CHP - Annual Report 2016 | FinancialReports.eu

STOCK CODE 1905(TW) CHP annual report is available at MOPS.TWSE.COM.TW WWW.CHP.COM.TW

2016

ANNUAL REPORT

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Publishing Date: April 25 ,2017

1. Spokespersons:

Name	Title	Telephone	E-mail
Spokesperson Ray Chen	Executive Vice President	+886-2-2396-2998	[email protected]
Acting spokesperson David Lin	Finance Manager	+886-2-2396-2998	[email protected]

2. Headquarters, Branch office & Plant

Headquarters No.100, Guanghua St., Ji’an Township, Hualien County TEL ： +886-3-842-1171~80 Taipei Office No.51, Sec.2, Chungching South Rd. Taipei TEL ： +886-2-2396-2998 Taipei Branch 12F., No.51, Sec.2, Chungching South Rd. Taipei TEL ： +886-2-2396-2998 Taichung Branch 5F., No.188, Zhonggong 2nd Rd., Xitun Dist., Taichung City TEL ： +886-4-2359-6021 +886-4-2359-9584 Tainan Branch 3F., No.502, Sec. 2, Yonghua Rd., Anping Dist., Tainan City TEL ： +886-6-295-4799 Hualien Plant No.100, Guanghua St., Ji’an Township, Hualien County TEL ： +886-3-842-1171~80 Jiutang Plant No.112, Jiutang Rd., Dashu Dist., Kaohsiung City TEL ： +886-7-651-2611~9 Taitung Plant No.371, Sec. 4, Zhongxing Rd., Taitung City, Taitung County TEL ： +886-89-382-250~5

3. Stock Administration

SinoPac Securities – Share Registration Services Department 3F, No. 17, Boai Road, Taipei, Taiwan http://www.sinotrade.com.tw +886-2-2381-6288

4. Auditor

Lilac Shue and Denny Kuo Deloitte and Touche Taiwan 10596 12F., No.156, Sec. 3, Minsheng E. Rd., Taipei, Taiwan http://www.deloitte.com.tw +886-2-2545-9988

5. Company Website:

http://www.chp.com.tw

6. Stakeholders Contact:

[email protected]

Table of Contents

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|||
|---|---|
|1. Latter to Shareholders|3|
|2. Corporate Overview|5|
|2.1. Date of Establishment|5|
|3. Corporate Governance|5|
|3.1. Organization Chart 5|
|3.2. Profiles of the Board Directors and Management Team 6|
|3.3. Remuneration Paid to the Board Directors, Supervisors and Management Team 10|
|3.4. The Attendance of the Board Directors and Supervisors 14|
|3.5. Information of the Remuneration Committee 15|
|3.6. Statement of Internal Control System 17|
|3.7. Major Resolutions of the Board 18|
|4. Capital Overview|20|
|4.1. The Top-10 Shareholders and Information of Related Parties 20|
|4.2. The Structure of Shareholders 21|
|4.3. Change in the Proportion of Shareholding Among the Directors, Managers, and Major|
|Shareholders 22|
|4.4. Consolidated Invested Number of Shares in the Subsidiaries Held by the Company,|
|Board Directors, Supervisors, Managers and the Percentage of the Holding Shares 23|
|4.5. Dividend Policy and Execution 23|
|5. Financial Information|24|
|5.1. CHP Affiliates Organization Chart|24|
|5.2. Financial Performance Overview of Affiliated Companies|24|
|5.3. Consolidate Financial Statements|25|

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Note: This report has been prepared in both Mandarin Chinese and English. In the event of any inconsistancy, the Chinese version shall be the dominate version and prevail.

1. Latter to Shareholders

Dear Shareholders,

According to the latest forecast published by Chung-Hua Institution for Economic Research (CIER), Taiwan delivered 1.29% economic growth in 2016, an increase of 0.57 percentage points from 0.72% in 2015, while the annual economic growth of 2017 is forecast to be 1.73%. CIER suggests that Taiwan’s performance has been affected by the global economic slowdown since second half of 2015. Economic recovery remained sluggish in 2016, with slowdowns in the trade sector worsening and prolonging the duration of theglobal economic softness. In 2016, uncertainty was elevated by a series of international incidents including Brexit and the U.S. presidential election. Looking into 2017, under factors such as the Trump effect in the U.S., general elections in various European countries, and unclear policy in the South China Sea, the global economy will continue to be variable as the U.S./China dynamic continues to develop.

China enforced phasing out outdated capacityfor eighteen industries in 2016 including the paper manufacturing industry,; 279 paper manufacturers whichapproximately 10% of the industry, were included under the policy in order to prevent overcapacity. As a result, China's total production of paper and paperboard amounted to 108 million tons in 2016 with a 1% growth year-on year, which has shown an obvious slowdown in new capacity expansion. On the other hand, due to factors including weakening RMB, resistance from the environmental advocacy, cost increases in OCC and freight, and increasing demand in the market, the sales prices of pulp and paper products took on an upward trend in Q3 2016.

Chung Hwa Pulp's (CHP) consolidated revenue in 2016 amounted to NTD 22,001,536 thousands, with a growth 4.81% year-on-year. CHP's paper production in 2016 amounted to 441,824 tons, increasing 29,242 tons from 412,582 tons in 2015; total sales amounted to 489,915 tons, including domestic sales of 262,866 and export of 227,049 tons. For paperboard, the 2016 production were 123,026 tons, decreasing by 3,000 tons compared to 126,026 tons in 2015. Under the competitions from imported paper,CHP continued to enhance our product quality, optimize the production lines allocations, expand the product applications and increasedomestic customer services to increase our market share.On the other hand, CHP raised the prices of cultural paper, white paper, and waste paper by 5% to 10%,since March 2017, and expectedto benifit our profitability of the year.

As the leader in the pulp industry, CHP spares no effort in environmental protection and corporate social responsibility. In recent years, we have been committed to increasing the raw materials' recycling rounds and lowering the consumption of energy and water resources. In June 2016, CHP was awarded the Asia Responsible Entrepreneurship Award (AREA), an honor nicknamed the Nobel Prize in Sustainability. The hydrogen energy project of Hualien Plant has set a national precedent for the manufacturing industry, purifying the byproduct of electrolytic common salt during the recycling of pulping agents into hydrogen energy. In conformity with the spirit that "enterprise is accountable for reduction of environmental impacts" that the Green Leader Medal upholds, we were awarded the special honor of the Green Leader Medal among the over 300 participants from 28 countries.

As a global citizen, CHP continueously dedicate our effortsato take on the responsible and sustainable mission in the changing and challenging environment. Looking forward, CHP will keep working on research and innovation, improving the cost structures and manufacturing

process, developing environmentally friendly products, satisfying customers' needs and social expectations, and improving profitbility of the company. CHP will continue to uphold the four pillars of maximized raw material's utilization rate, consolidation of technology and tradition, expand product diversity evolution, and ecological restoration plus educational return, as our corporate vision for sustainable development.

Chairman Kirk Hwang

2. Corporate Overview

2.1. Date of Establishment `：`

July 5[th] 1968

3. Corporate Governance

3.1 Organization Chart

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3.2. Profiles of the Board Directors and Management Team

3.2.1 Directors 4/25/2017

Title	Nationality/ Country of	Name	Gender	Date Elected			Shareholding when Elected	Shareholding when Elected							Experience	Other Position	Executives, Directors or	Executives, Directors or	Executives, Directors or
											Spouse and		Shareholding
					Term	Date First			Current shareholding		Minor Shareholding		by Nominee Arrangement				Supervisors who are spouses or within two degrees of kinship
	Origin				(years)	elected	Shares	%	Shares	%	Shares %		Shares %		(Education)		Title	Name	Relation

Director	ROC	YFY Inc.		6/24/2016	3	6/13/2007	627,827,989	56.93	627,827,989	56.93	-	-	-	-	-	-	-	-	-
Chairman	ROC	YFY Inc. Representative: Kirk Hwang	Male	6/24/2016	3	7/1/2011	55,737	-	55,737	-	-	-	-	-	President, CHP Co., Ltd.	CEO,CHP Chairman, HwaFong Investment Co., Ltd. Director, Guangdong Dingfong pulp and paper Co., Ltd. Director, Zhaoqing Dingfeng Forestry Co., Ltd. Director and CTO, YFY Inc. Director,Shinn Foong Specialty and Applied Materials Co Director, Taiwan Global BioFund Director, Hwa Fong Paper (H.K.) Ltd.	-	-	-
Director	ROC	YFY Inc. Representative: Felix Ho	Male	3/16/2017	3	3/16/2017	-	-	-	-	-	-	-	-	MBA, MIT Sloan School of Management	Chairman & CEO, YFY Inc. Director, Sinopac Financial Holdings Co., Ltd. Director, E INK HOLDINGS INC Director/Supervisor, YFY subsidiaries	-	-	-
Director	ROC	YFY Inc. Representative: Melody Chiu	Female	6/24/2016	3	2/24/2006	-	-	-	-	-	-	-	-	Chairman,Yuen Foong Yu Inc.	Chairman, Shinn Foong Specialty and Applied Materials Co Director and CFO, YFY Inc. Director, TaiGen Biopharmaceuticals Holdings Director/Supervisor, YFY subsidiaries	-	-	-
Director	ROC	Lotus Ecoscings & Engineering Co., Ltd		6/24/2016	3	6/25/2013	117,247	0.01	117,247	0.01	-	-	-	-	-	-	-	-	-
Director	ROC	Lotus Ecoscings & Engineering Co., Ltd Representative: Chih-Cheng Huang	Male	6/24/2016	3	6/14/2010	-	-	-	-	-	-	-	-	Executive Vice President, CHP Co., Ltd.	President, CHP Director, Guangdong Dingfong pulp and paper Co., Ltd. Director, Zhaoqing Dingfeng Forestry Co., Ltd. Chairman, Shenzhen Systax Paper Co., Ltd. Director, Hwa Fong Paper (H.K.) Ltd. Director, Union PaperCorp.	-	-	-

Director	ROC	Lotus Ecoscings & Engineering Co., Ltd Representative: Guu-Fong Lin	Male	6/24/2016	3	12/12/2007	49,132	-	49,132	-	565	-	-	-	COO, CHP Co.,Ltd.	CFO,CHP Chairman,Guangdong Dingfeng Paper Co., Ltd. Chairman,Zhaoqing Dingfeng Forestry Co., Ltd. Director,Hwa-Fong Investment Co.,Ltd. Supervisor, Effion Enertech Co., Ltd.	-	-	-
Director	ROC	Lotus Ecoscings & Engineering Co., Ltd Representative: Ray Chen	Male	6/24/2016	3	6/24/2016	-	-	-	*-	-	-	-	-	Vice President	Executive Vice President, CHP Director, Shenzhen Systax Paper Co., Ltd. Director, Union Paper Corp.	-	-	-
Independent Director	ROC	Shi-Kuan Chen	Female	6/24/2016	3	6/25/2013	-	-	-	-	-	-	-	-	Porfessor of NTU	Member, CHP. Remuneration Committee and Audit Committee Independent Director , momo.com Inc. Member, momo.com Inc.. Remuneration Committee Independent Director, SINBON Electronics Co., Ltd Independ Director,DBS (Taiwan)Bank Co.,Ltd.	-	-	-
Independent Director	ROC	Donald Chang	Male	6/24/2016	3	6/24/2016	-	-	-	-	-	-	-	-	President of Greater China of 3M	Director, Advantech Co., Ltd. Member, CHP. Remuneration Committee and Audit Committee
Independent Director	ROC	Shih-Lai Lu	Male	6/24/2016	3	6/24/2016	-	-	-	-	-	-	-	-	Chief Scientist & Sr. R&D Manager of 3M	Member, CHP. Remuneration Committee and Audit Committee Professor of NTHU

Eligibility of Independent Status of the Board Directors

Criteria	Meet One of the Following Professional Qua Requirements, Together with at Least Five Y Experience An Instructor or Higher Position in a Department of Commerce, Law, Finance, Accounting, A Judge, Public Prosecutor, Attorney, Certified Public Accountant, or Other	Meet One of the Following Professional Qua Requirements, Together with at Least Five Y Experience An Instructor or Higher Position in a Department of Commerce, Law, Finance, Accounting, A Judge, Public Prosecutor, Attorney, Certified Public Accountant, or Other	lification ears Work Have Work Experience in the Areas of Commerce, Law, Finance,			Eligibility o	Eligibility o	f independent status(Note)	f independent status(Note)	f independent status(Note)	f independent status(Note)			Number of Other Public Companies in Which
Name	or Other Academic Department Related to the Business Needs of the Company in a Public or Private Junior College, College or University	Professional or Technical Specialist Who has Passed a National Examination and been Awarded a Certificate in a Profession Necessary for the	or Accounting, or Otherwise Necessary for the Business of the Company	(1)	(2)	(3)	(4)	(5)	(6)	(7)	(8)	(9)	(10)	the Individual is Concurrentl y Serving as an Independen t Director
		Business of the
		Company
Kirk Hwang			V			V	V			V	V	V
Felix Ho			V			V	V			V	V	V
Melody Chiu		V	V			V	V			V	V	V
Chih-Cheng Huang			V			V	V	V	V	V	V	V
Guu-Fong Lin			V			V	V	V	V	V	V	V
Ray Chen			V			V	V	V	V	V	V	V
Shi-Kuan Chen	V		V	V	V	V	V	V	V	V	V	V	V	3
Donald Chang			V	V	V	V	V	V	V	V	V	V	V
Shih-Lai Lu	V		V	V	V	V	V	V	V	V	V	V	V

Note ： Please tick the corresponding boxes that apply to the directors or supervisors during the two years prior to being elected or during the term of office.

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

(2)Not a director or supervisor of the Company or any of its affiliates. Not applicable in cases where the person is an independent director of the Company, its parent company, or any subsidiary in which the Company holds, directly or indirectly, more than 50% of the voting shares.

(3)Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or more of the total number of outstanding shares of the Company or ranking in the top 10 in holdings.

(4)Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of any of the persons in the preceding three subparagraphs.

(5)Not a director, supervisor, or employee of a corporate shareholder who directly holds 5% or more of the total number of outstanding shares of the Company or who holds shares ranking in the top five holdings.

(6)Not a director, supervisor, officer, or shareholder holding 5% or more of the shares, of a specified company or institution which has a financial or business relationship with the Company.

(7) Not a professional individual who is an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that provides commercial, legal, financial, accounting services or consultation to the Company or to any affiliate of the Company, or a spouse thereof. These restrictions do not apply to any member of the remuneration committee who exercises powers pursuant to Article 7 of the “Regulations Governing the Establishment and Exercise of Powers of Remuneration Committees of Companies whose Stock is Listed on the TWSE or Traded on the TPEx“.

(8)Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.

(9)Not been a person of any conditions defined in Article 30 of the Company Law.

(10)Not a governmental, juridical person or its representative as defined in Article 27 of the Company Law.

3.2.2. Management Team

4/25/2017

Titl	Nationali	N	Gd	Date	shareholding	shareholding					Experience	Other position	Managers who are Spouses or Within Two Degrees of	Managers who are Spouses or Within Two Degrees of	Managers who are Spouses or Within Two Degrees of
							Spouse and Minor hrhldrin		Shareholding by Nominee Arrnmnt
e	ty	ame	ener	Effective	Shares	%	saeo Shares	eg %	ag Shares	e %	(Education)		Title	Kinship Name Relati on

CEO President President (Note 1) CFO Executive Vice President Factory Director Factory Director Factory Director Vice President (Note2) Vice President Vice President (Note3)	ROC ROC ROC ROC ROC ROC ROC ROC ROC ROC ROC	Kirk Hwang Chih-Cheng Huang Cheng-Yang Peng Guu-Fong Lin Ray Chen Kuo-Yuan Zeng Rong-Ming Lin Shan-Shui Chen Wei-Ying Mao Alex Chen Joy Huang	Male Male Male Male Male Male Male Male Male Male Female	10/1/2012 3/16/2017 10/1/2012 9/1/2013 7/1/2016 7/7/2014 10/1/2012 3/16/2017 9/1/2013 7/1/2016 7/7/2014	55,737 - - 49,132 45 9,077 - - - - 901	- - - - - - - - - - -	- - - 565 - - - - 18,939 - -	- - - - - - - - - - -	- - - - - - - - - - -	- - - - - - - - - - -	CHP President CHP Executive Vice President YFY President CHP COO Vice President CHP Vice President YFY Factory Director CHP Director CHP Assistant Chief Engineer CHP Manager CHP Manager	Chairman, HwaFong Investment Co., Ltd. Director, Guangdong Dingfeng Pulp and Paper Co., Ltd. Director, Zhaoqing Dingfeng Forestry Co., Ltd. Director and CTO, YFY Inc. Director, Shin Foong Specialty and Applied Materials Co. Director, Taiwan Global BioFund Director, Hwa Fong (Hong Kong) paper Co., Ltd. Director, Guangdong Dingfong pulp and paper Co., Ltd. Director, Zhaoqing Dingfeng Forestry Co., Ltd. Chairman, Shenzhen Systax Paper Co., Ltd. Director, Hwa Fong Paper (H.K.) Ltd. Director, Union PaperCorp. Director/Supervisor, YFY subsidiaries Chairman and GM, Guangdong Dingfeng Paper Co., Ltd. Chairman and GM, Zhaoqing Dingfeng Forestry Co., Ltd. Director,Hwa-Fong Investment Co.,Ltd. Supervisor, Taiwan Global BioFund Supervisor, Effion Enertech Co., Ltd. Director, Shenzhen Systax Paper Co., Ltd. Director, Union Paper Corp. - - - - - -	- - - - - - - - - - -	- - - - - - - - - - -	- - - - - - - - - - -

Note1: Resigned on 3/16/2017, transferred as Chairman and GM of YFY Packageing Inc. . Note2: Retired on 3/31/2017

Note3: Resigned on 7/1/2016

3.3. Remuneration Paid to the Board Directors, Supervisors, and Management Team 3.3.1. Remuneration of Directors

12/31/2016, UNIT ： NTD Thousand


		Base Compensation		R Seve	emuneration rance Pay	to Directors Bonus to Directors (C)		Allowa	nce (D)
										Ratio of Total Remuneration (A+B+C+D) to		Salary, Bonuses, and		Severan	ce Pay (F)	Remuneration to employees Profit Sharing- Employee Bonus				Exercisable Employee		New Restricted		Ratio of Total Compensatio n (A+B+C+D+E +F+G) to Net		Compensa tion Paid to Directors from an Invested Company Other than the Company’s Subsidiary
Title	Name	( The	A) All compan ies in the consoli dated financia l stateme nts	The	(B) All	(Note1) The company All compan ies in the consoli dated financia l stateme nts		The	All compa nies in the consol idated financi al statem ents	Net In The	come (%) All	Allowances (E) (Note2) The company All compa nies in the consoli dated financi al statem ents		The	All	(G) The Company		(Note1) Conso	lidated	Stock Options(H) The com Con soli		Employee Shares (I) The com Consol		Incom The comp	e (%) Cons olidat
					companie s in the consolidat ed financial statement s						compani es in the consolid ated financial stateme nts				companie s in the consolida ted financial statement s
		company		company		company		company		company		company		company		Cash	Stock	Cash	Stock	pany	date d	pan y	idated	any	ed


Chairman	YFY Inc. Representative: Kirk Hwang	-	-	-	-	6,550	6,550	2,225	2,881	2.24	2.41	24,960	24,960	6,942	6,942	-	-	-	-	-	-	-	-	10.40	10.57	-
Director	YFY Inc. Representative: MelodyChiu
Director	YFY Inc. Representative: Cheng-YangPeng
Director	Lotus Ecoscings & Engineering Co., Ltd Representative: Chih-ChengHuang
Director	Lotus Ecoscings & Engineering Co., Ltd Representative: Guu-FongLin
Director	Lotus Ecoscings & Engineering Co., Ltd Representative: Ray Chen
Director	YFY Inc. Representative: S.C. Ho (Nolonger renewed)
Director	Lotus Ecoscings & Engineering Co., Ltd Representative: Kuo-Yuan Zeng (No longer renewed)
Independent Director	Shi-Kuan Chen
Independent Director	Donald Chang
Independent Director	Shih-Lai Lu
Independent Director	Pen-Chi Chiang (No longer renewed)

Note1 ： The remuneration amount hass been determined by the Board on 3/16/2017. Note2 ： Includes car rental expenses NT$1,594 thousand

3.3.2. Remuneration of Supervisors 12/31/2016, Unit `：` NTD Thousand

		R	R	emuneration Paid to Supervisors	emuneration Paid to Supervisors	emuneration Paid to Supervisors
								Ratio of Tota ABC t	l Remuneration Nt I %
Title	Name	Base Compensation (A)		Bonus to Supervisors (B) (Note1)		Allow	ance (C)	(++) o	e ncome ()	Compensation Paid to
			Companies in		Companies in		Companies in		Companies in	Supervisors from an Invested Company Other than the
		The company	the consolidated financial statements	The company	the consolidated financial statements	The company	the consolidated financial statements	The company	the consolidated financial statements	Company’s Subsidiary

Supervisor Note2	Yuen-Shin-Yi Enterprise Co., Ltd Representative: Addie Wang	-	-	450	450	238	238	0.18	0.18	-
Supervisor Note2	Kuan-De Ho

Note1: The remuneration amount hass been determined by the Board on 3/16/2017. Note2: After the reelection on 6/24/2016 no longer renewed.

3.3.3. Remuneration of the CEO, President and Executive Vice President

12/31/2016, Unit `：` NTD Thousand

		Salaries(A)	Salaries(A)	Severance Pay (B)	Severance Pay (B)	Bonuses and All C	Bonuses and All C	Profit Sharing- Employee	Profit Sharing- Employee	Profit Sharing- Employee	Profit Sharing- Employee	Ratio of total compensation	Ratio of total compensation	Exercisable Emloee Stock	Exercisable Emloee Stock	New Restricted	New Restricted	Compensation paid to the President and Vice President from an Invested Company Other Than the Company’s Subsidiary
Title	Name	Companies in the			Companies in the	owances () (Note1) Companies in the		The Co	Bonus mpany	(D)(Note2) Consolidated		(A+B+C+D) to net income(%) The Companies in the		py Options The Companies in the		Employee Shares The Companies in the
		The company	consolidated financial statements	The company	consolidated financial statements	The company	consolidated financial statements	Cash	Stock	Cash	Stock	company	consolidated financial statements	company	consolidated financial statements	company	consolidated financial statements
CEO	Kirk Hwang	13,745	13,745	376	376	9,323	9,323	-	-	-	-	5.99	5.99	-	-	-	-	-
President	Cheng-Yang Peng
CFO	Guu-Fong Lin
Executive Vice President	Chih-Cheng Huang
Executive Vice President Note3	Ray Chen

Note1: Includes car rental expenses approximately NT$1,395 thousand.

Note2: The remuneration amount hass been determined by the Board on 3/16/2017.

Note3: Assumed on 7/1/2016

3.3.4. Remuneration Paid to the Management Team

12/31/2016, Unit ： Thousand NTD

					Percentage of net
Title	Name	Stock Value	Cash Amount	Total	income after
					tax(A+B+C)`（％）`
CEO	Kirk Hwang	-	26	26	0
President	Cheng-Yang Peng
CFO	Guu-Fong Lin
Executive Vice President	Chih-Cheng Huang
Executive Vice President	Ray Chen Note1
Factory Director	Kuo-Yuan Zeng
Factory Director	Rong-Ming Lin
Vice President	Wei-Ying Mao
Vice President	Alex Chen Note1
Vice President	Joy Huang Note2
Accounting Manager	Jung-Min Huang
Finance Manager	David Lin
Note1: Assumed on 7/1/201 Note2: Resigned on 7/1/201	6 6

3.3.5. The Percentage of the Total Remuneration Paid to the Board Directors, Supervisors,

Total Remuneration to Profit after Tax(%)	Total Remuneration to Profit after Tax(%)	Total Remuneration to Profit after Tax(%)	Total Remuneration to Profit after Tax(%)	Total Remuneration to Profit after Tax(%)	Total Remuneration to Profit after Tax(%)
2016		2015		Difference

The company	Consolidated	The company	Consolidated	The company	Consolidated

10.40	10.57	4.49	4.58	131.63	130.79
0.18	0.18	0.18	0.18	-	-
5.99	5.99	2.85	2.85	110.18	110.18

3.4. The Attendance of the Board Directors and Supervisors

3.4.1. Attendance of the Board Directors

The Board of Directors met five times (A) within the last fiscal year (2016), and the directors supervisors' attendance details are as follows:

					Attendance
			Attend in
Title	Name		Person (`Ｂ`)	By Proxy	Rate(%)	Remarks
					(B/A)

Chairman	Kirk Hwang	YFY Inc. Representative	3	-	100	17th
Director	Melody Chiu		3	-	100	17th
Director	Cheng-Yang Peng		3	-	100	17th
Director	Chih-Cheng Huang	Lotus Ecoscings & Engineering Co., Ltd. ~~R~~epresentative	3	-	100	17th
Director	Guu-Fong Lin		3	-	100	17th
Director	Ray Chen		3	-	100	17th
Independent Director	Shi-Kuan Chen		2	1	67	17th
Independent Director	Donald Chang		3	-	100	17th
Independent Director	Shih-Lai Lu		3	-	100	17th
Chairman	Kirk Hwang	YFY Inc. Representative	2	-	100	16th
Director	S.C. Ho		-	2	0	16th
Director	Melody Chiu		2	-	100	16th
Director	Cheng-Yang Peng		2	-	100	16th
Director	Guu-Fong Lin	Lotus Ecoscings & Engineering Co., Ltd. Representative	2	-	100	16th
Director	Kuo-Yuan Zeng		1	1	50	16th
Director	Chih-Cheng Huang		2	-	100	16th
IndependentDirector	Pen-Chi Chiang		1	-	50	16th
IndependentDirector	Shi-Kuan Chen		2	-	100	16th
Supervisor	Addie Wang	Yuen-Shin-Yi Enterprise Co., Ltd. Representative	2	-	100	16th
Supervisor	Kuan-De Ho		1	-	50	16th

14 -

3.4.2. Attendance of the Audit Committee and Supervisors

There were 2 Board meetings held during the last fiscal year (2016), and the Independent Directors' attendance details are as follows:


		Attend in Person		Attendance Rate(%)
Title	Name		By Proxy		Remarks


Independent Director	Shi-Kuan Chen	2	-	100	-
Independent Director	Donald Chang	2	-	100	-
Independent Director	Shih-Lai Lu	2	-	100	-

There were 2 times Board meetings held during the last fiscal year (2016), and the supervisor' attendance details are as follows:


				Attendance Rate(%)
Title	Name		Attend in Person		Remarks


Supervisor	Addie Wang	Yuen-Shin-Yi Enterprise Representative Co., Ltd.	2	100	-
Supervisor	Kuan-De Ho		1	50	-

3.5. Information of the Remuneration Committee `：`

3.5.1. Profiles of the Remuneration Committee

		Meets One of the Following Professional	Meets One of the Following Professional	Meets One of the Following Professional										Remarks
	Criteria	Qualification Requirements, Together with at			Eligibility of independent stat				us (Note2)
		Least Five Years’	Work Experience
													Number of
		An instructor or	A judge, public	Has work									Other
		higher position in a	prosecutor,	experience in									Public
		department of	attorney, Certified	the areas of									Companie
Title Identity		commerce, law,	Public Accountant,	commerce,									s in Which
		finance, accounting, or	or other professional or	law, finance, or									the Individual
`（`Note1`）`		other academic department related t th bi	technical specialist who has passed a til	accounting, or otherwise f									is Concurren
	Name	o e usness needs of the	naona examination and	necessary or the business	(1)	(2)	(3)	(4)	(5)	(6)	(7)	(8)	tly Serving as an
		Company in a	been awarded a	of the									Remunera
		public or private	certificate in a	Company									tion
		junior college, college or	profession necessary for the										Committee Member
		university	business of the
			Company

Independent Director	Shi-Kuan Chen	V		V	V	V	V	V	V	V	V	V	1	-
Independent Director	Donald Chang			V	V	V	V	V	V	V	V	V	-	-
Independent Director	Shih-Lai Lu	V		V	V	V	V	V	V	V	V	V	-	-

Note1 ︰ Identity should be Director,Independent Director or other.

Note2 ：

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

（ 2 ） Not a director or supervisor of affiliated companies. Not applicable in cases where the person is an independent director of the parent company, or any subsidiary in which the Company holds, directly or indirectly, more than 50% of the voting shares.

15 -
（ 3 ） Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or more of the total number of outstanding shares of the Company, or ranking in the top 10 in holdings.
（ 4 ） Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of any of the persons in the preceding three sub-paragraphs.

（ 5 ）

Not a director, supervisor, or employee of a corporate shareholder who directly holds 5% or more of the total number of outstanding shares of the Company, or who holds shares ranking in the top five holdings.

（ 6 ）

Not a director, supervisor, officer, or shareholder holding 5% or more of the shares of a specified company or institution which has a financial or business relationship with the Company.

（ 7 ）

（ 7 ） Not a professional individual, who is an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that provides commercial, legal, financial, accounting services or consultation to the Company or to any affiliate of the Company, or a spouse thereof.
（ 8 ） Not a person of any conditions defined in Article 30 of the Company Law.

3.5.2. Attendance of Members at Remuneration Committee Meetings

(1)There are 3 members in the Remuneration Committee.

(2)Term from 6/24/2016 to 6/23/2019, and a total of 2 (A) Remuneration Committee meetings were held in the previous period. The attendance record of the Remuneration Committee members was as follows: ：


		Attend in Person(`Ｂ`)		Attendance Rate(%)(`Ｂ`/`Ａ`)
Tilte	Name		By Proxy		Remarks


Convener	Shi-Kuan Chen	2	-	100%	Reelected
Committee member	Donald Chang	1	-	100%	Newly appointed
Committee member	Shih-Lai Lu	1	-	100%	Newly appointed
Committee member	Pen-Chi Chiang	1	-	100%	Former member
Committee member	Jenny Huang	1	-	100%	Former member
Other statutory information: None

16 -

3.6. Statement of Internal Control System `：`

Chung Hwa Pulp Corporation

Statement of Internal Control System

Date ： March 16 2017

Based on the findings of a self-assessment, CHP states the following with regard to its internal control system during the year 2016 ：

CHP's Board of Directors and Management are responsible for establishing, implementing, and maintaining an adequate internal control system. Our internal control is a process designed to provide reasonable assurance over the effectiveness and efficiency of our operations (including profitability, performance, and safeguarding of assets), reliability of our financial reporting, and compliance with applicable laws and regulations.
An internal control system has inherent limitations. No matter how perfectly designed, an effective internal control system can provide only reasonable assurance of accomplishing its stated objectives. Moreover, the effectiveness of an internal control system may be subject to changes due to extenuating circumstances beyond our control. Nevertheless, our internal control system contains self-monitoring mechanisms, and YFY takes immediate remedial actions in response to any identified deficiencies.
CHP evaluates the design and operating effectiveness of its internal control system based on the criteria provided in the Regulations Governing the Establishment of Internal Control Systems by Public Companies (herein below, the “ Regulations”). The criteria adopted by the Regulations identify five key components of managerial internal control: (1) control environment, (2) risk assessment, (3) control activities, (4) information and communication, and (5) monitoring.
CHP has evaluated the design and operating effectiveness of its internal control system according to the aforesaid Regulations.
Based on the findings of such evaluation, CHP believes that on December 31, 2015, it has maintained, in all material respects an effective internal control system (that includes the supervision and management of our subsidiaries) to provide reasonable assurance over our operational effectiveness and efficiency, reliability of financial reporting, and compliance with applicable laws and regulations.
This Statement will be an integral part of CHP’s Annual Report for the year 2016 and Prospectus, and will be made public. Any falsehood, concealment, or other illegality in the content made public will entail legal liability under Articles 20, 32, 171, and 174 of the Securities and Exchange Law.
This Statement has been passed by the Board of Directors in their meeting held on March 16, 2017, where all of the night attending directors express dissenting opinion and affirmed the content of this Statement.
17 -

3.7. Major Resolutions of the Board `：`

Major resolutions of the 14th meeting of the 16th term's board (March 17, 2016) (abstract) ：
(1) Approval of the CHP's 2015 financial statements.
(2) Approval of the CHP's 2015 earnings distribution.
(3) Approval of the CHP's 2015 remunerations for employees, directors and supervisors.
(4) In accordance with the change of the CHP's Articles of Incorporation, the board approved the Guidlines of Employees Remunerations.
(5) Approval of the amendment of CHP's Articles of Incorporation.
(6) For the company establishing an Audit Committee, Amendment to the Disposition Procedures of Acquisition of Disposal of Assets, Procedures of Related Party Transactions, Procedures of Engaging in Derivatives Trading, Procedures of Mergers and Consolidations, Splits, Acquisitions and Assignment of Shares and the Operational Procedures for Loaning Funds to Others, the Operational Procedures for Making of Endorsements/Guarantees, Amendment & Rename to Rules for Election of Directors and Supervisors.
(7) Approved the resolution to elect the 17th directors and independent directors during the 2015 shareholders meeting.
(8) Approval of the proposal to the shareholders meeting to remove the non-competition restriction for CHP's new directors and the institutional entities they represented.
(9) Approval of the a resolution which determined the time, location, and other relevant matters regarding the 2016 shareholders meeting.
(10) Approval of the a resolution to approve CHP's 2015 Statement on the Internal Control System.
(11) Approval of resolution the five years' sydicationloan proposals.
(12) Approved the resolution of lending money to YFY Caymen Co., and the amount approximately to USD 55 million.
(13) Approval of CHP's application of loan credit line with correspondent banks.
2.Major resolutions of the 15th meeting of the 16th term's board (May 13, 2016) (abstract) ：
(1). Approval of The proposal of the company’s 16th directors and independent directors candidates list.
(2). Approval of CHP's application of loan credit line with correspondent banks.
Major resolutions of the 1st temporary meeting of the 17th term's board (June 24, 2016) (abstract) ：
(1) Approved the resolution to appoint Kirk Hwang to be the Chairman of the 17th term's Board.
(2) Approved the amendment to the Rules of Bord Meeting.
(3) Approved to requlate the Audit Committee Constitute Guidlines.
(4) Approved the resolution of the member the 1st terms of Audit Committee.
(5) Approved the amendment to the Remunization Committee Constitute Guidlines.
(6) Approved the resolution of the member the third terms of Remuneration Committee.
Major resolutions of the 1st meeting of the 17th term's board (August 12, 2016) (abstract) ：
18 -
(1) Approved the 2nd season endorsements and guarantees to CHP and subsiduries.
(2) Approval of CHP's application of loan credit line with correspondent banks.
(3) Approved of subsidiary`s application of loan credit line with correspondent banks and join guarantee.
(4) Approved of the appointment of branch manager.
Major resolutions of the 2nd meeting of the 17th term's board (November 11, 2016) (abstract) ：
(1) Approved the CHP's 2017 annual operational budget.
(2) Approved the CHP's 2017 audit planing.
(3) Amendment to the procedures for halt and resumption applications.
(4) Approved the 3rd season endorsements and guarantees to CHP and subsiduries.
(5) Approval of CHP's application of loan credit line with correspondent banks.
Major resolutions of the 3rd meeting of the 17th term's board (March 16, 2017) (abstract) ：
(1) Approval of the CHP's 2016 financial statements.
(2) Approval of the CHP's 2016 earnings distribution.
(3) Approval of the CHP's 2016 remunerations for employees,directors and supervisors.
(4) Approval of the resolution which determined the time, location, and other relevant matters regarding the 2017 shareholders meeting.
(5) Approval of the resolution to approve CHP's 2015 Statement on the Internal Control System.
(6) Amendment to the Disposition Procedures of Acquisition of Disposal of Assets.
(7) Amendment to the Disposition Procedures of Related Party Transactions.
(8) Amendment to the Disposition Procedures of Engaging in Derivatives Trading.
(9) Amendment to the Disposition Procedures of Procedures of Mergers and Consolidations, Splits, Acquisitions and Assignment of Shares.
(10) Approval of CHP's application of loan credit line with correspondent banks.
(11) Approved of subsidiary`s application of loan credit line with correspondent banks and join guarantee.
(12) Approved the 4th season endorsements and guarantees to CHP and subsiduries.
(13) Approved of the change of spokesperson.
(14) Approved of the organizational changes and personnel adjustments.
19 -

4. Capital Overview

4.1. The Top-10 Shareholders and Information of Related Parties

April 21,2017

	Current Shareholding		Spouse’s/minor’s Shareholding	Spouse’s/minor’s Shareholding	Shareholding by Nominee	Shareholding by Nominee	Name and Relationship Between the Company’s Top Ten Shareholders, or Spouses or Relatives	Name and Relationship Between the Company’s Top Ten Shareholders, or Spouses or Relatives	R e m a r k s
Name					Arrangement		Within Two Degrees
	Shares	(%)	Shares	(%)	Shares	(%)	Name	Relationship

YFY Inc. Representative: Felix Ho	627,827,989 -	56.93 -	- -	- -	- -	- -	YFY paradigm Investment Co., Ltd. Hsin-YiEnterprise Co., Ltd. Representative Sing-Ju Chang Hsin-Yi Investment Co., Ltd. Representative:Felix Ho Yuen-Hsin-Yi Enterprise Co., Ltd. Representative Felix Ho	Director & Supervisor Mother & Son Same representative Same representative	- -
Hsin-Yi Enterprise Co., Ltd. Representative: Sing-Ju Chang	50,149,248 -	4.55 -	- 1,223,071	- 0.11%	- -	- -	YFY Inc. Hsin-Yi Investment Co., Ltd. Yuen-Hsin-Yi Enterprise Co., Ltd. YFY Inc. Representative:Felix Ho, Hsin-Yi Investment Co., Ltd. Representative: Felix Ho Yuen-Hsin-Yi Enterprise Co., Ltd. Representative: Felix Ho	Director Director Director Mother & Son Mother & Son Mother & Son	- -
Hsin-Ye Golf Course Co., Ltd. Representative: Bao-Yu Hsieh	24,334,028 -	2.21 -	- -	- -	- -	- -	- -	- -	- -
Hsin-Yi Investment Co.,Ltd. Representative: Felix Ho	21,090,110 -	1.91 -	- -	- -	- -	- -	Yuen-Hsin-Yi Enterprise Co., Ltd. YFY Inc. Representative:Felix Ho, Hsin-YiEnterprise Co., Ltd. Representative Sing-Ju Chang, Yuen-Hsin-Yi Enterprise Co., Ltd. Representative: Felix Ho	Supervisor Same representative Mother & Son Same representative	- -
China Life Insurance Co., Ltd. Representative: Alan Wang	18,720,228 -	1.70 -	- -	- -	- -	- -	- -	- -	- -
Nan Shan Life Insurance Co., Ltd. Representative: Y.T. Du	12,813,000 -	1.16 -	- -	- -	- -	- -	- -	- -	- -
YFY paradigm Investment Co., Ltd Representative: Melody Chiu	7,635,485 - 7,231,001 -	0.69 - 0.66 -	- - - -	- - - -	- - - -	- - - -	- - - YFY Inc. Representative:Felix Ho, Hsin-YiEnterprise Co., Ltd. Representative Sing-Ju Chang Yuen-Hsin-Yi Enterprise Co., Ltd. Representative: Felix Ho	- - - Same representative Mother & Son Same representative	- - - -
Yuen-Hsin-Yi Enterprise Co., Ltd. Representative: Felix Ho
Investment Portfolio of Emerging Market Funds, entrusted to Deutsche Bank	6,735,650	0.61	-	-	-	-	-	-	-
Advanced General ETF investment account held in trust by J.P. Morgan Chase	6,321,712	0.57	-	-	-	-	-	-	-

20 -

4.2. The Structure of Shareholders

4/21/2017

					Foreign
				Domestic
	Government	Financial	Other Juridical		Institutions &
Item				Natural		Total
	Agencies	Institutions	Persons		Natural
				Persons
					Persons

Number of Shareholders	2	12	105	47,423	137	47,679
Shareholding (shares)	3,813,000	34,355,989	754,477,857	264,464,102	45,724,368	1,102,835,316
Percentage	0.35	3.11	68.41	23.98	4.15	100.00

Shareholding Distribution Status

4/21/2017


Shareholder Ownership	Number of	Ownership	Ownership
(Unit: Share)	Shareholders	(Shares)	Percentage(%)

1 – 999	27,328	7,166,414	0.65
1,000 – 5,000	12,968	31,074,736	2.82
5,001 – 10,000	3,485	27,793,966	2.52
10,001 – 15,000	972	12,061,397	1.09
15,001 – 20,000	871	16,011,555	1.45
20,001 – 30,000	594	15,165,613	1.38
30,001 – 50,000	582	23,570,248	2.14
50,001 – 100,000	407	30,002,280	2.72
100,001 – 200,000	256	36,437,613	3.30
200,001 – 400,000	110	31,258,091	2.83
400,001 – 600,000	43	21,231,491	1.93
600,001 – 800,000	17	11,417,404	1.04
800,001 – 1,000,000	11	10,311,728	0.93
Over 1,000,001	35	829,332,780	75.20
Total	47,679	1,102,835,316	100.00

21 -

4.3. Change in the Proportion of Shareholding Among the Directors, Managers, and Major Shareholders

					Unit:Shares	Unit:Shares
			2016		As of Apr. 25, 2017
				Pledged		Pledged
					Holding
Title	Name		Holding Increase	Holding		Holding
					Increase
			(Decrease)Note2	Increase		Increase
					(Decrease)
				(Decrease)		(Decrease)

Director	YFY Inc.		-	-	-	-
Chairman	Kirk Hwang	YFY Inc. Representative	-	-	-	-
Director	Felix Ho Note1		-	-	-	-
Director	Melody Chiu		-	-	-	-
Director	S.C. Ho Note2		-	-	-	-
Director	Cheng-Yang PengNote3		-	-	-	-
Director	Lotus Ecoscings & Engineering Co., Ltd Representative		-	-	-	-
Director	Chin-Cheng Huang	Lotus Ecoscings & Engineering Co., Ltd Representative	-	-	-	-
Director	Guu-Fong Lin		-	-	-	-
Director	Ray Chen		-	-	-	-
Director	Kuo-Yuan Zeng Note2		-	-	-	-
Independent Director	Shi-Kuan Chen		-	-	-	-
Independent Director	Donald Chang		-	-	-	-
Independent Director	Shih-Lai Lu		-	-	-	-
Independent Director	Pen-Chi Chiang Note2		-	-	-	-
Supervisor	Yuen-Shin-Yi enterprise Co., Ltd. Note2		-	-	-	-
Supervisor	Addie Wang Note2	Yuen-Shin-Yi enterprise Co., Ltd. Representative	-	-	-	-
Supervisor	Kuan-De Ho Note2		-	-	-	-
CEO	Kirk Hwang		-	-	-	-
President	Chih-Cheng Huang Note4		-	-	-	-
President	Cheng-Yang Peng Note5		-	-	-	-
CFO	Guu-Fong Lin		-	-	-	-
Executive Vice President	Ray Chen Note6		-	-	-	-
Finance Manager	David Lin		-	-	-	-
Accounting Manager	Jung-Min Huang		-	-	-	-
Major shareholders	YFY Inc.		-	-	-	-

Note1: Assumeed on 3/16/2017 by juristic-person director Note2: After election, not assumeed on 6/25/2016.

22 -

Note3: Resigned on 3/16/2017 by juristic-person director Note4: Appointed on 3/16/2017 Note5: Resigned on 3/16/2017 and transferred as Chairman & GM of YFY Packaging Inc. Note6: Appointed on 7/1/2016

4.4. Consolidated Invested Number of Shares in the Subsidiaries Held by the Company, Board Directors, Supervisors, Managers and the Percentage of the Holding Shares

			Direct or Indirect Ownership by	Direct or Indirect Ownership by
	Ownership by the
			Directors Supervisors		Total Ownership
Affiliated	Company		, Managers	,
Enterprises

	Shares	%	Shares	%	Shares	%

CHP INT’L (BVI) CORP. Hwa Fong Investment Co.,Ltd.	61,039,956 3,600,000 - - 34,300,000 -	100 100 - - 49 -	- - - - 35,700,000 -	- - 100 100 51 100	61,039,956 3,600,000 - - 70,000,000 -	100 100 100 100 100 100
Guangdong DingFeng Paper and Pulp
Co.,Ltd.

Zhaoqing DingFeng Forestry Co.,Ltd.

Effion Enertech Co.,Ltd KuangHwa Fertilizer Limited Company

4.5. Dividend Policy and Execution

(1) Dividend policy:

The Company's dividend policy is based on future capital expenditures and working capital requirements. Based on this policy, dividends shall be distributed in a way such that at least twenty percent is distributed as cash dividends and the remainder as stock dividends. However, for the purpose of meeting other capital expenditure requirements, the company may distribute the aforementioned remaining surplus in the form of stock dividends only.

(2) Dividend distribution proposed at this shareholders` meeting:

The shareholders` meeting plan to approved the dividend distribution for cash dividends NT$0.35 per share.

23 -

5 Financial Information

5.1. CHP Affiliates Organization Chart

==> picture [488 x 276] intentionally omitted <==

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

CHP
100% 100%
HwaFong Investment Co., CHP (BVI) INTERNATIONAL
Ltd. CORP.
100%
60% 20.24%
Kuang Hwa GuangDong 66.27% ZhaoQing
Fertilizer Ltd. DingFeng Paper DingFeng Forestry
and Pulp Co., Ltd. Co., Ltd.
----- End of picture text -----

5.2. Financial Performance Overview of Affiliated Companies

Unit: Thuosand Dollor


								Net	EPS
			Total	Total			Operating	Income	`（`Dollar`）`
Company Name	Currencey	Capital	Assets	liabilities	Net value	Revenue	profit	`（`After	`（`After

								Taxes`）`	Taxes`）`

CHP INTERNATIONAL (BVI) CORP.	USD	61,040	163,812	8	163,804	-	(195)	(1,313)	-
HwaFong Investment Co., Ltd.	NTD	36,000	46,364	175	46,189	3,268	3,103	3,103	1.03
Kuang Hwa Fertilizer Ltd.	NTD	5,000	10,971	1,570	9,401	10,011	3,475	2,969	-
GuangDong DingFeng Pulp and Paper Co.,Ltd.	CNY	648,482	1,493,802	451,673	1,042,129	507,121	(25,461)	(22,840)	-
ZhaoQing DingFeng Foresty Co.,Ltd.	CNY	178,162	827,181	177,607	649,574	115,610	4,568	4,568	-

24 -

5.3. Consolidate Financial Statements

Chung Hwa Pulp Corporation and Subsidiaries

Consolidated Financial Statements for the Years Ended December 31, 2016 and 2015 and Independent Auditors’ Report

25 -

DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES

The companies required to be included in the consolidated financial statements of affiliates in accordance with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” for the year ended December 31, 2016 are the same as the companies required to be included in the consolidated financial statements of parent company and its subsidiaries as provided in International Financial Reporting Standard 10 “Consolidated Financial Statements.” Relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent company and its subsidiaries. Hence, we have not prepared a separate set of consolidated financial statements of affiliates for the year ended December 31, 2016.

Very truly yours,

CHUNG HWA PULP CORPORATION

By:

March 16, 2017

26 -

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and the Shareholders Chung Hwa Pulp Corporation

Opinion

We have audited the accompanying consolidated financial statements of Chung Hwa Pulp Corporation and its subsidiaries (the Group) which comprise the consolidated balance sheets as of December 31, 2016 and 2015, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2016 and 2015, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC) and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group 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 that 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 consolidated financial statements for the year ended December 31, 2016. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The descriptions of the key audit matters of the consolidated financial statements for the year ended December 31, 2016 are as follows:

Volume Estimation in Biological Assets

The Group’s biological assets are eucalyptus trees planted in areas located in Guangdong Province, Zhaoqing City. The eucalyptus trees are mainly grown for the manufacture of paper products. The fair value of biological assets are based on the volume of eucalyptus trees and market price per ton. The volume of eucalyptus trees was determined by the annual forest growth investigation report, which is based on the reckoning of sampling measurement areas and involves considerations such as growth difference, weather condition, and insect infestation. Since measuring the volume of biological assets involves significant uncertainty, it has been identified as a key audit matter.

27 -

Our key audit procedures performed in respect of the above area included the following:

Obtain the annual forest growth investigation report and recalculate the data to evaluate its correctness.
Validate the consistency in the measurement adopted for estimating the volume of the biological assets and confirm the authorized managements’ approval of the measurement thereof.
Attend the annual inventory counts of the biological assets and perform sample counts.

Provision for Receivables

The notes and accounts receivables of the Group are material in amount. In consideration of the business volume and client condition, the recoverability of receivables is subject to management’s judgement. Therefore, the provision for receivables has been identified as a key audit matter.

Our key audit procedures performed in respect of the above area included the following:

Assess the reasonableness of the assumptions used by the management through the inspection on the clients’ financial position and historical payment records, particularly on those with significant outstanding receivables and longer days of turnover.
Confirm if there is any client with significant amount of outstanding receivables, reflecting financial difficulties, and ensure that the management has adopted appropriate response to secure its receivables.
Assess the collections for those past due receivables.

Other Matter

We have also audited the parent company only financial statements of Chung Hwa Pulp Corporation as of and for the years ended December 31, 2016 and 2015, on which we have issued unqualified report.

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

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

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

28 -

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

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

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
29 -

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2016, and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Shiow-Ming Shue and Cheng-Hung Kuo.

Deloitte & Touche Taipei, Taiwan Republic of China

March 16, 2017

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail. Also, as state in Note 32 to the consolidated financial statements, the additional footnote disclosures that are not required under generally accepted accounting principles were not translated into English.

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CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2016 AND 2015

(In Thousands of New Taiwan Dollars)

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars)
ASSETS CURRENT ASSETS Cash and cash equivalents (Notes 4 and 6) Financial assets at fair value through profit or loss (Notes 4 and 7) Available-for-sale financial assets (Notes 4 and 8) Derivative financial assets for hedging - current (Notes 4 and 9) Debt investments with no active market - current (Notes 4, 10 and 30) Notes and accounts receivable (Notes 4 and 13) Notes and accounts receivable from related parties (Notes 4 and 29) Other receivables from related parties (Notes 4 and 29) Inventories (Notes 4 and 14) Biological assets (Notes 4 and 15) Other current assets (Note 28) Total current assets NON-CURRENT ASSETS Available-for-sale financial assets (Notes 4 and 8) Debt investments with no active market - non-current (Notes 4 and 11) Financial assets measured at cost (Notes 4 and 12) Investments accounted for using the equity method (Notes 4 and 17) Property, plant and equipment (Notes 4 and 18) Investment properties (Notes 4 and 19) Deferred tax assets (Notes 4 and 24) Prepayment for equipment Long-term prepayments for lease Other non-current assets (Note 28) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Note 20) Short-term bills payable (Note 20) Financial liabilities at fair value through profit or loss (Notes 4 and 7) Derivative financial liabilities for hedging - current (Notes 4 and 9) Notes and accounts payable Notes and accounts payable to related parties (Note 29) Other payables Current tax liabilities Current portion of long-term borrowings Other current liabilities Total current liabilities NON-CURRENT LIABILITIES Long-term borrowings (Note 20) Deferred tax liabilities (Notes 4 and 24) Net defined benefit liabilities (Notes 4 and 21) Other non-current liabilities (Note 28) Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 22) Share capital Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Total equity attributable to owners of the Company NON-CONTROLLING INTERESTS Total equity TOTAL		2016 Amount % $ 496,230 2 16,958 - 651,792 2 567 - 10,100 - 2,428,447 8 1,166,810 4 344,705 1 2,989,561 10 3,275,503 11 503,857 2 11,884,530 40 416,578 1 170,000 1 261,902 1 955,180 3 14,560,196 49 258,008 1 250,253 1 562,494 2 217,530 1 116,222 - 17,768,363 60 $ 29,652,893 100 $ 1,838,000 6 1,999,359 7 8,317 - 443 - 1,539,072 5 543,253 2 672,529 2 5,904 - 108,000 - 701,249 3 7,416,126 25 1,841,765 6 1,991,618 7 286,549 1 57,508 - 4,177,440 14 11,593,566 39 11,028,353 37 34,403 - 80,721 - 1,186,894 4 2,919,034 10 4,186,649 14 464,552 2 15,713,957 53 2,345,370 8 18,059,327 61 $ 29,652,893 100		2015
				Amount % $ 345,315 1 - - 640,580 2 1,284 - 22,400 - 2,371,060 8 1,053,182 4 639,908 2 3,778,977 12 3,622,184 12 605,417 2 13,080,307 43 451,387 1 170,000 1 261,952 1 978,187 3 13,741,408 45 258,398 1 216,711 1 698,715 2 243,421 1 325,653 1 17,345,832 57 $ 30,426,139 100 $ 2,396,667 8 1,997,674 6 2,015 - - - 1,474,994 5 623,404 2 734,232 2 419 - - - 540,989 2 7,770,394 25 1,240,000 4 1,989,854 7 291,933 1 31,244 - 3,553,031 12 11,323,425 37 11,028,353 36 27,286 - 2,750 - 1,186,894 4 3,317,394 11 4,507,038 15 946,780 3 16,509,457 54 2,593,257 9 19,102,714 63 $ 30,426,139 100

The accompanying notes are an integral part of the consolidated financial statements.

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CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Note 29) Sales Sales returns and allowances Net sales Other operating revenue Total operating revenue OPERATING COSTS (Notes 14, 23 and 29) Cost of goods sold Other operating cost Total operating costs GROSS PROFIT LOSS FROM CHANGES IN FAIR VALUE LESS COSTS TO SELL OF BIOLOGICAL ASSETS (Note 15) OPERATING EXPENSES (Notes 23 and 29) Selling and marketing General and administrative Research and development Total operating expenses PROFIT FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Finance costs (Note 23) Share of profit of associates Interest income (Note 29) Dividend income Other income Gain on disposal of investments Foreign exchange (loss) gain Other losses Loss on disposal of property, plant and equipment Loss on financial instruments at FVTPL (Note 7) Total non-operating income and expenses		2016 2015 Amount % $22,256,138 101 314,893 1 21,941,245 100 60,291 - 22,001,536 100 20,074,078 92 38,104 - 20,112,182 92 1,889,354 8 (13,295 ) - 1,180,237 6 285,819 1 24,895 - 1,490,951 7 385,108 1 (74,222) - 44,714 - 33,792 - 30,393 - 43,341 - 85 - (102,393) - (12,402) - (1,604) - (13,692 ) - (51,988 ) -
				Amount % $21,170,876 101 256,101 1 20,914,775 100 76,068 - 20,990,843 100 18,675,122 89 43,802 - 18,718,924 89 2,271,919 11 (740 ) - 1,182,766 6 288,687 1 20,218 - 1,491,671 7 779,508 4 (65,163) - 19,763 - 30,848 - 40,379 - 40,724 - 439 - 25,773 - (2,644) - (70) - (9,102 ) - 80,947 -

(Continued)

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CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

PROFIT BEFORE INCOME TAX INCOME TAX (BENEFIT) EXPENSE (Notes 4 and 24) NET PROFIT FOR THE YEAR OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Share of other comprehensive loss of associates Tax effect of items that will not be reclassified Items that may be reclassified subsequently to profit or loss: Exchange differences on translating foreign operations Unrealized loss on available-for-sale financial assets Cash flow hedges Share of other comprehensive loss of associates Other comprehensive income (loss) for the year, net of income tax TOTAL COMPREHENSIVE INCOME FOR THE YEAR NET PROFIT (LOSS) ATTRIBUTABLE TO: Owners of the Company Non-controlling interests TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO: Owners of the Company Non-controlling interests		2016 Amount % 333,120 1 (16,598 ) - 349,718 1 (64,092) - (162) - 10,896 - (547,348) (3) (71,620) - (14,388) - (55,363 ) - (742,077 ) (3 ) $ (392,359 ) (2 ) $ 391,114 2 (41,396 ) - $ 349,718 2 $ (144,472) (1) (247,887 ) (1 ) $ (392,359 ) (2 )		2015
				Amount % 860,455 4 14,677 - 845,778 4 30,962 - (411) - (5,264) - (116,404) (1) (250,287) (1) 6,135 - (43,883 ) - (379,152 )(2 ) $ 466,626 2 $ 779,717 4 66,061 - $ 845,778 4 $ 478,369 2 (11,743 ) - $ 466,626 2

(Continued)

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CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

EARNINGS PER SHARE (Note 25) Basic Diluted	2016 Amount % $ 0.35 $ 0.35	2015
		Amount $ 0.66 $ 0.66	% -
			-

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

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CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars)

(In Thousands of New Taiwan Dollars)
BALANCE AT JANUARY 1, 2015 Appropriation of the 2014 earnings Legal reserve Cash dividends distributed by the Company Adjustments for the changes in equity of associates Net profit for the year ended December 31, 2015 Other comprehensive income for the year ended December 31, 2015, net of income tax Total comprehensive income for the year ended December 31, 2015 Capital reduction by cash BALANCE AT DECEMBER 31, 2015 Appropriation of the 2015 earnings Legal reserve Cash dividends distributed by the Company Adjustments for the changes in equity of associates Net profit for the year ended December 31, 2016 Other comprehensive income for the year ended December 31, 2016, net of income tax Total comprehensive income for the year ended December 31, 2016 BALANCE AT DECEMBER 31, 2016			EquityAttributable to Owners of the Company (Note 4 and 22)					Non-controlling Total Interests $ 17,347,281 $ 2,605,000 - - (122,283) - 6,090 - 779,717 66,061 (301,348 ) (77,804 ) 478,369 (11,743 ) (1,200,000 ) - 16,509,457 2,593,257 - - (661,701) - 10,673 - 391,114 (41,396) (535,586 ) (206,491 ) (144,472 ) (247,887 ) $ 15,713,957 $ 2,345,370	Total Equity $ 19,952,281 - (122,283) 6,090 845,778 (379,152 ) 466,626 (1,200,000 ) 19,102,714 - (661,701) 10,673 349,718 (742,077 ) (392,359 ) $ 18,059,327
	Shares Shares (Thousands) Amount 1,222,835 $ 12,228,353 - - - - - - - - - - - - (120,000 ) (1,200,000 ) 1,102,835 11,028,353 - - - - - - - - - - - - 1,102,835 $ 11,028,353	Capital Surplus $ 21,030 - - 6,256 - - - - 27,286 - - 7,117 - - - $ 34,403		Retained Earnings	Total $ 3,824,483 - (122,283) (166) 779,717 25,287 805,004 - 4,507,038 - (661,701) 3,556 391,114 (53,358 ) 337,756 $ 4,186,649	Other Equity	Cash Flow Hedges $ (3,097) - - - - 6,135 6,135 - 3,038 - - - - (14,388 ) (14,388 ) $ (11,350 )
						Exchange Unrealized Differences Gain (Loss) on on Translating Available-for Foreign sale Financial Operations Assets $ 541,542 $ 734,970 - - - - - - - - (43,912 ) (288,858 ) (43,912 ) (288,858 ) - - 497,630 446,112 - - - - - - - - (366,081 ) (101,759 ) (366,081 ) (101,759 ) $ 131,549 $ 344,353
	Shares (Thousands) 1,222,835 - - - - - - (120,000 ) 1,102,835 - - - - - - 1,102,835		Legal Reserve $ - 2,750 - - - - - - 2,750 77,971 - - - - - $ 80,721	Special Unappropriated Reserve Earnings $ 1,186,894 $ 2,637,589 - (2,750) - (122,283) - (166) - 779,717 - 25,287 - 805,004 - - 1,186,894 3,317,394 - (77,971) - (661,701) - 3,556 - 391,114 - (53,358 ) - 337,756 $ 1,186,894 $ 2,919,034

The accompanying notes are an integral part of the financial statements.

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CHUNG HWA PULP CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation and amortization expenses Impairment loss recognized on accounts receivable Net loss on fair value change of financial instruments at fair value through profit or loss Finance costs Interest income Dividend income Share of profit of associates Loss on disposal of property, plant and equipment Net gain on disposal of investments (Reversal of) write-down of inventories Net unrealized gain on foreign currency exchange Loss on changes in fair value less cost to sell of biological assets Changes in operating assets and liabilities Notes and accounts receivable Notes and accounts receivable from related parties Inventories Biological assets Other current assets Notes payable and accounts payable Notes and accounts payable to related parties Other payables Other current liabilities Net defined benefit liabilities Cash generated from operations Interest received Interest paid Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial instruments at fair value through profit or loss Proceeds of the sale of financial instruments at fair value through profit or loss Purchase of available-for-sale financial assets Proceeds of the sale of available-for-sale financial assets Purchase of debt investments with no active market Proceeds of the sale of debt investments with no active market Proceeds of capital reduction on financial assets measured at cost Purchase of financial instruments for hedging Proceeds of the sale of financial instruments for hedging	2016 $ 333,120 964,535 2,860 13,692 74,222 (33,792) (30,393) (44,714) 1,604 (85) (5,038) (17,617) 13,295 (108,568) (194,941) 763,309 44,985 82,095 82,950 71,457 (52,190) 197,623 (69,476 ) 2,088,933 35,008 (76,257) (1,501 ) 2,046,183 (1,915,779) 1,891,516 (48,023) - (20,100) 32,400 50 (16,112) 2,884	2015 $ 860,455 924,615 1,096 9,102 65,163 (30,848) (40,379) (19,763) 70 (439) 3,978 (7,243) 740 182,391 (160,698) 250,538 (706,479) (197,104) 119,455 56,825 139,822 172,282 (16,556 ) 1,607,023 30,976 (61,644) (16,594 ) 1,559,761 (7,173,432) 7,162,375 - 4,646 (446,968) 476,285 13,950 - 4,851

(Continued)

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CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars)

Payments for property, plant and equipment Proceeds of the disposal of property, plant and equipment Decrease in other receivables of related parties (Increase) decrease in other non-current assets Decrease (increase) in prepayments for equipment Dividend received Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES (Decrease) increase in short-term borrowings Increase in short-term bills payable Proceeds of long-term borrowings Repayments of long-term borrowings Increase in other non-current liabilities Capital reduction by cash Cash dividends paid Net cash (used in) generated from financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR	2016 (1,971,325) - 295,203 (10,761) 306,060 53,261 (1,400,726 ) (558,667) 1,685 3,259,765 (2,550,000) 29,608 - (660,279 ) (477,888 ) (16,654 ) 150,915 345,315 $ 496,230	2015 (2,082,160) 2,156 852,655 179,770 (670,382) 66,805 (1,609,449 ) 215,049 797,950 2,080,000 (1,760,000) 9,847 (1,200,000) (121,780 ) 21,066 (2,811 ) (31,433) 376,748 $ 345,315

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

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CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

1. GENERAL INFORMATION

Chung Hwa Pulp Corporation (the “Company”), is engaged in production and sale of pulp and paper. The Company’s shares have been listed on the Taiwan Stock Exchange (TSE).

In line with the Company’s operating strategy to carry out vertical integration, in the meetings of the board of directors on March 21, 2012 and of the shareholders on June 27, 2012, the Company decided to issue new shares in exchange of YFY Inc.’s paper and cardboard business unit’s assets, liabilities and operation. After this transaction, the Company became a subsidiary of YFY Inc.

YFY Inc. and its subsidiaries held 57.7% of ordinary shares of the Company as of December 31, 2016 and 2015.

The consolidated financial statements are presented in the Company’s functional currency, the New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the Company’s board of directors on March 16, 2017.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

a. Amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) endorsed by the FSC for application starting from 2017

Rule No. 1050050021 and Rule No. 1050026834 issued by the FSC stipulated that starting January 1, 2017, the Company and entities controlled by the Company (collectively, the Group) should apply the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC and SIC (collectively, the IFRSs) issued by the IASB and endorsed by the FSC for application starting from 2017.

Effective Date New, Amended or Revised Standards and Interpretations Announced by IASB (Note (the “New IFRSs”) 1) Annual Improvements to IFRSs 2010-2012 Cycle July 1, 2014 (Note 2) Annual Improvements to IFRSs 2011-2013 Cycle July 1, 2014 Annual Improvements to IFRSs 2012-2014 Cycle January 1, 2016 (Note 3) Amendments to IFRS 10, IFRS 12 and IAS 28 “Investment January 1, 2016 Entities: Applying the Consolidation Exception” Amendment to IFRS 11 “Accounting for Acquisitions of January 1, 2016 Interests in Joint Operations” (Continued)

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IFRS 14 “Regulatory Deferral Accounts”	January 1, 2016
Amendment to IAS 1 “Disclosure Initiative”	January 1, 2016
Amendments to IAS 16 and IAS 38 “Clarification of	January 1, 2016
Acceptable Methods of Depreciation and Amortization”
Amendments to IAS 16 and IAS 41 “Agriculture: Bearer	January 1, 2016
Plants”
Amendment to IAS 19 “Defined Benefit Plans: Employee	July 1, 2014
Contributions”
Amendment to IAS 27 “Equity Method in Separate Financial	January 1, 2016
Statements”
Amendment to IAS 36 “Impairment of Assets: Recoverable	January 1, 2014
Amount Disclosures for Non-financial Assets”
Amendment to IAS 39 “Novation of Derivatives and	January 1, 2014
Continuation of Hedge Accounting”
IFRIC 21 “Levies”	January 1, 2014
		(Concluded)

Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.
Note 2: The amendment to IFRS 2 applies to share-based payment transactions with grant date on or after July 1, 2014; the amendment to IFRS 3 applies to business combinations with acquisition date on or after July 1, 2014; the amendment to IFRS 13 is effective immediately; the remaining amendments are effective for annual periods beginning on or after July 1, 2014.
Note 3: The amendment to IFRS 5 is applied prospectively to changes in a method of disposal that occur in annual periods beginning on or after January 1, 2016; the remaining amendments are effective for annual periods beginning on or after January 1, 2016.

The initial application in 2017 of the above IFRSs and related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers would not have any material impact on the Group’s accounting policies, except for the following:

1) Amendment to IFRS 8 “Operating Segments”

IFRS 8 was amended by the Annual Improvements to IFRSs: 2010-2012 Cycle to require disclosure of the judgments made by management in applying the aggregation criteria to operating segments, including a description of the operating segments aggregated and the economic indicators assessed in determining whether the operating segments have “similar economic characteristics”. The amendment also clarifies that a reconciliation of the total of the reportable segments’ assets to the entity’s assets should only be provided if the segments’ assets are regularly provided to the chief operating decision-maker. The judgements made in applying aggregation criteria should be disclosed retrospectively upon initial application of the amendment in 2017.

2) Amendments to IFRS 13 “Fair Value Measurement”

The basis for conclusions of IFRS 13 was amended by the Annual Improvements to IFRSs: 2010-2012 Cycle to clarify that when the amendment becomes effective in 2017, the short-term receivables and payables with no stated interest rate will be measured at their invoice amounts without discounting, if the effect of not discounting is immaterial. Otherwise, the material effect of discounting will be adjusted retrospectively.

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IFRS 13 was also amended by the Annual Improvements to IFRSs: 2011-2013 Cycle to clarify that the scope in IFRS 13 of the portfolio exception for measuring the fair value of a group of financial assets and financial liabilities on a net basis includes all contracts that are within the scope of, and accounted for in accordance with, IAS 39 or IFRS 9, even if those contracts do not meet the definitions of financial assets or financial liabilities within IAS 32.

3) Amendment to IAS 36 “Impairment of Assets”

The amendment “Disclosures for Non-financial Assets” clarifies that the recoverable amount of an asset or a cash-generating unit is disclosed only when an impairment loss on the asset has been recognized or reversed during the period. Furthermore, if the recoverable amount of an item of property, plant and equipment for which impairment loss has been recognized or reversed is fair value less costs of disposal, the Group is required to disclose the fair value hierarchy. If the fair value measurements are categorized within Level 2 or Level 3, the valuation technique and key assumptions used to measure the fair value are disclosed. The discount rate used is disclosed if such fair value less costs of disposal is measured by using present value technique. The amendment will be applied retrospectively.

4) IFRIC 21 “Levies”

IFRIC 21 provides guidance on when to recognize a liability for a levy imposed by a government. It addresses the accounting for a liability whose timing and amount is certain and the accounting for a provision whose timing or amount is not certain. The Group accrues related liability when the transaction or activity that triggers the payment of the levy occurs. Therefore, if the obligating event occurs over a period of time (such as generation of revenue over a period of time), the liability is recognized progressively. If an obligation to pay a levy is triggered upon reaching a minimum threshold (such as a minimum amount of revenue or sales generated), the liability is recognized when that minimum threshold is reached.

5) Amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers

The amendments include additions of several accounting items and requirements for disclosures of impairment of non-financial assets as a consequence of the IFRSs endorsed by the FSC for application starting from 2017. In addition, as a result of the post implementation review of IFRSs in Taiwan, the amendments also include emphasis on certain recognition and measurement considerations and add requirements for disclosures of related party transactions and goodwill.

The amendments stipulate that other companies or institutions of which the chairman of the board of directors or president serves as the chairman of the board of directors or the president, or is the spouse or second immediate family of the chairman of the board of directors or president of the Group are deemed to have a substantive related party relationship, unless it can be demonstrated that no control, joint control, or significant influence exists. Furthermore, the amendments require the disclosure of the names of the related parties and the relationship with whom the Group has significant transaction. If the transaction or balance with a specific related party is 10% or more of the Group’s respective total transaction or balance, such transaction should be separately disclosed by the name of each related party.

The amendments also require additional disclosure if there is a significant difference between the actual operation after business combination and the expected benefit on acquisition date.

The disclosures of related party transactions and impairment of goodwill will be enhanced when the above amendments are retrospectively applied in 2017.

Except for the above impacts, as of the date the consolidated financial statements were authorized for issue, the Group continues assessing other possible impacts that application of the aforementioned amendments and the related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers will have on the Group’s financial position and financial performance, and will disclose these other impacts when the assessment is completed.

b. New IFRSs in issue but not yet endorsed by the FSC
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The Group has not applied the following IFRSs issued by the IASB but not yet endorsed by the FSC.

The FSC announced that IFRS 9 and IFRS 15 will take effect starting January 1, 2018.As of the date the consolidated financial statements were authorized for issue, the FSC has not announced the effective dates of other new IFRSs.

New IFRSs Annual Improvements to IFRSs 2014-2016 Cycle Amendment to IFRS 2 “Classification and Measurement of Share-based Payment Transactions” IFRS 9 “Financial Instruments” Amendments to IFRS 9 and IFRS 7 “Mandatory Effective Date of IFRS 9 and Transition Disclosures” Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” IFRS 15 “Revenue from Contracts with Customers” Amendments to IFRS 15 “Clarifications to IFRS15 Revenue from Contracts with Customers” IFRS 16 “Leases” Amendment to IAS 7 “Disclosure Initiative” Amendments to IAS 12“Recognition of Deferred Tax Assets for Unrealized Losses” Amendments to IAS 40 “Transfers of investment property” IFRIC 22 “Foreign Currency Transactions and Advance Consideration”	Effective Date Announced by IASB (Note 1)
	Note 2 January 1, 2018 January 1, 2018 January 1, 2018 To be determined by IASB January 1, 2018 January 1, 2018 January 1, 2019 January 1, 2017 January 1, 2017 January 1, 2018 January 1, 2018

New IFRSs
Annual Improvements to IFRSs 2014-2016 Cycle

Amendment to IFRS 2 “Classification and Measurement of
Share-based Payment Transactions”

IFRS 9 “Financial Instruments”

Amendments to IFRS 9 and IFRS 7 “Mandatory Effective Date
of IFRS 9 and Transition Disclosures”

Amendments to IFRS 10 and IAS 28 “Sale or Contribution of
Assets between an Investor and its Associate or Joint
Venture”

IFRS 15 “Revenue from Contracts with Customers”

Amendments to IFRS 15 “Clarifications to IFRS15 Revenue
from Contracts with Customers”

IFRS 16 “Leases”

Amendment to IAS 7 “Disclosure Initiative”

Amendments to IAS 12“Recognition of Deferred Tax Assets
for Unrealized Losses”

Amendments to IAS 40 “Transfers of investment property”

IFRIC 22 “Foreign Currency Transactions and Advance
Consideration”

Effective Date
Announced by IASB (Note
1)

Note 2
January 1, 2018
January 1, 2018
January 1, 2018
To be determined by IASB
January 1, 2018
January 1, 2018
January 1, 2019
January 1, 2017
January 1, 2017
January 1, 2018
January 1, 2018

Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

Note 2: The amendment to IFRS 12 is retrospectively applied for annual periods beginning on or after January 1, 2017; the amendment to IAS 28 is retrospectively applied for annual periods beginning on or after January 1, 2018.

1) IFRS 9 “Financial Instruments”

Recognition and measurement of financial assets

With regards to financial assets, all recognized financial assets that are within the scope of IAS 39 “Financial Instruments: Recognition and Measurement” are subsequently measured at amortized cost or fair value. For debt instruments, if they are held within a business model whose objective is to collect the contractual cash flows that are solely payments of principal and interest on the principal amount outstanding, the financial assets are measured at amortized cost. Except for the above, all other financial assets are measured at fair value through profit or loss.

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Hedge accounting

The main changes in hedge accounting amended the application requirements for hedge accounting to better reflect the entity’s risk management activities. Compared with IAS 39, the main changes include: (1) enhancing types of transactions eligible for hedge accounting, specifically broadening the risks eligible for hedge accounting of non-financial items; (2) changing the way hedging derivative instruments are accounted for to reduce profit or loss volatility; and (3) replacing retrospective effectiveness assessment with the principle of economic relationship between the hedging instrument and the hedged item..

Transition

Financial instruments that have been derecognized prior to the effective date of IFRS 9 cannot be reversed to apply IFRS 9 when it becomes effective. Under IFRS 9, the requirements for classification, measurement and impairment of financial assets are applied retrospectively with the difference between the previous carrying amount and the carrying amount at the date of initial application recognized in the current period and restatement of prior periods is not required. The requirements for general hedge accounting shall be applied prospectively and the accounting for hedging options shall be applied retrospectively.

2) IFRS 15 “Revenue from Contracts with Customers” and related amendment

IFRS 15 establishes principles for recognizing revenue that apply to all contracts with customers, and will supersede IAS 18 “Revenue”, IAS 11 “Construction Contracts” and a number of revenue-related interpretations from January 1, 2018.

When applying IFRS 15, an entity shall recognize revenue by applying the following steps:

Identify the contract with the customer;
Identify the performance obligations in the contract;
Determine the transaction price;
Allocate the transaction price to the performance obligations in the contract; and
Recognize revenue when the entity satisfies a performance obligation.

When IFRS 15 and related amendment are effective, an entity may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this Standard recognized at the date of initial application.

3) Amendments to IAS 40 “Transfers of Investment Property”

The amendments clarify that the Group should transfer to, or from, investment property when, and only when, the property meets, or ceases to meet, the definition of investment property and there is evidence of the change in use. In isolation, a change in management’s intentions for the use of a property does not provide evidence of a change in use. The amendments also clarify that the evidence of the change in use is not limited to those illustrated in IAS 40.

The Group may elect to apply the amendments prospectively and reclassify the property as required to reflect the conditions that exist at the date of initial application. The Group is also required to disclose the reclassified amounts and such amounts should be included in the reconciliation of the carrying amount of investment property. Alternatively, the Group may elect to apply the amendments retrospectively if, and only if, that is possible without the use of hindsight.

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4) IFRIC 22 “ Foreign Currency Transactions and Advance Consideration”

IAS 21 stipulated that a foreign currency transaction shall be recorded on initial recognition in the functional currency by applying to the foreign currency amount the spot exchange rate between the functional currency and the foreign currency at the date of the transaction. IFRIC 22 further explains that the date of the transaction is the date on which an entity recognizes a non-monetary asset or non-monetary liability from payment or receipt of advance consideration. If there are multiple payments or receipts in advance, the entity shall determine the date of the transaction for each payment or receipt of advance consideration.

The Group shall apply IFRIC 22 either retrospectively or prospectively to all assets, expenses and income in the scope of the Interpretation initially recognized on or after (a) the beginning of the reporting period in which the entity first applies IFRIC 22, or (b) the beginning of a prior reporting period presented as comparative information in the financial statements of the reporting period in which the entity first applies IFRIC 22 .

Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance, and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

For the convenience of readers, the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language consolidated financial statements shall prevail.

a. Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed by the FSC with the effective dates.

b. Basis of preparation

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments and biological assets which are measured at fair value.

The fair value measurements are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and the significance of the inputs to the fair value measurement in their entirety, which are described as follows:

1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
3) Level 3 inputs are unobservable inputs for the asset or liability.
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c. Classification of current and non-current assets and liabilities

Current assets include:

1) Assets held primarily for the purpose of trading;
2) Assets expected to be realized within twelve months after the reporting period; and
3) Cash and cash equivalents.

Current liabilities include:

1) Liabilities held primarily for the purpose of trading;
2) Liabilities due to be settled within twelve months after the reporting period, even if an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the consolidated financial statements are authorized for issue; and
3) Liabilities for which the Group does not have an unconditional right to defer settlement for at least twelve months after the reporting period.

Assets and liabilities that are not classified as current are classified as non-current.

The Group engages in the forestry business, which has an operating cycle of over one year; the normal operating cycle of over one year is observed in the classification of the Group’s forestry-related assets and liabilities.

d. Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company.

All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.

Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

e. Business combinations

Acquisition of business is accounted for using the acquisition method. Acquisition-related costs are generally recognized in profit or loss as incurred.

Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest in the acquiree over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after re-assessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer’s previously held interest in the acquiree, the excess is recognized immediately in profit or loss as a bargain purchase gain.

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f. Foreign currencies

In preparing the financial statements of each individual Group entity, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period.

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising on the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

Non-monetary items that are measured at historical cost in a foreign currency are not retranslated.

For the purposes of presenting consolidated financial statements, the assets and liabilities of the Group’s foreign operations (including of the subsidiaries and associates operating in other countries or currencies used are different from the Company) are translated into New Taiwan dollars using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period.

g. Inventories

Inventories consist of raw materials, supplies, work-in-process, finished goods and merchandise. Inventories are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to group similar or related items. Net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at weighted-average cost on the balance sheet date.

h. Investment in associates

An associate is an entity over which the Group has significant influence and that is neither a subsidiary nor an interest in a joint venture.

The Group uses the equity method to account for its investments in associates.

Under the equity method, investments in an associate are initially recognized at cost and adjusted thereafter to recognize the Group’s share of the profit or loss and other comprehensive income of the associate. The Group also recognizes the changes in the Group’s share of equity of associates.

Any excess of the cost of acquisition over the Group’s share of the net fair value of the identifiable assets and liabilities of an associate at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Group’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.

When the Group subscribes for additional new shares of the associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Group’s proportionate interest in the associate. The Group records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in the Group’s share of equity of associates. If the Group’s ownership interest is reduced due to the additional subscription of the new shares of associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required if the investee had directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for by the equity method is

45 -

insufficient, the shortage is debited to retained earnings.

When the Group’s share of losses of an associate equals or exceeds its interest in that associate (which includes any carrying amount of the investment accounted for by the equity method and long-term interests that, in substance, form part of the Group’s net investment in the associate), the Group discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Group has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.

The entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is deducted from investment and the carrying amount of investment is net of impairment loss. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.

The Group discontinues the use of the equity method from the date on which its investment ceases to be an associate. Any retained investment is measured at fair value at that date and the fair value is regarded as its fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate. The Group accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required if that associate had directly disposed of the related assets or liabilities. If an investment in an associate becomes an investment in a joint venture or an investment in a joint venture becomes an investment in an associate, the Group continues to apply the equity method and does not remeasure the retained interest.

When a Group entity transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Group’s consolidated financial statements only to the extent of interests in the associate that are not related to the Group.

i. Property, plant and equipment

Property, plant and equipment are stated at cost, less recognized accumulated depreciation and accumulated impairment loss.

Property in the course of construction for production, supply or administrative purposes is carried at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such property is depreciated and classified to the appropriate category of property, plant and equipment when completed and ready for intended use.

Freehold land is not depreciated.

Depreciation is recognized using the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss.

j. Investment properties

Investment properties are properties held to earn rentals and/or for capital appreciation. Investment properties also include land held for a currently undetermined future use.

Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation is recognized using the straight-line method.

On derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss.

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k. Impairment of tangible and intangible assets

At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible assets, excluding goodwill, to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the individual cash-generating units on a reasonable and consistent basis of allocation.

Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount.

When an impairment loss is subsequently reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized on the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.

l. Financial instruments

Financial assets and financial liabilities are recognized when a Group entity becomes a party to the contractual provisions of the instruments.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

1) Financial assets

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

a) Measurement category

Financial assets are classified into the following categories: Financial assets at fair value through profit or loss, available-for-sale financial assets, and loans and receivables.

i. Financial assets at fair value through profit or loss

Financial assets are classified as at fair value through profit or loss when the financial asset is held for trading.

Financial assets at fair value through profit or loss are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. Fair value is determined in the manner described in Note 28.

ii. Available-for-sale financial assets

Available-for-sale financial assets are non-derivatives that are either designated as available-for-sale or are not classified as loans and receivables or financial assets at fair value through profit or loss.

Available-for-sale financial assets are measured at fair value. Dividends on available-for-sale equity investments are recognized in profit or loss. Other changes in the carrying amount of available-for-sale financial assets are recognized in other comprehensive income and will be reclassified to profit or loss when the investment is disposed of or is determined to be impaired.

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Dividends on available-for-sale equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established.

Available-for-sale equity investments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured and derivatives that are linked to and must be settled by delivery of such unquoted equity investments are measured at cost less any identified impairment loss at the end of each reporting period and are presented in a separate line item as financial assets carried at cost. If, in a subsequent period, the fair value of the financial assets can be reliably measured, the financial assets are remeasured at fair value. The difference between carrying amount and fair value is recognized in other comprehensive income on financial assets. Any impairment loss is recognized in profit and loss.

iii. Loans and receivables

Loans and receivables (including notes and accounts receivable, cash and cash equivalent, debt investments with no active market, etc.) are measured at amortized cost using the effective interest method, less any impairment, except for short-term receivables when the effect of discounting is immaterial.

Cash equivalent includes time deposits with original maturities within three months from the date of acquisition, highly liquid, readily convertible to a known amount of cash and subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

b) Impairment of financial assets

Financial assets, other than those at fair value through profit or loss, are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been affected.

Financial assets carried at amortized cost, such as notes and accounts receivable, are assessed for impairment on a collective basis even if they were assessed not to be impaired individually. Objective evidence of impairment for a portfolio of receivables could include the Group’s past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period, as well as observable changes in national or local economic conditions that correlate with default on receivables.

For financial assets carried at amortized cost, the amount of the impairment loss recognized is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For available-for-sale equity investments, a significant or prolonged decline in the fair value of the security below its cost is considered to be objective evidence of impairment.

For all other financial assets, objective evidence of impairment could include significant financial difficulty of the issuer or counterparty, breach of contract, such as a default or delinquency in interest or principal payments, it is becoming probable that the borrower will enter bankruptcy or financial re-organization, or disappearance of an active market for that financial asset because of financial difficulties.

When an available-for-sale financial asset is considered to be impaired, cumulative gains or losses previously recognized in other comprehensive income are reclassified to profit or loss in the period.

In respect of available-for-sale equity securities, impairment loss previously recognized in profit or loss are not reversed through profit or loss.

For financial assets that are carried at cost, the amount of the impairment loss is measured as the

48 -

difference between the asset’s carrying amount and the present value of the estimated future cash flows discounted at the current market rate of return for a similar financial asset. Such impairment loss will not be reversed in subsequent periods.

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of notes and accounts receivable where the carrying amount is reduced through the use of an allowance account. When notes and accounts receivable are considered uncollectible, they are written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognized in profit or loss except for uncollectible notes and accounts receivable that are written off against the allowance account.

c) Derecognition of financial assets

The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income is recognized in profit or loss.

2) Equity instruments

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

Equity instruments issued by a Group entity are recognized at the proceeds received, net of direct issue costs.

Repurchase of the Group’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Group’s own equity instruments.

3) Financial liabilities
a) Subsequent measurement

Except for financial liabilities at fair value through profit or loss, all financial liabilities are measured at amortized cost using the effective interest method:

Financial liabilities are classified as at fair value through profit or loss when the financial liability is either held for trading or designated as at fair value through profit or loss.

Financial liabilities held for trading are stated at fair value, with any gain or loss arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss does not incorporate any interest or dividend paid on the financial liability. Fair value is determined in the manner described in Note 28.

b) Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

4) Derivative financial instruments

The Group enters into a variety of derivative financial instruments to manage its exposure to foreign

49 -

exchange rate risks, including foreign exchange forward contracts.

Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as a financial liability.

m. Hedge accounting

The Group designates certain hedging instruments as cash flow hedges. Hedges of foreign exchange risk on firm commitments are accounted for as cash flow hedges.

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss.

The associated gains or losses that were recognized in other comprehensive income are reclassified from equity to profit or loss as a reclassification adjustment in the line item relating to the hedged item in the same period when the hedged item affects profit or loss. If a hedge of a forecast transaction subsequently results in the recognition of a non-financial asset or a non-financial liability, the associated gains and losses that were recognized in other comprehensive income are removed from equity and are included in the initial cost of the non-financial asset or non-financial liability.

Hedge accounting is discontinued prospectively when the Group revokes the designated hedging relationship, or when the hedging instrument expires or is sold, terminated, or exercised, or when it no longer meets the criteria for hedge accounting. The cumulative gain or loss on the hedging instrument that has been previously recognized in other comprehensive income from the period when the hedge was effective remains separately in equity until the forecast transaction occurs. When a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is recognized immediately in profit or loss.

n. Provisions

Provisions, including those arising from the contractual obligation, are stated at the best estimate of the discounted cash flow of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.

o. Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable. Revenue is reduced for estimated customer returns, rebates and other similar allowances. Sales returns are recognized at the time of sale provided the seller can reliably estimate future returns and recognizes a liability for returns based on past experience and other relevant factors.

1) Sale of goods

Revenue from the sale of goods is recognized when all the following conditions are satisfied:

a) The Group has transferred to the buyer the significant risks and rewards of ownership of the goods;
b) The Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
c) The amount of revenue can be measured reliably;
d) It is probable that the economic benefits associated with the transaction will flow to the Group; and
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e) The costs incurred or to be incurred in respect of the transaction can be measured reliably.

The Group does not recognize sales revenue on materials delivered to subcontractors because this delivery does not involve a transfer of risks and rewards of materials ownership.

2) Dividend and interest income

Dividend income from investments is recognized when the shareholder’s right to receive payment has been established provided that it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably.

Interest income from a financial asset is recognized when it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.

p. Leasing

Rental income from operating leases is recognized on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and amortized on a straight-line basis over the lease term.

q. Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Other than as stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

r. Employee benefits
1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service.

2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as an expense when employees have rendered service entitling them to the contributions.

Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost and past service cost) and net interest on the net defined benefit liability (asset) are recognized as employee benefits expense in the period they occur, or when the plan amendment or curtailment occurs. Remeasurement, comprising actuarial gains and losses, the effect of the changes to the asset ceiling and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

Net defined benefit liability (asset) represents the actual deficit (surplus) in the Group’s defined benefit plan. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

s. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

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1) Current tax

According to the Income Tax Law, an additional tax at 10% of unappropriated earnings is provided for as income tax in the year the shareholders approve to retain the earnings.

Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.

2) Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences, to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint arrangements, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

3) Current and deferred taxes for the year

Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income.

t. Biological assets

Biological assets are measured at cost plus transaction costs on initial recognition, and subsequently measured at fair value less costs to sell. The gains and losses arising from the change in fair value less costs to sell are recognized in profit or loss when they occur.

Agricultural produce harvested from biological assets is initially measured at fair value less costs to sell at the point of harvest, and subsequently transferred to inventory and accounted for accordingly.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Group’s accounting policies, management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

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The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

a. Estimated impairment of notes and accounts receivable

When there is objective evidence of impairment loss, the Group takes into consideration the estimation of future cash flows. The amount of the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. Where the actual future cash flows are less than expected, a material impairment loss may arise.

b. Biological assets

On initial recognition and at the end of the reporting period, biological assets are measured at fair value less costs to sell. Fair value is the amount at which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s-length transaction. Costs to sell refer to transport and other costs incurred to take the assets to the market. Estimations of fair value and costs to sell may be significantly influenced by changes in market conditions.

6. CASH AND CASH EQUIVALENTS

Cash on hand Checking accounts and demand deposits Cash equivalents Time deposits with original maturities less than three months		December 31	December 31
		2016 $ 883 469,047 26,300 $496,230	2015 $ 7,925 309,390 28,000 $345,315

The market rate intervals of cash in bank (excluding checking accounts) at the end of the reporting period were as follows:

Bank balance	December 31
	2016 2015 0.001%-0.6% 0.001%-0.35 %

7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

Financial assets held for trading Mutual funds Foreign exchange forward contracts		December	31
		2016 $ 15,307 1,651 $ 16,958	2015 $ - - $ -

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Financial liabilities held for trading

$ 8,317 $ 2,015

Foreign exchange forward contracts

At the end of the reporting period, outstanding foreign exchange forward contracts not under hedge accounting were as follows:

					Notional Amount
			Currency	Maturity Date	(In Thousands)
December	31,	2016
Sell			USD:NTD	2017.01.09-2017.01.2	USD33,000/
				6	NTD1,064,250
Sell			JPY:NTD	2017.01.23	JPY50,000/NTD13,78
					0
Sell			RMB:NTD	2017.01.06-2017.02.2	RMB52,600/NTD244,
				4	537
December	31,	2015
Sell			USD:NTD	2016.01.11-2016.01.2	USD12,500/NTD410,3
				9	13
Sell			JPY:NTD	2016.01.12	JPY17,000/NTD4,636

The Group entered into foreign exchange forward contracts to manage exposures to exchange rate fluctuations of foreign currency denominated assets and liabilities. The above foreign exchange forward contracts held by the Group did not meet hedge effectiveness, so they are not applicable for hedge accounting.

8. AVAILABLE-FOR-SALE FINANCIAL ASSETS

Current Domestic investments Listed shares and emerging market shares Non-current Domestic investments Listed shares and emerging market shares		December 31	December 31
		2016 $651,792 $416,578	2015 $640,580 $451,387

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9. DERIVATIVE FINANCIAL INSTRUMENTS FOR HEDGING

Derivative financial assets under hedge accounting-current Cash flow hedges - foreign exchange forward contracts Derivative financial liabilities under hedge accounting- current Cash flow hedges - foreign exchange forward contracts		December	31
		2016 $ 567 $ 443	2015 $ 1,284 $ -

The Group’s hedge strategy is to enter foreign exchange forward contracts to avoid its foreign currency exposure to certain foreign currency receipts and payments and to manage its foreign currency exposure in relation to foreign currency forecast sales and purchases. When forecast sales and purchases actually take place, the carrying amounts of the non-financial hedged items will be adjusted accordingly.

The terms of the foreign exchange forward contracts were negotiated to match the terms of the respective designated hedged items. The outstanding foreign exchange forward contracts at the end of the reporting period were as follows:

					Notional Amount
			Currency	Maturity Date	(In Thousands)
December	31,	2016
Buy			EUR:NTD	2017.01.23-2017.01.2	EUR808/NTD27,391
				5
Buy			JPY:NTD	2017.01.23-2017.01.2	JPY334,282/NTD92,1
				6	28

December 31, 2015 Buy EUR:NTD 2016.01.04-2016.01.2 EUR2,438/NTD87,475 8

10. DEBT INVESTMENTS WITH NO ACTIVE MARKET - CURRENT

Time deposits with original maturity more than 3 months The market rate intervals		December31
	2016 2015 $ 10,100 $ 22,400 0.63%-1.07% 0.81%-1.24%

55 -

11. DEBT INVESTMENTS WITH NO ACTIVE MARKET - NON-CURRENT

Domestic investment Subordinated financial bonds of Bank SinoPac		December 31	December 31
		2016 $170,000	2015 $170,000

In 2015, the Group bought subordinated financial bonds issued by Bank SinoPac with a coupon rate of 3.9% at par value of $170,000 thousand. The bonds have no maturity but may be redeemed by Bank SinoPac after 5 years from issue date.

12. FINANCIAL ASSETS MEASURED AT COST - NON-CURRENT

Domestic unlisted shares Foreign unlisted shares Classified according to financial asset measurement categories Available-for-sale financial assets		December 31	December 31
		2016 $258,000 3,902 $261,902 $261,902	2015 $258,050 3,902 $261,952 $261,952

Management believed that the fair value of the above unlisted equity investments held by the Group cannot be reliably measured due to the very significant range of reasonable fair value estimates; therefore, they were measured at cost less impairment at the end of reporting period.

13. NOTES RECEIVABLE AND ACCOUNTS RECEIVABLE

Notes receivable - operating Accounts receivable - operating Less: Allowance for impairment loss		December 31	December 31
		2016 $ 539,548 1,916,485 2,456,033 (27,586 ) $2,428,447	2015 $ 661,985 1,733,801 2,395,786 (24,726 ) $2,371,060

The Group’s customers are a large number of unrelated customers that did not create concentration of credit risk.

For the accounts receivable that were past due at the end of the reporting period, the Group did not recognize an allowance for impairment loss because there was no significant change in credit quality and the amounts were still considered recoverable. The Group held adequate collaterals or other credit enhancements for these receivables. In addition, the Group also did not have offset right for the receivables against the payables of the same parties.

56 -

The aging of receivables was as follows:

Not past due Less than 90 days 91-180 days 181 days-1 year Over 1 year		December31	December31
		2016 $2,305,614 142,388 4,031 - 4,000 $2,456,033	2015 $2,084,710 303,550 1,489 11 6,026 $2,395,786

The above aging schedule was based on the past due date.

The aging of receivables that were past due but not impaired was as follows:

Less than 90 days 91-180 days 181 days-1 year Over 1 year		December 31	December 31
		2016 $115,450 4,030 - 3,859 $123,339	2015 $299,671 1,231 - 5,560 $306,462

The above aging of receivable before deducting the allowance for impairment was presented based on the past due date.

The movements of the allowance for doubtful accounts receivable were as follows:

	Collectively
	Assessed for
	Impairment
Balance at January 1, 2015	$ 23,630
Add: Impairment loss recognized on receivables	1,096
Balance at December 31, 2015	24,726
Add: Impairment loss recognized on receivables	2,860
Balance at December 31, 2016	$ 27,586

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14. INVENTORIES

Finished and purchased goods Work in process Materials		December31	December31
		2016 $1,610,827 336,482 1,042,252 $2,989,561	2015 $2,181,630 535,322 1,062,025 $3,778,977

The cost of goods sold for the years ended December 31, 2016 and 2015 included reversal of write-downs of inventory $5,038 thousand and write-downs of inventory $3,978 thousand, respectively. Previous write-downs were reversed as a result of increased selling prices.

15. BIOLOGICAL ASSETS

Balance at January 1 Increases due to planting Loss from changes in fair value less costs to sell Decreases due to harvest Net exchange differences Balance at December 31	For the Year Ended December 31	For the Year Ended December 31	For the Year Ended December 31
		2016 $3,622,184 229,253 (13,295) (274,238) (288,401 ) $3,275,503	2015 $2,990,129 845,817 (740) (139,338) (73,684 ) $3,622,184

The Group’s biological assets are eucalyptus trees planted in areas located in Guangdong Province, Zhaoqing city. The eucalyptus trees are mainly grown for paper manufacturing.

The fair value measurements of biological assets (before deducting partial costs to sell) were as follows:

Eucalyptus (Level 3) Opening balance Increases due to planting Loss from changes in fair value less costs to sell - unrealized Decreases due to harvest Exchange differences on translating foreign operations recognized in other comprehensive income Ending balance		For the Year Ended December 31
	2016 2015 $3,370,430 $3,730,495 $3,730,495 $3,072,341 248,511 879,610 ( 14,412 ) ( 770 ) ( 297,275 ) ( 144,905 ) ( 296,889 ) ( 75,781 ) $3,370,430 $3,730,495

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16. SUBSIDIARIES

Subsidiaries included in the consolidated financial statements:

Investor Investee Main Business The Company CHP International (BVI) Corporation Investment and holding Hwa Fong Investment Co., Ltd. Investment and holding CHP International (BVI) Corporation Guangdong Ding Feng Pulp & Paper Co., Ltd. Pulp and paper production, trading and forestry business Zhaoqing Ding Feng Forestry Ltd. Seedling cultivation and sales, reforestation, sales-cum-forest logging and other forestry, processing and transportation Hwa Fong Investment Co., Ltd. Kuang Hwa Fertilizer Limited Company To produce fertilizer Guangdong Ding Feng Pulp & Paper Co., Ltd. Zhaoqing Ding Feng Forestry Ltd. Seedling cultivation and sales, reforestation, sales-cum-forest logging and other forestry, processing and transportation	%of Ownership
	December 31
	2016 2015 100.00 100.00 100.00 100.00 60.00 60.00 20.20 20.20 100.00 100.00 66.30 66.30

Investor
Investee
Main Business
The Company
CHP International (BVI)
Corporation
Investment and holding
Hwa Fong Investment Co., Ltd.
Investment and holding
CHP International (BVI)
Corporation
Guangdong Ding Feng Pulp &
Paper Co., Ltd.
Pulp and paper production,
trading and forestry business
Zhaoqing Ding Feng Forestry Ltd. Seedling cultivation and sales,
reforestation, sales-cum-forest
logging and other forestry,
processing and transportation
Hwa Fong Investment
Co., Ltd.
Kuang Hwa Fertilizer Limited
Company
To produce fertilizer
Guangdong Ding Feng
Pulp & Paper Co., Ltd.
Zhaoqing Ding Feng Forestry Ltd. Seedling cultivation and sales,
reforestation, sales-cum-forest
logging and other forestry,
processing and transportation

%of Ownership

December 31

2016
2015
100.00
100.00
100.00
100.00
60.00
60.00
20.20
20.20
100.00
100.00
66.30
66.30

The financial statements of Kuang Hwa Fertilizer Limited Company have not been audited; as of December 31, 2016 and 2015, the assets were about 0.04% ($10,971 thousand) and 0.04% ($11,924 thousand) of total consolidated assets, respectively; the liabilities were about 0.01% ($1,570 thousand) and 0.01% ($1,429 thousand) of total consolidated liabilities, respectively; for the years ended December 31, 2016 and 2015, net sales were about 0.05% ($10,011 thousand) and 0.06% ($12,250 thousand) of total consolidated net sales, respectively; the net income were about 0.85% ($2,969 thousand) and 0.53% ($4,514 thousand) of total consolidated net income, respectively. Management believes the amounts will not have material differences even if the financial statements were audited.

17. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Associates that are not individually material Aggregate information of associates that are not individually material		December 31	December 31
		2016 $ 955,180	2015 $ 978,187

The Group’s share of: Profit from continuing operations Other comprehensive loss Total comprehensive loss for the year	For the Year Ended	For the Year Ended	December 31
		2016 $ 44,714 (55,525 ) $ (10,811 )	2015 $ 19,763 (44,294 ) $ (24,531 )

The combined ownership held by the Group and its parent company, YFY Inc., in some associates that are not individually material was more than 20 per cent. Thus, the Group used the equity method to account for its investments in these associates.

The Group is able to exercise significant influence over some associates that are not individually material even if it holds less than 20 per cent of their voting rights. Thus, the Group uses the equity method to account for its investments in these associates.

59 -

Except for some associates that are not individually material, investments accounted for by the equity method and the share of profit or loss and other comprehensive income of those investments were calculated based on the financial statements that have been audited. Management believes there is no material impact on the equity method accounting or the calculation of the share of profit or loss and other comprehensive income even if the financial statements of some associates that are not individually material were audited.

18. PROPERTY, PLANT AND EQUIPMENT

C	ost alance at January 1, 2015 dditions isposals ffect of foreign currency exchange differences ransfer to investment property alance at December 31, 2015 ccumulated depreciation and impairment alance at January 1, 2015 isposals epreciation expense ffect of foreign currency exchange differences ransfer to investment property alance at December 31, 2015 arrying amounts at December 31, 2015 ost alance at January 1, 2016 dditions isposals ffect of foreign currency exchange differences eclassify alance at December 31, 2016 ccumulated depreciation and impairment alance at January 1, 2016 isposals epreciation expense ffect of foreign currency exchange differences alance at December 31, 2016 arrying amounts at December 31, 2016	Freehold Land $ 6,889,847 - - - (252,589 ) $ 6,637,258 $ - - - - - $ - $ 6,637,258 $ 6,637,258 ( - ( - $ 6,637,258 $ - - ( - - ( $ - $ 6,637,258	Buildings $ 3,376,881 51,539 (73 ) (11,128 ) (19,745 ) $ 3,397,474 $ 2,466,141 (73 ) 89,826 (3,708 ) (13,643 ) $ 2,538,543 $ 858,931 $ 3,397,474 5,723 5,691 ) 51,465 ) 335,999 $ 3,682,040 $ 2,538,543 4,087 ) 87,978 14,327 ) $ 2,608,107 $ 1,073,933		Machinery $ 25,614,469 489,895 (59,595 ) (69,768 ) - $ 25,975,001 $ 21,533,207 (59,339 ) 681,502 (52,581 ) - $ 22,102,789 $ 3,872,212 $ 25,975,001 52,836 32,267 ) ( 305,109 ) 2,115,632 $ 27,806,093 $ 22,102,789 32,267 ) ( 708,821 195,181 ) $ 22,584,162 $ 5,221,931	Electric Equipment $ 2,601,411 93,575 (3,670 ) - - $ 2,691,316 $ 2,163,413 (3,669 ) 62,500 - - $ 2,222,244 $ 469,072 $ 2,691,316 27,569 3,637 ) ( - 92,059 $ 2,807,307 $ 2,222,244 3,637 ) ( 65,662 - $ 2,284,269 $ 523,038	Tools $ 1,278,239 78,306 (9,803 ) - - $ 1,346,742 $ 1,148,845 (9,803 ) 65,483 - - $ 1,204,525 $ 142,217 $ 1,346,742 108,761 18,975 ) ( - ( 44,671 $ 1,481,199 $ 1,204,525 18,975 ) ( 68,410 - ( $ 1,253,960 $ 227,239	Miscellaneous Equipment $ 579,497 17,375 (15,955 ) (1,038 ) - $ 579,879 $ 517,776 (13,986 ) 16,047 (784 ) - $ 519,053 $ 60,826 $ 579,879 9,720 3,812 ) 9,811 ) ( 158,200 ( $ 734,176 $ 519,053 3,812 ) 24,941 3,106 ) $ 537,076 $ 197,100	Property in Construction $ 358,021 1,351,470 - (8,599 ) - $ 1,700,892 $ - - - - - $ - $ 1,700,892 $ 1,700,892 1,766,716 - ( 41,350 ) ( 2,746,561 ) $ 679,697 $ - - ( - - ( $ - $ 679,697	Total $ 40,698,365 2,082,160 (89,096 ) (90,533 ) (272,334 ) $ 42,328,562 $ 27,829,382 (86,870 ) 915,358 (57,073 ) (13,643 ) $ 28,587,154 $ 13,741,408 $ 42,328,562 1,971,325 64,382 ) 407,735 ) - $ 43,827,770 $ 28,587,154 62,778 ) 955,812 212,614 ) $ 29,267,574 $ 14,560,196
B A D E T B A
B D D E T B C C
				( ( ( (
B A D E R B A
B D D E B C

The above items of property, plant and equipment are depreciated on a straight-line basis over the estimated useful life of the asset:

Buildings Main buildings 15-35 years Others 3-44 years Machinery 3-15 years Electric equipment 5-15 years Tools 3-5 years Miscellaneous equipment 3-20 years

60 -

19. INVESTMENT PROPERTIES

Cost Opening balance Transferred from plant and equipment Ending balance Accumulated depreciation and impairment Opening balance Transferred from plant and equipment Depreciation expense Ending balance Ending carrying amount	FortheYear Ended	FortheYear Ended	December31
		2016 $272,334 - $272,334 $ (13,936) - (390) $ (14,326) $258,008	2015 $ - 272,334 $272,334 $ - (13,643) (293) $ (13,936) $258,398

The investment properties held by the Group are depreciated over their estimated useful life of 55 years, using the straight-line method.

The valuation was done by the Group using market transaction prices for similar properties. The fair value of the investment properties owned by the Group were as follows:

Fair value		December 31	December 31
		2016 $ 341,731	2015 $ 341,731

20. BORROWINGS

a. Short-term borrowings

Bank credit loans Letter of credit loans		December 31	December 31
		2016 $1,838,000 - $1,838,000	2015 $1,725,000 671,667 $2,396,667

As of December 31, 2016 and 2015, the interest rates of short-term borrowings were 0.90%-0.98% per annum and 0.80%-1.51% per annum, respectively.

b. Short-term bills payable

61 -

Commercial paper Less: Unamortized discount on bills payable		December 31	December 31
		2016 $2,000,000 (641 ) $1,999,359	2015 $2,000,000 (2,326 ) $1,997,674

Short-term bills payable are commercial papers due within one year. Interest rates on these bills payable were 0.40%-0.75% and 0.46%-0.92% as of December 31, 2016 and 2015, respectively.

c. Long-term borrowings

December31 2016 2015 Unsecured bank loans $1,960,000 $1,240,000 Less: Current portions (108,000) - Loan management fees (10,235 ) - Long-term bank loans $1,841,765 $1,240,000 Interest December31 Due Date Article Rate 2016 2015 Taipei Fubon Bank-Credit loan A 2018.11.25 The credit can be revolved within 60 months from first loan drawdown 1.63% $ 1,500,000 $ 880,000 Taipei Fubon Bank-Credit loan B 2018.11.25 Interest is paid monthly and the principal will be repaid 30% on 2017.11.25 and 70% on due date. 1.93% 360,000 360,000 Taiwan Bank Credit loan 2021.06.30 The credit can be revolved within 60 months from first loan drawdown 0.99% 100,000 - Total $ 1,960,000 $ 1,240,000		December31	December31	December31	December31

				2016 $ 1,500,000 360,000 100,000 $ 1,960,000	2015 $ 880,000 360,000 - $ 1,240,000

21. RETIREMENT BENEFIT PLANS

a. Defined contribution plans

The Company, Hwa Fong Investment Co., Ltd. and Kuang Hwa Fertilizer Limited Company of the Group adopted a pension plan under the Labor Pension Act (the “LPA”), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.

The employees of the Group’s subsidiary in mainland China are members of a state-managed retirement benefit plan operated by the government of mainland China. The subsidiary is required to contribute a specified percentage of payroll costs to the retirement benefit scheme to fund the benefits. The only obligation of the Group with respect to the retirement benefit plan is to make the specified contributions.

b. Defined benefit plan

The defined benefit plan adopted by the Group in accordance with the Labor Standards Law is operated by the government. Pension benefits are calculated on the basis of the length of service and average monthly salary

62 -

of the six months before retirement. The Group contributes specific percentage of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Group assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Group is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (“the Bureau”); the Group has no right to influence the investment policy and strategy.

The amounts included in the consolidated balance sheets in respect of the Group’s defined benefit plan were as follows:

Present value of defined benefit obligation Fair value of plan assets Net defined benefit liability		December 31	December 31
		2016 $647,298 (360,749 ) $286,549	2015 $620,106 (328,173 ) $291,933

Movements in net defined benefit liability were as follows:

	Present Value
	of the Defined		Net Defined
	Benefit	Fair Value of	Benefit
	Obligation	the Plan Assets	Liability
Balance at January 1, 2015	$676,426	$(336,975 )	$339,451
Service cost
Current service cost	16,694	-	16,694
Net interest expense (income)	14,526	(7,159 )	7,367
Recognized in profit or loss	31,220	(7,159 )	24,061
Remeasurement
Return on plan assets (excluding
amounts included in net interest)	-	(2,974)	(2,974)
Actuarial loss - changes in financial
assumptions	21,524	-	21,524
Actuarial gain - experience
adjustments	(49,512 )	-	(49,512 )
Recognized in other comprehensive
income	(27,988 )	(2,974 )	(30,962 )
Contributions from the employer	-	(40,617)	(40,617)
Benefits paid	(59,552 )	59,552	-
Balance at December 31, 2015	$620,106	$(328,173 )	$291,933
Balance at January 1, 2016	$620,106	$(328,173 )	$291,933
Service cost
Current service cost	25,573	-	25,573
Net interest expense (income)	10,467	(8,615 )	1,852
Recognized in profit or loss	36,040	(8,615 )	27,425
			(Continued)

63 -

	Present Value	Present Value
	of the Defined				Net Defined
	Benefit		Fair Value of		Benefit
	Obligation		the Plan Assets		Liability
Remeasurement
Return on plan assets (excluding
amounts included in net interest)	$	-	$	6,250	$ 6,250
Actuarial loss - changes in financial
assumptions		57,842		-	57,842
Recognized in other comprehensive
income		57,842		6,250	64,092
Contributions from the employer		-		(90,387)	(90,387)
Benefits paid		(66,690 )		60,176	(6,514 )
Balance at December 31, 2016	$647,298		$(360,749 )		$286,549
					(Concluded)

Through the defined benefit plan under the Labor Standards Law, the Group is exposed to the following risks:

1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.
2) Interest risk: A decrease in the government and corporate bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments.
3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations were as follows:

Discount rates Expected rates of salary increase - less than 16 years Expected rates of salary increase - more than 16 years	December31
	2016 2015 1.75% 1.75% 1.50% 1.50% 1.00% 1.00%

64 -

If possible reasonable change in each of the significant actuarial assumptions will occur and all other assumptions will remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

Discount rates 0.125% increase 0.125% decrease Expected rates of salary increase 0.125% increase 0.125% decrease		December	31
		2016 $(5,606) $ 5,694 $ 5,731 $(5,655)	2015 $(5,507) $ 5,595 $ 5,630 $(5,555)

The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

The expected contributions to the plan for the next year The average duration of the defined benefit obligation		December 31	December 31
		2016 $ 97,704 12 years	2015 $ 90,387 12 years

22. EQUITY

a. Ordinary shares

Number of shares authorized (in thousand) Shares authorized Number of shares issued and fully paid (in thousand) Shares issued		December 31	December 31
		2016 1,300,000 $13,000,000 1,102,835 $11,028,353	2015 1,300,000 $13,000,000 1,102,835 $11,028,353

Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.

On their June 23, 2015 meeting, the Company’s shareholders resolved to reduce capital by 120,000 thousand ordinary shares by paying cash of NT$10 per share on the subscription base date, August 21, 2015, and decreased the share capital issued and fully paid by $1,200,000 thousand.

65 -

b. Capital surplus

May be used to offset a deficit, distributed as cash dividends, or transferred to share capital (1) Arising from treasury share transactions May be used to offset a deficit only Arising from share of changes in capital surplus of associates		December	31
		2016 $ 20,817 13,586 $ 34,403	2015 $ 20,817 6,469 $ 27,286

1) Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital.

c. Retained earnings and dividend policy

In accordance with the amendments to the Company Act in May 2015, the recipients of dividends and bonuses are limited to shareholders and do not include employees. The shareholders held their regular meeting on June 24, 2016, and, in that meeting, had resolved amendments to the Company’s Articles of Incorporation (the Articles), particularly the amendment to the policy on dividend distribution and the addition of the policy on distribution of employees’ compensation.

Under the dividend policy as set forth in the amended Articles, where the Company made profit in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit, and setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit together with any undistributed retained earnings shall be used by the Company’s board of directors as the basis for proposing a distribution plan, which should be resolved in the shareholders’ meeting for distribution of dividends and bonus to shareholders. For the policies on distribution of the compensation of employees and remuneration of directors and supervisors before and after amendment, refer to c. employee benefits expense in Note 23.

In making its dividend policy, the Company takes into account future capital expenditures and working capital requirements. Based on this policy, dividends should be distributed as follows:

1) At least 20% as cash dividends; and
2) Remainder, as stock dividends. If there is a requirement for capital expenditure, the Company may distribute only stock dividends.

Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. Legal reserve may be used to offset deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

Under Order No. 1010012865 and Order No. 1010047490 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”, the Company should appropriate or reverse to a special reserve. Any special reserve appropriated may be reversed to the extent that the net debit balance reverses and thereafter distributed.

66 -

Except for non-ROC resident shareholders, all shareholders receiving the dividends are allowed a tax credit equal to their proportionate share of the income tax paid by the Company.

The appropriations of earnings for 2015 and 2014 approved in the shareholders’ meetings on June 24, 2016, and June 23, 2015, respectively, were as follows:

Legal reserve Cash dividends	Appropriation of Earnings For the Year Ended December 31 2015 2014 $ 77,971 $ 2,750 661,701 122,283	Dividends Per Share (NT$)
		For the Year Ended December 31
		2015 2014 $ 0.6 $ 0.1

The appropriations of earnings for 2016 had been proposed by the Company’s board of directors on March 16, 2017. The appropriations and dividends per share were as follows:

	Appropriation	Appropriation	Dividends Per
	of	Earnings	Share (NT$)
Legal reserve	$	39,111
			$
Cash dividends		385,992	0.35

The appropriations of earnings for 2016 are subject to the resolution of the shareholders in their meeting to be held in 2017.

d. Special reserves

Special reserves	For the Year Ended December 31	For the Year Ended December 31	For the Year Ended December 31
		2016 $1,186,894	2015 $1,186,894

The Company provided a special reserve in an amount equal to the unrealized revaluation increment, which was already transferred to retained earnings.

67 -

e. Others equity items

Exchange Differences Arising on Translating the Foreign Operations Unrealized Gain (Loss) on Available-for- sale Financial Assets 2015 Balance at January 1 $ 541,542 $ 734,970 Unrealized gain on available-for-sale financial assets - (250,287) Exchange differences arising on translating the foreign operation (38,600) - Cash flow hedge - - Share of associates accounted for using the equity method (5,312 ) (38,571 ) Balance at December 31 $ 497,630 $ 446,112 2016 Balance at January 1 $ 497,630 $ 446,112 Unrealized gain on available-for-sale financial assets - (71,620) Exchange differences arising on translating the foreign operation (340,857) - Cash flow hedge - Share of associates accounted for using the equity method (25,224 ) (30,139 ) Balance at December 31 $ 131,549 $ 344,353	Cash Flow Hedge $ (3,097) - - 6,135 - $ 3,038 $ 3,038 - - (14,388) - $ (11,350)	Total $1,273,415 (250,287) (38,600) 6,135 (43,883 ) $ 946,780 $ 946,780 (71,620) (340,857) (14,388) (55,363 ) $ 464,552

68 -

f. Non-controlling interests

Balance at January 1 Attributable to non-controlling interests: Share of (loss) profit for the year Exchange difference arising on translation of foreign entities Balance at December 31	FortheYear EndedDecember31	FortheYear EndedDecember31	FortheYear EndedDecember31
		2016 $2,593,257 (41,396) (206,491 ) $2,345,370	2015 $2,605,000 66,061 (77,804 ) $2,593,257

23. NET PROFIT

a. Finance costs

FortheYear EndedDecember31 2016 2015 $ 91,353 $ 70,160 (17,131 ) (4,997 ) $ 74,222 $ 65,163 For the Year Ended December 31	FortheYear EndedDecember31 2016 2015 $ 91,353 $ 70,160 (17,131 ) (4,997 ) $ 74,222 $ 65,163 For the Year Ended December 31	FortheYear EndedDecember31 2016 2015 $ 91,353 $ 70,160 (17,131 ) (4,997 ) $ 74,222 $ 65,163 For the Year Ended December 31

2016 1.00%-2.25% For the Year Ended		2015 1.30%-1.77% December 31 2015 $908,757 6,894 $915,651 $ 8,276 688 $ 8,964
	2016 $949,476 6,726 $956,202 $ 7,542 791 $ 8,333

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c. Employee benefit expense

Post-employment benefits Defined contribution plans Defined benefit plans Other employee benefits Total employee benefit expense An analysis of employee benefit expense by function Operating costs Operating expenses	FortheYear EndedDecember31	FortheYear EndedDecember31	FortheYear EndedDecember31
		2016 $ 64,263 27,425 91,688 1,801,820 $1,893,508 $1,681,118 212,390 $1,893,508	2015 $ 60,213 24,061
			84,274 1,753,031
			$1,837,305
			$1,633,545 203,760
			$1,837,305

As of December 31, 2016 and 2015, the Group had 2,657 and 2,706 employees, respectively.

1) Compensation of employees and remuneration of directors and supervisors of 2016 and 2015

To comply with the Company Act amended in May 2015, the Company proposed an amendment to its Articles of Incorporation that stipulates to distribute compensation of employees and remuneration of directors and supervisors at the rates no less than 1% and no higher than 2%, respectively, of net profit before income tax, compensation of employees, and remuneration to directors and supervisors. The compensation of employees and remuneration of directors and supervisors for the years ended December 31, 2016 and 2015, which have been approved by the Company’s board of directors on March 16, 2017, and March 17, 2016, respectively, were as follows:

Amount Compensation of employees Remuneration of directors and supervisors	For the Year Ended December 31	For the Year Ended December 31
	2016 Cash $ 4,600 7,000	2015
		Cash $ 8,000 7,000

If there is a change in the proposed amounts after the consolidated financial statements of the fiscal year were authorized for issue, the differences are recorded as a change in accounting estimate.

There was no difference between the actual amounts of the compensation and remuneration proposed by the board of directors on March 17, 2016, and the amounts recognized in the consolidated financial statements for the year ended December 31, 2015.

Information on the compensation of employees and remuneration of directors and supervisors resolved by the Company’s board of directors in 2017 and 2016 bonus of employees is available on the Market Observation Post System website of the Taiwan Stock Exchange.

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2) Compensation of employees and remuneration of directors and supervisors of 2014

The Company had no earnings that can be appropriated for the year ended December 31, 2014; therefore, no bonus of employees and remuneration of directors and supervisors had been accrued. Information on the compensation of employees and remuneration of directors and supervisors resolved by the Company’s board of directors in 2017 and 2016 is available on the Market Observation Post System website of the Taiwan Stock Exchange.

24.INCOME TAXES

a. Income tax recognized in profit or loss

The major components of tax (benefit) expense were as follows:

Current tax In respect of the current year Offshore withholding tax Adjustments for prior years Income tax on unappropriated earnings Deferred tax In respect of the current year Income tax (benefit) expense recognized in profit or loss	FortheYear EndedDecember31	FortheYear EndedDecember31	FortheYear EndedDecember31
		2016 $ 610 - 19 6,517 7,146 (23,744 ) $(16,598)	2015 $ 925 14,794 384 - 16,103 (1,426 ) $ 14,677

A reconciliation of accounting profit and income tax (benefit) expenses is as follows:

Profit before tax from continuing operations Income tax expense calculated at the statutory rate (17%) Permanent differences Temporary differences Unrecognized loss carryforwards Offshore withholding tax Adjustments for prior years Income tax on unappropriated earnings Effect of different tax rate of group entities operating in other jurisdictions Income tax (benefit) expense recognized in profit or loss	For the Year Ended	For the Year Ended	December 31
		2016 $333,120 $ 56,630 (19,541) (12,372) (33,669) - 19 6,517 (14,182) $ (16,598)	2015 $860,455 $146,277 (18,683) (3,080) (136,088) 14,794 384 - 11,073 $ 14,677

The tax rate used by the Group entities in the ROC is the corporate tax rate of 17%. Tax rates used by other Group entities operating in other jurisdictions are based on the tax laws in those jurisdictions.

As the status of 2017 appropriations of earnings is uncertain, the potential income tax consequences of 2016 unappropriated earnings were not reliably determinable.

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b. Income tax recognized in other comprehensive income

Deferred tax Remeasurement on defined benefit plan	FortheYear EndedDecember31	FortheYear EndedDecember31	FortheYear EndedDecember31
		2016 $ 10,896	2015 $ (5,264 )

c. Deferred tax assets and liabilities

The movements of deferred tax assets and deferred tax liabilities were as follows:

For the year ended December 31, 2016

Deferred tax assets Temporary differences Defined benefit obligation Loss carryforwards Others Deferred tax liabilities Temporary differences Land value increment tax Others For the year ended December	Opening Balance Recognized in Profit or Loss Recognized in Other Comprehen- sive Income $ 49,629 $ (11,811) $ 10,896 154,117 17,916 - 12,965 19,403 - $ 216,711 $ 25,508 $ 10,896 $1,924,940 $ - $ - 64,914 1,764 - $1,989,854 $ 1,764 $ - 31, 2015 Opening Balance Recognized in Profit or Loss Recognized in Other Comprehen- sive Income $ 57,706 $ (2,813) $ (5,264) 153,033 1,084 - 13,640 (675 ) - $ 224,379 $ (2,404 ) $ (5,264 ) $ 1,924,940 $ - $ - 68,765 (3,830 ) - $ 1,993,705 $ (3,830 ) $ -	Exchange Differences $ - (2,104) (758 ) $ (2,862 ) $ - - $ - Exchange Differences $ - - - $ - $ - (21 ) $ (21 )	Closing Balance $ 48,714 169,929 31,610 $ 250,253 $1,924,940 66,678 $1,991,618 Closing Balance $ 49,629 154,117 12,965 $ 216,711 $ 1,924,940 64,914 $ 1,989,854
Deferred tax assets Temporary differences Defined benefit obligation Loss carryforwards Others Deferred tax liabilities Temporary differences Land value increment tax Others

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d. Deductible temporary differences, unused loss carryforwards for which no deferred tax assets have been recognized in the consolidated balance sheets

The Company

e.	Loss carryforwards Expiry in 2022 Expiry in 2023 Guangdong Ding Feng Pulp & Paper Co., Ltd Loss carryforwards Expiry in 2017 Expiry in 2019 Hwa Fong Investments Co., Ltd. Loss carryforwards Expiry in 2018 Loss carryforwards as of December 31, 2016 comprised: The Company Unused Amount $ 630,718 94,555 $ 725,273 Guangdong Ding Feng Pulp & Paper Co., Ltd Unused Amount $ 7,023 68,930 110,576 $186,529		December 31	December 31
			2016 $ - - $ - December	2015 182,020 15,958 $197,978 31
			2016 $ - - $ - December	2015 $ 7,637 74,949 $ 82,586 31
			2016 2015 $ 43,631 $ 43,704 Expiry Year 2023 2024 Expiry Year 2017 2019 2021

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Hwa Fong Investments Co., Ltd.

Unused Amount	Expiry Year
$ 43,631	2018

f. The aggregate amount of temporary differences associated with investments for which deferred tax liabilities have not been recognized

As of December 31, 2016 and 2015, the taxable temporary differences associated with investment in subsidiaries for which deferred tax liabilities have not been recognized were $536,182 thousand and $553,071 thousand, respectively.

g. Integrated income tax

Unappropriated earnings Generated after January 1, 1998 Imputation credits account Creditable ratio for distribution of earnings Income tax assessments The Company Hwa Fong Investments Co., Ltd. Kuang Hwa Fertilizer Limited Company
	2016 (Expected) 1.82%	2015 1.81% Latest Approved Year 2013 2014 2014

h. Income tax assessments

25. EARNINGS PER SHARE

Basic earnings per share Diluted earnings per share	For	the Year Ended December 31	the Year Ended December 31
		2016 $ 0.35 $ 0.35	2015 $ 0.66 $ 0.66

The earnings and weighted average number of ordinary shares outstanding in the computation of earnings per share from continuing operations were as follows:

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Net Profit for the Year

Profit for the year attributable to owners of the Company Weighted average number of ordinary shares outstanding (in thousand	FortheYear Ended	December31
	2016 $391,114 shares):	2015 $779,717

Weighted average number of ordinary shares in computation of basic earnings per share Effect of potentially dilutive ordinary shares: Bonus issue to employees Weighted average number of ordinary shares used in the computation of diluted earnings per share	For the Year Ended	For the Year Ended	December 31
		2016 1,102,835 728 1,103,563	2015 1,179,109 821 1,179,930

Since the Group offered to settle bonuses paid to employees in cash or shares, the Group assumed the entire amount of the bonus would be settled in shares and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the shareholders resolve the number of shares to be distributed to employees at their meeting in the following year.

26. OPERATING LEASE ARRANGEMENTS

The Group as lessor

Operating lease relates to the leasing of the investment property with lease period from May 1, 2015 to June 30, 2020. The lessee does not have a bargain purchase option to acquire the property at the expiry of the lease period.

The future minimum lease payments of non-cancellable operating lease were as follows:

Not later than 1 year Later than 1 year and not later than 5 years	For the Year Ended December 31	For the Year Ended December 31	For the Year Ended December 31
		2016 $ 7,080,000 17,700,000 $24,780,000	2015 $ 7,080,000 24,780,000 $31,860,000

27. CAPITAL MANAGEMENT

The capital structure of the Group consists of debt and equity of the Group (comprising issued capital, reserves, retained earnings and other equity).

Key management personnel of the Group review the capital structure on a regular basis. As part of this review, the key management personnel consider the cost of capital and the risks associated with each class of capital. In order to balance the overall capital structure, the Group may adjust the amount of new debt issued or existing debt redeemed.

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28. FINANCIAL INSTRUMENTS

a. Fair value of financial instruments
1) Fair value of financial instruments not carried at fair value

The management of the Group considers that the carrying amounts of financial assets and financial liabilities recognized in the consolidated financial statements approximate fair values.

2) Fair value measurements recognized in the consolidated balance sheets

December 31, 2016 Financial assets at FVTPL Mutual funds Derivative financial assets - foreign exchange forward contracts Financial assets held for hedging Derivative financial assets - foreign exchange forward contracts Available-for-sale financial assets Securities listed in ROC Equity securities Financial liabilities at FVTPL Derivative financial liabilities - foreign exchange forward contracts Financial liabilities held for hedging Derivative financial liabilities - foreign exchange forward contracts	Level 1 $ 15,307 - $ 15,307 $ - $1,068,370 $ - $ -	Level 2 $ - 1,651 $ 1,651 $ 567 $ - $ 8,317 $ 443	Level 3 $ - - $ - $ - $ - $ - $ -	Total $ 15,307 1,651 $ 16,958 $ 567 $1,068,370
				$ 8,317 $ 443

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December 31, 2015

Level 1 Level 2 Level 3 Total

Financial assets held for hedging Derivative financial assets - foreign exchange forward contracts Available-for-sale financial assets Securities listed in ROC Equity securities Financial liabilities at FVTPL Derivative financial liabilities - foreign exchange forward contracts	$ - $1,091,967 $ -	$ 1,284 $ - $ 2,015	$ - $ - $ -	$ 1,284 $1,091,967
				$ 2,015

There were no transfers between Levels 1 and 2 for the years ended December 31, 2016 and 2015.

3) Valuation techniques and assumptions applied for the purpose of measuring fair value

The fair values of financial assets and financial liabilities were determined as follows:

a) The fair values of financial assets and financial liabilities with standard terms and conditions and traded in active liquid markets were determined by reference to quoted market prices;
b) The fair values of derivative instruments were calculated using quoted prices. If market price is not available, non-option derivatives use the discounted cash flow analysis of duration’s yield curve to compute fair value, and option-based derivatives use option pricing model to compute fair value. The estimates and assumptions used by the Group were consistent with those that market participants would use in setting a price for the financial instrument;
c) The fair values of other financial assets and financial liabilities (excluding those described above) were determined in accordance with generally accepted pricing models based on discounted cash flow analysis.
b. Categories of financial instruments

Financial assets Fair value through profit or loss (FVTPL) Held for trading Derivative instruments in designated hedge accounting relationships Loans and receivables (1)	December 31
	2016 2015 $ 16,958 $ - 567 1,284 4,520,825 4,677,982

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Available-for-sale financial assets (2)

1,330,272 1,353,919

Financial liabilities
Fair value through profit or loss (FVTPL)
Held for trading	8,317	2,015
Amortized cost (3)	8,599,486	8,498,215
Derivative instruments in designated hedge accounting
relationships	443	-

1) The balances included loans and receivables measured at amortized cost, which comprise cash and cash equivalents, debt investments with no active market, notes and accounts receivable, notes and accounts receivable from related parties, other receivables and refundable deposits.
2) The balances included the carrying amount of available-for-sale financial assets measured at cost.
3) The balances included financial liabilities measured at amortized cost, which comprise short-term borrowings, short-term bills payable, notes and accounts payable, notes and accounts payable to related parties, other payables, long-term borrowings and deposits received.
c. Financial risk management objectives and policies

The Group’s main target in financial risk management is to manage the market risk related to operating activity (including foreign currency risk, interest rate risk and other price risk), credit risk and liquidity risk. To reduce the potential and detrimental influence of the fluctuations in market on the Group’s financial performance, the Group is devoted to identify, estimate and hedge the uncertainties of the market.

The Group sought to minimize the effects of these risks by using both derivative and nonderivative financial instruments to avoid risk exposures. The use of financial instruments is governed by the Group’s policies approved by the board of directors, which provides written principles on foreign exchange risk, interest rate risk, credit risk, derivative and nonderivative financial instruments, and investment of excess liquidity. Compliance with policies and exposure limits is being reviewed by the internal auditors on a regular basis. The Group did not enter into or trade financial instruments, derivative financial instruments, for speculative purposes.

1) Market risk
a) Foreign currency risk

The Group had foreign currency sales and purchases, which exposed the Group to foreign currency risk. The Group used foreign exchange forward contracts to eliminate currency exposure. These foreign exchange forward contracts could reduce the influence of the exchange rate fluctuations on the Group’s income.

Sensitivity analysis

For the position of financial assets and liabilities that had significant influence on the Group, the risk was measured by considering the net position of foreign currency forward contract that was in force.

The Group was mainly exposed to the USD and RMB.

The following table details the Group’s sensitivity to a 5% increase in the functional currency against the relevant foreign currency. For a 5% weakening of New Taiwan dollars against the relevant currency, there would be an equal and opposite impact on pre-tax profit and the balances below would be negative.

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Influence to profit or loss at 5% variance USD RMB	For the Year Ended December 31
	2016 2015 $(55,692) $(44,509) 8,747 2

b) Interest rate risk

The carrying amount of the Group’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows:

Fair value interest rate risk Financial assets Financial liabilities Cash flow interest rate risk Financial assets Financial liabilities	December 31
	2016 2015 $ 551,105 $ 860,308 3,949,124 3,237,674 469,047 309,390 1,838,000 2,396,667

Due to the close and long-term relationship with banks, the Group obtained better and flexible interest rate from banks. The impact of changing in interest rate is not significant to the Group.

Sensitivity analysis

For the Group’s floating interest rate financial liabilities, if interest rates had been 0.1% higher/lower and all other variables were held constant, the Group’s pre-tax profit for the years ended December 31, 2016 and 2015 would decrease/increase as follows:

Decrease/increase c) Other price risk	For the Year Ended December 31	For the Year Ended December 31	For the Year Ended December 31
		2016 $ 1,369	2015 $ 2,087

The Group was exposed to equity price risk through its investments in listed equity securities. To prevent significant price risk, the Group has built an immediate control system.

Sensitivity analysis

The sensitivity analyses below were determined based on the exposure to equity price risks at the end of the reporting period.

If equity prices had been 5% higher, pre-tax profit for years ended December 31, 2016 would have increased by $765 thousand, as a result of the changes in fair value of mutual funds , and the other comprehensive income for the years ended December 31, 2016 and 2015 would increase by $53,419 thousand and $54,598 thousand, respectively, as a result of the changes in fair value of available-for-sale shares.

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. As at the end of the reporting period, the Group’s maximum exposure to

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credit risk which will cause a financial loss to the Group due to failure to discharge an obligation by the counterparties is at the level of the carrying amount of the respective recognized financial assets which comprise receivables from operating activities and financial assets from investing activities as stated in the consolidated balance sheets.

The Group’s transactions were done with a large number of unrelated customers and various industries. The Group continuously evaluated the financial conditions of those customers.

To maintain the quality of the accounts receivable, the Group has developed a credit risk management procedure to reduce the credit risk from specific customer. The credit evaluation of individual customer includes considering factors that will affect its payment ability such as financial condition, past transaction records and current economic conditions. Credit risk of bank deposits, fixed-income investments and other financial instruments with banks is evaluated and monitored by the Group’s financial department. Since the counterparties are creditworthy banks and financial institutions with good credit rating, there was no significant credit risk.

3) Liquidity risk

The objective of liquidity risk management is to maintain adequate cash and cash equivalents with high liquidity and sufficient bank facilities that business operation requires and to ensure the Group has sufficient financial flexibility.

29. TRANSACTIONS WITH RELATED PARTIES

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.

a. Sales of goods

Related Parties Types Fellow subsidiaries Parent company	For the Year Ended December 31	For the Year Ended December 31	For the Year Ended December 31
		2016 $4,900,625 200 $4,900,825	2015 $3,760,365 73 $3,760,438

For sales of goods to related parties, the prices and terms of receivables approximate to those with non-related parties.

b. Purchases of goods

Related Parties Types Fellow subsidiaries	For the Year Ended December 31	For the Year Ended December 31	For the Year Ended December 31
		2016 $2,387,706	2015 $2,304,665

For purchases of goods from related parties, the prices and terms of payables approximate to those with non-related parties.

c. Receivables from related parties

- 80 - Related Parties Types Fellow subsidiaries		December 31	December 31
		2016 $1,166,810	2015 $1,053,182

The outstanding accounts receivable from related parties are unsecured. No bad debt was recognized for the years ended December 31, 2016 and 2015 for allowance of impaired accounts receivable from related parties.

d. Payables to related parties

Related Parties Types Fellow subsidiaries		December 31	December 31
		2016 $ 543,253	2015 $ 623,404

The outstanding accounts payable to related parties are unsecured.

e. Acquisition of property, plant and equipment from related parties

Related Parties Types Fellow subsidiaries Loan to related parties (interest receivable included) Related Parties Types Fellow subsidiaries		December31	December31
		2016 2015 $ 9,446 $ 538 December 31
		2016 $ 344,705	2015 $ 639,908

f. Loan to related parties (interest receivable included)

The Group provided fellow subsidiaries with short-term loans at rates comparable to the market rate of interest.

For the years ended December 31, 2016 and 2015, the interest income from the loans to related parties amounted to $5,623 thousand and $8,834 thousand, respectively.

g. Others

Rental Income (Accounted as Other Income)	Rental Income (Accounted as Other Income)	Rental Income (Accounted as Other Income)
For the Year Ended December 31
	2016 2015 $ 1,543 $ 1,315 Management Fee and Rental Expenses (Accounted as Operating Expenses)
For the Year Ended December 31
	2016 $ 54,949 41,420 $ 96,369	2015 $ 91,321 - $ 91,321

The amount of management fee was depended on the agreements, rental income and expenses were received or paid monthly.

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h. Compensation of key management personnel

Salaries and benefits Executive fees	FortheYear EndedDecember31	FortheYear EndedDecember31	FortheYear EndedDecember31
		2016 $ 27,430 3,835 $ 31,265	2015 $ 23,995 4,261 $ 28,256

The remuneration of directors and key executives was determined by the remuneration committee having regard to the performance of individuals and market trends.

30. SIGNIFICANT COMMITMENTS AND CONTINGENT LIABILITIES

As of December 31, 2016 and 2015, unused letters of credit for purchases of raw materials and machinery and equipment amounted to approximately $296,087 thousand and $223,908 thousand, respectively.

31. EXCHANGE RATE OF FINANCIAL ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The following is information on the foreign currency other than the functional currencies of the Group entities and the exchange rates between the foreign currency and respective functional currencies. The significant assets and liabilities denominated in foreign currencies were as follows:

Financial assets Monetary items USD RMB Financial liabilities Monetary items USD Financial assets Monetary items USD RMB	December 31, 2016
	Foreign Currency (In thousands) Exchange Rate New Taiwan Dollars $ 43,823 32.25 $1,413,290 90,231 4.649 419,483 45,361 32.25 1,462,879 December31,2015
	Foreign Currency (In thousands) Exchange Rate New Taiwan Dollars $ 46,118 32.825 $1,513,828 9 5.06 45

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Financial liabilities

Monetary items
USD	60,737	32.825	1,993,697

For the years ended December 31, 2016 and 2015, realized and unrealized foreign exchange (losses)gains were ($102,393) thousand and $25,773 thousand, respectively. It is impractical to disclose net foreign exchange gains by each significant foreign currency due to the variety of the foreign currency transactions and functional currencies of the group entities.

32. ADDITIONAL DISCLOSURES (omitted)

33. SEGMENT INFORMATION

The following is an analysis of the Group’s revenue and results from continuing operations by reportable segment.

For the year ended December 31, 2016 Revenue from external customers Revenue from other internal operating segments Segment profit or loss For the year ended December 31, 2015 Revenue from external customers Revenue from other internal operating segments Segment profit or loss	Business Unit of Pulp and Fine Paper $ 21,840,084 $ - $ 329,045 $ 20,914,775 $ - $ 839,821	Business Unit of Forestry Other Segment $ 101,161 $ 60,291 $ 473,854 $ 6,702 $ 22,193 $ (1,520) $ - $ 76,068 $ 436,317 $ 10,129 $ 3,804 $ 2,153	Adjustment and Elimination $ - $ (480,556) $ - $ - $ (446,446 ) $ -	Total $ 22,001,536
				$ -
				$ 349,718
				$ 20,990,843
				$ -
				$ 845,778

The Group classifies its products into two segments in accordance with their characteristics, as follows:

a. Pulp and fine paper segment

Manufacture and sale of cardboard, paper and pulp.

b. Forestry segment

Seedling cultivation and reforestation.

The accounting policies of each segment are the same as those accounting policies stated in Note 4. The performance of segments is measured by income after tax. Revenue and profit between segments have been adjusted; these adjustments include the elimination of inter-segment transactions to reconcile the segment information with that reported for the Group as a whole.

Geographical Information

The Group operates in two principal geographical areas - Taiwan and mainland China.

The Group’s revenue from continuing operations from external customers by location of operations and information about its non-current assets by location of assets are detailed below.

Revenue from External Customers For the Year Ended Non-current Assets

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Taiwan Mainland China		December 31 2016 2015 $19,436,403 $18,730,479 2,565,133 2,260,364 $22,001,536 $20,990,843		December 31	December 31
		2016 $19,436,403 2,565,133 $22,001,536		2016 $12,458,712 3,255,738 $15,714,450	2015 $12,188,701 3,078,894 $15,267,595

Information about Major Customers

No single customer contributed 10% or more of the Group’s revenue for both 2016 and 2015.

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AI assistant

CHP — Annual Report 2016

51933_rns_2017-06-27_d4e32192-7bdb-4863-bdae-beb53d5f05d4.pdf

2016

ANNUAL REPORT

1. Spokespersons:

2. Headquarters, Branch office & Plant

3. Stock Administration

4. Auditor

5. Company Website:

6. Stakeholders Contact:

Dear Shareholders,

2.1. Date of Establishment ：

3.1 Organization Chart

3.2. Profiles of the Board Directors and Management Team

Eligibility of Independent Status of the Board Directors

3.2.2. Management Team

3.3. Remuneration Paid to the Board Directors, Supervisors, and Management Team 3.3.1. Remuneration of Directors

3.3.2. Remuneration of Supervisors 12/31/2016, Unit ： NTD Thousand

3.3.3. Remuneration of the CEO, President and Executive Vice President

12/31/2016, Unit ： NTD Thousand

3.3.4. Remuneration Paid to the Management Team

3.3.5. The Percentage of the Total Remuneration Paid to the Board Directors, Supervisors,

3.4. The Attendance of the Board Directors and Supervisors

3.4.1. Attendance of the Board Directors

3.4.2. Attendance of the Audit Committee and Supervisors

3.5. Information of the Remuneration Committee ：

3.5.1. Profiles of the Remuneration Committee

3.5.2. Attendance of Members at Remuneration Committee Meetings

3.6. Statement of Internal Control System ：

Chung Hwa Pulp Corporation

Statement of Internal Control System

3.7. Major Resolutions of the Board ：

4. Capital Overview

4.1. The Top-10 Shareholders and Information of Related Parties

4.2. The Structure of Shareholders

Shareholding Distribution Status

4.3. Change in the Proportion of Shareholding Among the Directors, Managers, and Major Shareholders

4.4. Consolidated Invested Number of Shares in the Subsidiaries Held by the Company, Board Directors, Supervisors, Managers and the Percentage of the Holding Shares

4.5. Dividend Policy and Execution

(1) Dividend policy:

(2) Dividend distribution proposed at this shareholders` meeting:

5.1. CHP Affiliates Organization Chart

5.2. Financial Performance Overview of Affiliated Companies

Unit: Thuosand Dollor

Chung Hwa Pulp Corporation and Subsidiaries

DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Volume Estimation in Biological Assets

Provision for Receivables

Other Matter

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Notice to Readers

CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2016 AND 2015

(In Thousands of New Taiwan Dollars)

CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars)

CHUNG HWA PULP CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars)

CHUNG HWA PULP CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015 (In Thousands of New Taiwan Dollars)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015

1. GENERAL INFORMATION

2. APPROVAL OF FINANCIAL STATEMENTS

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

1) Amendment to IFRS 8 “Operating Segments”

2) Amendments to IFRS 13 “Fair Value Measurement”

3) Amendment to IAS 36 “Impairment of Assets”

4) IFRIC 21 “Levies”

CHP Annual Report 2016

2.1. Date of Establishment `：`

3.3.2. Remuneration of Supervisors 12/31/2016, Unit `：` NTD Thousand

12/31/2016, Unit `：` NTD Thousand

3.5. Information of the Remuneration Committee `：`

3.6. Statement of Internal Control System `：`

3.7. Major Resolutions of the Board `：`