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CMP — Interim / Quarterly Report 2023
Nov 13, 2023
51855_rns_2023-11-13_234b79ca-2976-4535-b52e-5906591a03f6.pdf
Interim / Quarterly Report
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Stock Code:1532
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS
with Independent Auditors’ Review Report For the Three Months Ended March 31, 2023 and 2022
Address: 4F, NO.85, SEC.4, REN' AI RD, TAIPEI, TAIWAN, R.O.C. Telephone: 886-2-2711-2831
The independent auditors’ review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ review report and consolidated financial statements, the Chinese version shall prevail.
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Table of contents
| Contents 1. Cover Page 2. Table of Contents 3. Independent Auditors’ Review Report 4. Consolidated Balance Sheets 5. Consolidated Statements of Comprehensive Income 6. Consolidated Statements of Changes in Equity 7. Consolidated Statements of Cash Flows 8. Notes to the Consolidated Financial Statements (1) Company history (2) Approval date and procedures of the consolidated financial statements (3) New standards, amendments and interpretations adopted (4) Summary of significant accounting policies (5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty (6) Explanation of significant accounts (7) Related-party transactions (8) Pledged assets (9) Significant commitments and contingencies (10) Losses due to major disasters (11) Subsequent events (12) Other (13) Other disclosures (a) Information on significant transactions (b) Information on investees (c) Information on investment in Mainland China (d) Information on major shareholders (14) Segment information |
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| 1 2 3 4 5 6 7 8 8 8 9~11 11~12 12~44 44~50 50 50~53 53 53 53~54 54~58 58~59 59~60 60 61 |
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KPMG
台北市110615信義路5段7號68樓(台北101大樓) 電 話 Tel + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, 傳 真 Fax + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) 網 址 Web kpmg.com/tw
Independent Auditors’ Review Report
To the Board of Directors of China Metal Products Co., Ltd.:
Introduction
We have reviewed the accompanying consolidated balance sheets of China Metal Products Co., Ltd. (the “Company”) and its subsidiaries (the “ Group”) as of March 31, 2023 and 2022, and the related consolidated statements of comprehensive income, and the changes in equity and cash flows for the three months ended March 31, 2023 and 2022, and notes to the consolidated financial statements, including a summary of significant accounting policies. 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 International Accounting Standard 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.
Scope of Review
Except as explained in the Basis for Qualified Conclusion paragraph, we conducted our reviews in accordance with the Standard on Review Engagements 2410, “Review of Interim Financial Information Performed by the Independent Auditor of the Entity” of the Republic of China. A review of the consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the Standards on Auditing of the Republic of China and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for Qualified Conclusion
As stated in Note 4(b), the consolidated financial statements included the financial statements of certain nonsignificant subsidiaries, which were not reviewed by independent auditors. These financial statements reflect the total assets amounting to $3,053,722 thousand and $4,146,854 thousand, constituting 5.79% and 8.38% of the consolidated total assets; and the total liabilities amounting to $1,532,533 thousand and $3,149,191 thousand, constituting 4.25% and 9.87% of the consolidated total liabilities as of March 31, 2023 and 2022, respectively, as well as the total comprehensive income (loss) amounting to $24,416 thousand and $51,239 thousand, constituting 151.46% and 6.19% of the consolidated total comprehensive income (loss) for the three months ended March 31, 2023 and 2022, respectively.
Furthermore, as stated in Note 6(e), the other equity accounted investments of the Group in its investee companies of $670,118 thousand and $883,528 thousand as of March 31, 2023 and 2022, respectively, and its equity in net earnings on these investee companies of $(8,233) thousand and $(9,263) thousand for the three months ended March 31, 2023 and 2022, respectively, were recognized solely on the financial statements prepared by these investee companies, but not reviewed by independent auditors.
KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.
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Qualified Conclusion
Except for the adjustments, if any, as might have been determined to be necessary had the financial statements of certain consolidated subsidiaries and equity accounted investee companies described in the Basis for Qualified Conclusion paragraph above been reviewed by independent auditors, based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of March 31, 2023 and 2022, and of its consolidated financial performance and its consolidated cash flows for the three months ended March 31, 2023 and 2022 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
The engagement partners on the reviews resulting in this independent auditors’ review report are Kuo-Yang Tseng and Shih-Chin Chih.
KPMG
Taipei, Taiwan (Republic of China) May 5, 2023
Notes to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally accepted and applied in the Republic of China.
The independent auditors’ review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ review report and consolidated financial statements, the Chinese version shall prevail.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with Standards on Auditing as of March 31, 2023 and 2022
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES
Consolidated Balance Sheets
March 31, 2023, December 31, 2022, and March 31, 2022 (Expressed in Thousands of New Taiwan Dollars)
| Assets Current assets: 1100 Cash and cash equivalents (Notes 6(a) and (z)) 1170 Notes and accounts receivable, net (Notes 6(c), (w) and (z)) 1180 Accounts receivable due from related parties, net (Notes 6(z) and 7) 1200 Other receivables (Note 6(z)) 1210 Other receivables due from related parties (Notes 6(z) and 7) 130X Inventories (Notes 6(d), 8 and 9(a)) 1410 Prepayments (Note 9(a)) 1476 Other current financial assets (Notes 6(z), 8 and 9(a)) 1479 Other current assets, others 1480 Incremental costs of obtaining contracts Total current assets Non-current assets: 1517 Non-current financial assets at fair value through other comprehensive income (Notes 6(b) and (z)) 1550 Investments accounted for using equity method (Notes 6(e) and (f)) 1600 Property, plant and equipment (Notes 6(g), 8 and 9(a)) 1755 Right-of-use assets (Note 6(h)) 1760 Investment property, net (Notes 6(i) and 8) 1780 Intangible assets (Note 6(j)) 1840 Deferred tax assets 1975 Non-current net defined benefit assets 1980 Other non-current financial assets (Notes 6(k), (z), 7 and 9(a)) 1990 Total other non-current assets, others (Notes 6(l), 7, 8 and 9(a)) Total non-current assets Total assets |
March 31, 2023 Amount % $ 5,166,978 10 3,453,432 6 7,454 - 99,258 - 85 - 22,828,015 43 198,348 1 1,804,906 3 527,529 1 430,512 1 34,516,517 65 176,151 - 670,118 1 10,621,974 20 1,811,142 4 662,765 1 425,431 1 181,345 1 6,446 - 686,913 1 2,969,943 6 18,212,228 35 $ 52,728,745 100 |
December 31, 2022 Amount % 6,068,902 11 3,814,610 7 9,163 - 78,170 - 4,888 - 22,046,213 42 194,796 - 1,900,962 4 360,259 1 429,344 1 34,907,307 66 179,363 - 707,979 1 10,610,646 20 1,859,349 4 663,386 1 426,746 1 175,561 - 633 - 686,862 1 2,811,563 6 18,122,088 34 53,029,395 100 |
March 31, 2022 Amount % 4,270,182 9 4,003,947 8 4,825 - 97,064 - 13,346 - 19,870,597 40 224,272 - 1,998,584 4 342,772 1 335,618 1 31,161,207 63 201,499 - 883,528 2 10,851,095 22 2,015,708 4 705,906 2 412,280 1 40,399 - 14,551 - 686,984 1 2,500,988 5 18,312,938 37 49,474,145 100 March 31, 2023 Liabilities and equity Amount % Current liabilities: 2100 Short-term borrowings (Notes 6(m) and (z)) $ 12,972,817 25 2130 Current contract liabilities (Notes 6(w), 7 and 9(a)) 5,247,091 10 2170 Notes and accounts payable (Notes 6(z) and 7) 2,735,724 5 2180 Accounts payable due to related parties (Notes 6(z) and 7) 34,848 - 2200 Other payables (Note 6(z)) 1,131,694 2 2220 Other payables due to related parties (Notes 6(z) and 7) 178 - 2230 Current income tax liabilities 75,212 - 2280 Current lease liabilities (Notes 6(p) and (z)) 190,608 1 2322 Long-term borrowings, current portion (Notes 6(n) and (z)) 1,296,806 2 2399 Other current liabilities (Note 6(s)) 120,470 - Total current liabilities 23,805,448 45 Non-current liabilities: 2500 Non-current financial liabilities at fair value through profit or loss (Notes 6(o) and (z)) 825 - 2530 Bonds payable (Notes 6(o) and (z)) 1,552,818 3 2540 Long-term borrowings (Notes 6(n) and (z)) 8,216,960 15 2570 Deferred tax liabilities 509,797 1 2580 Non-current lease liabilities (Notes 6(p) and (z)) 1,429,921 3 2640 Non-current net defined benefit liabilities 28,297 - 2670 Other non-current liabilities, others (Notes 6(q), (z) and 7) 486,839 1 Total non-current liabilities 12,225,457 23 Total liabilities 36,030,905 68 Equity attributable to owners of parent (Note 6(u)): 3100 Ordinary share 3,761,252 7 3200 Capital surplus (Note 6(o)) 1,542,513 3 3300 Retained earnings 7,466,129 14 3400 Other equity 103,360 - Total equity attributable to owners of parent: 12,873,254 24 36XX Non-controlling interests 3,824,586 8 Total equity 16,697,840 32 Total liabilities and equity $ 52,728,745 100 |
March 31, 2023 | December 31, 2022 | March 31, 2022 | ||
|---|---|---|---|---|---|---|---|---|
| Amount % |
Amount % |
Amount % |
||||||
| 11,582,617 22 4,864,716 9 3,029,941 6 40,301 - 1,383,231 3 749 - 86,957 - 188,005 - 2,470,335 5 171,969 - 23,818,821 45 8,253 - 1,560,633 3 8,456,951 16 512,520 1 1,479,111 3 29,643 - 478,573 1 12,525,684 24 36,344,505 69 3,761,221 7 1,542,440 3 7,492,071 14 61,209 - 12,856,941 24 3,827,949 7 16,684,890 31 53,029,395 100 |
10,212,961 21 3,802,837 8 3,101,202 6 25,507 - 1,628,077 4 38,970 - 91,129 - 190,574 - 1,043,153 2 140,658 - 20,275,068 41 4,622 - 1,583,997 3 7,448,079 15 493,085 1 1,613,791 3 23,143 - 449,409 1 11,616,126 23 31,891,194 64 3,761,221 8 1,536,837 3 7,818,620 16 343,927 1 13,460,605 28 4,122,346 8 17,582,951 36 49,474,145 100 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with Standards on Auditing
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
For the Three Months Ended March 31, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Common Share)
| 4000 Operating revenues (Notes 6(w) and 7) 5000 Operating costs (Notes 6(d) and 7) Gross profit from operations Operating expenses(Note 7): 6100 Selling expenses 6200 Administrative expenses(Note 6(x)) 6300 Research and development expenses 6450 Expected credit losses(Note 6(c)) Total operating expenses Net operating income Non-operating income and expenses: 7100 Interest income(Notes 6(y) and 7) 7010 Other income(Notes 6(y) and 7) 7020 Other gains and losses(Notes (o) and (y)) 7050 Finance costs(Notes 6(y) and 7) 7060 Share of loss of associates and joint ventures accounted for using equity method, net(Note 6(e)) Total non-operating income and expenses (Loss) profit from continuing operations before tax 7950 Less: Tax income (expense)(Note 6(t)) 8200 Net (loss) profit 8300 Other comprehensive income: 8310 Items that may not be reclassified subsequently to profit or loss: 8316 Unrealized losses from investments in equity instruments measured at fair value through other comprehensive income(Notes 6(u) and (z)) 8349 Less:Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Total items that may not be reclassified subsequently to profit or loss 8360 Items that may be reclassified subsequently to profit or loss: 8361 Exchange differences on translation of foreign financial statements(Note 6(u)) 8399 Less:Income tax related to components of other comprehensive income that will be reclassified to profit or loss Total items that may be reclassified subsequently to profit or loss 8300 Other comprehensive income (after tax) 8500 Comprehensive income Net (loss) profit, attributable to: 8610 Owners of parent 8620 Non-controlling interests Comprehensive income attributable to: 8710 Owners of parent 8720 Non-controlling interests Earnings per share (expressed in dollars)(Note 6(v)) 9750 Basic (loss) earnings per share 9850 Diluted (loss) earnings per share |
For the Three M Marc |
onths Ended h 31 2022 Amount % 4,595,532 100 (3,491,583) (76) 1,103,949 24 (144,427) (3) (412,709) (9) (2,806) - 101 - (559,841) (12) 544,108 12 7,791 - 22,808 - 19,626 - (51,649) (1) (9,263) - (10,687) (1) 533,421 11 (62,035) (1) 471,386 10 (5,796) - - - (5,796) - 362,441 8 - - 362,441 8 356,645 8 828,031 18 346,281 7 125,105 3 471,386 10 637,423 14 190,608 4 828,031 18 0.92 |
|---|---|---|
| 2023 Amount % $ 2,871,172 100 (2,317,158) (81) 554,014 19 (116,480) (4) (411,350) (14) (4,757) - 1,606 - (530,981) (18) 23,033 1 17,332 1 39,217 1 1,094 - (106,301) (4) (8,233) - (56,891) (2) (33,858) (1) 1,968 - (31,890) (1) (3,212) - - - (3,212) - 51,222 2 - - 51,222 2 48,010 2 $ 16,120 1 $ (24,139) (1) (7,751) - $ (31,890) (1) $ 16,109 1 11 - $ 16,120 1 $ (0.06) $ (0.09) |
||
| 0.92 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with Standards on Auditing
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES
Consolidated Statements of Changes in Equity
For the Three Months Ended March 31, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars)
| Share Capital Ordinary Share Balance at January 1, 2022 $ 3,761,221 Profit for the three months ended March 31, 2022 - Other comprehensive income for the three months ended March 31, 2022 - Total comprehensive income for the three months ended March 31, 2022 - Difference between consideration and carrying amount of subsidiaries acquired or disposed of - Recognition of equity component items from convertible bonds - Changes in non-controlling interests - Cash dividends paid to non-controlling interests - Balance on March 31, 2022 $ 3,761,221 Balance on January 1, 2023 $ 3,761,221 Profit for the three months ended March 31, 2023 - Other comprehensive income for the three months ended March 31, 2023 - Total comprehensive income for the three months ended March 31, 2023 - Conversion of convertible bonds 31 Cash dividends paid to non-controlling interests - Disposal of investments in equity instruments designated at fair value through other comprehensive income - Balance on March 31, 2023 $ 3,761,252 |
Equity Attributable to Owners of | Equity Attributable to Owners of | Equity Attributable to Owners of | Equity Attributable to Owners of | Equity Attributable to Owners of | Equity Attributable to Owners of | Equity Attributable to Owners of | Parent | Parent | Parent | Non- Controlling Interests |
Total Equity | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital | Capital Surplus |
Retained Earnings | Other Equity | Total Equity Attributable to Owners of Parent |
||||||||||||||
| Exchange Differences on Translation of Foreign Financial Statements |
Unrealized Gains (Losses) from Financial Assets Measured at Fair Value Through Other Comprehensive Income |
|||||||||||||||||
| Ordinary Share |
Legal Reserve | Special Reserve |
Unappropriated Retained Earnings |
|||||||||||||||
| 1,488,270 | 1,844,008 | 49,081 | 5,579,250 | (25,292) - 296,939 296,939 - - - - 271,647 10,196 - 43,460 43,460 - - - 53,656 |
78,077 | 12,774,615 | 3,973,038 125,105 65,503 190,608 - - (87) (41,213) 4,122,346 3,827,949 (7,751) 7,762 11 - (3,374) - 3,824,586 |
16,747,653 | ||||||||||
| - - |
- - |
- - |
346,281 - |
346,281 291,142 |
471,386 356,645 |
|||||||||||||
| - | - | - | 346,281 | 637,423 | 828,031 | |||||||||||||
| 5 48,562 - - |
- - - - |
- - - - |
- - - - |
5 48,562 - - |
5 48,562 (87) (41,213) |
|||||||||||||
| 1,536,837 | 1,844,008 | 49,081 | 5,925,531 | 13,460,605 | 17,582,951 | |||||||||||||
| 1,542,440 | 1,964,848 | 49,081 | 5,478,142 | 12,856,941 | 16,684,890 | |||||||||||||
| - - |
- - |
- - |
(31,890) 48,010 |
|||||||||||||||
| - | - | - | 16,120 | |||||||||||||||
| 73 - - |
- - - |
- - - |
104 (3,374) 100 |
|||||||||||||||
| 1,542,513 | 1,964,848 | 49,081 | 16,697,840 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with Standards on Auditing
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars)
| Cash flows from operating activities: (Loss) profit before tax Adjustments: Adjustments to reconcile profit (loss): Depreciation expense Amortization expense Expected credit gains Net (gains) losses on financial assets or liabilities at fair value through profit or loss Interest expense Interest income Dividend income Share of profit loss of associates and joint ventures accounted for using equity method Losses on disposal of property, plant and equipment Property, plant and equipment transferred to expenses Lease modification gains Effect of exchange rate changes on short-term and long-term borrowings Total adjustments to reconcile profit Changes in operating assets and liabilities: Changes in operating assets: Notes and accounts receivable, net Accounts receivable due from related parties, net Other receivables Inventories Prepayments Other current assets Other financial assets Incremental costs of obtaining contracts Total changes in operating assets Changes in operating liabilities: Notes and accounts payable (including related parties), net Other payables Current contract liabilities Other current liabilities Other non-current liabilities Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow (used in) generated from operations Interest received Dividends received Interest paid Income taxes paid Net cash flows(used in)generated from operating activities Cash flows from investing activities: Proceeds from capital reduction of financial assets at fair value through other comprehensive income Acquisition of investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Decrease in other financial assets Increase in other non-current assets Net cash flows used in investing activities Cash flows from financing activities: Increase in short-term borrowings Decrease in short-term borrowings Increase in short-term notes and bills payable Proceeds from issuing bonds Proceeds from long-term borrowings Repayments of long-term borrowings Payment of lease liabilities (Decrease) increase in other non-current liabilities Cash dividends paid to non-controlling interests Change in non-controlling interests Net cash flows used in financing activities Effect of exchange rate changes on cash and cash equivalents Net decrease in cash and cash equivalents Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period |
For the Three Month | s Ended March 31 2022 533,421 256,144 1,430 (101) 330 51,649 (7,791) - 9,263 2,196 234 - (5,150) |
|---|---|---|
| 2023 $ (33,858) 263,290 1,254 (1,606) (7,428) 106,300 (17,332) (40) 8,233 568 382 (3) (13,872) 339,746 375,238 2,283 (4,714) (752,797) (3,431) (167,108) (100,450) (1,169) (652,148) (303,612) (241,003) 383,738 (55,721) (54) (216,652) (868,800) (529,054) (562,912) 13,738 33,295 (133,307) (30,521) (679,707) - - (182,660) 779 196,489 (179,474) (164,866) 3,802,973 (2,298,931) (115,392) - 850,000 (2,251,500) (47,896) (1,079) (3,374) - (65,199) 7,848 (901,924) 6,068,902 $ 5,166,978 |
||
| 308,204 | ||
| 194,551 (868) 61,020 236,898 106,077 (13,724) 199,602 (21,706) |
||
| 761,850 | ||
| (378,901) (323,720) 184,604 (6,669) (4,679) |
||
| (529,365) | ||
| 232,485 | ||
| 540,689 | ||
| 1,074,110 4,287 10,824 (72,739) (75,976) |
||
| 940,506 | ||
| 8,000 (150,000) (179,485) 559 549 (430,894) |
||
| (751,271) | ||
| 3,797,799 (2,768,376) 39,841 1,644,717 900,000 (4,602,019) (49,133) 1,066 - (96) |
||
| (1,036,201) | ||
| 77,503 (769,463) 5,039,645 |
||
| 4,270,182 |
See accompanying notes to consolidated financial statements.
8
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with Standards on Auditing
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
For the Three Months Ended March 31, 2023 and 2022
(Expressed in Thousands of New Taiwan Dollars, unless otherwise specified)
(1) Company history
CHINA METAL PRODUCTS CO., LTD. (the “Company”) was established on September 9, 1972, via Ministry of Economic Affairs’ authorization. The registered office is located at 4F, No. 85, Section 4, Ren’ai Road, Taipei. The major business activities of the Company and its subsidiaries (the “Group”) are iron hardware manufacturing and casting, residents and commercial buildings developing, leasing and selling, international hotel servicing and department store retailing. Please refer to Note 14, for the aforementioned information.
(2) Approval date and procedures of the consolidated financial statements:
The accompanying consolidated financial statements were authorized for issue by the Board of Directors on May 5, 2023.
(3) New standards, amendments and interpretations adopted:
- (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.
The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2023:
-
●Amendments to IAS 1 “Disclosure of Accounting Policies”
-
●Amendments to IAS 8 “Definition of Accounting Estimates”
-
●Amendments to IAS 12 “ Deferred Tax related to Assets and Liabilities arising from a Single Transaction”
-
(b) The impact of IFRS issued by IASB but not yet endorsed by the FSC
The Group does not expect the following new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:
-
●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”
-
●IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”
-
●Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”
-
●Amendments to IAS 1 “Non-current Liabilities with Covenants”
-
●Amendments to IFRS 17 “Initial Application of IFRS 17 and IFRS 9 – Comparative Information “
-
●IFRS16 “Requirements for Sale and Leaseback Transactions”
(Continued)
9
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(4) Summary of significant accounting policies
(a) Statement of compliance
These consolidated financial statements have been prepared in accordance with the preparation and guidelines of IAS 34 “Interim Financial Reporting” which are endorsed and issued into effect by FSC, and do not include all of the information required by the Regulations and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed and issued into effect by the FSC (hereinafter referred to IFRS endorsed by the FSC) for a complete set of the annual consolidated financial statements.
Except the following accounting policies mentioned below, the significant accounting policies adopted in the consolidated financial statements are the same as those in the consolidated financial statement for the year ended December 31, 2022. For the related information, please refer to Note 4 of the consolidated financial statements for the year ended December 31, 2022.
(b) Basis of consolidation
Principles of preparation of the consolidated financial statements are the same as those of the consolidated financial statements for the year ended December 31, 2022. For the related information, please refer to Note 4(c) of the consolidated financial statements for the year ended December 31, 2022.
(i) List of subsidiaries in the consolidated financial statements
| Investor | Name of Subsidiary | Principal Activity | Percentage Ownership March 31, 2023 December 31, 2022 March 31, 2022 Note % 100.00 % 100.00 % 100.00 Note 2 % 85.51 % 85.51 % 85.51 Note 1 % 99.01 % 99.01 % 99.01 Note 1 % 100.00 % 100.00 % 100.00 Note 3 % 100.00 % 100.00 % 100.00 Note 1 &Note 5 % 83.33 % 83.33 % 83.33 Note 1 % 100.00 % 100.00 % 100.00 Note 1 % 71.82 % 71.82 % 71.72 Note 2 % 100.00 % 100.00 % 100.00 Note 1 |
Percentage Ownership March 31, 2023 December 31, 2022 March 31, 2022 Note % 100.00 % 100.00 % 100.00 Note 2 % 85.51 % 85.51 % 85.51 Note 1 % 99.01 % 99.01 % 99.01 Note 1 % 100.00 % 100.00 % 100.00 Note 3 % 100.00 % 100.00 % 100.00 Note 1 &Note 5 % 83.33 % 83.33 % 83.33 Note 1 % 100.00 % 100.00 % 100.00 Note 1 % 71.82 % 71.82 % 71.72 Note 2 % 100.00 % 100.00 % 100.00 Note 1 |
|---|---|---|---|---|
| December 31, 2022 |
||||
| The Company The Company and Sunflower Investment The Company The Company The Company The Company The Company The Company and Sunflower Investment The Company and PUJEN Land Development |
United Elite Agents Limited (UEA) Atrans Precision Industries Co., Ltd. (Atrans Precision) Sunflower Investment Co., Ltd. (Sunflower Investment) The Hotel National Co., Ltd. (The Hotel National) CMAI CO., LIMITED. (CMAI) CMJ CO., LTD. (CMJ) National Management Co., Ltd. (National Management) PUJEN Land Development Co., Ltd. (PUJEN Land Development) Shangrila Tourism Co., Ltd. (Shangrila Tourism) |
Investing Vehicle parts processing Investing International tourist hotel services and other hotel business approved by the Ministry of Transportation and Communications Vehicle parts retailing Cast iron product retailing Management and consulting services Residents, commercial buildings and factories leasing and developing Amusement park and hotel services |
% 100.00 % 85.51 % 99.01 % 100.00 % 100.00 % 83.33 % 100.00 % 71.82 % 100.00 |
% 100.00 % 85.51 % 99.01 % 100.00 % 100.00 % 83.33 % 100.00 % 71.82 % 100.00 |
(Continued)
10
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Investor | Name of Subsidiary | Principal Activity | Percentage Ownership March 31, 2023 December 31, 2022 March 31, 2022 Note % 100.00 % 100.00 % 100.00 Note 1 % 100.00 % 100.00 % 100.00 Note 1 % 83.27 % 83.27 % 83.27 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Notes 2 % 100.00 % 100.00 % 100.00 Note 1 % 100.00 % 100.00 % 100.00 Note 1 % 50.00 % 50.00 % 50.00 Note 1 % 70.00 % 70.00 % 70.00 Note 1 % 50.00 % 50.00 % 50.00 Note 1 % 100.00 % 100.00 % - Note 1 &Note 4 % 100.00 % 100.00 % 100.00 Note 1 (Continued) |
Percentage Ownership March 31, 2023 December 31, 2022 March 31, 2022 Note % 100.00 % 100.00 % 100.00 Note 1 % 100.00 % 100.00 % 100.00 Note 1 % 83.27 % 83.27 % 83.27 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Note 2 % 100.00 % 100.00 % 100.00 Notes 2 % 100.00 % 100.00 % 100.00 Note 1 % 100.00 % 100.00 % 100.00 Note 1 % 50.00 % 50.00 % 50.00 Note 1 % 70.00 % 70.00 % 70.00 Note 1 % 50.00 % 50.00 % 50.00 Note 1 % 100.00 % 100.00 % - Note 1 &Note 4 % 100.00 % 100.00 % 100.00 Note 1 (Continued) |
|---|---|---|---|---|
| December 31, 2022 |
||||
| The Company The Company UEA CMI CMI CMI CMB (H.K.) CMI (BVI) CMP (H.K.) CMP (H.K.) CMW (C.I.) CMW (C.I.) CMJ Atrans Precision PUJEN Land Development PUJEN Land Development PUJEN Land Development PUJEN Land Development CMAI |
InterContinental Taichung Co., Ltd. (InterContinental Taichung) Calligraphy Greenway Plaza Co., Ltd. (Calligraphy Greenway Plaza) China Metal International Holdings Inc. (CMI) China Metal International (BVI) Limited (CMI (BVI)) CMW (Cayman Islands) Co., Ltd. (CMW (C.I.)) CMB (H.K.) Co., Ltd. (CMB (H.K.)) Suzhou CMB Machinery Co., Ltd. (Suzhou CMB) CMP (H.K.) Industry Co., Ltd. (CMP (H.K.)) Tianjin CMT Industry Co., Ltd. (Tianjin CMT) Suzhou CMS Machinery Co., Ltd. (Suzhou CMS) CMW (Tianjin) Industry Co., Ltd. (CMW (Tianjin)) CMI (Wu Han) Precision Machinery Co., Ltd. (CMH) Qingdao Sourcing Specialists Trading Co., Ltd. (Qingdao Sourcing Specialists) FAR HSING (SAMOA) ENTERPRISE CO., LTD. (FAR HSING (SAMOA)) CHINGENG Land Development Co., Ltd. (CHINGENG Land Development) PUJEN CHENGMEI Land Development Co., Ltd. (PUJEN CHENGMEI Land Development) PUCHIA Land Development Co., Ltd. (PUCHIA Land Development) PUZHI Construction Co., Ltd. (PUZHI Construction) CMAI Holding, Inc. (CMAI Holding) |
International tourist hotel services Management and consulting services Investing and cast iron product retailing Investing Investing Investing Cast iron product designing, manufacturing and retailing Investing Cast iron products, machine parts and vehicle parts designing, developing, manufacturing and selling Vehicle parts, E&M as- casting and finished product developing, manufacturing and selling Vehicle parts, E&M as- casting and finished product developing, manufacturing and selling Vehicle parts, farm wagon parts, industrial wagon parts, household appliances parts and E&M as-casting and molds developing, manufacturing, selling and the after sales services Cast iron product retailing Investing Residents, commercial buildings and factories leasing and developing Residents, commercial buildings and factories leasing and developing Residents, commercial buildings and factories leasing and developing Comprehensive construction Activities, residents, commercial buildings and factories leasing and developing Investing |
% 100.00 % 100.00 % 83.27 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 50.00 % 70.00 % 50.00 % 100.00 % 100.00 |
% 100.00 % 100.00 % 83.27 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 50.00 % 70.00 % 50.00 % 100.00 % 100.00 |
11
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Investor | Name of Subsidiary | Principal Activity | Percentage Ownership March 31, 2023 December 31, 2022 March 31, 2022 Note % 100.00 % 100.00 % 100.00 Note 1 % 100.00 % 100.00 % 100.00 Note 1 |
Percentage Ownership March 31, 2023 December 31, 2022 March 31, 2022 Note % 100.00 % 100.00 % 100.00 Note 1 % 100.00 % 100.00 % 100.00 Note 1 |
|---|---|---|---|---|
| December 31, 2022 |
||||
| CMAI Holding Pilot |
Pilot Drive LLC (Pilot) CMAI INDUSTRIES, INC. (CMAI N.A.) |
Assets leasing Vehicle parts retailing |
% 100.00 % 100.00 |
% 100.00 % 100.00 |
Note 1: An non-significant subsidiary, its financial statements have not been reviewed.
Note 2: The financial statements have been reviewed.
Note 3: The financial statements have been reviewed for the three months ended March 31, 2023; the financial statements have not been reviewed for the three months ended March 31, 2022.
Note 4: Obtained in the 4th quarter of 2022.
Note 5: Formorly named as the “CHINA METAL AVTOMOTIVE INTERNATIONAL CO.,LTD ”.
(ii) Subsidiaries excluded from the consolidated financial statements: None.
(c) Income taxes
The income tax expenses have been prepared and disclosed in accordance with paragraph B12 of International Financial Reporting Standards 34, Interim Reporting.
Income tax expenses for the period are best estimated by multiplying pre-tax income for the interim reporting period by the effective annual tax rate which is forecasted by the management. This should be recognized fully as tax expense for the current period.
Temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases shall be measured based on the tax rates that have been enacted or substantively enacted at the time of the asset or liability is recovered or settled, and be recognized directly in equity or other comprehensive income as tax expense.
(d) Employee benefits
The pension cost for the interim period was calculated and disclosed on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year, and be adjusted by the significant market flotation, significant curtailment, settlement or other significant single occasions.
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:
The preparation of the consolidated financial statements in conformity with the Regulations and IFRSs (in accordance with IAS 34 “Interim Financial Reporting” and endorsed by the FSC) requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.
(Continued)
12
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The preparation of the consolidated interim financial statements, estimates and underlying assumptions are reviewed on an ongoing basis which are in conformity with the consolidated financial statements for the year ended December 31, 2022. For the related information, please refer to Note 5 of the consolidated financial statements for the year ended December 31, 2022.
(6) Explanation of significant accounts:
Except for the following disclosures, there is no significant difference as compared with those disclosed in the consolidated financial statements for the year ended December 31, 2022. Please refer to Note 6 of the 2022 annual consolidated financial statements.
- (a) Cash and cash equivalents
| Cash on hand Cash in banks Time deposits Cash and cash equivalents |
March 31, 2023 $ 5,298 3,170,577 1,991,103 $ 5,166,978 |
December 31, 2022 6,561 4,008,099 2,054,242 6,068,902 |
March 31, 2022 |
|---|---|---|---|
| 6,937 3,774,464 488,781 |
|||
| 4,270,182 |
Please refer to Note 6(z) for the sensitivity analysis of the financial assets.
- (b) Non-current financial assets at fair value through other comprehensive income
| Equity investments at fair value through other comprehensive income Stocks listed on domestic markets— Yung Tay Engineering Co., Ltd. (Note 1) Stocks unlisted on domestic markets— MEITA Industrial Co., Ltd. Stocks unlisted on domestic markets— YUHUA Venture Capital Co., Ltd. (Note 2) Stocks unlisted on domestic markets— FUHUA Venture Capital Co., Ltd. (Note 3) Stocks unlisted on domestic markets— GUANGYUAN Investment Co., Ltd. Stocks unlisted on domestic markets— DEVELOPMENT Venture Capital Co., Ltd. Stocks unlisted on domestic markets— Asia World Engineering & Construction Co., Ltd. Total |
March 31, 2023 $ - 99,955 - - 31,134 15,062 30,000 $ 176,151 |
December 31, 2022 - 103,188 - - 30,418 15,757 30,000 179,363 |
March 31, 2022 |
|---|---|---|---|
| 37,016 115,049 194 637 31,362 17,241 - |
|||
| 201,499 |
(Continued)
13
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
Note 1:Yung Tay Engineering Co., Ltd. had been delisted on March 9, 2022, and changed its name to Hitachi Yungtay Elevator Co., Ltd. on May 30, 2022.
-
Note 2:YUHUA Venture Capital Co., Ltd. had completed its liquidation registration procedures on June 13, 2022, and had completed the entire liquidation procedure on January 31, 2023. The liquidation loss was reclassified from other comprehensive income to retained earnings.
-
Note 3:FUHUA Venture Capital Co., Ltd. had completed its liquidation registration procedures on June 10, 2022 and had completed the entire liquidation procedure on January 31, 2023. The liquidation loss was reclassified from other comprehensive income to retained earnings.
-
(i) The Group holds the equity investments for long-term strategic purposes, rather than transaction purposes. Therefore, the investments are measured at FVOCI.
-
(ii) For the three months ended March 31, 2023 and 2022, the Group received dividend income amounting to $40 thousand and $0 thousand, respectively, from the above investments measured at FVOCI.
-
(iii) Please refer to Note 6(z) for the information on credit risk (including the impairment of debt instrument investments) and market risk.
-
(iv) As of March 31, 2023, December 31 and March 31, 2022, the financial assets were not pledged as collateral.
-
(c) Notes and accounts receivable
| Notes receivable from operating activities Accounts receivable measured as amortized cost Subtotal Less: Loss allowance Total |
March 31, 2023 $ 501,427 2,955,759 3,457,186 (3,754) $ 3,453,432 |
December 31, 2022 475,583 3,344,375 3,819,958 (5,348) 3,814,610 |
March 31, 2022 485,064 3,522,607 4,007,671 (3,724) 4,003,947 |
|---|---|---|---|
(Continued)
14
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The Group applies the simplified approach to estimate its expected credit losses, which permit the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, notes and accounts receivable have been grouped based on shared credit risk characteristics and the days past due, as well as forward-looking information including macroeconomics and relative industries information. The loss allowance provision is determined as follows:
| Current 1 to 30 days past due 31 to 90 days past due 91 to 120 days past due 121 days to a year past due Over a year past due Current 1 to 30 days past due 31 to 90 days past due 91 to 120 days past due 121 days to a year past due Over a year past due Current 1 to 30 days past due 31 to 90 days past due 91 to 120 days past due 121 days to a year past due Over a year past due |
March 31, 2023 | ||
|---|---|---|---|
| Gross Carrying Amount Weighted Average Loss Rate $ 3,311,228 0% 61,704 0% 55,916 0% 20,423 0% 6,343 25.23%~49.96% 1,572 100% $ 3,457,186 December 31, 2022 |
Loss Allowance Provision |
||
| - - - - 2,182 1,572 |
|||
| 3,754 | |||
| Gross Carrying Amount $ 3,609,369 108,785 86,405 5,456 7,839 2,104 $ 3,819,958 |
Weighted Average Loss Rate 0% 0% 0% 0% 25.23%~49.96% 100% March 31, 2022 |
Loss Allowance Provision |
|
| - - - - 3,334 2,104 |
|||
| 5,438 | |||
| Gross Carrying Amount $ 3,730,945 158,163 95,684 19,152 2,353 1,374 $ 4,007,671 |
Weighted Average Loss Rate 0% 0% 0% 0%~13.5% 35.48%~43.37% 100% |
Loss Allowance Provision |
|
| - - - 1,338 1,012 1,374 |
|||
| 3,724 |
(Continued)
15
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The movements in the allowance for notes and accounts receivable is as follows:
| Balance on January 1 Impairment losses reversed Foreign exchange losses Balance on March 31 |
For the Three Months Ended March 31 2023 2022 $ 5,348 3,764 (1,606) (101) 12 61 $ 3,754 3,724 |
|---|---|
| 2023 $ 5,348 (1,606) 12 $ 3,754 |
The financial assets mentioned above were not pledged as collateral.
(d) Inventories
| Raw materials Work in process Semi-finished goods Finished goods Merchandise Land held for development Properties and land held for sale Construction-in-progress Prepayments for land Other inventories |
March 31, 2023 $ 212,811 270,136 141,561 1,301,233 130,208 8,542,037 164,881 11,780,789 91,570 192,789 $ 22,828,015 |
December 31, 2022 231,287 335,389 151,676 1,486,432 138,209 8,551,179 164,881 10,573,140 226,765 187,255 22,046,213 |
March 31, 2022 |
|---|---|---|---|
| 262,146 320,329 137,350 1,656,667 96,529 8,018,711 398,880 8,512,404 253,696 213,885 |
|||
| 19,870,597 |
-
(i) For the three months ended March 31, 2023 and 2022, the cost of goods sold amounted to $2,317,158 thousand and $3,491,583 thousand, respectively. For the three months ended March 31, 2023 and 2022, the (loss for inventory obsolescence) reversal gain from the (decrease) increase in inventories' net realizable value amounted to $(15,216) thousand and $8,813 thousand, respectively.
-
(ii) For the information on inventories pledged as collateral, as of March 31, 2023, December 31 and March 31, 2022, please refer to Note 8.
-
(iii) For the three months ended March 31, 2023 and 2022, the capitalized interest expense recognized in the inventory amounted to $20,388 thousand and $12,876 thousand, respectively. The interest rate of capitalization were 2.40%~2.47% and 1.68%~1.75%, respectively.
(Continued)
16
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(e) Investments accounted for using equity method
The components of investments accounted for using the equity method at the reporting date is as follows:
| Associates Joint ventures |
March 31, 2023 $ 354,930 315,188 $ 670,118 |
December 31, 2022 391,050 316,929 707,979 |
March 31, 2022 |
|---|---|---|---|
| 529,627 353,901 |
|||
| 883,528 |
(i) Associates
Due to the fact that the Group does not have the obligation of assuming the excess losses, it ceased the recognition of the losses from the investment of Amida Trustlink Assets Management Co., Ltd. (Amida Trustlink Assets). For the three months ended March 31, 2023 and 2022, the unrealized investment losses amounted to $135 thousand and $73 thousand, respectively; the accumulated unrealized investment losses, as of March 31, 2023 and 2022, amounted to $58,263 thousand and $57,841 thousand, respectively.
The Group’s financial information for investments accounted for using the equity method that were individually insignificant is as follows:
| Carrying amount of individually insignificant associates' equity Attributable to the Group: Net (loss) income Other comprehensive income Comprehensive income |
March 31, 2023 $ 354,930 $ $ |
December 31, 2022 March 31, 2022 391,050 529,627 For the Three Months Ended March 31 |
March 31, 2022 |
|---|---|---|---|
| 529,627 | |||
| 2023 (6,492) - (6,492) |
2022 | ||
| 826 - |
|||
| 826 |
- (ii) Joint ventures
The Group’s financial information for joint ventures accounted for using the equity method that were individually insignificant is as follows:
| Carrying amount of individually insignificant joint ventures' equity |
March 31, 2023 $ 315,188 |
December 31, 2022 316,929 |
March 31, 2022 |
|---|---|---|---|
| 353,901 | |||
(Continued)
17
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Attributable to the Group: Net loss Other comprehensive income Comprehensive income |
|
|---|---|
| 2023 $ (1,741) - $ (1,741) |
- (iii) Pledge to secure
As of March 31, 2023, December 31 and March 31, 2022, the investments accounted for using equity method were not pledged as collateral.
- (iv) The unreviewed financial statements of investments accounted for using equity method
The investments were 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 not been reviewed.
-
(f) Changes in a parent's ownership interest in a subsidiary
-
(i) Acquisition of additional shares interests of subsidiary
For the three months ended March 31, 2023 and 2022, the Group obtained Sunflower Investment additional equity on $96 thousand, increasing the percentage ownership from 99.00% to 99.01%
The information on the influence of subsidiaries’ equities variation to the Group’s equity is as follows:
| Acquisition of non-controlling interests Payment to non-controlling interests Difference between consideration and carrying amount of subsidiaries acquired or disposed of |
For the Three Months Ended March 31 2022 Sunflower Investment $ 101 (96) $ 5 |
|---|---|
(Continued)
18
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(g) Property, plant and equipment
The cost and accumulated depreciation of the property, plant equipment of the Group for the three months ended March 31, 2023 and 2022 are as follows:
| Cost: Balance on January 1, 2023 Additions Disposals Reclassification Influence from exchange rates Balance on March 31, 2023 Balance on January 1, 2022 Additions Disposals Reclassification Influence from exchange rates Balance on March 31, 2022 Accumulated depreciation and impairment loss Balance on January 1, 2023 Depreciation Disposals Reclassification Influence from exchange rates Balance on March 31, 2023 Balance on January 1, 2022 Depreciation Disposals Influence from exchange rates Balance on March 31, 2022 Carrying value: Balance on January 1, 2023 Balance on March 31, 2023 Balance on January 1, 2022 Balance on March 31, 2022 |
Land | Buildings | Machinery 10,056,387 24,567 (30,195) 86,956 40,128 10,177,843 9,750,106 41,895 (46,166) 60,510 339,349 10,145,694 6,707,455 143,984 (29,213) 4,986 27,038 6,854,250 6,255,051 142,226 (44,263) 222,016 6,575,030 3,348,932 3,323,593 3,495,055 3,570,664 |
Office Equipment 124,071 5,616 (2,336) 740 220 128,311 110,803 2,879 (353) 2,107 2,253 117,689 94,942 3,402 (2,123) - 161 96,382 85,183 2,606 (337) 1,889 89,341 29,129 31,929 25,620 28,348 |
Transportation Equipment 58,909 - (3,769) 1,571 119 56,830 58,719 - (333) - 1,329 59,715 49,322 1,073 (3,677) - 95 46,813 45,545 1,289 (333) 1,096 47,597 9,587 10,017 13,174 12,118 |
Leasehold Improvement 261,248 3,434 (3,064) - 1,067 262,685 187,845 1,907 (7,863) 43,935 8,180 234,004 115,819 11,291 (3,064) - 455 124,501 89,124 9,679 (7,863) 3,516 94,456 145,429 138,184 98,721 139,548 |
Other Equipment 868,402 2,037 (783) 26,746 1,885 898,287 729,889 7,673 (12,905) 31,655 15,250 771,562 578,624 20,908 (723) - 1,363 600,172 512,370 17,893 (12,069) 11,072 529,266 289,778 298,115 217,519 242,296 |
Construction in Progress |
Total 19,832,225 182,660 (40,147) 20,287 60,542 |
|||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 4,332,425 1,392 - 60,882 13,751 4,408,450 3,840,120 1,092 - - 108,899 3,950,111 1,675,417 31,472 - - 4,586 1,711,475 1,539,755 28,586 - 37,684 1,606,025 2,657,008 2,696,975 2,300,365 2,344,086 |
1,001,199 145,614 - (156,608) 3,442 993,647 1,321,500 123,039 - (95,960) 46,103 1,394,682 - - - - - - - - - - - 1,001,199 993,647 1,321,500 1,394,682 |
|||||||||||
| 20,055,567 | ||||||||||||
| 19,117,077 179,485 (67,620) 42,247 521,621 |
||||||||||||
| 19,792,810 | ||||||||||||
| 9,221,579 212,130 (38,800) 4,986 33,698 |
||||||||||||
| 9,433,593 | ||||||||||||
| 8,527,028 202,279 (64,865) 277,273 |
||||||||||||
| 8,941,715 | ||||||||||||
| 10,610,646 | ||||||||||||
| 10,621,974 | ||||||||||||
| 10,590,049 | ||||||||||||
| 10,851,095 |
As of March 31, 2023, December 31 and March 31, 2022, please refer to Note 8 for the details of property, plant and equipment pledged as collateral for the Group’s long-term loan and financing guarantee.
(Continued)
19
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(h) Right-of-use assets
The cost and accumulated depreciation of the right-of-use assets, which includes land, buildings, machinery and transportation equipment rented by the Group, for the three months ended March 31, 2023 and 2022 are as follows:
| Cost: Balance on January 1, 2023 Additions Reduction for expiration Influence from exchange rates Balance on March 31, 2023 Balance on January 1, 2022 Additions Reduction for expiration Influence from exchange rates Balance on March 31, 2022 Accumulated depreciation: Balance on January 1, 2023 Depreciation Transferred to construction cost Reduction for expiration Influence from exchange rates Balance on March 31, 2023 Balance on January 1, 2022 Depreciation Transferred to construction cost Reduction for expiration Influence from exchange rates Balance on March 31, 2022 Carrying value: Balance on January 1, 2023 Balance on March 31, 2023 Balance on January 1, 2022 Balance on March 31, 2022 |
Land $ 1,010,225 - - 1,559 $ 1,011,784 $ 1,004,772 - - 13,244 $ 1,018,016 $ 202,927 5,909 - - 444 $ 209,280 $ 177,882 5,897 - - 3,579 $ 187,358 $ 807,298 $ 802,504 $ 826,890 $ 830,658 |
Buildings 2,401,476 1,142 (1,394) 38 2,401,262 2,393,697 8,802 (420) 190 2,402,269 1,478,153 40,842 104 (1,394) 11 1,517,716 1,317,008 40,690 210 (420) 13 1,357,501 923,323 883,546 1,076,689 1,044,768 |
Machinery 33,287 - (7,016) 106 26,377 47,835 15,593 (33,868) 1,114 30,674 20,424 1,384 - (7,016) 55 14,847 39,869 4,021 - (33,868) 640 10,662 12,863 11,530 7,966 20,012 |
Transportation Equipment 22,150 907 (1,024) (11) 22,022 23,183 540 - 24 23,747 8,676 1,531 - (227) (3) 9,977 7,254 1,493 - - 25 8,772 13,474 12,045 15,929 14,975 |
Office Equipment 1,762 - - (6) 1,756 2,046 - - 19 2,065 1,068 87 - - (5) 1,150 966 110 - - 15 1,091 694 606 1,080 974 |
Other Equipment 120,670 - - - 120,670 122,673 - - - 122,673 18,973 786 - - - 19,759 17,466 886 - - - 18,352 101,697 100,911 105,207 104,321 |
Total 3,589,570 2,049 (9,434) 1,686 3,583,871 3,594,206 24,935 (34,288) 14,591 3,599,444 1,730,221 50,539 104 (8,637) 502 1,772,729 1,560,445 53,097 210 (34,288) 4,272 1,583,736 1,859,349 1,811,142 2,033,761 2,015,708 |
|---|---|---|---|---|---|---|---|
(i) Investment property
Investment property comprises office buildings that are leased to third parties under operating leases, as well as properties that are owned by the Group. The leases of investment properties contain an initial non-cancellable lease term of 5 to 10 years. Some leases provide the lessees with options to extend at the end of the term.
For all investment property leases, the rental income is fixed under the contracts, but some leases require the lessee to reimburse the insurance costs of the Group. When this is the case, the amounts of insurance costs are determined annually.
(Continued)
20
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The movements in the investment property is as follows:
| Carrying value: Balance on January 1, 2023 Balance on March 31, 2023 Balance on January 1, 2022 Balance on March 31, 2022 |
Owned Property Land Buildings $ 596,723 66,663 $ 596,723 66,042 $ 609,567 97,107 $ 609,567 96,339 |
Total |
|---|---|---|
| Land $ 596,723 $ 596,723 $ 609,567 $ 609,567 |
||
| 663,386 | ||
| 662,765 | ||
| 706,674 | ||
| 705,906 |
Investment properties comprise a number of commercial properties that are leased to third parties. Each leasing contact includes an original non-cancelable lease term of one to three years, and the lease term of the renewal is available for discussion with the lessee. The contingent rent is not charged in the contract. Please refer to Note 6(r) for the regarding information.
Information on depreciation for the three months ended March 31, 2023 and 2022 is discussed in Note 12(c), and for the information on rental revenue and other direct operting expense, please refer to Note 6(r).
The fair value of the investment property was not signficantly different from those disclosed in the Note 6(j) of the consolidated financial statements for the year ended December 31, 2022.
As of March 31, 2023, December 31 and March 31, 2022, the details of investment properties pledged as collateral, please refer to Note 8.
(j) Intangible assets
The movements in the costs of intangible assets and amortization of the Group are as follows:
| Cost: Balance on January 1, 2023 Influence from exchange rates Balance on March 31, 2023 Balance on January 1, 2022 Influence from exchange rates Balance on March 31, 2022 Accumulated amortization: Balance on January 1, 2023 Amortization Influence from exchange rates Balance on March 31, 2023 |
Goodwill $ 414,417 (61) $ 414,356 $ 385,268 13,166 $ 398,434 $ - - - $ - |
Patent 64,105 291 64,396 63,088 2,471 65,559 64,105 - 291 64,396 |
Client Relationship 231,424 1,050 232,474 227,751 8,921 236,672 231,424 - 1,050 232,474 |
Computer Software 46,300 (29) 46,271 43,337 103 43,440 33,971 1,254 (29) 35,196 |
Total |
|---|---|---|---|---|---|
| 756,246 1,251 |
|||||
| 757,497 | |||||
| 719,444 24,661 |
|||||
| 744,105 | |||||
| 329,500 1,254 1,312 |
|||||
| 332,066 |
(Continued)
21
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Balance on January 1, 2022 Amortization Influence from exchange rates Balance on March 31, 2022 Carrying value: Balance on January 1, 2023 Balance on March 31, 2023 Balance on January 1, 2022 Balance on March 31, 2022 |
Goodwill $ - - - $ - $ 414,417 $ 414,356 $ 385,268 $ 398,434 |
Patent 63,088 - 2,471 65,559 - - - - |
Client Relationship 227,751 - 8,921 236,672 - - - - |
Computer Software 28,061 1,430 103 29,594 12,329 11,075 15,276 13,846 |
Total |
|---|---|---|---|---|---|
| 318,900 1,430 11,495 |
|||||
| 331,825 | |||||
| 426,746 | |||||
| 425,431 | |||||
| 400,544 | |||||
| 412,280 |
(k) Other non-current financial assets
| Debt obligation receivable-The Splendor Hospitality International Co., Ltd. Debt obligation receivable-Chin Ling Steel Co., Ltd.-Non-guaranteed Less: Accumulated impairment-Debt obligation receivable-Chin Ling Steel Co., Ltd. Refundable deposits |
March 31, 2023 $ 575,000 23,250 (23,250) 111,913 $ 686,913 |
December 31, 2022 575,000 23,250 (23,250) 111,862 686,862 |
March 31, 2022 575,000 23,250 (23,250) 111,984 686,984 |
|---|---|---|---|
(i) In June, 2006, the Group and Prince Housing and Development Co., Ltd. (Prince Housing and Development) entered into an assignment of debt agreement with Amida Trustlink Assets which the Group and Prince Housing and Development each owned half of the obligation. The Group and Prince Housing and Development each injected 50% and obtained the major mortgages, collateral, and the appurtenant rights of Taichung Port Splendor Hospitality International Co., Ltd. (Taichung Port Splendor). The Group and Prince Housing and Development agreed to pay Amida Trustlink Assets the residual debt in the agreement, the related costs and returns when the real right of the underlying is completed. The Group and Prince Housing and Development each injected 50% and cofounded The Splendor Hospitality International Co., Ltd. (The Splendor Hospitality International). In November 2006, The Splendor Hospitality International and Taichung Port Splendor entered into a specific asset transfer agreement and obtained the specific assets of Taichung Port Splendor by assuming its debts. The Group’ s right of receivables transferred from Taichung Port Splendor to The Splendor Hospitality International. In December 2006, the Group and Prince Housing and Development signed a supplementary agreement with Amida Trustlink Assets which increased the selling price of all debt obligations and canceled the payment of the related cost and return. The verdinglichung obligatorischer rechte was assumed by the Group and Prince Housing and Development equally. The details of total debt obligation receivable and obligation cost after deducted the received amount in 2007 is as follows:
(Continued)
22
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Underlying | March 31, 2023 | ||||
|---|---|---|---|---|---|
| Obligation Cost |
Obligation Principal |
Valuation Assessment Collateral According to the assessment of Zhonglian Real Estate Appraiser Joint Office, the valuation of mortgage is $8,132,816 thousand. After deducting the 1stsecurity, which amounted to $3,960,000 thousand, the residual mortgage attributed to the Group amounted to $2,086,408 thousand. The building of The Splendor Hospitality International (the 2nd security) December 31, 2022 |
|||
| The Splendor Hospitality International Underlying |
$ 575,000 |
796,845 | |||
| Obligation Cost |
Obligation Principal |
Valuation Assessment Collateral According to the assessment of Zhonglian Real Estate Appraiser Joint office, the valuation of mortgage is $8,132,816 thousand. After deducting the 1stsecurity, which amounted to $3,960,000 thousand, the residual mortgage attributed to the Group amounted to $2,086,408 thousand. The building of The Splendor Hospitality International (the 2nd security) March 31, 2022 |
|||
| The Splendor Hospitality International Underlying |
$ 575,000 |
796,845 | |||
| Obligation Cost |
Obligation Principal |
Valuation Assessment Collateral According to the assessment of Zhonglian Real Estate Appraiser Joint Office, the valuation of mortgage is $7,674,024 thousand. After deducting the 1stsecurity, which amounted to $3,960,000 thousand, the residual mortgage attributed to the Group amounted to $1,857,012 thousand. The building of The Splendor Hospitality International (the 2nd security) |
|||
| The Splendor Hospitality International |
$ 575,000 |
796,845 |
-
(ii) As of March 31, 2023, December 31 and March 31, 2022, the cost and principal of debt obligation from Chin Ling Steel were $23,250 thousand and $118,561 thousand, respectively.
-
(l) Other non-current assets
The details of other non-current assets are as follows:
| Construction in progress Land Other |
March 31, 2023 $ 2,833,224 44,299 92,420 $ 2,969,943 |
December 31, 2022 2,681,197 44,299 86,067 2,811,563 |
March 31, 2022 |
|---|---|---|---|
| 2,218,861 44,299 237,828 |
|||
| 2,500,988 |
(Continued)
23
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
(i) The construction in progress is the development of land and shopping mall of the Group, please refer to Note 9(a), (viii) for details.
-
(ii) The land held by the Group is located at Xinfeng Township Kengzikou and Zaoqiao Township Niulan Lake. According to the laws and regulations, companies cannot be registered as landowners, due to the usage of the land is registered for farming, graveyard and conservation. Therefore, the ownership of the land was passed to individuals and was registered as private personal property. For obtaining the right of land, the Group held the land certificate and entered into an agreement with the registered owner, which specified that the Group retain all rights and obligations of the land, and pledged the land as collateral for the Group.
-
(iii) For the three months ended March 31, 2023 and 2022, the capitalized interest expense recognized in other non-current assets amounted to $7,566 thousand and $4,023 thousand, respectively. The interest rate of capitalization were 2.38% and 1.90%, respectively.
-
(m) Short-term borrowings
| Unsecured bank borrowings Secured bank borrowings Notes and bills payable Total Unused credit limit Range of interest rates |
March 31, 2023 $ 5,007,008 7,566,382 399,427 $ 12,972,817 $ 6,150,157 1.58%~6.43% |
December 31, 2022 5,265,681 5,802,116 514,820 11,582,617 7,500,727 1.64%~6.20% |
March 31, 2022 |
|---|---|---|---|
| 4,357,476 5,330,846 524,639 |
|||
| 10,212,961 | |||
| 5,439,917 | |||
| 0.52%~4.25% |
- (i) Borrowing and repayment
For the three months ended March 31, 2023 and 2022, the Group obtained from short-term borrowings amounting to $3,802,973 thousand and $3,797,799 thousand with an interest rate of 1.50%~6.43% and 0.52%~4.25%; the repayment amounting to $2,298,931 thousand and $2,768,376 thousand, respectively. Please refer to Note 6(y) for details of the interest expense.
- (ii) Collateral for bank borrowings
Please refer to Note 8 for details of the assets pledged as collateral for bank borrowings.
(Continued)
24
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(n) Long-term borrowings
| Unsecured bank borrowings Secured bank borrowings Less: Current portion Unamortized long-term borrowings costs Total Unused credit limit Interest rate range |
March 31, 2023 $ 1,800,000 7,713,785 (1,296,806) (19) $ 8,216,960 $ 1,379,198 0.93%~5.63% |
December 31, 2022 2,600,000 8,327,315 (2,470,335) (29) 8,456,951 712,939 1.40%~5.96% |
March 31, 2022 1,045,000 7,446,529 (1,043,153) (297) 7,448,079 2,456,365 0.93%~2.05% |
|---|---|---|---|
(i) Borrowing and repayment
For the three months ended March 31, 2023 and 2022, the Group obtained from long-term borrowings amounting to $850,000 thousand and $900,000 thousand with an interest rate of 1.68%~ 2.24% and 1.10%~ 2.05%; the repayment amounting to $2,251,500 thousand and $4,602,019 thousand, respectively. Please refer to Note 6(y) for details of the interest expense.
(ii) Collateral for bank borrowings
Please refer to Note 8 for details of the assets pledged as collateral for bank borrowings.
- (iii) Borrowing covenants
The Group entered into a syndicated loan contract in a total credit of $3,150,000 thousand with multiple financial institutions on April 23, 2019. According to the contract, during the borrowing repayment periods the Company should file annual and semi-annual consolidated financial statements which were audited and reviewed by CPA and must comply with certain financial covenants, such as the current ratio shall be greater than or equal to 100%, the financial debt ratio shall be less than or equal to 180%, the interest coverage ratio shall be greater than or equal to 5 times, and the tangible net value shall be greater than or equal to $14,000,000 thousand. The compliance with the aforementioned covenants will be examined semi-annually. As of December 31, 2022, the Group was in compliance with the above borrowing covenants.
The Group entered into a borrowing contract in a total credit of USD43,230 thousand with one financial institution on November 10, 2020. According to the contract, during the repayment periods the Company should file UEA annual non-consolidated and CMI annual consolidated financial statements which were audited by CPA and must comply with certain financial covenants. The financial covenants based on the years of 2022 and 2021 CMI annual consolidated financial statements is EBITDA/(CPLTD+1), which shall be greater than or equal to 1, and of which based on UEA annual non-consolidated and CMI annual consolidated financial statements is debt ratio, which shall be less than or equal to 80%. The compliance with the aforementioned covenants will be examined annually. As of December 31, 2022, the Group was in compliance with the above borrowing covenants.
(Continued)
25
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(o) Bonds payable
The details of the bonds payable is as follows:
| March 31, 2023 December 31, 2022 March 31, 2022 Unsecured convertible bonds $ 1,499,900 1,500,000 1,500,000 Unamortized premium on bonds payable 52,918 60,633 83,997 $ 1,552,818 1,560,633 1,583,997 Embedded derivative-call option and put option (which is listed under "non-current financial liabilities at FVTPL") $ 825 8,253 4,622 Equity component-convertible option (which is listed under "capital surplus-stock option") $ 48,559 48,562 48,562 For the Three Months Ended March 31 2023 2022 Embedded derivative-losses on remeasurements through fair value (which is listed under "other gains and losses") $ 7,428 (330) Interest expense $ (7,711) (7,865) |
March 31, 2023 December 31, 2022 March 31, 2022 Unsecured convertible bonds $ 1,499,900 1,500,000 1,500,000 Unamortized premium on bonds payable 52,918 60,633 83,997 $ 1,552,818 1,560,633 1,583,997 Embedded derivative-call option and put option (which is listed under "non-current financial liabilities at FVTPL") $ 825 8,253 4,622 Equity component-convertible option (which is listed under "capital surplus-stock option") $ 48,559 48,562 48,562 For the Three Months Ended March 31 2023 2022 Embedded derivative-losses on remeasurements through fair value (which is listed under "other gains and losses") $ 7,428 (330) Interest expense $ (7,711) (7,865) |
March 31, 2023 December 31, 2022 March 31, 2022 Unsecured convertible bonds $ 1,499,900 1,500,000 1,500,000 Unamortized premium on bonds payable 52,918 60,633 83,997 $ 1,552,818 1,560,633 1,583,997 Embedded derivative-call option and put option (which is listed under "non-current financial liabilities at FVTPL") $ 825 8,253 4,622 Equity component-convertible option (which is listed under "capital surplus-stock option") $ 48,559 48,562 48,562 For the Three Months Ended March 31 2023 2022 Embedded derivative-losses on remeasurements through fair value (which is listed under "other gains and losses") $ 7,428 (330) Interest expense $ (7,711) (7,865) |
March 31, 2022 |
|---|---|---|---|
| 1,500,000 83,997 |
|||
| 1,583,997 | |||
| 4,622 | |||
| 48,562 | |||
| 2023 $ 7,428 $ (7,711) |
2022 (330) (7,865) |
On January 24, 2022, the Group issued the fourth domestic unsecured convertible corporate bonds amounting to $1.5 billion with the following conditions:
-
(i) Coupon rate: 0%
-
(ii) Issuance period: Three years (maturing on January 24,2025)
-
(iii) Repayment: Unless the bonds had been redeemed before maturity, repurchased and converted, the bonds will be redeemed by the Group upon maturity at par value.
-
(iv) Redemption: The Group will redeem the bonds from its creditors under the following circumstances:
-
1) The Group would repurchase the bond at par value if the close price of the Group’ s ordinary share listed on the Taiwan Stock Exchange exceeds or equals 30% of the conversion price for 30 consecutive days from the day after the bonds have been issued for three months to 40 days before maturity.
-
2) The Group would repurchase the bond at par value if the outstanding balance of bonds is less than 10% of the original issuance value from the day after the bonds have been issued for three months to 40 days before maturity.
(Continued)
26
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(v) Repurchase:
The holders can require the Group to repurchase the bonds at 100.5% of the par value from the day after the bonds have been issued for two years.
(vi) Conversion:
- 1) The holders can convert the bonds into ordinary shares according to the conversion method from the day after the bonds have been issued for three months to the expiry.
- 2) The conversion price is $34.2 per share, which is the average close price on the first day, as well as the first three and five operating days, before the base date of the Group’s ordinary share listed on the Taiwan Stock Exchange, which was on January 4, 2022, multiply by 104%. To cooperate with the ex-dividend work in 2022, The conversion price had been adjusted to $32.0 per share on July 20, 2022 (ex-dividends date).
-
(vii) As of March 31, 2023, the holders had converted the bonds with a face value of $100 thousand into 3,125 ordinary shares of the Company at a conversion price of $32.0 per share.
-
(p) Lease liabilities
The details of the lease liabilities are as follows:
| Current Non-current |
March 31, 2023 $ 190,608 $ 1,429,921 |
December 31, 2022 188,005 1,479,111 |
March 31, 2022 |
|---|---|---|---|
| 190,574 | |||
| 1,613,791 |
For the maturing analysis, please refer to Note 6(z).
The amounts recognized in profit or loss are as follows:
| Interest on lease liabilities Expenses relating to leases short-term assets |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|
| 2023 $ 5,301 $ 2,165 |
2022 5,951 2,141 |
The amounts recognized in the statement of cash flows are as follows:
| Total cash outflow for leases | For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|
| 2023 $ 55,362 |
2022 | |
| 57,225 |
(Continued)
27
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(i) Real estate leases
The Group leases land and buildings for its offices, retail stores and future project development. The leases of offices, typically run for a period of 2 years, retail stores for a period of 15 years, and the land use rights leased for future project development for 40 to 50 years. Some leases include an option to renew the lease for an additional period of the same duration after the end of the contract term.
Some leases provide for additional rent payments that are based on changes in local price indices, or sales that the Group makes at the leased store in the period. Some also require the Group to make payments that relate to the property taxes levied on the lessor and insurance payments made by the lessor; these amounts are generally determined annually.
Some leases of equipment contain extension or cancellation options exercisable by the Group before the end of the non-cancellable contract period. These leases are negotiated and monitored by local management, and accordingly, contain a wide range of different terms and conditions. The extension options held are exercisable only by the Group and not by the lessors. In which the leasee is not reasonably certain to use an optional extended lease term, payments associated with the optional period are not included within lease liabilities.
(ii) Other leases
The Group leases equipment and transportation, with lease terms of 2 to 6 years. In some cases, the Group has options to purchase the assets at the end of the contract term.
The Group also leases equipment and machinery, dormitory and company cars with contract terms of one year. These leases are short-term or low-value items which the Group has elected not to recognize right-of-use assets and lease liabilities.
(q) Provisions
| Provisions | |||
|---|---|---|---|
| Non-current: Financial guarantee contracts Legal Total |
March 31, 2023 $ 5,554 236,052 $ 241,606 |
December 31, 2022 9,112 236,052 245,164 |
March 31, 2022 |
| 17,785 236,052 |
|||
| 253,837 |
(i) Financial guarantee contracts
The Group assisted the joint venture to obtain the endorsement guarantee for the credit limit from the financial institutions. According to IFRS 9 “ Financial Instruments”, the financial guarantee contracts are measured at fair value.
(ii) Legal
Please refer to Note 9(b) for the information on estimated legal provisions and losses.
(Continued)
28
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(r) Operating leases
The Group leases out investment properties under operating lease which was classified based on not transferring substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset to the lessee. Please refer to Note 6(i) for the regarding information on investment properties.
A maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date are as follows:
| the reporting date are as follows: | ||||
|---|---|---|---|---|
| Less than one year One to two years Total undiscounted lease payments |
March 31, 2023 $ 12,922 3,113 $ 16,035 |
December 31, 2022 |
March 31, 2022 9,992 4,051 14,043 |
|
| 14,247 5,664 19,911 |
For the three months ended March 31, 2023 and 2022, rental revenues from investment properties amounted to $3,259 thousand and $3,417 thousand, respectively. The equipment and maintenance costs arising from the investment properties (recognized under "operating costs") are $0 thousands.
(s) Employee benefits
(i) Defined benefit plans
Management believes that there was no material volatility of the market, no material reimbursement and settlement or no other material onetime events since prior fiscal year. As a result, the pension cost in the accompanying interim period was measured and disclosed according to the actuarial report as of December 31, 2022 and 2021.
The expenses recognized in profit or loss for the Group are as follows:
| For the Three Months Ended | For the Three Months Ended | |||
|---|---|---|---|---|
| March 31 | ||||
| 2023 | 2022 | |||
| Operating cost | $ | - | 12 | |
| Selling expenses | - | 2 | ||
| Administration expenses | 33 | 19 | ||
| Research and development expenses | 1,081 | - | ||
| Total | $ | 1,114 | 33 |
(Continued)
29
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Defined contribution plans
The Group’s expenses under the pension plan cost to the Bureau of Labor Insurance are as follows:
| Operating cost Selling expenses Administration expenses Research and development expenses Total (iii) Short-term employee benefits Paid leave and other liabilities |
March 31, 2023 |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|---|
| 2023 $ 12,391 677 9,730 103 $ 22,901 December 31, 2022 11,190 |
2022 | ||
| 12,270 639 7,891 91 |
|||
| 20,891 | |||
| March 31, 2022 |
|||
| $ 9,378 |
9,117 |
(t) Income tax
(i) Applicated legal tax rates of foreign subsidiaries: China: 10%~25%; Japan: 33.79%; the USA: 21%.
(ii) The income tax expense are as follows:
| Current income tax expense Current period incurred Land value increment taxes Adjustment for prior periods Deferred tax income Origination and reversal of temporary differences Income tax (benefit) expense |
For the Three Months Ended March 31 2023 2022 $ 18,057 52,722 - 20,173 (11,400) 157 6,657 73,052 (8,625) (11,017) $ (1,968) 62,035 |
|---|---|
| 2023 $ 18,057 - (11,400) 6,657 (8,625) $ (1,968) |
(iii) The income tax returns of the Company, the Hotel National, Shangrila Tourism, InterContinental Taichung and Calligraphy Greenway Plaza had been assessed and approved by the Tax Authority through 2020, other domestic consolidated subsidiaries had been assessed and approved through 2021. The Company and Sunflower Investment did not agree with the proposed tax adjustments made by the tax authority, and filed the petition of administration. Please refer to Note 9(b) for details.
(Continued)
30
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(u) Share capital and other equity
Except for the following disclosure, there was no significant change for capital and other equity for the three months ended March 31, 2023 and 2022. For the related information, please refer to Note 6(v) of the consolidated financial statements for the year ended December 31, 2022.
(i) Capital stock
As of March 31, 2023, December 31 and March 31, 2022, the Company’s authorized share capital are 5,000,000 thousands, with par value of $10 per share and the issued capital are $3,761,252 thousand, $3,761,221 thousand and $3,761,221 thousand respectively. All the proceeds from the issued capital have been remitted.
(ii) Capital surplus
The components of the capital surplus are as follows:
| From issuance of share capital Employee stock option of subsidiaries Stock option of convertible bonds From conversion of convertible bonds Difference between consideration and carrying amount of subsidiaries acquired or disposed of |
March 31, 2023 $ 611,348 33,352 48,559 843,035 6,219 $ 1,542,513 |
December 31, 2022 611,272 33,352 48,562 843,035 6,219 1,542,440 |
March 31, 2022 |
|---|---|---|---|
| 611,272 33,352 48,562 843,035 616 |
|||
| 1,536,837 |
(iii) Retained earnings
In accordance with the Company’s Articles of Incorporation, after-tax earnings and other items in undistributed earnings except from after-tax earnings shall first be offset against any deficit, and 10% of the balance shall be set aside as legal reserve. The appropriation for legal reserve is discontinued when the balance of the legal reserve equals the total authorized capital. Aside from the aforesaid legal reserve, the Company may, as required by its operation or by the government, appropriate for special reserve. The remaining balance of the earnings, if any, may be appropriated according to the distribution plan proposed by the Board of Directors and submitted to the shareholders’ meeting for approval. If all or part of the aforementioned employees’ compensation is distributed in cash, the resolution will be approved by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of directors, and the distribution shall be submitted to the shareholders’ meeting.
The Company is in the growth stage of business cycle and the annual earnings and future cash flow is maintained stable. Considering the Company’ s significant investment plan for the future, the Company applied “ Residual dividend policy” for long-term operating plan and funding needs. The dividend distribution of cash and stock is correlated with annual earning. The Company’s stock dividends cannot be higher than 70% of the total dividend.
(Continued)
31
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
1) Earnings distribution
The amount of cash dividends of appropriations of the Company’ s 2022 and 2021 earnings was based on the resolutions decided during the meetings of the Board of Directors held on March 16, 2023 and March 30, 2022, respectively.
These earnings are appropriated as follows:
| Common stock dividends per share Cash |
2022 Allotment (NTD) Amount $ 1.20 451,347 |
2021 | 2021 |
|---|---|---|---|
| Allotment (NTD) $ 1.20 |
Allotment (NTD) 2.11 |
Amount | |
| 793,618 |
(iv) Other equity (net of tax)
| Balance on January 1, 2023 Profit attributable to non-controlling interests Exchange differences on foreign operations Unrealized losses on financial assets measured at FVOCI Cash dividends paid to non-controlling interests Disposal of investments in equity instruments designated at fair value through other comprehensive income Balance on March 31, 2023 Balance on January 1, 2022 Profit attributable to non-controlling interests Exchange differences on foreign operations Unrealized (losses) gains on financial assets measured at FVOCI Changes in non-controlling interest Cash dividends paid to non-controlling interests Balance on March 31, 2022 |
Exchange Differences on Translation of Foreign Financial Statements $ 10,196 - 43,460 - - - $ 53,656 $ (25,292) - 296,939 - - - $ 271,647 |
Unrealized Gains (Losses) from Financial Assets Measured at FVOCI 51,013 - - (3,212) - 1,903 49,704 78,077 - - (5,797) - - 72,280 |
Non-controlling Interest 3,827,949 (7,751) 7,762 - (3,374) - 3,824,586 3,973,038 125,105 65,502 1 (87) (41,213) 4,122,346 |
Total 3,889,158 (7,751) 51,222 (3,212) (3,374) 1,903 |
|---|---|---|---|---|
| 3,927,946 | ||||
| 4,025,823 125,105 362,441 (5,796) (87) (41,213) |
||||
| 4,466,273 |
(Continued)
32
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(v) Earnings per share
The Group’s (loss) earnings per share are calculated as follows:
| Basic (loss) earnings per share (Loss) profit attributable to owners of the parent Weighted average number of ordinary shares Basic (loss) earnings per share Diluted (loss) earnings per share (Loss) profit attributable to owners of the parent (after the adjustment of diluted ordinary shares) Effect of potential diluted ordinary shares Convertible bonds (Loss) profit attributable to owners of the parent (after the adjustment of diluted ordinary shares) Weighted average number of ordinary shares Effect of potential diluted ordinary shares Employee stock option Convertible bonds Weighted average number of ordinary shares (after the adjustment of diluted ordinary shares) Diluted (loss) earnings per share |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|
| 2023 $ (24,139) 376,123 $ (0.06) $ (24,139) (13,597) $ (37,736) 376,123 - 46,872 422,995 $ (0.09) |
2022 | |
| 346,281 | ||
| 376,122 | ||
| 0.92 | ||
| 346,281 - |
||
| 346,281 | ||
| 376,122 1,306 - |
||
| 377,428 | ||
| 0.92 |
(w) Revenue from contracts with customers
(i) Disaggregation of revenue
| Major geographic markets: Taiwan United States Japan China Europe South America Others |
For the Three Months Ended March 31, 2023 | For the Three Months Ended March 31, 2023 | For the Three Months Ended March 31, 2023 | For the Three Months Ended March 31, 2023 | For the Three Months Ended March 31, 2023 |
|---|---|---|---|---|---|
| Metal Manufacturing Segment $ 70,229 466,583 505,231 1,333,945 126,798 32,943 168,247 $ 2,703,976 |
Real Estate Development Segment |
Lifestyle Hospitality Segment 163,456 - - - - - - 163,456 |
Total | ||
| 3,740 - - - - - - |
237,425 466,583 505,231 1,333,945 126,798 32,943 168,247 |
||||
| 3,740 | 2,871,172 |
(Continued)
33
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Major product/service lines: Iron casting hardware Construction Counter commissions Others Major geographic markets: Taiwan United States Japan China Europe South America Others Major product/service lines: Iron casting hardware Construction Counter commissions Others (ii) Contract balances Notes and accounts receivable Less: Loss allowance Total Contract assets |
For the Three Months Ended March 31, 2023 Metal Manufacturing Segment Real Estate Development Segment Lifestyle Hospitality Segment Total $ 2,694,497 - - 2,694,497 - - - - - - 109,025 109,025 9,479 3,740 54,431 67,650 $ 2,703,976 3,740 163,456 2,871,172 For the Three Months Ended March 31, 2022 Metal Manufacturing Segment Real Estate Development Segment Lifestyle Hospitality Segment Total $ 159,539 1,404,172 163,748 1,727,459 463,229 - - 463,229 426,183 - - 426,183 1,527,572 - - 1,527,572 119,503 - - 119,503 163,320 - - 163,320 168,266 - - 168,266 $ 3,027,612 1,404,172 163,748 4,595,532 $ 3,009,606 - - 3,009,606 - 1,404,172 - 1,404,172 - - 99,055 99,055 18,006 - 64,693 82,699 $ 3,027,612 1,404,172 163,748 4,595,532 March 31, 2023 December 31, 2022 March 31, 2022 $ 3,457,186 3,819,958 4,007,671 (3,754) (5,348) (3,724) $ 3,453,432 3,814,610 4,003,947 $ - - - |
For the Three Months Ended March 31, 2023 Metal Manufacturing Segment Real Estate Development Segment Lifestyle Hospitality Segment Total $ 2,694,497 - - 2,694,497 - - - - - - 109,025 109,025 9,479 3,740 54,431 67,650 $ 2,703,976 3,740 163,456 2,871,172 For the Three Months Ended March 31, 2022 Metal Manufacturing Segment Real Estate Development Segment Lifestyle Hospitality Segment Total $ 159,539 1,404,172 163,748 1,727,459 463,229 - - 463,229 426,183 - - 426,183 1,527,572 - - 1,527,572 119,503 - - 119,503 163,320 - - 163,320 168,266 - - 168,266 $ 3,027,612 1,404,172 163,748 4,595,532 $ 3,009,606 - - 3,009,606 - 1,404,172 - 1,404,172 - - 99,055 99,055 18,006 - 64,693 82,699 $ 3,027,612 1,404,172 163,748 4,595,532 March 31, 2023 December 31, 2022 March 31, 2022 $ 3,457,186 3,819,958 4,007,671 (3,754) (5,348) (3,724) $ 3,453,432 3,814,610 4,003,947 $ - - - |
|---|---|---|
| Metal Manufacturing Segment Real Estate Development Segment Lifestyle Hospitality Segment $ 159,539 1,404,172 163,748 463,229 - - 426,183 - - 1,527,572 - - 119,503 - - 163,320 - - 168,266 - - $ 3,027,612 1,404,172 163,748 $ 3,009,606 - - - 1,404,172 - - - 99,055 18,006 - 64,693 $ 3,027,612 1,404,172 163,748 March 31, 2023 December 31, 2022 $ 3,457,186 3,819,958 (3,754) (5,348) $ 3,453,432 3,814,610 $ - - |
||
(Continued)
34
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Contract liabilities–Advance real estate receipts Contract liabilities–Advance receipts |
March 31, 2023 $ 5,201,716 $ 45,375 |
December 31, 2022 4,825,091 39,625 |
March 31, 2022 |
|---|---|---|---|
| 3,752,062 | |||
| 50,775 |
For the details of accounts receivable and loss allowance, please refer to Note 6(c).
The amount of revenue recognized for the three months ended March 31, 2023 and 2022, that were included in the contract liabilities balance at the beginning of the period were $8,233 thousand and $343,312 thousand, respectively.
The major change in the balance of contract assets and contract liabilities is the difference between the time frame in the performance obligation to be satisfied by transferring ownership to the customer and the payment to be received.
(x) Employees’ compensation and remuneration of directors
Based on the amended Company’ s Articles of Incorporation, employees’ compensation is appropriated at the rate of no less than 2.5% and remuneration of directors is appropriated no more than 2.5% of profit before tax, respectively. Prior years’ accumulated deficit is first offset before any appropriation of profit, then calculate the employees’ compensation and remuneration of directors by the appropriate ratio stipulated in the bylaws. The employees to whom the Company distributes employees’ compensation, or issued new restricted employee shares, employee stock option certificates, preemptive right of new shares, and transfer of shares include the employees of subsidiaries which are qualified with the requirements stipulated by the Board of Directors.
For the three months ended March 31, 2023 and 2022, appropriated employees’ compensation by $0 thousand and $11,054 thousand, respectively, and appropriated remuneration of directors by $0 thousand and $9,869 thousand, respectively, which were estimated on the basis of the Company’s net profit before tax, excluding employees’ compensation and the remuneration of directors of each period, then multiplied by the percentage of remuneration of employees and directors as specified in the Company’ s Articles of Incorporation. Such amounts were recognized as operating cost or operating expense for the period. The number of shares to be distributed were calculated based on the closing price of the Company’ s ordinary shares, one day prior to Board of Directors meeting. Management is expecting that the differences, if any, between the actual distributed amounts and estimated amounts will be treated as changes in accounting estimates and charged to profit or loss.
For the years ended December 31, 2022 and 2021, appropriated employees’ compensation by $19,953 thousand and $34,016 thousand, respectively, and appropriated remuneration of directors by $17,815 thousand and $30,371 thousand, respectively. There were no significant difference between employees' compensation and remuneration of directors approved by the Board of Directors meeting and the estimated amount.
Information on the employees' compensation and remuneration of directors approved by the Board of Directors meeting is available on the Market Observation Post System website of the Taiwan Stock Exchange.
(Continued)
35
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(y) Non-operating income and expenses
(i) Interest income
The information on interest income is listed as follows:
| Interest income from bank deposits Interest income from financial guarantee contracts Total Interest income |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|
| 2023 $ 13,774 3,558 $ 17,332 |
2022 | |
| 4,287 3,504 |
||
| 7,791 |
(ii) Other income
The information on other income is listed as follows:
| Rental income Others Total other income |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|
| 2023 $ 5,905 33,312 $ 39,217 |
2022 | |
| 4,752 18,056 |
||
| 22,808 |
(iii) Other gains and losses
The information on other gains and losses is listed as follows:
| Losses on disposal of property, plant and equipment Foreign exchange (losses) gains Gains (losses) on financial assets at FVTPL Other losses Net amount of other gains and losses |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|
| 2023 $ (568) (5,656) 7,428 (110) $ 1,094 |
2022 | |
| (2,196) 22,394 (330) (242) |
||
| 19,626 |
(Continued)
36
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(iv) Finance costs
The information on interest expense is listed as follows:
| The information on interest expense is listed as follows: | |
|---|---|
| Borrowing interest expense Lease liability interest expense Capitalized interest expense Bonds interest expense Amortized long term borrowings costs Net amount of finance costs |
For the Three Months Ended March 31 2023 2022 $ 136,414 70,030 5,301 5,951 (27,954) (16,899) (7,711) (7,865) 251 432 $ 106,301 51,649 |
| 2023 $ 136,414 5,301 (27,954) (7,711) 251 $ 106,301 |
(z) Financial instruments
Except for the contention mentioned below, there was no significant change in the fair value of the Group’s financial instruments and degree of exposure to credit risk, liquidity risk and market risk arising from financial instruments. For the related information, please refer to Note 6(aa) of the consolidated financial statements for the year ended December 31, 2022.
(i) Credit risk
1) Credit risk exposure
The carrying amount of financial assets and contract assets represent the maximum amount exposed to credit risk.
2) Concentration of credit risk
Since the Group had a large number of unrelated customers, the concentration of the credit risk is limited.
3) Credit risks of receivables and debt securities
For the information regarding credit risk exposure of notes and accounts receivables, please refer to Note 6(c). Other financial assets at amortized cost include other receivables and time deposits.
All of these financial assets mentioned above are considered to be low risk, therefore, the impairment provision recognized during the period was limited to 12 months expected losses. For the allowance of impairment on financial assets for the three months ended March 31, 2023 and 2022, please refer to Note 6(c).
(Continued)
37
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Liquidity risk
The following table shows the contractual maturities of financial liabilities, including estimated interest payments, but not the impact of netting agreements.
| Contractual Cash Flow March 31, 2023 Non-derivative financial liabilities Bank borrowings $ 23,373,662 Bonds payable 1,499,900 Lease liabilities 1,820,447 Notes and accounts payables (including related parties) 2,770,572 Other payables (including related parties) 1,131,872 $ 30,596,453 December 31, 2022 Non-derivative financial liabilities Bank borrowings $ 23,338,560 Bonds payable 1,500,000 Lease liabilities 1,872,314 Notes and accounts payables (including related parties) 3,070,242 Other payables (including related parties) 1,383,980 $ 31,165,096 March 31, 2022 Non-derivative financial liabilities Bank borrowings $ 19,093,999 Bonds payable 1,500,000 Lease liabilities 2,026,286 Notes and accounts payables (including related parties) 3,126,709 Other payables (including related parties) 1,667,047 $ 27,414,041 |
Within 6 Months 8,594,089 - 102,796 2,770,572 1,131,872 12,599,329 6,931,888 - 103,927 3,070,242 1,383,980 11,490,037 5,813,267 - 107,345 3,126,709 1,667,047 10,714,368 |
6-12 Months 1,951,345 - 107,383 - - 2,058,728 4,608,521 - 104,298 - - 4,712,819 1,815,557 - 105,382 - - 1,920,939 |
1-2 Years 6,980,328 1,499,900 209,484 - - 8,689,712 6,306,770 - 211,734 - - 6,518,504 7,433,062 - 206,374 - - 7,639,436 |
2-5 Years 3,892,751 - 602,333 - - 4,495,084 3,524,426 1,500,000 603,892 - - 5,628,318 4,032,113 1,500,000 608,908 - - 6,141,021 |
Over 5 Years |
|---|---|---|---|---|---|
| 1,955,149 - 798,451 - - |
|||||
| 2,753,600 | |||||
| 1,966,955 - 848,463 - - |
|||||
| 2,815,418 | |||||
| - - 998,277 - - |
|||||
| 998,277 |
The Group does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.
(Continued)
38
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(iii) Currency risk
Information on the significant exposure to foreign currency risk of the Group is as follows:
| F | inancial assets Monetary items USD:NTD USD:CNY USD:JPY EUR:NTD EUR:CNY JPY:NTD JPY:CNY HKD:USD inancial liabilities Monetary items USD:CNY EUR:CNY HKD:USD |
March 31, 2023 Foreign Currency Exchange Rate NTD $ 10,046 30.45 305,914 44,641 6.87 1,359,330 1,431 133.09 43,559 926 33.15 30,689 2,177 7.48 72,157 192,778 0.23 44,108 64,442 0.05 14,744 5,829 0.13 22,617 30,255 6.87 921,272 1,995 7.48 66,148 219,614 0.13 852,102 |
De | cember 31, 2022 Exchange Rate NTD 30.71 512,530 6.96 4,290,482 132.14 38,723 32.72 36,390 7.42 100,989 0.23 22,665 0.05 13,873 0.13 33,283 6.96 907,911 7.42 65,290 0.13 865,370 |
M | arch 31, 2022 |
|---|---|---|---|---|---|---|
| Foreign Currency 16,689 139,710 1,261 1,112 3,086 97,524 59,696 8,448 29,564 1,995 219,637 |
Foreign Currency 20,280 134,517 958 1,705 3,045 89,139 132,299 2,392 136,463 2,690 318,288 |
Exchange Rate NTD 28.63 580,615 6.35 3,851,215 121.67 27,415 31.92 54,418 7.08 97,201 0.24 20,974 0.05 31,130 0.13 8,755 6.35 3,906,942 7.08 85,866 0.13 1,164,934 |
||||
| F | ||||||
1) Sensitivity analysis
The Group’s exposure to foreign currency risk arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents, accounts receivable, other receivables, borrowings, accounts payable and other payables that are denominated in foreign currency. A 1% of appreciation or depreciation of each major foreign currency against the Group’ s functional currency as of March 31, 2023 and 2022 would have increased (decreased) the after-tax net income for the three months ended March 31, 2023 and 2022 by $107 thousand and $972 thousand, respectively. The analysis assumes that all other variables remain constant and was performed on the same basis for both periods.
As the Group deals in diverse foreign currencies, gains or losses on foreign exchange were summarized as a single amount. For the three months ended March 31, 2023 and 2022, the foreign exchange gains (losses), including both realized and unrealized, amounted to $(5,656) thousand and $22,394 thousand, respectively.
(iv) Interest rate risk
The interest risk exposure from financial assets and liabilities has been disclosed in the note of liquidity risk management.
The following sensitivity analysis is based on the risk exposure to interest rates on the derivative and non-derivative financial instruments at the reporting date. For variable rate instruments, the sensitivity analysis assumes the variable rate liabilities are outstanding for the whole year at the reporting date.
(Continued)
39
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
If the interest rate increases or decreases by 1% the Group’s net income will increase /decrease by $21,724 thousand and $21,106 thousand for the three months ended March 31, 2023 and 2022, respectively, assuming all other variable factors remain constant. This is mainly due to the Group’s variable rate bank borrowings.
- (v) Other market price risk
If the equity price changes, the impact of equity price change to other comprehensive income will be as follows, assuming the analysis were based on the same basis, and other variables considered in the analysis remain the same:
| Increase 10% Decrease 10% |
For the Three Months Ended March 31 2023 2022 Other Comprehensive Income (net of tax) Net Income (Loss) (net of tax) Other Comprehensive Income (net of tax) Net Income (Loss) (net of tax) $ 17,615 (83) 20,150 (462) $ (17,615) 83 (20,150) 462 |
For the Three Months Ended March 31 2023 2022 Other Comprehensive Income (net of tax) Net Income (Loss) (net of tax) Other Comprehensive Income (net of tax) Net Income (Loss) (net of tax) $ 17,615 (83) 20,150 (462) $ (17,615) 83 (20,150) 462 |
|---|---|---|
| 2023 Other Comprehensive Income (net of tax) Net Income (Loss) (net of tax) $ 17,615 (83) $ (17,615) 83 |
||
| Other Comprehensive Income (net of tax) $ 17,615 $ (17,615) |
Other Comprehensive Income (net of tax) 20,150 (20,150) |
-
(vi) Fair value of financial instruments
-
1) Fair value hierarchy
The Group measured its financial assets and liabilities at FVTPL, and financial assets at FVOCI on a recurring basis. The carrying amount and fair value of the Group’s financial assets and liabilities, including the information on fair value hierarchy are as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required:
| Non-current financial assets at FVOCI Non-current financial liabilities at FVTPL Financial assets measured at amortized cost Financial liabilities measured at amortized cost |
March 31, 2023 | March 31, 2023 | March 31, 2023 | ||
|---|---|---|---|---|---|
| Book Value $ 176,151 $ 825 $ 11,195,262 $ 29,587,272 |
Fair Value | ||||
| Level 1 - - - - |
Level 2 - - - - |
Level 3 176,151 825 - - |
Total | ||
| 176,151 | |||||
| 825 | |||||
| - | |||||
| - | |||||
(Continued)
40
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Non-current financial assets at FVOCI Non-current financial liabilities at FVOCI Financial assets measured at amortized cost Financial liabilities measured at amortized cost Non-current financial assets at FVOCI Non-current financial liabilities at FVOCI Financial assets measured at amortized cost Financial liabilities measured at amortized cost |
December 31, 2022 | December 31, 2022 | December 31, 2022 | ||
|---|---|---|---|---|---|
| Book Value $ 179,363 $ 8,253 $ 12,551,986 $ 30,216,965 |
Fair Value | ||||
| Level 1 Level 2 - - - - - - - - March 31, 2022 |
Level 3 179,363 8,253 - - |
Total | |||
| 179,363 | |||||
| 8,253 | |||||
| - | |||||
| - | |||||
| Book Value $ 201,499 $ 4,622 $ 11,053,852 $ 26,919,448 |
Fair Value | ||||
| Level 1 37,016 - - - |
Level 2 - - - - |
Level 3 164,483 4,622 - - |
Total | ||
| 201,499 | |||||
| 4,622 | |||||
| - | |||||
| - | |||||
- 2) Valuation techniques for financial instruments measured at fair value
Financial instruments traded in active markets are based on quoted market prices. Market prices quoted from main exchanges and over-the-counter are the basis of fair value of equity instruments and credit instrument traded in active markets.
If the quoted price of a financial instrument can be obtained in time and often from exchanges, brokers, underwriters, industrial union, pricing institute, or authorities and such price can reflect those actual trading and frequently happen in the market, then the financial instrument is considered to have a quoted price in an active market. If a financial instrument does not accord with the definition aforementioned, then it is considered to be without a quoted price in an active market. In general, market with low trading volume or high bid-ask spreads is an indication of non-active market.
If the financial instruments held by the Group have active market, the measurements of fair value are categorized as follows:
- The listed redeemable bonds, listed stocks, drafts and bonds are recognized as financial assets and liabilities traded in active markets by the standards and nature. The fair value is measured at the market quoted price.
(Continued)
41
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Measurements of fair value of financial instruments without an active market are based on valuation technique or quoted price from a competitor. Fair value, measured by using valuation technique that can be extrapolated from either similar financial instruments or discounted cash flow method or other valuation techniques, including models, is calculated based on available market data at the reporting date.
If the financial instruments held by the Group have no active market, the measurements of fair value are categorized as follows:
-
Equity instruments without quoted price: The fair value is measured at discounted cash flow model. The assumption is discounted investees’ expected future cash flows by using the discounting rate which reflects the time value of money and the return of the investment.
-
3) Transfers between Level 1 and Level 2
There were no transfers in either direction for the three months ended March 31, 2023 and 2022.
- 4) Reconciliation of Level 3 instruments
| Balance on January 1, 2023 Total gains or losses Recognized as other comprehensive income Balance on March 31, 2023 Balance on January 1, 2022 Total gains or losses Recognized as other comprehensive income Capital reduction Balance on March 31, 2022 |
Non-current Financial Assets at FVOCI Equity Instrument without Quoted Price $ 179,363 (3,212) $ 176,151 $ 215,295 (5,796) (8,000) $ 201,499 |
|---|---|
The total gains or losses is listed under “unrealized gains (losses) on financial assets at FVOCI”. The information regarding assets held as of March 31, 2023 and 2022 is as follows:
| Total gains or losses Recognized as other comprehensive income (which is listed under "unrealized losses on financial assets of FVOCI") |
For the Three Months Ended March 31 2023 2022 $ (3,212) (5,796) |
|---|---|
| 2023 $ (3,212) |
(Continued)
42
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- 5) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement
The Group’s major financial instruments that use Level 3 inputs to measure fair value is “financial assets measured at FVOCI – equity investments”.
Most of the Group’s financial assets in Level 3 have only one significant unobservable input, while its equity investments without an active market have more than one significant unobservable inputs. The significant unobservable inputs of equity investments without an active market are individually independent, and there is no correlation between them.
Quantified information regarding significant unobservable inputs are as follows:
| Item | Valuation Technique Dividend discount model |
Significant Unobservable Inputs Inter-relationship between Significant Unobservable Inputs and Fair Value Measurement ‧Average expected future dividend income of 5 years (As of March 31, 2023, December 31, 2022 and March 31, 2022,were $251~23,510 thousand, $251~23,510 thousand and $14~26,213 thousand respectively.) ‧The estimated fair value would increase, if the 5- year average expected future dividend income is increased. ‧Weighted average capital cost (As of March 31, 2023, December 31, 2022 and March 31, 2022, were 5.72%, 4.68% and 4.68%, respectively.) ‧Discounting rate without market liquidity (As of March 31, 2023, December 31, 2022 and March 31, 2022,were both 15%) ‧The estimated fair value would decrease, if the weighted average capital cost is increased. ‧The estimated fair value would decrease, if the discounting rate without market liquidity is increased. |
|---|---|---|
| Financial assets at FVOCI equity investments without active market |
(Continued)
43
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- 6) Fair value measurements in Level 3-sensitivity analysis of reasonably possible alternative assumptions
The Group’ s measurement on the fair value of financial instruments is deemed reasonable despite different valuation models or assumptions may lead to different results. For fair value measurements in Level 3, changing one or more of the assumptions would have the following effects on profit or loss and other comprehensive income:
| March 31, 2023 Financial assets at FVOCI Equity investments without an active market December 31, 2022 Financial assets at FVOCI Equity investments without an active market March 31, 2022 Financial assets at FVOCI Equity investments without an active market |
Inputs % 5.72 % 4.68 % 4.68 |
Fluctuation in Inputs 1% 1% 1% |
Other Comprehensive Income Favorable Unfavorable 5,252 (4,994) 5,427 (5,158) 5,958 (5,663) |
|---|---|---|---|
The favorable and unfavorable effects represent the changes in fair value, and fair value is based on a variety of unobservable inputs calculated using a valuation technique. The analysis above only reflects the effects of changes in a single input, and it does not include the interrelationships with another input.
- (aa) Financial risk management
There were no significant changes in the Group’ s financial risk management and policies as disclosed in Note 6(ab) of the consolidated financial statements for the year ended December 31, 2022.
- (ab) Capital management
Management believes that the objectives, policies and processes of capital management of the Group has been applied consistently with those described in the consolidated financial statements for the year ended December 31, 2021. Also, management believes that there were no significant changes in the Group’s capital management information as disclosed for the year ended December 31, 2022. Please refer to Note 6 (ac) of the consolidated financial statements for the year ended December 31, 2022 for further details.
(Continued)
44
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (ac) Investing and financing activities not affecting the current cash flow
The Group’s investing and financing activities which did not affect the current cash flow in the years ended March 31, 2023 and 2022, were as follows:
Reconciliation of assets arising from investing activities were as follows:
| Other non-current assets Other non-current assets |
January 1, 2022 $ 2,811,563 January 1, 2021 $ 2,106,431 |
Cash flows 179,474 Cash flows 430,894 |
Non-cash changes Reclassification (21,094) Non-cash changes Reclassification (36,337) |
March 31, 2023 |
|---|---|---|---|---|
| 2,969,943 | ||||
| March 31, 2022 | ||||
| 2,500,988 |
(7) Related-party transactions:
- (a) The ultimate parent company
The company is both the parent company and the ultimate controlling party of the Group.
(b) Names and relationship with related parties
The followings are entities that have had transactions with related parties during the periods covered in the consolidated financial statements.
Name of Related Party Relationship with the Group The Splendor Hospitality International Co., Ltd. Joint ventures (The Splendor Hospitality) CMAAN Health Co., Ltd. (CMAAN Health) Joint ventures Amida Trustlink Assets Management Co., Ltd. Associates (Amida Trustlink Assets) Keng-Hsin Urban Renewal Co., Ltd. Associate of subsidiaries (Keng-Hsin Urban Renewal) ADVANCISION (CAYMAN) Industries Co., Ltd. Associate of subsidiaries (ADVANCISION (CAYMAN)) Beyond Fitness Co., Ltd. (Beyond Fitness) Associate of subsidiaries Fuzhou Aprec Mechanical and Electrical Co., Ltd. Subsidiaries of subsidiaries' associates (Fuzhou Aprec)
Advancision Corporation (Advancision) Chain-Yuan Investment Co., Ltd. (Chain-Yuan Investment) San Lien Technology Corp. (San Lien Technology) Kemitek Industrial Corp. (Kemitek Industrial) CMP PUJEN Foundation for Arts and Culture (Foundation) San Lien Educational Foundation (San Lien Foundation) Hao Bao Investment Co., Ltd. (Hao Bao Investment)
Subsidiaries of subsidiaries' associates Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties
(Continued)
45
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Name of Related Party Rui Hua Investment Co., Ltd. (Rui Hua Investment) LEESCO Development Co. Ltd. (LEESCO Development) Gee Lien Resource Development Corp. (Gee Lien Resource) Yi-Shi Investment Corporation (Yi-Shi) Mr. Ming Shiann, Ho Mr.Dai Jun, Lin Mr. Ting Fung, Lin
Relationship with the Group Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Key Management
-
(c) Significant transactions with related parties
-
(i) Sales to related parties
- 1) The amounts of significant sales transactions and outstanding balance between the Group and related parties are as follows:
| Associates Joint ventures Other related parties |
Sales For the Three Months Ended March 31 2023 2022 $ 1,988 2,730 - 279 127 396 $ 2,115 3,405 |
Notes and | Accounts Receivables | Accounts Receivables |
|---|---|---|---|---|
| March 31, 2023 7,384 - 70 7,454 |
December 31, 2022 8,973 - 190 9,163 |
March 31, 2022 |
||
| 2023 $ 1,988 - 127 $ 2,115 |
||||
| 4,798 2 25 |
||||
| 4,825 |
The sales between the Group and related parties approximated the market price.
- 2) The amounts of significant real estate sales transactions and outstanding balance between the Other related parties and related parties are as follows:
| Other related parties | Revenue recognized For the Three Months Ended March 31 2023 2022 $ - - |
Advance real estate receipts | Advance real estate receipts | Advance real estate receipts |
|---|---|---|---|---|
| March 31, 2023 97,426 |
December 31, 2022 83,245 |
March 31, 2022 |
||
| 2023 $ - |
||||
| 65,484 |
As of March 31, 2023 and 2022, the total contract price of real estate in contract with related parties mentioned above is $302,920 thousand (tax included) and $253,190 thousand (tax included), repectively. The terms and pricing of sales transactions with related parties were not significantly different from those with the third parties.
(Continued)
46
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Purchases from related parties
The amounts of significant purchases transactions and outstanding balances between the Group and related parties are as follows:
| Associates Joint ventures Other related parties |
Purchases For the Three Months Ended March 31 2023 2022 $ 29,961 20,559 3 2 5 17 $ 29,969 20,578 |
Notes and Accounts Payable | Notes and Accounts Payable | Notes and Accounts Payable |
|---|---|---|---|---|
| March 31, 2023 34,150 - 703 34,853 |
December 31, 2022 39,603 - 698 40,301 |
March 31, 2022 |
||
| 2023 $ 29,961 3 5 $ 29,969 |
||||
| 24,810 - 1,405 |
||||
| 26,215 |
The purchases mentioned above could not compare to the market because the Group did not purchase the same items from non-related parties. The payment terms with related parties are not significantly different from those with third parties.
(iii) Leases
1) Rental expenses
The information on office leased by the Group is as follows:
| Other related parties: Mr. Ming Shiann, Ho Others Joint rentures Other related parties |
Rental Expenses For the Three Months Ended March 31 2023 2022 $ 608 608 - 160 $ 608 768 Guarantee Deposit Paid (Recognized under other non-current financial assets) March 31, 2023 December 31, 2022 March 31, 2022 $ - - 10 443 443 443 $ 443 443 453 |
Rental Expenses For the Three Months Ended March 31 2023 2022 $ 608 608 - 160 $ 608 768 Guarantee Deposit Paid (Recognized under other non-current financial assets) March 31, 2023 December 31, 2022 March 31, 2022 $ - - 10 443 443 443 $ 443 443 453 |
|---|---|---|
| March 31, 2023 $ - 443 $ 443 |
December 31, 2022 - 443 443 |
(Continued)
47
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- 2) Rental revenues
The information on office leased to related parties is as follows:
| Associates Other related parties Associates |
Rental Revenues For the Three Months Ended March 31 2023 2022 $ 66 65 15 321 $ 81 386 Guarantee Deposit Received (Recognized under other non-current liabilities) March 31, 2023 December 31, 2022 March 31, 2022 $ 300 300 300 |
Rental Revenues |
|---|---|---|
| For the Three Months Ended March 31 |
||
| March 31, 2023 $ 300 |
December 31, 2022 300 |
(iv) Providing services to related party
The information on providing management consulting and application services to related parties is as follows:
| Associates Joint ventures |
Service Revenues For the Three Months Ended March 31 |
Service Revenues For the Three Months Ended March 31 |
|---|---|---|
| 2023 $ - 985 $ 985 |
2022 75 1,145 1,220 |
- (v) Non-performing receivables
| Joint ventures: The Splendor Hospitality Joint ventures: The Splendor Hospitality |
Total Claims | ||
|---|---|---|---|
| March 31, 2023 December 31, 2022 $ 796,845 796,845 Costs of Claims |
March 31, 2022 |
||
| 796,845 | |||
| December 31, 2022 575,000 |
March 31, 2022 |
||
| 575,000 |
(Continued)
48
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The claims mentioned above was recognized in other non-current financial assets, please refer to Note 6(k).
(vi) Guarantees and endorsements
The information on guarantees and endorsements of financing quotas and actual usage is as follows:
| Joint ventures: The Splendor Hospitality Others Joint ventures: The Splendor Hospitality Others |
Borrowing Limits | Borrowing Limits | |
|---|---|---|---|
| March 31, 2023 December 31, 2022 March 31, 2022 $ 2,050,000 1,900,000 2,050,000 22,500 22,500 45,680 $ 2,072,500 1,922,500 2,095,680 Actual Usage Amount |
March 31, 2022 |
||
| 2,050,000 45,680 |
|||
| 2,095,680 | |||
| December 31, 2022 1,475,000 13,948 1,488,948 |
March 31, 2022 |
||
| 1,525,000 24,179 |
|||
| 1,549,179 |
(vii) Guarantee for bank borrowings
The Group didn’t pay any guarantee fee to related parties as a guarantor.
(viii) Property transaction
The information on construction in retention for Taichung development projects to be paid by the Group is as follows:
| Other related parties | March 31, 2023 $ 344 |
December 31, 2022 344 |
March 31, 2022 344 |
|---|---|---|---|
(ix) Other transactions
- 1) The information on other services or transactions provided by related parties is as follows:
| Associates Joint ventures |
Other Expenses | Other Expenses |
|---|---|---|
| For the Three Months Ended March 31 |
||
| 2023 $ - - $ - |
2022 | |
| 1 181 |
||
| 182 | ||
| (Continued) |
49
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- 2) The amounts on revenues from providing guarantees and endorsements to related parties is as follows:
| Joint ventures: The Splendor Hospitality Others |
Interest Revenues | Interest Revenues |
|---|---|---|
| For the Three Months Ended March 31 |
||
| 2023 $ 3,516 42 $ 3,558 |
2022 | |
| 3,440 64 |
||
| 3,504 |
- 3) Other receivables and advance payments from related parties
| Associates: Keng-Hsin Urban Renewal Others Joint ventures Other related parties |
Other Receivables (including advance payments) |
Other Receivables (including advance payments) |
Other Receivables (including advance payments) |
|---|---|---|---|
| March 31, 2023 $ 36 23 20 6 $ 85 |
December 31, 2022 1,767 23 1,335 1,763 4,888 |
March 31, 2022 |
|
| 13,082 96 83 85 |
|||
| 13,346 |
- 4) Other payables and advance receipts from related parties
| Associates: Keng-Hsin Urban Renewal Joint ventures Other related parties Key management |
Other Payables (including advance receipts) |
Other Payables (including advance receipts) |
Other Payables (including advance receipts) |
|---|---|---|---|
| March 31, 2023 $ - 3 175 - $ 178 |
December 31, 2022 - 554 192 3 749 |
March 31, 2022 |
|
| 31,966 20 6,984 - |
|||
| 38,970 |
(Continued)
50
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(d) Key management transactions
The compensation of key management is as follows:
| Short-term employee benefits Post-employment benefits |
For the Three Months Ended March 31 2023 2022 $ 39,812 44,791 506 428 $ 40,318 45,219 |
|---|---|
| 2023 $ 39,812 506 $ 40,318 |
(8) Pledged assets
The information on pledged assets' carrying value is as follows:
| Pledged Assets | Object | March 31, 2023 $ 1,424,715 284,949 591,976 7,887,974 8,808,185 7,820 5,269 1,125,694 $ 20,136,582 |
December 31, 2022 1,424,715 289,120 592,397 7,863,722 8,309,120 7,820 8,001 1,125,004 19,619,899 |
March 31, 2022 |
|---|---|---|---|---|
| Land (including other non- current assets) Buildings Investment properties Inventories—Land held for development Inventories—Construction in progress Inventories—Buildings and land held for sale Other current financial assets 〃 |
The credit limits of long-term and short-term bank borrowings 〃 〃 〃 〃 The credit limits of short-term borrowings Bank acceptance bills Trusts |
1,424,715 300,284 634,315 7,258,465 6,158,077 90,723 55,582 1,337,901 |
||
| 17,260,062 |
(9) Significant commitments and contingencies
-
(a) The Group’s unrecognized contractual commitments are as follows:
-
(i) The unused standby letters of credit for purchasing machinery and equipment and raw material are as follows:
| are as follows: | |||
|---|---|---|---|
| Unused standby letters of credit | March 31, 2023 $ - |
December 31, 2022 286 |
March 31, 2022 |
| 12 |
(Continued)
51
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (ii) The unrecognized contractual commitment from contracts of buildings for future operational use, selling and purchasing of equipment, decorating constructions, and engineering constructions entered into by the Group is as follows:
| Total contract price Total amounts paid under contracts (Note) |
March 31, 2023 $ 16,826,521 $ 10,613,145 |
December 31, 2022 15,572,738 8,730,814 |
March 31, 2022 |
|---|---|---|---|
| 14,304,224 | |||
| 8,857,303 |
Note: Recognized in “prepayments for equipment and construction in progress”, “other noncurrent assets”, “inventory- construction in progress” and “administrative expenses”.
(iii) The Group’s total selling price for presale construction projects is as follows:
| Total contract price Total amounts received under contracts (recognized under current contract liabilities) |
March 31, 2023 $ 17,346,953 $ 5,201,716 |
December 31, 2022 17,267,153 4,825,091 |
March 31, 2022 |
|---|---|---|---|
| 16,520,817 | |||
| 3,752,062 |
(iv) The Group’s purchase contracts of building capacity is as follows:
| Total contract price Total amounts paid under contracts (recognized under prepayments) |
March 31, 2023 $ 168,748 $ 84,374 |
December 31, 2022 168,748 84,374 |
March 31, 2022 |
|---|---|---|---|
| 168,748 | |||
| 84,374 |
(v) The Group’s security deposits paid to landlords for joint construction projects is as follows:
| Security deposits of joint construction projects (recognized under other current and non-current financial assets) |
March 31, 2023 $ 406,707 |
December 31, 2022 306,707 |
March 31, 2022 |
|---|---|---|---|
| 309,847 |
(Continued)
52
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (vi) The Group’s security deposits for renting real estates is as follows:
| Security deposits (recognized under other current and non-current financial assets) |
March 31, 2023 $ 101,650 |
December 31, 2022 101,650 |
March 31, 2022 |
|---|---|---|---|
| 100,517 |
- (vii) The Group’s unrecognized contractual commitments for purchasing land is as follows:
| Total contract price Total amounts paid under contracts (recognized under inventories- prepayments for land) |
March 31, 2023 $ 217,036 $ 91,570 |
December 31, 2022 839,376 226,765 |
March 31, 2022 |
|---|---|---|---|
| 410,070 | |||
| 253,696 |
-
(viii) 1) The Group and The Presbyterian Church in Taiwan entered into an real estate leasing contract, with the contract term of 40 years, commencing the day after the signing date, September 30, 2016. For the development of the leasing real estates, the Group agreed to pay development royalty amounting to $126,000 thousand. As of March 31, 2023 and 2022, the accumulated royalty payments amounted to $126,000 thousand, respectively, which was recognized under right-of-use assets.
-
2) The Group leased a parcel of land to construct several buildings for its shopping malls and hotels. The Group agreed that the ownership of the buildings would still be under the title deed of the Presbyterian Church in Taiwan even after the completion of the construction. Upon maturity of the lease period, the Group shall dismantle the buildings and related facilities, and return the land to the Presbyterian Church in Taiwan.
-
3) The security deposits paid by the Group for land development and leased land and buildings for operating use amounted to $101,460 thousand and $97,092 thousand, as of March 31, 2023 and 2022, respectively.
-
-
(ix) The Group entered into various services agreement with InterContinental Hotels Group for its hotel operation, including planning, constructing and building, as well as during the preopening phase, and the period from the pre-opening phase to the opening day and fifteen years afterwards. According to the contract, the fees shall either be paid based on the services rendered, or be calculated in accordance with certain ratio of the gross revenve for the fiscal year or each accounting period.
-
(b) Contingencies
-
(i) Please refer to Note 7 for the Group’s guarantees and endorsements for related parties’ loans as of March 31, 2023 and 2022.
(Continued)
53
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (ii) Contingencies for the Company and its subsidiary, Sunflower Investment, regarding the stages of Daguangsan tax petition for real estate transaction and non-performing receivables is as follows:
Litigant Issue The Filing a petition for the Company administrative penalty of the value-added tax in the Daguangsan real estate transaction which was approved by National Taxation Bureau of Taipei Sunflower Since 2011, Sunflower Investment Investment had received several administrative penalties approved by National Tax Bureau of Taipei which arose from the withholding tax, valueadded tax, enterprise income tax and undistributed earning tax of the Daguangsan nonperforming receivables. Sunflower Investment has sought administrative remedy for the aforementioned verdict.
Current Status
National Taxation Bureau of Taipei has approved the additional value-added tax and the regarding penalty amounting to $38,497 thousand, which the Company had paid $25,665 thousand in 2012. The Company was dissatisfied with the verdict from the original authority, which has filed the administrative petition. According to the ruling of the Taipei High Administrative Court, the lawsuit has now been suspended.
National Tax Bureau of Taipei reduced the approved value-added tax and the regarding penalties to the total amount of $564,452 thousand on June 6, 2014, which arose from Daguangsan nonperforming receivables. The aforementioned amount had been paid in the amount of $46,174 thousand. Sunflower Investment was dissatisfied with the verdicts and filed the petitions of the review, appeal and administrative litigation, which are being processed by the authority. The administrative litigation was filed against Taipei High Administrative Court on December 24, 2013. In accordance with the Administrative Regulation Article 177, Section 1 and 2, Taipei High Administrative Court suspended the proceeding of the lawsuit on July 25, 2016. Considering the risk of losing the lawsuit in the future, Sunflower Investment assessed the aforementioned possible losses based on the conservative principle and estimate the contingent liabilities. For details of regarding contingencies, please refer to Note 6(q).
(10) Losses due to major disasters: None.
(11) Subsequent events: None.
(12) Other:
-
(a) The Securities and Futures Investors Protection Center (SFIPC) filed a criminal incidental civil action on behalf of the Company against the former chairman of the Company, Mr. Ming Shiann, Ho. The appeal was handed back over to the High Court for reconsideration on August 22, 2019, which is in trial in the Tainan Branch of Taiwan High Court.
-
(b) The SFIPC filed a lawsuit against the Company, its directors and supervisors, and certain employees of the Group. On January 2, 2020, Taiwan High Court dismissed the appeal filed by the SFIPC for the second time. On February 5, 2020, the SFIPC filed an appeal to the Supreme Court against the aforementioned conviction. On September 7, 2022, the Supreme Court remanded the original decision, which is in trial in the Taiwan High Court.
(Continued)
54
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(c) Employee benefits, depreciation, and amortization are summarized as follows:
| By function By item |
For the Three Months Ended March 31 | For the Three Months Ended March 31 | For the Three Months Ended March 31 | For the Three Months Ended March 31 | For the Three Months Ended March 31 | For the Three Months Ended March 31 |
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| Operating Costs |
Operating Expenses |
Total | Operating Costs |
Operating Expenses |
Total | |
| Employee benefits | ||||||
| Salary | 165,399 | 175,579 | 340,978 | 180,676 | 174,557 | 355,233 |
| Labor and health insurance | 15,575 | 13,832 | 29,407 | 15,463 | 13,608 | 29,071 |
| Pension | 12,391 | 11,624 | 24,015 | 12,282 | 8,642 | 20,924 |
| Others | 16,207 | 16,405 | 32,612 | 16,045 | 11,136 | 27,181 |
| Depreciation | 183,554 | 79,736 | 263,290 | 180,420 | 75,724 | 256,144 |
| Amortization | 355 | 899 | 1,254 | 327 | 1,103 | 1,430 |
(13) Other disclosures:
- (a) Information on significant transactions:
The following is the information on significant transactions for the three months ended March 31, 2023, required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Group:
(i) Loans to other parties:
(In Thousands of NTD)
| No. | Lender | Borrower | Financial Statement Account |
Related Parties |
Highest Balance During the Period |
Ending Balance (Note 1) |
Actual Borrowing Amount |
Interest Rate |
Nature for Financing (Note 2) |
Transaction Amount for Business |
Reasons for Short-term Financing |
Allowance for Doubtful Accounts |
Collateral | Collateral | Financing Limit for Each Borrower (Note 3) |
Aggregate Financing Limit (Note 4) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | |||||||||||||||
| 0 | The Company |
UEA | Accounts receivable due from related parties |
Yes | 30,710 | 30,450 | - | 4.00% | 2 | - | Operation requirements |
- | - | 3,861,976 | 5,149,301 | |
| 1 | Tianjin CMT |
Suzhou CMB |
Accounts receivable due from related parties |
Yes | 111,250 | 110,750 | 110,750 | 0.75% | 2 | - | Operation requirements |
- | - | 328,678 | 438,238 | |
| 1 | Tianjin CMT |
CMH | Accounts receivable due from related parties |
Yes | 311,500 | 310,100 | 310,100 | 0.75% | 2 | - | Operation requirements |
- | - | 328,678 | 438,238 | |
| 2 | Suzhou CMS |
CMH | Accounts receivable due from related parties |
Yes | 934,500 | 708,800 | 708,800 | 0.75% | 2 | - | Operation requirements |
- | - | 1,361,143 | 1,814,857 | |
| 3 | CMAI | Pilot | Accounts receivable due from related parties |
Yes | 39,923 | 39,585 | 39,585 | 3.05% | 2 | - | Operation requirements |
- | Land, buildings and improvement |
69,564 | 50,296 | 67,061 |
| 3 | CMW (C.I.) |
CMI | Accounts receivable due from related parties |
Yes | 445,000 | 443,000 | - | - | 2 | - | Operation requirements |
- | - | 1,686,855 | 2,249,140 |
Note 1: Balance of loan as of the reporting date was within the credit limits approved by the Board of Directors.
-
Note 2: 1. For business transactions.
-
For the necessity of short-term financing.
Note 3: The lender’s total amount available for lending shall not exceed 30% of its net worth.
Note 4: The lender’s total amount available for lending shall not exceed 40% of its net worth.
Note 5: Intra-group transactions have been eliminated in the consolidated financial statements.
(Continued)
55
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Guarantees and endorsements for other parties:
(In Thousands of NTD)
| No. | Name of Guarantor/ Endorse |
Counter-party of Guarantee and Endorsement |
Counter-party of Guarantee and Endorsement |
Limitation on Amount of Guarantees and Endorsements for a Specific Enterprise (Note 4) |
Highest Balance for Guarantees and Endorsements During the Period |
Ending Balance (Note 2) |
Actual Borrowing Amount |
Property Pledged for Guarantees and Endorsements |
Ratio of Accumulated Amounts of Guarantees and Endorsements to Net Worth of the Latest Financial Statements |
Maximum Amount for Guarantees and Endorsements (Note 5) |
Parent Company Endorsements/ Guarantees to Third Parties on Behalf of Subsidiary (Note 3) |
Subsidiary Endorsements/ Guarantees to Third Parties on Behalf of Parent Company (Note 3) |
Endorsements/ Guarantees to Third Parties on Behalf of Companies in Mainland China (Note 3) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Relationship with the Company (Note 1) |
||||||||||||
| 0 | The Company |
Sunflower Investment |
1 | 5,149,301 | 160,000 | 160,000 | 70,000 | - | % 1.24 |
6,436,626 | Y | N | N |
| 0 | The Company |
The Hotel National |
1 | 5,149,301 | 50,000 | 50,000 | - | - | % 0.39 |
6,436,626 | Y | N | N |
| 0 | The Company |
Shangrila Tourism |
1 | 5,149,301 | 1,226,500 | 1,226,500 | 373,000 | - | % 9.53 |
6,436,626 | Y | N | N |
| 0 | The Company |
The Splendor Hospitality |
2 | 5,149,301 | 2,050,000 | 2,050,000 | 1,480,000 | - | % 15.92 |
6,436,626 | N | N | N |
| 0 | The Company |
CMAAN Health |
2 | 5,149,301 | 22,500 | 22,500 | 12,642 | - | % 0.17 |
6,436,626 | N | N | N |
| 1 | CMI | UEA | 3 | 4,000,699 | 864,940 | 851,769 | 851,769 | - | % 8.52 |
5,000,874 | N | N | N |
-
Note 1: 1.The Company held directly or indirectly more than 50% of the shares with voting rights.
-
2.Due to the joint investment relationship, all of the shareholders of the Group endorse the company in accordance with their investment ratio.
-
3.The company held directly or indirectly more than 50% of the shares with voting rights.
-
4.The company held directly or indirectly more than 90% of the shares with voting rights.
-
-
Note 2: Balance of guarantees and endorsements as of the reporting date was within the credit limit approved by the Board of Directors.
-
Note 3: The following three situations are filled in Y: the endorsement of the subsidiary by the Company; the endorsement of the Company by the subsidiary and the endorsement to the company located in Mainland China.
-
Note 4: The guarantor’s total amount available for guarantee and endorsement shall not exceed the percentage mentioned below of its net worth: The Company 40% and CMI 40%.
-
Note 5: The guarantor’s total amount available for guarantee and endorsement shall not exceed the percentage mentioned below of its net worth: The Company 50% and CMI 50%.
-
(iii) Securities held as of March 31, 2023 (excluding investment in subsidiaries, associates and joint ventures):
(In Thousands of NTD)
| (In Thousands | (In Thousands | (In Thousands | (In Thousands | of NTD) | ||||
|---|---|---|---|---|---|---|---|---|
| Name of Holder | Category and Name of Security |
Relationship with Issued Company |
Account | Ending Balance | Note | |||
| Shares/Units | Carrying Value | Percentage of Ownership (%) |
Fair Value | |||||
| The Company | MEITA Industrial Co., Ltd. |
The Company is the legal person |
Non-current financial assets at FVOCI |
1,351,164 | 99,955 | % 3.12 |
99,955 | |
| The Company | GUANGYUAN Investment Co., Ltd. |
- | Non-current financial assets at FVOCI |
3,750,000 | 31,134 | % 3.91 |
31,134 | |
| The Company | DEVELOPMENT Venture Capital Co., Ltd. |
The Company is the legal person |
Non-current financial assets at FVOCI |
3,600,000 | 15,062 | % 4.00 |
15,062 | |
| The Company | Pacific Electric Wire & Cable Co., Ltd. |
- | Current financial assets at FVTPL |
81,666 | - | % 0.01 |
- | |
| Sunflower Investment |
Fantasystory Inc. | - | Non-current financial assets at FVOCI |
653,530 | - | % 19.80 |
- | |
| Sunflower Investment |
il. COM, INC | - | Non-current financial assets at FVOCI |
100,000 | - | % 0.52 |
- | |
| Sunflower Investment |
Asia World Engineering & Construction Co., Ltd. |
- | Non-current financial assets at FVOCI |
4,320,000 | 30,000 | % 6.63 |
30,000 | |
| The Hotel National | Century National Technology Co., Ltd |
- | Non-current financial assets at FVOCI |
35,600 | - | % 2.34 |
- | |
| Atrans Precision | Acore Material Technology Co., Ltd. |
- | Non-current financial assets at FVOCI |
42,466 | - | % 2.12 |
- |
(Continued)
56
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (iv) Individual securities acquired or disposed of with accumulated amount exceeding NT$300 million or 20% of the share capital:
| capital: | capital: | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of company |
Category and name of security |
Account name |
Name of counter-party |
Relationship with the company |
Beginning Balance | Purchases | Sales | Ending Balance | ||||||
| Shares | Amount | Shares | Amount | Shares | Price | Cost | Gain (loss) on disposal |
Shares | Amount | |||||
| The Company |
Shares | Investments accounted for using equity method |
Inter Continental Taichung |
Subsidiaries | 33,880,000 | 338,800 | - | Note 1 | - | - | - | - | 33,880,000 | 338,800 |
Note1: Based on the resolutions decided during the meetings of the Board of Directors held on March 16, 2023, the Company decided a capital injection by cash to InterContinental Taichung amounting to $200,000 thousand, and the reference date was on April 12, 2023. As of March 31, 2023, the registration procedures have not been completed.
-
(v) Information on the acquisition of real estate exceeding NT$300 million or 20% of the share capital: None.
-
(vi) Information on the disposal of real estate exceeding of NT$300 million or 20% of the share capital: None.
-
(vii) Information regarding related-party transactions for purchases and sales exceeding NT$100 million or 20% of the share capital:
(In Thousands of NTD)
| (In Thousands of | (In Thousands of | NTD) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of Company |
Related Party | Nature of Relationship |
Transaction Details | Transaction Different f |
s with Terms rom Others |
Notes/Accounts Receivable (Payable) |
Note | ||||
| Purchase/Sale | Amount | Percentage of Total Purchases/Sales |
Payment Terms | Unit Price | Payment Terms | Ending Balance | Percentage of Total Notes/Accounts Receivable (Payable) |
||||
| Suzhou CMS | CMI | Subsidiaries | Sale | 223,050 | % 38.91 |
180 days | - | - | 1,855,310 | 81.93% | |
| CMW (Tianjin) | CMW (C.I.) | Subsidiaries | Sale | 198,006 | % 21.40 |
180 days | - | - | 1,722,227 | 56.29% |
Note : Intra-group transactions have been eliminated in the consolidated financial statements.
(viii) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of the share capital:
(In Thousands of NTD/In CNY)
| Name of Company |
Counter-party | Nature of Relationship |
Ending Balance |
Turnover Rate |
Overdue | Overdue | Amounts Received in Subsequent Period |
Allowance for Bad Debts |
|---|---|---|---|---|---|---|---|---|
| Amount | Action Taken | |||||||
| CMW (Tianjin) | CMW (C.I.) | Subsidiaries | Accounts receivable due from related parties 1,722,227 |
0.46 | - | - | CNY 70,013,231 |
- |
| Tianjin CMT | CMI | Subsidiaries | Accounts receivable due from related parties 286,103 |
- | - | - | - | - |
| Tianjin CMT | CMH | Affiliates | Accounts receivable due from related parties, other 310,100 |
- | - | - | - | - |
| Tianjin CMT | Suzhou CMB | Affiliates | Accounts receivable due from related parties, other 110,750 |
- | - | - | - | - |
| Suzhou CMB | CMI | Subsidiaries | Accounts receivable due from related parties 358,023 |
0.68 | - | - | - | - |
| Suzhou CMS | CMI | Subsidiaries | Accounts receivable due from related parties 1,855,310 |
0.48 | - | - | CNY 20,336,751 |
- |
| Suzhou CMS | CMH | Affiliates | Accounts receivable due from related parties, other 708,800 |
- | - | - | - | - |
Note : Intra-group transactions have been eliminated in the consolidated financial statements.
- (ix) Trading in derivative instruments: None.
(Continued)
57
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (x) Business relationships and significant intercompany transactions:
(In Thousands of NTD)
| No. (Note 1) |
Name of Company | Name of Counter-party |
Nature of Relationship (Note 2) |
Intercompany Transactions (Note 3) | Intercompany Transactions (Note 3) | Intercompany Transactions (Note 3) | Intercompany Transactions (Note 3) |
|---|---|---|---|---|---|---|---|
| Account | Amount | Trading Terms | Percentage of the Total Consolidated Revenue or Total Assets (Note 4) |
||||
| 0 | China Metal Products |
CMJ | 1 | Operating revenue | 13,157 | 90 days | 0.46% |
| 1 | CMW (Tianjin) | CMW (C.I.) | 2 | Operating revenue | 198,006 | 180 days | 6.90% |
| 3 | Suzhou CMS | CMI | 2 | Operating revenue | 223,050 | 180 days | 7.77% |
| 3 | Suzhou CMS | Suzhou CMB | 3 | Operating revenue | 10,647 | 90 days | 0.37% |
| 3 | Suzhou CMS | CMP (H.K) | 2 | Operating revenue | 16,966 | 180 days | 0.59% |
| 4 | Suzhou CMB | Suzhou CMS | 3 | Operating revenue | 15,210 | 90 days | 0.53% |
| 4 | Suzhou CMB | CMI | 2 | Operating revenue | 56,719 | 180 days | 1.98% |
| 4 | Suzhou CMB | CMB(H.K.) | 2 | Operating revenue | 22,601 | 180 days | 0.79% |
| 5 | National Management |
China Metal Products | 2 | Operating revenue | 20,740 | OA25 days | 0.72% |
| 9 | CMH | CMW (Tianjin) | 3 | Operating revenue | 12,185 | 90 days | 0.42% |
| 10 | CMAI(N.A.) | CMAI | 2 | Operating revenue | 18,891 | 90~120 days | 0.66% |
| 0 | China Metal Products |
Atrans Precision | 1 | Accounts receivable due from related parties |
18,405 | 60~90 days | 0.03% |
| 0 | China Metal Products |
CMJ | 1 | Accounts receivable due from related parties |
13,379 | 90 days | 0.03% |
| 1 | CMW (Tianjin) | CMW(C.I.) | 2 | Accounts receivable due from related parties |
1,722,227 | 180 days | 3.27% |
| 2 | Tianjin CMT | CMI | 2 | Accounts receivable due from related parties |
286,103 | 180 days | 0.54% |
| 2 | Tianjin CMT | CMW (Tianjin) | 3 | Accounts receivable due from related parties |
44,058 | 90 days | 0.08% |
| 9 | CMH | Suzhou CMS | 3 | Accounts receivable due from related parties |
20,347 | 90 days | 0.04% |
| 3 | Suzhou CMS | CMI | 2 | Accounts receivable due from related parties |
1,855,310 | 180 days | 3.52% |
| 3 | Suzhou CMS | CMP (H.K) | 2 | Accounts receivable due from related parties |
24,952 | 180 days | 0.05% |
| 4 | Suzhou CMB | CMB (H.K.) | 2 | Accounts receivable due from related parties |
88,151 | 180 days | 0.17% |
| 4 | Suzhou CMB | CMI | 2 | Accounts receivable due from related parties |
358,023 | 180 days | 0.68% |
| 4 | Suzhou CMB | Suzhou CMS | 3 | Accounts receivable due from related parties |
17,615 | 90 days | 0.03% |
| 7 | CMW (C.I) | CMAI | 3 | Accounts receivable due from related parties |
10,150 | 180 days | 0.02% |
| 10 | CMAI(N.A.) | CMAI | 2 | Accounts receivable due from related parties |
39,542 | 90~120 days | 0.07% |
| 0 | China Metal Products |
CMB (H.K.) | 1 | Other receivables due from related parties |
10,300 | - | 0.02% |
| 2 | Tianjin CMT | Suzhou CMS | 3 | Other receivables due from related parties |
11,542 | - | 0.02% |
| 2 | Tianjin CMT | Suzhou CMB | 3 | Other receivables due from related parties |
110,750 | - | 0.21% |
| 2 | Tianjin CMT | CMH | 3 | Other receivables due from related parties |
310,100 | - | 0.59% |
| 3 | Suzhou CMS | CMH | 3 | Other receivables due from related parties |
708,800 | - | 1.34% |
| 6 | CMI | CMH | 1 | Other receivables due from related parties |
24,502 | - | 0.05% |
| 7 | CMW(C.I.) | CMW (Tianjin) | 1 | Other receivables due from related parties |
47,106 | - | 0.09% |
| 10 | CMAI (N.A) | CMAI | 2 | Other receivables due from related parties |
11,577 | - | 0.02% |
| 11 | CMAI | Pilot | 1 | Other receivables due from related parties |
40,189 | - | 0.08% |
(Continued)
58
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| No. (Note 1) |
Name of Company | Name of Counter-party |
Nature of Relationship (Note 2) |
Intercompany Transactions (Note 3) Account Amount Trading Terms Percentage of the Total Consolidated Revenue or Total Assets (Note 4) |
Intercompany Transactions (Note 3) Account Amount Trading Terms Percentage of the Total Consolidated Revenue or Total Assets (Note 4) |
Intercompany Transactions (Note 3) Account Amount Trading Terms Percentage of the Total Consolidated Revenue or Total Assets (Note 4) |
Intercompany Transactions (Note 3) Account Amount Trading Terms Percentage of the Total Consolidated Revenue or Total Assets (Note 4) |
|---|---|---|---|---|---|---|---|
| Amount | Trading Terms | Percentage of the Total Consolidated Revenue or Total Assets (Note 4) |
|||||
| 11 | CMAI | CMAI(N.A.) | 1 | Other receivables due from related parties |
42,697 | - | 0.08% |
| 8 | CMB(H.K.) | Suzhou CMB | 1 | Other long-term receivables due from related parties |
26,484 | - | 0.05% |
Note 1: For the inter-company business relationship and transaction condition in the “Number” column, the labeling method is as follows: 1. Parent company - 0.
- Subsidiaries – In sequence from 1.
Note 2: Relationship is classified into three types:
-
Parent company to subsidiary.
-
Subsidiary to parent company.
-
Subsidiary to subsidiary.
Note 3: The Group only disclosed the information on sales and accounts receivable with subsidiary and did not give unnecessary details of opposite purchases and accounts payables in this part.
Note 4: The transaction amount is divided by the consolidated operating revenue or the consolidated total assets.
Note 5: Intra-group transactions have been eliminated in the consolidated financial statements.
(b) Information on investees:
The following is the information on investees for the three months ended March 31, 2023 (excluding information on investees in Mainland China):
(In Thousands of NTD/In USD and CNY)
| Name of Investor | Name of Investee | Location | Main Businesses |
Original Investment Amount | Original Investment Amount | Balance as of March 31, 2023 | Balance as of March 31, 2023 | Balance as of March 31, 2023 | Net Income (Losses) of Investee |
Share of Profits/Losses of Investee |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2023 | December 31, 2022 | Shares | Percentage of Ownership |
Carrying Value |
|||||||
| The Company | UEA | British Virgin Islands |
Investing in CMI | 865,286 | 865,286 | 667,820 | % 100.00 |
7,654,826 | 40,704 | 40,704 | Subsidiaries |
| The Company | Sunflower Investment | Taiwan | Investing | 99,096 | 99,096 | 67,013,057 | % 99.01 |
868,068 | (10,073) | (9,974) | Subsidiaries |
| The Company | Atrans Precision | Taiwan | Vehicle parts processing | 247,218 | 247,218 | 25,782,134 | % 72.24 |
477,277 | 23,396 | 17,386 | Subsidiaries |
| The Company | CMJ | Japan | Cast iron product retailing |
4,887 | 4,887 | 500 | % 83.33 |
110,628 | 10,527 | 8,772 | Subsidiaries |
| The Company | CMAI | Hong Kong | Vehicle parts retailing | 24,036 | 24,036 | 1,000,000 | % 100.00 |
177,451 | 9,778 | 9,778 | Subsidiaries |
| The Company | PUJEN Land Development |
Taiwan | Residents, commercial buildings and factories leasing and developing |
2,003,067 | 2,003,067 | 158,877,643 | % 56.65 |
4,097,704 | (77,798) | (44,305) | Subsidiaries |
| The Company | Amida Trustlink Assets | Taiwan | Real estate developing, leasing and financial claims acquiring from financial institutions |
44,576 | 44,576 | 16,763,726 | % 35.21 |
(21,760) | (283) | - | Investees accounted for using equity method |
| The Company | The Hotel National | Taiwan | International tourist hotel services |
1,515,952 | 1,515,952 | 5,000,000 | % 100.00 |
1,291,899 | 4,806 | 4,334 | Subsidiaries |
| The Company | National Management | Taiwan | Management and consulting services |
10,000 | 10,000 | 1,000,000 | % 100.00 |
24,971 | 2,573 | 2,573 | Subsidiaries |
| The Company | The Splendor Hospitality |
Taiwan | International tourist hotel services |
1,125,000 | 1,125,000 | 32,500,000 | % 50.00 |
265,496 | 466 | (3,283) | Joint ventures accounted for using equity method |
| The Company | Shangrila Tourism | Taiwan | Amusement park and hotel services |
564,303 | 564,303 | 22,664,800 | % 100.00 |
397,653 | (24,484) | (24,112) | Subsidiaries |
| The Company | CMAAN Health | Taiwan | Management and consulting services |
50,000 | 50,000 | 5,000,000 | % 50.00 |
44,400 | 2,713 | 1,315 | Joint ventures accounted for using equity method |
| The Company | InterContinental Taichung |
Taiwan | International tourist hotel services |
338,800 | 338,800 | 33,880,000 | % 100.00 |
337,567 | (1,129) | (1,129) | Subsidiaries |
| The Company | Calligraphy Greenway Plaza Co., Ltd |
Taiwan | Management and consulting services |
59,000 | 59,000 | 5,900,000 | % 100.00 |
68,301 | 2,120 | 2,120 | Subsidiaries |
| Sunflower Investment |
PUJEN Land Development |
Taiwan | Residents, commercial buildings and factories leasing and developing |
288,437 | 288,437 | 42,568,300 | % 15.18 |
1,062,906 | (77,798) | Exempt from disclosure |
Subsidiaries of the Company |
| Sunflower Investment |
Atrans Precision | Taiwan | Vehicle parts processing | 77,836 | 77,836 | 4,737,380 | % 13.27 |
87,204 | 23,396 | Exempt from disclosure |
Subsidiaries of the Company |
| Sunflower Investment |
Amida Trustlink Assets | Taiwan | Real estate developing, leasing and financial claims acquiring from financial institutions |
- | - | 5,951,619 | % 12.50 |
(7,727) | (283) | Exempt from disclosure |
Investees accounted for using equity method |
| Sunflower Investment |
ADVANCISION (CAYMAN) |
Cayman Islands | Investing and cast iron product retailing |
29,154 | 29,154 | 1,871,288 | % 4.46 |
11,749 | (552) | Exempt from disclosure |
Investee accounted for using equity method |
| UEA | CMI | Cayman Islands | Investing in CMI (BVI) and cast iron product retailing |
USD 136,536,250 |
USD 136,536,250 |
823,281,475 | % 83.27 |
USD 277,905,498 |
USD 18,828,090 |
Exempt from disclosure |
Subsidiaries of UEA |
| CMI | CMI (BVI) | British Virgin Islands |
Investing in CMP (H.K.) | USD 280,426 |
USD 280,426 |
161 | % 100.00 |
CNY 1,269,656,186 | CNY 8,335,877 |
Exempt from disclosure |
Subsidiaries of CMI |
(Continued)
59
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Name of Investor | Name of Investee | Location | Main Businesses |
Original Investment Amount | Original Investment Amount | Balance as of March 31, 2023 | Balance as of March 31, 2023 | Balance as of March 31, 2023 | Net Income (Losses) of Investee |
Share of Profits/Losses of Investee |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2023 | December 31, 2022 | Shares | Percentage of Ownership |
Carrying Value |
|||||||
| CMI | CMW (C.I.) | Cayman Islands | Investing in CMW (Tianjin) and CMH |
USD 75,156,500 |
USD 75,156,500 |
50,000,000 | % 100.00 |
CNY 1,322,516,623 | CNY 794,319 |
Exempt from disclosure |
Subsidiaries of CMI |
| CMI | CMB (H.K.) | Hong Kong | Investing in Suzhou CMB | USD 92,970,000 |
USD 85,820,000 |
151,120,350 | % 100.00 |
CNY 592,225,442 |
CNY (5,047,242) |
Exempt from disclosure |
Subsidiaries of CMI |
| CMI(BVI) | CMP (H.K.) | Hong Kong | Investing in Tianjin CMT and Suzhou CMS |
USD 21,000,000 |
USD 21,000,000 |
21,000,000 | % 100.00 |
CNY 1,272,591,765 | CNY 8,335,877 |
Exempt from disclosure |
Subsidiaries of CMI(BVI) |
| CMAI | CMAI Holding | USA | Investing | USD 8,328,644 |
USD 8,328,644 |
10,000 | % 100.00 |
USD 2,764,389 |
USD 185,637 |
Exempt from disclosure |
Subsidiaries of CMAI |
| CMAI Holding | Pilot | USA | Assets leasing | USD 8,328,644 |
USD 8,328,644 |
- | % 100.00 |
USD 2,764,389 |
USD 185,637 |
Exempt from disclosure |
Subsidiaries of CMAI Holding |
| Pilot | CMAI (N.A.) | USA | Vehicle parts retailing | USD 7,792,972 |
USD 7,792,972 |
10,000 | % 100.00 |
USD 1,669,678 |
USD 167,829 |
Exempt from disclosure |
Subsidiaries of Pilot |
| Atrans Precision | FAR HSING (SAMOA) |
SAMOA | Investing | USD 2,422,055 |
USD 2,422,055 |
2,422,055 | % 100.00 |
69,222 | (73) | Exempt from disclosure |
Subsidiaries of Atrans Precision |
| FAR HSING (SAMOA) |
ADVANCISION (CAYMAN) |
Cayman Islands | Investing and cast iron product retailing |
USD 4,959,029 |
USD 4,959,029 |
9,068,414 | % 21.59 |
USD 1,131,736 |
USD (18,159) |
Exempt from disclosure |
Investees of FAR HSING (SAMOA) accounted for using equity method |
| PUJEN Land Development |
Keng-Hsin Urban Renewal |
Taiwan | Residents, commercial buildings and factories leasing and developing |
234,496 | 234,496 | 31,220,979 | % 30.00 |
334,300 | (26,432) | Exempt from disclosure |
Investees of PUJEN Land Development accounted for using equity method |
| PUJEN Land Development |
CHINGENG Land Development |
Taiwan | Residents, commercial buildings and factories leasing and developing |
1,500 | 1,500 | 150,000 | % 50.00 |
8,293 | (44) | Exempt from disclosure |
Subsidiaries of PUJEN Land Development |
| PUJEN Land Development |
PUJEN CHENGMEI Land Development |
Taiwan | Residents, commercial buildings and factories leasing and developing |
129,500 | 129,500 | 12,950,000 | % 70.00 |
103,849 | (1) | Exempt from disclosure |
Subsidiaries of PUJEN Land Development |
| PUJEN Land Development |
PUCHIA Land Development |
Taiwan | Residents, commercial buildings and factories leasing and developing |
50 | 50 | 5,000 | % 50.00 |
1,042 | 2 | Exempt from disclosure |
Subsidiaries of PUJEN Land Development |
| PUJEN Land Development |
PUZHI Construction | Taiwan | Residents, commercial buildings and factories leasing and developing |
34,800 | 34,800 | 22,500 | % 100.00 |
33,200 | (1,189) | Exempt from disclosure |
Subsidiaries of PUJEN Land Development |
| PUJEN Land Development |
Hua-Pu Development | Taiwan | Residents, commercial buildings and factories leasing and developing |
5,000 | 5,000 | 500,000 | % 50.00 |
5,292 | 455 | Exempt from disclosure |
Joint ventures of PUJEN Land Development accounted for using equity method |
| PUJEN Land Development |
Beyond Fitness | Taiwan | Sport training and other consulting service |
4,050 | 4,050 | 494,333 | % 36.82 |
3,906 | 4,295 | Exempt from disclosure |
Investees of PUJEN Land Development accounted for using equity method |
(c) Information on investment in Mainland China:
(i) The names of investees in Mainland China, the main businesses and products, and other information:
(In Thousands of NTD, CNY, USD and JPY)
| Name of Investee |
Main Businesses |
Total Amount of Paid-in Capital |
Method of Investment (Note 1) |
Accumulated Outflow of Investment from Taiwan as of January 1, 2023 |
Investment Flows | Investment Flows | Accumulated Outflow of Investment from Taiwan as of March 31, 2023 |
Net Income (Losses) of the Investee |
Percentage of Ownership |
Investment Income (Losses) (Notes 2,3) |
Book Value (Note 3) |
Accumulated Remittance of Earnings in Current Period (Note 5) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | |||||||||||
| Tianjin CMT | Cast iron products, machine parts and vehicle parts designing, developing, manufacturing and selling |
913,500 (USD30,000) |
2 | 388,238 | - | - | 388,238 | (6,067) (CNY(1,366)) |
83.27% | (5,052) (CNY(1,138)) |
1,095,595 (CNY247,313) |
82,542 |
| Suzhou CMS | Cast iron products, machine parts and vehicle parts designing, developing, manufacturing and selling |
730,800 (USD24,000) |
2 | 423,406 | - | - | 423,406 | 41,984 (CNY9,456) |
83.27% | 34,932 (CNY7,868) |
4,537,726 (CNY1,024,317) |
14,601 |
| Suzhou CMB | Cast iron product designing, manufacturingand retailing |
2,496,900 (USD82,000) |
2 | - | - | - | - | (19,460) (CNY(4,383)) |
83.27% | (16,204) (CNY(3,650)) |
2,621,537 (CNY591,769) |
- |
| CMW (Tianjin) |
Vehicle parts, E&M as- casting and finished product developing, manufacturing and selling |
974,400 (USD32,000) |
2 | - | - | - | - | 36,984 (CNY8,330) |
83.27% | 32,721 (CNY7,370) |
5,531,079 (CNY1,248,551) |
- |
| CMH | Vehicle parts, farm wagon parts, industrial wagon parts household appliances parts and E&M as-casting and molds developing, manufacturing, selling and after sales services |
974,400 (USD32,000) |
2 | - | - | - | - | (43,144) (CNY(9,717)) |
83.27% | (35,926) (CNY(8,091)) |
787,298 (CNY177,720) |
- |
| Qingdao Sourcing Specialists |
Cast iron product retailing | 3,045 (USD100) |
2 | - | - | - | - | 1,192 (JPY5,181) |
83.33% | 993 (JPY4,317) |
50,245 (JPY219,604) |
- |
(Continued)
60
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Limitation on investment in Mainland China:
(In Thousands of NTD and USD)
| (In | Thousands of NTD and USD) | |
|---|---|---|
| Accumulated Investment in Mainland China as of March 31, 2023 |
Investment Amount Authorized by the Investment Commission, MOEA (Note 6) |
Upper Limit on Investment (Note 4) |
| 811,644 | 6,352,509 (USD 208,621 ) |
- |
Note 1: Method of investment is classified into three types:
-
Directly invested in Mainland China.
-
Indirectly invested in Mainland China through the third region.
3. Other methods.
Note 2: The recognition basis of the investment income and losses is the financial report audited by an international accounting firm which is in partnership with the accounting firm in the R.O.C.
-
Note 3: The amount stated is the investment income and losses and the book value of the investment at the end of the period which is recognized by the subsidiaries established through the investment in the third region.
-
Note 4: The Company complies with the amended Permit 9704604680 ‘ Investment or technical cooperation review principal in China’ , which obtained the certified documents of the operational scope of the headquarters from the Industrial Development Bureau, Ministry of Economic Affairs, with the valid period from March 3, 2023 to March 1, 2026. The restriction on the cumulative investment amount or proportion in China is not applicable.
-
Note 5: As of March 31, 2023, the company had obtained a surplus of $3,158,142 thousand (USD104,955 thousand) from the investment companies set up in the third region. The surplus was remitted to the companies by the subsidiaries which was invested indirectly in China and then was remitted to Taiwan. It was impossible to distinguish the remittance from the company in China.
-
Note 6: The amount in the table is translated by the spot rate on the financial reporting date.
-
Note 7: The aforementioned investments have been eliminated in the consolidated financial statements.
(iii) Significant transactions: None.
- (d) Major shareholders:
| Major shareholders: | ||
|---|---|---|
| Shareholding Shareholder’s Name |
Shares | Percentage |
| Chain-Yuan Investment Co., Ltd. | 55,103,935 | % 14.65 |
| Fubon Life Insurance Co., Ltd. | 27,437,000 | % 7.29 |
| Mr. Ming Shiann, Ho | 26,312,540 | % 6.99 |
(Continued)
61
CHINA METAL PRODUCTS CO., LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(14) Segment information:
The Group’s operating segment information and reconciliation are as follows:
| For the Three Months Ended March 31, 2023 Revenue from external customers Intersegment revenues Total revenue Reportable segment profit or loss For the Three Months Ended March 31, 2022 Revenue from external customers $ Intersegment revenues Total revenue $ Reportable segment profit or loss $ |
Metal Manufacturing Segment |
Real Estate Development Segment 3,740 850 4,590 (87,914) 1,404,172 849 1,405,021 408,696 |
Lifestyle Hospitality Segment 163,456 22,941 186,397 4,542 163,748 21,620 185,368 17,611 |
Reconciliation and Elimination - (658,260) (658,260) (71,527) - (865,753) (865,753) (122,734) |
Total |
|---|---|---|---|---|---|
| $ 2,703,976 634,469 $ 3,338,445 $ 121,041 3,027,612 843,284 3,870,896 229,848 |
2,871,172 - 2,871,172 (33,858) 4,595,532 - 4,595,532 533,421 |
Note: The amount of assets and liabilities of the Group’ s reportable segments was not provided to the management. It is not required for disclosure.