was changed by 1%
Impact on the present value of
defined benefit obligations
Increase
Decrease
(366)
376
1,557
(1,409)
(381)
393
1,636
(1,475)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

There is no change in the method and assumptions used in the preparation of sensitivity analysis for 2020 and 2019.

(ii) Defined contribution plans

The Company’s Taiwan subsidiaries allocate 6% of each employee’s monthly wages to the labor pension personal account at the Bureau of the Labor Insurance in accordance with the provisions of the Labor Pension Act. Under this defined contribution plan, the Company allocates a fixed amount to the Bureau of the Labor Insurance without additional legal or constructive obligations.

The Company’s pension costs under the defined contribution method were $1,931 thousand and $1,638 thousand for the years ended December 31, 2020 and 2019 respectively. Payment was made to the Bureau of Labor Insurance.

(Continued)

-170-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(q) Income Tax

(i) Tax expense

The components of income tax were as follows:

Current tax expense
Current period
Tax on undistributed surplus earnings
Prior years income tax adjustment
Land value increment tax
Tax expense
For the years ended December 31 For the years ended December 31
2020
$ 21,352
14,851
(3,817)
5,732
$
38,118
2019
3,098
37,069
-
7,846
48,013

Reconciliations between income tax and profit before tax for the years ended December 31, 2020 and 2019 were as follows:

Profit (loss) before tax
Income tax using the Company’s domestic tax rate
Exempt income from selling lands
Capitalized borrowing costs difference on tax and
fiscal reporting
Temporary difference on tax and fiscal reporting of
advertisement expense
Losses on valuation of financial assets
Investments losses on using equity method
Recognize unrecognized tax losses in prior year
Changes on unrecognized temporary difference
Prior years income tax adjustment
Land value increment tax
Tax on undistributed surplus earnings
Others
Income tax expense
For the years ended December 31
2020
2019
$ 270,459
488,468
$ 54,092
97,694
(48,366)
(109,616)
329
(648)
(2)
(4)
282
(1,068)
11,313
19,939
-
(10,081)
(103)
(69)
(3,817)
-
5,732
7,846
14,851
37,069
3,807
6,951
$
38,118
48,013
2020
$ 270,459
$ 54,092
(48,366)
329
(2)
282
11,313
-
(103)
(3,817)
5,732
14,851
3,807
$
38,118

(ii) The amount of income tax recognized in other comprehensive income was as follow:

For the years ended December 31
2020 2019
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation $
22,226
10,895

(Continued)

-171-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • (iii) Deferred tax assets and liabilities

  • 1) Unrecognized deferred tax assets

Tax effect of deductible temporary differences
2)
Recognized deferred tax assets
December 31,
2020
$
3,859
December 31,
2019
3,614

Changes in the amount of deferred tax assets for the years ended December 31, 2020 and 2019 were as follows:

Deferred tax assets:
Balance on January 1, 2020
Recognized in comprehensive income
Balance on December 31, 2020
Balance on January 1, 2019
Recognized in comprehensive income
Balance on December 31, 2019
Exchange differences
on translation of
foreign financial
statements
$ 17,401
22,226
$
39,627
$ 6,506
10,895
$
17,401

(iv) The Corporation’s income tax return for the year 2018 had been examined by the tax authority.

  • (r) Capital and other equity

  • (i) Ordinary shares

On of December 31, 2020 and 2019, the number of authorized ordinary shares were all 298,000 thousand shares, with a par value of $10 per share. The total value of the authorized ordinary shares amounted to $2,980,000; and the outstanding shares consisted $224,551 thousand and $204,137 thousand common shares.

A resolution was approved during the shareholders’ meeting held on June 9, 2020 for the Company to increase 50 shares for each thousand share from its retained earnings and additional paid in capital of $102,069 thousand and $102,068 thousand, respectively.

A resolution was approved during the shareholders’ meeting held on June 25, 2019 for the Company to increase its capital by 80 and 100 shares through retained earnings and additional paid-in capital of $138,398 thousand and $172,997 thousand, respectively, with the approval of the Financial Supervisory Commission R.O.C. (Taiwan) and the record date set at September 6, 2019. All related registration process had been completed.

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(ii) Capital surplus

The components of the capital surplus were as follows:

Additional paid-in capital arising from share
Treasury stock transactions
Other
December 31,
2020
$ 458,511
60,315
128,732
$
647,558
December 31,
2019
560,579
60,315
127,774
748,668

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess the par value should not exceed 10% of the total common stock outstanding.

(iii) Retained earnings

The Company’ s articles of incorporation require that after-tax earnings shall first be offset against any deficit, and 10% of the remaining balance shall be set aside as legal reserve. The appropriation for legal reserve is discontinued when the balance of legal reserve equals the total authorized capital. Special reserve may be appropriated for operations or to meet regulations. The remaining earnings, if any, may be appropriated according to the proposal presented in the annual shareholders' meeting by the board of directors.

The Company adopts the dividend policy determined by considering the budget for the coming year. The distribution ratios of cash may not be less than 10% of total dividends. When the debt ratio of the annual financial statements is higher than 50% or when the Company has major expenditure plan, which exceeds 10% of the amount of paid-in capital, the stock dividends has to be redistributed.

1) Legal reserve

When a Company incurs no loss, it may, pursuant to a resolution by a shareholders’ meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of the paid-in capital may be distributed.

(Continued)

-173-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

2) Special reserve

In accordance with Ruling No. 1010012865 issued by the FSC on April 6, 2012, a portion of the current period earnings and undistributed prior period earnings shall be reclassified as special earnings reserve during earnings distribution. The amount to be reclassified should equal the total current period, net reduction of other shareholders’ equity. Similarly, a portion of undistributed prior period earnings shall be reclassified as special earnings reserve (which does not qualify for earnings distribution) to account for cumulative changes to other shareholders’ equity pertaining to prior periods. The amounts of subsequent reversals pertaining to the net reduction of other shareholders’ equity shall qualify for additional distributions.

3) Earnings Distribution

The earnings distribution for 2020 and 2018 were decided the resolutions adopted made during the general meeting of the shareholders held on June 9, 2020 and June 25, 2019, respectively, as follows:

2019
Amount
per share
Dividends distributed to
ordinary shareholders:
Cash
$ 0.20
Shares
0.50
Total
$
OCI accumulated in reserves, net of tax
Balance on January 1, 2020
Exchange differences on foreign operations
Unrealized gains (losses) from financial assets measured at fair
value through other comprehensive income
Unrealized gains (losses) from financial assets measured at fair
value through subsidiaries’ other comprehensive income
Balance on December 31, 2020
2019 2019 Total
Amount
40,827
102,069
142,896
Exchange
differences on
translation of
foreign
financial
statements
$ (69,605)
(88,901)
-
-
$
(158,506)
2018
Amount
per share
Total
Amount
0.60
103,798
0.80
138,398
242,196
Unrealized gains
(losses) from
financial assets
measured at fair
value through
other
comprehensive
income
Total
(41,542)
(111,147)
-
(88,901)
10,089
10,089
(2,741)
(2,741)
(34,194)
(192,700)

(iv) OCI accumulated in reserves, net of tax

(Continued)

-174-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

Balance on January 1, 2019
Exchange differences on foreign operations
Unrealized gains (losses) from financial assets measured at fair
value through other comprehensive income
Disposal of investments in equity instruments designated at
fair value through other comprehensive income
Disposal of investments by subsidiaries in equity instruments
designated at fair value through other comprehensive
income
Unrealized gains (losses) from financial assets measured at fair
value through subsidiaries other comprehensive income
Balance on December 31, 2019
Exchange
differences on
translation of
foreign
financial
statements
$ (26,026)
(43,579)
-
-
-
-
$
(69,605)
Unrealized gains
(losses) from
financial assets
measured at fair
value through
other
comprehensive
income
(60,908)
-
14,993
4,965
(32)
(560)
(41,542)
Total
(86,934)
(43,579)
14,993
4,965
(32)
(560)
(111,147)

(s) Earnings per share

The basic earnings per share and diluted earnings per shares were calculated as follows:

Basic earnings per share
Profit (losses) attributable to ordinary shareholders of the Company
Weighted-average number of ordinary shares
Diluted earnings per share
Profit (loss) attributable to ordinary shareholders of the Company
(diluted)
Weighted-average number of ordinary shares (diluted)
Effect of employee share bonus
Weighted-average number of ordinary shares (diluted)
For the years ended December 31 For the years ended December 31
2020
$
232,341
224,551
$
1.03
$
232,341
224,551
313
224,864
$
1.03
2019
440,455
224,551
1.96
440,455
224,551
476
225,027
1.96

(Continued)

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CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • (t) Revenue from contracts with customers

  • (i) Revenue from contracts with customers

Major products/services lines:
Sales of land and building
Rental of land and building
Service revenue
For the years ended December 31 For the years ended December 31
2020
$ 1,129,908
6,973
6,635
$
1,143,516
2019
1,466,807
5,891
22,324
1,495,022

(ii) Contract balances

December 31,
2020
Notes receivable
$ 12,983
Accounts receivable
44,694
Less: Allowance for impairment
(2,412)
Total
$
55,265
Contract liabilities-Sales of land and
building
$ 20,450
Contract liabilities-Management consultant
-
Contract liabilities-Rental of land and
building
28
Total
$
20,478
December 31,
2019
65,042
2,412
(2,412)
65,042
22,120
-
-
22,120
January 1,
2019
116,713
35,930
(2,412)
367,313
394,596
1,419
-
396,015
  • 1) For details on accounts receivable and allowance for impairment, please refer to Note 6(d).

  • 2) The January 1, 2020 and 2019 beginning balance of contract liabilities $22,120 thousand and $396,015 thousand was recognized as revenue for 2020 and 2019, respectively.

  • 3) The major change in the balance of contract assets and contract liabilities is the difference between the time frame in the performance obligation to be satisfied and the payment to be received. There are no significant changes for the years ended December 31, 2020 and 2019.

  • 4) The aforementioned contract liabilities-sales of building and land include the advanced receipt of properties and land presale for Yun Feng, Wei Feng and Chain Qui Jia Yuan. The Company has not applied for presale of Bali Taipei Port Building as of December 31, 2020.

(Continued)

-176-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(u) Remuneration of employees and directors

The Company’s articles of incorporation require that earnings shall first be offset against any deficit, then, a minimum of 1% will be distributed as employee remuneration and a maximum of 5% will be allocated as directors’ and supervisors’ remuneration. Employees who entitled to receive the above mentioned employee remuneration, in shares or cash, include the employees of the subsidiaries of the Company who meet certain specific requirements.

The distribution of remuneration to employees, directors and supervisors shall be determined by a resolution adopted by a majority vote at a meeting of board of directors attended by two-thirds of the total number of directors. The aforesaid distribution shall be submitted to the shareholders' meeting.

For the years ended December 31, 2020 and 2019, the Company estimated its employee remuneration amounting to $4,293 thousand and $7,753 thousand, respectively, and directors’ and supervisors’ remuneration amounting to $11,448 thousand and $20,676 thousand, respectively. The estimated amounts mentioned above are calculated based on the net profit before tax, excluding the remuneration to employees, directors and supervisors of each period, multiplied by the percentage of remuneration to employees, directors and supervisors as specified in the Company's articles. These remunerations were expensed under operating costs or operating expenses during 2020 and 2019. There is no discrepancy under the circumstances of actual distribution. The information is available on the Market Observation Post System website.

(v) Non-operating income and expenses

(i) Interest income

The details of interest income were as follows:

Interest income from bank deposits
Other interest income
Total interest
For the years ended December 31 For the years ended December 31
2020
$ 589
74
$
663
2019
939
107
1,046
  • (ii) Other income

The details of other income were as follows:

Dividend income
Income from counter-party default
Other income
For the years ended December 31 For the years ended December 31
2020
$ 5,486
10
449
$
5,945
2019
3,951
56,054
791
60,796

(Continued)

-177-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(iii) Other gains and losses

The details of other gain and losses were as follows:

Foreign exchange (losses) gains
Gains (losses) on financial assets at fair value through
profit or loss
Other expenses
Finance costs
The details of finance costs were as follows:
Interest expense
For the years ended December 31
2020
2019
$ (802)
(97)
(1,413)
5,338
(1,776)
(6,976)
$
(3,991)
(1,735)
For the years ended December 31
2020
2019
$
(9,602)
(12,255)
2020
$
(9,602)

(iv) Finance costs

  • (w) Financial instruments

  • (i) Credit risk

1) Credit risk exposure

The carrying amounts of financial assets and contract assets represented the maximum credit risk exposure of the Company.

2) Concentration of credit risk

Since the Company had a large number of unrelated customers, there were no concentration of credit risk.

3) Receivables and debt securities

For credit risk exposure of note and trade receivables, please refer to Note 6(d).

Other financial assets at amortized cost are other receivables, all of these financial assets are considered to have low risk, and thus, the impairment provision recognized during the period was limited to 12 months expected losses.

(Continued)

-178-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(ii) Liquidity risk

The following are the contractual maturities of financial liabilities, excluding the estimated interest payment and the impact of netting agreements.

December 31, 2020
Non-derivative financial liabilities
Non-interest bearing liabilities
Lease liabilities
Floating rate liabilities
Fixed rate liabilities
December 31, 2019
Non-derivative financial liabilities
Non-interest bearing liabilities
Lease liabilities
Floating rate liabilities
Fixed rate liabilities
Carrying
amount
$ 237,224
8,997
666,182
54,934
$
967,337
$ 301,602
8,800
912,636
54,899
$ 1,277,937
Contractual
cash flows
237,224
9,175
790,948
55,000
Within
6 months
6-12
months
1-2
years
3-5
years
More than
5 years
237,224
2,827
101,735
55,000
396,786
301,602
2,582
50,119
55,000
409,303
-
2,197
217,908
-
-
2,970
35,277
-
38,247
-
3,032
44,061
-
47,093
-
1,181
24,989
-
26,170
-
767
41,405
-
42,172
-
-
411,039
-
1,092,347 220,105 411,039
301,602
8,963
1,050,301
55,000
-
2,582
333,116
-
-
-
581,600
-
1,415,866 335,698 581,600

The Company does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.

  • (iii) Market risk

1) Interest rate analysis

Please refer to the notes on liquidity risk management and interest rate exposure of the Company’s financial assets and liabilities.

The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments on the reporting date. Regarding assets with variable interest rates, the analysis assumes that the amount of assets outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 50 basis points when reporting to management internally, which also represents the Company management's assessment of the reasonably possible interest rate change.

If the interest rate had increased or decreased by 50 basis points, with all other variable factors remaining constant, the Company’ s net income would have increased or decreased by $2,665 thousand and $3,651 thousand for the years ended December 31, 2020 and 2019. This is mainly due to the Company’s borrowing at variable rates.

(Continued)

-179-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • 2) Other market price risk
Price of securities
at reporting date
Increasing 10%
Decreasing 10%
For the years ended December 31
2020
2019
Other
comprehensive
income after tax
Net income
Other
comprehensive
income after tax
Net income
$
7,367
2,730
6,358
2,188
$
(7,367)
(2,730)
(6,358)
(2,188)
For the years ended December 31
2020
2019
Other
comprehensive
income after tax
Net income
Other
comprehensive
income after tax
Net income
$
7,367
2,730
6,358
2,188
$
(7,367)
(2,730)
(6,358)
(2,188)
2020
Other
comprehensive
income after tax
$
7,367
$
(7,367)
Net income
2,730
  • (iv) Fair value of financial instruments

  • 1) Categories of financial instruments and fair value hierarch

The fair value of financial assets and liabilities were as follows (including the information on fair value hierarchy, but excluding the measurements that have similarities to fair value, and those fair value that cannot be reliably measured, or inputs that are unobservable in the active markets):

Financial assets at fair value
through profit or loss
Financial assets at fair value
through other comprehensive
income
Stock of exchange-listed and
OTC-listed companies
Financial assets measured at
amortized cost
Cash and cash equivalents
Notes and accounts receivable
Other receivables
Construction deposits paid
Other financial assets
Subtotal
Total
Financial liabilities measured at
amortized cost
Bank loans
Short-term transaction instrument
payables
Notes and accounts payable
Other payables
Lease liabilities
Guarantee deposits received
Total
December 31, 2020 December 31, 2020 December 31, 2020
Book Value Fair Value
Level 1
117,749
73,672
-
-
-
-
-
-
191,421
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total
117,749
$ 117,749
$ 73,672
$ 1,235,520
55,265
29,631
129,291
32,848
1,482,555
$ 1,673,976
$ 666,182
54,934
133,657
103,567
8,997
1,600
$
968,937
73,672
-
-
-
-
-
-
191,421
-
-
-
-
-
-
-

(Continued)

-180-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

Financial assets at fair value
through profit or loss
Financial assets at fair value
through other comprehensive
income
Stock of exchange-listed and
OTC-listed companies
Financial assets measured at
amortized cost
Cash and cash equivalents
Notes and accounts receivable
Other receivables
Construction deposits paid
Other financial assets
Subtotal
Total
Financial liabilities measured at
amortized cost
Bank loans
Short-term transaction instrument
payables
Notes and accounts payable
Other payables
Lease liabilities
Guarantee deposits received
Total
December 31, 2019 December 31, 2019 December 31, 2019
Book Value Fair Value
Level 1
62,008
63,583
-
-
-
-
-
-
125,591
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total
62,008
$ 62,008
$ 63,583
$ 1,212,078
65,042
55,756
48,954
35,716
1,417,546
$ 1,543,137
$ 912,636
54,899
221,341
80,261
8,800
1,600
$ 1,279,537
63,583
-
-
-
-
-
-
125,591
-
-
-
-
-
-
-

2) Valuation techniques for financial instruments measured at fair value

Financial instruments traded in active markets are based on quoted market prices. Market prices quoted from main exchanges and over-the-counter are the basis of fair value of equity instruments and credit instrument traded in active markets.

If the quoted price of a financial instrument can be obtained in time and often from exchanges, brokers, underwriters, industrial union, pricing institute, or authorities and such price can reflect those actual trading and frequently happen in the market, then the financial instrument is considered to have a quoted price in an active market. If a financial instrument does not accord with the definition aforementioned, then it is considered to be without a quoted price in an active market. In general, market with low trading volume or high bid-ask spreads is an indication of non-active market.

The Company’s financial instruments, such as stock of listed companies and beneficiary certificates, are trade in active markets, and the fair value is based on quoted market prices.

(Continued)

-181-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

Measurements of fair value of financial instruments without an active market are based on valuation technique or quoted price from a competitor. Fair value, measured by using a valuation technique that can be extrapolated from either similar financial instrument, the discounted cash flow method, or other valuation techniques, including models, is calculated based on available market data at the reporting date.

If the financial instruments held by the Company have no active market, the fair value is estimated through the comparable market organization method. The main assumption behind this is that the estimated pre-tax, pre-depreciation, and pre-amortization earnings of the investee company is added to the earnings multiplier derived from the comparable quoted price of the listed company. The estimate has adjusted the lack of discount on the market liquidity of the equity securities.

  • 3) There were no transfers from each level for the years ended December 31, 2020 and 2019.

  • 4) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

The Company’ s financial instruments that use Level 3 inputs to measure fair value include “Financial assets measured at fair value through other comprehensive income– equity investments” . The Company uses “Net asset value method” as the evaluation technique.

  • (x) Financial risk management

  • (i) Overview

The Company have exposure to the following risks from its financial instruments:

  • 1) credit risk

  • 2) liquidity risk

  • 3) market risk

The following likewise discusses the Company’ s objectives, policies and processes for measuring and managing the above mentioned risks. For more disclosures about the quantitative effects of these risks’ exposures, please refer to the respective notes in the accompanying parent company only financial statements.

  • (ii) Structure of risk management

The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework. The Board has established the Risk Management Committee, which is responsible for developing and monitoring the Company’s risk management policies. The committee reports regularly to the Board of Directors on its activities.

(Continued)

-182-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

The Company’ s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Company Audit Committee oversees that management’s supervision is in compliance with the Company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The Company Audit Committee is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

(iii) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers and investments in debt securities.

1) Trade and other receivable

The Risk Management Committee has established a credit policy, under which, each new customer is analyzed individually for creditworthiness before the Company’s standard payment and delivery terms and conditions are offered. The Company’s review includes external ratings, when available, and, in some cases, bank references. Purchase limits are established for each customer and represent the maximum open amount without requiring the approval from the Risk Management Committee; these limits are reviewed quarterly. Customers that fail to meet the Company’ s benchmark creditworthiness may transact with the Company only on a prepayment basis.

2) Investment

The exposure to credit risk for the bank deposits, fixed income investments, and other financial instruments is measured and monitored by the Company’s finance department. The Company only deals with banks, other external parties, corporate organizations, government agencies and financial institutions with good credit rating. The Company expects the counterparties above to meet their obligations, hence, there is no significant credit risk arising from these counterparties.

3) Guarantee

In accordance with the Company’ s policy, the Company may act as a guarantor, if necessary, for its business operation. The Company no provided the external guarantees, as well as guarantees for its subsidiaries, with amounting to $201,250 thousand and $282,600 thousand, respectively, for the years ended December 31, 2020 and 2019.

(Continued)

-183-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(iv) Liquidity risk

The Company manages sufficient cash and cash equivalents so as to cope with its operations and mitigate the effects of fluctuations in cash flows. The Company’s management supervises the banking facilities and ensures compliancy with the terms of the loan agreements.

Loans and borrowings from the bank form an important source of liquidity for the Company. For the years ended December 31, 2020 and 2019, the Company had unused short-term bank facilities of $326,000 thousand and $878,871 thousand, respectively.

(v) Market risk

Market risk is a risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices that will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

1) Interest rate risk

The Company’ s interest rate risk arises from short-term and long-term loans bearing floating interest rates. Future cash flow will be affected by changes in market interest rates. Please refer to Notes 6(w) for details.

2) Other market price risk

The Company is exposed to equity price risk due to investments in equity securities. Please refer to Notes 6(w) for details.

(y) Capital management

The Board’s policy is to maintain a strong capital base in order to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of ordinary shares, non-redeemable preference shares and retained earnings. The Board of Directors monitors the return on capital, as well as the level of dividends to ordinary shareholders. The Company’s debt to equity ratios at the balance sheet date were as follows:

Total liabilities
Less: cash and cash equivalents
Net debt
Total equity
Total capital
Debt to equity ratios
December 31,
2020
$ 1,057,142
(1,235,520)
(178,378)
4,540,784
$
4,362,406
%
(4.09)
December 31,
2019
1,395,148
(1,212,078)
183,070
4,429,911
4,612,981
%
3.97

Management believes that there were no changes in the Company’s approach to capital management for the years ended December 31, 2020 and 2019.

(Continued)

-184-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(7) Related-party transactions:

(a) Names and relationship with related parties

The following are entities that have had transactions with related parties and the Company’ s subsidiaries during the periods covered in the parent company only financial statements.

Name of related party Relationship with the Company PAO-SHIN INVESTMENT CO., LTD. The Company’s subsidiary CHAIN-HUNG APARTMENT BUILDING The Company’s subsidiary MANAGEMENT AND MAINTENANCE LTD. CYUAN-SHIH-HAO INDUSTRIAL CO., The Company’s subsidiary LTD. CASTLE ROCK INVESTMENT The Company’s subsidiary S.A.(SAMOA) CHAINQUI HOLDING CO., LTD.(SAMOA) The Company’s subsidiary CHAINQUI CONSTRUCTION CO., The Company’s subsidiary LTD.(SAMOA) CHAIN-DA DEVELOPMENT CO., LTD. The Company’s subsidiary CHIA-YUAN CREATE CO., LTD. The Company’s subsidiary DAHO SECURITY CO., LTD. The Company’s subsidiary RICH KEY ASIA LTD. The Company’s subsidiary PROFIT ASIA LTD. The Company’s subsidiary NEW MOMENTUM LTD. The Company’s subsidiary EVER EASY MANAGEMENT LTD. The Company’s subsidiary NOAH INVESTMENT CAPITAL LIMITED The Company’s subsidiary (SAMOA) ZENITH GLOBAL CAPITAL LIMITED The Company’s subsidiary (SAMOA)

LEXY STAR INTERNATIONAL CO., LTD CHAINQUI DEVELOPMENT USA LLC CHAINQUI DEVELOPMENT BELLTOWN LLC

CHAINQUI DEVELOPMENT VIRGINIA LLC

CHAINQUI DEVELOPMENT ROOSEVELT GALORE DEVELOPMENT GROUP INC. CHAINQUI DEVELOPMENT SEATTLE, LLC

CHAINQUI DEVELOPMENT WALLING FORD, LLC

The Company’s subsidiary The Company’s subsidiary The Company’s subsidiary

The Company’s subsidiary

The Company’s subsidiary The Company’s subsidiary The Company’s subsidiary

The Company’s subsidiary

(Continued)

-185-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

Name of related party Relationship with the Company CHAINQUI DEVELOPMENT The Company’s subsidiary HARBORVIEW, LLC GLOBAL INDUSTRIAL CO., LTD. Related Party CHAIN-DA INVESTMENT CO., LTD. Related Party CHAIN-CHAN INVESTMENT CO., LTD. The entity’s chairman is the Company’s director CHAIN-I INVESTMENT CO., LTD. Same chairman with the Company CHAIN QUI CULTURAL & The entity’s chairman is the First immediate EDUCATIONAL FOUNDATION

The entity’s chairman is the First immediate family member of the chairman of the Company

  • (b) Significant transactions with related parties

  • (i) Purchase

The purchasing amount to related parties were as follow:

Relationship
2020
Subsidiary—
Chia-Yuan
Create Co., Ltd.
2019
Subsidiary—
Chia-Yuan
Create Co., Ltd.
Name Contract price
(before tax)
$
547,286
$
227,867
Purchasing in
current period
94,789
57,369
Accumulated
amount
Chung Chuang
Section, Taipei
port
Chung Chuang
Section
226,169
131,380

The project contracted by the Company to the related parties is followed by the contracting operation regulations and based on the project budget plus reasonable management fees and profits, then approval by supervisor.

The payment terms do not have the significant difference from related parties to other industries.

(Continued)

-186-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

(ii) Receivables to Related Parties

The receivables to related parties were as follows:

Account
Relationship
December 31,
2020
Other
receivables
Subsidiary-CHAINQUI
DEVELOPMENT SEATTLE, LLC
$ -
Other
receivables
Subsidiary-CHAINQUI
DEVELOPMENT HARBORVIEW,
LLC
-
$
-
December 31,
2019
171
6,950
7,121

(iii) Payables to Related Parties

The payables to related parties were as follows:

Account
Relationship
Notes payables Subsidiary—Chia-Yuan Create Co.,
Ltd.

Account
payables
Subsidiary—Chia-Yuan Create Co.,
Ltd.
December 31,
2020
$ -
4,750
$
4,750
December 31,
2019
1,695
-
1,695
  • (iv) Lease
For the years ended December 31 For the years ended December 31 For the years ended December 31 For the years ended December 31
Relationship 2020 2019
Subsidiary $ 388 372
Other related parties 57 48
$ 445 420
Guarantee
As of December 31, 2020, and 2019, the
Company provided the guarantee for
its subsidiary as
follows:
December 31, December 31,
2020 2019
CHAINQUI HOLDING CO., LTD. (SAMOA) $ 201,250 282,600

(v) Guarantee

As of December 31, 2020, and 2019, the Company provided the guarantee for its subsidiary as follows:

  • (vi) The Company signed a project management consulting contract with its subsidiary Chain-Da Development Co., Ltd in March 2012, and for the year ended December 31, 2019, the consulting revenue of $1,419 thousand (as operating revenue) had been received.

(Continued)

-187-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • (vii) The Company signed a building management and maintenance contract with its subsidiary Chain-Hung Apartment building management and maintenance Ltd, and for the years ended December 31, 2020 and 2019, the Company paid the management fee $404 thousand and $2,575 thousand, respectively.

  • (c) Key management personnel compensation

Short-term employee benefits

For the years ended December 31
2020 2019
$ 33,038 43,440

(8) Pledged assets:

The carrying values of the Company’s pledged assets were as follows:

Pledged assets
Object
Restricted asset (recognized as other financial assets-
current)
Short-term loans and
trust account
Other financial assets-non-current
Guarantee deposits and
bid bond
Construction deposit paid
Green building deposits
Properties and land held for sale
Short-term loans
Land held for development
Short-term loans
Construction-in-progress-land and projects
Short-term loans
Property, plant and equipment
Short-term loans
Investment properties
Short-term loans
December 31,
2020
$ 23,732
9,110
22,777
198,838
342,592
69,947
189,223
183,487
$
1,039,706
December 31,
2019
23,719
11,997
-
485,510
342,592
405,715
189,949
185,121
1,644,603

(9) Commitments and contingencies:

  • (a) Major commitments and contingencies were as follows:

  • (i) As of December 31, 2020, and 2019, the total prices of property sale contracts were as follows:

The contract prices (before tax)
The sum of the consideration received
December 31,
2020
$
92,924
$
20,450
December 31,
2019
255,588
22,120
  • (ii) As of December 31, 2020, and 2019 the refundable deposit notes the Company had issued for short-term loans, commercial papers payable and land development corporations were as follows:
The refundable deposits notes December 31,
2020
$
469,000
December 31,
2019
169,000

(Continued)

-188-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

  • (iii) The price of construction contract and the unpriced project payments according to the contracting project between the Company and the vendor were as follow:
The price of construction contract (before tax)
The unpriced project payments
December 31,
2020
$
321,117
$
321,117
December 31,
2019
227,867
96,487
  • (iv) The unrecognized contract commitment of obtaining inventories according to purchasing land held for development was as follow:
Obtaining inventories (construction industry) December 31,
2020
$
21,947
December 31,
2019
-

(b) Other

As of December 31, 2020 and 2019, the refundable deposits paid, through cooperation with the land owners, amounted to $106,514 thousand and $48,954 thousand, respectively.

  • (c) Significant contingent liability: None.

(10) Losses Due to Major Disasters: None

(11) Subsequent Events: None

(12) Other:

The employee benefits, depreciation, depletion and amortization expenses, categorized by function, were as follows:

as follows:
By function
By item
For the year ended 2020 For the year ended 2019
Operating
Cost
Operating
expense
Total Operating
Cost
Operating
expense
Total
Employee benefit
Salary
Health and labor insurance
Pension
Remuneration of director
Others
Depreciation
Amortization
$ -
-
-
-
-
1,634
-
41,294
3,743
1,943
26,064
2,047
6,507
93
41,294
3,743
1,943
26,064
2,047
8,141
93
-
-
-
-
-
2,390
-
43,428
3,875
1,694
35,060
1,788
6,218
48
43,428
3,875
1,694
35,060
1,788
8,608
48

(Continued)

-189-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to the Parent Company only Financial Statements

For the years ended December 31, 2020 and 2019, the information on the number of employees and employee benefit expense of the Company were as follows:

Number of employees
Number of directors (non-employee)
Average employee benefit expense
Average employee salary expense
Percentage of average employee salary expense
Remuneration of supervisors

The information of the Company salary’s policy (include directors, supervisors, managers and employees) is as follow:

  • (a) Independent director

  • (i) Regardless of the Company’s profit or loss, independent directors’ salary and remuneration need to be paid on monthly basis and be adjusted according to the value of his/her participation in the contribution to Company’s operation.

  • (ii) According to the Company policy, the independent directors cannot participate in the distribution of director's compensation.

  • (iii) According to the needs of the actual execution of the business, the Company has to pay for the traffic allowance.

  • (b) Other directors and supervisors

  • (i) The Company pay directors and supervisors’ remuneration, according to the value of his/her participation in the contribution to Company’s operation.

  • (ii) Directors’ remuneration is allocated at a rate specified in the Company’ s Articles of Incorporation.

  • (iii) According to the needs of the actual execution of the business, the Company has to pay for the traffic allowance.

  • (c) Managerial officers

  • (i) The monthly fixed salary is determined by salary level of each rank.

  • (ii) According to the result of the operation performance assessment, the Company distribute the performance bonus.

  • (iii) Year-end bonuses will be paid based on the results of employee performance appraisal.

  • (iv) Traffic allowance and supervisor allowance are paid in accordance to job-level standards.

  • (d) Other employees

The salary of the Company's employees is handled in accordance with the regulations of the “job level table” and “job salary benchmark table”. The employee salary is divided into recurring and non-recurring salaries.

  • (i) Recurring salaries include basic salaries, duties allowance, meal allowance and other allowance.

  • (ii) Non-recurring salaries include overtime pay, year-end bonus, project bonus, performance bonus and employee’s remuneration.

(Continued)

-190-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to Consolidated Financial Statements

(13) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Group:

  • (i) Loans to other parties: None

  • (ii) Guarantees and endorsements for other parties:

(In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars)
No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees and
endorsements
for a specific
enterprise
Highest
balance for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting date
Actual usage
amount
during the
period
Property
pledged for
guarantees
and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees and
endorsements
Parent
company
endorsements/
guarantees to
third parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name Relationship
with the
Company
0 The
Company
Chainqui
Holding Co.,
Ltd.
(SAMOA)
2 4,540,784 282,600 201,250 171,958 330,000 %
4.43
6,810,978 Y N N
  • Note a: In accordance with the Company’s related regulations, the limit on endorsements and guarantees for any single entity is 50% of the Company’s net worth based on the latest financial statement and the limit on accumulated amount of transactions of endorsements and guarantees is 150% of the Company’s net worth based on the latest financial statements.

  • Note b: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following seven categories:

  • (a) Having business relationship.

  • (b) The endorser/guarantor parent company owns directly more than 50% voting shares of the endorsed/guaranteed subsidiary.

  • (c) The endorser/guarantor parent company and its subsidiaries jointly own more than 50% voting shares of the endorsed/guaranteed company.

  • (d) The endorsed/guaranteed parent company directly or indirectly owns more than 90% voting shares of the endorser/guarantor subsidiary.

  • (e) Mutual guarantee of the trade as required by the construction contract.

  • (f) Due to joint venture, each shareholder provides endorsements/guarantees parent company in proportion to its ownership.

  • (g) Under the Consumer Protection Act, performance guarantees for pre-sale contracts for companies in the same industry.

(Continued)

-191-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to Consolidated Financial Statements

(iii) Securities held as of December 31, 2020 (excluding investment in subsidiaries, associates and joint ventures):

(In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars) (In thousands of New Taiwan Dollars)
Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Note
Shares/Units
(thousands)
Carrying value Percentage of
ownership (%)
Fair value
The Company Stock- Capital
Securities
Corporation
- Non-current financial
assets at fair value
through other
comprehensive income
4,969,171 67,332 %
-
67,332 -
" Stock- Taiwan High
Speed Rail
Corporation
- Non-current financial
assets at fair value
through other
comprehensive income
200,000 6,340 %
-
6,340 -
" Stock- Firich
Enterprises Co.,Ltd.
- Current financial assets
at fair value through
profit or loss
247,299 7,135 %
-
7,135 -
" Stock- Hontai
Finance Co., Ltd.
- Current financial assets
at fair value through
profit or loss
250,000 20,150 %
-
20,150 -
" Stock- Tiga Gaming
Inc.
- Current financial assets
at fair value through
profit or loss
1,000 14 %
-
14 -
" Capital Money
Market Fund
- Current financial assets
at fair value through
profit or loss
5,560,916 90,450 %
-
90,450 -
" Stock- Era
Communications
Co., Ltd.
- Non-current financial
assets at fair value
through other
comprehensive income
16,545 - %
0.01
- -
" Stock- Lightwave
Link, Inc.
- Non-current financial
assets at fair value
through other
comprehensive income
803,582 - %
11.97
- -
" Stock- Spring House
Entertainment
Technology Inc.
- Non-current financial
assets at fair value
through other
comprehensive income
412,812 - %
2.80
- -
Pao-Shin Investment
Co., Ltd.
Stock- O-Bank Co.,
Ltd.
- Non-current financial
assets at fair value
through other
comprehensive income
3,115,430 21,590 %
-
21,591 pledged
3,084,000
shares
" Stock- Firich
Enterprises Co.,Ltd.
- Non-current financial
assets at fair value
through other
comprehensive income
69,749 2,012 %
-
2,012 -
" Stock- Lightwave
Link, Inc.
- Non-current financial
assets at fair value
through other
comprehensive income
511,480 - %
-
- -
" Stock- Era
Communications
Co., Ltd.
- Non-current financial
assets at fair value
through other
comprehensive income
46,880 - %
-
- -
ZENITH GLOBAL
CAPITAL S.A.
(SAMOA)
GOER
INTERNATIONAL
CO., LTD.
- Non-current financial
assets at fair value
through other
comprehensive income
180,000 - %
18.00
- -

(iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20% of the capital stock: None

(v) Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: None

(vi) Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: None

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

(viii) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of the capital stock: None

(ix) Trading in derivative instruments: None

(Continued)

-192-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to Consolidated Financial Statements

(b) Information on investees:

The following is the information on investees for the years ended December 31, 2020 :

(In thousands of New Taiwan Dollars)

Name of investor Name of investee Location Main
businesses and products
Original investment amount Original investment amount Balance as of December 31, 2020 Balance as of December 31, 2020 Balance as of December 31, 2020 Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2020 December 31, 2019 Shares
(thousands)
Percentage of
ownership
Carrying value
The Company Chain-Hung Apartment
Building Management
and Maintenance Ltd.
Taiwan Mansions management
Services
10,000 10,000 999,996 %
99.99
12,889 2,746 2,994
The Company Pao-Shin Investment
Co., Ltd.
Taiwan Investing activities 164,640 124,640 17,999,991 %
99.99
142,647 (7,178) (4,686)
The Company Chain-Shin-Hao
Supermarket Ltd.
Taiwan Conduct of supermarket 25,710 25,710 2,571,000 %
75.00
26,574 2,104 1,578
The Company Chain-Da Development
Co., Ltd.
Taiwan Constructing, selling,
and leasing of residential
and commercial
buildings.
82,000 82,000 8,200,000 %
82.00
104,069 (553) (454)
The Company CASTLE ROCK
INVESTMENT S.A.
(SAMOA)
SAMOA Investing activities 508,229 508,229 16,206,000 %
100.00
475,169 1,706 1,706
The Company CHAINQUI HOLDING
CO., LTD (SAMOA)
SAMOA Investing activities 1,824,837 1,755,800 58,760,000 %
100.00
1,462,576 (56,110) (56,110)
The Company CHAINQUI
CONSTRUCTION CO.,
LTD (SAMOA)
SAMOA Investing activities 170,242 170,242 5,500,000 %
100.00
155,111 (1,593) (1,593)
Pao-Shin
Investment Co.,
Ltd.
MEN'S FOCUS
COMPANY
Taiwan Magazine distribution
industry
10,000 10,000 1,000,000 %
43.48
- - -
Pao-Shin
Investment Co.,
Ltd.
Chia-Yuan Create Co.,
Ltd.
Taiwan Constructing activities 98,879 58,879 11,500,000 %
100.00
120,212 (3,152) -
Pao-Shin
Investment Co.,
Ltd.
Rich Key Asia LTD. Hong Kong Investing activities 988 988 - %
100.00
- - -
Pao-Shin
Investment Co.,
Ltd.
Ever Easy Management Hong Kong Investing activities 745 745 - %
100.00
- - -
Pao-Shin
Investment Co.,
Ltd.
New Momentum LTD. SAMOA Investing activities 382 382 - %
100.00
- (32) -
Pao-Shin
Investment Co.,
Ltd.
Profit Asia LTD. SAMOA Investing activities 390 390 - %
100.00
- (42) -
Chia-Yuan Create
Co., Ltd.
Da-Ho Security Co.,
Ltd.
Taiwan Secruity servicies 40,000 - 4,000,000 %
100.00
39,861 (139) -
CASTLE ROCK
INVESTMENT
S.A. (SAMOA)
NOAH INVESTMENT
CAPITAL LIMITED
(SAMOA)
SAMOA Investing activities 489,976 489,976 15,624,000 %
91.83
460,478 1,925 -
NOAH
INVESTMENT
CAPITAL
LIMITED
(SAMOA)
ZENITH GLOBAL
CAPITAL S.A.
(SAMOA)
SAMOA Investing activities 526,533 530,995 16,782,000 %
82.74
495,395 2,388 -
ZENITH
GLOBAL
CAPITAL S.A.
(SAMOA)
LEXY STAR
INTERNATIONAL
CO., LTD.
Malaysia Investing activities 416,042 416,042 13,700,000 %
100.00
416,835 2,431 -
CHAINQUI
HOLDING CO,.
LTD (SAMOA)
CHAINQUI
DEVELOPMENT USA
LLC
U.S.A Investing activities 1,973,803 1,886,888 63,685,000 %
100.00
1,621,391 (51,118) -
CHAINQUI
DEVELOPMENT
USA LLC
CHAINQUI
DEVELOPMENT
BELLTOWN LLC
U.S.A Constructing, selling,
and leasing of residential
and commercial
buildings.
1,115,238 1,040,310 36,410,000 %
100.00
914,817 (24,025) -
CHAINQUI
DEVELOPMENT
USA LLC
CHAINQUI
DEVELOPMENT
VIRGINIA, LLC
U.S.A Constructing, selling,
and leasing of residential
and commercial
buildings.
765,910 701,449 24,200,000 %
100.00
629,377 (21,643) -
CHAINQUI
DEVELOPMENT
USA LLC
CHAINQUI
DEVELOPMENT
ROOSEVELT, LLC
U.S.A Constructing, selling,
and leasing of residential
and commercial
buildings.
54,855 54,855 1,800,000 %
100.00
50,923 68 -
CHAINQUI
CONSTRUCTIO
N CO.,
LTD(SAMOA)
GALORE
DEVELOPMENT
GROUP INC.
SAMOA Investing activities 139,168 139,168 4,500,000 %
50.00
126,613 (3,107) -

(Continued)

-193-

CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD. Notes to Consolidated Financial Statements

Name of investor Name of investee Location Main
businesses and products
Original investment amount Original investment amount Balance as of December 31, 2020 Balance as of December 31, 2020 Balance as of December 31, 2020 Net income

(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2020 December 31, 2019 Shares
(thousands)
Percentage of
ownership
Carrying value
GALORE
DEVELOPMENT
GROUP INC.
CHAINQUI
DEVELOPMENT
SEATTLE, LLC
U.S.A Investing activities 269,878 269,878 8,800,000 %
100.00
247,948 (2,716) -
CHAINQUI
DEVELOPMENT
SEATTLE, LLC
CHAINQUI
DEVELOPMENT
WALLINGFORD, LLC
U.S.A Constructing, selling,
and leasing of residential
and commercial
buildings.
160,083 160,083 5,150,000 %
100.00
149,057 603 -
CHAINQUI
DEVELOPMENT
SEATTLE, LLC
CHAINQUI
DEVELOPMENT
HARBORVIEW, LLC
U.S.A Constructing, selling,
and leasing of residential
and commercial
buildings.
106,982 106,982 3,550,000 %
100.00
96,643 (2,811) -
  • (c) Information on investment in mainland China: None

  • (d) Major shareholders:

Major shareholders:
Shareholding
Shareholder’s Name
Shares Percentage
Chain-I Investment Co., Ltd. 27,981,661 %
12.46
Chain-Chan Investment Co., Ltd. 21,447,410 %
9.55
Chain-Da Investment Co., Ltd. 16,257,347 %
7.23
Tai You Investment Co., Ltd. 16,145,813 %
7.19
Chang Sheng International Investment Ltd. 15,803,717 %
7.03
Yu-Ching Construction Co., Ltd. 15,762,552 %
7.01
Lee Long-Kwang 14,255,555 %
6.34

(14) Segment information:

Please refer to the consolidated financial statements of 2020.

-194-

VI. If the Company or its affiliates have experienced financial difficulties in the most recent year and up to the date of publication of the annual report, it shall be explained how said difficulties will affect the company’s financial situation: None.

VII. Review and Analysis of Financial Position and Performance, and Risk Matters

I. Financial position

I. Financial position I. Financial position I. Financial position
Unit: NT$thousand
Fiscal year
Item

2019
2020 Discrepancy
Amount %
Current assets 5,783,105
5,221,780

-561,325

-9.71%
Property, plant and
equipment
196,863
200,231

3,368

1.71%
Intangible assets 310
541

231

74.52%
Other assets 2,538,821
2,425,330

-113,491

-4.47%
Total assets 8,519,099
7,847,882

-671,217

-7.88%
Current liabilities 2,391,367
1,884,395

-506,972

-21.20%
Other liabilities 1,364,868
1,109,162

-255,706

-18.73%
Total liabilities 3,756,235
2,993,557

-762,678

-20.30%
Share capital 2,041,368
2,245,505

204,137

10.00%
Additionalpaid-in capital 748,668
647,558

-101,110

-13.51%
Retained earnings 1,751,022
1,840,421

89,399

5.11%
Total shareholders’ equity 4,762,864
4,854,325

91,461

1.92%

Analysis of financial position:

The reason for, and impact of, any material change during the two most recent years in the Company’s assets, liabilities, or equity, and plans to respond.

(1) The decrease in current assets was mainly due to the completion and handover of the Top of the Peak and Chainqui Sweet Home projects.

(2) The decrease in current liabilities was mainly due to the completion and handover of the Top of the Peak and Chainqui Sweet Home projects.

(3) The increase in shareholders’ equity was mainly due to recognition of revenue of the Top of the Peak and Chainqui Sweet Home projects.

II. Financial performance

1. Comparative analysis of operating results

Unit: NT$ thousand

II. Financial performance
1. Comparative analysis of operating results
Unit: NT$thousand
Fiscal year
Item
2019 2020 Amount of
increase or
decrease
Rate of
change
Operating income
Operating cost
Gross profit
Operating expenses
Other income and expense
Profit from operations
Non-operating income and expense
Profit before tax from continuingoperations of the departments
1,730,553
968,068
762,485
277,375
-
485,110
6,685
491,795
1,338,077
784,710
553,367
219,132
-
334,235
(64,101)
270,134
-392,476
-183,358
-209,118
-58,243
-
-150,875
-70,786
-221,661
-22.68%
-18.94%
-27.43%
-21.00%
-
-31.10%
-1058.88%
-45.07%

-195-

Less: Income tax expense
Current period net profit
Other comprehensive income
Comprehensiveprofit or loss for theperiod
50,455
441,340
-38,290
403,050
38,345
231,789
-95,919
135,870
-12,110
-209,551
-57,629
-267,180
-23.98%
-47.48%
-150.51%
-66.29%

Comparative analysis of operating results:

  • (1) The decrease in operating revenue was mainly due to the revenue from sales of the inventory houses of the Top of the Peak project in 2020.

  • (2) The decrease in profit from operations was mainly due to the the revenue from sales of the inventory houses of the Top of the Peak project in 2020.

  • Expected sales volume for the coming year and its basis

  • There is no significant change in the Company’s main business scope. In terms of market, due to the deep cultivation in the Greater Taipei area, the revenue in the future is expected to remain in line with the current level. The revenue recognized of the Top of the Peak project will contribute significantly to the profit.

III. Cash flows

  1. Analysis of cash flow changes in the most recent year, plans to improve liquidity and analysis of cash flow in the coming year

  2. (1) Liquidity analysis for the most recent year:

Year
Item
Year
Item
Year
Item

2019

2019
2020 2020 Increase (decrease)
ratio
Increase (decrease)
ratio
Cash flow ratio(%) -8.07 21.14 361.96%
Cash flow adequacyratio(%) -619.16 553.44 189.39%
Cash re-investment ratio(%) -7.92 9.59 221.09%
Analysis of changes in the ratios:
The increase in cash flow ratio was mainly due to the increase of cash inflow from operating
activities.
iq uidity analysis for the coming year: Unit: NT$thousand
Cash
balance at
the
beginning
of the
period
(1)
Estimated cash
inflow from
operating activities
for the whole year
(2)
Estimated
annual cash
outflow
(3)
Estimated
surplus
(shortage) of
cash
(1)+(2)-(3)
B. Remedial action for
estimated cash shortage
Investment
plans
Financial
plans
2,306,792
118,310

354,345

2,070,757

-
-
  • (2) Liquidity analysis for the coming year:

  • A. Analysis of cash flows for this year:

    • a. Operating activities: The parent company helped the Top of the Peak, Chainqui Sweet Home, Xinyi Sanxing Section and Chengzhong Section to deduct the construction costs of revenue and the preliminary expenses for the new projects. The estimated cash inflow from operations is $118,310 thousand.

    • b. Investing activities: All investments are subsidiaries listed in the consolidated financial statements and are therefore not included.

    • c. Financing activities: Chainqui expects to pay cash dividends and interest expenses of $354,345 thousand for the year.

  • B. Remedial action for estimated cash shortage: Not applicable

IV. The effect upon financial operations of any major capital expenditures during the most recent fiscal year.

  1. Utilization of material capital expenditures and the sources of capital: None.

  2. Anticipated possible benefits: None.

-196-

V. Reinvestment policy for the most recent fiscal year, the main reasons for the profits or losses generated thereby, the plans for improvement , and investment plans for the coming year

Unit: $ thousand

Item/explanation Share
capital ($ thousand)
Profit or
loss
recognized
in the most
recentyear
Main reasons for profit or loss Improvement
plans

Investment
plans for
the future
Baoxin Investment Co., Ltd. 180,000
(7,178)

Specialized in investment, and
the result is due to the
recognition of various
investmentgains and losses.
None None
Chain Hung Apartment Building
Management and Maintenance Co.,
Ltd
10,000
2,746

Due to the increase in
management maintenance cases.
None None
Chain Shin Hap Supermarket Ltd 34,280
2,104
Due to revenue from rental of
real estate.
None None
CASTLE ROCK INVESTMENT
S.A. (SAMOA)
461,547
1,706

Due to organization costs and
interest income from invested
companies.
None None
Chain Da Construction 100,000
(553)
Due to management and
maintenance costs.
None None
CHAINQUI HOLDING CO,. LTD
(SAMOA)
1,673,485
(56,110)

Due to the re-investment in
Seattle for the purchase of a
construction site.
None None
CHAINQUI CONSTRUCTION CO,.
LTD (SAMOA)
164,890
(1,593)

Due to the re-investment in
Seattle for the purchase of a
construction site.
None None
  • VI. Risk items: (The current status during the most recent year and up to the date of publication of the annual report)

  • (I) The impact upon the Company’s profit or loss of inflation, changes in interest, exchange rates, and the measures the company plans to adopt in response:

    1. The Company is not engaged in the import/export of raw materials or export of goods; therefore, changes in exchange rates do not have a direct impact on the Company.

    2. Interest rates have remained low and the construction industry is gradually on the rise. Although the banking industry is becoming more strict on the construction industries, the Company is a listed company with a good historical record, and the Company’s investment areas are all bank-approved and sales performance is excellent, so the impact of interest rate fluctuations is acceptable.

    3. Inflation is slowing down somewhat, and the Company has a long-term relationship with suppliers, so there is no significant impact.

  • (II) High-risk investments, highly leveraged investments, loans to other parties, endorsements, guarantees, and derivatives transactions; the main reasons for the profits or losses generated thereby and response measures to be taken in the future:

    1. The Company has no involvement in high-risk, high-leverage investments and derivative financial instruments, and most of the investments are in industries with low risk and promising prospects, so the related losses are not significant; in the future, such investments will be evaluated in detail and the amounts will not be excessive.

    2. Although the Company has provisions for the lending of capital to others, no capital has been lent by the Company to anyone to date.

    3. Although the Company has an endorsement and guarantee system, at present, guarantee has only given to the cooperative party for Top of the Cloud, Yu Jing Construction Co., Ltd., so there should be no significant risk.

  • (III) Research and development work to be carried out in the future and further expenditures expected for research and development: None.

  • (IV) The impact upon the Company’s financial operations of important policy and legal developments at home and abroad, and the measures the Company plans to adopt in response: Regarding the tax specifically selected goods and services that is about to be implemented, the sales of the Company’s properties are basically reasonable and normal transfers and are do not have to pay specifically selected goods and services tax. Since the promulgation

-197-

of this Act, there has been no impact on the Company, and there have been no cases of clients requesting to return their homes due to the implementation of the Act at any of the sites.

  • (V) The impact on the Company’s financial operations of developments in science, technology, and industry, and the measures the company plans to adopt in response: The Company is in a traditional industry and technological changes have had a greater impact on the Company only in terms of increased efficiency. As for changes in the industry, the Company’s sales department is always aware of changes in relevant market information and adjusts its products in a timely manner to respond to them, thus there is no significant impact on the financial aspect.

  • (VI) The impact of changes in the Company’s image upon its crisis management, and the measures the Company plans to adopt in response: In case of a situation that threatens the Company’s image, the Company will set up an emergency response team to take prompt action as necessary.

  • (VII) Expected benefits and possible risks associated with any mergers and acquisitions: Not applicable.

  • (VIII) Expected benefits and possible risks associated with any plant expansion: Not applicable.

  • (IX) Risks associated with any concentration of sales or purchasing operations: The construction business division has different purchases and sales, so there is no consolidation of any risk.

  • (X) Effect upon and risk to the Company in the event a major quantity of shares belonging to a director, supervisor, or shareholder holding greater than a 10 percent stake in the Company has been transferred or has otherwise changed hands: In recent years, the directors and supervisors of the Company and the shareholders holding more than 10% of the shares have always been supportive to the Company, so there have never been any significant transfers of shares.

  • (XI) Effect upon and risk to the Company associated with any change in governance: Not applicable.

  • (XII) Litigious and non-litigious matters (major litigious, non-litigious or administrative disputes that involve the Company and/or any of Company’s directors, supervisors, the president, any person with actual responsibility for the firm, any major shareholder holding a stake of greater than 10 percent, and/or any companies controlled by the Company that have been concluded by means of a final and unappealable judgment, or are still under litigation; where such a dispute could materially affect shareholders’ equity or the prices of the Company’s securities, the annual report shall disclose the facts of the dispute, amount of money at stake in the dispute, the date of litigation commencement, the main parties to the dispute, and the status of the dispute as of the date of publication of the annual report): None.

  • (XIII) Other important risks response measures: None.

VII. Other important matters : None.

-198-

VIII. Special Items to Be Included

I. Information related to the Company’s affiliates

Statement

The 2020 affiliation reports of the Company for 2020 (from January 1, 2020, to December 31, 2020) have been prepared in conformity with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises”. No material discrepancies were found between the reports and the relevant information disclosed in the notes to the financial statements for the same period.

Sincerely

Company name: CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.

Chairperson:

LEE, YUNG-I

March 16, 2021

-199-

CPA’s review opinion on the consolidated business report

Recipient: Chainqui Construction Development Co., Ltd.

The 2020 affiliation reports of Chainqui Construction Development Co., Ltd. have been reviewed by the CPAs in conformity with the provisions set forth in Letter Tai-Tsai-Cai-Zheng-(VI) No. 04448 issued on November 30, 1999 by the Securities and Futures Bureau formerly under the Ministry of Finance. This review opinion is to verify if the 2020 affiliation reports of Chainqui Construction Development Co., Ltd. are in compliance with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” and if the information disclosed in the affiliation reports has material discrepancies with the information in the notes to the financial statements audited by the CPAs on March 16, 2021.

In our opinion and based on our review, we hereby confirm that the affiliation reports have been prepared in compliance with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises”, and no material discrepancies were found between the disclosed information and the information in the notes to the financial statements of the same period.

KPMG Taiwan

CHEN, CHUNG-CHE

Certified Public Accountant : LAI, LI-CHEN

Securities and Futures Bureau : Jin-Guan-Zheng-Shen-Zi No. 1000011652 Approval No. (2000) Tai-Tsai-Zheng-(VI) No. 62474 March 16, 2021

-200-

(I) Relation between the controlling company and its subordinate companies

Unit: Shares; %

Unit: Shares;% Unit: Shares;%
Name of the
controlling
company
Reason of control Controlling company’s shareholding and
pledge
Directors, supervisors or managers
representing the controlling
company
Number of
sharesheld
Shares ratio Number of
shares
Position Name
Global Industrial Having direct control
over the personnel,
finance, or business
operations of Chainqui
Construction
Development Co.,Ltd.
8,904,452 4.36% None Director CHIANG, CHING-
FENG

(II) Purchase and sale transactions: None.

(III) Property transactions: None.

(IV) Working capital financing: None.

(V) Asset leases: None.

(VI) Other significant transactions: None.

(VII) Endorsements and guarantees: None.

-201-

==> picture [396 x 645] intentionally omitted <==

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

100% LLC
100% 50% 100% CHAINQUI
DEVELOPMENT HARBORVIEW,
CHAINQUI CONSTRUCTION CO., LTD. (SAMOA) GALORE DEVELOPMENT GROUP INC. CHAINQUI DEVELOPMENT SEATTLE, LLC
100%
LLC
CHAINQUI
DEVELOPMENT WALLINGFORD,
(USA)
100% 100% 100% CHAINQUI
100% DEVELOPMENT VIRGINIA LLC
CHAINQUI (SAMOA) CHAINQUI
HOLDING CO., LTD (SAMOA) DEVELOPMENT USA LLC (USA)
100%
100%
(USA)
82% CHAINQUI
DEVELOPMENT BELLTOWN LLC
Chain Da Construction Development Co., Ltd
(USA)
CHAINQUI
DEVELOPMENT ROOSEVELT LLC
75% Chain Shin Hao Supermarket Ltd
99.99%
GLOBAL INDUSTRIAL CO.,LTD CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.
4.36% Chain Hung Apartment Building Management and Maintenance Co., Ltd
100%
100% 91.03% 82.87%
LTD.
(SAMOA) (SAMOA) LEXY STAR
CASTLE ROCK INVESTMENT S.A. NOAH INVESTMENT CAPITAL LIMITED ZENITH GLOBAL CAPITAL S.A. (SAMOA) INTERNATIONAL CO., Malaysia (Labuan)
99.99% 100%
Co.,Ltd
Baoxin Investment Co., Ltd. Chia Yuan Create
----- End of picture text -----

-202-

Unit: NT$ thousand; US$ thousand
Main business or products
Investment Cement manufacturing, housing and building
development and rental, etc.

Investment
Condominium buildings management service Supermarkets Comprehensive construction activities Housing and building development and rental Private security service

Overseas investment holding company



Overseas investment holding company



Overseas investment holding company



Overseas investment holding company



Overseas investment holding company



Overseas investment holding company




Housing and building development and rental



Housing and building development and rental



Housing and building development and rental



Overseas investment holding company
Paid-in capital 138,000 2,245,505 180,000 10,000 34,280 11,500 100,000 40,000 US$16,206
461,547 (Note)

US$17,014
484,559 (Note)

US$20,282
577,631 (Note)

US$13,700
390,176 (Note)

US$58,760
1,673,485 (Note)

US$63,585
1,810,901 (Note)

US$36,410
1,036,957
(Note)

US$24,200
689,216 (Note)

US$1,800
51,264 (Note)

US$5,500
156,640 (Note)
Address 1F., No. 78, Sec. 2, Ziqiang Rd., Sanchong
Dist., New Taipei City

1F., No. 201-1, Jixian Rd., Bihua Vil,
Sanchong Dist., New Taipei City

1F., No. 201-1, Jixian Rd., Bihua Vil,
Sanchong Dist., New Taipei City

1F., No. 201-1, Jixian Rd., Bihua Vil,
Sanchong Dist., New Taipei City

1F., No. 306, Sec. 1, Ziqiang Rd., Sanchong
Dist., New Taipei City

1F., No. 201-1, Jixian Rd., Bihua Vil,
Sanchong Dist., New Taipei City

1F., No. 201-1, Jixian Rd., Bihua Vil,
Sanchong Dist., New Taipei City

No. 110, Jixian Rd., Sanchong Dist.,
New Taipei City

Samoa
Samoa Samoa Malaysia (Labuan) Samoa USA USA USA USA Samoa
Date of
establishment
1995-09-05 1973-01-27 1994-10-03 2001-03-20 2006-08-09 1975-11-05 2011-11-17 2020-12-22 2008-03-12 2008-03-12 2008-03-12 2009-08-10 2008-05-29 2014-04-24 2014-04-24 2014-11-20 2018-09-25 2008-05-29
Company name GLOBAL INDUSTRIAL CO., LTD CHAINQUI CONSTRUCTION DEVELOPMENT CO.,LTD. BAOXIN INVESTMENT CO., LTD. CHAIN HUNG APARTMENT BUILDING MANAGEMENT
AND MAINTENANCE CO., LTD
CHAIN SHIN HAO SUPERMARKET LTD CHIA YUAN CREATE CO.,LTD CHAIN DA CONSTRUCTION CO.,LTD DA HO SECURITY CO., LTD CASTLE ROCK INVESTMENT S.A. (SAMOA) NOAH INVESTMENT CAPITAL LIMITED(SAMOA) ZENITH GLOBAL CAPITAL S.A. (SAMOA) LEXY STAR INTERNATIONAL CO., LTD. CHAINQUI HOLDING CO., LTD (SAMOA) CHAINQUI DEVELOPMENT USA LLC (USA) CHAINQUI DEVELOPMENT BELLTOWN LLC(USA) CHAINQUI DEVELOPMENT VIRGINIA LLC(USA) CHAINQUI DEVELOPMENT ROOSEVELT, LLC CHAINQUI CONSTRUCTION CO., LTD. (SAMOA)

-203-



Overseas investment holding company



Overseas investment holding company



Housing and building development and rental



Housing and building development and rental
Note: Based on the Bank of Taiwan’s exchange rate of US$28.480 on December 31, 2020.
US$9,000
256,320 (Note)

US$8,800
250,624 (Note)

US$5,150
146,672 (Note)

US$3,550
101,104(Note)
USA USA USA USA
2018-01-03 2018-12-12 2018-12-18 2018-12-19
GALORE DEVELOPMENT GROUP INC. CHAINQUI DEVELOPMENT SEATTLE, LLC CHAINQUI DEVELOPMENT WALLINGFORD, LLC CHAINQUI DEVELOPMENT HARBORVIEW, LLC

-204-

4. The industries covered by the business operated by the overall affiliates 1. Enterprises under the scope of each affiliated enterprises (1) Construction enterprises (2) Investment (3) Condominium buildings management service (4) Supermarkets (5) Housing and building development and rental 2. Dealings and division of work among affiliates: None The following is a summary of the construction work contracted by the Company to Chia Yuan for 2020: Name of
Total contract price
Valuated amount in
Accumulated
2020
construction project
(before tax)
this period
valuated amount
Chia Yuan Create
Zhongzhuang
$547,286
94,789
226,169
Section, Taipei Port Section

-205-

Unit: NT$ thousand; Shares; % Shareholding
Shareholding/Contribution
ratio

35.42%

0.43%

3.02%

2.33%

3.02%

-

7.24%

6.35%

4.36%

-

1.11%

-
-
0.02%

0.90%

0.18%
-
Number of shares/Capital
contribution amount
4,887,730 59,972 6,785,029
5,237,796
6,785,029
-
16,257,347
14,255,555
9,794,897
-
2,491,847
-
- 44,858 2,024,776 403,962
-
Name or representative LEE, LONG-KWANG CHIEN HSIAO-LAN Representative of YEN REED INVESTMENT CO.,LTD
LEE, YUNG-I
Representative of YEN REED INVESTMENT CO.,LTD
LIAO, SHUEN-HSIN
CHAIN DA INVESTMENT CO., LTD
Representative LEE, LONG-KWANG
GLOBAL INDUSTRIAL CO., LTD
Representative CHIANG, CHING-FENG
CI YUN INTERNATIONAL CO.,LTD
Representative CHEN, MING-ZHI
CHOU, CHE-NAN LIN, LI-YUN LEE, HUI-CHUN SHANG YING INVESTMENT LTD.
Representative LEE, RUI-SHAN
Position Chairperson Supervisors Chairperson Director Director Director Director Independent Director Independent Director Supervisors Supervisors
Company name GLOBAL INDUSTRIAL CO.,LTD CHAINQUI CONSTRUCTION
DEVELOPMENT CO.,LTD.

-206-

Shareholding
Shareholding/Contribution
ratio

99.99%

-

-

99.99%
-

75.00%

100.00%
-

100.00%
-

82.00%
-
-
100.00%
-

100.00%
-
Number of shares/Capital
contribution amount
13,999,991
2
1 9,999,960
-
25,710,000 11,500,000
-
11,500,000
-
8,200,000
-
- 4,000,000
-
4,000,000
-
Name or representative CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.
Representative LEE, LONG-KWANG
CHIEN HSIAO-LAN CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.
Representative CHIANG, CHING-FENG
CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.
Representative LEE, LONG-KWANG
BAOXIN INVESTMENT CO., LTD.
Representative: LEE, CHUN-LIN
BAOXIN INVESTMENT CO., LTD.
Representative CHEN HENG HUI
CHAINQUI CONSTRUCTION DEVELOPMENT CO., LTD.
Representative LEE, LONG-KWANG
SHAO MIN-LIN CHIA YUAN CREATE CO., LTD
Representative CHIANG, CHING-FENG
CHIA YUAN CREATE CO.,LTD
Representative CHEN HENG HUI
Position Chairperson Supervisors Director Director Chairperson Supervisors Chairperson Supervisors Chairperson Supervisors
Company name BAOXIN INVESTMENT CO., LTD. CHAIN HUNG APARTMENT
BUILDING MANAGEMENT AND
MAINTENANCE CO., LTD
CHAIN SHIN HAP SUPERMARKET
LTD
CHIA YUAN CREATE CO., LTD CHAIN DA CONSTRUCTION
DEVELOPMENT CO., LTD.
DA HO SECURITY CO.,LTD

-207-

Shareholding Shareholding/Contribution ratio 100.00% 91.83% 82.74% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
Number of shares/Capital contribution amount US$16,206
-
US$15,624
-
US$16,782
-
US$13,700
-
US$58,760
-
US$63,585
-
US$36,410
-
US$24,200
-
US$1,800
-
US$5,500
-
Name or representative Chainqui Construction Development Co., Ltd.
Representative LEE, YUNG-I
CASTLE ROCK INVESTMENT S.A.
Representative LEE, YUNG-I
NOAH INVESTMENT CAPITAL LIMITED
Representative LEE, YUNG-I
ZENITH GLOBAL CAPITAL S.A.
Representative CHIEN HSIAO-LAN
CHAINQUI DEVELOPMENT CO., LTD.
Representative LEE, YUNG-I
CHAINQUI HOLDING CO., LTD.
Representative LEE, YUNG-I
CHAINQUI DEVELOPMENT USA LLC
Representative LEE, YUNG-I
CHAINQUI DEVELOPMENT USA LLC
Representative LEE, YUNG-I
CHAINQUI DEVELOPMENT USA LLC
Representative LEE, YUNG-I
CHAINQUI DEVELOPMENT CO., LTD.
Representative LEE, YUNG-I
Position Chairperson Chairperson Chairperson Chairperson Chairperson Chairperson Chairperson Chairperson Chairperson Chairperson
Company name CASTLE ROCK INVESTMENT S.A. (SAMOA) NOAH INVESTMENT CAPITAL LIMITED (SAMOA) ZENITH GLOBAL CAPITAL S.A. LEXY STAR INTERNATIONAL CO., LTD. CHAINQUI HOLDING CO., LTD (SAMOA) CHAINQUI DEVELOPMENT USA LLC CHAINQUI DEVELOPMENT BELLTOWN LLC CHAINQUI DEVELOPMENT VIRGINIA LLC CHAINQUI DEVELOPMENT ROOSEVELT, LLC CHAINQUI CONSTRUCTION CO., LTD

-208-

Shareholding Shareholding/Contribution ratio 50.00%
20.00%
100.00%
-
100.00%
-
100.00%
-
Number of shares/Capital contribution amount US$4,500
US$1,800
US$8,800
-
US$5,150
-
US$3,550
-
Name or representative CHAINQUI CONSTRUCTION CO., LTD
Representative LEE, YUNG-I
GALORE DEVELOPMENT GROUP INC.
Representative LEE, YUNG-I
CHAINQUI DEVELOPMENT SEATTLE, LLC
Representative LEE, YUNG-I
CHAINQUI DEVELOPMENT SEATTLE, LLC
Representative LEE, YUNG-I
Position Chairperson Chairperson Chairperson Chairperson
Company name GALORE DEVELOPMENT GROUP INC. CHAINQUI DEVELOPMENT SEATTLE,
LLC
CHAINQUI DEVELOPMENT
WALLINGFORD, LLC
CHAINQUI DEVELOPMENT
HARBORVIEW, LLC

-209-

Unit: NT$ thousand; Shares; % Earnings per share ($) (After tax)
0.70

1.03

(0.40)

2.75

0.61

(0.27)

(0.06)

(0.03)

-

-

-

-

-

-

-

-

-

-
Current profit and loss (After tax) (Note1) 9,619
232,341

(7,178)

2,746

2,104

(3,152)

(553)

(139)

US$58

1,706

US$(1,899)

(56,110)

US$(54)

(1,593)

US$65

1,925

US$81

2,388
Operating profits (Note 1) -
334,009

(7,153)

3,032

2,765

(10,934)
(3,191) (143) US$(2)
(54)
US$(17)
(507)
US$(2)
(69)
US$(2)
(53)
US$(2)
(53)
Operating income (Note 1)
-

1,143,516

1,266

42,768

4,245

81,426

-

-

-

-

-

-

-

-

-

-

-

-
Net worth (Note)
247,086

4,540,784

156,818

13,247

35,432

112,840

126,914

39,861
US$16,684
475,169

US$51,355

1,462,576

US$5,446
155,111
US$17,607
501,446

US$21,023

598,737
Total liabilities (Note)
224,889

1,057,142

1,509

5,226

39,424

25,574

31,224

976

-

-

US$5,981

170,355

US$1

18

-

-

US$100

2,855
Total assets (Note)
471,975

5,597,926

158,327

18,473

74,856

138,414

158,138

40,837

US$16,684

475,169

US$57,336

1,632,931

US$5,447

155129

US$17,607

501,446

US$21,123

601,592
Capital (Note) 138,000 2,245,505 180,000 10,000 34,280 115,000 100,000 40,000 US$16,206
461,547
US$58,760
1,673,485
US$5,500
156,640
US$17,014
484,559
US$20,282
577,631
Company name GLOBAL INDUSTRIAL CHAINQUI CONSTRUCTION DEVELOPMENT
CO., LTD.

BAOXIN INVESTMENT CO., LTD.
CHAIN HUNG APARTMENT BUILDING
MANAGEMENT AND MAINTENANCE CO., LTD

CHAIN SHIN HAP SUPERMARKET LTD
CHIA YUAN CREATE CHAIN DA CONSTRUCTION DA HO SECURITY CASTLE ROCK INVESTMENT S.A. CHAINQUI HOLDING CO,. LTD (SAMOA) CHAINQUI CONSTRUCTION CO., LTD (SAMOA) NOAH INVESTMENT CAPITAL LIMITED ZENITH GLOBAL CAPITAL S.A.

-210-

Earnings per share ($)
(After tax)
Earnings per share ($)
(After tax)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-
Note: Based on the Bank of Taiwan’s exchange rate of US$28.480 on December 31, 2020.
Note 1: Based on the Bank of Taiwan’s average exchange rate of US$29.549 in 2020.
Current profit and loss
(After tax) (Note1)

US$82

2,431

US$(1,730)

(51,118)

US$(813)

(24,025)

US$(732)

(21,643)

US$2

68

US$(105)

(3,107)

US$(92)

(2,716)

US$20

603

US$(95)

(2,811)
Operating profits
(Note 1)
US$(3)
(100)
US$(187)
(5,525)

US$695

20,546

US$(145)

(4,276)

US$2
68

US$(2)
(71)

US$(17)
(508)

US$134

3,966

US$(41)
(1,197)
Operating income
(Note 1)

-

-

-

-

US$4,003

118,274

US$792

23,394

US$19

558

-

-

-

-

US$255

7,523

-

-
Net worth
(Note)
US$14,636
416,835

US$56,931

1,621,391

US$32,121

914,817

US$22,099

629,377

US$1,788

50,923

US$8,891

253,226

US$8,706

247,948

US$5,234

149,057

US$3,393

96,643
Total liabilities
(Note)

-

-

US$41

1,157

US$39,316

1,119,714

US$14,505

413,119

US$8

239

US$1

18

US$1

18

US$2,928

83,392

US$1,776

50,580
Total assets
(Note)

US$14,636

416,835

US$56,972

1,622,548

US$71,437

2,034,531

US$36,604

1,042,496

US$1,796

51,162

US$8,892

253,244

US$8,707

247,966

US$8,162

232,449

US$5,169

147,223
Capital (Note) US$13,700
390,176
US$63,585
1,810,901
US$36,410
1,036,957
US$24,200
689,216
US$1,800
51,264
US$9,000
256,320
US$8,800
250,624
US$5,150
146,672
US$3,550
101,104
Company name LEXY STAR INTERNATIONAL CO., LTD. CHAINQUI DEVELOPMENT USA LLC CHAINQUI DEVELOPMENT BELLTOWN LLC CHAINQUI DEVELOPMENT VIRGINIA LLC CHAINQUI DEVELOPMENT ROOSEVELT, LLC GALORE DEVELOPMENT GROUP INC. CHAINQUI DEVELOPMENT SEATTLE, LLC CHAINQUI DEVELOPMENT WALLINGFORD, LLC CHAINQUI DEVELOPMENT HARBORVIEW, LLC

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  • II. Where the Company has carried out a private placement of securities during the most recent year and up to the date of publication of the annual report, disclose the date on which the placement was approved by the board of directors or by a shareholder meeting, the amount thus approved, the basis for and reasonableness of the pricing, the manner in which the specified persons were selected, the reasons why the private placement method was necessary: None.

  • III. Holding or disposal of shares in the Company by the Company’s subsidiaries during the most recent year and up to the date of publication of the annual report: None.

IV. Additional necessary explanations:

(I) Employee continuing education and training

  • A. Management regulations for education and training

  • Purpose:

    • Article 1: In order to fulfill the management philosophy and policy of the Company and to improve the performance and quality of employees, in hope of letting employees grow and develop together with the Company, these regulations are established.
  • Applicable objects:

    • Article 2: All affairs and regulations related to the education and training of the employees of the Company shall be conducted in accordance with these Regulations.
  • Definitions:

    • Article 3: The definitions of terms in these regulation are as follows.

    • (I) Indirect workers: Those who do not operate production equipment and participate in production bonus distribution.

    • (II) Direct workers: Those who operate production equipment and participate in production bonus distribution.

    • (III) Internal training: Education and training organized by Company’s department.

    • (IV) External training: Education and training not organized by Company’s department.

    • (V) Common education and training: Education and training for the entire company or for specific employees across departments.

    • (VI) Non-common education and training: Education and training not for the entire company or for specific employees across departments.

  • Education and training units and their responsibilities:

    • Article 4: The units responsible for the Company’s education and training and their responsibilities are stipulated as follows:

    • (I) The human resources department of the Taipei Office is responsible for the education and training of the indirect employees of the Company, and the human resources departments or the persons in charge of the factories (sites) are responsible for the educational training of the direct employees thereof. Their duties are stipulated as follows:

      • (1) To establish and promote the system and policies of employee education and training in the workplace (factory).

      • (2) Registration and storage of information related to employee education and training at the workplace (factory).

      • (3) To compile and plan the common educational training programs for the employees in the workplace (factory).

      • (4) To prepare and control the budget of common training for employees in the workplace (factory).

      • (5) To audit and handle relevant operations of employee education and training in the workplace (factory).

      • (6) To collect and provide information on employee education and training at the workplace (factory).

      • (7) To evaluate and track the effectiveness of employee education and training in the workplace (factory).

      • (8) To assist and guide the implementation of education and training in each unit of the workplace (factory).

    • (II) Unit managers are responsible for the education and training of employees in their units, and their duties are stipulated as follows:

      • (1) To compile and plan the non-common education and training for the staff of the department.

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  • (2) To prepare and control the budget of non-common education and training for the staff of the department

  • (3) Control and management of expenses for education and training for the staff of the department.

  • (4) To evaluate and track the effectiveness of employee education and training for the staff of the department.

  • (5) To handle and promote affairs related to education and training for the staff of the department.

  • (6) To assist and guide the implementation of education and training for the staff of the department.

If the Company’s factory (site) management unit deploys education and training personnel, they shall be responsible for the education and training for employees at their factory (site) in accordance with the first paragraph of the preceding paragraph; otherwise, the training shall be organized by the human resources department of the Taipei Office.

  1. Types of education and training:

  2. Article 5: The types of education and training provided by the Company are as follows:

  3. (I). Orientation training: The unit managers and human resources department of the Company shall organize this training for new employees to understand the Company’s corporate culture and work-related rules and knowledge.

  4. (II) On-the-job training: The types of on-the-job training for our employees are as follows:

    • (1) Management knowledge and skills training: In order to improve the performance and quality of employee management of the Company or each unit, the managers of each unit or the human resources department may plan to organize internal training or arrange the employees to attend external training organized by management companies or education and training institutions.

    • (2) Professional knowledge and skills training: In order to improve the work knowledge and skills of employees of the Company or each unit, the managers of each unit or the human resources department may plan to organize internal training or arrange the employees to attend external training organized by management companies or education and training institutions.

  5. (III) Work study program: In order to meet the work needs of each unit of the Company and to improve the work techniques of the Company, the human resources department of the Company may sign contracts with relevant schools or institutions to organize work study programs, and arrange for employees to participate in the training conducted by such schools or institutions, and students of such schools can also have internship opportunities at the Company.

  6. Formulation of educational training plans:

  7. Article 6: Before preparing the annual budget, the managers of each unit of the Company shall distribute an “Employee Training Requirements Survey” to their employees for filling out, and shall then prepare an annual training plan for the unit within the deadline based on the opinions of the requirements survey and the working objectives and requirements of the unit, and submit an “Annual Educational Training Schedule” by November 5 of each year. After a review by their managers and an audit by the human resources department, it will be submitted to the president for approval and budgeting.

  8. Article 7: Before preparing the annual budget, the human resources department of the Company shall prepare an annual common education and training plan for the indirect employees or direct employees based on the Company’s management policy and management requirements, then submit an “Annual Educational Training Schedule” before November 5 of each year to the president for approval and budgeting.

  9. Education and training implementation methods:

  10. Article 8: The Company’s methods for applying for education and training are as follows:

  11. (I) Internal training: The training organizer shall submit a detailed training plan and explanation one month prior to the start of the course in accordance with the approved annual training plan, and submit it to the unit managers for advice and review and to the human resources department for audit, after which it will be forwarded to the president for approval and implementation.

  12. (II) External training: Employees applying for external training shall fill out the “Employee External Training Application” in accordance with the approved annual training plan or actual work requirements, and submit it to their managers for approval and opinions and to the human resources department for audit before forwarding it to the president. After that the human resources department will handle the application process.

  13. Article 9: The following shall be noted by the Company’s education and training organizers when implementing internal training:

  14. (I) The organizer shall issue a class notice (letter) or announcement to inform the trainees of the class before the class starts, and verbally notify them again the day before the class starts.

  15. (II) The organizer shall reserve and arrange the training venue and lecturers in advance.

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  • (III) If the training course has teaching materials, the organizers shall, depending on the number of teaching materials, send them to the manufacturer or photocopy and bind them by themselves, and hand them out to the trainees during the course.

  • (IV) The organizers shall reconfirm that the training venue, handouts, tools, food and documents are properly arranged and prepared before the class starts, and apply to the Company for an allowance for related expenses.

  • (V) The organizer shall prepare a class sign-in sheet for the trainees to sign in at the time of the class.

  • (VI) At the end of the training, the organizer and the managers of the trained employees shall conduct a posttraining evaluation and opinion survey.

  • Article 10: The following shall be noted by the Company’s human resources department when implementing external training:

  • (I) After completing the application, the human resources department shall send two copies of the approved “Employee External Training Application” and its attachments to the trainee to notify them of the class and their unit managers for record, and shall verbally notify them of the class again the day before the class.

  • (II) The human resources department shall inquire with the organizers and record the attendance status of the employees after the training.

  • 8.Education and training effectiveness evaluation method:

  • Article 11: The methods of evaluating the effectiveness of the Company’s educational training are as follows: (I) Submitting a written report on the learning experience (limited to 20 days after the completion of the training).

  • (II) Proposing paperwork or improvement plans.

  • (III) Holding seminars to share insights with colleagues.

  • (IV) Conducting written examinations or tests.

  • (V) Organizing workshops or tests.

  • (VI) Evaluating the applications of the employees in normal working conditions.

The evaluation approaches in the preceding paragraph shall be conducted in accordance with the employee’s department managers or the opinions on the approved document.

  • Article 12: The process for evaluating the effectiveness of the Company’s education and training is stipulated as follows:

  • (I) Internal training: The organizer shall conduct an evaluation review before and after the completion of the training in accordance with the evaluation approaches and opinions signed in the training plan and explanation, and submit the “Internal Training Implementation Review Report” and related documents to the unit managers and human resources department for signing and approval, and the human resources department then forwards them to the president for review.

  • (II) External training: After the training is completed, the human resources department shall send the “Employee Post-Training Questionnaire and Effectiveness Evaluation Tracking Form” to the unit managers of the trained employee to forward to the trained employee to fill out the post-training feedback, and the unit manager shall conduct post-training evaluation and tracking according to the evaluation method and advice signed by the unit manager on the “Employee External Training Application Form”, and then submit it to the human resources department and forward it to the president for approval.

  • Article 13: If the annual training plan approved by the Company has not been implemented at the end of the year, the unit submitting the plan shall submit an “Annual Training Implementation Review Report” to the president for approval and execution by December 15 of the year.

  • The regulations governing the write-off of education and training expenses:

  • Article 14: The Company’s education and training organizer or human resources department shall, upon completion of internal training or external training for employees, fill out the payment form and submit the original approved application form or the signed document and evidence to the managers for approval and reimbursement.

  • Article 15: If the organizer does not provide food, accommodation, and transportation for the employees who are allowed to attend the training, the expenses shall be reimbursed in accordance with the Company’s business trip or official leave management regulations.

  • Article 16: If an employee is approved to serve as an instructor for the Company’s internal training, they may be paid an hourly fee of NT$400 with the approval and signed report submitted by the organizer.

  • Education and training records and storage:

  • Article 17: The human resources department of the Company shall record the training information of each employee who underwent training in the “Educational Training Record” after the training is completed for the purpose of reference for employee transfer, promotion, job assignment or career planning.

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Article 18: Records and documents related to the Company’s education and training shall not be destroyed or misplaced at will and shall be kept in a safe place until at least one year after the employee’s departure.

  1. Other regulations:

  2. Article 19: Employees of the Company shall comply with the following regulations when participating in education and training:

  3. (I) Employees who go out for classes during working hours shall go through the procedures for business trips or official leave according to the relevant management regulations of the Company.

  4. (II) Employees who attend classes during off hours on weekdays may not apply for overtime work because they are not engaged in work.

  5. (III) Employees shall attend courses according to the time and place listed on the course notice and shall comply with the regulations set by the training units.

  6. (IV) Employees shall not chat, sleep, smoke, eat snacks or make noise during class.

  7. (V) Employees may not be absent at will when attending external training. If they miss more than one-third of the total number of hours of a course, the entire training fee of the course shall be paid by the employee (deducted from the employee’s salary).

  8. (VI) Employees who are allowed to attend courses on weekends or national holidays shall be given additional time off afterwards based on the actual hours of classes they attended.

  9. (VII) Upon completion of the external training, employees shall send a copy of the handout and reference materials, a copy of the certificate issued, or the original copy of the reference book to the human resources department to store for the reference of the Company’s employees.

  10. Supplementary provisions:

  11. Article 20: These Regulations shall be promulgated and put into effect upon approval by the chairperson, and shall be amended in the same manner afterwards.

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B. Education and training expenses:

In 2020, the Company spent NT$78 thousand on education and training; in 2021, the Company is focusing on internal and external education and training courses, and the estimated expenses are NT$172 thousand.

Chainqui Construction Development Co., Ltd. 2020 education and training

Education and training expenses:
In 2020, the Company spent NT$78 thousand on education and training; in 2021, the Company is focusing on
nternal and external education and trainingcourses,and the estimated expenses are NT$172 thousand.
Education and training expenses:
In 2020, the Company spent NT$78 thousand on education and training; in 2021, the Company is focusing on
nternal and external education and trainingcourses,and the estimated expenses are NT$172 thousand.
Education and training expenses:
In 2020, the Company spent NT$78 thousand on education and training; in 2021, the Company is focusing on
nternal and external education and trainingcourses,and the estimated expenses are NT$172 thousand.
Education and training expenses:
In 2020, the Company spent NT$78 thousand on education and training; in 2021, the Company is focusing on
nternal and external education and trainingcourses,and the estimated expenses are NT$172 thousand.
Chainqui Construction Development Co., Ltd.
2020 education and training
Training program Time
(hours)
Training fees Internal
training/external
training
Professional training for dangerous and old building
renovationpromoters in Taipei City
24 3,500
External
training
Initial training course for dangerous and old building
renovationpromoters in TaipeiCity
22 3,500
External
training
2020 retraining course for urban renewal promoters in New
TaipeiCity
12 2,700
External
training
Essential knowledge of fire prevention - fire prevention and
safety facility inspection, fire equipment maintenance and
management
18 10,500
External
training
Standardization techniques for cashiering operations and fund
management
6 2,700
External
training
Continuing education course for stock exchange accounting
officers
12 8,000
External
training
The Labor Incident Act - how enterprises respond and analysis
of countermeasures
4 1,000
External
training
How to immediately master management with efficient
execution
8 1,200
External
training
Agileplay-project management 3 1,000
External
training
Turningthe crisis of agingemployees into an opportunity 3 1,000
External
training
Communication and interpersonal style 7 1,200
External
training
Safety and health education and training for class-2 managers
of occupational safetyand health affairs
35 6,000
External
training
How toprevent major financial fraud 6 3,000
External
training
Case studyof risk of dishonestyin business activities 6 3,000
External
training
Policy analysis on corporate enhancement of self-prepared
financial reports and key internal audit and control practices
seminar
6 3,300
External
training
Practical operation of the Company Act after its
implementation and analysis of the latest interpretative letter
6 3,300
External
training
Practical seminar on strengthening the core competence of
corporate legalpersonnel
6 2,700
External
training
Training course for urban renewal promoters in New Taipei
City, renovation of old and dangerous buildings,
reconstruction and maintenance,self-renewal
72 10,500
External
training
Electrical and mechanical engineering, cost estimating,
budgeting,calculation
6 3,800
External
training
Legal issues related to the sale of off-planproperty 1 6,000 Internal training
Total 263 77,900

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(II) Employee conduct or code of ethics

The Company has established the “Corporate Ethical Standards” and “Work Rules” to provide detailed regulations on employment and dismissal, wages, allowances and bonuses, working hours, breaks and vacations, leave, retirement, female workers, attendance, appraisals, rewards and punishments, promotions, compensation for occupational disasters, subsidies and condolence , social insurance, welfare measures, safety, and health, etc., in order to give all employees guidelines to follow.

(III) Working environment and employee safety protection measures

The Company has established site safety rules at construction sites, and the office or each site takes out public liability insurance and all-risk construction insurance. The Company also takes out group insurance and term life insurance for individuals to protect the safety of employees.

IX. Any of the situations listed in Article 36, Paragraph 3, Subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholders’ equity or the price of the Company’s securities, occurred during the most recent year and up to the date of publication of the annual report: None.

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