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CHC — Annual Report 2020
Nov 5, 2020
52369_rns_2020-11-05_b2bf4648-aa1f-4628-952f-5f6f5033b251.pdf
Annual Report
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Stock Code:3703
CONTINENTAL HOLDINGS CORPORATION
Parent Company Only Financial Statements
With Independent Auditors’ Report For the Years Ended December 31, 2020 and 2019
Address: 23F., No.95, Sec. 2, Dunhua S. Rd., Da'an Dist., Taipei City 106, Taiwan (R.O.C.) Telephone: (02)3701-2000
The independent auditors’ 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’ report and parent company only financial statements, the Chinese version shall prevail.
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Table of contents
| Contents 1. Cover Page 2. Table of Contents 3. Independent Auditors’ Report 4. Balance Sheets 5. Statements of Comprehensive Income 6. Statements of Changes in Equity 7. Statements of Cash Flows 8. Notes to the Financial Statements (1) Company history (2) Approval date and procedures of the financial statements (3) New standards, amendments and interpretations adopted (4) Summary of significant accounting policies (5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty (6) Explanation of significant accounts (7) Related-party transactions (8) Pledged assets (9) Commitments and contingencies (10) Losses Due to Major Disasters (11) Subsequent Events (12) Other (13) Other disclosures (a) Information on significant transactions (b) Information on investees (c) Information on investment in mainland China (d) Major shareholders (14) Segment information 9. List of major account titles |
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| 1 2 3 4 5 6 7 8 8 8~9 9~19 19 19~35 35~38 38 38 38 38 38~42 43~47 48 48 49 49 50~51 |
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KPMG
台北市110615信義路5段7號68樓(台北101大樓) Telephone 電話 + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, Fax 傳真 + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) Internet 網址 home.kpmg/tw
Independent Auditors’ Report
To the Board of Directors of CONTINENTAL HOLDINGS CORPORATION:
Opinion
We have audited the financial statements of CONTINENTAL HOLDINGS CORPORATION(“the Company”), which comprise the balance sheets as of December 31, 2020 and 2019, the statements of comprehensive income, changes in equity and cash flows for the years then ended and notes to the financial statements, including a summary of significant accounting policies.
In our opinion, based on our audits and the report of other auditors (please refer to Other Matter paragraph), the accompanying 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 audit 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 Auditors’ Responsibilities for the Audit of the 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. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined that are no key audit matters to be communicated in our report.
Other Matter
We did not audit the financial statements of investments measured by equity method of the Company. Those statements were audited by other auditors, whose report has been furnished to us, and our opinion, insofar as it relates to the amounts included for investments measured by equity method, are based solely on the reports of the other auditors. The financial statements of investments measured by equity method reflect total assets constituting 23.63% of the total assets at December 31, 2019. The related share of loss of subsidiaries accounted for using the equity method constituted 201.20% of the income before tax for the year ended December 31, 2019.
KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.
3-1
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with 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 financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the 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 Audit Committee) are responsible for overseeing the Company’s financial reporting process.
Auditors’ Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ 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 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:
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Identify and assess the risks of material misstatement of the 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.
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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.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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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 auditors’ report to the related disclosures in the 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 auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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- Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on this 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.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ 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 Ti-Nuan Chien.
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 statement of financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such parent company only financial statements are those generally accepted and applied in the Republic of China.
The auditors’ 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 auditors’ report and parent company only financial statements, the Chinese version shall prevail.
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(English Translation of Parent Company Only Financial Statements and Report Originally Issued in Chinese) CONTINENTAL HOLDINGS CORPORATION
Balance Sheets
December 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars)
| Assets Current assets: 1100 Cash and cash equivalents(note 6(a)) 1200 Other receivables(note 6(b) and 7) 1220 Current tax assets 1410 Prepayments Non-current assets: 1550 Investments accounted for using equity method(note 6(c)) 1600 Property, plant and equipment(note 6(d)) 1755 Right-of-use assets(note 6(e)) 1920 Guarantee deposits paid Total assets |
December 31, 2020 Amount % $ 204,159 1 10,893 - 289 - 74 - 215,415 1 23,575,217 99 1,944 - 30,181 - 1 - 23,607,343 99 $ 23,822,758 100 |
December 31, 2019 Amount % 176,888 1 11,038 - 266 - 82 - 188,274 1 22,735,690 99 1,943 - 39,298 - 1 - 22,776,932 99 22,965,206 100 Liabilities and Equity Current liabilities: 2200 Other payables 2230 Current tax liabilities(note 7) 2280 Current lease liabilities(note 6(g)) 2399 Other current liabilities, others Non-Current liabilities: 2580 Non-current lease liabilities(note 6(g)) 2640 Net defined benefit liability, non-current(note 6(h)) Total liabilities Equity attributable to owners of parent(note 6(j)): 3100 Capital stock 3200 Capital surplus 3300 Retained earnings 3400 Other equity Total equity Total liabilities and equity |
December 31, 2020 | December 31, 2019 | |
|---|---|---|---|---|---|
| Amount % |
Amount % |
||||
| $ 24,093 - - - 13,885 - 138 - 38,116 - 17,786 - 27,015 - 44,801 - 82,917 - 8,232,160 35 6,813,745 29 8,629,727 36 64,209 - 23,739,841 100 $ 23,822,758 100 |
17,833 - 271,327 1 12,590 - 131 - 301,881 1 28,085 - 25,288 - 53,373 - 355,254 1 8,232,160 36 6,804,435 30 7,491,023 33 82,334 - 22,609,952 99 22,965,206 100 |
See accompanying notes to parent company only financial statements.
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(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CONTINENTAL HOLDINGS CORPORATION
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 revenues(note 6(l)): 4200 Investment revenues (for investment business) Net operating revenues 5000 Operating costs(note 6(g),(h),(m) and 7): 5800 Operating costs Gross profit from operations Operating expenses: 6200 Administrative expenses Net operating income Non-operating income and expenses(note 6(n)): 7100 Interest income(note 7) 7020 Other gains and losses 7050 Finance costs(note 6(g)) Income before tax (note 6(i)) 7950 Less: Income tax expenses Net income 8300 Other comprehensive income (loss): 8310 Item that will not be reclassified to profit or loss 8311 Remeasurements of defined benefit plans 8330 Share of other comprehensive income of subsidiaries 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 Item that will be reclassified to profit or loss 8380 Share of other comprehensive income of subsidiaries accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss 8399 Income tax related to components of other comprehensive income that will be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8300 Other comprehensive loss Total comprehensive income (loss) Earnings per share (note 6(k)) Basic earnings per share Diluted earnings per share |
2020 Amount % $ 1,555,241 100 1,555,241 100 - - 1,555,241 100 104,646 7 1,450,595 93 8,202 1 8,790 1 (527) - 16,465 2 1,467,060 95 (71,483) (5) 1,538,543 100 (1,632) - 218,568 14 2,942 - 213,994 14 (220,350) (14) - - (220,350) (14) (6,356) - $ 1,532,187 100 $ 1.87 $ 1.87 |
2019 Amount % 436,459 100 436,459 100 - - 436,459 100 75,272 17 361,187 83 9,538 2 179 - (515) - 9,202 2 370,389 85 273,382 63 97,007 22 3,578 1 (299,319) (68) 5,285 1 (290,456) (66) (115,887) (27) - - (115,887) (27) (406,343) (93) (309,336) (71) 0.12 0.12 |
|---|---|---|
See accompanying notes to parent company only financial statements.
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(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CONTINENTAL HOLDINGS CORPORATION
Statements of Changes in Equity
For the years ended December 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars)
| Balance at January 1, 2019 Net income Other comprehensive loss Total comprehensive income (loss) Appropriation and distribution of retained earnings: Legal reserve appropriated Reversal of special reserve Cash dividends Changes in equity of subsidiaries accounted for using equity method Disposal of investments in equity instruments designated at fair value through other comprehensive income Balance at December 31, 2019 Net income Other comprehensive income (loss) Total comprehensive income (loss) Appropriation and distribution of retained earnings: Legal reserve appropriated Cash dividends Changes in equity of subsidiaries accounted for using equity method Balance at December 31, 2020 |
Capital stock |
Capital stock |
Capital surplus |
Retaine | d earnings | d earnings | Total other equity interest | Total other equity interest | Total other equity interest | Total other equity interest | Total other | Total equity | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Exchange differences on translation of foreign financial statements |
Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income |
Gains (losses) on hedging instruments |
||||||||||||||||||
| Legal reserve |
Special reserve |
Unappropriated retained earnings |
Total | |||||||||||||||||
| $ 8,232,160 - - - - - - - - 8,232,160 - - - - - - $ 8,232,160 |
6,804,435 | 587,239 | 2,493,481 | 5,073,160 97,007 (21,140) 75,867 (194,168) 231,248 (740,894) 7,347 (5,177) 4,447,383 1,538,543 11,769 1,550,312 (9,701) (411,608) - 5,576,386 |
8,153,880 | (529,154) - (115,887) (115,887) - - - - - (645,041) - (220,350) (220,350) - - - (865,391) |
978,564 | 12,950 | 462,360 - (385,203) (385,203) - - - - 5,177 82,334 - (18,125) (18,125) - - - 64,209 |
23,652,835 | ||||||||||
| - - |
- - |
- - |
- - |
97,007 (406,343) |
||||||||||||||||
| - | - | - | - | (309,336) | ||||||||||||||||
| - - - - - |
- - - - - |
194,168 - - - - |
- - (740,894) 7,347 - |
|||||||||||||||||
| 8,232,160 - - |
781,407 - - |
22,609,952 1,538,543 (6,356) |
||||||||||||||||||
| - | - | 1,532,187 | ||||||||||||||||||
| - - - |
9,701 - - |
- (411,608) 9,310 |
||||||||||||||||||
| $ 8,232,160 |
791,108 | 23,739,841 |
See accompanying notes to parent company only financial statements.
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(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CONTINENTAL HOLDINGS CORPORATION
Statements of Cash Flows
For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars)
| Cash flows from operating activities: Income before tax Adjustments: Adjustments to reconcile profit (loss): Depreciation expense Interest expense Interest income Loss (gain) on disposal of property, plant and equipment Investment revenues Total adjustments to reconcile profit Changes in operating assets and liabilities: Changes in operating assets: Other receivables Prepayments Other current assets Total changes in operating assets Changes in operating liabilities: Other payables Other current liabilities 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 paid Net cash flows from operating activities Cash flows from investing activities: Acquisition of investments accounted for using equity method Proceeds from capital reduction of investments accounted for using equity method Acquisition of property, plant and equipment Disposal of property, plant and equipment Increase in refundable deposits Net cash flows used in investing activities Cash flows from financing activities: Payment of lease liabilities Cash dividends paid Net cash flows used in financing activities Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
2020 $ 1,467,060 13,289 527 (8,202) 73 (1,555,241) (1,549,554) (917) 8 - (909) 6,260 7 421 6,688 5,779 (1,543,775) (76,715) 9,264 719,973 (527) (199,867) 452,128 (400,000) 400,000 (1,140) 640 - (500) (12,749) (411,608) (424,357) 27,271 176,888 $ 204,159 |
2019 370,389 13,146 515 (9,538) (179) (436,459) (432,515) (731) 62 50,000 49,331 (14,561) 21 (11,178) (25,718) 23,613 (408,902) (38,513) 4,653 887,172 (515) (438) 852,359 - - (233) 179 (1) (55) (11,369) (740,894) (752,263) 100,041 76,847 176,888 |
|---|---|---|
See accompanying notes to parent company only financial statements.
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(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) CONTINENTAL HOLDINGS CORPORATION
Notes to the Financial Statements
For the years ended December 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(1) Company history
CONTINENTAL HOLDINGS CORPORATION (the “ Company” ) was established through shares exchange with Continental Engineering Corp. (“CEC”) on April 8, 2010 and CEC became 100% - owned by the Company. On the same day, the Company was approved to be a listed Company by the FSC.
(2) Approval date and procedures of the financial statements:
The financial statements were approved and authorized for issue 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:
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●Amendments to IFRS 3 “Definition of a Business”
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●Amendments to IFRS 9, IAS39 and IFRS7 “Interest Rate Benchmark Reform”
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●Amendments to IAS 1 and IAS 8 “Definition of Material”
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●Amendments to IFRS 16 “COVID-19-Related Rent Concessions”
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(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 consolidated financial statements:
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●Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”
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-
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●Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform Phase 2”
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(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 consolidated financial statements:
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●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”
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●IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”
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●Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”
(Continued)
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CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
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-
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●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”
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-
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●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”
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●Annual Improvements to IFRS Standards 2018-2020
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●Amendments to IFRS 3 “Reference to the Conceptual Framework”
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●Amendments to IAS 1 “Disclosure of Accounting Policies”
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●Amendments to IAS 8 “Definition of Accounting Estimates”
(4) Summary of significant accounting policies:
The significant accounting policies presented in the financial statements are summarized follows. The following accounting policies were applied consistently throughout the periods presented in the 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.
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(b) Basis of preparation
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(i) Basis of measurement
Except for the following significant accounts, the financial statements have been prepared on a historical cost basis:
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1) The defined benefit liabilities are measured at the present value of the defined benefit obligation less the fair value of the plan assets.
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(ii) Functional and presentation currency
The functional currency of the Company is determined based on the primary economic environment in which the Company operates. The Company’ s financial statements are presented in New Taiwan Dollars, which is the Company’s functional currency. All financial information presented in New Taiwan Dollar has been rounded to the nearest thousand.
- (c) Classification of current and non-current assets and liabilities
An asset is classified as current under one of the following criteria, and all other assets are classified as non-current.
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(i) It expects to realize the asset, or intends to sell or consume it, in its normal operating cycle;
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(ii) It holds the asset primarily for the purpose of trading;
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(iii) It expects to realize the asset within twelve months after the reporting period; or
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(iv) The asset is cash and cash equivalent 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.
(Continued)
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CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
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(i) It expects to settle the liability in its normal operating cycle;
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(ii) It holds the liability primarily for the purpose of trading;
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(iii) The liability is due to be settled within twelve months after the reporting period; or
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(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 the issue of equity instruments do not affect its classification.
(d) 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 that should be recognized as cash equivalents.
(e) Financial instruments
Account 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. An accounts receivable without a significant financing component is initially measured at the transaction price.
(i) Financial assets
A financial asset is classified as measured at amortized cost. 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:
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‧ it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
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‧ 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 and impairment are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.
(Continued)
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CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
- 2) Assessment whether contractual cash flows are solely payments of principal and interest
For the purposes of this assessment, ‘ principal’ is defined as the fair value of the financial assets on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs, as well as a profit margin.
In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Company considers:
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‧ contingent events that would change the amount or timing of cash flows;
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‧ terms that may adjust the contractual coupon rate, including variable rate features;
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‧ prepayment and extension features; and
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‧ terms that limit the Company’s claim to cash flows from specified assets (e.g. nonrecourse features)
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3) 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, and other receivables).
The Company measures loss allowances at an amount equal to lifetime ECL, except for the following which are measured as 12-month ECL:
- ‧ 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 accounts receivable 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 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.
Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.
(Continued)
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CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).
The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk.
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 asset carried at amortized cost 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 assets 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 90 days past due;
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‧ 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;
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‧ 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.
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. 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.
- 4) 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.
(Continued)
13
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
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
-
1) Financial liabilities
Financial liabilities are classified as measured at amortized cost.
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.
- 2) Derecognition of financial liabilities
The Company derecognizes a financial liability when its contractual obligations has been discharged, cancelled, or expired. 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.
(f) Subsidiaries
The subsidiaries in which the Company holds controlling interest are accounted for under equity method in the financial statements. Under equity method, the net income, other comprehensive income and equity in the financial statement are the same as those attributable to the owners of parent in the consolidated financial statements.
The changes of equity not losing controlling are regarded as the trading of equity between the Company and the owners.
-
(g) 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.
(Continued)
14
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(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 straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.
The estimated useful lives of property, plant and equipment are as follows:
| Transportation equipment | 5 years |
|---|---|
| Computer equipment | 3 years |
| Office equipment | 3~5 years |
(h) Leases
- (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 Company has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and
-
3) the Company has the right to direct the use of the asset throughout the period of use only if either:
-
the Company 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 Company has the right to operate the asset throughout the period of use, without the supplier having the right to change those operating instructions; or
(Continued)
15
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
- - the Company designed the asset in a way that predetermines how and for what purpose it will beused throughout the period of use.
When the lease is established or the contract is re-evaluated to determine whether the lease is included in the contract, the Company will allocate the consideration in the contract to individual lease components on a relative individual price basis.
(ii) As a leasee
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.
Lease payments included in the measurement of the lease liability comprise the following:
-
-
-
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 a purchase, extension or termination option; or
-
- there is any lease modifications
(Continued)
16
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
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 has elected not to recognize right-of-use assets and lease liabilities for shortterm leases of building and machinery that have a lease term of 12 months or less and leases of low-value assets. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.
As a practical expedient, the Company elects not to assess all rent concessions that meets all the conditions as follows are lease modifications or not:
-
1) the rent concessions occurring as a direct con sequence of the COVID-19 pandemic;
-
2) the change in lease payments results in revised consideration for the lease that is substantially the same as, or less than, the consideration for the lease immediately preceding the change;
-
3) any reduction in lease payments affects only payments originally due on or before 30 June 2021; and
-
4) there is no substantive change to other terms and conditions of the lease.
In accordance with the practical expedient, the effect of the change in the lease liability is reflected in profit or loss in the period in which the event or condition that triggers the rent concession occurs.
- (i) Impairment of non-derivative financial assets
At each reporting date, the Company reviews the carrying amounts of its non-financial assets to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.
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 cash generating units (CGUs).
The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell.
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.
(Continued)
17
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
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.
(j) Employee benefits
(i) Defined contribution plans
Obligations for contributions to defined contribution plans are expensed as the related service is provided.
(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) Termination benefits
Termination benefits are expensed at the earlier of when the Company can no longer withdraw the offer of those benefits and when the Company recognizes costs for a restructuring. If benefits are not expected to be settled wholly within 12 months of the reporting date, then they are discounted.
(Continued)
18
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
- (iv) 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.
(k) Income Taxes
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. 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
-
(iii) taxable temporary differences arising on the initial recognition of goodwill.
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.
(Continued)
19
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
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.
Although the adoption of consolidated tax return system by the Company, calculation for income tax still abide by the abovementioned accounting principles. Based on the consolidated income tax reported by the Company, it needs to adjust the current tax assets or liabilities for the Company.
(l) Earnings per share
Disclosures are made of basic and diluted earnings per share attributable to ordinary equity holders of the Company. The basic earnings per share are calculated based on the profit attributable to the ordinary shareholders of the Company divided by weighted-average number of ordinary shares outstanding. The diluted earnings per share are calculated based on the profit attributable to the ordinary shareholders of the Company, divided by weighted-average number of ordinary shares outstanding after adjustment for the effects of all potential dilutive ordinary shares, such as employee remuneration.
(m) Operating Segments
Please refer to the consolidated financial report.
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:
The preparation of the financial statements in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers 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.
(6) Explanation of significant accounts:
(a) Cash and cash equivalents
| Cash Cash in banks Cash equivalents Cash and cash equivalents |
December 31, 2020 $ 20 204,139 - $ 204,159 |
December 31, 2019 |
|---|---|---|
| 70 67,055 109,763 |
||
| 176,888 |
-
(i) The aforesaid cash and cash equivalents were not pledged as collateral.
-
(ii) Time deposits were reclassified to other current assets.
-
(iii) Please refer to Note 6(o) for sensitivity analysis and interest rate risk of financial assets and liabilities of the Company.
(Continued)
20
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(b) Other receivables
| Other receivables-related party Less: Allowance for impairment |
December 31, 2020 $ 10,893 - $ 10,893 |
December 31, 2019 |
|---|---|---|
| 11,038 - |
||
| 11,038 |
Please refer to Note 6(o) for other credit risk information.
- (c) Investments accounted for using equity method
Equity-accounted investees of the Company as at the reporting date were as follows:
| Equity-accounted investees of the Company as at the reporting |
date were as follow | s: |
|---|---|---|
| Subsidiaries | December 31, 2020 $ 23,575,217 |
December 31, 2019 |
| 22,735,690 |
(i) Subsidiaries
Please refer to the consolidated financial statement.
(ii) Guarantee
As of December 31, 2020 and 2019, the investments accounted for using equity method were not pledged as collateral.
(d) Property, plant and equipment
Movements of the 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 at January 1, 2020 Additions Disposals Balance at December 31, 2020 Balance at January 1, 2019 Additions Disposals Balance at December 31, 2019 Depreciation and impairment losses: Balance at January 1, 2020 Depreciation Disposals Balance at December 31, 2020 |
Transportation equipment $ 2,252 1,140 (1,140) $ 2,252 $ 4,432 - (2,180) $ 2,252 $ 517 375 (427) $ 465 |
Office equipment |
Computer equipment 167 - (167) - 167 - - 167 167 - (167) - |
Total | |
|---|---|---|---|---|---|
| 233 - - |
2,652 1,140 (1,307) 2,485 4,599 233 (2,180) 2,652 709 426 (594) 541 (Continued) |
||||
| 233 | |||||
| - 233 - |
|||||
| 233 | |||||
| 25 51 - |
|||||
| 76 | |||||
21
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
| Balance at January 1, 2019 Depreciation Disposals Balance at December 31, 2019 Carrying amount Balance at December 31, 2020 Balance at December 31, 2019 |
Transportation equipment $ 2,322 375 (2,180) $ 517 $ 1,787 $ 1,735 |
Office equipment |
Computer equipment |
Total 2,489 400 (2,180) 709 1,944 1,943 |
|
|---|---|---|---|---|---|
| - 25 - |
167 - - 167 - - |
||||
| 25 | |||||
| 157 | |||||
| 208 |
As of December 31, 2020 and 2019, the property, plant and equipment were not pledged as collateral.
(e) Right-of-use assets
The movements in the cost and depreciation of the leased buildings and transportation equipment were as follows:
| Buildings Cost: Balance at January 1, 2020 $ 50,672 Additions 2,232 Disposals - Balance at December 31, 2020 $ 52,904 Balance at of January 1, 2019 $ - Effects of retrospective application 50,672 Balance at December 31, 2019 $ 50,672 Depreciation and impairment losses: Balance at January 1, 2020 $ 11,923 Depreciation 12,146 Disposals - Balance at December 31, 2020 $ 24,069 Balance at of January 1, 2019 $ - Depreciation 11,923 Balance at December 31, 2019 $ 11,923 Carrying amounts: Balance at December 31, 2020 $ 28,835 Balance at December 31, 2019 $ 38,749 |
Transportation equipment 1,372 1,514 (1,372) 1,514 - 1,372 1,372 823 717 (1,372) 168 - 823 823 1,346 549 |
Total 52,044 3,746 (1,372) 54,418 - 52,044 52,044 12,746 12,863 (1,372) 24,237 - 12,746 12,746 30,181 39,298 |
|---|---|---|
(Continued)
22
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(f) Bonds payable
On November 5, 2020, the Company's Board of Directors decided to issue the secured ordinary corporate bond amounting to no more than $2 billion, which had been approved by the Taipei Exchange (TPEx) on December 31, 2020. The offering information and main rights and obligations were as follows:
Item 1st secured ordinary corporate bond issued in 2020 Issued amount The bond was issued at $2 billion. Par value Each unit was valued at $1 million. Issued price The bond was issued at par value on the issued date. Tenor The bond issued with maturities of 5 years. The tenor was from January 11, 2021 to January 11, 2026. Coupon rate Fixed rate 0.55%. Repayment The principal of the bond will be repaid on the maturity. Interest Interests was paid once a year at coupon rate since the issued date. Payment Guarantee The corporate bond was guaranteed by Mega International Commercial Bank in accordance with the guaranty deed of appointment.
(g) Lease liabilities
The Company’s lease liabilities were as follows:
| Current Non-current For the maturity analysis, please refer to Note 6(o). The amounts recognized in profit or loss were as follows: Interest on lease liabilities Variable lease payments not included in the measurement of lease liabilities |
December 31, 2020 $ 13,885 $ 17,786 2020 377 836 |
December 31, 2019 12,590 28,085 2019 |
|
|---|---|---|---|
| $ $ |
494 | ||
| 766 | |||
The amounts recognized in the statement of cash flows for the Company was as follows:
| Total cash outflow for leases | 2020 $ 13,962 |
2019 |
|---|---|---|
| 12,629 |
(Continued)
23
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(i) Real estate leases
As of December 31, 2020, the Company leases buildings for its office space, with lease terms of five years. Some leases include an option to renew the lease for an additional period of the same duration after the end of the contract term.
(ii) Other leases
The Company leases transportation equipment, with lease terms of three years.
In addition, the Company leases office equipment and machinery, with lease terms of one to three years which are short-term or leases of low-value items. The Company has elected not to recognize right-of-use assets and leases liabilities for these leases.
(h) Employee benefits
(i) Defined benefit plan
The present value of the defined benefit obligations and fair value of plan assets were as follows:
| Present value of defined benefit obligations Fair value of plan assets Net defined benefit liability |
December 31, 2020 $ 27,015 - $ 27,015 |
December 31, 2019 |
|---|---|---|
| 25,288 - |
||
| 25,288 |
- 1) Composition of plan asset
The Company failed to comply with the Labor Standards Act. to compensate retirement funds.
2) Movements in present value of the defined benefit obligations
The movements in present value of defined benefit obligations for the years ended December 31, 2020 and 2019 were as follows:
| Defined benefit obligation, January 1 Current service costs and interest Remeasurement of the net defined benefit liability (asset) -Actuarial gains arose from changes in financial assumption -Experience adjustments Benefits paid by the plan Defined benefit obligation, December 31 |
2020 $ 25,288 421 131 1,175 - $ 27,015 |
2019 39,328 719 - (2,862) (11,897) 25,288 |
|---|---|---|
(Continued)
24
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
- 3) Movements of defined benefit plan assets in fair value
The movements in the fair value of the defined benefit plan assets for the years ended December 31, 2020 and 2019 were $0.
4) Expenses recognized in profit or loss
The expenses recognized in profit or loss for the years ended December 31, 2020 and 2019 were as follows:
| Current service costs Net interest on net defined benefit liability Administrative expenses |
2020 $ 155 266 $ 421 $ 421 |
2019 |
|---|---|---|
| 288 431 |
||
| 719 | ||
| 719 |
- 5) Remeasurement of the net defined benefit liability (asset) recognized in other comprehensive income
The Company’s remeasurement of the net defined benefit liability (asset) recognized in other comprehensive income for the years ended December 31, 2020 and 2019 were as follows:
| Accumulated amount, January 1 Recognized during the period Accumulated amount, December 31 |
2020 $ (2,592) 1,306 $ (1,286) |
2019 |
|---|---|---|
| 270 (2,862) |
||
| (2,592) |
- 6) Actuarial assumptions
The principal actuarial assumptions at the reporting date were as follows:
| Discount rate Future salary increase rate |
December 31, 2020 December 31, 2019 % 1.00 1.00%~1.20 % % 3.00 % 3.00 |
|---|---|
The Company is expected to make a contribution payment of $0 to the defined benefit plans for the one year period after reporting date.
The weighted-average lifetime of the defined benefit plan is 3 to 14 years.
- 7) Sensitivity Analysis
When calculating the present value of the defined benefit obligations, the Company uses judgments and estimations to determine the actuarial assumptions, including discount rates and future salary changes, as of the financial statement date. Any changes in the actuarial assumptions may significantly impact the amount of the defined benefit obligations.
(Continued)
25
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
As of December 31, 2020 and 2019, the changes in the principal actuarial assumptions will impact the present value of the defined benefit obligation as follows:
| December 31, 2020 Discount (change in 0.25%) Future salary increase (change in 1.00%) December 31, 2019 Discount (change in 0.25%) Future salary increase (change in 1.00%) |
Impact on the defined benefit obligations Increase Decrease (0.25)%~(2.19)% 0.25%~2.29% 2.16%~14.86% (2.09)%~(12.93)% (0.33)%~(2.24)% 0.33%~2.34% 2.62%~15.88% (2.50)%~(13.69)% |
|---|---|
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions remain 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 the pension liabilities in the balance sheets.
The analysis is performed on the same basis for prior year.
(ii) Defined contribution plan
The Company allocates 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 incurred from the contributions to the Bureau of the Labor Insurance amounted to $1,797 thousand and $1,688 thousand for the years ended December 31, 2020 and 2019, respectively.
(i) Income Tax
(i) Income tax expenses
Income tax expenses for the years ended December 31, 2020 and 2019 were as follows:
| Current income tax expenses Adjustment for prior periods Income tax expenses |
2020 $ - (71,483) $ (71,483) |
2019 |
|---|---|---|
| 272,591 791 |
||
| 273,382 |
(Continued)
26
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
Income tax recognized in other comprehensive income (expense) benefit for the years ended December 31, 2020 and 2019 were as follows:
| Items that will not be reclassified to profit or loss Remeasurement of defined benefit plans |
2020 $ (2,942) |
2019 |
|---|---|---|
| 5,285 |
The reconciliation of income tax expense (benefit) and income before tax for the years ended December 31, 2020 and 2019 were as follows:
| Income before tax Income tax expense at domestic statutory tax rate Investment gain accounted for using equity method Dividend revenue Other Adjustment for prior periods Income basic tax Additional surtax on unappropriated earnings Total |
2020 $ 1,467,060 $ 293,412 (311,048) 20,510 (2,874) (71,483) - - $ (71,483) |
2019 370,389 74,078 (87,292) 14,863 115 791 112,300 158,527 273,382 |
|---|---|---|
(ii) Status of approval of income tax
The Company’ s income tax returns for the year up to 2016 have been assessed by the tax authorities.
(j) Capital and reserves
As of December 31, 2020 and 2019, the total value of nominal authorized ordinary shares amounted to $10,000,000 thousand. Face value of each share is $10, which means in total there were 1,000,000 thousand ordinary shares, of which 823,216 thousand shares, were issued and paid upon issuance.
(i) Capital surplus
The components of the capital surplus were as follows:
| Premiums from issuance of share capital Treasury stock transactions Change on subsidiaries equity |
December 31, 2020 $ 6,397,913 406,518 9,314 $ 6,813,745 |
December 31, 2019 |
|---|---|---|
| 6,397,913 406,518 4 |
||
| 6,804,435 |
- 1) The Company was established on April 8, 2010, it became the holding company of CEC via a share swap. The net equity of CEC’s stock in excess of par value of the Company’s stock was $7,368,919 thousand, this amount was credited to capital surplus. In 2011, the Company used capital surplus to distribute Year 2010 cash dividends for an amount of $504,695 thousand.
(Continued)
27
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
- 2) In accordance with the R.O.C. Company Act, realized capital surplus can only reclassified as share capital or distributed as cash dividends after offsetting losses. The aforementioned capital surplus includes share premiums and donation gains. In accordance with the Securities Offering and Issuance Guidelines, the amount of capital surplus to increase share capital shall not exceed 10% of the actual share capital amount.
(ii) Retained earnings
In accordance with the Company’s articles of incorporation, net income of the current period should firstly be offset against losses in the previous years and income tax, then with 10% of which be appropriated as legal reserve. The appropriation for legal reserve is discontinued when the balance of the legal reserve equals the total authorized capital. In addition, special reserve will be appropriated base on operating requirements and regulations. The remaining net income plus the undistributed retained earnings shall be distributed according to the distribution plan. The cash dividends shall not be below 20% of the total dividends.
The distribution plan shall issue new shares which should be proposed by the Board of Directors and submitted to the shareholders’ meeting for approval.
- 1) Legal Reserve
When the Company incurs no loss, it may, pursuant to a resolution by the shareholders’ meeting, as required, distribute its legal reserve by issuing new shares or cash, and only the portion of legal reserve which exceeds 25% of the paid in capital.
- 2) Special Reserve
The Company applied the exemptions at the first-time adoption of IFRSs and increased its retained earnings by $4,448,666 thousand, which were resulted from unrealized revaluation increments, exchange differences on translation of foreign financial statements, and the fair value of investment property being used as the cost on initial recognitions at the transition date, as well as the amount of $2,592,640 thousand being appropriated to special reserve according to Permit No. 1010012865, issued by the FSC on April 6, 2012. The aforementioned special reserve may be reversed in proportion with the usage, disposal, or reclassification of the related assets, and then, be distributed afterwards. As of December 31, 2020 and 2019, the special reserve related to all IFRSs adjustments amounted to $2,262,233 thousand.
A portion of current-period earnings and undistributed prior-period earnings shall be reclassified as special earnings reserve during earning distribution. The amount to be reclassified should equal the current-period total net reduction of other stockholders’ equity. Similarly, a portion of unappropriated earnings prior-period earnings shall be reclassified as special earnings reserve (and does not qualify for earnings distribution) to account for cumulative changes to other stockholders’ equity pertaining to prior periods. Amounts of subsequent reversals pertaining to the net reduction of other stockholders’ equity shall qualify for additional distributions.
(Continued)
28
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
3) Earnings distribution
Cash dividend amount in the earning distribution for 2019 has been approved in the Board of Directors meeting on April 30, 2020. And the earning distribution for 2018 has been approved in the general shareholders’ meeting on June 12, 2019. The relevant dividend distributions to shareholders were as follows:
| 2019 Amount per share Total Amount Dividends distributed to common shareholders: Cash $ 0.5 411,608 (iii) Other equity Exchange differences on translation of foreign financial statements Balance at January 1, 2020 $ (645,041) Exchange differences on subsidiaries accounted for using equity method (220,350) Unrealized gain from financial assets measured fair value through other comprehensive income, subsidiaries accounted for using equity method - Unrealized losses from financial assets measured at fair value through other comprehensive income, subsidiaries accounted for using equity method - Balance at December 31, 2020 $ (865,391) Balance at January 1, 2019 $ (529,154) Exchange differences on subsidiaries accounted for using equity method (115,887) Disposal of investments in equity instruments designated at fair value through other comprehensive income - Unrealized losses from financial assets measured fair value through other comprehensive income, subsidiaries accounted for using equity method - Unrealized losses from financial assets measured at fair value through other comprehensive income, subsidiaries accounted for using equity method - Balance at December 31, 2019 $ (645,041) |
2019 | 2019 | 2018 Amount per share Total Amount 0.9 740,894 Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Gains (losses) on hedging instruments Total 728,286 (911) 82,334 - - (220,350) 218,603 - 218,603 - (16,378) (16,378) 946,889 (17,289) 64,209 978,564 12,950 462,360 - - (115,887) 5,177 - 5,177 (255,455) - (255,455) - (13,861) (13,861) 728,286 (911) 82,334 |
2018 Amount per share Total Amount 0.9 740,894 Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Gains (losses) on hedging instruments Total 728,286 (911) 82,334 - - (220,350) 218,603 - 218,603 - (16,378) (16,378) 946,889 (17,289) 64,209 978,564 12,950 462,360 - - (115,887) 5,177 - 5,177 (255,455) - (255,455) - (13,861) (13,861) 728,286 (911) 82,334 |
|---|---|---|---|---|
| Total Amount |
||||
| 411,608 | ||||
| Exchange differences on translation of foreign financial statements $ (645,041) (220,350) - - $ (865,391) $ (529,154) (115,887) - - - $ (645,041) |
||||
| 728,286 | 82,334 |
-
(k) Earnings per share
-
(i) Basic earnings per share
The basic earnings per share that are calculated based on net income attributable to ordinary shareholders of the Company for the years ended December 31, 2020 and 2019 are $1,538,543 thousand and $97,007 thousand, respectively; the weighted-average number of ordinary shares outstanding are 823,216 thousand shares. The related calculations are as follows:
(Continued)
29
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
- 1) Net income attributable to ordinary shareholders
| Net income attributable to ordinary shareholders $ 2) Weighted-average number of ordinary shares Weighted-average number of ordinary shares at December 31 |
2020 1,538,543 2020 823,216 |
2019 97,007 2019 |
|---|---|---|
| 823,216 | ||
- (ii) Diluted earnings per share
The diluted earnings per share that are calculated based on net income attributable to ordinary shareholders of the Company for the years ended December 31, 2020 and 2019 are $1,538,543 thousand and $97,007 thousand, respectively. After adjusting the effect of dilution of ordinary share, the weighted-average number of ordinary shares outstanding for the years ended December 31, 2020 and 2019 are 823,617 thousand shares and 823,494 thousand shares, respectively. The related calculations are as follows:
- 1) Net income attributable to ordinary shareholders
| 2020 Net income attributable to ordinary shareholders $ 1,538,543 2) Weighted-average number of ordinary shares (Diluted) 2020 Weighted-average number of ordinary shares (Basic) 823,216 Effect of employee bonuses 401 Weighted-average number of ordinary shares (Diluted) at December 31 823,617 |
2019 |
|---|---|
| 97,007 | |
| 2019 | |
| 823,216 278 |
|
| 823,494 | |
- (l) Revenue from contracts with customers
The Company’s revenues were as follows:
| Investment revenues | 2020 $ 1,555,241 |
2019 |
|---|---|---|
| 436,459 |
(m) Remuneration for employees and directors
Based on the Company’ s articles of incorporation, remuneration for employees and directors is appropriated at the rate of 0.5% and a rate no more than 0.5%, respectively, of the profit before tax. The Company should make up its prior years’ accumulated deficit before any appropriation of profits. Employees of subsidiaries may also be entitled to the employee remuneration of the Company, which can be settled in the form of cash or stock.
(Continued)
30
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
For the years ended December 31, 2020 and 2019, the Company estimated its employee remuneration to be $7,372 thousand and $1,861 thousand and its director’s remuneration to be $0. The estimated amounts mentioned above are calculated based on income before tax, excluding the remuneration to employees and directors of each period, multiplied it by the percentage of remuneration to employees and directors as specified in the Company’ s articles. These remunerations were expensed under operating expenses during 2020 and 2019. Related information would be available at the Market Observation Post System website. The amounts, as stated in the parent company only financial statements, are identical to those of the actual distributions for the years ended December 31, 2020 and 2019.
(n) Non-operating income and expenses
(i) Interest income
The Company’ s interest income for the years ended December 31, 2020 and 2019 were as follows:
| Interest income Bank deposits Other Total Interest income |
2020 $ 358 7,844 $ 8,202 |
2019 |
|---|---|---|
| 631 8,907 |
||
| 9,538 |
(ii) Other gains and losses
The Company’s other gains and losses for the years ended December 31, 2020 and 2019 were as follows:
| The Company’s other gains and losses for the years ended D as follows: |
ecember 31, 2020 | and 2019 were |
|---|---|---|
| Gains (losses) on disposals of property, plant and equipment Other |
2020 $ (73) 8,863 $ 8,790 |
2019 |
| 179 - |
||
| 179 |
(iii) Financial costs
The Company’ s financial costs for the years ended December 31, 2020 and 2019 were as follows:
| Interest expenses Bank borrowings Lease liabilities |
2020 $ 150 377 $ 527 |
2019 |
|---|---|---|
| 21 494 |
||
| 515 |
(Continued)
31
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(o) Financial instruments
-
(i) Credit risk
-
1) Credit risk exposure
As of December 31, 2020 and 2019, the Company’ s maximum credit risk exposure resulting from un-collectability of accounts receivable from transaction parties and financial losses from offering financial guarantee was as follows:
-
The book value of financial assets recognized on the balance sheet; and
-
The financial guarantee provided by the Company amounted to $19,178,990 thousand and $18,749,533 thousand, respectively.
-
2) Credit risk concentrations: None.
-
3) Receivables of credit risk
For credit risk exposure of other receivables, please refer to note 6(b).
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. (Regarding how the financial instruments are considered to have low credit risk, please refer to Note 4(e)).
(ii) Liquidity risk
The following tables show the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.
| December 31, 2020 Non-derivative financial liabilities Other payables Lease liabilities December 31, 2019 Non-derivative financial liabilities Other payables Lease liabilities |
Carrying amount $ 24,093 31,671 $ 55,764 $ 17,833 40,675 $ 58,508 |
Contractual cash flows 24,093 32,052 56,145 17,833 41,368 59,201 |
Within 1 year 24,093 14,150 38,243 17,833 12,955 30,788 |
1-5 years - 17,902 17,902 - 28,413 28,413 |
More than 5 years |
|---|---|---|---|---|---|
| - - |
|||||
| - | |||||
| - - |
|||||
| - |
The Company is not expecting that the cash flows included in the maturity analysis could occur significantly earlier or at significantly different amounts.
(Continued)
32
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
-
(iii) Fair value of financial instruments
-
1) Categories and fair value of financial instruments
The fair value of financial assets and liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required:
| Financial assets at amortized cost Cash and cash equivalents Other receivables Guarantee deposits paid Subtotal Financial liabilities measured at amortized cost Other payables Lease liabilities Subtotal Financial assets at amortized cost Cash and cash equivalents Other receivables Guarantee deposits paid Subtotal Financial liabilities measured at amortized cost Other payables Lease liabilities Subtotal |
December 31, 2020 | December 31, 2020 | December 31, 2020 | ||
|---|---|---|---|---|---|
| Book Value $ 204,159 10,893 1 $ 215,053 $ 24,093 31,671 $ 55,764 |
Fair Value | ||||
| Level 1 Level 2 Level 3 - - - - - - - - - - - - - - - - - - - - - December 31, 2019 |
Total | ||||
| - - - |
|||||
| - | |||||
| - - |
|||||
| - | |||||
| Fair Value | |||||
| Level 1 - - - - - - - |
Level 2 - - - - - - - |
Level 3 - - - - - - - |
Total | ||
| - - - |
|||||
| - | |||||
| - - |
|||||
| - |
- 2) Transfer between Level 1 and Level 2
There were no level transfers in 2020 and 2019.
(Continued)
33
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
-
(p) Financial risk management
-
(i) Overview
The Company is exposed to the following risks from its financial instruments:
-
1) Credit risk
-
2) Liquidity risk
-
3) Market risk
According to the exposed risks stated above, the following notes are the objectives, policies and procedures of the risk measurement and management of the Company.
-
(ii) Risk management framework
-
1) The daily operation of the Company is affected by multiple financial risks, including credit risk, liquidity risk and market risk. The overall risk control policy focuses on unpredictable events in financial market and seeks reduction of potential adverse impact on financial status and financial performance.
-
2) The Company’s finance department implements risk management in accordance with the policy approved by the Board of Directors. The Company’s financial department work to identify, assess and minimize various financial risks.
-
(iii) Credit risk
Credit risk is the risk of financial loss to the Company if counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from other receivables.
1) Investment
The credit risk exposure in the bank deposits, fixed income investments and other financial instruments are measured and monitored by the Company’s finance department. Since the Company’ s transactions are with banks, financial institutions, corporate organizations and government agencies, with good credit ratings there are no noncompliance issues and therefore no significant credit risk.
- 2) Guarantee
As of December 31, 2020 and 2019, the Company’s guarantee for project construction and bank loans for related parties amounted to $20,803,676 thousand and $22,427,510 thousand, respectively.
(Continued)
34
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(iv) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’ s approach to manage liquidity is to ensure, as far as possible, that it always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’ s reputation.
The Company is an investment holding company established on the basis of share conversion. The assets are long-term investments and the working capital requirements are very low. Therefore, there is no liquidity risk due to the inability to raise funds to meet contractual obligations.
As of December 31, 2020 and 2019, the Company has unused credit limit for $2,100,000 thousand and $100,000 thousand, respectively.
(v) Market risk
Market risk is the risk that changes in market prices, such as interest rates and equity prices 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.
(q) Capital Management
The Company meets its objectives of managing capital to safeguard the capacity to continue to operate, to continue to provide a return on shareholders, to maintain the interest of other related parties and to maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Company may adjust the dividend payment to the shareholders, reduce the capital for redistribution to shareholders, issue new shares or sell assets to settle any liabilities.
The Company uses the debt-to-equity ratio to manage capital. This ratio is using the total net debt divided by the total capital. The net debt from the balance sheet is derived from the total liabilities, less, cash and cash equivalents. The total capital and equity includes capital stock, capital surplus, retained earnings and other equity, plus, net debt.
The Company’s debt-to-equity ratio as of December 31, 2020 and 2019 were as follows:
| Total liabilities Less: cash and cash equivalents Net debt Total equity Adjusted capital Debt-to-equity |
December 31, 2020 $ 82,917 (204,159) (121,242) 23,739,841 $ 23,618,599 % - |
December 31, 2019 355,254 (176,888) 178,366 22,609,952 22,788,318 % 0.78 |
|---|---|---|
(Continued)
35
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
- (r) Non-cash financing activities
The non-cash financing activities of the Company were as follows:
Reconciliation of liabilities arising from financing activities were as follow:
| Lease liabilities Lease liabilities |
January 1, 2020 $ 40,675 January 1, 2019 $ 52,044 |
Cash flows (12,749) Cash flows (11,369) |
Changes in lease payment 3,745 Changes in lease payment - |
December 31, 2020 |
|---|---|---|---|---|
| 31,671 | ||||
| December 31, 2019 |
||||
| 40,675 |
(7) Related-party transactions:
- (a) Parent Group and Ultimate Controlling Party
Montrion Corporation is both the parent company and the ultimate controlling party of the Company. It owns 50.05% of all shares outstanding of the Company.
- (b) Names and relationship with related parties
| Names and relationship with related parties | |
|---|---|
| Name of related party | Relationship with the Company |
| Continental engineering Corp.(CEC) | Subsidiary |
| Continental Development Corp.(CDC) | Subsidiary |
| HDEC Corp.(HDEC) | Subsidiary |
| CEC International Corp. | Subsidiary |
| CEC International Corp.(India) Private Limited(CICI) | Subsidiary |
| CEC International Malaysia Sdn. Bhd. | Subsidiary |
| Continental Engineering Corp. (Hong Kong) Limited(CEC | Subsidiary |
| HK) | |
| CDC Commercial Development Corp. (CCD) | Subsidiary |
| MEGA Capital Development Sdn. Bhd. | Subsidiary |
| Bangsar Rising Sdn. Bhd. | Subsidiary |
| CDC Asset Management Malaysia Sdn. Bhd. | Subsidiary |
| CDC US Corp. | Subsidiary |
| CDC Investment Management LLC | Subsidiary |
| Trimosa Holdings LLC | Subsidiary |
| 950 Investment LLC | Subsidiary |
| 950 Property LLC | Subsidiary |
| 950 Hotel Property LLC | Subsidiary |
| 950 Retail Property LLC | Subsidiary |
| HDEC Construction Corp. | Subsidiary |
(Continued)
36
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
| Name of related party | Relationship with the Company |
|---|---|
| North Shore Environment Corp. | Subsidiary |
| Blue Whale Water Technologies Corp. | Subsidiary |
| HDEC (Puding) Environment Corp. | Subsidiary |
| HDEC-CTCI (Linhai) Corp. | Subsidiary |
| Metropolis Property Management Corporation | Other related party |
| WFV Corporation | Other related party |
| Tsai○○ | Other related party (Resigned on June |
| 30, 2020) |
-
(c) Other related party transactions:
-
(i) Other outstanding balance
The amounts of outstanding balances between the Company and related parties were as follows:
| Subsidiary-CEC Subsidiary-HDEC Subsidiary-CDC Subsidiaries Other related parties |
Other Receivables | Other Receivables |
|---|---|---|
| December 31, 2020 December 31, 2019 $ 7,599 7,877 2,994 3,161 300 - $ 10,893 11,038 Other Payables |
December 31, 2019 |
|
| 7,877 3,161 - |
||
| 11,038 | ||
| December 31, 2019 |
||
| - 86 |
||
| 86 |
(ii) Rental
In April 2018, the Company leased an office building from other related party. A five-year lease contract were signed. The Company applied IFRS 16, with a date of initial application on January 1, 2019. This lease transaction recognized the additional amount of $50,672 thousand of right-of-use assets and lease liabilities.
For the years ended December 31, 2020 and 2019, the Company recognized the amounts of $370 thousand and $484 thousand as interest expenses, and the balance of lease liabilities amounted to $30,323 thousand.
(Continued)
37
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(iii) Endorsements and Guarantees
The Company guarantees for its related parties as follows:
| Guarantee classification Subsidiary-CICI Project construction guarantee Subsidiary-CEC Project construction guarantee Subsidiary-CEC Guarantee for bank loans Subsidiary-CEC HK Project construction guarantee Subsidiary-HDEC Guarantee for bank loans (iv) Other income 1) Deduction of administrative expenses Subsidiary-CEC 2) Interest revenues Subsidiary-CEC Subsidiary-HDEC 3) Other income Subsidiary-CEC Subsidiary-HDEC Subsidiary-CDC (v) Other expenses Other related parties (vi) Transaction of properties |
December 31, 2020 |
December 31, 2020 |
December 31, 2019 |
||
|---|---|---|---|---|---|
| 526,043 2,189,684 17,855,733 962,250 893,800 |
|||||
| 22,427,510 | |||||
| 2020 13,384 2020 5,178 2,666 7,844 2020 4,787 1,360 2,563 8,710 2020 6,397 |
2019 20,057 2019 5,896 3,011 8,907 2019 - - - - 2019 6,320 |
||||
| $ | |||||
| $ $ | |||||
| $ $ $ |
|||||
In 2020, the Company sold its transportation equipment to other related party for $640 thousand (excluding tax), and recognized the loss of disposal for $73 thousand. All the payments had been received.
(Continued)
38
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
- (d) Key Management Personnel Transaction
Key Management Personnel Compensation
| Short-term employee benefits | 2020 $ 22,986 |
|---|---|
The Company provides two vehicles for key management personnel at a cost of $2,252 thousand in 2020 and 2019.
(8) Pledged assets: None
(9) Commitments and contingencies:
As of December 31, 2020 and 2019, the Company provided promissory notes for performance guarantee amounted to $52,760.
(10) Losses Due to Major Disasters: None
(11) Subsequent Events: None
(12) Other:
- (a) Personnel expenses, depreciation, depletion and amortization are summarized as follows:
| 2020 | 2020 | 2019 | 2019 | 2019 | ||
|---|---|---|---|---|---|---|
| Operating costs |
Operating expenses |
Total | Operating costs |
Operating expenses |
Total | |
| Employee benefits | ||||||
| Salary | - | 42,605 | 42,605 | - | 14,298 | 14,298 |
| Labor and health insurance | - | 3,188 | 3,188 | - | 3,093 | 3,093 |
| Pension | - | 2,218 | 2,218 | - | 2,407 | 2,407 |
| Remuneration of directors | - | 13,480 | 13,480 | - | 13,480 | 13,480 |
| Others | - | 9,000 | 9,000 | - | 3,497 | 3,497 |
| Depreciation | - | 13,289 | 13,289 | - | 13,146 | 13,146 |
| Depletion | - | - | - | - | - | - |
| Amortization | - | - | - | - | - | - |
Note: The salary expenses at the company's request to its subsidiaries were accounted under the employee benefits.
(Continued)
39
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
For the years ended December 31, 2020 and 2019, the information on the number of employees and employee benefit expenses of the Company are as follows:
| Number of employees Number of directors (non-employee) Average employee benefit expense Average employee salary expense Percentage of average employee salary expense Supervisor's Remuneration |
|
|---|---|
The Company's remuneration policy (including directors, managers and employees) are as follow:
(i) Directors’ remuneration policy:
If the Company turns a profit during the year then 0.5% should be allocated as employee remuneration and no more than 0.5% as directors' remuneration. After taking the level of directors’ involvement in the Company operations as well as domestic/overseas trends in the structure of directors’ compensation into account, the 10th meeting of the 3rd Board of Directors session resolved that directors’ remuneration will be paid as fixed compensation instead. A distinction shall also be made between Independent Directors and ordinary Directors.
All Independent Directors are members of the Company’s Audit Committee and Compensation Committee. Reasonable compensation is paid to Independent Directors based on their level of engagement, the business performance of the Company, linkage to future risks, as well as prevailing industry standards.
(ii) Managers' and employees' remuneration policy:
The Company strives to provide competitive total reward packages. To ensure internal fairness and external competitiveness, salary surveys are conducted each year to serve as a reference for adjustments to compensation and to respond to changes in the external salary market in a timely manner. To ensure equal working rights regardless of gender, there is no gender-based difference in compensation at every level. Gender equality in the workplace is enforced by basing compensation purely on the qualifications required for each position, individual ability and performance. To encourage the continued pursuit of excellence among employees, the Company has drawn up regulations governing performance bonuses. Employees that make a contribution to the Company’s development are rewarded with performance bonuses based on the Company’s and their individual performance for the year. The performance-based bonuses establish a fair and reasonable reward system for encouraging greater employee initiative.
(Continued)
40
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
Management and employee remuneration at the Company consist of fixed compensation and variable bonuses. Fixed compensation is the monthly salary based mainly on factors such as roles, skills, market rates, and company operations. Variable bonuses are based on the Company’ s operating performance for the year, the contributions made by managers and employees during the year, as well as the Company’ s operating risks. The procedure for determining remuneration requires approval through the internal the Level of Authority Table. Management compensation should be submitted to the Remuneration Committee for review before being presented to the Board for approval.
(b) Condensed balance sheet and income statement of significant subsidiaries
(i) CONTINENTAL ENGINEERING CORPRATION.
CONTINENTAL ENGINEERING CORPRATION.
Balance Sheets
December 31, 2020 and 2019
| Assets Current assets Fund and long-term investments Property, plant and equipment Right-of-use assets Investment property and other assets Total assets Liabilities and equity Current liabilities Long-term liabilities Other liabilities Total liabilities Capital stock Capital surplus Retained earnings Other equity Total equity Total liabilities and equity |
December 31, 2020 $ 9,750,998 1,822,239 1,390,188 152,328 2,334,819 $ 15,450,572 $ 8,798,704 1,850,000 552,770 11,201,474 4,400,621 1,255,082 (1,620,572) 213,967 4,249,098 $ 15,450,572 |
December 31, 2019 11,712,210 1,742,175 1,322,405 163,033 2,196,311 17,136,134 10,063,322 2,960,000 631,399 13,654,721 4,000,621 1,245,772 (1,891,460) 126,480 3,481,413 17,136,134 |
|---|---|---|
(Continued)
41
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
CONTINENTAL ENGINEERING CORPRATION. Statements of Comprehensive Income
For the years ended December 31, 2020 and 2019
| Subject 2020 Operating revenues $ 14,019,428 Operating costs (13,179,911) Gross profit from operations 839,517 Operating expenses (674,460) Net operating income 165,057 Non-operating income and expenses 90,144 Income (loss) before tax 255,201 Income tax expenses - Net income (loss) 255,201 Other comprehensive income (loss) 103,174 Total comprehensive income (loss) $ 358,375 |
2019 |
|---|---|
| 17,116,519 (16,250,969) 865,550 (749,456) 116,094 (1,484,411) (1,368,317) (4,446) (1,372,763) (340,379) (1,713,142) |
(ii) CONTINENTAL DEVELOPMENT CORPORATION
CONTINENTAL DEVELOPMENT CORPORATION
Balance Sheets
December 31, 2020 and 2019
| Assets Current assets Fund and long-term investments Property, plant and equipment Right-of-use assets Investment property Total assets |
December 31, 2020 $ 23,903,965 5,750,421 758 38,626 2,126,422 $ 31,820,192 |
December 31, 2019 |
|---|---|---|
| 22,878,425 5,688,132 1,245 58,629 2,135,561 |
||
| 30,761,992 |
(Continued)
42
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
| Liabilities and equity Current liabilities Long-term liabilities Other liabilities Total liabilities Capital stock Capital surplus Retained earnings Other equity Total equity Total liabilities and equity |
December 31, 2020 $ 14,425,109 1,233,000 50,895 15,709,004 5,907,670 3,253,687 7,099,590 (149,759) 16,111,188 $ 31,820,192 |
December 31, 2019 11,864,224 2,441,500 68,957 14,374,681 6,001,589 3,253,687 7,176,181 (44,146) 16,387,311 30,761,992 |
|---|---|---|
CONTINENTAL DEVELOPMENT CORPORATION Statements of Comprehensive Income
For the years ended December 31, 2020 and 2019
| Subject 2020 Operating revenues $ 5,723,216 Operating costs (4,142,678) Gross profit from operations 1,580,538 Operating expenses (602,855) Net operating income 977,683 Non-operating income and expenses (22,784) Income before tax 954,899 Income tax expenses (68,624) Net income 886,275 Other comprehensive loss (108,225) Total comprehensive income $ 778,050 |
2019 4,785,718 (3,657,815) 1,127,903 (472,213) 655,690 905,467 1,561,157 (98,154) 1,463,003 (68,826) 1,394,177 |
|---|---|
(Continued)
43
CONTINENTAL HOLDINGS CORPORATION
Notes to the 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 Company:
- (i) Loans to other parties:
| Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (In Thousands of New Taiwan Dollars) | ||||||||||||||||
| Number | Name of lender | Name of borrower | Account name | Related party | Highest balance of financing to other parties during the period |
Ending balance | Actual usage amount during the period |
Range of interest rates during the period |
Purposes of fund financing for the borrower |
Transaction amount for businesses between two parties |
Reasons for short-term financing |
Allowance for bad debt |
Collateral | Maximum amount of loans provided to a single enterprise |
Maximum amount of loans |
|
| Item | Value | |||||||||||||||
| 1 | CEC | CEC HK | Other receivables | Yes | 6,024 | 5,938 | 5,938 | 5% | 2 | - | Operation requirements | - | - | - | 1,699,639 | 1,699,639 |
| 1 | CEC | CIC | Other receivables | Yes | 450,300 | 427,200 | 299,040 | Taifx3+1% | 2 | - | Operation requirements | - | - | - | 1,699,639 | 1,699,639 |
| 1 | CEC | ABC | Other receivables | No | 90,750 | - | - | The same day at a federal rate+0.50% |
2 | - | Operation requirements | - | Buildings | 70,202 | 1,699,639 | 1,699,639 |
| 2 | CDC | BANGSAR | Other receivables | Yes | 219,649 | 207,701 | 146,859 | 7.90% | 2 | - | Land purchases and operation requirements |
- | - | - | 6,444,475 | 6,444,475 |
| 2 | CDC | MEGA | Other receivables | Yes | 879,663 | 831,812 | 473,355 | 7.65% ~7.90% |
2 | - | Land purchases and operation requirements |
- | - | - | 6,444,475 | 6,444,475 |
| 2 | CDC | Grand River D. Limited | Other receivables | No | 414,958 | 414,958 | 318,528 | 1.90% ~2.5% |
2 | - | Land purchases and operation requirements |
- | - | - | 6,444,475 | 6,444,475 |
-
Note 1: The total amount of loans provided to others is limited to 40% of net equity value. The amount of loans to a single business enterprise is limited to 40% of net equity value. Relevant calculation are as follows:
-
1) CEC:
Maximum amount of loans is limited to 40% of net equity value: $4,249,098 thousand × 40% = 1,699,639 thousand
Maximum amount of loans provided to a single business enterprise is limited to 40% of net equity value: $4,249,098 thousand × 40% = 1,699,639 thousand
- 2) CDC:
Maximum amount of loans is limited to 40% of net equity value: $16,111,188 thousand × 40% = 6,444,475 thousand
Maximum amount of loans provided to a single business enterprise is limited to 40% of net equity value: $16,111,188 thousand × 40% = 6,444,475 thousand Note 2: Financing purposes:
-
1) Business dealings: 1
-
2) Short-term financing needs: 2
(Continued)
44
CONTINENTAL HOLDINGS CORPORATION
Notes to the Financial Statements
(ii) Guarantees and endorsements for other parties:
(In Thousands of New Taiwan Dollars)
| No. | Name of guarantor | Counter-party of guarantee and endorsement |
Counter-party of guarantee and endorsement |
Maximum amount of guarantees and endorsements for a specific enterprise |
Highest balance of 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 over net worth in the latest financial statements |
Maximum amount of guarantees and endorsements |
Parent company's endorsements/ guarantees to third parties on behalf of subsidiary |
Subsidiary's 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 | CHC | CICI | 2 | 94,959,364 | 528,419 | 487,406 | 487,406 | - | % 2.05 |
94,959,364 | Y | N | N |
| 0 | CHC | HDEC | 2 | 94,959,364 | 2,121,069 | 1,927,269 | 1,372,590 | - | % 8.12 |
94,959,364 | Y | N | N |
| 0 | CHC | CEC HK | 2 | 94,959,364 | 974,500 | - | - | - | % - |
94,959,364 | Y | N | N |
| 0 | CHC | CEC | 2 | 94,959,364 | 20,586,258 | 18,389,001 | 8,948,300 | - | % 77.46 |
94,959,364 | Y | N | N |
| 1 | CEC | Fu Tsu Construction Co.,Ltd. |
5 | 12,747,294 | 9,358,000 | 9,358,000 | 9,358,000 | - | % 200.23 |
25,494,588 | N | N | N |
| 1 | CEC | CIC | 2 | 8,498,196 | 347,875 | 42,720 | - | - | % 1.01 |
8,498,196 | N | N | N |
| 1 | CEC | PDC | 4 | 8,498,196 | 32,000 | - | - | - | % - |
8,498,196 | N | N | N |
| 1 | CEC | CEC HK | 2 | 8,498,196 | 311,840 | 293,840 | - | - | % 6.92 |
8,498,196 | N | N | N |
| 1 | CEC | CICI | 2 and 5 | 12,747,294 | 4,234,695 | 3,884,790 | 3,884,790 | - | % 91.43 |
25,494,588 | N | N | N |
| 1 | CEC | CIMY | 2 and 5 | 12,747,294 | 3,549,888 | - | - | - | % - |
25,494,588 | N | N | N |
| 2 | CDC | CDC US | 2 | 32,222,376 | 151,250 | 142,400 | 135,280 | - | % 0.88 |
32,222,376 | N | N | N |
| 2 | CDC | CCD | 2 | 32,222,376 | 1,475,000 | 1,415,000 | 1,210,000 | - | % 8.78 |
32,222,376 | N | N | N |
| 2 | CDC | BANGSAR | 2 and 6 | 32,222,376 | 186,369 | 176,231 | - | - | % 1.09 |
32,222,376 | N | N | N |
| 2 | CDC | MEGA | 2 and 6 | 32,222,376 | 449,213 | 422,928 | 236,056 | - | % 2.63 |
32,222,376 | N | N | N |
| 2 | CDC | 950P | 2 and 6 | 32,222,376 | 3,795,334 | 3,573,260 | 1,641,458 | - | % 22.18 |
32,222,376 | N | N | N |
| 2 | CDC | Fanlu | 6 | 32,222,376 | 1,557,000 | 1,557,000 | 771,750 | - | % 9.66 |
32,222,376 | N | N | N |
| 3 | CCD | CDC | 3 | 13,513,540 | 1,258,200 | 1,258,200 | 868,500 | 1,258,200 | % 37.24 |
13,513,540 | N | N | N |
| 3 | CCD | CDC | 3 and 7 | 13,513,540 | 1,215,000 | 1,215,000 | 705,935 | - | % 35.96 |
13,513,540 | N | N | N |
| 4 | HDEC | CEC | 4 and 5 | 26,155,224 | 6,103,750 | 6,103,750 | 6,103,750 | - | % 186.69 |
26,155,224 | N | N | N |
| 4 | HDEC | AXIOM | 5 | 26,155,224 | 13,500 | - | - | - | % - |
26,155,224 | N | N | N |
| 4 | HDEC | BWC | 2 and 6 | 26,155,224 | 800,700 | 800,700 | 547,740 | - | % 24.49 |
26,155,224 | N | N | N |
| 4 | HDEC | CTCI-HDEC | 6 | 26,155,224 | 98,000 | 98,000 | 98,000 | - | % 3.00 |
26,155,224 | N | N | N |
| 4 | HDEC | NSC | 2 | 26,155,224 | 2,820,000 | 2,820,000 | 550,000 | - | % 86.25 |
26,155,224 | N | N | N |
| 4 | HDEC | LHC | 2 | 26,155,224 | 5,071 | 5,071 | 5,071 | - | % 0.16 |
26,155,224 | N | N | N |
| 4 | HDEC | LHC | 2 and 6 | 26,155,224 | 1,485,000 | 1,485,000 | 990,000 | - | % 45.42 |
26,155,224 | N | N | N |
| 4 | HDEC | PDC | 2 | 26,155,224 | 1,327,000 | 1,327,000 | 32,000 | - | % 40.59 |
26,155,224 | N | N | N |
(Continued)
45
CONTINENTAL HOLDINGS CORPORATION
Notes to the Financial Statements
- Note 1: According to the policy of CHC, the total amount of endorsements/guarantees is limited to four times the net equity value in accordance with the Company’s most recent financial statements: $23,739,841 thousand × 4 = $94,959,364 thousand
The total amount of endorsements/guarantees provided to a single business is limited to four times the net equity value in accordance with the Company’s most recent financial statements: $23,739,841 thousand × 4 = $94,959,364 thousand
According to the policy of CEC, the total amount of endorsements/guarantees is limited to six times the net equity value in accordance with the Company’s most recent financial statements in the event of joint liability in joint ventures with other companies in the same industry: $4,249,098 thousand × 6 = $25,494,588 thousand
The total amount of endorsements/guarantees provided to a single business is limited to three times the net equity value in accordance with the Company’s most recent financial statements: $4,249,098 thousand × 3 = $12,747,294 thousand
According to the policy of CEC, the total amount of endorsements/guarantees is limited to two times the net equity value in accordance with the Company’s most recent financial statements except in the event of joint liability in joint ventures with other companies in the same industry: $4,249,098 thousand × 2 = $8,498,196 thousand
The total amount of endorsements/guarantees provided to a single business is limited to two times the net equity value in accordance with the Company’s most recent financial statements: $4,249,098 thousand × 2 = $8,498,196 thousand
According to the policy of CDC, the total amount of endorsements/guarantees is limited to two times the net equity value in accordance with the Company’s most recent financial statements: $16,111,188 thousand × 2 = $32,222,376 thousand
The total amount of endorsements/guarantees provided to a single business is limited to two times the net equity value in accordance with the Company’s most recent financial statements: $16,111,188 thousand × 2 = $32,222,376 thousand
According to the policy of CCD the total amount of endorsements/guarantees is limited to four times the net equity value in accordance with the Company’s most recent financial statements: $3,378,385 thousand × 4 = $13,513,540 thousand
The total amount of endorsements/guarantees provided to a single business is limited to four times the net equity value in accordance with the Company’s most recent financial statements: $3,378,385 thousand × 4 = $13,513,540 thousand
According to the policy of HDEC, the total amount of endorsements/guarantees is limited to eight times the net equity value in accordance with the Company’s most recent financial statements: $3,269,403 thousand × 8 = $26,155,224 thousand
The total amount of endorsements/guarantees provided to a single business is limited to eight times the net equity value in accordance with the Company’s most recent financial statements: $3,269,403 thousand × 8 = $26,155,224 thousand
-
Note 2: Seven categories between relationship with the endorser/guarantor:
-
1) Having business relationship.
-
2) The endorser / guarantor parent company directly and indirectly holds more than 50% of voting shares of the endorsed / guaranteed subsidiary.
-
3) The endorser / guarantor subsidiary which directly and indirectly be held more than 50% voting shares by the endorsed / guaranteed parent company.
-
4) The endorser / guarantor company and the endorsed / guaranteed party both be held more than 90% by the parent company.
-
5) Company that is mutually protected under contractual requirements based on the needs of the contractor.
-
6) Company that is endorsed by its shareholders in accordance with its shareholding ratio because of the joint investment relationship.
-
7) Performance guarantees for presale contracts under the Consumer Protection Act.
(Continued)
46
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(iii) Securities held as of December 31, 2020 (excluding investment in subsidiaries, associates and joint ventures):
(In Thousands of New Taiwan Dollars)
| Name of holder | Category and name of security |
Relationship with company |
Account name |
Ending balance | Ending balance | Ending balance | Ending balance | Note |
|---|---|---|---|---|---|---|---|---|
| Shares/Units (thousands) |
Carrying value | Percentage of ownership (%) |
Fair value | |||||
| CEC | Evergreen Steel Corp. | - | Non-current financial assets at fair value through other comprehensive income |
25,645,907 | 1,181,250 | % 6.42 |
1,181,250 | |
| CEC | Xinrong Enterprise | - | Non-current financial assets at fair value through other comprehensive income |
12,256,347 | 607,523 | % 8.45 |
607,523 | |
| CEC | Metro Consulting Service Ltd. | - | Non-current financial assets at fair value through other comprehensive income |
300,000 | 2,306 | % 6.00 |
2,306 | |
| CEC | International Property & Finance Co., Ltd. | - | Non-current financial assets at fair value through other comprehensive income |
26,301 | - | % 1.64 |
- | |
| CEC | Shin Yu Energy Development Co., Ltd. | - | Non-current financial assets at fair value through other comprehensive income |
22,405,297 | - | % 9.00 |
- | |
| CDC | Grand River D. Limited | - | Non-current financial assets at fair value through profit or loss |
51,436,803 | 606,305 | % 10.00 |
606,305 |
(iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20% of the capital stock:
(In Thousands of New Taiwan Dollars)
| (In Thousands | (In Thousands | (In Thousands | (In Thousands | of New Taiwan Dollars) | of New Taiwan Dollars) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of company |
Category and name of security |
Account name |
Name of counter-party |
Relationship with the company |
Beginning Balance | Purchases | Sales | Ending Balance | ||||||
| Shares | Amount | Shares | Amount | Shares | Price | Cost | Gain (loss) on disposal |
Shares | Amount | |||||
| CHC | CEC-Common stock |
Investment for using equity method |
CEC | Subsidiary | 400,062,071 | 6,484,584 | 40,000,000 | 400,000 | - | - | - | - | 440,062,071 | 6,884,584 |
(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:
(In Thousands of New Taiwan Dollars)
| Name of company |
Type of property |
Transaction date |
Acquisition date |
Book value |
Transaction amount |
Amount actually receivable |
Gain from disposal | Counter-party | Nature of relationship |
Purpose of disposal |
Price reference | Other terms |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| CDC | 55 Timeless-Inventory | 2020.03.07 | N/A | Inventory held-for- sale, not applicable |
601,555 | 601,555 | Inventory held-for- sale, not applicable |
Natural person | Not related party | Profit | Evaluation report | - |
| CDC | 55 Timeless-Inventory | 2020.08.03 | N/A | Inventory held-for- sale, not applicable |
319,548 | 12,000 | Inventory held-for- sale, not applicable |
Far rich international corporation |
Not related party | Profit | Evaluation report | - |
| CDC | La bella vita-Inventory | 2020.09.29 | N/A | Inventory held-for- sale, not applicable |
545,625 | 545,625 | Inventory held-for- sale, not applicable |
Razola investment INC. Taiwan branch (B.V.I.) |
Not related party | Profit | Evaluation report | - |
| CDC | 55 Timeless-Inventory | 2020.11.07 | N/A | Inventory held-for- sale, not applicable |
348,000 | 139,200 | Inventory held-for- sale, not applicable |
China Star Investment Limited |
Not related party | Profit | Evaluation report | - |
| CDC | 55 Timeless-Inventory | 2020.12.02 | N/A | Inventory held-for- sale, not applicable |
350,328 | 140,364 | Inventory held-for- sale, not applicable |
Natural person | Not related party | Profit | Evaluation report | - |
(Continued)
47
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(vii) Related-party transactions for purchases and sales with amounts exceeding the lower of NT$300 million or 20% of the capital stock:
(In Thousands of New Taiwan Dollars)
| Name of company | Related party | Relationship | Transaction details | Transaction details | Transaction details | Transaction details | Transactions with terms different from others | Transactions with terms different from others | Notes/Accounts receivable (payable) | Notes/Accounts receivable (payable) | Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase/Sale | Amount | Percentage of total purchases/sales |
Payment terms | Unit price | Payment terms | Ending balance | Percentage of total notes/accounts receivable (payable) |
||||
| CEC | CDC | Related party of the Company |
Construction contract |
(1,281,959) | 9.14% | Same as those in general transactions | - | - | 682,020 | 17.54% | Note 1 |
| CDC | CEC | Related party of the Company |
Construction project |
1,281,959 | 24.89% | Same as those in general transactions | - | - | (682,020) | 54.54% | |
| HDEC | LHC | Parent company | Construction contract |
(839,368) | 66.68% | Same as those in general transactions | - | - | 318,105 | 80.65% | Note 1 |
| LHC | HDEC | Parent company | Construction project |
839,368 | 44.64% | Same as those in general transactions | - | - | (318,105) | 54.85% | |
| HDEC | NSC | Parent company | Construction contract |
(170,907) | 13.58% | Same as those in general transactions | - | - | 21,838 | 5.54% | Note 1 |
| NSC | HDEC | Parent company | Construction project |
170,907 | 41.19% | Same as those in general transactions | - | - | (21,838) | 74.30% |
Note 1: The Company recognized its construction contract income using the percentage-of-completion method.
Note 2: Aforesaid notes and accounts receivable are including contract assets.
(viii) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of the capital stock:
(In Thousands of New Taiwan Dollars)
| Name of company | Counter-party | Relationship | Ending balance | Turnover rate | Overdue | Overdue | Amounts received in subsequent period |
Allowance for bad debts |
|---|---|---|---|---|---|---|---|---|
| Amount | Action taken | |||||||
| CEC | CDC | Related party of the Company | Accounts receivable 682,020 |
2.02 | - | - | 316,727 | - |
| HDEC | LHC | Parent company | Accounts receivable 318,105 |
3.86 | - | - | 247,666 | - |
Note 1: Aforesaid notes and accounts receivable are including contract assets.
(ix) Trading in derivative instruments:
As of December 31, 2020, subsidiaries of the Company entered into forward exchange agreement with an amount of USD1,499 thousand, and MYR40,150 thousand and hedging instruments in USD14,582 thousand, JPY3,218 thousand, and EUR825 thousand.
(Continued)
48
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
(b) Information on investees:
The following table provides investee’ information as of December 31, 2020 (excluding information on investees in Mainland China):
(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 |
|||||||
| CHC | CEC | Taiwan | Comprehensive construction | 6,884,584 | 6,484,584 | 440,062,071 | % 100.00 |
4,194,626 | 255,201 | 309,828 | Note 1 |
| CHC | CDC | Taiwan | Housing and building development and lease | 6,220,748 | 6,620,748 | 590,766,953 | % 100.00 |
16,111,188 | 886,275 | 886,275 | Note 1 |
| CHC | HDEC | Taiwan | Construction of underground pipeline | 2,360,366 | 2,360,366 | 197,800,000 | % 100.00 |
3,269,403 | 359,138 | 359,138 | Note 1 |
| CEC | CICI | India | Construction projects | 497,839 | 497,839 | 73,981,492 | % 100.00 |
169 | 47,253 | Disclosure not required | - |
| CEC | CIC | British Virgin Islands | Investment and holding | 1,726,329 | 1,726,329 | 52,780,940 | % 100.00 |
(294,723) | (45,664) | 〃 | - |
| CEC | CIMY | Malaysia | Construction projects | 207,177 | 352,527 | 26,340,476 | % 87.10 |
30,991 | 206 | 〃 | - |
| CEC | CEC HK | Hong Kong | Construction projects | 384 | 384 | 100,000 | % 100.00 |
(7,550) | (8,155) | 〃 | - |
| CIC | NCC | British Virgin Islands | Investment and holding | 1,640,006 | 1,640,006 | 10,353 | % 45.47 |
- | 207,102 | 〃 | - |
| CDC | BANGSAR | Malaysia | Real estate development | 4,444 | 4,444 | 600,000 | % 60.00 |
4,476 | 40 | 〃 | - |
| CDC | CCD | Taiwan | Housing and building development and lease | 976,539 | 976,539 | 44,573,940 | % 80.65 |
2,724,668 | 35,205 | 〃 | - |
| CDC | Fanlu | Taiwan | Housing and building development and lease | 566,646 | 391,646 | 56,664,562 | % 35.00 |
513,185 | (88,646) | 〃 | - |
| CDC | MEGA | Malaysia | Real estate development | 7,375 | 7,375 | 825,000 | % 55.00 |
22 | (1,611) | 〃 | - |
| CDC | CDC US | The U.S. | Investment | 2,061,080 | 2,061,080 | 5,000,000 | % 100.00 |
1,894,210 | (10,045) | 〃 | - |
| CDC | CDCAM | Malaysia | Construction Management | 7,524 | 7,524 | 1,000,000 | % 100.00 |
7,555 | 399 | 〃 | - |
| HDEC | SDC | Taiwan | Construction projects | 49,600 | 49,600 | 3,000,000 | % 100.00 |
39,746 | 3,916 | 〃 | - |
| HDEC | NSC | Taiwan | Pollution protection and other environmental sanitation | 1,112,000 | 1,112,000 | 166,000,000 | % 100.00 |
2,813,985 | 214,667 | 〃 | - |
| HDEC | BWC | Taiwan | Pollution protection and other environmental sanitation | 362,100 | 362,100 | 37,740,000 | % 51.00 |
443,833 | 104,118 | 〃 | - |
| HDEC | PDC | Taiwan | Pollution protection and other environmental sanitation | 340,000 | 240,000 | 34,000,000 | % 100.00 |
339,131 | (44) | 〃 | - |
| HDEC | CTCI-HDEC | Taiwan | Pollution protection and other environmental sanitation | 245,000 | 245,000 | 24,500,000 | % 49.00 |
232,352 | (621) | 〃 | - |
| HDEC | LHC | Taiwan | Pollution protection and other environmental sanitation | 412,500 | 247,500 | 42,165,750 | % 55.00 |
470,048 | 86,097 | 〃 | - |
Note 1: The information on investment income/loss for the year ended December 31, 2020 was derived from the investees’ financial statements audited by the auditors for the same period.
(c) Information on investment in mainland China:None
(Continued)
49
CONTINENTAL HOLDINGS CORPORATION Notes to the Financial Statements
- (d) Major shareholders:
| Major shareholders: | ||
|---|---|---|
| Shareholding Shareholder’s Name |
Shares | Percentage |
| Wei-Dar Development Co., Ltd. | 206,025,200 | % 25.02 |
| Tamerton Group Limited | 85,672,300 | % 10.40 |
| Han-De Construction Co., Ltd. | 63,755,667 | % 7.74 |
(14) Segment information:
Please refer to the consolidated financial statements.
50
CONTINENTAL HOLDINGS CORPORATION
Statement of changes in investments accounted for using equity method
For the year ended December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Name of investee CEC CDC HDEC |
Beginning | Balance Amount $ 3,372,313 16,387,311 2,976,066 $ 22,735,690 |
Addi | tion Amount 400,000 - - 400,000 |
Decr | ease Amount - 400,000 - |
Cash dividends - (654,173) (65,800) |
Gain on investment (loss) 309,829 886,275 359,137 |
Cumulative translation adjustment (121,285) (99,065) - |
Unrealized gain or loss on financial instrument 218,603 - - |
Actuarial on losses defined benefit plans 15,687 (2,613) - |
Unrealized gain or loss on cash flow hedge (9,831) (6,547) - |
Retained earnings 9,310 - - 9,310 |
Ending B | alance Amount 4,194,626 16,111,188 3,269,403 23,575,217 |
Market Net Asse |
Value or ts Value Total amount Collateral 4,249,098 None 16,111,188 〃 3,269,403 〃 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares (in thousand) |
Shares (in thousand) 40,000 30,608 20,700 |
Shares (in thousand) - 40,000 - |
Shares (in thousand) 440,062 590,767 197,800 |
Unit price 9.66 27.27 16.53 |
|||||||||||||
| 400,062 600,159 177,100 |
|||||||||||||||||
| 400,000 | (719,973) | 1,555,241 | (220,350) | 218,603 | 13,074 | (16,378) |
51
CONTINENTAL HOLDINGS CORPORATION
Statement of operating revenues
For the year ended December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Item | Description | Amount | |
|---|---|---|---|
| Investment revenues | $ | 1,555,241 | |
| Statement of | administrative expenses |
| Item Salary and wages expenses Rent expense Supplies expense Traveling expense Postage expense Repair and maintenance expense Advertisement expense Insurance expense Taxes expense Depreciation expense Meal expense Employee benefit Training expense Building management fee Computer maintenance fee Service fee Directors’ remuneration expense Other expenses (include utilities expense) |
Description Amount $ 59,395 836 514 138 460 168 809 4,214 52 13,289 729 386 206 2,443 334 11,255 6,280 3,138 $ 104,646 |
|---|---|