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CHC Audit Report / Information 2021

Nov 3, 2021

52389_rns_2021-11-03_f2773f41-44b9-4eae-a3b6-a40c921b48e4.pdf

Audit Report / Information

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CHC HEALTHCARE GROUP

PARENT COMPANY ONLY

FINANCIAL STATEMENTS AND INDEPENDENT

AUDITORS’ REPORT DECEMBER 31, 2021 AND 2020

-----------------------------------------------------------------------------------------------------------------------------------For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of CHC Healthcare Group

Opinion

We have audited the accompanying parent company only balance sheets of CHC Healthcare Group (the “Company”) as at December 31, 2021 and 2020, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2021 and 2020, and its financial performance and its cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for 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 Company’s 2021 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Company’s 2021 parent company only financial statements are stated as

~1~

follows:

Assessment of investments accounted for using equity method

Refer to Note 4(11) for accounting policy on investments accounted for using equity method, Note 5(2) for uncertainty of accounting estimates and assumptions in relation to impairment assessment of investments accounted for using equity method, and Note 6(4) for details of investments accounted for using equity method.

Assessment of the reasonableness of the purchase price allocation for business combination

Description

On October 6, 2021, the Company acquired 51% of the share capital of Treasure of Health Co., Ltd. for $335,070 thousand which is shown as part of investments accounted for using the equity method. As the net fair value of identifiable assets and liabilities and the allocation of goodwill are based on management’s estimation and involve accounting estimations and assumptions, we considered this equity price allocation transaction as a key audit matter.

How our audit addresses the matter

We obtained an understanding of the basis and process of the purchase price allocation estimated by management. We reviewed the reasonableness of the fair value assessment for assets acquired and liabilities assumed, projected cash flows, and the fair value calculation model used in the purchase price allocation report by the appraisers appointed by the Company. Our procedures include the following:

  • A. Assessing the setting of parameters of valuation models and calculation formulas;

  • B. Comparing expected growth rate and operating margin with historical data, economic and industry forecasts; and

  • C. Comparing the discount rate with the cost of capital assumptions of cash generating units and the rate of return of similar assets.

Impairment assessment of Chiu Ho Medical System Co., Ltd., the company’s subsidiary

As of December 31, 2021, the Company’s subsidiary, Chiu Ho Medical System Co., Ltd. and its subsidiaries (“Chiu Ho Medical Group”), recognised investments accounted for using equity method and investment income amounting to NT$4,409,733 thousand and NT$186,063 thousand, respectively. Because Chiu Ho Medical Group’s investments accounted for using equity method constituted 48% of the Company’s total assets as of December 31, 2021, and investment income constituted 49% of the

~2~

Company’s profit before tax for the year ended December 31, 2021, which are significant to the Company’s financial statements, we identified the assessment of investments accounted for using equity method as a key audit matter as well as the key audit matters, impairment assessment of goodwill and property, plant and equipment, included in Chiu Ho Medical Group’s financial statements. The key audit matters in relation to Chiu Ho Medical Group’s financial statements for the year ended December 31, 2021 are stated as follows:

Impairment assessment of goodwill

Description

As of December 31, 2021, after identifying the smallest cash generating unit which can generate independent cash flows, Chiu Ho Medical Group used the recoverable amount of each cash generating unit to assess whether goodwill arising from business combination may be impaired. Since the assumptions used by management to assess whether goodwill is impaired involve subjective judgement and have high uncertainty, we considered the impairment assessment of goodwill as a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  • A. Obtained an understanding on how management identifies the objective evidence of goodwill impairment, taking into account certain factors in a consistent manner and ascertained whether management uses reliable information.

  • B. Obtained the report on the valuation of the subsidiary issued by an expert appointed by the management and performed the following:

  • (1) Assessed the expert’s independence, objectiveness and competence by reviewing the expert’s qualification.

  • (2) Assessed whether the valuation model is reasonable based on our knowledge of the Chiu Ho Medical Group’s businesses and industry.

  • (3) Confirmed whether the expert uses the same future cash flows relative to the budget for the future years provided by the management.

  • (4) Checked whether the comparable assets adopted in the appraisal report are consistent with the actual operations.

  • (5) Assessed whether the significant assumptions applied by the expert are relevant and reasonable and tested the mathematical accuracy. ~3~

Impairment assessment of property, plant and equipment

Description

Some of Chiu Ho Medical Group’s leasing businesses were not as profitable as expected due to fierce competition in the healthcare industry. The Chiu Ho Medical Group assesses the impairment based on the estimated recoverable amounts of leasing assets (shown as property, plant and equipment) where there is an indication that they are impaired. Given that the calculation of recoverable amounts requires significant accounting estimates relying on subjective judgement and uncertainty, we considered the impairment assessment of leasehold assets as a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  • A. Obtained an understanding on how management identifies the objective evidence of impairment, taking into account certain factors in a consistent manner and ascertained whether the management uses reliable information.

  • B. Acquired the asset appraisal report issued by an expert appointed by the management and performed the following:

  • (1) Assessed the independence, objectiveness and competence by reviewing the expert’s qualification.

  • (2) Assessed whether the valuation method is widely adopted and appropriate based on our knowledge of the Chiu Ho Medical Group’s businesses and industry.

  • (3) Confirmed whether the replacement cost, comparative objects and the assets’ use indicated on the appraisal report are consistent with the actual operations.

  • (4) Assessed whether the significant assumptions applied by the expert are relevant and reasonable and tested the mathematical accuracy.

~4~

Responsibilities of management and those charged with governance for the parent company only financial statements

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal controls as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.

Auditors’ responsibilities for the audit of the parent company only financial statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but it is not a guarantee that an audit conducted in accordance with the generally accepted auditing standards 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 parent company only financial statements.

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

  • A. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations,

~5~

or the override of internal controls.

  • B. Obtain an understanding of internal controls 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 controls.

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

  • D. 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 parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  • E. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  • F. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only 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 controls 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.

~6~

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the current period and are therefore the key audit matters. We describe these matters in our report unless the 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 auditors’ report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

For and on behalf of PricewaterhouseCoopers, Taiwan March 23, 2022


The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

~7~

CHC HEALTHCARE GROUP

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2021 AND 2020

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Assets Notes
6(1)
6(2)(17)
7
7
6(2)
6(3)
6(4)
6(5) and 7
6(20)
8
December 31, 2021
Amount
%
$
271,845
3
90,904
1
210
-
4
-
155,142
2
69
-
6,751
-
524,925
6
-
-
12,406
-
8,509,830
93
705
-
9,942
-
60,893
1
5,856
-
8,599,632
94
$
9,124,557
100
December 31, 2020 December 31, 2020
Amount
$
271,845
90,904
210
4
155,142
69
6,751
524,925
-
12,406
8,509,830
705
9,942
60,893
5,856
8,599,632
$
9,124,557
Amount
$
145,791
106,000
-
500
442,521
952
7,696
703,460
600
16,740
8,039,186
601
16,960
61,504
6,640
8,142,231
$
8,845,691
%
Current assets
1100
Cash and cash equivalents
1110
Financial assets at fair value
through profit or loss - current
1180
Accounts receivable - related
parties
1200
Other receivables
1210
Other receivables due from
related parties
1220
Current tax assets
1410
Prepayments
11XX
Total current assets
Non-current assets
1510
Financial assets at fair value
through profit or loss - non-
current
1517
Financial assets at fair value
through other comprehensive
income - non-current
1550
Investments accounted for using
equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1840
Deferred tax assets
1990
Other non-current assets
15XX
Total non-current assets
1XXX
Total assets
2
1
-
-
5
-
-
8
-
-
91
-
-
1
-
92
100

(Continued)

~8~

CHC HEALTHCARE GROUP

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2021 AND 2020

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Liabilities and Equity December 31, 2021
December 31, 2020
Notes
Amount
%
Amount
%
6(6)
$
280,000
3
$
100,000
1
135
-
135
-
24,790
-
20,919
-
-
-
1,765
-
6(18) and 7
7,090
-
6,966
-
6(8) and 8
144,000
2
144,000
2
917
-
846
-
456,932
5
274,631
3
6(7)
1,499,378
16
1,488,808
17
6(8) and 8
1,080,000
12
1,224,000
14
6(20)
734
-
734
-
6(18) and 7
2,992
-
10,081
-
2,583,104
28
2,723,623
31
3,040,036
33
2,998,254
34
6(11)
1,610,536
18
1,570,439
18
6(7)(10)(12)
3,533,299
39
3,427,278
39
6(13)
353,704
4
317,065
4
387,124
4
387,852
4
595,565
7
566,883
6
6(3)
(
395,707) (
5) (
387,124) (
5)
6(11)
-
- (
34,956)
-
6,084,521
67
5,847,437
66
9
$
9,124,557
100
$
8,845,691
100
Current liabilities
2100
Short-term borrowings
2150
Notes payable
2200
Other payables
2230
Current tax liabilities
2280
Current lease liabilities
2320
Long-term liabilities, current
portion
2399
Other current liabilities
21XX
Total current liabilities
Non-current liabilities
2530
Bonds payable
2540
Long-term borrowings
2570
Deferred tax liabilities
2580
Non-current lease liabilities
25XX
Total non-current liabilities
2XXX
Total liabilities
Equity
Share capital
3110
Common stock
Capital surplus
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
Other equity
3400
Other equity
3500
Treasury shares
3XXX
Total equity
Significant contingent liabilities
and unrecognised contract
commitments
3X2X
Total liabilities and equity

The accompanying notes are an integral part of these parent company only financial statements.

~9~

CHC HEALTHCARE GROUP

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2021 AND 2020

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT FOR EARNINGS PER SHARE AMOUNTS)

Items 2021
2020
Notes
Amount
%
Amount
%
6(14) and 7
$
544,496
100
$
500,575
100
6(9)(10)(19) and
7
(
116,012) (
21) (
109,029)(
22)
428,484
79
391,546
78
6(15) and 7
5,786
1
9,798
2
6(16)
2,033
-
1,027
-
6(2)(17)
(
4,326 ) (
1)
22,195
5
6(18) and 7
(
48,891) (
9) (
55,048)(
11)
(
45,398) (
9) (
22,028)(
4)
383,086
70
369,518
74
6(20)
(
1,453)
-
(
3,129)(
1)
$
381,633
70
$
366,389
73
6(3)
($
4,334 ) (
1) $
9,384
2
-
-
(
12,284) (
3)
(
4,269 )
-
3,681
1
(
20)
-
(
53)
-
($
8583) (
1)$
728
-
$
373,050
69
$
367,117
73
6(21)
$
2.43
$
2.53
6(21)
$
2.18
$
1.95
4000
Operating revenue
5000
Operating costs
5900
Gross profit
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7000
Total non-operating income and
expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year
Other comprehensive income
Components of other comprehensive
income that will not be reclassified to
profit or loss
8316
Unrealised gains (losses) from
investments in equity instruments
measured at fair value through other
comprehensive income
8330
Share of other comprehensive income
(loss) of subsidiary, associates and
joint ventures accounted for using the
equity method, components of other
comprehensive income that will not be
reclassified to profit or loss
Components of other comprehensive
income that will be reclassified to profit
or loss
8361
Financial statements translation
differences of foreign operations
8380
Share of other comprehensive income
(loss) of associates and joint ventures
accounted for using equity method,
components of other comprehensive
income that will be reclassified to
profit or loss
8300
Other comprehensive (loss) income for
the year
8500
Total comprehensive income for the year
Earnings per share (in dollars)
9750
Basic earnings per share
9850
Diluted earnings per share

The accompanying notes are an integral part of these parent company only financial statements.

~10~

CHC HEALTHCARE GROUP

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2021 AND 2020

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

2020
Balance at January 1, 2020
Profit for the year
Other comprehensive income (loss)
Total comprehensive income (loss)
Appropriations of 2019 earnings
Legal reserve
Special reserve
Cash dividends
Conversion of convertible bonds
Issuance of convertible bonds
Exercise of employee stock options
Compensation cost of employee stock options
Compensation cost of employee stock options of subsidiaries
Expired employee stock options
Balance at December 31, 2020
2021
Balance at January 1, 2021
Profit for the year
Other comprehensive income (loss)
Total comprehensive income (loss)
Appropriations of 2020 earnings
Legal reserve
Cash dividends
Special reserve
Issuance of shares
Decrease in treasury shares
Exercise of employee stock options
Compensation cost of employee stock options
Compensation cost of employee stock options of subsidiaries
Balance at December 31, 2021
Notes Common stock
$ 1,416,335

-
-
-
-
-
-
151,509
-
2,595
-
-
-
$ 1,570,439

$ 1,570,439

-
-
-
-
-
-
47,220
(
10,000)
2,877
-
-
$ 1,610,536
Capital R eserves Others Retained Earnings Unappropriated
retained earnings
$
545,509
366,389
-
366,389
(
39,517 )
(
24,231 )
(
281,267 )
-
-
-
-
-
-
$
566,883
$
566,883
381,633
-
381,633
(
36,639 )
(
313,648 )
728
-
(
3,392 )
-
-
-
$
595,565
Other EquityInterest
Financial
statements
translation
differences of
foreign operations
Unrealised gains
(loss) on financial
assets at fair value
through other
comprehensive
income
Other EquityInterest
Financial
statements
translation
differences of
foreign operations
Unrealised gains
(loss) on financial
assets at fair value
through other
comprehensive
income
Treasuryshares
($
34,956)
-
-
-
-
-
-

-
-
-
-
-
-
($
34,956)
($
34,956)
-
-

-
-
-

-
-
34,956
-
-
-
$
-
Total equity
Capital surplus Treasury stock
transactions
Employee share
options
$
8,963

-
-
-
-
-
-
-

-
(
2,195)
1,482
2,978
(
74)
$
11,154

$
11,154

-
-
-
-
-
-
-
-
(
2,594)
1,131
2,075
$
11,766
Legal reserve Special reserve
$
363,621
-
-
-
-

24,231

-

-
-
-
-
-
-
$
387,852
$
387,852
-
-
-
-

-

(
728)
-
-

-
-
-
$
387,124
Financial
statements
translation
differences of
foreign operations

6(13)
6(7)(11)
6(7)
6(10)(11)
6(10)


6(13)
6(11)
6(11)

6(10)(11)
6(10)
$ 2,924,636
-
-
-
-
-
-
424,330
-
7,840
-
-
-
$ 3,356,806
$ 3,356,806
-
-
-
-
-
-
118,522
(
21,391)
8,451
-
-
$ 3,462,388
$
173
-
-
-
-
-
-
-
-
-
-
-
-
$
173
$
173
-
-
-
-
-
-
-
(
173)
-
-
-
$
-
$
48,167
-
-
-
-
-
-
(
14,446 )
25,350
-
-
-
74
$
59,145
$
59,145
-
-
-
-
-
-
-
-
-
-
-
$
59,145
$
277,548

-

-

-

39,517

-

-
-

-

-

-

-

-
$
317,065
$
317,065

-

-

-

36,639

-

-

-

-

-

-

-
$
353,704
($
44,918)

-

3,628

3,628

-
-
-

-

-

-

-

-

-
($
41,290)
($
41,290)

-
(
4,249)
(
4,249)
-
-

-

-
-

-

-

-
($
45,539)
($
342,934)
-
(
2,900)
(
2,900)
-
-
-
-
-
-
-
-
-
($
345,834)
($
345,834)
-
(
4,334)
(
4,334)
-
-
-
-
-
-
-
-
($
350,168)
$ 5,162,144
366,389
728
367,117
-
-
(
281,267)
561,393
25,350
8,240
1,482
2,978
-
$ 5,847,437
$ 5,847,437
381,633
(
8,583)
373,050
-
(
313,648)
-
165,742
-
8,734
1,131
2,075
$ 6,084,521

The accompanying notes are an integral part of these parent company only financial statements.

~11~

CHC HEALTHCARE GROUP

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2021 AND 2020

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation charge

Amortisation charge

Gain on financial assets or liabilities at fair value through profit or
loss

Interest expense

Interest income

Dividend income

Compensation cost of employee stock options

Share of profit of associates and joint ventures accounted for using
equity method

Amortisation of discount on bonds payable

Changes in operating assets and liabilities
Changes in operating assets
Financial assets at fair value through profit or loss
Accounts receivable - related parties
Other receivables
Prepayments
Other non-current assets
Changes in operating liabilities
Notes payable
Other payables
Other current liabilities
Cash inflow generated from operations
Interest received during the year
Dividends received during the year
Interest paid during the year
Income tax (paid) refund
Net cash flows from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal of financial assets at amortised cost
Decrease (increase) in other receivables due from related parties

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
Proceeds from disposal of property, plant and equipment

Decrease in refundable deposits
Decrease in other non-current assets
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term loans

Increase in short-term loans

Repayments of lease liabilities

Proceeds from issuance of bonds

Repayments of bonds

Issuance cost of bonds payable
Repayments of long-term debt

Proceeds from issuance of shares

Exercise of employee stock options
Payment of cash dividends

Net cash flows from financing activities
Increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Notes
2021
2020
$
383,086 $
369,518
6(19)
7,289
4,844
6(19)
196
457
6(2)(17)
964 (
26,738 )
6(18)
38,321
41,126
6(15)
(
5,786 ) (
9,798 )
6(16)
(
1,048 ) (
1,015 )
6(10)(19)
1,131
1,482
6(14)
(
404,163 ) (
365,446 )
6(18)
10,570
13,922
14,732 (
7,463 )
(
210 )
-
- (
1,368 )
945 (
2,567 )
(
62 )
-
- (
460 )
3,835
185
72
26
49,872
16,705
9,161
9,798
227,962
263,008
(
38,342 ) (
41,056 )
(
1,724 ) (
403 )
246,929
248,052
-
53,096
7
284,000 (
151,000 )
6(4) and 7
(
435,070 ) (
935,400 )
7
140,000
70,000
(
318 ) (
400 )
7
-
23
-
392
650
700
(
10,738 ) (
962,589 )
6(22)
(
1,170,000 )
-
6(22)
1,350,000
100,000
6(22)
(
6,965 ) (
4,007 )
6(7)
-
1,515,000
6(7)
- (
607,600 )
- (
6,274 )
6(22)
(
144,000 ) (
72,000 )
6(11)
165,742
-
8,734
8,240
6(13)
(
313,648 ) (
281,267 )
(
110,137 )
652,092
126,054 (
62,445 )
145,791
208,236
$
271,845$
145,791

The accompanying notes are an integral part of these parent company only financial statements.

~12~

CHC HEALTHCARE GROUP

NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2021 AND 2020

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT AS OTHERWISE INDICATED)

1. HISTORY AND ORGANISATION

CHC Healthcare Group (“CHC” or the “Company”) was establihsed in November 2009. The Company was established for the purpose of enhancing the comprehensive performance in Greater China and implementing organisational restructuring with Chiu Ho Medical System Co., Ltd. and other affliates. The Company was listed on the Taiwan Stock Exchange on October 24, 2012. The Company is primarily engaged in holding investments in various businesses.

2. THE DATE OF AUTHORISATION FOR ISSUANCE OF THE PARENT COMPANY ONLY FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORISATION

These parent company only financial statements were authorised for issuance by the Board of Directors on March 23, 2022.

3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS

  • (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by the FSC effective from 2021 are as follows:

New Standards, Interpretations and Amendments
Amendments to IFRS 4, ‘Extension of the temporary exemption from
applying IFRS 9
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16, ‘Interest
Rate Benchmark Reform - Phase 2’
Amendment to IFRS 16, ‘Covid-19-related rent concessions beyond 30
June 2021’
Effective date by
International Accounting
Standards Board
January 1, 2021
January 1, 2021
April 1, 2021 (Note)

Note: Earlier application from January 1, 2021 is allowed by the FSC.

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

~13~

(2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Company

New standards, interpretations and amendments endorsed by the FSC effective from 2022 are as follows:

follows:
Effective date by
International Accounting
New Standards, Interpretations and Amendments Standards Board
Amendments to IFRS 3, ‘Reference to the conceptual framework’ January 1, 2022
Amendments to IAS 16, ‘Property, plant and equipment: proceeds before January 1, 2022
intended use’
Amendments to IAS 37, ‘Onerous contracts - cost of fulfilling a contract’ January 1, 2022
Annual improvements to IFRS Standards 2018–2020 January 1, 2022

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

(3) IFRSs issued by IASB but not yet endorsed by the FSC

New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:

endorsed by the FSC are as follows:
New Standards, Interpretations and Amendments
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets
between an investor and its associate or joint venture’
IFRS 17, ‘Insurance contracts’
Amendments to IFRS 17, ‘Insurance contracts’
Amendments to IFRS 17, ‘Initial application of IFRS17 and IFRS 9 -
comparative information’
Amendments to IAS 1, ‘Classification of liabilities as current or non-
current’
Amendments to IAS 1, ‘Disclosure of accounting policies’
Amendments to IAS 8, ‘Definition of accounting estimates’
Amendments to IAS 12, ‘Deferred tax related to assets and liabilities
arising from a single transaction’
Effective date by
International Accounting
Standards Board
To be determined by
International Accounting
Standards Board
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these parent company only financial statements are set out below. These policies have been consistently applied to all the periods presented,

~14~

unless otherwise stated.

(1) Compliance statement

The parent company only financial statements of the Company have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers”.

(2) Basis of preparation

  • A. Except for the following items, these parent company only financial statements have been prepared under the historical cost convention:

  • (a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.

  • (b) Financial assets at fair value through other comprehensive income.

  • B. The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the parent company only financial statements are disclosed in Note 5.

(3) Foreign currency translation

Items included in the financial statements of each of the Company’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The parent company only financial statements are presented in New Taiwan Dollars, which is the Company’s functional and The Company’s presentation currency.

  • A. Foreign currency transactions and balances

  • (a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.

  • (b) Monetary assets and liabilities denominated in foreign currencies at the period end are retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.

  • (c) All foreign exchange gains and losses are presented in the statement of comprehensive income within “other gains or losses”.

  • B. Translation of foreign operations

  • The operating results and financial position of all the Company entities and associates that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

  • (a) Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;

~15~
  - (b) Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and

  - (c) All resulting exchange differences are recognised in other comprehensive income.
  • (4) Classification of current and non-current items

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

    • (a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;

    • (b) Assets held mainly for trading purposes;

    • (c) Assets that are expected to be realised within twelve months from the balance sheet date;

    • (d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.

  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

    • (a) Liabilities that are expected to be paid off within the normal operating cycle;

    • (b) Liabilities arising mainly from trading activities;

    • (c) Liabilities that are to be paid off within twelve months from the balance sheet date;

    • (d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. 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.

  • (5) Cash equivalents

  • Cash equivalents refer to short-term highly liquid investments that are readily convertible to known amount of cash and subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitment in operations are classified as cash equivalents.

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

  • A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.

  • B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.

  • C. At initial recognition, the Company measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Company subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.

  • D. The Company recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount

~16~

of the dividend can be measured reliably.

  • (7) Financial assets at fair value through other comprehensive income

  • A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which The Company has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income.

  • B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognised and derecognised using trade date accounting.

  • C. At initial recognition, The Company measures the financial assets at fair value plus transaction costs. The Company subsequently measures the financial assets at fair value:

    • The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings. When the equity instruments are derecognised the cumulative gain or loss previously recognised in other comprehensive income is not reclassified from equity to profit or loss. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.

(8) Accounts and notes receivable

  • A. Accounts and notes receivable entitle the Company a legal right to receive consideration in exchange for transferred goods or rendered services.

  • B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(9) Impairment of financial assets

For financial assets at amortised cost including accounts receivable that have a significant financing component, at each reporting date, the Company recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Company recognises the impairment provision for lifetime ECLs.

(10) Derecognition of financial assets

The Company derecognises a financial asset when the contractual rights to receive the cash flows from the financial asset expire.

(11) Investments accounted for using equity method – subsidiaries

  • A. Subsidiaries are all entities controlled by the Company. The Company controls an entity when the Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

  • B. Unrealised gains or losses occurred from the transactions between the Company and

~17~

subsidiaries have been offset. The accounting policies of the subsidiaries are consistent with the policies adopted by the Company.

  • C. The Company’s share of its subsidiaries’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, the Company continues to recognise loss proportionately to its ownership.

  • D. Changes in parent’s ownership interest in subsidiary that do not result in the parent losing control of the subsidiaries (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity.

  • E. According to “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, profit and other comprehensive income in the parent company only financial statements should be the same as profit and other comprehensive income attributable to shareholders of the parent in the consolidated financial statements, and the equity in the parent company only financial statements should be the same as the equity attributable to shareholders of the parent in the consolidated financial statements.

(12) Property , plant and equipment

  • A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.

  • B. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

  • C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.

  • D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change.

The estimated useful lives of property, plant and equipment are as follows:

  • Transportation equipment 5 years Other equipment 2 ~ 5 years
~18~

(13) Leasing arrangements (lessee) - right-of-use assets/lease liabilities

  • A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Company. For short-term leases or leases of low-value assets, lease payments are recognised as an expense on a straight-line basis over the lease term.

  • B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of fixed payments, less any lease incentives receivable.

  • The Company subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.

  • C. At the commencement date, the right-of-use asset is stated at cost comprising the following: (a) The amount of the initial measurement of lease liability;

  • (b) Any lease payments made at or before the commencement date; and

  • (c) Any initial direct costs incurred by the lessee.

The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.

(14) Impairment of non-financial assets

The Company assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. When the circumstances or reasons for recognising impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.

(15) Borrowings

Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.

(16) Notes and accounts payable

  • A. Accounts payable are liabilities for services and notes payable are those resulting from
~19~

operating and non-operating activities.

  • B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

  • (17) Convertible bonds payable

Convertible bonds issued by the Company contain conversion options (that is, the bondholders have the right to convert the bonds into the Company’s common shares by exchanging a fixed amount of cash for a fixed number of common shares), call options and put options. The Company classifies the bonds payable upon issuance as a financial asset, a financial liability or an equity instrument in accordance with the contract terms. They are accounted for as follows:

  • A. The embedded call options and put options are recognised initially at net fair value as ‘financial assets or financial liabilities at fair value through profit or loss’. They are subsequently remeasured and stated at fair value on each balance sheet date; the gain or loss is recognised as ‘gain or loss on valuation of financial assets or financial liabilities at fair value through profit or loss’.

  • B. The host contracts of bonds are initially recognised at fair value. Any difference between the initial recognition and the redemption value is accounted for as the premium or discount on bonds payable and subsequently is amortised in profit or loss as an adjustment to ‘finance costs’ over the period of circulation using the effective interest method.

  • C. The embedded conversion options which meet the definition of an equity instrument are initially recognised in ‘capital surplus-share options’ at the residual amount of total issue price less the amount of financial assets or financial liabilities at fair value through profit or loss and bonds payable as stated above. Conversion options are not subsequently remeasured.

  • D. Any transaction costs directly attributable to the issuance are allocated to each liability or equity component in proportion to the initial carrying amount of each abovementioned item.

  • E. When bondholders exercise conversion options, the liability component of the bonds (including bonds payable and ‘financial assets or financial liabilities at fair value through profit or loss’) shall be remeasured on the conversion date. The issuance cost of converted common shares is the total book value of the abovementioned liability component and ‘capital surplus - share options’.

  • (18) Derecognition of financial liabilities

  • A financial liability is derecognised when the obligation under the liability specified in the contract is discharged or cancelled or expires.

  • (19) Offsetting financial instruments

Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.

~20~

(20) Employee benefits

  • A. Short-term employee benefits

Short - term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expenses in that period when the employees render service.

  • B. Pensions

For defined contribution plans, the contributions are recognised as pension expenses when they are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of a cash refund or a reduction in the future payments.

  • C. Employees’ compensation and directors’ remuneration

  • Employees’ compensation and directors’ remuneration are recognised as expenses and liabilities, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee compensation is distributed by shares, the Company calculates the number of shares based on the closing price at the previous day of the board meeting resolution.

- (21) Employee share based payment

  • A. For the equity-settled share-based payment arrangements, the employee services received are measured at the fair value of the equity instruments granted at the grant date, and are recognised as compensation cost over the vesting period, with a corresponding adjustment to equity. The fair value of the equity instruments granted shall reflect the impact of market vesting conditions and non-market vesting conditions. Compensation cost is subject to adjustment based on the service conditions that are expected to be satisfied and the estimates of the number of equity instruments that are expected to vest under the non-market vesting conditions at each balance sheet date. Ultimately, the amount of compensation cost recognised is based on the number of equity instruments that eventually vest.

  • B. The grant date of the share-based payment arrangements is the date that the subscription price and shares are determined.

(22) Income tax

  • A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.

  • B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded

~21~

as income tax expense in the year the stockholders resolve to retain the earnings.

  • C. Deferred tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the parent company only balance sheet. However, the deferred tax is not accounted for if it arises from initial recognition of goodwill or of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Company and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

  • D. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred tax assets are reassessed.

  • E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realise the asset and settle the liability simultaneously.

  • (23) Treasury share

  • Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.

  • (24) Dividends

  • Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders. Cash dividends are recorded as liabilities; stock dividends are recorded as stock dividends to be distributed and are reclassified to ordinary shares on the effective date of new shares issuance.

(25) Revenue recognition

  • A. Investment revenue

The Company recognises share of profit or loss of subsidiaries and associates generated after acquisition in revenue or cost.

~22~
  • B. Sales of services

  • (a) The Company provided administrative resources and management services to subsidiaries, and the revenue will have to be recognised based on the stage of completion at the balance sheet date.

  • (b) If the outcome of providing services cannot be estimated reliably, revenue is recognised only to the extent that costs incurred are likely to be recoverable. If the incurred costs are likely to be recovered, revenue is recognised to the extent that costs incurred are likely to be recoverable; if the incurred costs are not likely to be recovered, revenue shall not be recognised, and the incurred costs shall be recognised in expenses.

5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION

UNCERTAINTY

The preparation of these parent company only financial statements requires management to make critical judgements in applying the Company’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. The related information is addressed below:

  • (1) Critical judgements in applying the Company’s accounting policies

Except for the accounting estimations (detailed in (2) below), the management does not make any judgement that significant affect the recognised amounts in parent company only financial statements when applying the Company’s accounting polices.

  • (2) Critical accounting estimates and assumptions

The Company makes accounting estimates in applying reasonable expectation concerning future events. However, assumptions and estimates may differ from the actual results. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year; and the related information is addressed below: Impairment assessment of investments accounted for using equity method

The Company assesses the impairment of an investment accounted for using equity method as soon as there is any indication that it might have been impaired and its carrying amount cannot be recovered. The Company assesses the recoverable amount of an investment accounted for under the equity method based on the present value of the Company’s share of expected future cash flows of the investee, and analyses the reasonableness of related assumptions.

~23~

6. DETAILS OF SIGNIFICANT ACCOUNTS

(1) Cash and cash equivalents

Checking accounts and demand deposits
Time deposits
December 31, 2021
$ 176,022
95,823
$ 271,845
December 31, 2020
$ 145,791
-
$ 145,791
  • A. The Company transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

  • B. The Company classified restricted cash and cash equivalents pledged to others as other noncurrent assets. Please refer to Note 8 for details.

(2) Financial assets and liabilities at fair value through profit or loss

Items
Current items:
Financial assets mandatorily measured at fair
value through profit or loss
Listed stocks
Unlisted stocks
Valuation adjustment
Non-current items:
Financial assets mandatorily measured at fair
value through profit or loss
Non-hedging derivatives
(Redemption rights to the fourth domestic
issuance of secured convertible corporate
bonds)
Valuation adjustment
(
December 31, 2021
$ 80,751
1,014
9,139
$ 90,904
$ 1,050
1,050)
(
$-
December 31, 2020
$ 99,427
-
6,573
$ 106,000
$ 1,050
450)
$ 600

For the years ended December 31, 2021 and 2020, net gain (loss) on financial assets at fair value through profit or loss was ($964) and $26,738, respectively, shown as ‘other gains and losses’.

(3) Financial assets at fair value through other comprehensive income

Items
Non-current items:
Listed stocks
Valuation adjustment
(
December 31, 2021
$ 340,215
327,809)
(
$ 12,406
December 31, 2020
$ 340,215
323,475)
$ 16,740
  • A. The Company has elected to classify equity investments that are considered to be strategic investments as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $12,406 and $16,740 as at December 31, 2021 and 2020, respectively.
~24~
  • B. The Company recognised ($4,334) and $9,384 in other comprehensive income (loss) for fair value change for the years ended December 31, 2021 and 2020, respectively.

(4) Investments accounted for using equity method

Investments accounted for using equity method
Chiu Ho Medical System Co., Ltd.
Tomorrow Medical System Co., Ltd.
Chiu Ho Scientific Co., Ltd.
Chiu Ho Biotech Co., Ltd.
Shin-Ho Instruments Co., Ltd.
Tong-Lin Instruments Co., Ltd.
Hua Lin Instruments Co., Ltd.
Hsin Lin Biotech Co., Ltd.
E Century Healthcare Corporation
CHC Healthcare (BVI) Limited
Treasure of Health Co., Ltd.
December 31, 2021

$ 4,409,733

821,673

186,712

276,764

209,029

478,958

519,995

86,234

792,125

395,081

333,526

$ 8,509,830
December 31, 2020
$ 4,257,012
794,631
155,121
346,921
115,048
480,835
584,091
82,199
812,228
411,100
-
$ 8,039,186
  • A. Details of the Company’s subsidiaries are provided in Note 4(3) of the Company’s consolidated financial statements as of and for the year ended December 31, 2021.

  • B. In October 2021, the Company acquired 51% of the share capital of Treasure of Health Co., Ltd. for $335,070 and obtained control over Treasure of Health Co., Ltd. Please refer to Note 6(31) of the Company’s consolidated financial statements as of and for the year ended December 31, 2021.

(5) Leasing arrangements-lessee

  • A. The Company leases buildings from subsidiary, Chiu Ho Medical. Rental contracts are typically made for periods of 3 years. Rents are paid at the beginning of the month. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.

  • B. Short-term leases with a lease term of 12 months or less comprise office and warehouse.

  • C. The carrying amount of right-of-use assets and the depreciation charge are as follows:

Buildings
Buildings
December 31, 2021
December 31, 2020
Book value
Depreciation charge
$ 9,942
$ 16,960
Year ended December 31,
December 31, 2020

Depreciation charge

$ 16,960

2021
Depreciation charge
$ 7,018

2020
Depreciation charge

$ 4,094
  • D. For the years ended December 31, 2021 and 2020, the additions to right-of-use assets was $0 and $21,054, respectively.
~25~
  • E. The information on profit and loss accounts relating to lease contracts is as follows:
Items affecting profit or loss
Interest expense on lease liabilities
Expense on short-term lease contracts
Year ended December 31,
2021
2020
$ 234
$ 193
222
1,481
  • F. For the years ended December 31, 2021 and 2020, the Company’s total cash outflow for leases was $7,421 and $5,681, respectively.

(6) Short-term borrowings

Short-term borrowings
Type of borrowings
Bank borrowings
Credit borrowings
Interest rate range
December 31, 2021
$ 280,000
0.80%~1.10%
December 31, 2020

$ 100,000
1.05%

For the years ended December 31, 2021 and 2020, the Company has no asset pledged as collateral for short-term borrowings.

(7) Bonds payable

Bonds payable
December 31, 2021 December 31, 2020
Bonds payable $ 1,537,875 $ 1,537,875
Less: Discount on bonds payable ( 38,497) ( 49,067)
Current portion or exercise of put options - -
$ 1,499,378 $ 1,488,808
  • A. The terms of the third domestic secured convertible bonds issued by the Company are as follows:

  • (a) The Company issued the third domestic secured convertible bonds totalling $1,200,000 with zero coupon rate as approved by the regulatory authority. The bonds mature three years from the issue date (November 2, 2017 ~ November 2, 2020) and will be redeemed in cash at face value at the maturity date. The bonds were listed on the Taipei Exchange on November 2, 2017.

  • (b) The bondholders have the right to request TDCC through the security dealers for conversion of the bonds into common shares of the Company during the period from the date after three month of the bonds issue to the maturity date, except for the stop transfer period as specified in the terms of the bonds or the laws/regulations. The rights and obligations of the new shares converted from the bonds are the same as the issued and outstanding common shares.

  • (c) The conversion price of the bonds is set up based on the pricing model in the terms of the bonds, and is subject to adjustments if the condition of the anti-dilution provisions occurs subsequently. The conversion price on the issue date is NT$42 (in dollars). On July 15, 2018, July 15, 2019 and July 18, 2020, the Company adjusted the conversion price per share to NT$40.6, NT$38.8 and NT$37.1 (in dollars), respectively, according to the rules described above.

~26~
  • (d) The Company may repurchase all the bonds outstanding in cash at the bonds’ face value at any time after the following events occur: (i) the closing price of the Company’s common shares is above the then conversion price by 30% for 30 consecutive trading days during the period from the date after three months of the bonds issue to 40 days before the maturity date, or (ii) the outstanding balance of the bonds is less than 10% of total initial issue amount during the period from the date after one month of the bonds issue to 40 days before the maturity date.

  • (e) Under the terms of the bonds, all bonds redeemed (including bonds repurchased from the Taipei Exchange), matured and converted are retired and not to be re-issued; all rights and obligations attached to the bonds are also extinguished.

  • (f) On August 17, 2018, the Company signed a corporate bond issuance guarantee agreement with Chinatrust Commercial Bank. Under the terms of the agreement, the Company will periodically submit a financial assurance letter to the banks, indicating whether the Company has achieved the required financial ratios based on the annual and semi-annual consolidated financial statements as follows:

  • a. Current ratio must be 100% or higher.

  • b. Debt ratio must equal to or less than 150%.

  • c. Interest coverage ratio must be 3 or higher.

  • d. Tangible net assets must be $4,000,000 or higher.

If the Company fails to meet any of the requirements stated above, Chinatrust Commercial Bank will determine whether there has been a breach of contract.

  • (g) The convertible bonds matured on November 2, 2020. Part of the bonds were converted into 15,932 thousand shares of common stock, and the remaining unconverted bonds were redeemed at $607,600 by cash. The Company transferred the forfeited stock options of $15,617 to capital surplus-forfeited stock options (shown as capital surplus-others).

  • B. The terms of the fourth domestic secured convertible bonds issued by the Company are as follows:

  • (a) The Company issued the fourth domestic secured convertible bonds totalling $1,515,000 with zero coupon rate which were issued at a 101% premium of the total face value of $1,500,000 as approved by the regulatory authority. The bonds mature five years from the issue date (August 4, 2020 ~ August 4, 2025) and will be redeemed in cash at 102.525% of face value at the maturity date. The bonds were listed on the Taipei Exchange on August 4, 2020.

  • (b) The bondholders have the right to request TDCC through the security dealers for conversion of the bonds into common shares of the Company during the period from the date after three months of the bonds issue to the maturity date, except for the stop transfer period as specified in the terms of the bonds or the laws/regulations. The rights and obligations of the new shares converted from the bonds are the same as the issued and outstanding common shares.

  • (c) The conversion price of the bonds is set up based on the pricing model in the terms of the bonds, and is subject to adjustments if the condition of the anti-dilution provisions occurs

~27~

subsequently. The conversion price on the issue date is NT$53.9 (in dollars). On November 29, 2021 and August 3, 2021, the Company adjusted the conversion price per share to NT$50.9 and NT$51.0 (in dollars), respectively, according to the rules described above.

  • (d) The Company may repurchase all the bonds outstanding in cash at the bonds’ face value at any time after the following events occur: (i) the closing price of the Company’s common shares is above the then conversion price by 30% for 30 consecutive trading days during the period from the date after three months of the bonds issue to 40 days before the maturity date, or (ii) the outstanding balance of the bonds is less than 10% of total initial issue amount during the period from the date after one month of the bonds issue to 40 days before the maturity date.

  • (e) Under the terms of the bonds, all bonds redeemed (including bonds repurchased from the Taipei Exchange), matured and converted are retired and not to be re-issued; all rights and obligations attached to the bonds are also extinguished.

  • (f) Regarding the fourth issuance of secured convertible bonds, the equity conversion options amounting to $25,350 were separated from the liability component and were recognised in ‘capital surplus - others’ in accordance with IAS 32 as of December 31, 2021. The call options embedded in bonds payable were separated from their host contracts and were recognised in ‘financial assets or liabilities at fair value through profit or loss’ in net amount in accordance with IFRS 9 because the economic characteristics and risks of the embedded derivatives were not closely related to those of the host contracts. As of December 31, 2021, the effective interest rate of the bonds payable after such separation was 0.7077%.

  • C. There were no assets pledged as collateral for the fourth domestic bonds.

- (8) Long term borrowings

Type of borrowings
Bank borrowings
Secured borrowings
Less: Current portion
Interest rate
Borrowing period
2018.11.29~2023.11.29
(
December 31, 2021
$ 1,224,000
144,000)
(
$ 1,080,000
1.8%
December 31, 2020
$ 1,368,000
144,000)
$ 1,224,000
1.8%
  • A In November 2018, the Company and Tomorrow Medical System Co., Ltd. signed a syndicated loan agreement in the amount of $2,440,000 with a group of lenders led by First Commercial Bank and agreed to the following terms:

  • (a) If the actual drawn amount is less than 80% of each available borrowing facility, the difference shall be imposed at a rate of 0.15% as a commitment fee at the end of the limit on borrowing facilities. The commitment fee shall be paid in full to the lead bank within 5 trading days after the end of the limit on borrowing facilities. Subsequently, the lead bank shall pay the commitment fee to syndicated banks based on its committed ratio.

  • (b) Loan funds must be used for a specified purpose.

~28~
  • (c) The Company will periodically submit a financial assurance letter to the banks, indicating whether the Company has achieved the required financial ratios based on the annual and semi-annual consolidated financial statements as follows:

  • i. Current ratio must be 100% or higher.

  • ii. Debt ratio must be equal to or less than 150%.

  • iii. Interest coverage ratio must be 3 or higher.

  • iv. Tangible net assets must be $4,000,000 or higher.

  • If the Company fails to meet any of the requirements stated above, remedial measures, such as capital increase, must be taken to address the issue before the financial reporting date of the next annual or half-year consolidated financial statements. If the issue is resolved with the remedial measures, it is not considered a breach of contract. However, the Company is required to pay a fee, equal to 0.1% of the unpaid principal balance on the audit date, to the agency bank, who will distribute this fee among the syndicate lenders.

  • (d) The Company shall directly/ indirectly hold a 100% equity interest in Tomorrow Medical System Co., Ltd., Hsing-Yeh Biotechnology Co., Ltd., Medlink Healthcare Limited and Chiu Ho Medical System Co., Ltd., and directly/indirectly hold at least a 66.67% equity interest in Hua Lin Instruments Co., Ltd., Tong-Lin Instruments Co., Ltd., E Century Healthcare Corporation, Chiu Ho Biotech Co., Ltd. and Chiu Ho Scientific Co., Ltd., respectively, and the Company has control over those companies’ operations. Above equity interests can not be pledged or transferred to a third party in any assumption or method as well as trust.

If the Company fails to meet this requirement, First Commercial Bank will determine whether there has been a breach of contract and, if necessary, call a meeting with all the syndicate lenders to discuss the matter.

  • B. Information on assets pledged as collateral for long-term borrowings is provided in Note 8.

(9) Pensions

  • A. The Company has established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company contributes monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment.

  • B. The pension costs under the defined contribution pension plan of the Company for the years ended December 31, 2021 and 2020 were $2,169 and $2,184, respectively.

(10) Share-based payment

  • A. As of December 31, 2021 and 2020, the Company’s share-based payment transactions are as follows:
~29~
Type of arrangement
Employee stock options-106
Grant date
2018.4.13
Quantity granted
(in thousands
of shares)
2,000 (Note 2)
Contract period
7 years
Vesting
conditions
(Note 1)
  • Note 1: After two years from the grant date, employees are allowed to exercise their stock options according to the vesting schedule and proportion specified in the plan.

  • Note 2: 1,262 thousand shares of which were granted to the employees of subsidiaries and second-tier subsidiaries.

  • B. Details of the share-based payment arrangements are as follows:

Stock options
Options outstanding at
January 1
Options forfeited
Options exercised
(
Options outstanding at
December 31
Options exercisable at
December 31
2021
2020
No. of options
(in thousands
Weighted-average
exercise price
No. of options
(in thousands
Weighted-average
exercise price
of shares)
(in dollars)
of shares)
(in dollars)
1,646 $ 30.50
1,980 $ 31.90
-
- ( 75) 31.03
288)
30.36 ( 259)
31.75
1,358
28.80
1,646
30.50
411
225
2020 2020
No. of options
(in thousands
of shares)
1,646
-
288)
1,358
411
Weighted-average
exercise price
(in dollars)
$ 31.90
31.03

31.75
30.50
  • C. As of December 31, 2021 and 2020, number of options outstanding granted to the employees of subsidiaries and second-tier subsidiaries were 878 thousand shares and 1,059 thousand shares, respectively, and number of options exercisable were 265 thousand shares and 139 shares, respectively.

  • D. For the years ended December 31, 2021 and 2020, the weighted-average stock price of stock options on exercise dates were NT$38.28 and NT$41.66 (in dollars), respectively.

  • E. The expiry date and exercise price of stock options outstanding at balance sheet date are as follows:

follows:
Issue date
Expiry
approved
date
2018.4.13
2025.4.12
December 31, 2021
No. of shares
(in thousands
Exercise
price
of shares)
(in dollars)
1,358 $ 28.80
December 31, 2020
No. of shares
(in thousands
Exercise
price
of shares)
(in dollars)
1,646 $ 30.50

No. of shares
(in thousands
of shares)
1,646
  • F. The Black-scholes option-pricing model was used for valuation of fair value of the stock options granted. The related information is listed as follows:
Type of
arrangement
Employee stock
options-106
Grant date
2018.4.13
Stock price
(in dollars)
$ 34.50
Exercise
price
(in dollars)
$ 34.5
Expected
price
volatility
30.02%
Expected
option life
5.25 years
Expected
dividends
0%
Risk-free
interest
rate
0.75%
Fair value
per unit
(in dollars)
$8.46~
$10.91
~30~

G. Expenses incurred on the Company’s share-based payment transactions are shown below:

Equity-settled Years ended December 31, Years ended December 31,

2021
$ 1,131

2020
$ 1,482
  • H. On November 29, 2021, August 3, 2021 and July 18, 2020, the exercise prices of employee stock options-106 were adjusted to NT$28.8, NT$28.8 and NT$30.5 (in dollars), respectively, according to the rules of the employee stock option plan. The adjustment of exercise prices had no significant impact on the fair value of the aforementioned stock options.

(11) Share capital

  • A. As of December 31, 2021, the Company’s authorised capital was $2,500,000, consisting of 250 million shares of ordinary stock, and the paid-in capital was $1,610,536 with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected. The aforementioned paid-in capital included 288 thousand shares of employee share options exercised for the year ended December 31, 2021. The Company has applied to the regulatory authority for registration of the changes in capital on January 12, 2022, and the registration was completed on January 19, 2022.

Movements in the number of the Company’s ordinary shares outstanding are as follows:

At January 1
Employee stock options exercised
Cash capital increase - private placement
Bonds payable converted
At December 31
2021
156,044
288
4,722
-
161,054
(In thousands
of shares)
2020
140,634
259
-
15,151
156,044
  • B. To attract strategic investors, strengthen the Company’s financial structure, enrich working capital and improve the benefits of future competitiveness, the stockholders at their annual stockholders’ meeting on July 1, 2021 adopted a resolution to raise additional cash through private placement. The maximum number of shares to be issued through the private placement is 20,000 thousand shares. The capital increase shall be processed in installments (no more than three times) within one year from the date of the resolution of the stockholders’ meeting. The stockholders authorised the Board of Directors to determine the actual pricing date and issuance price within the range of not less than the percentage of the resolution of the stockholders’ meeting considering the situation of the specific person and the market in the future. As resolved by the Board of Directors on October 6, 2021, the first effective date was on October 13, 2021, and the number of shares issued was 4,722 thousand shares at the subscription price of $35.1 (in dollars) per share. The amount of capital raised through the private placement was $165,742 which had been registered. Pursuant to the Securities and Exchange Act, the ordinary shares
~31~

raised through the private placement are subject to certain transfer restrictions and cannot be listed on the stock exchange until three years after they have been issued and have been offered publicly. Other than these restrictions, the rights and obligations of the ordinary shares raised through the private placement are the same as other issued ordinary shares.

  • C. Treasury shares

  • (a) Reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows:

Name of company
holding the shares
The Company
Reason for
reacquisition
December 31, 2021
Carrying
amount
$ -
(In thousands of shares)
December 31, 2020
Number of
shares
Carrying
amount
1,000 $ 34,956

Number of
shares

-

Number of
shares
1,000

To be reissued
to employees
  • (b) Pursuant to the R.O.C. Securities and Exchange Act, the number of shares bought back as treasury share should not exceed 10% of the number of the Company’s issued and outstanding shares and the amount bought back should not exceed the sum of retained earnings, paid-in capital in excess of par value and realised capital surplus.

  • (c) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should not be pledged as collateral and is not entitled to dividends before it is reissued.

  • (d) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should be reissued to the employees within three years from the reacquisition date and shares not reissued within the three-year period are to be retired. Treasury shares to enhance the Company’s credit rating and the stockholders’ equity should be retired within six months of acquisition.

  • (e) As resolved by the Board of Directors on August 13, 2018, the Company reacquired its shares from the Stock Exchange Market to be reissued to employees from August 14, 2018 to October 13, 2018. The aforementioned acquisition of treasury shares had been completed on October 12, 2018 and the number of shares reacquired was 1,000 thousand shares, totalling $34,956. The registration of retirement of treasury shares not reissued to employees had been completed on November 12, 2021.

(12) Capital surplus

  • A. Pursuant to Paragraph 4, Article 30 of the Business Mergers and Acquisitions Act, if a company becomes a wholly-owned subsidiary of another company through a share exchange, its undistributed earnings become part of the capital surplus of the acquiring company (parent company). Therefore, if the increase in the investment holding company’s capital surplus is from the undistributed earnings of the subsidiary before the share exchange, this amount can be distributed as cash dividends or capitalised. Moreover, the proportion that can be capitalised is not subject to the restrictions set forth in Article 8 of the Securities and Exchange Act Enforcement Rules. In addition, according to Tai-Cai-Rong-Yi-Zi No. 0910016280, such
~32~

increase in capital surplus was not generated by the holding company’s business operations and thus will not affect the remuneration of directors and supervisors and bonuses of employees. As of December 31, 2021, capital surplus that is attributable to the undistributed earnings of Chiu Ho Medical System Co., Ltd. and other associates before share exchanges amounted to $44,390.

  • B. Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paid-in capital each year. However, capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.

  • C. Please refer to Note 6(10) for information on capital surplus - employee stock options.

(13) Retained earnings

  • A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ operating losses and then 10% of the remaining amount shall be set aside as legal reserve unless legal reserve equals the authorised share capital. Special reserve is then appropriated or reversed in accordance with related regulations. At least 50% of the remainder, if any, and accumulated undistributed earnings from prior years shall be proposed by the Board of Directors for appropriation. The proposal for the appropriation of earnings shall be approved by the shareholders if dividends are distributed by issuing new shares and shall be reported to the shareholders during their meeting after being specially resolved by the Board of Directors if dividends are distributed in the form of cash

  • B. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the distribution of the reserve is limited to the portion in excess of 25% of the Company’s paid-in capital.

  • C. In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.

~33~
  • D. The proposal on 2020 and 2019 earnings appropriations which were resolved at the shareholders’ meeting on July 1, 2021 and June 12, 2020, respectively, are as follows:

Years ended December 31,

2020
Dividends per
Amount
share (in dollars)
Legal reserve
$ 36,639
Special reserve
-
Reversal of special
reserve
( 728)
Cash dividends
313,648
$ 2.01
$ 349,559
2019
Dividends per
Amount
share (in dollars)
$ 39,517
24,231
-
281,267
$ 2.0
$ 345,015
Amount
$ 39,517
24,231
-
281,267
$ 345,015

The aforementioned earnings appropriations for the years ended December 31, 2020 and 2019 were in agreement with the amounts resolved by the Board of Directors during its meetings held on March 19, 2021 and March 23, 2020, respectively, and the ex-dividend dates resolved in the same meetings were August 3, 2021 and July 18, 2020, respectively. For more information on the aforementioned earnings appropriations proposed by the Board of Directors and resolved by the shareholders, please go to the Market Observation Post System website maintained by the Taiwan Stock Exchange.

  • E. The appropriations for 2021 earnings as resolved by the Board of Directors on March 23, 2022 are as follows:
are as follows:
Legal reserve
Special reserve
Cash dividends
Year ended December 31, 2021
Dividends per
Amount
share (in dollars)
$ 38,163
8,584
323,879
$ 2.01
$ 370,626

Amount
$ 38,163
8,584
323,879
$ 370,626

(14) Operating revenue

Operating revenue
Investment revenue
Revenue from customer contracts
Timing of revenue recognition-over time
- internal customers - management service
revenue
Years ended December 31,
2021
2020
$ 404,163
$ 365,446
140,333
135,129
$ 544,496
$ 500,575

2021
$ 404,163
140,333
$ 544,496
~34~

(15) Interest income

Interest income
Interest income from bank deposits
Interest income from financial assets measured at
amortised cost
Other interest income
Years ended December 31,
2021
2020
$ 62
$ 117
-
36
5,724
9,645
$ 5,786
$ 9,798

2021
$ 62
-
5,724
$ 5,786

(16) Other income

Other income
Dividend income
Other income
Years ended December 31,
2021
2020
$ 1,048
$ 1,015
985
12
$ 2,033
$ 1,027

2021
$ 1,048
985
$ 2,033

(17) Other gains and losses

Other gains and losses
Years ended December 31,
2021 2020
Net currency exchange losses ($ 3,344) ($ 4,543)
Net (loss) gains on financial assets and liabilities at
fair value through profit or loss ( 964) 26,738
Other losses ( 18)
-
($ 4,326)
$ 22,195

(18) Finance costs

Finance costs
Interest expense:
Bank borrowings
Convertible bonds
Lease liability
Financial expense, others
Years ended December 31,
2021
2020
$ 25,757
$ 28,167
10,570
13,922
234
193
12,330
12,766
$ 48,891
$ 55,048

2021
$ 25,757
10,570
234
12,330
$ 48,891
~35~

(19) Expenses by nature

Expenses by nature
Employee benefit expense
Wages and salaries
Employee stock options
Laboar and health insurance fees
Pension costs
Directors’ remuneration
Other personnel expenses
Depreciation charge
Amortisation expense
Years ended December 31,
2021
2020
Operating
Cost
Operating
Expense
Operating
Cost
Operating
Expense
$ 76,170 $ - $ 71,927 $ -
1,131
-
1,482
-
4,746
-
4,350
-
2,169
-
2,184
-
6,252
-
6,251
-
1,859
-
1,848
-
7,289
-
4,844
-
196
-
457
-
$ 99,812
$-
$ 93,343
$-

2021
Operating
Cost
Operating
Expense
$ 76,170 $ -
1,131
-
4,746
-
2,169
-
6,252
-
1,859
-
7,289
-
196
-
$ 99,812
$-
Operating
Cost
$ 76,170
1,131
4,746
2,169
6,252
1,859
7,289
196
$ 99,812
Operating
Cost
$ 71,927
1,482
4,350
2,184
6,251
1,848
4,844
457
$ 93,343
  • A. In accordance with the Articles of Incorporation of the Company, a ratio of distributable profit of the current year (i.e. profit before tax less profit margin before the appropriation of employees’ compensation and directors’ remuneration), after covering accumulated losses, shall be distributed as employees’ compensation and directors’ remuneration. The ratio shall not be lower than 0.05% for employees’ compensation and shall not be higher than 5% for directors’ remuneration.

The aforementioned employees’ compensation and directors’ remuneration requires the approval from the majority of the directors attending a board meeting, with more than two thirds of all directors in attendance, and must be reported to the shareholders.

Employees’ compensation is distributed in the form of shares or cash, and the recipients may include employees of affiliates who meet certain conditions. The distribution plan is set by the Chairman.

  • B. For the years ended December 31, 2021 and 2020, employees’ compensation was accrued at $199 and $200, respectively; directors’ remuneration was both accrued at $5,600. The aforementioned amounts were recognised in salary expenses.

  • Employees’ compensation of $200 and directors’ remuneration of $5,600 for 2020 as resolved by the Board of Directors were in agreement with those amounts recognised in the 2020 financial statements.

Information about employees’ compensation and directors’ remuneration of the Company as resolved at the meeting of Board of Directors and approved by shareholders at their meeting will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

~36~

(20) Income tax

A. Income tax expense

(a) Components of income tax expense:

tax
me tax expense
Components of income tax expense:
Current tax:
Current tax on profits for the year
Tax on undistributed surplus earnings
Total current tax
Deferred tax
Origination and reversal of temporary
differences
Income tax expense
Years ended December 31,
2021
2020
$ -
$ 51
842
2,508
842
2,559
611
570
$ 1,453
$ 3,129

2021
$ -
842
842
611
$ 1,453

(b) Reconciliation between income tax benefit and accounting profit:

Years ended Years ended December 31,
2021 2020
Income tax calculated based on profit
before tax and statutory tax rate $ 76,617 $ 73,904
Expenses disallowed by tax regulation 2,715 1,945
Tax exempt income by tax regulation ( 83,199) ( 78,491)
Temporary differences not recognised
as deferred tax assets 2,350 -
Taxable losses not recognised as
deferred tax assets 873 -
Tax on undistributed surplus earnings 842 2,508
Change in assessment of realisation of
deferred tax assets 1,255 3,263
Income tax expense $ 1,453 $ 3,129
~37~
  • B. Amounts of deferred tax assets or liabilities as a result of temporary differences and tax losses are as follows:
losses are as follows:
Temporary differences
- Deferred tax assets:
Unrealised exchange loss
Unused compensated absences
Currency translation
differences
Income tax losses
Temporary differences
- Deferred tax liabilities:
Effects of business
combination
(
Temporary differences
- Deferred tax assets:
Unrealised exchange loss
Unused compensated absences
Currency translation
differences
Income tax losses
Temporary differences
- Deferred tax liabilities:
Effects of business
combination
(
Year ended December 31, 2021
January 1
Recognised
in profit
or loss
Recognised
in other
comprehensive
income
$ 912
$ 669
$ -
155 ( 25)
-
-
-
-
60,437
( 1,255)
-
61,504 ( 611)
-
734)
-
-
$ 60,770
($ 611)
$-
Year ended December 31, 2020
(
January 1
Recognised
in profit
or loss
$ 68
$ 844
48
107
-
-
61,958
( 1,521)
62,074 ( 570)
734)
-
$ 61,340
($ 570)
Recognised
in other
comprehensive
income
$ -
-
-
-
-
-
$-
  • C. Expiration dates of unused tax losses and amounts of unrecognised deferred tax assets are as follows:
as follows:
December 31, 2021
Expiry year

Year incurred
2018

Amount filed/assessed
$ 309,790

Unused amount
$ 295,910

Unrecognised
deferred tax assets
$-

2028
~38~

December 31, 2020

Unrecognised Unrecognised
Year incurred
Amount filed/assessed

Unused amount
deferred
tax assets Expiry year
2018
$ 309,790

$ 302,185
$
- 2028
The amounts of deductible temporary differences that were not recognised as deferred tax
assets are as follows:
December 31, 2021 December 31, 2020
Deductible temporary differences $ 110,942 $ 94,923
  • D. The amounts of deductible temporary differences that were not recognised as deferred tax assets are as follows:

E. The Company’s income tax returns through 2019 have been assessed and approved by the Tax Authority.

(21) Earnings per share

Earnings per share
Basic earnings per share
Profit attributable to ordinary
shareholders of the parent
Diluted earnings per share
Profit attributable to ordinary
shareholders of the parent
Assumed conversion of all dilutive
potential ordinary shares
Employee stock options
Employees’ compensation
Convertible bonds
Profit attributable to ordinary
shareholders of the parent plus
assumed conversion of all dilutive
potential ordinary shares
Year ended December 31, 2021

Amount
after tax
$ 381,633
$ 381,633
-
-
23,500
$ 405,133

Weighted average
number of ordinary
shares outstanding
(shares in thousands)

157,029
157,029
275
6

28,363

185,673

Earnings
per share
(in dollars)

$ 2.43
$ 2.18
~39~
Basic earnings per share
Profit attributable to ordinary
shareholders of the parent
Diluted earnings per share
Profit attributable to ordinary
shareholders of the parent
Assumed conversion of all dilutive
potential ordinary shares
Employee stock options
Employees’ compensation
Convertible bonds
Profit attributable to ordinary
shareholders of the parent plus
assumed conversion of all dilutive
potential ordinary shares
Year ended December 31, 2020 Year ended December 31, 2020 Year ended December 31, 2020

Amount
after tax
$ 366,389
$ 366,389
-
-
27,188
$ 393,577

Weighted average
number of ordinary
shares outstanding
(shares in thousands)

144,957
144,957
355
7

56,097

201,416

Earnings
per share
(in dollars)

$ 2.53
$ 1.95

Because employees’ compensation may be distributed in the form of shares, the calculation of diluted earnings per share assumes that employees’ compensation would be distributed entirely in shares. These dilutive potential common shares are included in the weighted average number of outstanding shares when calculating diluted earnings per share. When calculating basic earnings per share, shares issued as part of employees’ compensation are included in the weighted average number of outstanding shares only if the number of such shares have been confirmed and resolved by the shareholders. Shares issued as part of employees’ compensation are not considered bonus shares, therefore no retrospective adjustment is applied when calculating basic and diluted earnings per share.

(22) Changes in liabilities from financing activities

January 1, 2021
Changes in cash flow
from financing
activities
Changes in other non-
cash items
December 31, 2021
Short-term
borrowings
$ 100,000
180,000
-
$ 280,000
Bonds payable
$ 1,488,808
-
10,570
$ 1,499,378
Long-term
borrowings
Lease liability
$ 1,368,000
$ 17,047
( 144,000) ( 6,965)
-
-
$ 1,224,000
$ 10,082
Total liabilities
from financing
activities
$ 2,973,855
29,035
10,570
$ 3,013,460
~40~
January 1, 2020
Changes in cash flow
from financing
activities
Changes in other non-
cash items
December 31, 2020
Short-term
borrowings
$ -
100,000
-
(
$ 100,000
Bonds payable
$ 1,159,471
901,126
571,789)
$ 1,488,808
Long-term
borrowings
Lease liability
$ 1,440,000
$ -
( 72,000) ( 4,007)
-
21,054
(
$ 1,368,000
$ 17,047
Total liabilities
from financing
activities
$ 2,599,471
925,119
550,735)
$ 2,973,855

7. RELATED PARTY TRANSACTIONS

(1) Parent and ultimate controlling party

The Company’s stocks are held by the public, so it has neither an ultimate parent company nor ultimate controlling party.

(2) Names of related parties and relationship

Names of related parties
Chiu Ho Medical System Co., Ltd.
Tomorrow Medical System Co., Ltd.
Chiu Ho Scientific Co., Ltd.
Chiu Ho Biotech Co., Ltd.
Shin-Ho Instruments Co., Ltd.
Tong-Lin Instruments Co., Ltd.
Hua Lin Instruments Co., Ltd.
Hsin Lin Biotech Co., Ltd.
E Century Healthcare Corporation
J. Ab Beauty Co., Ltd. (Note 1)
Medlink Healthcare Limited
Hsing-Yeh Biotechnology Co., Ltd.
SenCare Healthcare Company
CHC Long-Term Care Corporation
Treasure of Health Co., Ltd. (Note 2)
Relationship with the Company
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary

Note 1: The shareholders resolved to dissolve the Company’s subsidiary, J. Ab Beauty Co., Ltd., at their meeting on April 20, 2018. Consequently, the Company no longer controls J. Ab Beauty Co., Ltd. thereafter. The liquidation of J. Ab Beauty Co., Ltd. was completed on July 23, 2019.

Note 2: The Company acquired 51% of the share capital of this subsidiary on October 6, 2021.

~41~

(3) Significant transactions and balances with related parties

A. Management service revenues (shown as ‘Operating revenue’)

Sales of services
Chiu Ho Medical System Co., Ltd.
Tomorrow Medical System Co., Ltd.
Hua Lin Instruments Co., Ltd.
E Century Healthcare Corporation
Hsing-Yeh Biotechnology Co., Ltd.
Others
Years ended December 31,
2021
2020
$ 63,000
$ 52,200
13,878
21,666
10,458
8,271
15,258
11,751
11,478
10,026
26,261
31,215
$ 140,333
$ 135,129
Years ended December 31,
2021
2020
$ 63,000
$ 52,200
13,878
21,666
10,458
8,271
15,258
11,751
11,478
10,026
26,261
31,215
$ 140,333
$ 135,129

2021
$ 63,000
13,878
10,458
15,258
11,478
26,261
$ 140,333

Management service revenue pertains to revenue arising from administrative resources, technical consultation on medical practices and management services rendered by the Company to related parties and the prices and payment terms are decided by both parties.

B. Rent expenses (shown as ‘Operating costs’)

Rent expenses (shown as‘Operating costs’)
Lease objects
Lessors
Leasing period
Land and
Buildings
Chiu Ho Medical
System Co., Ltd.
2021.1.1~2022.5.31
Chiu Ho Scientific
Co., Ltd.
2020.1.1~2020.12.31
Years ended December 31,
2021
2020
$ 168 $ 568
54
263
$ 222
$ 831

2021
$ 168
54
$ 222

The Company paid rent monthly.

C. Property transactions

Disposal of property, plant and equipment:

Property transactions
Disposal of property, plant and equipment:
Chiu Ho Medical System Co., Ltd. Year ended December 31, 2021
Disposal proceeds
Gain (loss)
on disposal
$ 23
$-

Disposal proceeds
$ 23

There was no disposal of property, plant and equipment to related parties for the year ended December 31, 2021.

D. Receivables from related parties

Account receivables
Treasure of Health Co., Ltd.
December 31, 2021
$ 210
December 31, 2020
$-
  • (a) The accounts receivable are not overdue or impaired and are with good credit quality.

  • (b) As of December 31, 2021, there are no overdue financial assets.

  • (c) The maximum amount of the accounts receivable exposed to credit risks is the book value.

~42~

E. Other receivables due from related parties

(a) Loans to related parties (including interest receivable)

Chiu Ho Medical
System Co., Ltd.
Tomorrow Medical
System Co., Ltd.
Others
Chiu Ho Medical
System Co., Ltd.
Tomorrow Medical
System Co., Ltd.
Others
Year ended December 31, 2021 Year ended December 31, 2021 Year ended December 31, 2021
Ending balance of
interest receivable
$ 895
619
259
$ 1,773

Ending balance of
interest receivable
$ 2,939
1,349
864
$ 5,152

Maximum
balance
$ 250,000
120,000
130,000

Ending
balance
Interest
rate
Amount of
interest
$ 73,000
2%
$ 2,827
50,000
2%
1,129
30,000
2%
1,768
$ 153,000
$ 5,724
Year ended December 31, 2020

Maximum
balance
$ 280,000
350,000
152,000

Ending
balance
$ 230,000
120,000
87,000
$ 437,000

Interest
rate
2%
2%
2%

Amount of
interest
$ 3,503
4,012
2,130
$ 9,645

The loans lent to subsidiaries are repayable within 1 year and the interest rate is at 2% per annum for both years ended December 31, 2021 and 2020.

  • (b) Proceeds from liquidation of investee transferred to other receivables

J. Ab Beauty Co., Ltd.
December 31, 2021

$ 369
December 31, 2020

$ 369
  • F. Lease transactions lessee

  • (a) The Company leases offices from related parties. Rental contracts are all typically made for periods of 3 years. Rents are determined according to the market price and paid monthly.

  • (b) Acquisition of right-of-use assets

Acquisition of right-of-use assets
Chiu Ho Medical System Co., Ltd.
Lease liabilities
i.
Outstanding balance
Chiu Ho Medical System Co., Ltd.
ii.
Interest expense
Chiu Ho Medical System Co., Ltd.
Years ended December 31,
2021
2020
$-
$ 21,054
December 31, 2021
December 31, 2020
$ 10,082
$ 17,047
Years ended December 31,
2021
2020
$ 234
$ 193

2021
$ 234
  • (c) Lease liabilities
~43~

G. Others

(a) Capital increase of subsidiaries

Company name
Shin-Ho Instruments
Co., Ltd.
Company name
Chiu Ho Medical
System Co., Ltd.
Tomorrow Medical
System Co., Ltd.
Shin-Ho Instruments
Co., Ltd.
Year ended December 31, 2021
Total
transaction
amount
Percentage of
ownership before
capital increase
Percentage of
ownership after
capital increase
$ 100,000
100% 100%
Year ended December 31, 2020
Total
transaction
amount
Percentage of
ownership before
capital increase
Percentage of
ownership after
capital increase
$ 575,400 100% 100%
250,000 100% 100%
110,000
100% 100%
$ 935,400

Capital
increase price
per share
(in dollars)
$ 10

Capital
increase price
per share
(in dollars)
$ 10
10
10

Total
transaction
amount
$ 575,400
250,000
110,000
$ 935,400
  • (b) Proceeds from capital reduction of subsidiaries
Year ended December 31, 2021
Company name
Percentage
of capital
reduction
Total
transaction
amount
Hua Lin Instruments Co.,
Ltd.
14.40% $ 70,000
Chiu Ho Biotech Co.,
Ltd.
21.21%
70,000
$ 140,000
Year ended December 31, 2020
Percentage
of capital
reduction
Total
transaction
amount
12.59% $ 70,000

--

$ 70,000

Percentage
of capital
reduction
12.59%

-
  • H. Endorsements and guarantees provided to related parties

  • (a) As of December 31, 2021 and 2020, the balances of financial guarantees provided by the Company to other subsidiaries as collateral for bank borrowings are as follows.

Chiu Ho Medical System Co., Ltd.
Tomorrow Medical System Co., Ltd.
Others
December 31, 2021
$ 1,412,000
1,410,000
1,021,000
$ 3,843,000
December 31, 2020
$ 1,562,000
1,520,000
335,480
$ 3,417,480
~44~
  • (b) As of December 31, 2021 and 2020, the Company and its subsidiary, Tomorrow Medical System Co., Ltd., signed a syndicated loan agreement with First Commercial Bank, and the total syndicated loan amounted to $2,440,000. This syndicated loan is jointly guaranteed by the Company and the Company’s chairman, Mr. Pei-Lin Lee, and pledged the land and buildings of the subsidiary, Hsing-Yeh Biotechnology Co., Ltd., as collateral.

(4) Key management compensation

Key management compensation
Salaries and other short-term employee benefits
Post-employment benefits
Share-based payments
Years ended December 31,
2021
2020
$ 41,846
$ 41,123
324
324
356
466
$ 42,526
$ 41,913

2021
$ 41,846
324
356
$ 42,526

8. PLEDGED ASSETS

The Company’s assets pledged as collateral are as follows:

Assets Book value
December 31, 2020
$ 6,300
Purpose
December 31, 2021
$ 5,650
Other non-current assets
- Restricted bank deposits

Collateral for long-term
borrowings

9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT COMMITMENTS

Except for significant commitment and guarantees and endorsements provided to related parties described in Notes 6(8) and 7(3)H, the Company has no other significant commitments and contingencies.

10. SIGNIFICANT DISASTER LOSS

None.

11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE

None.

12. OTHERS

(1) Capital management

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to provide returns for shareholders 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 amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

~45~

(2) Financial instruments

A. Financial instruments by category

Financial assets
Financial assets at fair value through profit
or loss
Financial assets mandatorily measured at
fair value through profit or loss
Financial assets at fair value through other
comprehensive income
Designation of equity instrument
Financial assets at amortised cost
Cash and cash equivalents
Accounts receivable (including related
parties)
Other receivables (including related
parties)
Other financial assets (shown as ‘other
non-current assets - other’)
Financial liabilities
Financial liabilities at amortised cost
Short-term borrowings
Notes payable
Other payables
Bonds payable
Long-term borrowings (including current
portion)
Lease liability
December 31, 2021
$ 90,904
$ 12,406
$ 271,845
210
155,146
5,650
$ 432,851
$ 280,000
135
24,790
1,499,378
1,224,000
$ 3,028,303
$ 10,082
December 31, 2020
$ 106,600
$ 16,740
$ 145,791
-
443,021
6,300
$ 595,112
$ 100,000
135
20,919
1,488,808
1,368,000
$ 2,977,862
$ 17,047
  • B. Financial risk management policies

  • (a) The Company’s operating activities expose it to a variety of financial risks, including market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company’s financial position and financial performance.

  • (b) Risk management is carried out by the Company treasury department under policies approved by the Board of Directors. The Company treasury identifies, evaluates and hedges financial risks in close cooperation with the Company’s operating units. The Board provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as credit risk.

~46~
  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

Foreign exchange risk

  • i. The Company conducts business worldwide and imports state-of-the-art medical equipment and supplies from various countries and is therefore exposed to foreign exchange rate risk from multiple foreign currencies, primarily the US dollar and HKD. Foreign exchange rate risk arises from net investments in foreign operations.

  • ii. The Company’s businesses involve some non-functional currency operations (the Company’s functional currency: NTD). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:

(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
HKD:NTD
Non-monetary
Items
USD:NTD
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
HKD:NTD
Non-monetary
items
USD:NTD
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
HKD:NTD
Non-monetary
Items
USD:NTD
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
HKD:NTD
Non-monetary
items
USD:NTD
December 31, 2021
Foreign
currency
amount
Exchange
Book value
(in thousands)
rate
(NTD)
$ 9 27.68 $ 249
27,101 3.55 96,209
14,273 27.68 395,077
December 31, 2020
Foreign
currency
amount
Exchange
Book value
(in thousands)
rate
(NTD)
$ 15 28.48 $ 427
27,091 3.67 99,424
14,435 28.48 411,109
December 31, 2021
Foreign
currency
amount
Exchange
Book value
(in thousands)
rate
(NTD)
$ 9 27.68 $ 249
27,101 3.55 96,209
14,273 27.68 395,077
December 31, 2020
Foreign
currency
amount
Exchange
Book value
(in thousands)
rate
(NTD)
$ 15 28.48 $ 427
27,091 3.67 99,424
14,435 28.48 411,109
Year ended December 31, 2021
Sensitivity analysis
Effect on
Extent of
profit
variation
or loss
1%
$ 2
1%
962
Year ended December 31, 2020
Sensitivity analysis
Effect on
Extent of
profit
variation
or loss
1%
$ 4
1%
994

Foreign
currency
amount
(in thousands)
$ 15
27,091
14,435

Exchange
rate
28.48
3.67
28.48

Extent of
variation
1%
1%






  • iii. The total exchange loss, including realised and unrealised arising from significant foreign exchange variation on the monetary items held by the Company for the years ended December 31, 2021 and 2020, amounted to ($3,344) and ($4,543), respectively.

Price risk

  • i. The Company is exposed to equity price risk from its investments classified on the consolidated balance sheet either as financial assets measured at fair value through
~47~

profit or loss and financial assets measured at fair value through other comprehensive income. The Company is not exposed to commodity price risk. To manage its price risk arising from investments in equity securities, the Company has set stop-loss points and therefore does not expect to incur significant losses from equity price risk.

  • ii. The Company’s investments in equity securities comprise domestic and foreign listed and unlisted stocks. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 10% with all other variables held constant, post-tax profit for the years ended December 31, 2021 and 2020 would have increased/decreased by $9,090 and $10,600, respectively, as a result of gains/losses on equity securities classified as at fair value through profit or loss. Other components of equity would have increased/decreased by $1,241 and $1,674, respectively, as a result of other comprehensive income classified as equity investment at fair value through other comprehensive income.

Cash flow and fair value interest rate risk

  • i. The Company’s interest rate risk arises from long-term borrowings. Long-term borrowings issued at variable rates expose the Company to cash flow interest rate risk, which is partially offset by cash and cash equivalents held at variable rates. The Company’s borrowings at variable rates are primarily denominated in NTD.

  • ii. If the borrowing interest rate had increased/decreased by 1% with all other variables held constant, profit, net of tax for the years ended December 31, 2021 and 2020 would have decreased/increased by $12,240 and $13,680, respectively. The main factor is that changes in interest expense result from floating rate borrowings.

  • (b) Credit risk

  • The Company provides endorsements and guarantees based on the Company’s policies and procedures on endorsements and guarantees, either to subsidiaries. No collateral is requested for the endorsements and guarantees as the Company can control the credit risk of the subsidiary. The maximum credit risk is the guaranteed amount.

  • (c) Liquidity risk

  • i. Cash flow forecasting is performed in the operating entities of the Company and aggregated by Company treasury. Company treasury monitors rolling forecasts of the Company’s liquidity requirements to ensure it has sufficient cash to meet operational needs. Such forecasting takes into consideration the Company’s debt financing plans, covenant compliance, compliance with internal balance sheet ratio targets.

  • ii. The table below analyses the Company’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the expected or contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

~48~

Non-derivative financial liabilities:

December 31, 2021
Short-term borrowings
Notes payable
Other payables
Lease liability
Bonds payable and embedded
derivative instruments
Long-term borrowings (including
current portion)
Non-derivative financial liabilities:
December 31, 2020
Short-term borrowings
Notes payable
Other payables
Lease liability
Bonds payable and embedded
derivative instruments
Long-term borrowings (including
current portion)
Less than
1 year
$ 281,330
135
24,790
7,215
-
164,843
Less than
1 year
$ 100,525
135
20,919
7,596
-
167,395
Between 1
and 2 years
$ -
-
-
3,000
-
1,096,909
Between 1
and 2 years
$ -
-
-
7,200
-
164,843
Between 2
and 5 years
$ -
-
-
-
1,537,875
-
Between 2
and 5 years
$ -
-
-
3,000
1,537,875
1,096,909

(3) Fair value information

  • A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:

  • Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Company’s investment in listed stocks is included in Level 1.

  • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

  • Level 3: Unobservable inputs for the asset or liability. The fair value of the Company’s investment in equity investment without active market is included in Level 3.

  • B. The carrying amount of a financial instrument not measured at fair value is a reasonable approximation of its fair value. Such financial instruments include cash and cash equivalents, accounts receivable (including related parties), other receivables (including related parties), other financial assets, short-term borrowings, notes payable, other payables, long-term borrowings (including the portion due within one year or one business cycle), bonds payable and lease liability.

~49~
  • C. The related information on financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities are as follows:

  • (a) The related information on the nature of the assets and liabilities is as follows:

December 31, 2021
Assets
Recurring fair value
measurements
Financial assets at fair
value through profit or loss
Equity securities
Financial assets at fair value
through other comprehensive
income
Equity securities
December 31, 2020
Assets
Recurring fair value
measurements
Financial assets at fair
value through profit or loss
Equity securities
Derivative instruments
Financial assets at fair value
through other comprehensive
income
Equity securities
Level 1
$ 89,890
12,406
$ 102,296
Level 1
$ 106,000
-
16,740
$ 122,740
Level 2
$ -
-
$-
Level 2
$ -
-
-
$-
Level 3
$ 1,014
-
$ 1,014
Level 3
$ -
600
-
$ 600
Total
$ 90,904
12,406
$ 103,310
Total
$ 106,000
600
16,740
$ 123,340
  • (b) The methods and assumptions the Company used to measure fair value are as follows:

    • i. Listed stocks are instruments whose fair values are measured using quoted market prices (that is, Level 1). The quoted market prices used for these stocks are the closing prices on the balance sheet date.

    • ii. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes.

  • D. For the years ended December 31, 2021 and 2020, there was no transfer between Level 1 and Level 2.

~50~
  • E. The following chart is the movement of Level 3 for the years ended December 31, 2021 and 2020.
At January 1
Gains and losses recognised in profit or loss
Acquired during the year
At December 31
At January 1
Gains and losses recognised in profit or loss
Issuance of convertible bonds
At December 31
2021
Equity investments
Derivative financial
instruments
$ -
$ 600
- ( 600)
1,014
-
$ 1,014
$-
2020
Equity investments
Derivative financial
instruments
$ -
$ 70
- ( 520)
-
1,050
$-
$ 600
  • F. For the years ended December 31, 2021 and 2020, there was no transfer into or out from Level 3.

  • G. Financial accounting department is in charge of valuation procedures for fair value measurements being categorised within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions and performing reviews regularly.

  • H. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:

Non-
derivative
equity
instrument:
Unlisted
stocks
Hybrid
instrument:
Convertible
bonds
Fair value at
December 31, 2021
$ 1,014
$ -
Valuation
technique
Most recent
non-active
market price
Binomial
Model
Significant
unobservable
input
Not applicable
Volatility
Discount rate
Range
(weighted
average)
-
19.10%
(19.10%)
0.5655%
(0.5655%)
Relationship of
inputs to
fair value
Not applicable
The higher the
volatility, the higher
the fair value; The
higher the discount
rate, the lower the
fair value
~51~

Significant Range Relationship of Fair value at Valuation unobservable (weighted inputs to December 31, 2020 technique input average) fair value Hybrid instrument: Convertible $ 600 Binomial Volatility 31.70% The higher the bonds Model Discount rate (31.70%) volatility, the higher 0.5549% the fair value; The (0.5549%) higher the discount rate, the lower the fair value

  • I. The Company has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. For financial assets and financial liabilities classified as Level 3, an increase or decrease in their valuation parameter by 1% would have no material impact on gain or loss and other comprehensive income as at December 31, 2021 and 2020.

(4) Impact of the pandemic of Covid-19

  • During the Covid-19 pandemic, the Company was able to maintain its normal operations amidst the various preventive measures imposed by the government. Based on the Company’s assessment, the pandemic had no significant impact on its ability to continue as a going concern, impairment of assets and financing risks.

13. SUPPLEMENTARY DISCLOSURES

(1) Significant transactions information

  • A. Loans to others: Please refer to table 1.

  • B. Provision of endorsements and guarantees to others: Please refer to table 2.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 3.

  • D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: Please refer to table 4.

  • E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: None.

  • F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.

  • G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 5.

  • H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 6.

  • I. Trading in derivative instruments undertaken during the reporting periods: Please refer to Notes 6(2)(7), and 12(3).

  • J. Significant inter-company transactions during the reporting period: None exceeds $100 million.

~52~

(2) Information on investees

  • Information on investee companies (not including investees in Mainland China) Please refer to table 7.

(3) Information on investments in Mainland China

  • A. Basic information: Please refer to table 8.

  • B. Limits on investments in Mainland China: Please refer to table 8.

  • C. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: None exceeds $100 million.

(4) Major shareholders information

Please refer to table 9.

14. SEGMENT INFORMATION

Segment information is presented in the consolidated financial statements in accordance with the regulations of IFRS 8.

~53~

Table 1

CHC Healthcare Group

Loans to others

For the year ended December 31, 2021

Expressed in thousands of NTD (Except as otherwise indicated)

No.
(Note 1)
Creditor Borrower General ledger
account
Is a
related
party
Maximum
outstanding
balance during the
year ended
December 31,
2021
Balance at
December 31,
2021
Actual amount
drawn down
Interest
rate
Nature of loan Amount of
transactions
with the
borrower
Reason for
short-term
financing
Allowance
for
doubtful
accounts
Collateral Collateral Limit on loans
granted to a
single party
(Note 2)
Ceiling on total
loans granted
(Note 3)
Footnote
Item Value
0
0
0
0
0
0
0
0
1
2
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
Chiu Ho Scientific
Co., Ltd.
Hsing-Yeh
Biotechnology Co.,
Ltd.
Chiu Ho Medical
System Co., Ltd.
Chiu Ho Scientific
Co., Ltd.
Shin-Ho Instruments
Co., Ltd.
Tomorrow Medical
System Co., Ltd.
Medlink Healthcare
Limited
Hsing-Yeh
Biotechnology Co.,
Ltd.
Hua Lin Instruments
Co., Ltd.
Chiu Ho Biotech
Co., Ltd.
High-End Vision
Eye Center
Yeezen General
Hospital
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
480,000
$ 100,000
300,000
500,000
100,000
150,000
30,000
30,000
4,500
199,000
400,000
$ 50,000
300,000
350,000
-
150,000
30,000
30,000
3,500
159,000
1,472,500
$
73,000
$ -
-
50,000
-
30,000
-
-
3,500
159,000
2%
2%
2%
2%
2%
2%
2%
2%
2.5%
2.5%
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Business
transaction
Business
transaction
-
$ -
-
-
-
-
-
-
5,337
201,896
Operation
Operation
Operation
Operation
Operation
Operation
Operation
Operation
-
-
-
$ -
-
-
-
-
-
-
-
-
None
None
None
None
None
None
None
None
None
None
-
$ -
-
-
-
-
-
-
-
-
608,452
$ 608,452
608,452
608,452
608,452
608,452
608,452
608,452
5,337
198,903
2,443,808
$ 2,443,808
2,443,808
2,443,808
2,443,808
2,443,808
2,443,808
2,443,808
74,685
397,807
315,500
$

Note 1: The numbers filled in for the loans provided by the Company or subsidiaries are as follows:

(1) The Company is ‘0’.

(2) The subsidiaries are numbered in order starting from ‘1’.

Note 2: (1) In accordance with the Company's lending policies and procedures, the credit limit for each type of borrower is set as follows:

  • A. For borrowers with which the Company has a business relationship, the individual loan amount cannot exceed the total transaction amount with the Company in the most recent year.

  • B. For borrowers with short-term financing needs, the individual loan amount cannot exceend 10% of the Company's net assets according to the most recent financial statements.

  • (2) In accordance with the lending policies and procedures of the Company's subsidiary, the credit limit for each type of borrower is set as follows:

  • A. For borrowers with which the subsidiary has a business relationship, the individual loan amount cannot exceed the total transaction amount with the subsidiary in the most recent year.

  • B. The total loan amount granted to a single party cannot exceed 20% of the subsidiary's net assets according to the most recent financial statements.

Note 3: (1) Limit on total loans granted by the Company: Total loan amount cannot exceed 40% of the Company's net assets according to the most recent financial statements.

  • (2) Limit on total loans granted by the Company's subsidiary: Total loan amount cannot exceed 40% of the subsidiary's net assets according to the most recent financial statements.

Table 1, Page 1

CHC Healthcare Group

Table 2

Expressed in thousands of NTD (Except as otherwise indicated)

Provision of endorsements and guarantees to others

For the year ended December 31, 2021

No.
(Note1)
Endorser/
guarantor
Party being
endorsed/guaranteed
Party being
endorsed/guaranteed
Limit on
endorsements/
guarantees
provided for a
single party
(Note 3)
Maximum
outstanding
endorsement/
guarantee
amount as of
December31,2021
Outstanding
endorsement/
guarantee
amount at
December31,2021
Actual amount
drawndown
Amount of
endorsements/
guarantees
secured with
collateral
Ratio of
accumulated
endorsement/
guarantee
amount to net
asset value of
the endorser/
guarantor
company
Ceiling on
total amount of
endorsements/
guarantees
provided
(Note4)
Provision of
endorsements/
guarantees by
parent
company to
subsidiary
(Note 5)
Provision of
endorsements/
guarantees by
subsidiary to
parent
company
(Note 5)
Provision of
endorsements/
guarantees to
the party in
Mainland
China
(Note 5)
Footnote
Companyname Relationship
with the
endorser/
guarantor
(Note2)
0
0
0
0
0
0
1
1
2
The Company
The Company
The Company
The Company
The Company
The Company
Hsing-Yeh
Biotechnology Co.,
Ltd.
Hsing-Yeh
Biotechnology Co.,
Ltd.
Chiu Ho (CHINA)
Medical
Technology Co.,
Ltd.
Chiu Ho Medical
System Co., Ltd.
Tomorrow Medical
System Co., Ltd.
Chiu Ho Scientific
Co., Ltd.
E Century Healthcare
Corporation
Hsing-Yeh
Biotechnology Co.,
Ltd.
Shin-Ho Instruments
Co., Ltd.
The Company
Tomorrow Medical
System Co., Ltd.
CHC (Guangzhou)
Medical Technology
Co., Ltd.
2
2
2
2
2
2
3
4
4
12,169,042
$ 12,169,042
12,169,042
12,169,042
12,169,042
12,169,042
1,989,036
1,989,036
245,608
1,562,000
$ 1,520,000
200,000
57,000
100,000
771,000
828,236
575,164
43,840
1,412,000
$ 1,410,000
150,000
-
100,000
771,000
828,236
575,164
43,440
5,289,840
$
300,659
$ 1,032,575
15,352
-
34,461
238,480
704,000
547,887
21,720
2,895,134
$
-
$ -
-
-
-
-
828,236
575,164
-
23.21%
23.17%
2.47%
0.00%
1.64%
12.67%
83.28%
57.83%
35.37%
18,253,563
$ 18,253,563
18,253,563
18,253,563
18,253,563
18,253,563
2,983,554
2,983,554
368,412
$
Y
Y
Y
Y
Y
Y
N
N
N
N
N
N
N
N
N
Y
N
N
N
N
N
N
N
N
N
N
Y
1,403,400
$

Note 1: The numbers filled in for the endorsements/guarantees provided by the Company or subsidiaries are as follows:

(1) The Company is ‘0’.

(2) The subsidiaries are numbered in order starting from ‘1’.

Table 2, Page 1

Note 2: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following seven categories; fill in the number of category each case belongs to:

  • (1) Having business relationship.

  • (2) The endorser/guarantor parent company owns directly and indirectly more than 50% voting shares of the endorsed/guaranteed subsidiary.

  • (3) The endorsed/guaranteed company owns directly and indirectly more than 50% voting shares of the endorser/guarantor parent company.

  • (4) The endorser/guarantor parent company owns directly and indirectly more than 90% voting shares of the endorsed/guaranteed company.

  • (5) Mutual guarantee of the trade made by the endorsed/guaranteed company or joint contractor as required under the construction contract.

  • (6) Due to joint venture, all shareholders provide endorsements/guarantees to the endorsed/guaranteed company in proportion to its ownership.

  • (7) Joint guarantee of the performance guarantee for pre-sold home sales contract as required under the Consumer Protection Act.

  • Note 3: (1) In accordance with the Company's policies and procedures on endorsements and guarantees, the endorsement or guarantee amount for a single party cannot exceed 200% of the Company's net assets according to the most recent financial statements.

  • (2) In accordance with the policies and procedures on endorsements and guarantees provided by the Company's subsidiary, the endorsement or guarantee amount for a single party cannot exceed 200% of the subsidiary's net assets according to the most recent financial statements.

  • (3) In accordance with the Company's policies and procedures on endorsements and guarantees, the total endorsement or guarantee amount for a single party provided by the Company and its subsidiaries cannot exceed 200% of the Company's net assets according to the most recent financial statements.

  • Note 4: (1) In accordance with the Company's policies and procedures on endorsements and guarantees, the total endorsement and guarantee amount provided to external parties cannot exceed 300% of the Company's net assets according to the most recent financial statemetns.

  • (2) In accordance with policies and procedures on endorsements and guarantees provided by Company's subsidiary, the total endorsement and guarantee amount provided to external partines cannot exceed 300% of the subsidiary's net assets according to the most recent financial statements.

  • (3) In accordance with the Company's policies and procedures on endorsements and guarantees, the total endorsement and guarantee amount provided to external parties by the Company and its subsidiaries cannot exceed 300% of the net assets of the Company according to the most recent financial statements.

Note 5: Fill in ‘Y’ for those cases of provision of endorsements/guarantees by listed parent company to subsidiary and provision by subsidiary to listed parent company, and provision to the party in Mainland China.

Table 2, Page 2

CHC Healthcare Group

Table 3

Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)

December 31, 2021

Expressed in thousands of NTD

(Except as otherwise indicated)

Securities held by Marketable securities Relationship with the
securities issuer
General
ledger account
As of December 31,2021 As of December 31,2021 Footnote
Number of shares Book value Ownership (%) Fair value
The Company
The Company
The Company
The Company
The Company
Chiu Ho Medical System Co.,
Ltd.
Chiu Ho Medical System Co.,
Ltd.
Chiu Ho Medical System Co.,
Ltd.
Common stocks–Evergreen
Marine Co., Ltd.
Common stocks–Yang Ming
Transport Co., Ltd.
Common stocks–Evergreen
Aviation Technologies Co.,
Ltd.
Common stocks–United
Microelectronices Co., Ltd.
Common stocks–S&S
Healthcare Holding Ltd.
Preference stocks–Asto CT
Common stocks–Huede
Healthtech Co., Ltd.
Common stocks–AESolution
Biomedical Co., Ltd.
-
-
-
-
The Company's chairman and the
investee's chairman are the same person
-
-
The Company's chairman and the
investee's chairman are the same person
Financial asset at fair value
through profit or loss - current
Financial asset at fair value
through profit or loss - current
Financial asset at fair value
through profit or loss - current
Financial asset at fair value
through profit or loss - current
Financial assets at fair value
through other comprehensive
income - non-current
Financial asset at fair value
through profit or loss - non-
current
Financial assets at fair value
through other comprehensive
income - non-current
Financial assets at fair value
through other comprehensive
income - non-current
240,000
240,000
16,347
410,000
1,988,100
55,089
200,000
855,400
34,200
$ 29,040
1,014
26,650
12,406
59,960
-
19,041
0.00%
0.01%
0.00%
0.00%
2.47%
3.14%
4.12%
6.69%
34,200
29,040
1,014
26,650
12,406
59,960
-
19,041

Table 3, Page 1

CHC Healthcare Group

Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital

For the year ended December 31, 2021

Investor
Table 4
Marketable securities General ledger
account
Counterparty Relationship with
the investor
Balance as at January1,2021 Balance as at January1,2021 Addition(Note) Addition(Note) Disposal Disposal Balance as at December 31,2021
Expressed in thousands of NTD
(Except as otherwise indicated)
Balance as at December 31,2021
Expressed in thousands of NTD
(Except as otherwise indicated)
Number of shares Amount Number of shares Amount Number of shares Selling price Book value Gain(loss)on disposal Number of shares Amount
The Company Common stocks–Treasure
of Health Co., Ltd.
Investments
accounted for
using the equity
method
Errand Co., Ltd.
and individual
shareholders
- - -
$
1,071,000 333,526
$
- - - - 1,071,000 333,526
$

Note: The amount included acquisition cost of $335,070 and investment loss recognised for the year of ($1,544).

Table 4, Page 1

CHC Healthcare Group

Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more

For the year ended December 31, 2021

Table 5

Expressed in thousands of NTD (Except as otherwise indicated)

Purchaser/seller Counterparty Relationship with the
counterparty
Transaction Transaction Differences in transaction
terms compared to third
partytransactions
Differences in transaction
terms compared to third
partytransactions
Notes/accounts receivable(payable) Notes/accounts receivable(payable) Footnote
Purchases
(sales)
Amount Percentage of
total purchases
(sales)
Credit term Unitprice Credit term Balance Percentage of
total notes/accounts
receivable(payable)
Hsing-Yeh Biotechnology
Co., Ltd.
Yeezen General Hospital Substantive related
party
Sale of goods 201,896
$
97% 6 months - - 189,345
$
87% Note

Note 1: Sales amount includes rental revenue.

Note 2: Notes and accounts receivable include lease payments receivable.

Table 5, Page 1

CHC Healthcare Group

Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more

December 31, 2021

December 31, 2021
Table 6
Creditor
Counterparty Relationship
withthe counterparty
Balance as atDecember31,2021 Turnover rate
(Note1)
Overduereceivables Amount collected
subsequent to the
balance sheet date
Allowance for
(Note2)
doubtfulaccounts
Expressed in thousands of NTD
(Except as otherwise indicated)
Amount Actiontaken
Hsing-Yeh Biotechnology Co.,
Ltd.
Hsing-Yeh Biotechnology Co.,
Ltd.
Yeezen General Hospital
Yeezen General Hospital
Substantive related
party
Substantive related
party
Notes and accounts receivable
(including lease payments receivable):
$189,345
Other receivables: $159,000
1.03
0.00
70,582
$ -
In collection
-
26,708
$ 104,000
-
$ -

Note 1: Turnover rate of 0.00 was caused by the receivables amount recorded as other receivables in the parent company only financial statements, and thus the turnover rate is not applicable. Note 2: The subsequent collections were amounts collected as of March 23, 2022.

Table 6,Page 1

CHC Healthcare Group

Information on investees

For the year ended December 31, 2021

Table 7
Investor
Investee Location Main business
activities
Initial investment amount Initial investment amount Sharesheld as atDecember31,2021 Sharesheld as atDecember31,2021 Sharesheld as atDecember31,2021 Net profit (loss)
of the investee for the year
endedDecember31,2021
Investment income (loss)
recognised by the Company
for the year ended
December31,2021
Footnote
Expressed in thousands of NTD
(Except as otherwise indicated)
Investment income (loss)
recognised by the Company
for the year ended
December31,2021
Footnote
Expressed in thousands of NTD
(Except as otherwise indicated)
Balance
as atDecember31,2021
Balance
as atDecember31,2020
Numberofshares Ownership (%) Bookvalue
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
Chiu Ho Medical
System Co., Ltd.
Tomorrow
Medical System
Co., Ltd.
Chiu Ho Scientific
Co., Ltd.
Chiu Ho Biotech
Co., Ltd.
Shin-Ho
Instruments Co.,
Ltd.
Tong-Lin
Instruments Co.,
Ltd.
Hua Lin
Instruments Co.,
Ltd.
Hsin Lin Biotech
Co., Ltd.
E Century
Healthcare
Corporation
CHC Healthcare
(BVI) Limited
Treasure of Health
Co., Ltd.
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
British
Virgin
Islands
Taiwan
Medical
instrument sale,
leasing and
services
Medical
instrument sale,
leasing and
services
Ophthalmic
equipment sale,
leasing and
services
Medical
instrument leasing
Medical
instrument leasing
Medical
instrument leasing
Medical
instrument leasing
Medical
instrument leasing
Medical
instrument leasing
Holdings and
indirect
investments
Drug and health
supplements sale
2,956,388
$ 413,484
151,422
247,182
219,171
371,183
381,815
85,929
556,151
522,432
335,070
2,956,388
$ 413,484
151,422
317,182
119,171
371,183
451,815
85,929
556,151
522,432
-
390,000,000
70,800,000
9,853,841
26,000,000
21,300,000
40,000,000
41,600,000
8,000,000
60,000,000
940
1,071,000
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
51.00%
4,409,733
$ 821,673
186,712
276,764
209,029
478,958
519,995
86,234
792,125
395,081
333,526
198,693
$ 42,208
58,802
6,805
6,023)
(
33,104
39,393
4,035
53,026
11,750)
(
3,872
186,063
$ 42,208
58,802
6,805
6,023)
(
33,148
39,393
4,035
53,026
11,750)
(
1,544)
(
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
(Note 1)
Subsidiary

Table 7, Page 1

Investor Investee Location Main business
activities
Initial investment amount Initial investment amount Sharesheld as atDecember31,2021 Sharesheld as atDecember31,2021 Sharesheld as atDecember31,2021 Net profit (loss)
of the investee for the year
endedDecember31,2021
Investment income (loss)
recognised by the Company
for the year ended
December31,2021
Footnote
Balance
as atDecember31,2021
Balance
as atDecember31,2020
Numberofshares Ownership (%) Bookvalue
CHC
Healthcare
(BVI) Limited
Chiu Ho
Medical
System Co.,
Ltd.
Chiu Ho
Medical
System Co.,
Ltd.
Chiu Ho
Medical
System Co.,
Ltd.
Chiu Ho
Medical
System Co.,
Ltd.
Medlink
Healthcare
Limited
Hsing-Yeh
Biotechnology
Co., Ltd.
SenCare
Healthcare
Company
CHC Healthcare
(HK) Limited
Medlink
Healthcare Limited
SenCare
Healthcare
Company
PT CHC Medika
Indonesia
Hsing-Yeh
Biotechnology Co.,
Ltd.
Hsing-Yeh
Biotechnology Co.,
Ltd.
CHENG-HSIN
Biotechnology Co.,
Ltd.
CHC Long-term
Care Corporation
Hong Kong
Taiwan
Taiwan
Indonesia
Taiwan
Taiwan
Taiwan
Taiwan
Medical
instrument sale,
leasing and
services
Medical
instrument sale
Consulting
service and
elderly residence
Medical
instrument leasing
Medical
instrument sale
and leasing ; drug
sale
Medical
instrument sale
and leasing ; drug
sale
Management
consulting
services and retail
sales of food
products and
drugs
Long-term care
services
3,593
$ -
194,000
5,358
1,513,464
-
12,000
31,040
3,697
$ 1,545,300
194,000
3,398
-
1,513,464
12,000
31,040
100,000
-
19,400,000
2,566
93,600,000
-
1,200,000
-
100.00%
-
65.99%
100.00%
100.00%
-
40.00%
97.00%
36,625
$ -
190,986
639
1,608,967
-
8,641
28,595
183
$ -
1,569)
(
1,032)
(
30,282
-
29,986
2,019)
(
199
$ -
1,035)
(
1,032)
(
25,071
-
8,641
1,959)
(
Subsidiary
Subsidiary
(Note 2)
Subsidiary
Subsidiary
(Note 1)
Subsidiary
(Note 2)
Subsidiary
(Note 2)
Associate
Subsidiary
(Note 3)

Note 1: Indirect investment company is organised as a limited liability company.

Note 2: The Group reorganised and merged Medlink Healthcare Limited into Chiu Ho Medical System Co., Ltd., with Chiu Ho Medical System Co., Ltd. as the surviving company. Note 3: Investee was organised as an associate.

Table 7, Page 2

CHC Healthcare Group

Information on investments in Mainland China

For the year ended December 31, 2021

Table 8
Investee in
Mainland China
Main business
activities
Paid-in capital Investment
method
Note 1
Accumulated
amount of
remittance from
Taiwan to
Mainland China
as of January 1,
2021
Amount remitted from Taiwan
to Mainland China/
Amount remitted back
to Taiwan for the year
ended December 31,2021
Amount remitted from Taiwan
to Mainland China/
Amount remitted back
to Taiwan for the year
ended December 31,2021
Accumulated
amount
of remittance
from Taiwan to
Mainland China
as of December 31,
2021
Net income of
investee for the
year ended
December 31,2021
Ownership
held by
the
Company
(direct or
indirect)
Investment income
(loss) recognised
by the Company
for the year
ended December
31, 2021
Note 2
Book value of
investments in
Mainland China
as of December 31,
2021
Accumulated
amount
of investment
income
remitted back to
Taiwan as of
December 31,2021
Footnote
Expressed in thousands of NTD
(Except as otherwise indicated)
Accumulated
amount
of investment
income
remitted back to
Taiwan as of
December 31,2021
Footnote
Expressed in thousands of NTD
(Except as otherwise indicated)
Remitted to
Mainland China
Remitted back
to Taiwan
CHC
(Guangzhou)
Medical
Technology Co.,
Ltd.
Medical instrument
sale, leasing and
services
Chiu Ho
(CHINA)
Medical
Technology Co.,
Ltd.
Medical instrument
sale, leasing and
services
Companyname
263,037
$ (2) Indirect
investment through
CHC(BVI), a wholly-
owned subsidiary of
the Company
208,829
(2) Indirect
investment through
CHC(BVI), a wholly-
owned subsidiary of
the Company
December 31,2021
to Mainland China as of
remittance from Taiwan
Accumulated amount of
263,037
$ -
$ 208,829
-
Economic affairs(MOEA)
Commission of the Ministry of
by the Investment
Investment amount approved
-
$ 263,037
$ -
208,829
Ceiling on
Commission of MOEA(Note 3)
imposed by the Investment
investments in Mainland China
8,435)
($ 3,474)
(
100%
100%
8,429)
($ 3,474)
(
227,706
$ 122,804
-
$ -
The Company 471,866
$
608,976
$
3,788,314
$

Note 1: Investment methods are classified into the following three categories; fill in the number of category each case belongs to:

(1) Directly invest in a company in Mainland China.

(2) Through investing in an existing company in the third area, which then invested in the investee in Mainland China.

Note 2: Income (loss) recognised based on financial statements audited by independent auditors

Note 3: Disclosed in accordance with the investment limits set forth in Jin-Shen-Zi No. 09704604680, issued by the Investment Comission of MOEA on August 29, 2008

Note 4: The Company invested in the investees in Mainland China, including Neusoft CHC Medical Service Co., Ltd. through an existing company in Mainland China. Due to the existing company in Mainland China is a holding company,

therefore it shall first submit an application for approval from Investment Commission of the Ministry of Economic Affairs (MOEA) for its reinvestments, but the approval from MOEA are not required for other investments.

Table 8, Page 1

CHC Healthcare Group

Major shareholders information

December 31, 2021

Table 9

Name of major shareholders Shares Shares
Number of shares held Ownership (%)
Princeton Healthcare Limited
Tien-Ying Lee
28,257,983
9,413,985
17.54%
5.84%

Table 9, Page 1

CHC HEALTHCARE GROUP STATEMENT OF CASH AND CASH EQUIVALENTS

DECEMBER 31, 2021

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Statement 1
Items
Checking accounts
Demand deposits - NTD
Demand deposits - USD
Demand deposits - HKD
Time deposits - HKD
Description
USD $9,128.12 (Note 1), at
exchange rate of 27.68
HKD $101,065.13 (Note 1), at
exchange rate of 3.549
HKD $27,000,000 (Notes 1, 2),
at exchange rate of 3.549
Amount
$ 135
175,275
253
359
95,823
$ 271,845

(Note 1) Foreign currency is expressed in dollars.

(Note 2) The maturity date of the aforementioned time deposit is January 1, 2022 with an interest rate of 0.05%.

Statement 1, Page 1

CHC HEALTHCARE GROUP STATEMENT OF INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD YEAR ENDED DECEMBER 31, 2021

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Statement 2

Opening balance
Number of
shares (per
thousand shares)
Amount
377,540 $4,257,012
70,800 794,631
9,854 155,121
33,000 346,921
11,300 115,048
40,000 480,835
48,600 584,091
8,000 82,199
60,000 812,228
- -
0.94 411,100
$8,039,186
Additions (Note 1)
Reductions (Note 2)
Number of
shares (per
thousand shares)
Amount
Number of
shares (per
thousand
shares)
Amount
12,460 $ 187,669 - ($ 34,948)
- 42,465 - ( 15,423)
- 59,030 - ( 27,439)
- 6,805 ( 7,000) ( 76,962)
10,000 100,004 - ( 6,023)
- 33,147 - ( 35,024)
- 39,393 ( 7,000) ( 103,489)
- 4,035 -
-
- 53,026 - ( 73,129)
1,071 335,070 - ( 1,544)
--
- ( 16,019)
$ 860,644
($ 390,000)
Ending balance
Number of
Shares (per
thousand shares)
Amount
390,000 $ 4,409,733
70,800 821,673
9,854 186,712
26,000 276,764
21,300 209,029
40,000 478,958
41,600 519,995
8,000 86,234
60,000 792,125
1,071 333,526
0.94 395,081
$ 8,509,830
As of
December 31,
2021
Ownership (%)

100%

100%

100%

100%

100%

100%

100%

100%

100%

51%

100%
Market price
or value per share
Price
(in dollars)
Total price
11.39 $ 4,441,152
11.61 821,673
18.95 186,712
10.64 276,764
9.81 209,029
11.98 479,186
12.50 519,995
10.78 86,234
13.11 786,849
19.44 20,821
420,298.94 395,081
$ 8,223,496
Pledged to
others as
collateral

Number of
shares (per
thousand shares)
377,540
70,800
9,854
33,000
11,300
40,000
48,600
8,000
60,000
-
0.94
Number of
shares (per
thousand shares)
12,460
-
-
-
10,000
-
-
-
-
1,071
-

Number of
Shares (per
thousand shares)

390,000
70,800
9,854
26,000
21,300
40,000
41,600
8,000
60,000
1,071
0.94
None
None
None
None
None
None
None
None
None
None
None

Note 1: Includes investment income arising from investments accounted for using equity method, subsidiaries’ cash capital increase, acquisition of subsidiary, employee share options and changes in exchange differences on translation of foreign financial statements and changes in stock dividends from subsidiaries.

Note 2: Includes investment loss arising from investments accounted for using equity method, subsidiaries’ cash dividends paid to the parent company, shares returned from reduction in subsidiaries, adjustments on 1nrealized gain or loss on equity instrument at fair value through other comprehensive income and changes in exchange differences on translation of foreign financial statements.

Statement 2, Page 1

CHC HEALTHCARE GROUP STATEMENT OF BONDS PAYABLE DECEMBER 31, 2021

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Statement 3

Bonds
Forrth domestic secured
convertible bonds
Trustees
Bank SinoPac
Issuance date
2020.08.04
Coupon rate
0%
Amount
Carrying value
$ 1,499,378
Repayment
Please refer to
Note 6 (7)
Pledged to
others as
collateral
Face value of
issuance
$ 1,500,000
Balance at
December 31, 2021
Unamortised
discounts
$ 1,537,875 ($ 38,497)
Yes (Note)

Note: The guarantee banks of this convertible bonds is the entrusted bank, and the bank offers the guarantee amount on issuance.

Statement 3, Page 1

CHC HEALTHCARE GROUP CHC HEALTHCARE GROUP CHC HEALTHCARE GROUP
STATEMENT OF OPERATING COSTS
YEAR ENDED DECEMBER 31, 2021
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Statement 4
Items Amount Notes
Wages and salaries $ 77,301
Directors’ remuneration
6,252
Cost of services 9,795
None of the balances of each remaining
item is greater than 5% of this account
Other expenses 22,664 balance.
$ 116,012

Statement 4, Page 1

CHC HEALTHCARE GROUP

SUMMARY STATEMENT OF CURRENT PERIOD EMPLOYEE BENEFITS, DEPRECIATION AND AMORTIZATION EXPENSES BY FUNCTION YEARS ENDED DECEMBER 31, 2021 AND 2020

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Statement 5 Year ended December 31, 2021
Classified as
Operating Costs
Classified as
Operating Expenses
Total
$ 77,301 $ - $ 77,301
4,746 -
4,746
2,169 -
2,169
6,252 -
6,252
1,859
-
1,859
$ 92,327
$-
$ 92,327
$ 7,289
$-
$ 7,289
$ 196
$-
$ 196
Year ended December 31, 2021
Classified as
Operating Costs
Classified as
Operating Expenses
Total
$ 77,301 $ - $ 77,301
4,746 -
4,746
2,169 -
2,169
6,252 -
6,252
1,859
-
1,859
$ 92,327
$-
$ 92,327
$ 7,289
$-
$ 7,289
$ 196
$-
$ 196
Year ended December 31, 2021
Classified as
Operating Costs
Classified as
Operating Expenses
Total
$ 77,301 $ - $ 77,301
4,746 -
4,746
2,169 -
2,169
6,252 -
6,252
1,859
-
1,859
$ 92,327
$-
$ 92,327
$ 7,289
$-
$ 7,289
$ 196
$-
$ 196
Year ended December 31, 2020
Classified as
Operating Costs
Classified as
Operating Expenses
Total
$ 73,409 $ - $ 73,409
4,350 -
4,350
2,184 -
2,184
6,251 -
6,251
1,848
-
1,848
$ 88,042
$-
$ 88,042
$ 4,844
$-
$ 4,844
$ 457
$-
$ 457
Year ended December 31, 2020
Classified as
Operating Costs
Classified as
Operating Expenses
Total
$ 73,409 $ - $ 73,409
4,350 -
4,350
2,184 -
2,184
6,251 -
6,251
1,848
-
1,848
$ 88,042
$-
$ 88,042
$ 4,844
$-
$ 4,844
$ 457
$-
$ 457
Nature Function Year ended December 31, 2021

Classified as
Operating Costs

Classified as
Operating Expenses

Total

Classified as
Operating Costs
$ 73,409
4,350
2,184
6,251
1,848
$ 88,042
$ 4,844
$ 457

Classified as
Operating Expenses
$ -
-
-
-

-

$-

$-

$-
Employee benefit expense
Wages and salaries
Labor and health insurance fees
Pension costs
Directors’ remuneration
Other personnel expenses
Depreciation charge
Amortisation charge

$ 77,301
4,746
2,169
6,252
1,859
$ 92,327
$ 7,289
$ 196

$ -
-
-
-
-
$-
$-
$-

Note:

  1. As of December 31, 2021 and 2020, the Company had 55 and 57 employees, excluding 5 directors, respectively.

  2. A company whose stock is listed for trading on the stock exchange or over-the-counter securities exchange shall additionally disclose the following information

  3. (1) Average employee benefit expense in current year was $1,722 ((Total employee benefit expense in current year–Total directors’ compensation in current year)/(Number of employees in current year– Number of non-employee directors in current year)).

    • Average employee benefit expense in previous year was $1,573 ((Total employee benefit expense in previous year–Total directors’ compensation in previous year)/ (Number of employees in previous year – Number of non-employee directors in previous year)).
  4. (2) Average employee salaries in current year was $1,546 (Total employee salaries in current year / (Number of employees in current year - Number of non-employee directors in current year)).

    • Average employee salaries in previous year was $1,412 (Total employee salaries in previous year / (Number of employees in previous year - Number of non-employee directors in previous year)).
  5. (3) Adjustments of average employee salaries was 9.5% ((Average employee salaries in current year- Average employee salaries in previous year)/ Average employee salaries in previous year).

  6. (4) The Company’s Salary and Compensation Policy (including directors, supervisors, managers and employees) is as follows:

    • A. Managers and employees: Compensation that the Company paid to the employees includes salary, holiday bonus, performance bonus and allowance. Pay level is determined in accordance with employees’ responsibility and contribution to the Company and by reference to the general pay levels in the industry.

    • B. Directors: Policy of the remuneration that the Company paid to the directors is stipulated in the Articles of Incorporation of the Company and is approved by the shareholders at their meeting. In accordance with the Articles of Incorporation of the Company, when the directors conduct the Company’s business, pay level is determined in accordance with directors’ participation and value of contribution in the Company’s operation and by reference to the general pay levels in the industry. The Company distributes directors’ remuneration if it has any profit for the current year in accordance with the Article 24-1 of Incorporation of the Company.

Statement 5, Page 1