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cpc — Audit Report / Information 2016
Dec 27, 2016
51873_rns_2016-12-27_fd63e3c7-bc8f-4106-b664-4c371152bfd2.pdf
Audit Report / Information
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CHIEFTEK PRECISION CO., LTD.
PARENT COMPANY ONLY FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT ACCOUNTANTS DECEMBER 31, 2016 AND 2015
-----------------------------------------------------------------------------------------------------------------------------------For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.
REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE
To the Board of Directors and Shareholders of CHIEFTEK PRECISION CO., LTD.
Opinion
We have audited the accompanying parent company only balance sheets of CHIEFTEK PRECISION CO., LTD. (the “Company”) as at December 31, 2016 and 2015, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2016 and 2015, and its financial performance and its cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”.
Basis for opinion
We conducted our audits in accordance with the “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” and generally accepted auditing standards in the Republic of China (R.O.C. GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the “Audit of the Parent Company Only Financial Statements” section of our report. We are independent of the Company in accordance with the Code of Professional Ethics for Certified Public Accountants in the Republic of China (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements of the current period. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
~1~
Adequacy of allowance for inventory market price decline of individually identified obsolete or damaged inventories
Description
Please refer to Note 4(8), “Inventories” for accounting policies on inventory, Note 5, “Critical accounting judgements, estimates and key sources of assumption uncertainty” for the uncertainty of significant accounting estimates and assumptions applied on inventory valuation, and Note 6(3), “Inventories” for details of allowance for inventory market price decline. As of December 31, 2016, inventory and allowance for inventory market price decline amounted to NT$221,950 thousand and NT$13,372 thousand, respectively.
The Company is primarily engaged in the manufacture and sale of linear motion guide and slide. Due to the demand for high quality products, there is a risk of market price decline and obsolescence of inventories. The Company recognizes inventories at the lower of cost and net realizable value, and the net realizable value is determined based on historical data of closeout inventory and range of discount. Given the uncertainty in the estimation of net realizable value and the significance of the balance of inventory and allowance for inventory market price decline to the financial statements, we consider the allowance for inventory market price decline a key audit matter.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
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A. Understanding the operations and industry of the Company to assess the reasonableness of policies and procedures on allowance for inventory market price decline, including the consistency of inventory classification used in determining net realizable value.
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B. Obtaining the inventory list which management used in calculating the lower of cost and net realizable value, checking randomly for the accuracy in calculating net realizable value of inventory, and discussing with management and checking relevant evidence to check the reasonableness of the amount of allowance for inventory market price decline.
~2~
Cut-off of export sales revenue
Description
Please refer to Note 4(23), “Revenue recognition” for accounting policies on revenue recognition. The Company is primarily engaged in domestic and export sales. Based on the Company’s accounting policy, revenue is recognized when the significant risks and rewards of ownership have been transferred to the customer. The terms and conditions of the transaction vary with export customers, and the manual process of obtaining evidence of ownership transfer after delivery and judging the timing of revenue recognition are essential. As export sales involve manual process, the daily transaction amounts are voluminous, the timing of revenue recognition may not be in the proper period, and the transaction amounts around balance sheet date are material, we consider the cut-off of export sales revenue a key audit matter.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
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A. Checking revenue recognition process, and examining revenue recognition basis and approval procedure to assess the accuracy of timing of export sales revenue recognition.
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B. Randomly checking export sales transactions around the balance sheet date, including ascertaining the trading conditions in contract, verifying the evidence of ownership transfer, checking and analysing subsequent export sales returns to ascertain whether the export sales revenue has been recorded in proper period.
Responsibilities of management and those charged with governance for the parent company only financial statements
Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.
~3~
In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including supervisors, are responsible for overseeing the Company’s financial reporting process.
Auditor’s responsibilities for the audit of the parent company only financial statements
Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with R.O.C. GAAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with R.O.C. GAAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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A. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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B. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
~4~
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C. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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D. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
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E. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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F. Obtain sufficient appropriate audit evidence regarding the parent company only financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
~5~
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be disclosed in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such disclosures.
Lin, Tzu-Shu
Independent Accountants
Liu, Tzu-Meng
PricewaterhouseCoopers, Taiwan Republic of China March 23, 2017
The accompanying financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
~6~
CHIEFTEK PRECISION CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS
(Expressed in thousands of New Taiwan dollars)
| Assets | December 31, 2016 Notes AMOUNT % 6(1) $ 365,370 17 18,846 1 6(2) 173,666 8 7 151,266 7 1,488 - 7 77 - 6(20) - - 5(1) and 6(3) 208,578 10 5,658 - 924,949 43 6(4) 234,266 11 6(5)(6) and 8 872,944 41 6(5)(6) and 8 - - 5(2), 6(7)(8) 51,132 2 6(20) 21,286 1 6(5) 5,837 - 1,973 - 8 1,430 - 7 37,514 2 1,226,382 57 $ 2,151,331 100 (Continued) |
December 31, 2015 | December 31, 2015 |
|---|---|---|---|
| AMOUNT $ 387,972 13,947 159,055 121,946 1,134 50,931 13,042 206,816 8,656 963,499 240,154 641,818 316,864 53,016 23,545 18,437 289 1,432 2,367 1,297,922 $ 2,261,421 |
% | ||
| Current assets 1100 Cash and cash equivalents 1150 Notes receivable, net 1170 Accounts receivable, net 1180 Accounts receivable - related parties 1200 Other receivables 1210 Other receivables - related parties 1220 Current income tax assets 130X Inventory 1410 Prepayments 11XX Total current assets Non-current assets 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1915 Prepayments for equipment 1920 Guarantee deposits paid 1980 Other financial assets - non- current 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets |
17 1 7 6 - 2 1 9 - |
||
| 43 | |||
| 11 28 14 2 1 1 - - - |
|||
| 57 | |||
| 100 | |||
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CHIEFTEK PRECISION CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | December 31, 2016 December 31, 2015 Notes AMOUNT % AMOUNT % 6(9) $ 125,000 6 $ 204,803 9 65,774 3 48,048 2 42,868 2 23,436 1 65,177 3 52,449 3 6(20) 5,951 - 6,566 - 258 - 14 - 6(10), 8 and 9 58,533 3 84,808 4 363,561 17 420,124 19 6(10), 8 and 9 390,633 18 478,302 21 6(20) 2,614 - 2,917 - 6(11) 4,625 - 3,950 - 6(4) 31,605 2 36,597 2 429,477 20 521,766 23 793,038 37 941,890 42 6(12)(14) 620,455 29 592,338 26 6(13) 463,051 21 463,051 20 6(12)(14)(20) 64,905 3 57,827 3 334,354 16 312,835 14 ( 5,928) - 12,024 - 6(12) ( 118,544)( 6)( 118,544)( 5) 1,358,293 63 1,319,531 58 6(22), 7 and 9 $ 2,151,331 100 $ 2,261,421 100 |
|---|---|
| Current liabilities 2100 Short-term borrowings 2150 Notes payable 2170 Accounts payable 2200 Other payables 2230 Current income tax liabilities 2310 Advance receipts 2320 Long-term liabilities, current portion 21XX Total current liabilities Non-current liabilities 2540 Long-term borrowings 2570 Deferred income tax liabilities 2640 Net defined benefit liabilities 2670 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity Share capital 3110 Share capital - common stock Capital reserves 3200 Capital surplus Retained earnings 3310 Legal reserve 3350 Unappropriated retained earnings 3400 Other equity interest 3500 Treasury stocks 3XXX Total equity Significant Contingent Liabilities and Unrecognized Contrct Commitments 3X2X Total liabilities and equity |
The accompanying notes are an integral part of these financial statements.
~8~
CHIEFTEK PRECISION CO., LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
(Expressed in thousands of New Taiwan dollars, except for earnings per share amounts)
| Items | Forthe years endedDecember31 2016 2015 Notes AMOUNT % AMOUNT % 7 $ 784,654 100 $ 826,513 100 6(3)(7)(11)(18)(19)(2 2) ( 556,953) ( 71) ( 610,131) ( 74) 227,701 29 216,382 26 6(4) ( 61,186) ( 8) ( 76,292) ( 9) 6(4) 76,292 10 73,676 9 242,807 31 213,766 26 6(6)(7)(11)(18)(19) ( 31,632) ( 4) ( 36,188) ( 4) ( 59,666) ( 8) ( 51,057) ( 6) ( 43,593) ( 5) ( 36,985) ( 5) ( 134,891) ( 17) ( 124,230) ( 15) 107,916 14 89,536 11 6(15) and 7 10,121 1 11,442 2 6(8)(16) and 12 ( 7,851) ( 1) 2,443 - 6(5)(17) ( 11,602) ( 1) ( 17,349) ( 2) 6(4) 1,224 - ( 9,151) ( 1) ( 8,108) ( 1) ( 12,615) ( 1) 99,808 13 76,921 10 6(20) ( 14,225) ( 2) ( 6,139) ( 1) $ 85,583 11 $ 70,782 9 6(11) ($ 906) - ($ 3,798) ( 1) 6(20) 154 - 646 - ( 17,952) ( 2) ( 3,144) - ($ 18,704) ( 2) ($ 6,296) ( 1) $ 66,879 9 $ 64,486 8 6(21) $ 1.45 $ 1.20 6(21) $ 1.44 $ 1.19 |
|---|---|
| 4000 Sales revenue 5000 Operating costs 5900 Gross profit 5910 Unrealized gain from inter-affiliate accounts 5920 Realized gain from inter-affiliate accounts 5950 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7010 Other income 7020 Other gains and losses 7050 Finance costs 7070 Share of gain (loss) of subsidiaries, associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year Other comprehensive income (loss) (Net) Components of other comprehensive income (loss) that will not be reclassified to profit or loss 8311 Other comprehensive loss, before tax, actuarial loss on defined benefit plans 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income (loss) that will be reclassified to profit or loss 8361 Financial statements translation differences of foreign operations 8300 Total other comprehensive loss for the year 8500 Total comprehensive income for the year Earnings per share (in dollars) 9750 Basic 9850 Diluted |
The accompanying notes are an integral part of these financial statements.
~9~
CHIEFTEK PRECISION CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
(Expressed in thousands of New Taiwan dollars)
| For the year ended December 31, 2015 Balance at January 1, 2015 Distribution of earnings for 2014 net income (Note): Legal reserve Cash dividends Reversal of special reserve Profit for 2015 Other comprehensive loss for 2015 Buy-back of treasury shares Balance at December 31, 2015 For the year ended December 31, 2016 Balance at January 1, 2016 Distribution of earnings for 2015 net income (Note): Legal reserve Cash dividends Stock dividends Profit for 2016 Other comprehensive loss for 2016 Balance at December 31, 2016 |
Notes | Share capital - commonstock |
Capital reserve |
RetainedEarnings | RetainedEarnings | Financial statements translation differences of foreign operations |
Treasury stocks |
Total | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Legal reserve |
Special reserve |
Unappropriated retained earnings |
||||||||||
| 6(14) 6(12) 6(14) 6(12)(14) |
$ 592,338 - - - - - - $ 592,338 $ 592,338 - - 28,117 - - $ 620,455 |
$463,051 - - - - - - $463,051 $463,051 - - - - - $463,051 |
$55,753 2,074 - - - - - $57,827 $57,827 7,078 - - - - $64,905 |
$ 133 - - ( 133) - - - $ - $ - - - - - - $ - |
$ 275,263 ( 2,074) ( 28,117) 133 70,782 ( 3,152) - $ 312,835 $ 312,835 ( 7,078) ( 28,117) ( 28,117) 85,583 ( 752) $ 334,354 |
$ 15,168 - - - - ( 3,144) - $ 12,024 $ 12,024 - - - - ( 17,952) ($ 5,928) |
($113,367) - - - - - ( 5,177) ($118,544) ($118,544) - - - - - ($118,544) |
$ 1,288,339 - ( 28,117) - 70,782 ( 6,296) ( 5,177) $ 1,319,531 $ 1,319,531 - ( 28,117) - 85,583 ( 18,704) $ 1,358,293 |
(Note) The employees’ compensation were $1,504 and $6,850 and the directors’ and supervisors’ remuneration were $564 and $ 2,569 in 2014 and 2015, respectively, which had been deducted from net income for the year.
The accompanying notes are an integral part of these financial statements.
~10~
CHIEFTEK PRECISION CO., LTD.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Reversal of allowance doubtful accounts Loss on inventory market price decline Share of (gain) loss of subsidiaries, associates and joint ventures accounted for under equity method Unrealized gain from inter-affiliate accounts Realized gain from inter-affiliate accounts Depreciation Loss on disposal of property, plant and equipment Amortization Loss on disposal of intangible assets Impairment loss Interest income Interest expense Changes in operating assets and liabilities Changes in operating assets Notes receivable Accounts receivable Accounts receivable - related parties Other receivables Other receivables - related parties Inventories Prepayments Changes in operating liabilities Notes payable Accounts payable Other payables Advance receipts Net defined benefit liabilities Cash inflow generated from operations Interest received Interest paid Income tax received Inocme tax paid Net cash flows from operating activities |
Forthe years endedDecember31, Notes 2016 2015 $ 99,808 $ 76,921 6(2)(15) ( 3,516 ) ( 884 ) 6(3) 2,532 1,774 6(4) ( 1,224 ) 9,151 6(4) 61,186 76,292 6(4) ( 76,292 ) ( 73,676 ) 6(5)(18) 113,427 126,155 6(16) 92 1,404 6(7)(18) 1,279 866 6(16) 18 - 6(7)(8)(16) 4,298 - 6(15) ( 507 ) ( 1,455 ) 6(17) 11,602 17,349 ( 4,899 ) 770 ( 11,095 ) ( 20,104 ) ( 29,320 ) 47,320 ( 354 ) 135 3,862 ( 329 ) ( 4,294 ) 17,371 2,998 7,212 19,432 ( 2,307 ) 19,432 7,382 10,409 ( 1,143 ) 244 ( 442 ) ( 231) ( 289) 218,887 289,473 331 424 ( 11,835 ) ( 17,587 ) 13,042 - ( 12,730) ( 8,857) 207,695 263,453 |
|---|---|
(Continued)
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CHIEFTEK PRECISION CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Decrease in other non-operating receivables due from related parties Interest received from borrowings and lending among related parties Cash paid for acquisition of investments accounted for under equity method-subsidiaries Cash paid for acquisition of property, plant and equipment Interest paid for acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Cash paid for acquisition of intangible assets Increase in prepayment for equipment (Increase) decrease in guarantee deposits paid Decrease (increase) in other financial assets - non-current (Increase) decrease in other non-current assets Net cash flows (used in) from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Decrease in short-term borrowings Increase in long-term borrowings Decrease in long-term borrowings Payments of cash dividends Buy-back of treasury shares Net cash flows used in financing activities Net (decrease) increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Forthe years endedDecember31, Notes 2016 2015 $ 46,992 $ 72,576 176 1,031 ( 726 ) - 6(23) ( 11,361 ) ( 7,840 ) 6(5)(17)(23) ( 370 ) ( 309 ) - 110 6(7) ( 3,711 ) ( 2,698 ) ( 2,604 ) ( 3,326 ) ( 1,684 ) 40 2 ( 1,432 ) ( 35,147 ) 691 ( 8,433 ) 58,843 ( 79,803 ) ( 176,957 ) 100,000 - ( 213,944 ) ( 73,808 ) 6(14) ( 28,117 ) ( 28,117 ) 6(12) - ( 5,177 ) ( 221,864 ) ( 284,059 ) ( 22,602 ) 38,237 6(1) 387,972 349,735 6(1) $ 365,370 $ 387,972 |
|---|---|
The accompanying notes are an integral part of these financial statements.
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CHIEFTEK PRECISION CO., LTD. NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
1. HISTORY AND ORGANIZATION
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(1) CHIEFTEK PRECISION CO., LTD. (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Act of the Republic of China (R.O.C.) on October 19, 1998. The Company is primarily engaged in research, development, manufacture and sale of miniature linear guide, miniature ball screw, miniature linear modules, electro-optics equipment and semiconductor process equipment.
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(2) The common shares of the Company have been listed on the Taipei Exchange since December 28, 2012.
2. THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE PARENT COMPANY ONLY
FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORIZATION
These parent company only financial statements were authorized for issuance by the Board of Directors on March 23, 2017.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
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(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”) None.
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(2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Company
New standards, interpretations and amendments as endorsed by FSC effective from 2017 are as follows:
| follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board(“IASB”) |
| Recoverable amount disclosures for non-financial assets (amendments to International Accounting Standards (“IAS”) 36) Novation of derivatives and continuation of hedge accounting (amendments to IAS 39) International Financial Reporting Interpretations Committee (“IFRIC”) 21, ‘Levies’ Defined benefit plans: employee contributions (amendments to IAS 19R) Improvements to IFRSs 2010-2012 Improvements to IFRSs 2011-2013 Investment entities: applying the consolidation exception (amendments to IFRS 10, IFRS 12 and IAS 28) |
January 1, 2014 January 1, 2014 January 1, 2014 July 1, 2014 July 1, 2014 July 1, 2014 January 1, 2016 |
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| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board(“IASB”) |
|---|---|
| Accounting for acquisition of interests in joint operations (amendments to IFRS 11) IFRS 14, ‘Regulatory deferral accounts’ Disclosure initiative (amendments to IAS 1) Clarification of acceptable methods of depreciation and amortization (amendments to IAS 16 and IAS 38) Agriculture: bearer plants (amendments to IAS 16 and IAS 41) Equity method in separate financial statements (amendments to IAS 27) Improvements to IFRSs 2012-2014 |
January 1, 2016 January 1, 2016 January 1, 2016 January 1, 2016 January 1, 2016 January 1, 2016 January 1, 2016 |
Except for the following, the above standards and interpretations have no significant impact to the Company’s financial condition and operating results based on the Company’s assessment.
A. Amendments to IAS 36, ‘Recoverable amount disclosures for non-financial assets ’
The amendments remove the requirement to disclose recoverable amount when a cash generating unit (CGU) contains goodwill or indefinite lived intangible assets but there has been no impairment. When a material impairment loss has been recognized or reversed for an individual asset, including goodwill, or a CGU, it is required to disclose the recoverable amount of the asset or CGU. If the recoverable amount is fair value less costs of disposal, it is required to disclose the level of the fair value hierarchy, the valuation techniques used and key assumptions.
Based on the Company’s assessment, the amendments will result in a increase of disclosure information for asset impairment.
- B. Amendments to IAS 1, ‘Disclosure initiative ’
This amendment clarifies the presentation of materiality, aggregation and subtotals, the framework of financial report, and the guide for accounting disclosure.
(3) IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC effective from 2017 are as follows:
| endorsed by the FSC effective from 2017 are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date byIASB |
| Disclosure initiative (amendments to IAS 7) Recognition of deferred tax assets for unrealized losses (amendments to IAS 12) Annual improvements to IFRSs 2014-2016 cycle - Amendments to IFRS 12, ‘Disclosure of interests in other entities’ Classification and measurement of share-based payment transactions (amendments to IFRS 2) |
January 1, 2017 January 1, 2017 January 1, 2017 January 1, 2018 |
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| New Standards,Interpretations and Amendments | Effective date byIASB |
|---|---|
| Applying IFRS 9 ‘Financial instruments’with IFRS 4‘Insurance contracts’ (amendments to IFRS 4) IFRS 9, ‘Financial instruments’ IFRS 15, ‘Revenue from contracts with customers’ Clarifications to IFRS 15, ‘Revenue from contracts with customers’ (amendments to IFRS 15) Transfers of investment property (amendments to IAS 40) IFRIC 22, ‘Foreign currency transactions and advance consideration’ Annual improvements to IFRSs 2014-2016 cycle - Amendments to IFRS 1, ‘First-time adoption of International Financial Reporting Standards’ Annual improvements to IFRSs 2014-2016 cycle - Amendments to IAS 28, ‘Investments in associates and joint ventures’ IFRS 16, ‘Leases’ Sale or contribution of assets between an investor and its associate or joint venture (amendments to IFRS 10 and IAS 28) |
January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2019 To be determined by International Accounting Standards Board |
Except for the following, the above standards and interpretations have no significant impact to the Company’s financial condition and operating results based on the Company’s assessment.
- A. Amendments to IAS 7, ‘Disclosure initiative ’
This amendment requires that an entity shall provide more disclosures related to changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes.
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B. Amendments to IAS 12, ‘Recognition of deferred tax assets for unrealized losses ’ These amendments clarify the recognition of deferred tax assets for unrealized losses related to debt instruments measured at fair value, and they clarify several of the general principles underlying the accounting for deferred tax assets. The amendments clarify that a deductible temporary difference exists whenever an asset is measured at fair value and that fair value is below the asset’s tax base. When an entity assesses whether taxable profits will be available against which it can utilise a deductible temporary difference, it considers a deductible temporary difference in combination with all of its other deductible temporary differences unless there are tax law restrictions, and the tax deduction resulting from temporary differences is excluded from estimated future taxable profits.
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C. IFRS 15, ‘Revenue from contracts with customers ’
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IFRS 15, ‘Revenue from contracts with customers’ replaces IAS 11, ‘Construction Contracts’, IAS 18, ‘Revenue’ and relevant interpretations. According to IFRS 15, revenue is recognized when a customer obtains control of promised goods or services. A customer obtains control of goods or services when a customer has the ability to direct the use of, and obtain substantially all of the remaining benefits from, the asset.
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The core principle of IFRS 15 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity recognizes revenue in accordance with that core principle by applying the following steps:
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Step 1: Identify contracts with customer.
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Step 2: Identify separate performance obligations in the contract(s).
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Step 3: Determine the transaction price.
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Step 4: Allocate the transaction price.
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Step 5: Recognize revenue when the performance obligation is satisfied.
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Further, IFRS 15 includes a set of comprehensive disclosure requirements that requires an entity to disclose sufficient information to enable users of financial statements to understand the nature,
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amount, timing and uncertainty of revenue and cash flows arising from contracts with customers.
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D. IFRS 16, ‘Leases ’
-
IFRS 16, ‘Leases’, replaces IAS 17, ‘Leases’ and related interpretations and SICs. The standard requires lessees to recognize a ‘right-of-use asset’and a lease liability (except for those leases with terms of 12 months or less and leases of low-value assets). The accounting stays the same for lessors, which is to classify their leases as either finance leases or operating leases and account for those two types of leases differently. IFRS 16 only requires enhanced disclosures to be provided by lessors.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these parent company only financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
- (1) Statement of compliance
The parent company only financial statements of the Company have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”.
-
(2) Basis of preparation
-
A. Except for the following item, the parent company only financial statements have been prepared under the historical cost convention:
- Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.
-
B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the parent company only financial statements are disclosed in Note 5, ‘Critical accounting judgements, estimates and
~16~
key sources of assumption uncertainty’.
(3) Foreign currency translation
-
Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the Company operates (the “functional currency”). The parent company only financial statements are presented in New Taiwan dollars, which is the Company’s functional and presentation currency.
-
A. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognized in profit or loss in the period in which they arise.
-
B. Monetary assets and liabilities denominated in foreign currencies at the period end are re-translated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon retranslation at the balance sheet date are recognized in profit or loss.
-
C. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are retranslated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.
-
D. All other foreign exchange gains and losses based on the nature of those transactions are presented in the statement of comprehensive income within ‘other gains and losses’.
-
(4) Classification of current and non-current items
-
A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:
-
(a) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;
-
(b) Assets held mainly for trading purposes;
-
(c) Assets that are expected to be realized within twelve months from the balance sheet date;
-
(d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.
-
-
B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:
-
(a) Liabilities that are expected to be paid off within the normal operating cycle;
-
(b) Liabilities arising mainly from trading activities;
-
(c) Liabilities that are to be paid off within twelve months from the balance sheet date;
-
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- (d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
-
(5) Loans and receivables
-
Accounts receivable are loans and receivables originated by the entity. They are created by the entity by selling goods or providing services to customers in the ordinary course of business. Accounts receivable are initially recognized at fair value and subsequently measured at amortized cost using the effective interest method, less provision for impairment. However, short-term accounts receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
-
(6) Impairment of financial assets
-
A. The Company assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated.
-
B. The criteria that the Company uses to determine whether there is objective evidence of an impairment loss is as follows:
-
(a) Significant financial difficulty of the issuer or debtor;
-
(b) The Company, for economic or legal reasons relating to the borrower’s financial difficulty, granted the borrower a concession that a lender would not otherwise consider;
-
(c) It becomes probable that the borrower will enter bankruptcy or other financial reorganization;
-
(d) Observable data indicating that there is a measurable decrease in the estimated future cash flows from a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial asset in the group, including adverse changes in the payment status of borrowers in the group or national or local economic conditions that correlate with defaults on the assets in the group;
-
(e) Information about significant changes with an adverse effect that have taken place in the technology, market, economic or legal environment in which the issuer operates, and indicates that the cost of the investment in the equity instrument may not be recovered.
-
-
C. When the Company assesses that there has been objective evidence of impairment and an impairment loss has occurred, accounting for impairment is made according of financial assets. The amount of the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the financial asset’s original effective interest rate, and is recognized in profit or loss. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment loss was recognized, the previously recognized impairment loss is
~18~
reversed through profit or loss to the extent that the carrying amount of the asset does not exceed its amortized cost that would have been at the date of reversal had the impairment loss not been recognized previously. Impairment loss is recognized and reversed by adjusting the carrying amount of the asset through the use of an impairment allowance account.
(7) Derecognition of financial assets
The Company derecognizes a financial asset when one of the following conditions is met:
-
A. The contractual rights to receive the cash flows from the financial asset expire.
-
B. The contractual rights to receive cash flows of the financial asset have been transferred and the Company has transferred substantially all risks and rewards of ownership of the financial asset.
-
C. The contractual rights to receive cash flows of the financial asset have been transferred and the Company has not retained control of the financial asset.
(8) Inventories
- Inventories are stated at the lower of cost and net realizable value. Cost is determined using the weighted-average method. The cost of finished goods and work in process comprises raw materials, direct labor, other direct costs and related production overheads (allocated based on normal operating capacity). It excludes borrowing costs. The item by item approach is used in applying the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses. When the cost of inventory is lower than net realizable value, a write-down is provided and recognized in operating costs. If the circumstances that caused the write-down cease to exist, such that all or part of the write-down is no longer needed, it should be reversed to that extent and recognized as deduction of operating costs.
(9) Investments accounted for using equity method / subsidiaries
-
A. Subsidiaries are all entities (including structured entities) controlled by the Company. The Company controls an entity when the Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.
-
B. Unrealized gains or losses resulting from inter-company transactions with subsidiaries are eliminated. Necessary adjustments are made to the accounting policies of subsidiaries, to be consistent with the accounting policies of the Company.
-
C. After acquisition of subsidiaries, the Company recognizes proportionately the share of profit and loss and other comprehensive income in the income statement as part of the Company’s profit and loss and other comprehensive income, respectively. When the share of loss from a subsidiary exceeds the carrying amount of Company’s interest in that subsidiary, the Company continues to recognize its share in the subsidiary’s loss proportionately.
~19~
-
D. According to “Regulations Governing the Preparation of Financial Statements by Securities Issuers”, “Profit for the year” and “Other comprehensive income for the year” reported in an entity's nonconsolidated statement of comprehensive income, shall equal to “profit for the year” and “Other comprehensive income” attributable to owners of the parent reported in that entity's consolidated statement of comprehensive income. Total equity reported in an entity's non-consolidated financial statements, shall equal to equity attributable to owners of parent reported in that entity’s consolidated financial statements.
-
(10) Property, plant and equipment
-
A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.
-
B. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
-
C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.
-
D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year end. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property, plant and equipment are as follows:
| are as follows: | |
|---|---|
| Assets Buildings and structures Machinery and equipment Transportation equipment Office equipment Other equipment |
Useful lives |
| 3 ~ 50 years 2 ~ 12 years 5 ~ 8 years 1 ~ 8 years 2 ~ 10 years |
(11) Leases (lessee)
Payments made under an operating lease (net of any incentives received from the lessor) are recognized in profit or loss on a straight-line basis over the lease term.
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(12) Investment property
An investment property is stated initially at its cost and measured subsequently using the cost model.
(13) Intangible assets
-
A. Trademarks and patents
-
Separately acquired trademarks of corporate identity system and patents are stated initially at cost. Trademarks and patents have a finite useful life and are amortized on a straight-line basis over their estimated useful lives of 10 to 20 years.
-
B. Computer software
-
Computer software is stated initially at cost and amortized on a straight-line basis over its estimated useful life of 3 years.
-
C. Other intangible assets
Technology contribution is stated initially at cost, and regarded as having an indefinite useful life as it was assessed to generate continuous net cash inflow in the foreseeable future. Technology contribution is not amortized, but is tested annually for impairment.
- (14) Impairment of non-financial assets
The Company assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. When the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortized historical cost would have been if the impairment had not been recognized.
(15) Borrowings
-
A. Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in profit or loss over the period of the borrowings using the effective interest method.
-
B. Fees paid on the establishment of loan facilities are recognized as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the drawdown occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawndown, the fee is capitalized as a pre-payment for liquidity services and amortized over the period of the facility to which it relates.
(16) Notes and accounts payable
Notes and accounts payable are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. They are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method. However, short-term accounts payable without bearing interest are subsequently measured at initial invoice amount as
~21~
the effect of discounting is insignificant.
(17) Derecognition of financial liabilities
A financial liability is derecognized when the obligation under the liability specified in the contract is discharged or cancelled or expires.
- (18) Offsetting financial instruments
Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.
(19) Employee benefits
-
A. Short-term employee benefits
-
Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognized as expenses in that period when the employees render service.
-
B. Pensions
-
(a) Defined contribution plans
For defined contribution plans, the contributions are recognized as pension expenses when they are due on an accrual basis. Prepaid contributions are recognized as an asset to the extent of a cash refund or a reduction in the future payments.
-
(b) Defined benefit plans
-
i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Company in current period or prior periods. The liability recognized in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The defined benefit net obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of government bonds (at the balance sheet date) of a currency and term consistent with the currency and term of the employment benefit obligations.
-
ii. Remeasurement arising on defined benefit plans is recognized in other comprehensive income in the period in which they arise and are recorded as retained earnings.
-
-
C. Employees’ compensation and directors’ and supervisors’ remuneration
-
Employees’ compensation and directors’ and supervisors’ remuneration are recognized as expenses and liabilities, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee compensation is distributed by shares, the Company calculates the number of shares based on the closing price at the previous day of the board meeting resolution.
~22~
(20) Income tax
-
A. The tax expense for the period comprises current and deferred tax. Tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income or items recognized directly in equity, in which cases the tax is recognized in other comprehensive income or equity.
-
B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional 10% tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.
-
C. Deferred tax is recognized, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the balance sheet. However, the deferred tax is not accounted for if it arises from initial recognition of goodwill or of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred tax is provided on temporary differences arising on investments in subsidiaries, except where the timing of the reversal of the temporary difference is controlled by the Company and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realized or the deferred tax liability is settled.
-
D. Deferred tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. At each balance sheet date, unrecognized and recognized deferred tax assets are reassessed.
-
E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realize the asset and settle the liability simultaneously.
-
F. A deferred tax asset shall be recognized for the carryforward of unused tax credits resulting from research and development expenditures to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilized.
~23~
(21) Share capital
-
A. Ordinary shares are classified as equity.
-
B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is resolved from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.
(22) Dividends
Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders. Cash dividends are recorded as liabilities; stock dividends are recorded as stock dividends to be distributed and are reclassified to ordinary shares on the effective date of new shares issuance.
(23) Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable taking into account sales tax, returns, rebates and discounts for the sale of goods to external customers in the ordinary course of the Company’s activities. Revenue arising from the sales of goods is recognized when the Company has delivered the goods to the customer, the amount of sales revenue can be measured reliably and it is probable that the future economic benefits associated with the transaction will flow to the entity. The delivery of goods is completed when the significant risks and rewards of ownership have been transferred to the customer, the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold, and the customer has accepted the goods based on the sales contract or there is objective evidence showing that all acceptance provisions have been satisfied.
(24) Government grants
Government grants are recognized at their fair value only when there is reasonable assurance that the Company will comply with any conditions attached to the grants and the grants will be received. Government grants are recognized in profit or loss on a systematic basis over the periods in which the Company recognizes expenses for the related costs for which the grants are intended to compensate.
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5. CRITICALACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
The preparation of these financial statements requires management to make critical judgements in applying the Company’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year; and the related information is addressed below:
(1) Evaluation of inventories
-
A. As inventories are stated at the lower of cost and net realizable value, the Company must determine the net realizable value of inventories on balance sheet date using judgements and estimates. Due to the rapid technology innovation, the Company evaluates the amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net realizable value. Such an evaluation of inventories is principally based on the demand for the products within the specified period in the future. Therefore, there might be material changes to the evaluation.
-
B. As of December 31, 2016, the carrying amount of inventories was $208,578.
(2) Impairment assessment of tangible and intangible assets (excluding goodwill)
-
A. The Company assesses impairment based on its subjective judgement and determines the separate cash flows of a specific group of assets, useful lives of assets and the future possible income and expenses arising from the assets depending on how assets are utilized and industrial characteristics. Any changes of economic circumstances or estimates due to the change of Company strategy might cause material impairment on assets in the future.
-
B. As of December 31, 2016, the Company recognized intangible assets, net of impairment loss, amounting to $51,132.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
| Cash: Cash on hand Checking accounts and demand deposits |
December31,2016 800 $ 364,570 365,370 $ |
December31,2015 |
|---|---|---|
| 1,038 $ 386,934 |
||
| 387,972 $ |
-
A. The Company associates with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
-
B. Details of the Company’s cash and cash equivalents pledged to others as collateral as of December 31, 2016 and 2015 are provided in Note 8, ‘Pledged assets’.
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(2) Accounts receivable, net
| Accounts receivable, net | ||||||
|---|---|---|---|---|---|---|
| December31,2016 | December31,2015 | |||||
| Accounts receivable | $ | 176,003 | $ | 164,908 | ||
| Less: Allowance for doubtful accounts | ( | 2,337) | ( | 5,853) | ||
| $ | 173,666 | $ | 159,055 | |||
| A. The ageing analysis of the accounts receivable that | were past due but not | impaired is | as follows: | |||
| December31,2016 | December31,2015 | |||||
| Up to 30 days | $ | 7,944 | $ | 8,824 | ||
| 31 to 90 days | 11,037 | 11,517 | ||||
| 91 to 180 days | 10,049 | 11,894 | ||||
| 181 to 365 days | 14,436 | - | ||||
| $ | 43,466 | $ | 32,235 |
The above ageing analysis was based on invoice past due date.
- B. Movement analysis of the financial assets that were impaired is as follows:
For the years ended December 31,
| 2016 | 2015 | |||||
|---|---|---|---|---|---|---|
| Group provision | Group provision | |||||
| At January 1 | $ | 5,853 | $ | 6,737 | ||
| Reversal of allowance for doubtful accounts | ( | 3,516) | ( | 884) | ||
| At December 31 | $ | 2,337 | $ | 5,853 |
-
C. The Company’s accounts receivable that were neither past due nor impaired were from the customers who have good credit quality.
-
D. As of December 31, 2016 and 2015, the Company does not hold any collateral as security for accounts receivable.
(3) Inventories
| accounts receivable. Inventories |
|||
|---|---|---|---|
| Raw materials Supplies Work in process Finished goods |
December31,2016 | ||
| Allowance for Cost marketprice decline 27,365 $ 498) ($ 28,166 1,875) ( 140,857 9,995) ( 25,562 1,004) ( 221,950 $ 13,372) ($ |
Bookvalue | ||
| 26,867 $ 26,291 130,862 24,558 |
|||
| 208,578 $ |
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December 31, 2015
| December31,2015 | ||
|---|---|---|
| Raw materials Supplies Work in process Finished goods |
Allowance for Cost marketprice decline 26,426 $ 441) ($ 27,979 827) ( 137,287 8,535) ( 25,964 1,037) ( 217,656 $ 10,840) ($ |
Bookvalue |
| 25,985 $ 27,152 128,752 24,927 |
||
| 206,816 $ |
The cost of inventories recognized as expense for the year:
For the years ended December 31,
| 2016 | 2015 | ||||
|---|---|---|---|---|---|
| Cost of goods sold | $ | 554,938 | $ | 608,074 | |
| Provision for inventory market price decline | 2,532 | 1,774 | |||
| (Gain) loss on physical inventory | ( | 413) | 480 | ||
| Revenue from sale of scraps | ( | 104) | ( | 197) | |
| $ | 556,953 | $ | 610,131 | ||
| nvestments accounted for under equity method | |||||
| December31,2016 | December31,2015 | ||||
| Debit balance of investment accounted for under | |||||
| equity method: | |||||
| CHIEFTEK PRECISION HOLDING CO., LTD. | $ | 233,774 | $ | 240,154 | |
| CSM Maschinen GmbH | 492 | - | |||
| $ | 234,266 | $ | 240,154 | ||
| Credit balance of investment accounted for under | |||||
| equity method (recorded as ‘Other non-current | |||||
| liabilities’): | |||||
| cpc Europa GmbH | $ | 31,605 | $ | 36,597 |
(4) Investments accounted for under equity method
-
A. For more information regarding the subsidiaries of the Company, please refer to Note 4(3), ‘Basis of consolidation’ of the 2016 consolidated financial statements.
-
B. For the years ended December 31, 2016 and 2015, the share of gain (loss) of subsidiaries, associates and joint ventures accounted for under equity method amounted to $1,224 and ($9,151), respectively.
~27~
- C. For the years ended December 31, 2016 and 2015, the realized (unrealized) gain from downstream sales to subsidiaries is as follows:
| sales to subsidiaries is as follows: | ||||
|---|---|---|---|---|
| For theyears ended | December31, | |||
| 2016 | 2015 | |||
| Unrealized gain from downstream sales | ($ | 61,186) | ($ | 76,292) |
| Realized gain from downstream sales | 76,292 | 73,676 | ||
| $ | 15,106 | ($ | 2,616) |
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(5) Property, plant and equipment
| January1,2016 Cost Accumulated depreciation For theyear ended December 31,2016 At January 1 Additions Transferred from investment property Transferred from prepayments for equipment Transferred after acceptance inspection Depreciation charge Disposals-Cost ' -Accumulated depreciation At December 31 December 31,2016 Cost Accumulated depreciation |
Construction in progress Buildings and equipment and Machinery and Transportation Office Other before acceptance Land structures equipment equipment equipment equipment inspection Total - $ 447,810 $ 772,325 $ 3,320 $ 13,243 $ 111,338 $ 18,541 $ 1,366,577 $ - 78,604) ( 536,634) ( 3,320) ( 12,029) ( 94,172) ( - 724,759) ( - $ 369,206 $ 235,691 $ - $ 1,214 $ 17,166 $ 18,541 $ 641,818 $ - $ 369,206 $ 235,691 $ - $ 1,214 $ 17,166 $ 18,541 $ 641,818 $ - 1,862 5,329 149 - 4,407 830 12,577 316,864 - - - - - - 316,864 - - - - - - 15,204 15,204 - 12,681 15,931 - - 3,126 31,738) ( - - 13,191) ( 90,533) ( 49) ( 720) ( 8,934) ( - 113,427) ( - - 1,059) ( - 160) ( 353) ( - 1,572) ( - - 967 - 160 353 - 1,480 316,864 $ 370,558 $ 166,326 $ 100 $ 494 $ 15,765 $ 2,837 $ 872,944 $ 316,864 $ 462,353 $ 792,526 $ 3,469 $ 13,083 $ 118,518 $ 2,837 $ 1,709,650 $ - 91,795) ( 626,200) ( 3,369) ( 12,589) ( 102,753) ( - 836,706) ( 316,864 $ 370,558 $ 166,326 $ 100 $ 494 $ 15,765 $ 2,837 $ 872,944 $ |
|---|---|
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| Construction | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| in progress | ||||||||||||||||||||
| Buildings | and equipment | |||||||||||||||||||
| and | Machinery and | Transportation | Office | Other | before acceptance | |||||||||||||||
| January1,2015 | structures | equipment | equipment | equipment | equipment | inspection | Total | |||||||||||||
| Cost | $ | 446,668 | $ | 773,357 | $ | 3,320 | $ | 13,161 | $ | 104,394 | $ | 14,830 | $ | 1,355,730 | ||||||
| Accumulated | depreciation | ( | 65,587) | ( | 438,994) | ( | 3,320) | ( | 11,348) | ( | 84,406) | - | ( | 603,655) | ||||||
| $ | 381,081 | $ | 334,363 | $ | - | $ | 1,813 | $ | 19,988 | $ | 14,830 | $ | 752,075 | |||||||
| For theyear ended December 31,2015 | ||||||||||||||||||||
| At January 1 | $ | 381,081 | $ | 334,363 | $ | - | $ | 1,813 | $ | 19,988 | $ | 14,830 | $ | 752,075 | ||||||
| Additions | 1,142 | 4,525 | - | 284 | 5,212 | 1,110 | 12,273 | |||||||||||||
| Transferred from prepayments for | ||||||||||||||||||||
| equipment | - | - | - | - | - | 5,139 | 5,139 | |||||||||||||
| Transferred after acceptance inspection | - | 634 | - | - | 1,904 | ( | 2,538) | - | ||||||||||||
| Depreciation | charge | ( | 13,017) | ( | 102,317) | - | ( | 883) | ( | 9,938) | - | ( | 126,155) | |||||||
| Disposals-Cost | - | ( | 6,191) | - | ( | 202) | ( | 172) | - | ( | 6,565) | |||||||||
| ' -Accumulated depreciation |
- | 4,677 | - | 202 | 172 | - | 5,051 | |||||||||||||
| At December | 31 | $ | 369,206 | $ | 235,691 | $ | - | $ | 1,214 | $ | 17,166 | $ | 18,541 | $ | 641,818 | |||||
| December 31,2015 | ||||||||||||||||||||
| Cost | $ | 447,810 | $ | 772,325 | $ | 3,320 | $ | 13,243 | $ | 111,338 | $ | 18,541 | $ | 1,366,577 | ||||||
| Accumulated | depreciation | ( | 78,604) | ( | 536,634) | ( | 3,320) | ( | 12,029) | ( | 94,172) | - | ( | 724,759) | ||||||
| $ | 369,206 | $ | 235,691 | $ | - | $ | 1,214 | $ | 17,166 | $ | 18,541 | $ | 641,818 |
~30~
- A. Amount of borrowing costs capitalized as part of property, plant and equipment and the range of the interest rates for such capitalization are as follows:
| Amount capitalized Interest rate |
For theyears ended December31, | For theyears ended December31, |
|---|---|---|
| 2016 370 $ 1.65% |
2015 | |
| 309 $ |
||
| 1.76% |
-
B. Information about the property, plant and equipment that were pledged to others as collateral as of December 31, 2016 and 2015 is provided in Note 8, ‘Pledged assets’.
-
C. Information about transferred from investment property for the year ended December 31, 2016 is provided in Note 6(6), B.
(6) Investment property, net
For the years ended December 31, 2016 and 2015, details of movements in investment property are as follows:
| as follows: | ||||
|---|---|---|---|---|
| 2016 | Land | |||
| Cost at January 1 | $ | 316,864 | ||
| Transferred to property, plant and equipment | ( | 316,864) | ||
| Cost at December 31 | $ | - | ||
| 2015 | Land | |||
| Cost at January 1 and | December 31 | $ | 316,864 |
Cost at January 1 and December 31
- A. Rental income from investment property and direct operating expenses arising from investment property are shown below:
| property are shown below: | ||
|---|---|---|
| Rental income from investment property Direct operating expenses arising from the investment property that did not generate rental income during the year |
For theyears ended December31, | |
| 2016 - $ 989 $ |
2015 | |
| - $ |
||
| 879 $ |
-
B. Due to future operational development, the Board of Directors on August 10, 2016, authorized the transfer of the investment property to property, plant and equipment for construction of new factory.
-
C. The fair value of the investment property held by the Company as at December 31, 2015 was $320,270, which was valued using the actual price registration, and is categorized within Level 3 in the fair value hierarchy.
-
D. Information about the investment property that was pledged to others as collateral as of December 31, 2015 is provided in Note 8, ‘Pledged assets’.
~31~
(7) Intangible assets
For the years ended December 31, 2016 and 2015, reconciliation chart of the initial cost, accumulated amortization amount and carrying amount at beginning and end of year of intangible assets is as follows:
| For theyear ended December | For theyear ended December | For theyear ended December | For theyear ended December | 31, | 2016 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Trademarks | Patents | Software | Others | Total | |||||||||
| At January 1, 2016 | |||||||||||||
| Cost | $ | 578 | $ | 6,497 | $ | 4,321 | $ | 60,000 | $ | 71,396 | |||
| Accumulated amortization | ( | 578) | ( | 871) | ( | 3,431) | ( | 13,500) | ( | 18,380) | |||
| Net value | $ | - | $ | 5,626 | $ | 890 | $ | 46,500 | $ | 53,016 | |||
| 2016 | |||||||||||||
| Net value at January 1, 2016 | $ | - | $ | 5,626 | $ | 890 | $ | 46,500 | $ | 53,016 | |||
| Additions-acquired separately | - | 2,673 | 1,038 | - | 3,711 | ||||||||
| Disposals-cost | - | ( | 24) | - | - | ( | 24) | ||||||
| Disposals-accumulated amortization | - | 6 | - | - | 6 | ||||||||
| Amortization | - | ( | 498) | ( | 781) | - | ( | 1,279) | |||||
| Impairment loss | - | - | - | ( | 4,298) | ( | 4,298) | ||||||
| Net value at December 31, 2016 | $ | - | $ | 7,783 | $ | 1,147 | $ | 42,202 | $ | 51,132 | |||
| At December 31, 2016 | |||||||||||||
| Cost | $ | 578 | $ | 9,146 | $ | 5,359 | $ | 60,000 | $ | 75,083 | |||
| Accumulated amortization | ( | 578) | ( | 1,363) | ( | 4,212) | ( | 13,500) | ( | 19,653) | |||
| Accumulated impairment | - | - | - | ( | 4,298) | ( | 4,298) | ||||||
| Net value | $ | - | $ | 7,783 | $ | 1,147 | $ | 42,202 | $ | 51,132 |
~32~
| For theyear ended Decemberr31, | For theyear ended Decemberr31, | For theyear ended Decemberr31, | For theyear ended Decemberr31, | 2015 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Trademarks | Patents | Software | Others | Total | |||||||
| At January 1, 2015 | |||||||||||
| Cost | $ | 578 | $ | 3,799 | $ | 4,321 | $ | 60,000 | $ | 68,698 | |
| Accumulated amortization | ( | 540) | ( | 593) | ( | 2,881) | ( | 13,500) | ( | 17,514) | |
| Net value | $ | 38 | $ | 3,206 | $ | 1,440 | $ | 46,500 | $ | 51,184 | |
| 2015 | |||||||||||
| Net value at January 1, 2015 | $ | 38 | $ | 3,206 | $ | 1,440 | $ | 46,500 | $ | 51,184 | |
| Additions-acquired separately | - | 2,698 | - | - | 2,698 | ||||||
| Amortization | ( | 38) | ( | 278) | ( | 550) | - | ( | 866) | ||
| Net value at December 31, 2015 | $ | - | $ | 5,626 | $ | 890 | $ | 46,500 | $ | 53,016 | |
| At December 31, 2015 | |||||||||||
| Cost | $ | 578 | $ | 6,497 | $ | 4,321 | $ | 60,000 | $ | 71,396 | |
| Accumulated amortization | ( | 578) | ( | 871) | ( | 3,431) | ( | 13,500) | ( | 18,380) | |
| Net value | $ | - | $ | 5,626 | $ | 890 | $ | 46,500 | $ | 53,016 |
~33~
-
A. For the years ended December 31, 2016 and 2015, no borrowing costs were capitalized as part of intangible assets.
-
B. Details of amortization on intangible assets are as follows:
| intangible assets. Details of amortization on intangible assets |
are as follows: | are as follows: |
|---|---|---|
| Manufacturing overhead General and administrative expenses Research and development expenses |
For theyears ended December31, | |
| 2016 167 $ 79 1,033 1,279 $ |
2015 | |
| 167 $ 118 581 |
||
| 866 $ |
- C. For impairment information about the intangible assets, please refer to Note 6(8), ‘Impairment of non-financial assets’.
(8) Impairment of non-financial assets
The Company recognized impairment loss for the years ended December 31, 2016 and 2015 of $4,298 - and $ , respectively (Listed as ‘Other gains and losses’). Details of such loss are as follows:
For the years ended December 31,
| (9) | Short-term borrowings Recognized in other Recognized comprehensive Recognized inprofit or loss income inprofit or loss Impairment loss- intangible assets 4,298 $ - $ - $ 2016 Nature December31,2016 Interest rate range Unsecured borrowings 125,000 $ 1.05%~1.18% Nature December31,2015 Interest rate range Unsecured borrowings 204,803 $ 0.79%~1.58% |
Recognized in other comprehensive income - $ 2015 Collateral |
Recognized in other comprehensive income - $ 2015 Collateral |
|
|---|---|---|---|---|
| Recognized inprofit or loss |
||||
| - $ |
||||
| None Collateral |
||||
| None |
~34~
- (10) Long term borrowings
| Long-term borrowings | ||||
|---|---|---|---|---|
| Nature | Borrowing period | December 31,2016 | Interest rate range 1.37%~ 2.01% 1.37% Interest rate range 1.65%~ 2.14% |
Collateral |
| Long term bank borrowings Secured borrowings Unsecured borrowings Less: current portion Nature |
February 17, 2018~ September 23, 2021 September 23, 2019 Borrowing period |
426,250 $ 22,916 449,166 58,533) ( 390,633 $ December 31,2015 |
Time deposits, land, buildings and structures, machinery and equipment None Collateral |
|
| Long term bank borrowings Secured borrowings Less: current portion |
February 10, 2017~ December 9, 2019 |
563,110 $ 84,808) ( 478,302 $ |
Demand deposits, buildings and structures, machinery and equipment, investment property-land |
As of March 25, 2016, the Company has extended the credit contract with Chang Hwa Commercial Bank, Ltd. to February 17, 2018.
(11) Pensions
- A.(a) The Company has a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company contributes monthly an amount equal to 2% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Company would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is not enough to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contribution for the deficit by next March.
~35~
- (b) The amounts recognized in the balance sheet are as follows:
| December31,2016 | December31,2016 | December31,2015 | December31,2015 | |
|---|---|---|---|---|
| Present value of defined benefit obligations | ($ | 8,437) | ($ | 7,433) |
| Fair value of plan assets | 3,812 | 3,483 | ||
| Net defined benefit liability | ($ | 4,625) | ($ | 3,950) |
- (c) Movements in net defined benefit liabilities are as follows:
| Present value of | Present value of | Present value of | |||||||
|---|---|---|---|---|---|---|---|---|---|
| defined benefit | Fair value of | Net defined | |||||||
| For theyear ended December31,2016 | obligations | plan assets | benefit liability | ||||||
| Balance at January 1 | ($ | 7,433) | $ | 3,483 | ($ | 3,950) | |||
| Interest (expense) income | ( | 126) | 59 | ( | 67) | ||||
| ( | 7,559) | 3,542 | ( | 4,017) | |||||
| Remeasurements: | |||||||||
| Return on plan assets | |||||||||
| (excluding amounts included in | |||||||||
| interest income or expense) | - | ( | 28) | ( | 28) | ||||
| Change in financial assumptions | ( | 253) | - | ( | 253) | ||||
| Experience adjustments | ( | 625) | - | ( | 625) | ||||
| ( | 878) | ( | 28) | ( | 906) | ||||
| Pension fund contribution | - | 298 | 298 | ||||||
| Balance at December 31 | ($ | 8,437) | $ | 3,812 | ($ | 4,625) | |||
| Present value of | |||||||||
| defined benefit | Fair value of | Net defined | |||||||
| For theyear ended December31,2015 | obligations | plan assets | benefit liability | ||||||
| Balance at January 1 | ($ | 3,547) | $ | 3,106 | ($ | 441) | |||
| Interest (expense) income | ( | 71) | 62 | ( | 9) | ||||
| ( | 3,618) | 3,168 | ( | 450) | |||||
| Remeasurements: | |||||||||
| Return on plan assets | |||||||||
| (excluding amounts included in | |||||||||
| interest income or expense) | - | 17 | 17 | ||||||
| Change in financial assumptions | ( | 206) | - | ( | 206) | ||||
| Experience adjustments | ( | 3,609) | - | ( | 3,609) | ||||
| ( | 3,815) | 17 | ( | 3,798) | |||||
| Pension fund contribution | - | 298 | 298 | ||||||
| Balance at December 31 | ($ | 7,433) | $ | 3,483 | ($ | 3,950) |
~36~
-
(d) The Bank of Taiwan was commissioned to manage the Fund of the Company’s defined benefit pension plan in accordance with the Fund’s annual investment and utilization plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund” (Article 6: The scope of utilization for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilization of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorized by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan asset fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2016 and 2015 is given in the Annual Labor Retirement Fund Utilization Report announced by the government.
-
(e) The principal actuarial assumptions used were as follows:
For the years ended December 31,
| Discount rate Future salary increases |
2016 1.40% 3.25% |
2015 |
|---|---|---|
| 1.70% | ||
| 3.25% |
Assumptions regarding future mortality experience are set based on actuarial advice in accordance with Taiwan Life Insurance Industry 5th Mortality Table.
Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
| obligation is affected. The analysis was as follows: | ||
|---|---|---|
| December31,2016 Increase 0.25% Decrease 0.25% Effect on present value of defined benefit obligation 211) ($ 222 $ Discount rate December31,2015 Increase 0.25% Decrease 0.25% Effect on present value of defined benefit obligation 161) ($ 194 $ Discount rate |
Future salaryincreases | |
| Increase 0.25% Decrease 0.25% 197 $ 188) ($ Future salaryincreases |
Decrease 0.25% | |
| Increase 0.25% Decrease 0.25% 170 $ 144) ($ |
Decrease 0.25% |
The sensitivity analysis above was based on one assumtion which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.
- (f) Expected contributions to the defined benefit pension plan of the Company for the year ended December 31, 2017 are $297.
~37~
- (g) As of December 31, 2016, the weighted average duration of that retirement plan is 12 years. The analysis of timing of the future pension payment was as follows:
| Within 1 year 2-5 years Over 5 years |
1,928 $ 2,164 5,749 |
|---|---|
| 9,841 $ |
-
B. Effective July 1, 2005, the Company has established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company contributes monthly an amount based on 6% of the employees’monthly salaries and wages to the employees’individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment. The pension costs under the defined contribution pension plan of the Company for the years ended December 31, 2016 and 2015 were $7,622 and $6,963, respectively.
-
(12) Share capital-common stock
-
A. Movements in the number of the Company’s ordinary shares outstanding are as follows (in thousands of shares):
| Balance at beginning of year Stock dividends Buy-back of treasury shares Balance at end of year |
2016 2015 56,234 56,355 2,812 - - 121) ( 59,046 56,234 For theyears ended December31, |
|---|---|
-
B. On June 25, 2015, the Company’s stockholders adopted a resolution to increase the authorized capital by $400,000. The authorized capital is $1,200,000 under the amended Articles of Incorporation of the Company.
-
C. On June 16, 2016, the Company’s stockholders adopted a resolution to issue shares of common stock due to capitalization of retained earnings of $28,117 and obtained approval from the SFC. The effective date of capitalization was set on August 31, 2016.
-
D. Treasury shares
-
(a) Reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows (in thousands of shares):
For the year ended December 31, 2016
| Reason for reacquisition To be reissued to employees |
Shares at beginning ofyear 3,000 |
Increase - |
Decrease - |
Shares at end ofyear |
|---|---|---|---|---|
| 3,000 |
~38~
For the year ended December 31, 2015
| Reason for reacquisition To be reissued to employees |
Shares at beginning ofyear 2,879 |
Increase 121 |
Decrease - |
Shares at end ofyear |
|---|---|---|---|---|
| 3,000 |
-
(b) Pursuant to the R.O.C. Securities and Exchange Law, the number of shares bought back as treasury share should not exceed 10% of the number of the Company’s issued and outstanding shares and the amount bought back should not exceed the sum of retained earnings, paid-in capital in excess of par value and realized capital surplus. The amount of shares bought back -
-
at treasury shares for the years ended December 31, 2016 and 2015 was $ and $5,177 (121 thousand shares), respectively. As of December 31, 2016 and 2015, the treasury shares amounted to $118,544.
-
(c) Pursuant to the R.O.C. Securities and Exchange Law, treasury shares should not be pledged as collateral and is not entitled to dividends before it is reissued.
-
(d) Pursuant to the R.O.C. Securities and Exchange Law, treasury shares should be reissued to the employees within three years from the reacquisition date and shares not reissued within the three-year period are to be retired.
-
E. As of December 31, 2016, the Company’s authorized capital was $1,200,000 (including $30,000 reserved for employee stock options), and the paid-in capital was $620,455 (62,046 thousand shares) with par value of $10 (in dollars) per share.
(13) Capital reserves
| 2016 Balances at beginning and end of year 2015 Balances at beginning and end of year |
Sharepremium 462,937 $ Sharepremium 462,937 $ |
Others Total 114 $ 463,051 $ Others Total 114 $ 463,051 $ |
|---|---|---|
Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Law requires that the amount of capital surplus to be capitalized mentioned above should not exceed 10% of the paid-in capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.
~39~
(14) Retained earnings
-
A. The legal reserve shall be exclusively used to cover accumulated deficit, to issue new stocks, or to distribute cash to shareholders in proportion to their share ownership. The use of legal reserve for the issuance of stocks or cash dividends to shareholders in proportion to their share ownership is permitted provided that the balance of such reserve exceeds 25% of the Company’s paid-in capital.
-
B. According to the Company’s Articles of Incorporation, the Company’s dividend policy is to distribute the current year’s earnings, if any, in the following order:
-
(1) pay all taxes and dues;
-
(2) offset any loss of prior years;
-
(3) set aside 10% as legal reserve;
-
(4) set aside or reverse special reserve as required by regulations or the Competent Authority;
-
(5) The appropriation of the remaining amount after deducting items (1) to (4), along with the unappropriated retained earnings of prior years can be distributed in accordance with a resolution passed during a meeting of the Board of Directors and approved at the shareholders’ meeting. However, the distribution of dividends shall not be lower than 20% of the current year’s profit after deducting items (1) to (4). In order to continually expand the scale of operation, increase competitiveness as well as cooperate with the Company’s long-term development, future capital requirements and long-term financial plan, the dividend policy is to distribute stock dividends and partially as cash dividends. Cash dividends shall not be less than 10% of the total dividends distributed to shareholders.
-
C. In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings. No amount was previously set aside by the Company as special reserve on initial application of IFRSs in accordance with Jin-Guan-Zheng-Fa-Zi Letter No. 1010012865, dated April 6, 2012.
-
D. The Company recognized cash dividends amounting to $28,117 ($0.5 (in dollars) per share) and $28,117 ($0.5 (in dollars) per share) and stock dividends amounting to $28,117 ($0.5 (in dollars) -
-
per share) and $ distributed to owners for the years ended December 31, 2016 and 2015, respectively. On March 23, 2017, the Board of Directors during its meeting proposed cash dividends for 2016 of $59,045 ($1.0 (in dollars) per share).
~40~
(15) Other income
For the years ended December 31,
| Revenue from management services Government grant income Interest income: Interest income from bank deposits Other interest income Other income: Reversal of allowance for doubtful accounts Others |
2016 4,560 $ 1,150 331 176 3,516 388 10,121 $ |
2015 |
|---|---|---|
| 8,628 $ - 424 1,031 884 475 |
||
| 11,442 $ |
(16) Other gains and losses
| For theyears ended December31, | For theyears ended December31, | For theyears ended December31, | |||||
|---|---|---|---|---|---|---|---|
| 2016 | 2015 | ||||||
| Net currency exchange (loss) gain | ($ | 3,443) | $ | 4,134 | |||
| Loss on disposal of property, plant, | |||||||
| and equipment | ( | 92) | ( | 1,404) | |||
| Loss on disposal of intangible asset | ( | 18) | - | ||||
| Impairment loss | ( | 4,298) | - | ||||
| Other losses | - | ( | 287) | ||||
| ($ | 7,851) | $ | 2,443 | ||||
| Finance costs | |||||||
| For theyears ended December31, | |||||||
| 2016 | 2015 | ||||||
| Interest expense on bank borrowings | $ | 11,972 | $ | 17,658 | |||
| Less: capitalization of qualifying assets | ( | 370) | ( | 309) | |||
| $ | 11,602 | $ | 17,349 |
(17) Finance costs
(18) Expenses by nature
| Expenses by nature | |||
|---|---|---|---|
| Employee benefit expense Depreciation Amortization |
For theyear ended December31,2016 | ||
| Operatingcost 136,315 $ 104,640 167 241,122 $ |
Operatingexpense 70,368 $ 8,787 1,112 80,267 $ |
Total | |
| 206,683 $ 113,427 1,279 |
|||
| 321,389 $ |
~41~
For the year ended December 31, 2015
| Employee benefit expense Depreciation Amortization |
Operatingcost 132,864 $ 117,309 167 250,340 $ |
Operatingexpense 62,321 $ 8,846 699 71,866 $ |
Total |
|---|---|---|---|
| 195,185 $ 126,155 866 |
|||
| 322,206 $ |
(19) Employee benefit expense
For the year ended December 31, 2016
| For theyear ended December31,2016 | For theyear ended December31,2016 | 1,2016 | |
|---|---|---|---|
| Wages and salaries Labor and health insurance expense Pension costs Other personnel expenses Wages and salaries Labor and health insurance expense Pension costs Other personnel expenses |
Operatingcost Operatingexpense Total 114,939 $ 61,639 $ 176,578 $ 11,722 4,413 16,135 5,280 2,409 7,689 4,374 1,907 6,281 136,315 $ 70,368 $ 206,683 $ For theyear ended December 31,2015 |
Total | |
| 176,578 $ 16,135 7,689 6,281 |
|||
| 206,683 $ |
|||
| Operatingcost 112,142 $ 11,111 4,953 4,658 132,864 $ |
Operatingexpense 54,213 $ 4,235 2,019 1,854 62,321 $ |
Total | |
| 166,355 $ 15,346 6,972 6,512 |
|||
| 195,185 $ |
A. As of December 31, 2016 and 2015, the Company had 343 and 329 employees, respectively.
-
B. According to the Articles of Incorporation of the Company, a ratio of profit of the current year distributable, after covering accumulated losses, shall be distributed as employees’compensation and directors’ and supervisors’ remuneration. The ratio shall be 3% to 8% for employees’ compensation and shall not be higher than 3% for directors’ and supervisors’ remuneration.
-
C. For the years ended December 31, 2016 and 2015, the Company’s employees’ compensation was accrued at $9,006 and $6,850, respectively; while directors’ and supervisors’ remuneration was accrued at $3,377 and $2,569, respectively. The aforementioned amounts were recognized in salary expenses.
The expenses recognized for 2016 were accrued based on the earnings of current year and the percentage specified in the Articles of Incorporation of the Company. The employees’ compensation and directors’ and supervisors’ remuneration for 2016 as resolved by the Board of Directors was $8,975 and $3,366, respectively. The employees’ compensation will be distributed in the form of cash.
The employees’ compensation and directors’ and supervisors’ remuneration for 2015 as resolved by the Board of Directors was $9,419, which was the same amount recognized in the 2015 financial statements. The employees’ compensation will be distributed in the form of cash.
~42~
Information about the appropriation of employees’ compensation and directors’ and supervisors’ remuneration by the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
-
(20) Income tax
-
A. Income tax expense
- (a) Components of income tax expense:
For the years ended December 31,
| 2016 | 2015 | |||||||
|---|---|---|---|---|---|---|---|---|
| Current income tax: | ||||||||
| Income tax incurred in current year | $ | 11,702 | $ | 9,884 | ||||
| 10% tax on unappropriated earnings | 432 | - | ||||||
| Prior yearʼs income tax over estimate | ( | 19) | ( | 2,744) | ||||
| Total current income tax | 12,115 | 7,140 | ||||||
| Deferred income tax: | ||||||||
| Origination and reversal of temporary | ||||||||
| differences | 2,110 | ( | 1,001) | |||||
| Income tax expense | $ | 14,225 | $ | 6,139 |
- (b) The income tax relating to components of other comprehensive income is as follows:
For the years ended December 31,
| 2016 | 2015 | 2015 | ||||
|---|---|---|---|---|---|---|
| Remeasurement of defined benefit obligations | ($ | 154) | ($ | 646) | ||
| B. | Reconciliation between income tax expense and accounting profit | |||||
| For theyears ended December | 31, | |||||
| 2016 | 2015 | |||||
| Tax calculated based on profit before tax and | $ | 16,967 | $ | 13,077 | ||
| statutory tax rate | ||||||
| Effect of items disallowed by tax regulation | 682 | 10 | ||||
| Effect from investment tax credits | ( | 3,837) | ( | 2,514) | ||
| Effect from five year tax exempt project | - | ( | 1,690) | |||
| 10% tax on unappropriated earnings | 432 | - | ||||
| Prior year income tax over estimate | ( | 19) | ( | 2,744) | ||
| Income tax expense | $ | 14,225 | $ | 6,139 |
~43~
C. Amounts of deferred tax assets or liabilities as a result of temporary differences are as follows:
For the year ended December 31, 2016
| Recognized | Recognized | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Recognized | in other | |||||||||||
| in profit | comprehensive | |||||||||||
| January1 | or loss | income | December31 | |||||||||
| Temporary differences: | ||||||||||||
| Deferred tax assets: | ||||||||||||
| Allowance for doubtful accounts | $ | 535 | ($ | 535) | $ | - | $ | - | ||||
| Loss on invetory market value | ||||||||||||
| decline | 1,843 | 430 | - | 2,273 | ||||||||
| Investment loss | 6,117 | ( | 208) | - | 5,909 | |||||||
| Unused compensated absences | 1,077 | 468 | - | 1,545 | ||||||||
| Unrealized gain on inter affiliates | 12,969 | ( | 2,568) | - | 10,401 | |||||||
| Pensions | 1,004 | - | 154 | 1,158 | ||||||||
| $ | 23,545 | ($ | 2,413) | $ | 154 | $ | 21,286 | |||||
| Deferred tax liabilities: | ||||||||||||
| Depreciation | ($ | 1,791) | $ | 44 | $ | - | ($ | 1,747) | ||||
| Unrealized gain on foreign | ||||||||||||
| currency exchange | ( | 1,126) | 259 | - | ( | 867) | ||||||
| ($ | 2,917) | $ | 303 | $ | - | ($ | 2,614) | |||||
| $ | 20,628 | ($ | 2,110) | $ | 154 | $ | 18,672 | |||||
| For | theyear ended | December31,2015 | ||||||||||
| Recognized | ||||||||||||
| Recognized | in other | |||||||||||
| in profit | comprehensive | |||||||||||
| January1 | or loss | income | December31 | |||||||||
| Temporary differences: | ||||||||||||
| Deferred tax assets: | ||||||||||||
| Allowance for doubtful accounts | $ | 638 | ($ | 103) | $ | - | $ | 535 | ||||
| Loss on invetory market value | ||||||||||||
| decline | 1,541 | 302 | - | 1,843 | ||||||||
| Investment loss | 4,561 | 1,556 | - | 6,117 | ||||||||
| Unused compensated absences | 932 | 145 | - | 1,077 | ||||||||
| Unrealized gain on inter affiliates | 12,525 | 444 | - | 12,969 | ||||||||
| Unrealized loss on foreign | ||||||||||||
| currency exchange | 261 | ( | 261) | - | - | |||||||
| Pensions | 358 | - | 646 | 1,004 | ||||||||
| $ | 20,816 | $ | 2,083 | $ | 646 | $ | 23,545 |
~44~
For the year ended December 31, 2015
| Recognized in profit January1 or loss Deferred tax liabilities: Depreciation 1,835) ($ 44 $ Unrealized gain on foreign currency exchange - 1,126) ( 1,835) ($ 1,082) ($ 18,981 $ 1,001 $ |
Recognized in other comprehensive income December31 - $ 1,791) ($ - 1,126) ( - $ 2,917) ($ 646 $ 20,628 $ |
|---|---|
-
D. The Company’s income tax returns through 2015 have been assessed and approved by the Tax Authority, except for the 2014 income tax return which is currently under examination. There were no disputes existing between the Company and the Authority as of March 23, 2017.
-
E. Unappropriated retained earnings:
| Unappropriated retained earnings: | ||
|---|---|---|
| Earnings generated in and after 1998 | December 31,2016 334,354 $ |
December 31,2015 |
| 312,835 $ |
- F. As of December 31, 2016 and 2015, the balance of the imputation tax credit account was $59,918 and $60,819, respectively. As dividends were approved at the stockholders’ meeting on June 16, 2016 and June 25, 2015 with the dividend distribution date set by the Board of Directors on August 31, 2016 and July 20, 2015, the creditable tax rate for the unappropriated retained earnings for 2015 and 2014 is 21.53% and 23.45%, respectively, and the creditable tax rate for 2016 is expected to be 19.70%. As the imputation tax credit is to be calculated based on the balance of the imputation tax credit account as of the dividend distribution date, the applicable creditable tax rate for 2016 is expected to be adjusted based on all possible imputation tax credit generated before the dividend distribution date.
~45~
(21) Earnings per share (“EPS”)
For the year ended December 31, 2016
| For theyear ended December31,2016 | |
|---|---|
| Basic earnings per share Profit attributable to ordinary shareholders Diluted earnings per share Profit attributable to ordinary shareholders Assumed conversion of all dilutive potential ordinary shares Employees’ compensation Profit attributable to ordinary shareholders plus assumed conversion of all dilutive potential ordinary shares Basic earnings per share Profit attributable to ordinary shareholders Diluted earnings per share Profit attributable to ordinary shareholders Assumed conversion of all dilutive potential ordinary shares Employees’ compensation Profit attributable to ordinary shareholders plus assumed conversion of all dilutive potential ordinary shares |
Weighted average number of shares outstanding EPS Amount after tax (shares in thousands) (in dollars) 85,583 $ 59,046 1.45 $ 85,583 $ 59,046 - 315 85,583 $ 59,361 1.44 $ For theyear ended December31,2015 |
| Weighted average number of shares outstanding EPS Amount after tax (shares in thousands) (in dollars) 70,782 $ 59,056 1.20 $ 70,782 $ 59,056 - 311 70,782 $ 59,367 1.19 $ |
The abovementioned weighted average number of ordinary shares outstanding to conversion has been adjusted to unappropriated retained earnings as proportional increase in capital for the year ended December 31, 2015.
~46~
(22) Operating leases
The Company entered into a non-cancellable operating lease agreement for the periods from January 1, 2003 to December 31, 2022 and from August 28, 2014 to August 27, 2034 for the land in Tainan Science Park. The lease agreement is renewable at the end of the lease term. The Company pays monthly rent. If the announced land values, state-owned land rent rate, or other factors change, the monthly rent paid by the Company will be adjusted accordingly on the following month. The Company may have to pay additional rent or get a refund on its last rental payment because of such adjustment. The rent expense of $6,833 and $6,531 was recognized in profit or loss for the years ended December 31, 2016 and 2015, respectively. The future aggregate minimum lease payments under non-cancellable operating leases are as follows:
| under non-cancellable operating leases are as follows: | ||
|---|---|---|
| Within one year Later than one year but not exceeding five years Exceeding five years |
December31,2016 7,175 $ 28,700 7,798 43,673 $ |
December31,2015 |
| 6,531 $ 26,124 13,629 |
||
| 46,284 $ |
(23) Supplemental cash flow information
A. Investing activities with partial cash payments
| pplemental cash flow information Investing activities with partial cash payments |
|||||
|---|---|---|---|---|---|
| For theyears ended December | 31, | ||||
| 2016 | 2015 | ||||
| Purchase of property, plant and equipment | $ | 12,577 | $ | 12,273 | |
| Add: Opening balance of notes payable | 3,281 | - | |||
| Opening balance of payable for | |||||
| equipment | 1,104 | 261 | |||
| Less: Ending balance of notes payable | ( | 1,575) | ( | 3,281) | |
| Ending balance of payable for equipment | ( | 3,656) | ( | 1,104) | |
| Capitalization for interest | ( | 370) | ( | 309) | |
| Cash paid during the year | $ | 11,361 | $ | 7,840 |
-
B. Investing activities with no cash flow effects
-
a. Investment property reclassified to property, plant and equipment
-
b. Prepayments for equipment reclassified to property, plant and equipment
| For theyears ended December31, | For theyears ended December31, |
|---|---|
| 2016 316,864 $ 15,204 $ |
2015 |
| - $ |
|
| 5,139 $ |
~47~
7. RELATED PARTY TRANSACTIONS
(1) Significant transactions and balances with related parties
A. Sales of goods and services
| Sales of goods and services | ||
|---|---|---|
| Subsidiaries | For theyears ended December31, | |
| 2016 351,856 $ |
2015 | |
| 357,172 $ |
Prices of goods sold to related parties are determined based on mutual agreement at each time, and the credit term is 180 days after monthly-closing, T/T. For third parties, the credit terms range from 15 days after monthly-closing to 150 days after next monthly-closing.
B. Other income
| B. Other income | ||
|---|---|---|
| C. Ending balance of sales of goods and services Subsidiaries Subsidiaries |
For theyears ended December31, | |
| 2016 4,560 $ December31,2016 151,266 $ |
2015 | |
| 8,628 $ |
||
| December31,2015 | ||
| 121,946 $ |
As of December 31, 2016 and 2015, there are no accounts receivable to related parties that were past due.
- D. Other receivables (not including financing)
| E. Long-term prepayment (Listed as ‘Other non-current assets’) F. Loans to related parties Receivables due from related parties December31,2016 Subsidiaries 77 $ December 31,2016 Subsidiaries 35,675 $ |
December31,2015 |
|---|---|
| 3,939 $ |
|
| December 31,2015 | |
| - $ |
|
For the year ended December 31, 2016
| Subsidiaries | Date of maximum balance 2016.2.29 |
Maximum balance $ 53,331 |
Endingbalance - $ |
Annual rate 1.50% |
Interest income |
|---|---|---|---|---|---|
| 176 $ |
~48~
For the year ended December 31, 2015
| Subsidiaries | Date of maximum balance 2015.1.1 |
Maximum balance $ 119,568 |
Endingbalance 46,992 $ |
Annual rate 1.30%~2.00% |
Interest income |
|---|---|---|---|---|---|
| 1,031 $ |
G. Endorsements and guarantees provided to subsidiaries
Details of endorsements and guarantees provided to subsidiaries by the Company are as follows:
| Subsidiaries | Nature Guarantee for financing |
December31,2016 128,820 $ |
December31,2015 |
|---|---|---|---|
| 46,644 $ |
As of December 31, 2016 and 2015, the subsidiaries have drawn from the endorsements and guarantees, which are provided by the Company, in the amount of $62,715 and $39,468, respectively.
(2) Key management compensation
For the years ended December 31,
| Salaries and other short-term employee benefits | 2016 12,611 $ |
2015 |
|---|---|---|
| 10,880 $ |
8. PLEDGED ASSETS
The Company’s assets pledged as collateral are as follows:
Book value
| Assetpledged Land (Note 1) Buildings and structures-net (Note 2) Machinery and equipment-net (Note 2) Pledged demand and time deposits (Note 3) |
December31,2016 316,864 $ 325,831 24,984 1,430 669,109 $ |
December31,2015 316,864 $ 332,434 165,858 1,432 816,588 $ |
Purpose of collateral Guarantee for long- term borrowings Guarantee for long- term borrowings Guarantee for long- term borrowings Guarantee for long- term borrowings |
|---|---|---|---|
(Note 1) Listed as ‘Property, plant and equipment’ as of December 31, 2016, listed as ‘Investment property, net’ as of December 31, 2015.
(Note 2) Listed as ‘Property, plant and equipment’.
(Note 3) Listed as ‘Other financial assets - non-current’.
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT
COMMITMENTS
(1) For details of endorsements and guarantees provided to others by the Company, please refer to Note 7(1) G. ‘Endorsements and guarantees provided to subsidiaries’.
~49~
-
(2) As of December 31, 2016 and 2015, the Company’s remaining balance due for construction in progress and prepayments for equipment were $12,682 and $37,066, respectively.
-
(3) On November 14, 2014, the Company entered into a mid-term secured syndicated loan contract for a credit line of $560,000 with 6 financial institutions including Mega International Commercial Bank. The credit term is 5 years. Under the terms of the syndicated loan, the Company agreed that:
-
A.Under the terms of the syndicated loan, the financial ratios stated in the Company’s semi-annual reviewed financial statements and annual audited financial statements shall comply with the following financial ratios and will be assessed semi-annually:
-
(a) Current ratio (current assets/current liabilities): At least 100%.
-
(b) Liability ratio (total liabilities/net equity): Less than 150%.
-
(c) Tangible net value (shareholders’ equity less intangible assets): At least $1,000,000.
-
-
B. If the Company violates the above financial covenants, its financing rate shall be increased by an additional 0.25% per annum from the following June 1, after the earlier of the date of notification by the management bank or the latest financial year end, to the date prior to the completion of improvement.
As of December 31, 2016, the Company has not violated any of the above covenants.
- (4) For the details of operating lease agreements, please refer to Note 6(22), ‘Operating leases’.
10. SIGNIFICANT DISASTER LOSS
None.
11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE
None.
12. OTHERS
-
(1) Capital management
-
The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
(2) Financial instruments
-
A. Fair value information of financial instruments
-
The Company’s financial instruments not measured at fair value (including cash and cash equivalents, notes receivable, accounts receivable (including related parties), other receivables (including related parties), guarantee deposits paid, other financial assets - non-current, shortterm borrowings, notes payable, accounts payable, other payables and long-term borrowings (including current portion)) are based on their book value as book value approximates fair value.
~50~
B. Financial risk management policies
-
(a) The Company’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company’s financial position and financial performance.
-
(b) Risk management is carried out by a central treasury department (Company treasury) under policies approved by the Board of Directors. Company treasury identifies, evaluates and hedges financial risks closely with the Company’s operating units. The Board provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.
-
C. Significant financial risks and degrees of financial risks
-
(a) Market risk
-
I.Foreign exchange risk
-
(i) The Company operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to USD, EUR and JPY. Foreign exchange risk arises from future commercial transactions, recognized assets and liabilities and net investments in foreign operations.
-
(ii) Management has set up a policy to require the Company to manage its foreign exchange risk against its functional currency. The Company is required to hedge its entire foreign exchange risk exposure with the Company treasury. Foreign exchange risk arises when future commercial transactions or recognized assets or liabilities are denominated in a currency that is not the entity’s functional currency.
-
(iii)The Company treasury’s risk management policy is to hedge anticipated cash flows (mainly export sales and purchase of inventory) in the major foreign currency in the future so as to decrease the risk exposure in the major foreign currency.
-
(iv)The Company has certain investments in foreign operations, whose net assets are exposed to foreign currency translation risk. However, as the objective of the net investments in foreign operations is for strategic purposes, the Company does not hedged the investments.
-
(v)The Company’s businesses involve some non-functional currency operations (the Company’s functional currency: NTD). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
-
~51~
| Exchange rate (Foreign currency: functional currency) Financial assets Monetary items USD:NTD 10,377 $ 32.25 JPY:NTD 7,721 0.2756 EUR:NTD 1,451 33.90 Investments accounted for under equity method USD:NTD 7,249 32.25 EUR:NTD 918) ( 33.90 ( Financial liabilities Monetary items USD:NTD 59 32.25 JPY:NTD 12,161 0.2756 EUR:NTD 729 33.90 December31,2016 Foreign currency amount(in thousands) Exchange rate (Foreign currency: functional currency) Financial assets Monetary items USD:NTD 12,190 $ 32.83 JPY:NTD 14,024 0.2727 EUR:NTD 3,637 35.88 Investments accounted for under equity method USD:NTD 7,316 32.83 EUR:NTD 1,020) ( 35.88 Financial liabilities Monetary items USD:NTD 166 32.83 JPY:NTD 10,812 0.2727 EUR:NTD 434 35.88 December31,2015 Foreign currency amount(in thousands) |
Exchange rate (Foreign currency: functional currency) Financial assets Monetary items USD:NTD 10,377 $ 32.25 JPY:NTD 7,721 0.2756 EUR:NTD 1,451 33.90 Investments accounted for under equity method USD:NTD 7,249 32.25 EUR:NTD 918) ( 33.90 ( Financial liabilities Monetary items USD:NTD 59 32.25 JPY:NTD 12,161 0.2756 EUR:NTD 729 33.90 December31,2016 Foreign currency amount(in thousands) Exchange rate (Foreign currency: functional currency) Financial assets Monetary items USD:NTD 12,190 $ 32.83 JPY:NTD 14,024 0.2727 EUR:NTD 3,637 35.88 Investments accounted for under equity method USD:NTD 7,316 32.83 EUR:NTD 1,020) ( 35.88 Financial liabilities Monetary items USD:NTD 166 32.83 JPY:NTD 10,812 0.2727 EUR:NTD 434 35.88 December31,2015 Foreign currency amount(in thousands) |
December31,2016 | December31,2016 | Book value (NTD) 334,672 $ 2,128 49,200 233,774 31,113) 1,888 3,352 24,707 Book value (NTD) |
||
|---|---|---|---|---|---|---|
| ( | ||||||
| Exchange rate 32.83 0.2727 35.88 32.83 35.88 32.83 0.2727 35.88 |
||||||
| 400,141 $ 3,824 130,506 240,154 36,597) ( 5,438 2,948 15,565 |
||||||
Sensitivity analysis of foreign exchange risk is primarily for foreign currency monetary items at financial reporting date. If the exchange rate of NTD to other currencies had appreciated/depreciated by 1% with all other factors remaining constant, the Company’s net profit (loss) after tax for the years ended December 31, 2016 and 2015 would increase/decrease by $4,601 and $5,877, respectively.
~52~
-
(vi)The total exchange loss, including realized and unrealized arising from significant foreign exchange variation on the monetary items held by the Company for the years ended December 31, 2016 and 2015 amounted to ($3,443) and $4,134, respectively.
-
II.Price risk
The Company is not engaged in any financial instruments with price variations, thus, the Company does not expect market risk arising from variations in the market prices.
III.Interest rate risk
- (i)The Company analyses its interest rate exposure on a dynamic basis. Thus, the interest rate of the Company’s liabilities fluctuates accordingly with the market interest rate, creating divergence in the Company’s future cash flow. However, partial interest rate risk is offset by cash and cash equivalents at variable rates.
- (ii)If interest rates on borrowings had been 10% higher/lower with all other variables held constant, net profit (loss) after tax for the years ended December 31, 2016 and 2015 would decrease/increase by $994 and $1,466, respectively, mainly as a result of higher/lower interest expense on floating rate borrowings.
-
(b) Credit risk
-
I. Credit risk refers to the risk of financial loss to the Company arising from default by the clients or counterparties of financial instruments on the contract obligations. According to the Company’s credit policy, the Company is responsible for managing and analysing the credit risk for each of their new clients. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. The utilization of credit limits is regularly monitored. Credit risk arises from cash and cash equivalents and credit exposures to customers, including outstanding receivables and committed transactions. For financial institutions, the Company also transacts with many different financial institutions to diversify credit risk.
-
II.For the credit ratings of the Company’s financial assets, please refer to Note 6, ‘Financial assets’.
-
III.For the ageing analysis of financial assets that were past due but not impaired, please refer to Note 6(2), ‘Accounts receivable, net’.
-
(c) Liquidity risk
-
I. Cash flow forecasting is performed in Finance division of the Company. Finance division monitors rolling forecasts of the Company’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Company does not breach borrowing limits or covenants (where applicable) on any of its borrowing facilities.
~53~
-
II.Surplus cash held by the operating entities over and above balance required for working capital management are transferred to the Company treasury. Company treasury invests surplus cash in interest bearing current accounts, time deposits and marketable securities, choosing instruments with appropriate maturities or sufficient liquidity to provide sufficient headroom as determined by the abovementioned forecasts. The Company is expected to readily generate cash inflows for managing liquidity risk.
-
III.The table below analyses the Company’s non-derivative financial liabilities and relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
| undiscounted cash flows. | ||||||||
|---|---|---|---|---|---|---|---|---|
| December31,2016 | Less than 1year | Between 1 and 2years |
Between 2 and5 years |
More than 5 years - $ - - - - More than 5 years |
||||
| Short-term borrowings Notes payable Accounts payable Other payables Long-term borrowings (including current portion) Non-derivative financial liabilities: December31,2015 Short-term borrowings Notes payable Accounts payable Other payables Long-term borrowings (including current portion) Non-derivative financial liabilities: |
- $ - - - 230,501 Between 1 and 2years |
- $ - - - 166,930 Between 2 and5 years |
||||||
| 205,893 $ 48,048 23,436 52,449 94,445 |
- $ - - - 317,369 |
- $ - - - 170,005 |
- $ - - - - |
- IV.The Company does not expect the timing of occurrence of the cash flows estimated through the maturity date analysis will be significantly earlier, nor expect the actual cash flow amount will be significantly different.
(3) Fair value information
- A. Details of the fair value of the Company’s financial assets and financial liabilities not measured at fair value are provided in Note 12(2), ‘Financial instruments’. Details of the fair value of the Company’s investment property measured at cost are provided in Note 6(6), ‘Investment property, net’.
~54~
- B. As of December 31, 2016 and 2015, the Company had no fair value financial instruments.
13. SUPPLEMENTARY DISCLOSURES
Information related to the year ended December 31, 2016 will be disclosed.
-
(1) Significant transactions information
-
A. Loans to others: Please refer to table 1.
-
B. Provision of endorsements and guarantees to others: Please refer to table 2.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): None.
-
D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Group’s paid-in capital: None.
-
E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 3.
-
H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: None.
-
I. Trading in derivative instruments undertaken during the reporting period: None.
-
J. Significant inter-company transactions during the reporting period: Please refer to table 4.
-
(2) Information on investees
-
Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to table 5.
(3) Information on investments in Mainland China
-
A. Basic information: Please refer to table 6.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to table 7.
14. SEGMENT INFORMATION
Not applicable.
~55~
Loans to others
For the year ended December 31, 2016
Table 1
Expressed in thousands of NTD
CHIEFTEK PRECISION CO., LTD.
| No. (Note 1) |
Creditor | Borrower | General ledger account |
Is a related party |
Maximum outstanding balance during the year ended December 31, 2016 |
Balance at December 31, 2016 |
Actual amount drawn down |
Interest rate |
Nature of loan |
Amount of transactions with the borrower |
Reason for short-term financing |
Allowance for doubtful accounts |
Coll | ateral | Limit on loans granted to a single party (Note 2) |
Ceiling on total loans granted (Note 2) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 0 | CHIEFTEK PRECISION CO., LTD. |
cpc Europa GmbH | Other receivables | Y | 53,331 $ |
- $ |
- $ |
1.5% | Short-term financing |
- $ |
Operational use |
- $ |
- |
- $ |
543,317 $ |
543,317 $ |
- |
(Note 1) The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
-
(1)Parent company is ‘0’.
-
(2)The subsidiaries are numbered in order starting from ‘1’.
(Note 2) Calculation of limit on loans granted to a single party and ceiling on total loans granted are as follows: Short-term financing: The maximum loan amount is 40% of the Companyʼs net assets and the maximum amount for short-term financing is 40% of its net assets.
Table 1, Page 1
Provision of endorsements and guarantees to others
Expressed in thousands of NTD
CHIEFTEK PRECISION CO., LTD.
For the year ended December 31, 2016
Table 2
| No. (Note 1) |
Endorser/ guarantor |
Party being endorsed/guaranteed |
Party being endorsed/guaranteed |
Limit on endorsements/ guarantees provided for a single party (Note 3) |
Maximum outstanding endorsement/ guarantee amount as of December 31, 2016 |
Outstanding endorsement/ guarantee amount at December 31, 2016 |
Actual amount drawn down |
Amount of endorsements/ guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/ guarantor company |
Ceiling on total amount of endorsements/ guarantees provided (Note 3) |
Provision of endorsements/ guarantees by parent company to subsidiary |
Provision of endorsements/ guarantees by subsidiary to parent company |
Provision of endorsements/ guarantees to the party in Mainland China |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Companyname | Relationship with the endorser/ guarantor (Note 2) |
|||||||||||||
| 0 | CHIEFTEK PRECISION CO., LTD. |
cpc Europa GmbH | 1 | 679,147 $ |
150,570 $ |
128,820 $ |
62,715 $ |
- $ |
9% | 679,147 $ |
Y | N | N | - |
-
(Note 1) The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
-
(1) Parent company is ‘0’.
-
(2) The subsidiaries are numbered in order starting from ‘1’.
-
(Note 2) The following code respresents the relationship with the Company:
-
(1) The endorser/guarantor parent company owns directly more than 50% voting shares of the endorsed/guaranteed subsidiary.
-
(Note 3) (1) The total endorsements/guarantees provided shall not exceed 50% of the Companyʼs net assets, and the amount provided for each counterparty shall not exceed 20% of the Companyʼs paid-in capital. However, the limitation is not applied to subsidiaries that the Company directly or indirectly holds more than 50% of the voting shares.
-
(2) For trading partner, except for the abovementioned limit, the maximum amount for individual trading partner shall not exceed the higher of total purchase and sale transations during the most recent year.
Table 2, Page 1
Expressed in thousands of NTD
CHIEFTEK PRECISION CO., LTD.
- Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid in capital or more For the year ended December 31, 2016
Table 3
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Description and reasons for difference in transaction terms compared to third party transactions |
Description and reasons for difference in transaction terms compared to third party transactions |
Notes/accountsreceivable (payable) | Notes/accountsreceivable (payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) | Amount | Percentage of total purchases (sales) |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| CHIEFTEK PRECISION CO., LTD. Chieftek Machinery (Kunshan) Co., Ltd. |
Chieftek Machinery (Kunshan) Co., Ltd. CHIEFTEK PRECISION CO., LTD. |
Subsidiary The Company |
(Sales) Purchases |
($ 229,741) 229,741 |
(29%) 100% |
(Note 1)(Note 1) |
- $ - $ |
(Note 2)(Note 3) |
89,940 $ ( 89,940) |
26% (100%) |
-- |
(Note 1) 180 days after monthly-closing, T/T.
(Note 2) The collection periods for third parties are from 15 days after monthly-closing to 150 days after next monthly-closing.
(Note 3) The company had no purchases from other suppliers.
Table 3, Page 1
CHIEFTEK PRECISION CO., LTD.
- Significant inter company transactions during the reporting period
Table 4
Expressed in thousands of NTD
For the year ended December 31, 2016
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
Transaction | Transaction | ||
|---|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note3) |
||||
| 0 1 |
CHIEFTEK PRECISION CO., LTD. cpc Europa GmbH |
cpc Europa GmbH CSM Maschinen GmbH CHIEFTEK PRECISION USA CO., LTD. Chieftek Machinery (Kunshan) Co., Ltd. CSM Maschinen GmbH |
1 1 1 1 3 |
Sales revenue Interest income Accounts receivable Endorsements and guarantees Long-term prepayment Sales revenue Other income Accounts receivable Sales revenue Accounts receivable Sales revenue Accounts receivable |
($ 60,763) ( 176) 40,111 128,820 35,675 ( 61,352) ( 4,560) 21,215 ( 229,741) 89,940 ( 261) 296 |
180 days after monthly- closing, T/T ----180 days after monthly- closing, T/T --180 days after monthly- closing, T/T -60 days, T/T - |
(6%)-2% 6% 2% (6%) -1% (23%) 4% -- |
(Note 1) The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
(1) Parent company is ‘0’.
(2) The subsidiaries are numbered in order starting from ‘1’.
(Note 2) Relationship between transaction company and counterparty is classified into the following three categories:
(1) Parent company to subsidiary.
(2) Subsidiary to parent company.
(3) Subsidiary to subsidiary.
(Note 3) Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement accounts.
Table 4, Page 1
Information on investees
Expressed in thousands of NTD
CHIEFTEK PRECISION CO., LTD.
For the year ended December 31, 2016
Table 5
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held as at December 31,2016 | Shares held as at December 31,2016 | Shares held as at December 31,2016 | Net profit (loss) of the investee for the year ended December 31,2016 |
Investment income (loss) recognized by the Company for the year ended December 31,2016 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31,2016 |
Balance as at December 31,2015 |
Number of shares |
Ownership (%) |
Book value | |||||||
| CHIEFTEK PRECISION CO., LTD. CHIEFTEK PRECISION CO., LTD. CHIEFTEK PRECISION CO., LTD. CHIEFTEK PRECISION HOLDING CO., LTD. CHIEFTEK PRECISION HOLDING CO., LTD. |
CHIEFTEK PRECISION HOLDING CO., LTD. cpc Europa GmbH CSM Maschinen GmbH Chieftek Precision (Hong Kong) Co., Limited CHIEFTEK PRECISION USA CO., LTD. |
Samoa Germany Germany Hong Kong America |
Professional investment Sale of high precision linear motion components and rendering after -sale services Research, manufacture and sale of machineries Professional investment Sale of high precision linear motion components and rendering after -sale services |
202,290 $ 98,695 726 164,475 53,535 |
202,290 $ 98,695 - 164,475 53,535 |
6,760,000 - - 5,100,000 1,660,000 |
100 100 80 100 100 |
233,774 $ 31,605) ( 492 215,054 58,599 |
7,264 $ 5,845) ( 244) ( 3,787 3,480 |
7,264 $ 5,845) ( 195) ( - - |
Subsidiary Subsidiary Subsidiary Subsidiary (Note 1) Subsidiary (Note 1) |
-
(Note 1) Not required to disclose income (loss) recognized by the Company.
-
(Note 2) Foreign currencies were translated into New Taiwan Dollars using the exchange rate (USD:NTD 1:32.25) as at December 31, 2016.
Table 5, Page 1
Information on investments in Mainland China
CHIEFTEK PRECISION CO., LTD.
For the year ended December 31, 2016
Table 6
Expressed in thousands of NTD
Amount remitted from Taiwan to Investment Accumulated Mainland China/ Accumulated Accumulated income amount Amount remitted back amount of amount Ownership (loss) recognized of investment to Taiwan for the year ended remittance from of remittance from Net income of held by by the Company Book value of income Taiwan to December 31, 2016 Taiwan to investee for the the for the year investments in remitted back to Mainland China Remitted to Mainland China as year ended Company ended December Mainland China Taiwan as of Investee in Mainland Main business Investment as of January 1, Mainland Remitted back to of December 31, December 31, (direct or 31, 2016 as of December December 31, China activities Paid-in capital method 2016 China Taiwan 2016 2016 indirect) ( Note 2 ) 31, 2016 2016 Footnote Chieftek Machinery Production, $ 164,475 Note 1 $ 164,475 $ - $ - $ 164,475 $ 3,788 100% $ 3,788 $ 215,169 $ - - (Kunshan) Co., Ltd. processing and sale of high precision linear motion components and rendering after-sale services
Investment amount approved by
| Investment amount approved by | |||
|---|---|---|---|
| Companyname | Accumulated amount of remittance from Taiwan to Mainland China as of December31,2016 |
the Investment Commission of the Ministry of Economic Affairs (MOEA) |
Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA(Note3) |
| CHIEFTEK PRECISION CO., LTD. | $ 164,475 | $ 164,475 | $ 815,050 |
(Note 1) Through investing in an existing company in the third area (Chieftek Precision (Hong Kong) Co., Ltd.) which then invested in the investee in Mainland China.
(Note 2) The investment income (loss) is recognized based on the investeesʼ financial statements that were audited and attested by R.O.C. parent company’s CPA for the year ended December 31, 2016. (Note 3) The ceiling amount is 60% of the higher of net worth or consolidated net worth.
(Note 4) Foreign currencies were translated into New Taiwan Dollars using the exchange rate (USD:NTD 1:32.25) as at December 31, 2016.
Table 6, Page 1
Expressed in thousands of NTD
CHIEFTEK PRECISION CO., LTD.
Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas For the year ended December 31, 2016
Table 7
| Investee in Mainland China | Sale(purchase) | Sale(purchase) | Propertytransaction | Propertytransaction | Accounts receivable(payable) | Accounts receivable(payable) | Provision of endorsements/guarantees or collaterals |
Provision of endorsements/guarantees or collaterals |
Financing | Financing | Others | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Balance at December 31, 2016 |
% | Balance at December 31, 2016 |
Purpose | Maximum balance during the year ended December 31,2016 |
Balance at December 31, 2016 |
Interest rate | Interest during the year ended December 31, 2016 |
||
| Chieftek Machinery (Kunshan) Co., Ltd |
$ 229,741 | 29% | $ - | - | $ 89,040 | 26% | $ - | - | $ - | - $ |
- | - $ |
- $ |
Table 7, Page 1