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cpc — Audit Report / Information 2019
Nov 11, 2019
51873_rns_2019-11-11_f6415841-b859-45b2-82fb-f4223cf1c5cf.pdf
Audit Report / Information
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CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT ACCOUNTANTS DECEMBER 31, 2019 AND 2018
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.
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REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE
To the Board of Directors and Stockholders of CHIEFTEK PRECISION CO., LTD.
Opinion
We have audited the accompanying consolidated balance sheets of CHIEFTEK PRECISION CO., LTD. and its subsidiaries (collectively referred herein as the “Group”) as of December 31, 2019 and 2018, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2019 and 2018, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, International Financial Reporting Interpretations Committee Interpretations, and Standing Interpretations Committee Interpretations as endorsed by the Financial Supervisory Commission.
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 Consolidated Financial Statements” section of our report. We are independent of the Group 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 consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
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Key audit matters for the Group’s consolidated financial statements of the current period are stated as follows:
Adequacy of allowance for valuation loss on individually recognized obsolete or damaged inventories
Description
Refer to Note 4(11) for the accounting policy on inventory, Note 5 for the information of accounting estimates and assumption uncertainty in relation to inventory valuation, and Note 6(4) for the details of inventory. As of December 31, 2019, the balances of inventories and allowance for inventory valuation losses were NT$687,120 thousand and NT$49,843 thousand, respectively.
The Group engages primarily in the manufacture and sales of linear guides and linear blocks. As the end-users require high-quality performances, risk of inventory devaluation or obsolescence could have incurred. The Group measures its inventories at the lower of cost and net realizable value. The net realizable value of the Group’s inventories aged over a certain period is calculated based on the historical extent of inventory clearance and degree of price markdown. The allowance for valuation loss mainly arises from individually identified obsolete inventories, and the procedures of such identification involves subjective judgment, which might result in high degree of estimation uncertainty. Considering that the Group’s inventory and the allowance for inventory valuation losses are material to the financial statements, we, independent accountants, viewed the allowance for inventory valuation loss as one of the key audit matters.
How our audit addressed the matter
We performed following audit procedures in response to the abovementioned key audit matter:
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A. We obtained understanding of the Group’s operations and its industry characteristic to assess the reasonableness of the Group’s policies on and procedures for allowance for inventory valuation loss.
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B. We verified whether the dates used in the inventory aging reports that the Group applied to value inventories were accurate and complete. We recalculated and evaluated the reasonableness of allowance for inventory valuation losses in order to confirm whether the reported information was in line with the Group’s policies.
-
C. We selected samples from inventory items by each sequence number to verify its net realizable value and to evaluate the reasonableness of allowance for inventory valuation loss.
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Authenticity of sales revenue
Description
Refer to Note 4(25) for the accounting policy on revenue recognition and refer to Note 6(16) for the details of operating revenue.
The Group sells a variety of linear guides, ball screws and linear modules, and the target market reaches globally, including Taiwan, Asia, Europe, America and so forth. Since the customers are numerous and scattered, and the number of transactions is voluminous, it will take a longer time to verify their authenticity. Thus, we viewed the authenticity of sales revenue as one of the key audit matters for the year.
How our audit addressed the matter
We performed following audit procedures in response to the abovementioned key audit matter:
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A. We confirmed the process of revenue recognition, including reviewing customer basic information and credit limit table, revenue recognition basis, authorizing procedures and collection processes. Also, we selected samples from different customers to evaluate the management’s effectiveness of internal controls over sales revenue recognition.
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B. We performed a series verification sample test for the sales revenue transactions of the year, including vouching customers’ orders, shipping orders, export declaration documents, customer receipt records and sales invoices or subsequent receipts, to confirm whether the sales revenue transactions really occurred.
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C. We tested the manual accounting entries recognized for sales revenue, including verifying the transactions nature of the relevant manual entries and checking the relevant supporting documents. For the same purpose, we also checked the relevant supporting documents and the rationality of the debit notes issued after the balance sheet date.
Other matter - Parent company only financial statements
We have audited and expressed an unqualified opinion on the parent company only financial statements of CHIEFTEK PRECISION CO., LTD. as of and for the years ended December 31, 2019 and 2018.
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Responsibilities of management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, International Financial Reporting Interpretations Committee Interpretations, and Standing Interpretations Committee Interpretations as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including supervisors, are responsible for overseeing the Group’s financial reporting process.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 consolidated 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:
- A. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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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 Group’s internal control.
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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 Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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E. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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F. Obtain sufficient appropriate audit evidence regarding the consolidated financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated 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
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determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Lin, Yung-Chih
Independent Accountants
Lin, Tzu-Shu
PricewaterhouseCoopers, Taiwan Republic of China March 11, 2020
------------------------------------------------------------------------------------------------------------------------------------------------The accompanying consolidated 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 consolidated 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.
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CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER31, 2019 AND 2018
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes 6(1) 6(2) 6(3) 6(3) and 12 6(22) 5 and 6(4) 6(5)(7) and 8 3(1) and 6(6) 6(7)(8) 6(22) 6(5) |
December 31, 2019 AMOUNT % $678,134217,629-27,5591298,78993,252-2,992-637,2771928,53811,684,170511,290,95939130,2484120,990326,060157,16127,700-2,879-1,635,99749$3,320,167100 |
December 31, 2018 | December 31, 2018 |
|---|---|---|---|---|
AMOUNT$678,1347,62927,559298,7893,2522,992637,27728,5381,684,1701,290,959130,248120,99026,06057,1617,7002,8791,635,997$3,320,167 |
AMOUNT$797,400-50,722432,44312,371-683,54421,8251,998,3051,035,570-124,97727,07652,7375,0763,6431,249,079$3,247,384 |
% | ||
| Current assets 1100 Cash and cash equivalents 1136 Financial assets at amortized cost - current 1150 Notes receivable, net 1170 Accounts receivable, net 1200 Other receivables 1220 Current income tax assets 130X Inventories 1410 Prepayments 11XX Total current assets Non-current assets 1600 Property, plant and equipment 1755 Right-of-use assets 1780 Intangible assets 1840 Deferred income tax assets 1915 Prepayments for equipment 1920 Guarantee deposits paid 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets |
25-213--211 |
|||
62 |
||||
32-411-- |
||||
38 |
||||
100 |
(Continued)
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CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER31, 2019 AND 2018
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | December 31, 2019 December 31, 2018 Notes AMOUNT % AMOUNT % 6(9)(27) $313,3159$210,40766(16) 3,964-1,828-79,1552154,647518,711168,94026(10) 135,5074196,07466(22) 18,700183,39733(1), 6(6)(27) 4,912---1,699-1,781-6(11)(27), 8 and 9 101,136357,2082677,09920774,282246(11)(27), 8 and 9 480,97715503,976156(22) 4,211-25,82713(1), 6(6)(27) 126,4314--6(12) 6,664-7,444-618,28319537,247161,295,382391,311,529406(13)(15) 811,87625738,069236(13)(14) 440,66713440,667146(13)(15)(24) 144,552497,280317,047112,367-640,03719664,51920(29,394) (1) (17,047)-2,024,785611,935,855606(6)(25) and 9 $3,320,167100$3,247,384100 |
December 31, 2018 | December 31, 2018 |
|---|---|---|---|
| % | |||
| Liabilities Current liabilities 2100 Short-term borrowings 2130 Current contract liabilities 2150 Notes payable 2170 Accounts payable 2200 Other payables 2230 Current income tax liabilities 2280 Current lease 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 2580 Non-current lease liabilities 2640 Net defined benefit 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 3320 Special reserve 3350 Unappropriated retained earnings 3400 Other equity interest 3XXX Total equity Significant Contingent Liabilities and Unrecognized Contract Commitments 3X2X Total liabilities and equity |
6-5263--2 |
||
24 |
|||
151-- |
|||
16 |
|||
40 |
|||
23143-20- |
|||
60 |
|||
100 |
The accompanying notes are an integral part of these consolidated financial statements.
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CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018
(Expressed in thousands of New Taiwan dollars, except for earning per share amount)
| Items | Year ended December 31 2019 2018 Notes AMOUNT % AMOUNT % 6(16) $1,300,351100$2,078,9011006(4)(12)(20)(21)(2 5) (718,689) (55) (1,090,575) (53)581,66245988,326476(7)(12)(20)(21) and 7 (112,591) (9) (122,653) (6)(143,748) (11) (168,236) (8)(72,112) (5) (87,175) (4)12 (11,672) (1) (5,368)-(340,123) (26) (383,432) (18)241,53919604,894296(2)(17) 12,41319,292-6(18) and 12 (17,743) (2)11,32716(6)(19) (13,982) (1) (15,676) (1)(19,312) (2)4,943-222,22717609,837296(22) (47,583) (3) (138,585) (7)$174,64414$471,252226(12) $550- ($2,005)-6(22) (110)-583-(12,347) (1) (4,666)-($11,907) (1) ($6,088)-$162,73713$465,16422$174,64414$472,71722-- (1,465)-$174,64414$471,25222$162,73713$466,61522-- (1,451)-$162,73713$465,164226(23) $2.15$5.82$2.14$5.77 |
|---|---|
| 4000 Sales revenue 5000 Operating costs 5900 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Expected credit impairment loss 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7010 Other income 7020 Other gains and losses 7050 Finance costs 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year Other comprehensive income (loss)(Net) Components of other comprehensive income (loss) that will not be reclassified to profit or loss 8311 Actuarial gain (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 Profit (loss) attributable to: 8610 Owners of the parent 8620 Non-controlling interest Net Income Comprehensive income (loss) attributable to: 8710 Owners of the parent 8720 Non-controlling interest Net Income Earnings per share (in dollars) 9750 Basic 9850 Diluted |
The accompanying notes are an integral part of these consolidated financial statements.
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CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018
(Expressed in thousands of New Taiwan dollars)
Equity attributable to owners of the parent Retained Earnings
| 2018 Balance at January 1, 2018 Profit (loss) for the year Other comprehensive income (loss) for the year Total comprehensive income (loss) for the year Appropriations of 2017 earnings: Legal reserve Special reserve Cash dividends Stock dividends Retirement of treasury stock Difference between the acquisition price and carrying amount of subsidiaries Balance at December 31, 2018 2019 Balance at January 1, 2019 Profit (loss) for the year Other comprehensive income (loss) for the year Total comprehensive income (loss) for ther year Appropriations of 2018 earnings: Legal reserve Special reserve Cash dividends Stock dividends Balance at December 31, 2019 |
Notes | Share capital - common stock |
Capital reserve | Legal reserve | Special reserve | Special reserve | Unappropriated retained earnings |
Financial statements translation differences of foreign operations |
Treasury stocks | Total | Non- controlling interest |
Total equity | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 6(15) 6(15) 6(13)(15) 6(13)(14) 6(24) 6(15) 6(15) 6(13)(15) |
$ 620,455------147,614(30,000 ) -$ 738,069$ 738,069------73,807$ 811,876 |
$ 463,051-------(22,384 )-$ 440,667$ 440,667-------$ 440,667 |
$73,463---23,817-----$97,280$97,280---47,272---$ 144,552 |
$5,928 -- -- 6,439 - - - - $12,367 $12,367 ---- 4,680 - - $17,047 |
$497,930472,717(1,422 ) 471,295(23,817 ) (6,439 ) (59,045 ) (147,614 ) (66,160 ) (1,631 ) $664,519$664,519174,644440175,084(47,272 ) (4,680 ) (73,807 ) (73,807 ) $640,037 |
($12,367 ) -(4,680 ) (4,680 ) ------($17,047 ) ($17,047 ) -(12,347 ) (12,347 ) ----($29,394 ) |
($ 118,544 )-------118,544-$-$--------$- |
$ 1,529,916472,717(6,102 ) 466,615--(59,045 ) --(1,631 ) $ 1,935,855$ 1,935,855174,644(11,907 ) 162,737--(73,807 ) -$ 2,024,785 |
($180 )(1,465 )14(1,451 )-----1,631$-$--------$- |
$ 1,529,736471,252(6,088 )465,164--(59,045 )---$ 1,935,855$ 1,935,855174,644(11,907 )162,737--(73,807 )-$ 2,024,785 |
The accompanying notes are an integral part of these consolidated financial statements.
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CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Expected credit impairment loss Reversal of inventory market price decline Depreciation Loss on disposal of property, plant and equipment Amortization Impairment loss Interest income Interest expense Changes in operating assets and liabilities Changes in operating assets Notes receivable Accounts receivable Other receivables Inventories Prepayments Changes in operating liabilities Current contract liabilities Notes payable Accounts payable Other payables Advance receipts Net defined benefit liabilities Cash inflow generated from operations Interest received Interest paid Income tax paid Net cash flows from operating activities |
For the years ended December 31, Notes 2019 2018 $222,227 $609,83712 11,6725,3686(4) ( 3,482 ) ( 3,712 )6(5)(6)(7)(20) 89,22284,1586(18) 25416(7)(20) 2,9922,7536(7)(8)(18) -10,1176(17) ( 4,180 ) ( 5,333 )6(19) 13,98215,67623,163 ( 24,182 )122,959 ( 37,433 )9,119 ( 7,849 )51,268 ( 305,750 )( 6,713 ) 7732,1361,828( 97,182 ) 40,200( 50,229 ) ( 22,749 )( 75,773 ) 44,813( 82 ) ( 1,641 )( 230 ) ( 235 )310,894406,6804,1805,333( 14,556 ) ( 14,970 )( 135,982 ) ( 75,275 )164,536321,768 |
|---|---|
(Continued)
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CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Increase in financial assets at amortized cost - current 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 Acquisition of intangible assets Increase in prepayment for equipment (Increase) decrease in guarantee deposits paid Decrease in other non-current financial assets Decrease (increase) in other non-current assets Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase (decrease) in short-term borrowings Payments of lease liability Increase in long-term borrowings Decrease in long-term borrowings Payments of cash dividends Net cash flows from (used in) financing activities Effect of foreign exchange rate changes on cash and cash equivalents Net (decrease) increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
For the years ended December 31, Notes 2019 2018 ($7,629 ) $-6(26) ( 192,792 ) ( 63,607 )6(5)(19)(26) ( 3,326 ) ( 845 )-5226(7) ( 119 ) ( 16,282 )( 114,417 ) ( 84,228 )( 2,624 ) 85-1,445764 ( 1,597 )( 320,143 ) ( 164,507 )6(27) 106,222 ( 5,516 )6(27) ( 4,825 ) -6(27) 200,000460,0006(27) ( 177,102 ) ( 402,426 )6(15) ( 73,807 ) ( 59,045 )50,488 ( 6,987 )( 14,147 ) ( 4,698 )( 119,266 ) 145,5766(1) 797,400651,8246(1) $678,134 $797,400 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
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CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018
(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 on October 19, 1998 as a company limited by shares under the provisions of the Company Act of the Republic of China (R.O.C.). and other related regulations. The Company and its subsidiaries (collectively referred herein as the “Group”) primarily engages in the research, development, manufacture and sale of miniature linear guides, miniature ball screws, 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.
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THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL
STATEMENTS AND PROCEDURES FOR AUTHORIZATION
These consolidated financial statements were authorized for issuance by the Board of Directors on March 11, 2020.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
- (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”) New standards, interpretations and amendments as endorsed by the FSC effective from 2019 are as follows:
| follows: | |
|---|---|
| New Standards,Interpretations andAmendments | Effective date by International Accounting StandardsBoard (“IASB”) |
| Amendments to IFRS 9, ‘Prepayment features with negative compensation’ IFRS 16, ‘Leases’ Amendments to IAS 19, ‘Plan amendment, curtailment or settlement’ Amendments to IAS 28, ‘Long-term interests in associates and joint ventures’ IFRIC 23, ‘Uncertainty over income tax treatments’ Annual improvements to IFRSs 2015-2017 cycle |
January 1, 2019 January 1, 2019 January 1, 2019 January 1, 2019 January 1, 2019 January 1, 2019 |
Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment. IFRS 16, ‘Leases’
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A. 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 2 types of leases differently. IFRS 16 only requires enhanced disclosures to be provided by lessors.
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B. The Group has elected to apply IFRS 16 by not restating the comparative information (referred herein as the ‘modified retrospective approach’) when applying “IFRSs” effective in 2019 as endorsed by the FSC. Accordingly, the Group both increased ‘right-of-use asset’ and ‘lease liability’ by $136,168.
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C. The Group has used the following practical expedients permitted by the standard at the date of initial application of IFRS 16:
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(a) Reassessment as to whether a contract is, or contains, a lease is not required, instead, the application of IFRS 16 depends on whether or not the contracts were previously identified as leases applying IAS 17 and IFRIC 4.
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(b) The use of a single discount rate to a portfolio of leases with reasonably similar characteristics.
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(c) The accounting for operating leases whose period will end before December 31, 2019 as shortterm leases and accordingly, rent expense of $11,724 was recognized in 2019.
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(d) The exclusion of initial direct costs for the measurement of ‘right-of-use asset’.
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(e) The use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease.
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D. The Group calculated the present value of lease liabilities by using the weighted average incremental borrowing interest rate of 1.80%.
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E. The Group recognized lease liabilities which had previously been classified as ‘operating leases’ under the principles of IAS 17, ‘Leases’. The reconciliation between operating lease commitments under IAS 17 measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate and lease liabilities recognized as of January 1, 2019 is as follows:
| Operating lease commitments disclosed by applying IAS 17 as of December 31, 2018 Add: Adjustments as a result of a different treatment of extension and termination options Total lease contracts amount recognized as lease liabilities by applying IFRS 16 on January 1, 2019 Incremental borrowing interest rate at the date of initial application Lease liabilities recognized as of January 1, 2019 by applying IFRS 16 |
31,035 $ 135,307 166,342 $ 1.80% 136,168 $ |
|---|---|
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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 Group
New standards, interpretations and amendments endorsed by the FSC effective from 2020 are as follows:
| follows: | |
|---|---|
| New Standards,Interpretations andAmendments | Effective date by IASB |
| Amendments to IAS 1 and IAS 8, ‘Disclosure Initiative-Definition of Material’ Amendments to IFRS 3, ‘Definition of a business’ Amendments to IFRS 9, IAS 39, and IFRS 7, ‘Interest rate benchmark reform’ |
January 1, 2020 January 1, 2020 January 1, 2020 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(3) IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not included in the IFRSs as endorsed by FSC are as follows:
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Effective date by
New Standards, Interpretations and Amendments IASB
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| New Standards, Interpretations and Amendments | Effective date by IASB |
|---|---|
| Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets | To be determined by |
| between an investor and its associate or joint venture’ | IASB |
| IFRS 17, ‘Insurance contracts’ | January 1, 2021 |
| Amendments to IAS 1, ‘Classification of liabilities as current or | January 1, 2022 |
| non-current’ |
The above standards and interpretations have no significant impact to the Group’s financial condition
and financial performance based on the Group’s assessment.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these consolidated 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 consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”).
(2) Basis of preparation
- A. Except for the defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation, the consolidated financial statements have been prepared under the historical cost convention.
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- B. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5, ‘Critical accounting judgments, estimates and key sources of assumption uncertainty’.
(3) Basis of consolidation
-
A. Basis for preparation of consolidated financial statements:
-
(a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group 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. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.
-
(b) Inter-company transactions, balances and unrealized gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
(c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the noncontrolling interests having a deficit balance.
-
(d) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity.
-
(e) When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognized in profit or loss. All amounts previously recognized in other comprehensive income in relation to the subsidiary are reclassified to profit or loss on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognized in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.
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B. Subsidiaries included in the consolidated financial statements:
| Name of investor | Name of subsidiary | Business activities Professional investment Sale of high precision linear motion components and rendering after-sales service Lease of real estate property Research, manufacture and sale of machineries Sale of high precision linear motion components and rendering after-sales service Professional investment Sale of high precision linear motion components and rendering after-sales service |
December 31, December 31, 2019 2018 Note 100 100 - 100 100 - 100 100 - 100 100 Note 1 100 - Note 2 100 100 - - 100 Note 2 Ownership (%) |
Note |
|---|---|---|---|---|
| December 31, 2019 100 100 100 100 100 100 - |
||||
| CHIEFTEK PRECISION CO., LTD. (“CHIEFTEK PRECISION”) CHIEFTEK PRECISION CO., LTD. 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 (“cpc Europa”) CHIEFTEK PRECISION INTERNATIONAL LLC CSM Maschinen GmbH CHIEFTEK PRECISION USA CO., LTD. (“cpc USA”) CHIEFTEK PRECISION (Hong Kong) Co., Limited CHIEFTEK PRECISION USA CO., LTD. |
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==> picture [476 x 46] intentionally omitted <==
----- Start of picture text -----
Ownership (%)
Business December 31, December 31,
Name of investor Name of subsidiary activities 2019 2018 Note
----- End of picture text -----
| Name of investo | r Name of subsidiary |
activities | 2019 | 2018 | Note |
|---|---|---|---|---|---|
| CHIEFTEK | Chieftek Machinery | Production, | 100 | 100 | - |
| PRECISION | (Kunshan) Co., | processing | |||
| (Hong Kong) | Ltd. (“Chieftek | and sale of | |||
| Co., Limited | (Kunshan)”) | high precision | |||
| linear motion | |||||
| components | |||||
| and after-sales | |||||
| service |
- Note 1: In October, 2018, the Group acquired the remaining 20% of the shares of its subsidiary with non-controlling interest. Please refer to Note 6(24) for the information on the transaction.
- Note 2: On December 31, 2019, the Group has commenced organizational restructuring through capital reduction and withdrawing 100% share capital of CHIEFTEK PRECISION USA CO., LTD. from CHIEFTEK PRECISION HOLDING CO., LTD. and transferred the shares to the Company.
-
C. Subsidiaries not included in the consolidated financial statements: None.
-
D. Adjustments for subsidiaries with different balance sheet dates: None.
-
E. Significant restrictions: None.
-
F. Subsidiaries that have non-controlling interest that are material to the Group: None.
-
(4) Foreign currency translation
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in New Taiwan dollars, which is the Company’s functional and the Group’s presentation currency.
-
A. Foreign currency transactions and balances
-
(a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are 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 retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation 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
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re-translated 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’.
-
B. Translation of foreign operations
-
(a) The operating results and financial position of all the group entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
-
i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;
-
ii. Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and
-
iii. All resulting exchange differences are recognized in other comprehensive income.
-
-
(b) When the foreign operation partially disposed of or sold is a subsidiary, cumulative exchange differences that were recorded in other comprehensive income are proportionately transferred to the non-controlling interest in this foreign operation. In addition, even when the Group retains partial interest in the former foreign subsidiary after losing control of the former foreign subsidiary, such transactions should be accounted for as disposal of all interest in the foreign operation.
-
-
(5) 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 12 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 settle liabilities more than 12 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 settled within the normal operating cycle;
-
(b) Liabilities arising mainly from trading activities;
-
(c) Liabilities that are to be settled within 12 months from the balance sheet date;
-
(d) Liabilities for which the repayment date cannot be extended unconditionally to more than 12 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
-
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classification.
(6) Cash equivalents
-
A. Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amount of cash and subject to an insignificant risk of changes in value.
-
B. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitment in operations are classified as cash equivalents.
(7) Financial assets at amortized cost
-
A. Financial assets at amortized cost are those that meet all of the following criteria:
-
(a) The objective of the Group’s business model is achieved by collecting contractual cash flows.
-
(b) The assets’ contractual cash flows represent solely payments of principal and interest.
-
-
B. The Group’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.
-
(8) Accounts and notes receivable
-
A. Accounts and notes receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.
-
B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
(9) Impairment of financial assets
For debt instruments measured as financial assets at amortized cost, at each reporting date, the Group recognizes the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognizes the impairment provision for the lifetime expected credit losses (“ECLs”) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Group recognizes the impairment provision for lifetime ECLs.
(10) Derecognition of financial assets
The Group derecognizes a financial asset when the contractual rights to receive the cash flows from the financial asset expires.
(11) 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,
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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.
-
(12) 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 Group 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 Leasehold improvements Other equipment |
Useful lives |
3~50 years 2 ~15 years 2 ~10 years 1 ~10 years 2 ~15 years 2 ~10 years |
(13) Leasing arrangements (lessee) - right-of-use assets/ lease liabilities
Effective 2019
-
A. Leases are recognized as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of lowvalue assets, lease payments are recognized as an expense on a straight-line basis over the lease term.
-
B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of the following:
-
(a) Fixed payments, less any lease incentives receivable;
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-
(b) Amounts expected to be payable by the lessee under residual value guarantees; and
-
(c) Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The Group subsequently measures the lease liability at amortized cost using the interest method and recognizes interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognized as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.
-
C. At the commencement date, the right-of-use asset is stated at cost comprising the following:
-
(a) The amount of the initial measurement of lease liability;
-
(b) Any lease payments made at or before the commencement date;
-
(c) Any initial direct costs incurred by the lessee; and
-
(d) An estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.
The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognized as an adjustment to the right-of-use asset.
- (14) Operating leases (lessee)
Prior to 2019
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.
(15) 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. Internally generated intangible assets research and development expenditures
-
(a) Research expenditures are recognized as an expense as incurred.
-
(b) Development expenditures that do not meet the following criteria are recognized as expenses
-
as incurred, but are recognized as intangible assets when the following criteria are met:
-
i. It is technically feasible to complete the intangible asset so that it will be available for use or sale;
-
ii. An entity intends to complete the intangible asset and use or sell it;
-
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- iii. An entity has the ability to use or sell the intangible asset;
- iv. It can be demonstrated how the intangible asset will generate probable future economic benefits;
- v. Adequate technical, financial and other resources to complete the development and to use or sell the intangible asset are available; and
- vi. The expenditure attributable to the intangible asset during its development can be reliably measured.
-
(c) Upon being available for use, internally generated intangible assets are amortized on a straight-line basis over their estimated useful life.
-
D. Turn-key professional technique
-
The subsidiary, CSM Maschinen GmbH, was commissioned to develop and design linear guide, robotic arm and equipment for exhibition which are stated initially at cost and amortized on the economic life of Turn-key professional technique.
-
E. 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.
- (16) Impairment of non-financial assets
The Group 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.
-
(17) Borrowings
-
A. Borrowings comprise long-term and short-term banks loans. 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 drawn down, the fee is capitalized as a other non-current assets for liquidity services and amortized over the period of the facility to which it relates.
-
(18) Notes and accounts payable
-
A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.
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- B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
(19) Derecognition of financial liabilities
A financial liability is derecognized when the obligation specified in the contract is either discharged or cancelled or expires.
(20) 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.
(21) 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 Group 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 net defined benefit 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 Group calculates the number of shares based on the closing price at the previous day of the board meeting resolution.
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(22) 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 in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded 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 consolidated 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 Group 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 equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilized.
~26~
(23) Share capital
-
A. Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.
-
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.
(24) Dividends
Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders. Cash dividends are recorded as liabilities; stock dividends are recorded as stock dividends to be distributed and are reclassified to ordinary shares on the effective date of new shares issuance.
(25) Revenue recognition
Sales of goods
-
A. The Group manufactures and sells linear guide, ball screw and linear modules. Sales are recognized when control of the products has been transferred, being when the products are delivered to the external customer, and there is no unfulfilled obligation that could affect the buyer’s acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract, or the Group has objective evidence that all criteria for acceptance have been satisfied.
-
B. Sales revenue is recognized based on the contract price, net of output tax and sales returns and discounts. The sales are made with a credit term of 30 ~ 180 days after monthly closing. As the time interval between the transfer of committed goods and the payment of customer does not exceed one year, the Group does not adjust the transaction price to reflect the time value of money.
-
C. A receivable is recognized when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
(26) Government grants
Government grants are recognized at their fair value only when there is reasonable assurance that the Group 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 Group recognizes expenses for the related costs for which the grants are intended to compensate.
(27) Operating segments
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker is responsible for allocating
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resources and assessing performance of the operating segments.
5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group’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:
Evaluation of inventories
-
A. As inventories are stated at the lower of cost and net realizable value, the Group must determine the net realizable value of inventories on balance sheet date using judgements and estimates. Due to the rapid technology innovation, the Group 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 calculated based on the inventory clearance and historical data of discounts. Therefore, there might be material changes to the evaluation.
-
B. As of December 31, 2019, the carrying amount of inventories was $637,277.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
| TAILS OF SIGNIFICANT ACCOUNTS Cash and cash equivalents |
||
|---|---|---|
| Cash: Cash on hand Checking accounts and demand deposits Cash Equivalents: Time deposits |
December31,2019 1,308 $ 675,382 676,690 1,444 678,134 $ |
December31,2018 1,397 $ 764,082 |
| 765,479 | ||
| 31,921 | ||
| 797,400 $ |
-
A. The Group 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. The Group has no cash and cash equivalents pledged to others as of December 31, 2019 and 2018.
-
(2) Financial assets at amortized cost-Current
| inancial assets at amortized cost-Current | |||
|---|---|---|---|
| Items Time deposits for more than three months |
December31,2019 | December31,2018 | |
| 7,629 $ |
- $ |
- A. The Group recognized interest income of $138 and $ - from financial assets at amortized cost in 2019 and 2018 (Listed as “Other Income”), respectively.
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-
B. As of December 31, 2019 and 2018, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at amortized cost held by the Group was its book value.
-
C. The Group has no financial assets at amortized cost pledged to others as of December 31, 2019 and 2018.
-
D. Information relating to credit risk of financial assets at amortized cost is provided in Note 12(2), ‘Financial instruments’.
(3) Notes and accounts receivable, net
| ‘Financial instruments’. Notes and accounts receivable, net |
|
|---|---|
| December31,2019 Notes receivable 27,559 $ December 31, 2019 Accounts receivable 324,703 $ Less: Allowance for doubtful accounts 25,914) ( 298,789 $ |
December31,2018 |
| 50,722 $ |
|
| December31,2018 448,328 $ 15,885) ( 432,443 $ |
- A. The ageing analysis of the Group’s notes and accounts receivable is as follows:
| Not past due Up to 30 days 31 to 90 days 91 to 180 days Over 181 days |
Accounts receivable Notes receivable 240,138 $ 27,450 $ 12,647 109 32,387 - 7,936 - 31,595 - 324,703 $ 27,559 $ December31,2019 |
Accounts receivable Notes receivable 240,138 $ 27,450 $ 12,647 109 32,387 - 7,936 - 31,595 - 324,703 $ 27,559 $ December31,2019 |
Accounts receivable Notes receivable 240,138 $ 27,450 $ 12,647 109 32,387 - 7,936 - 31,595 - 324,703 $ 27,559 $ December31,2019 |
December | December | Notes receivable 31, 2018 |
|
|---|---|---|---|---|---|---|---|
| Accounts receivable 240,138 $ 12,647 32,387 7,936 31,595 324,703 $ |
Accounts receivable |
||||||
| 27,450 $ 109 - - - 27,559 $ |
339,115 $ 27,273 43,293 19,308 19,339 448,328 $ |
50,605 $ 117 - - - 50,722 $ |
The above ageing analysis was based on past due date.
-
B. As of December 31, 2019, December 31, 2018 and January 1, 2018, the balances of notes receivable and accounts receivable from contracts with customers amounted to $352,262, $499,050 and $437,435, respectively.
-
C. Without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s notes and accounts receivable was its book value.
-
D. As of December 31, 2019 and 2018, the Group does not hold any collateral as security for accounts receivable.
-
E. Information relating to credit risk is provided in Note 12(2), ‘Financial instruments’.
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(4) Inventories
| Inventories | ||
|---|---|---|
| Raw materials Supplies Work in process Finished goods Raw materials Supplies Work in process Finished goods |
Allowance for Cost market price decline 83,509 $ 36) ($ 62,618 5,576) ( 336,583 5,945) ( 204,410 38,286) ( 687,120 $ 49,843) ($ December31,2019 Allowance for Cost marketprice decline 110,259 $ - $ 80,502 3,434) ( 321,450 9,962) ( 226,177 41,448) ( 738,388 $ 54,844) ($ December 31, 2018 |
Bookvalue 83,473 $ 57,042 330,638 166,124 637,277 $ Bookvalue 110,259 $ 77,068 311,488 184,729 |
| 683,544 $ |
The cost of inventories recognized as expense for the year:
| For the | years ended | years ended | years ended | December 31, | ||
|---|---|---|---|---|---|---|
| 2019 | 2018 | |||||
| Cost of goods sold | $ | 722,572 |
$ | 1,094,210 |
||
| Loss on physical inventory | 130 | 698 | ||||
| Reversal of allowance for inventory | ||||||
| market price decline (Note) | ( | 3,482) |
( | 3,712) |
||
| Revenue from sale of scraps | ( | 531) |
( | 621) |
||
| $ | 718,689 | $ | 1,090,575 |
(Note) The Group reversed a previous inventory write-down which was accounted for as reduction of cost of goods sold as certain inventory items which were previously provided with allowance were subsequently sold or scrapped in 2019 and 2018.
~30~
(5) Property, plant and equipment
| Construction | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Leasehold | in progress | ||||||||||||||||
| Buildings | improvements | and equipment | |||||||||||||||
| and | Machinery and | Transportation | Office | and other | before acceptance | ||||||||||||
| AtJanuary1,2019 | Land | structures | equipment | equipment | equipment | equipment | inspection | Total | |||||||||
| Cost | $ | 371,065 |
$ | 594,260 |
$ | 862,353 |
$ | 5,444 |
$ | 18,722 |
$ | 140,948 |
$ | 53,833 |
$ | 2,046,625 |
|
| Accumulated depreciation | - | ( | 129,677) | ( | 738,907) | ( | 4,136) |
( | 16,936) | ( | 121,399) | - | ( | 1,011,055) | |||
| $ | 371,065 | $ | 464,583 | $ | 123,446 | $ | 1,308 |
$ | 1,786 | $ | 19,549 | $ | 53,833 | $ | 1,035,570 | ||
| 2019 | |||||||||||||||||
| At January 1 | $ | 371,065 |
$ | 464,583 |
$ | 123,446 |
$ | 1,308 |
$ | 1,786 |
$ | 19,549 |
$ | 53,833 |
$ | 1,035,570 |
|
| Additions | - | 14,517 | 23,447 | 1,285 | 2,506 | 3,786 | 188,047 | 233,588 | |||||||||
| Transferred from | prepayments for | ||||||||||||||||
| equipment | - | - | - | - |
- | - | 109,993 | 109,993 | |||||||||
| Transferred after | acceptance inspection | - | 768 | 13,373 | - | 582 | 1,860 | ( | 16,583) |
- | |||||||
| Depreciation | - | ( | 22,354) |
( | 51,688) |
( | 285) |
( | 1,284) |
( | 7,691) |
- | ( | 83,302) |
|||
Disposals-Cost |
- | - | ( | 1,451) |
- | ( | 304) |
( | 30) |
- |
( | 1,785) |
|||||
' -Accumulated depreciation |
- |
- | 1,440 | - | 293 | 27 | - | 1,760 | |||||||||
| Net currency exchange differences | ( | 1,297) | ( | 2,920) | ( | 526) | ( | 8) | ( | 34) | ( | 80) | - |
( | 4,865) | ||
| At December 31 | $ | 369,768 | $ | 454,594 | $ | 108,041 | $ | 2,300 | $ | 3,545 | $ | 17,421 | $ | 335,290 |
$ | 1,290,959 | |
| At December 31, 2019 | |||||||||||||||||
| Cost | $ | 369,768 |
$ | 606,091 |
$ | 896,524 |
$ | 6,654 |
$ | 21,295 |
$ | 146,309 |
$ | 335,290 |
$ | 2,381,931 |
|
| Accumulated depreciation | - | ( | 151,497) | ( | 788,483) | ( | 4,354) | ( | 17,750) | ( | 128,888) | - | ( | 1,090,972) | |||
| $ | 369,768 | $ | 454,594 | $ | 108,041 | $ | 2,300 | $ | 3,545 | $ | 17,421 | $ | 335,290 | $ | 1,290,959 |
~31~
| Construction | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Leasehold | in progress | |||||||||||||||||
| Buildings | improvements | and equipment | ||||||||||||||||
| and | Machinery and | Transportation | Office | and other | before acceptance | |||||||||||||
| AtJanuary1,2018 | Land | structures | equipment | equipment | equipment | equipment | inspection | Total | ||||||||||
| Cost | $ | 414,740 |
$ | 535,004 |
$ | 800,132 |
$ | 5,282 |
$ | 18,060 |
$ | 133,253 |
$ | 17,380 |
$ | 1,923,851 |
||
| Accumulated depreciation | - | ( | 105,777) | ( | 685,013) | ( | 4,061) | ( | 16,576) | ( | 113,164) | - | ( | 924,591) | ||||
| $ | 414,740 | $ | 429,227 | $ | 115,119 | $ | 1,221 | $ | 1,484 | $ | 20,089 | $ | 17,380 | $ | 999,260 | |||
| 2018 | ||||||||||||||||||
| At January 1 | $ | 414,740 |
$ | 429,227 |
$ | 115,119 |
$ | 1,221 |
$ | 1,484 |
$ | 20,089 |
$ | 17,380 |
$ | 999,260 |
||
| Additions | - | 4,615 | 13,353 | 547 |
1,440 | 6,381 | 46,476 | 72,812 | ||||||||||
| Transferred from | prepayments for | |||||||||||||||||
| equipment | - | - | - | - | - | - | 43,052 | 43,052 | ||||||||||
| Transferred after | acceptance inspection | - | - | 51,204 | - |
- | 1,871 | ( | 53,075) |
- | ||||||||
| Reclassifications | ( | 46,001) |
46,001 | - | - | - | - | - | - | |||||||||
| Depreciation (Note) | - | ( | 18,312) |
( | 55,809) |
( | 456) |
( | 889) |
( | 8,729) |
- |
( | 84,195) |
||||
Disposals-Cost |
- |
- | ( | 2,468) |
( | 349) |
( | 764) |
( | 487) |
- | ( | 4,068) |
|||||
' -Accumulated depreciation |
- | - | 2,188 | 349 | 522 | 446 | - |
3,505 | ||||||||||
| Net currency exchange differences | 2,326 | 3,052 | ( | 141) | ( | 4) | ( | 7) | ( | 22) | - | 5,204 | ||||||
| At December 31 | $ | 371,065 | $ | 464,583 | $ | 123,446 |
$ | 1,308 | $ | 1,786 | $ | 19,549 | $ | 53,833 | $ | 1,035,570 |
||
| At December 31, 2018 | ||||||||||||||||||
| Cost | $ | 371,065 |
$ | 594,260 |
$ | 862,353 |
$ | 5,444 |
$ | 18,722 |
$ | 140,948 |
$ | 53,833 |
$ | 2,046,625 |
||
| Accumulated depreciation | - | ( | 129,677) |
( | 738,907) | ( | 4,136) | ( | 16,936) | ( | 121,399) | - | ( | 1,011,055) | ||||
| $ | 371,065 | $ | 464,583 | $ | 123,446 |
$ | 1,308 | $ | 1,786 | $ | 19,549 | $ | 53,833 | $ | 1,035,570 |
(Note) Depreciation of certain machinery and equipment was capitalized as intangible assets as it met the criteria for capitalization. Please refer to Note 6(7), ‘Intangible assets’.
~32~
-
A. Property, plant and equipment of the Group were all for operating purposes as of December 31, 2019 and 2018 .
-
B. 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:
| For the years ended December 31, | For the years ended December 31, | |
|---|---|---|
| 2019 | 2018 | |
| Amount capitalized | 3,326 $ |
845 $ |
| Range of the interest rates for capitalization | 1.45% | 1.51% |
-
C. Information about the property, plant and equipment that were pledged to others as collateral as of December 31, 2019 and 2018 is provided in Note 8, ‘Pledged assets’.
-
- -
(6) Leasing arrangements lessee
Effective 2019
-
A. The Group leases land in Southern Taiwan Science Park of Ministry of Science and Technology. Rental contracts are typically made for a period of 20 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.
-
B. The Group leases various assets including offices, warehouses and business vehicles. As of December 31, 2019, future lease commitments for short-term leases amounted to $11,724.
-
C. The carrying amount of right-of-use assets and the depreciation charge are as follows:
| D. For the year ended December 31, 2019, the Group has no additions to right-of-use assets. For the year ended December31,2019 December31,2019 Carryingamount Depreciation charge Land $130,248 $ 5,920 |
For the year ended December31,2019 |
|
|---|---|---|
- E. The information on income and expense accounts relating to lease contracts is as follows:
| Items affecting profit or loss Interest expense on lease liabilities Expense on short-term lease contracts |
For the year ended December31,2019 |
|
|---|---|---|
| 2,407 $ 11,724 $ |
- F. For the year ended December 31, 2019, the Group’s total cash outflow for leases was $18,956.
~33~
(7) Intangible assets
| Trademarks Patents Software At January 1, 2019 Cost 578 $ 9,288 $ 12,777 $ Accumulated amortization 578) ( 2,528) ( 8,262) ( Accumulated impairment - - - Net value - $ 6,760 $ 4,515 $ Net value at January 1, 2019 - $ 6,760 $ 4,515 $ Additions -acquired separately- 35 84 Amortization - 586) ( 2,406) ( Net currency exchange differences - - 53) ( Net value at December 31, 2019 - $ 6,209 $ 2,140 $ At December 31, 2019 Cost 578 $ 9,323 $ 12,746 $ Accumulated amortization 578) ( 3,114) ( 10,606) ( Accumulated impairment - - - Net value - $ 6,209 $ 2,140 $ |
|
|---|---|
~34~
| Trademarks Patents Software At January 1, 2018 Cost 578 $ 9,231 $ 10,067 $ Accumulated amortization 578) ( 1,945) ( 6,085) ( Accumulated impairment - - - Net value - $ 7,286 $ 3,982 $ Net value at January 1, 2018 - $ 7,286 $ 3,982 $ Additions -acquired separately- 57 2,737 Additions -from internal development- - - Additions -depreciation reclassified- - - Additions -amortization reclassified- - - Amortization - 583) ( 2,187) ( Impairment loss - - - Transfer - - - Net currency exchange differences - - 17) ( Net value at December 31, 2018 - $ 6,760 $ 4,515 $ At December 31, 2018 Cost 578 $ 9,288 $ 12,777 $ Accumulated amortization 578) ( 2,528) ( 8,262) ( Accumulated impairment - - - Net value - $ 6,760 $ 4,515 $ |
Internally generated intangible assets |
Turn-key professional technique Others Total - $ 60,000 $ 159,741 $ - 13,500) ( 22,108) ( - 14,460) ( 14,460) ( - $ 32,040 $ 123,173 $ - $ 32,040 $ 123,173 $ - - 2,794 - - 13,488 - - 37 - - 17 - - 2,770) ( - 10,117) ( 10,117) ( 91,779 - - - - 1,645) ( 91,779 $ 21,923 $ 124,977 $ 91,779 $ 60,000 $ 174,422 $ - 13,500) ( 24,868) ( - 24,577) ( 24,577) ( 91,779 $ 21,923 $ 124,977 $ |
||
|---|---|---|---|---|
| 79,865 $ - - 79,865 $ 79,865 $ - 13,488 37 17 - - 91,779) ( 1,628) ( - $ - $ - - - $ |
~35~
-
A. For the years ended December 31, 2019 and 2018, no borrowing costs were capitalized as part of intangible assets.
-
B. Details of amortization on intangible assets are as follows:
| For theyears ended | For theyears ended | December31, | ||
|---|---|---|---|---|
| 2019 | 2018 | |||
| General and administrative expenses | $ | 1,094 |
$ | 435 |
| Research and development expenses | 1,898 |
2,335 |
||
| $ | 2,992 |
$ | 2,770 |
(8) Impairment of non-financial assets
- A. The Group recognized impairment loss for the year ended December 31, 2018 of $10,117 (listed as “Other gains and loss”). Details of such loss are as follows:
| Year ended December31,2018 | Year ended December31,2018 | |
|---|---|---|
| Recognised in profit or | Recognised in other | |
| loss | comprehensive income | |
Impairment loss-intangible assests |
10,117 $ |
- $ |
- B. The impairment loss reported by operating segments is as follows:
| The Company | Recognised in profit or loss Recognised in other comprehensive income 10,117 $ - $ Year ended December 31, 2018 |
Recognised in profit or loss Recognised in other comprehensive income 10,117 $ - $ Year ended December 31, 2018 |
|
|---|---|---|---|
| Recognised in profit or loss 10,117 $ |
|||
| - $ |
-
C. The recoverable amount of the special technology (shown as “intangible assets-other intangible assets”) acquired by the Group was assessed to be impaired based on the residual life of the patent. For the year ended December 31, 2018, the Group recognized impairment loss of $ 10,117. This situation did not happen in 2019.
-
D. The recoverable amount was assessed based on the use right of the intangible asset. For the years ended December 31, 2019 and 2018, the discount rates were 7.1% and 7%, respectively.
~36~
(9) Short-term borrowings
| Nature Bank unsecured borrowings Bank secured borrowings Nature Bank unsecured borrowings Bank secured borrowings |
December31,2019 220,000 $ 93,315 313,315 $ December 31, 2018 120,000 $ 90,407 |
Interestraterange Collateral 0.87% ~1.03%None 1.3% ~3.43%Endorsements and guaruantees by the Company Interestraterange Collateral 0.99% ~1.03%None 1.15% ~3.42%Endorsements and guaruantees by the Company |
|---|---|---|
$ 210,407
For more information about interest expense recognized by the Group for the years ended December 31, 2019 and 2018, please refer to Note 6(19), ‘Finance costs’.
(10) Other payables
| Accrued salaries and bonuses Employees' compensation and directors' and supervisors' remuneration payable Equipment payable Others |
December31,2019 December 31, 2018 47,840 $ 60,606 $ 20,500 61,248 30,601 14,821 36,566 59,399 135,507 $ 196,074 $ |
|---|---|
~37~
- (11) Long term borrowings
==> picture [505 x 296] intentionally omitted <==
----- Start of picture text -----
Interest rate
Nature Expiry date December 31, 2019 range Collateral
Long-term bank borrowings
Secured borrowings October 5, 2022 ~ $ 424,113 1.35% ~ Land, buildings and structures
August 25, 2024 4.43%
Unsecured borrowings November 1, 2020 ~ 1.25% ~
October 5, 2022 158,000 1.80% None
582,113
Less: Current portion ( 101,136)
$ 480,977
Interest rate
Nature Expiry date December 31, 2018 range Collateral
Long-term bank borrowings
Secured borrowings September 23, 2021 ~ $ 501,184 1.35% ~ Land, buildings and structures,
August 25, 2024 4.43% and endorsed and guaranteed
by the Company
Unsecured borrowings November 1, 2020 ~ 1.29% ~
October 5, 2022 60,000 1.80% None
561,184
Less: Current portion ( 57,208)
$ 503,976
----- End of picture text -----
For more information about interest expense recognized by the Group for the years ended December 31, 2019 and 2018, please refer to Note 6(19),‘Finance cost’.
(12) 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.
~38~
- (b) The amounts recognized in the balance sheet are as follows:
| December31,2019 | December | 31,2018 | ||
|---|---|---|---|---|
| Present value of defined benefit obligations | ($ | 11,769) |
($ | 12,050) |
| Fair value of plan assets | 5,105 | 4,606 | ||
| Net defined benefit liability | ($ | 6,664) | ($ | 7,444) |
(c) Movements in net defined benefit liabilities are as follows:
2019
| 2019 | |||||
|---|---|---|---|---|---|
| At January 1 Interest (expense) income Remeasurements: Return on plan assets Change in financial assumptions Experience adjustments Pension fund contribution At December 31 At January 1 Interest (expense) income Remeasurements: Return on plan assets Change in financial assumptions Experience adjustments Pension fund contribution At December 31 |
Present value of defined benefit obligations |
Fair value of plan assets |
Net defined benefit liability |
||
| 12,050) ($ 108) ( 12,158) ( - 181) ( 570 389 - 11,769) ($ |
4,606 $ 41 4,647 161 - - 161 297 5,105 $ 2018 |
7,444) ($ 67) ( 7,511) ( 161 181) ( 570 550 297 6,664) ($ |
|||
| Present value of defined benefit obligations |
Fair value of plan assets |
Net defined benefitliability |
|||
| 9,821) ($ 107) ( 9,928) ( - 211) ( 1,911) ( 2,122) ( - 12,050) ($ |
4,147 $ 45 4,192 117 - - 117 297 4,606 $ |
5,674) ($ 62) ( 5,736) ( 117 211) ( 1,911) ( 2,005) ( 297 7,444) ($ |
(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 utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign
~39~
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 utilisation 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 assets fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2019 and 2018 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.
- (e) The principal actuarial assumptions used were as follows:
| For theyears ended | December 31, | |
|---|---|---|
| 2019 | 2018 | |
| Discount rate | 0.70% | 0.90% |
| Future salary increases | 3.25% | 3.25% |
Assumptions regarding future mortality experience are set based on actuarial advice in accordance with Taiwan Life Insurance 5th Mortality Table.
Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
| December 31, 2019 Effect on present value of defined benefit obligation December 31, 2018 Effect on present value of defined benefit obligation |
Discount rate | Discount rate | Discount rate | Future salaryincreases | Future salaryincreases | Future salaryincreases |
|---|---|---|---|---|---|---|
| Increase 0.25% | Decrease 0.25% | Increase 0.25% | Decrease 0.25% | |||
| 226) ($ 262) ($ |
235 $ 274 $ |
200 $ 237 $ |
193) ($ 228) ($ |
The sensitivity analysis above is based on one assumption 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 plans of the Group for the year ending December 31, 2020 amount to $297.
-
(g) As of December 31, 2019, the weighted average duration of the retirement plan is 8 years. The analysis of timing of the future pension payment was as follows:
~40~
| Within 1 year | $ | 1,943 |
|---|---|---|
| 2-5 years | 5,230 |
|
| Over 6 years | 5,281 |
|
| $ | 12,454 |
- 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 other subsidiaries are subject to local government sponsored defined contribution plan. In accordance with related laws of the respective local government, the independent pension fund of employees is administered by the government. Other than the monthly contributions, these subsidiaries do not have further obligations. The pension costs under the defined contribution pension plans of the Group for the years ended December 31, 2019 and 2018 were $15,884 and $17,296, respectively.
(13) Share capital
- A. Movements in the number of the Company’s ordinary shares outstanding are as follows (in thousands of shares):
| thousands of shares): | ||
|---|---|---|
| Balance at beginning of year Stock dividends Balance at end of year |
For the years ended December 31, | |
| 2019 73,807 7,381 81,188 |
2018 | |
| 59,046 14,761 |
||
| 73,807 |
-
B. On June 12, 2019 and May 28, 2018, the Company’s stockholders adopted a resolution to issue shares of common stock due to capitalization of retained earnings of $73,807 and $147,614, respectively, and obtained approval from the SFC. The effective date of capitalization was set on August 7, 2019 and August 5, 2018, respectively.
-
C. 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):
| Reason for reacquisition To be reissued to employees |
Forthe yearended | Forthe yearended | December31,2018 | December31,2018 |
|---|---|---|---|---|
| Shares at beginning ofyear 3,000 |
Increase Decrease - 3,000) ( |
Shares at end ofyear |
||
| - |
No treasury shares were reacquired or retired by the Company in 2019.
- (b) Pursuant to the R.O.C. Securities and Exchange Act, the number of shares bought back as treasury share should not exceed 10% of the number of the Company’s issued and outstanding
~41~
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.
-
(c) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should not be pledged as collateral and is not entitled to dividends before it is reissued.
-
(d) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should be reissued to the employees within 3 years from the reacquisition date and shares not reissued within the 3- year period are to be retired.
-
D. The Company acquired a total of 3 million treasury shares during the period from November 2014 to January 2015. On February 9, 2018, the shares were retired as resolved by the Board of Directors. The capital reduction became effective on the same date and the registration has been approved by the Southern Taiwan Science Park Bureau, Ministry of Science and Technology. The Company debited ‘share capital – common stock’ and ‘capital surplus – share premium’ in the amounts of $30,000 and $22,384, respectively, and ‘unappropriated retained earnings’ was offset by the remaining amount of $66,160.
-
E. As of December 31, 2019, the Company’s authorized capital was $1,500,000 (including $30,000 reserved for employee stock options), and the paid-in capital was $811,876 (81,188 thousand shares) with par value of $10 (in dollars) per share.
(14) Capital reserve
| 2019 Share premium Balances at beginning and end of year 440,553 $ 2018 Share premium At January 1 462,937 $ Retirement of treasury shares 22,384) ( At December 31 440,553 $ |
Others Total 114 $ 440,667 $ Others Total 114 $ 463,051 $ - 22,384) ( 114 $ 440,667 $ |
|---|---|
-
A. Pursuant to the R.O.C. Company Act, capital reserve 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 reserve to be capitalized mentioned above should not exceed 10% of the paid-in capital each year. Capital reserve should not be used to cover accumulated deficit unless the legal reserve is insufficient.
-
B. Information relating to capital reserve offset by the retirement of treasury shares is provided in Note 6(13), ‘Share capital – common stock’.
(15) 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
~42~
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. As of December 31, 2018, pursuant to the regulations for the deduction amount to stockholders’ equity from other equity items, the Company has set aside special reserve of $17,047, which cannot be distributed to shareholders.
-
D. The Company recognized cash dividends distributed to owners amounting to $73,087 ($1.0 (in dollars) per share) and $59,045 ($1.0 (in dollars) per share) and stock dividends amounting to $73,807 ($1 (in dollars) per share) and $147,614 ($2.5 (in dollars) per share) for the years ended December 31, 2019 and 2018, respectively. The Board of Directors has not yet adopted a resolution to distribute dividends as of March 11, 2020. Information about the distribution of dividends by the Company as proposed by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
-
E. Information relating to retained earnings offset by the retirement of treasury shares is provided in Note 6(13), ‘Share capital’.
-
F. For the year ended December 31, 2018, the change in retained earnings resulted from the difference between the proceeds and the carrying amount for the acquisition of subsidiary. Please refer to Note 6(24) for the information on transactions with non-controlling interest.
~43~
(16) Operating revenue
For the years ended December 31, 2019 2018 Revenue from contracts with customers $ 1,300,351 $ 2,078,901
-
A. The Group derives revenue from the transfer of goods at a point in time in segments. Please refer to Note 14, ‘Segment information’ for details.
-
B. The Group has recognized revenue-related contract liabilities amounting to $3,964, $1,828 and $3,422 as of December 31, 2019, December 31, 2018 and January 1, 2018, respectively. Revenue recognized that were included in the contract liability balance at the beginning of 2019 and 2018 for the years ended December 31, 2019 and 2018 were $370 and $2,755, respectively.
(17) Other income
| Other income | ||
|---|---|---|
| Interest income: Interest income from bank deposits Other interest income Other income: Other income – others |
Forthe years endedDecember31, | |
| 2019 4,167 $ 13 8,233 12,413 $ |
2018 | |
| 5,322 $ 11 3,959 |
||
| 9,292 $ |
(18) Other gains and losses
| Other gains and losses | ||||
|---|---|---|---|---|
| Forthe years ended | December31, | |||
| 2019 | 2018 | |||
| Currency exchange (loss) gain | ($ | 17,511) |
$ | 21,498 |
| Loss on disposal of property, plant and | ||||
| equipment | ( | 25) |
( | 41) |
| Impairment loss | - | ( | 10,117) |
|
| Other losses | ( | 207) |
( | 13) |
| ($ | 17,743) | $ | 11,327 |
(19) Finance costs
| For theyears ended | For theyears ended | December31, | |||
|---|---|---|---|---|---|
| 2019 | 2018 | ||||
| Interest expense: | |||||
| Interest expense on bank borrowings | $ | 14,901 |
$ | 16,521 |
|
| Interest expense on lease liabilities | 2,407 | - | |||
| Less: Capitalization of qualifying assets | ( | 3,326) |
( | 845) | |
| $ | 13,982 | $ | 15,676 |
~44~
(20) Expenses by nature
| Employee benefit expense Depreciation Amortization Employee benefit expense Depreciation Amortization |
Operatingcost Operatingexpense Total 214,176 $ 167,236 $ 381,412 $ 68,542 20,680 89,222 - 2,992 2,992 282,718 $ 190,908 $ 473,626 $ Operating cost Operating expense Total 300,813 $ 212,300 $ 513,113 $ 68,236 15,922 84,158 - 2,753 2,753 369,049 $ 230,975 $ 600,024 $ Forthe yearendedDecember31,2019 Forthe yearendedDecember31,2018 |
|---|---|
(21) Employee benefit expense
| Employee benefit expense | |||
|---|---|---|---|
| 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 |
Operating cost Operating expense Total 173,251 $ 143,147 $ 316,398 $ 22,823 11,504 34,327 9,574 6,377 15,951 8,528 6,208 14,736 214,176 $ 167,236 $ 381,412 $ Forthe yearendedDecember31,2019 For the year ended December 31, 2018 |
||
| Operating cost 258,312 $ 23,774 10,958 7,769 300,813 $ |
Operating expense 189,270 $ 12,011 6,400 4,619 212,300 $ |
Total | |
| 447,582 $ 35,785 17,358 12,388 |
|||
| 513,113 $ |
-
A. According to the Articles of Incorporation of the Company, a ratio of distributable profit of the current year, 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. On May 28, 2018, the Company’s stockholders adopted a resolution to amend the Articles of Incorporation of the Company. The ratio shall be 3% to 15% for employees’ compensation and shall not be higher than 3% for directors’ and supervisors’ remuneration.
-
B. For the years ended December 31, 2019 and 2018, the Company’s employees’ compensation was accrued at $16,000 and $48,000, respectively; while directors’ and supervisors’ remuneration
~45~
was accrued at $4,500 and $13,013, respectively. The aforementioned amounts were recognized in salary expenses.
The expenses recognized for 2019 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 2019 as resolved by the Board of Directors were $16,000 and $4,500, respectively. The employees’ compensation will be distributed in the form of cash.
The employees’ compensation and directors’ and supervisors’ remuneration for 2018 as resolved by the Board of Directors were $48,000 and $13,013, respectively, and the employees’ compensation will be distributed in the form of cash. Employees’ compensation and directors’ and supervisors’ remuneration for 2018 as resolved by the Board of Directors were in agreement with those amounts recognized in the 2018 financial statements.
Information about the appropriation of employees’ compensation and directors’ and supervisors’ remuneration by the Company as proposed by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
(22) Income tax
A. Income tax expense:
(a) Components of income tax expense:
| ome tax Income tax expense: (a) Components of income tax expense: |
|||||
|---|---|---|---|---|---|
| Forthe years ended | December31, | ||||
| 2019 | 2018 | ||||
| Current income tax: | |||||
| Income tax incurred in current year | $ | 67,164 |
$ | 125,091 |
|
| Tax on unappropriated earnings | - | 19 | |||
| Prior year's income tax under estimation | 1,129 | 6,286 | |||
| Total current income tax | 68,293 | 131,396 | |||
| Deferred income tax: | |||||
| Origination and reversal of temporary | |||||
| differences | ( | 20,710) |
8,393 | ||
| Impact of change in tax rate | - | ( | 1,204) |
||
| Total deferred tax | ( | 20,710) |
7,189 | ||
| Income tax expense | $ | 47,583 | $ | 138,585 |
(b) The income tax relating to components of other comprehensive income is as follows:
| Remeasurement of defined benefit obligations Impact of change in tax rate |
2019 2018 110 $ 401) ($ - 182) ( 110 $ 583) ($ Forthe years endedDecember31, |
|---|---|
~46~
B. Reconciliation between income tax expense and accounting profit
| For theyears ended | For theyears ended | For theyears ended | December 31, | ||
|---|---|---|---|---|---|
| 2019 | 2018 | ||||
| Tax calculated based on profit before | |||||
| tax and statutory tax rate | $ | 53,940 |
$ | 141,334 |
|
| Effect of items disallowed by tax | 1,979 |
||||
| regulation | ( | 323) |
|||
| Effect from investment tax credits | ( | 7,163) |
( | 9,829) |
|
| Prior year's income tax under | |||||
| estimation | 1,129 |
6,286 |
|||
| Tax on unappropriated earnings | - |
19 | |||
| Impact of change in tax rate | - |
( | 1,204) |
||
| Income tax expense | $ | 47,583 | $ | 138,585 |
C. Amounts of deferred tax assets or liabilities as a result of temporary differences are as follows:
2019
| Temporary differences: Deferred tax assets: Loss on inventory market value decline Unused compensated absences Unrealized gain on interafflilates Pensions Rent expense Unrealized loss on foreign currency exchange Deferred tax liabilities: Investment (income) loss Depreciation Unrealized gain on foreign currency exchange |
January1 | Recognized in profit or loss |
Recognized in other comprehensive income |
December31 | ||
|---|---|---|---|---|---|---|
| 2,760 $ 3,355 18,942 2,019 - - 27,076 $ 23,636) ($ 1,953) ( 238) ( 25,827) ($ 1,249 $ |
312) ($ 170) ( 2,495) ( - 219 1,852 906) ($ 21,326 $ 52 238 21,616 $ 20,710 $ |
- $ - - 110) ( - - 110) ($ - $ - - - $ 110) ($ |
2,448 $ 3,185 16,447 1,909 219 1,852 26,060 $ 2,310) ($ 1,901) ( - 4,211) ($ 21,849 $ |
~47~
2018
| Temporary differences: Deferred tax assets: Loss on inventory market value decline Unused compensated absences Unrealized gain on interafflilates Pensions Deferred tax liabilities: Investment income Depreciation Unrealized gain on foreign currency exchange |
January1 | Recognized in profit or loss |
Recognized in other comprehensive income |
Recognized in other comprehensive income |
December31 | ||
|---|---|---|---|---|---|---|---|
| 3,823 $ 2,429 8,925 1,375 16,552 $ 6,864) ($ 1,703) ( 130) ( 8,697) ($ 7,855 $ |
1,063) ($ 926 10,017 61 9,941 $ 16,772) ($ 250) ( 108) ( 17,130) ($ 7,189) ($ |
- $ - - 583 583 $ - $ - - - $ 583 $ |
2,760 $ 3,355 18,942 2,019 27,076 $ 23,636) ($ 1,953) ( 238) ( 25,827) ($ 1,249 $ |
-
D. The Company’s income tax returns through 2017 have been assessed and approved by the Tax Authority. There were no disputes existing between the Company and the Tax Authority as of March 11, 2020.
-
E. Under the amendments to the Income Tax Act which was promulgated by the President of the Republic of China on February 7, 2018, the Company’s applicable income tax rate was raised from 17% to 20% effective from January 1, 2018. The Company has assessed the impact of the change in income tax rate and reflected in current profit or loss or other comprehensive income for the origination and reversal of temporary differences.
~48~
(23) Earnings per share (“EPS”)
For the year ended December 31, 2019
| Earnings per share (“EPS”) | Forthe yearendedDecember31,2019 |
|---|---|
| Basic earnings per share Profit attributable to ordinary shareholders of the parent Diluted earnings per share Profit attributable to ordinary shareholders of the parent Assumed conversion of all dilutive potential ordinary shares Employees’ compensation Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares Basic earnings per share Profit attributable to ordinary shareholders of the parent Diluted earnings per share Profit attributable to ordinary shareholders of the parent Assumed conversion of all dilutive potential ordinary shares Employees’ compensation Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares |
Weighted average number of shares outstanding EPS Amount aftertax (sharesinthousands) (indollars) 174,644 $ 81,188 2.15 $ 174,644 $ 81,188 - 272 174,644 $ 81,460 2.14 $ Forthe yearendedDecember31,2018 |
| Weighted average number of shares outstanding EPS Amount aftertax (sharesinthousands) (indollars) 472,717 $ 81,188 5.82 $ 472,717 $ 81,188 - 716 472,717 $ 81,904 5.77 $ |
The abovementioned weighted average number of ordinary shares outstanding has been adjusted retrospectively according to the proportional increase in capital as a result of stock dividends distribution for the year ended December 31, 2018.
~49~
(24) Transactions with non-controlling interest
During October, 2018, the Group acquired the remaining 20% of shares of its subsidiary - CSM - Maschinen GmbH for a total cash consideration of $ . The carrying amount of non-controlling interest was ($1,631) at the acquisition date. This transaction resulted in a decrease in the noncontrolling interest by $1,631 and a decrease in the equity attributable to owners of the parent by $1,631. The capital surplus - difference between proceeds on actual acquisition of or disposal of equity interest in a subsidiary and its carrying amount is insufficient which resulted in a decrease in retained earnings.
The Group did not conduct any transaction with non-controlling interest in 2019.
(25) Operating leases
Prior to 2019
The Group 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 Southern Taiwan 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 Group will be adjusted accordingly on the following month. The Group may have to pay additional rent or get a refund on its last rental payment because of such adjustment. The rent expense of $7,232 was recognized in profit or loss for the year ended December 31, 2018. The future aggregate minimum lease payments under non-cancellable operating leases are as follows:
| Within 1 year Later than 1 year but not exceeding 5 years Exceeding 5 years |
December31,2018 |
|---|---|
| 7,594 $ 22,838 603 |
|
| 31,035 $ |
(26) Supplemental cash flow information
A. Investing activities with partial cash payments
| pplemental cash flow information Investing activities with partial cash payments |
|||||
|---|---|---|---|---|---|
| Forthe years endedDecember31, | |||||
| 2019 | 2018 | ||||
| Purchase of property, plant and equipment | $ | 233,588 |
$ | 72,812 |
|
| Add: Opening balance of notes payable | 3,633 | 4,858 | |||
| Opening balance of payable for | |||||
| equipment | 14,821 | 5,236 | |||
| Less: Ending balance of notes payable | ( | 25,323) |
( | 3,633) |
|
| Ending balance of payable for equipment | ( | 30,601) |
( | 14,821) |
|
| Capitalization of interest | ( | 3,326) |
( | 845) |
|
| Cash paid during the year | $ | 192,792 | $ | 63,607 |
~50~
B. Investing and financing activities with no cash flow effects
For the years ended December 31, 2019 2018 (a) Write-offs of allowance for bad debts $ 666 $ - For the years ended December 31, 2019 2018 (b) Prepaments for equipment reclassified to property, plant and equipment $ 109,993 $ 43,052
(27) Changes in liabilities from financing activities
| At January 1, 2019 Effects of retrospective application Balance at January 1 after adjustments Changes in cash flow from financing activities Impact of changes in foreign exchange rate At December 31, 2019 At January 1, 2018 Changes in cash flow from financing activities Impact of changes in foreign exchange rate At December 31, 2018 |
Short-term borrowings |
Leaseliability | Leaseliability | Leaseliability | Leaseliability | Leaseliability | |
|---|---|---|---|---|---|---|---|
| $ | |||||||
| $ | |||||||
| 214,755 $ 5,516) ( 1,168 $210,407 |
500,928 $ 57,574 2,682 $ 561,184 |
$ | |||||
| $ |
7. RELATED PARTY TRANSACTIONS
(1) Significant transactions and balances with related parties
None.
(2) Key management compensation
| None. Key management compensation |
||
|---|---|---|
| Salaries and other short-term employee benefits |
Forthe years endedDecember31, | |
| 2019 27,360 $ |
2018 | |
| 40,987 $ |
~51~
8. PLEDGED ASSETS
The Group’s assets pledged as collateral are as follows:
| Book | value | ||||
|---|---|---|---|---|---|
| Asset pledged | December | 31,2019 | December | 31, 2018 | Purpose of collateral |
| Land (Note) | $ | 369,768 |
$ | 371,065 |
Guarantee for long- |
| term borrowings | |||||
| Buildings and structures-net | Guarantee for long- | ||||
| (Note) | 354,146 |
427,078 | term borrowings | ||
| $ | 723,914 |
$ | 798,143 |
(Note) Listed as ‘Property, plant and equipment’.
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT
COMMITMENTS
-
(1) As of December 31, 2019 and 2018, the endorsements and guarantees provided by the Company to the subsidiary, cpc Europa GmbH, amounted to $201,540 and $200,640, respectively, and the actual amount drawn down was $45,347 and $12,320, respectively; the endorsements and guarantees provided by the Company to the subsidiary, CSM Maschinen GmbH, amounted to $50,385 and
- -
$123,200, respectively, and the actual amount drawn down was $ and $32,014, respectively; the endorsements and guarantees provided by the Company to the subsidiary, CHIEFTEK PRECISION INTERNATIONAL LLC amounted to $59,960 and $92,145, respectively, and the actual amount drawn down was $47,968 and $46,073, respectively.
-
(2) As of December 31, 2019 and 2018, the Group’s remaining balance due for construction in progress and prepayments for equipment were $625,769 and $168,110, respectively.
-
(3) On July 5, 2017, the Company entered into a mid-term secured syndicated loan contract for a credit line of $1,200,000 with 9 financial institutions including E. Sun Commercial Bank, Ltd.. The credit term is 5 years. Under the terms of the syndicated loan, the Company agrees 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, the Company should improve within 9 months after the fiscal year or half fiscal year. It will not be considered to default, if the audited or reviewed financial rates comply with the covenants after the improvement period. During the improvement period, the credit line which has not been withdrawn will be frozen, until the financial covenants are met. In addition, for withdrawn credit, its financing rate shall be increased by an additional 0.125% per annum from the date after the notification by the management bank to the date after the completion of improvement.
~52~
As of December 31, 2019, the Company has not violated any of the above covenants.
-
- -
(4) For the details of operating lease agreements, please refer to Note 6(6), ‘Leasing arrangements lessee’ and Note 6(25), ‘Operating leases’.
10. SIGNIFICANT DISASTER LOSS
None.
11. SIGNIFICANT SUBSEQUENT EVENTS
None.
12. OTHERS
(1) Capital management
The Group’s objectives when managing capital are to safeguard the Group’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 Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce the level of debt.
(2) Financial instruments
-
A. Details of the Group’s financial instruments by category are provided in Note 6.
-
B. Financial risk management policies
-
(a) The Group’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.
-
(b) Risk management is carried out by a central treasury department (Group treasury) under policies approved by the Board of Directors. Group treasury identifies, evaluates and hedges financial risks in close cooperation with the Group’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 Group operates internationally and is exposed to foreign exchange risk arising from the transactions of the Company and its subsidiaries denominated in various functional currency, primarily with respect to USD, EUR and JPY. Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities.
-
(ii)Management has set up a policy to require group companies to manage their foreign exchange risk against their functional currency. The companies are required to hedge their entire foreign exchange risk exposure with the Group treasury.
-
(iii)The Group treasury’s risk management policy is to hedge anticipated cash flows (mainly sale export and purchase of inventory) in the major foreign currency in the
-
~53~
future so as to decrease the risk exposure in the major foreign currency.
-
(iv)The Group 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 Group does not hedged the investments.
-
(v)The Group’s businesses involve some non-functional currency operations (the Company’s functional currency: NTD, the subsidiaries’ functional currency: USD, EUR and CNY). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
| is as follows: | |||
|---|---|---|---|
| Exchange rate (Foreign currency: functional currency) Financial assets Monetary items USD:NTD 11,917 $ 29.98 JPY:NTD 63,563 0.2760 EUR:NTD 1,826 33.59 Financial liabilities Monetary items USD:NTD 5 29.98 JPY:NTD 337 0.2760 EUR:NTD 183 33.59 Exchange rate (Foreign currency: functional currency) Financial assets Monetary items USD:NTD 11,666 $ 30.715 JPY:NTD 46,827 0.2782 EUR:NTD 1,400 35.20 Financial liabilities Monetary items USD:NTD 98 30.715 JPY:NTD 5,316 0.2782 EUR:NTD 1,071 35.20 December31,2019 Foreign currency amount(in thousands) December31,2018 Foreign currency amount(in thousands) |
December31,2019 | Book value (NTD) |
|
| 357,279 $ 17,543 61,352 154 93 6,264 Book value (NTD) |
|||
| 358,315 $ 13,027 49,287 3,013 1,479 37,713 |
|||
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 Group’s net profit (loss) after tax for the years ended December 31, 2019 and 2018 would
~54~
increase/decrease by $3,448 and $3,008, respectively.
-
(vi)The total exchange gain (loss), including realized and unrealized arising from significant foreign exchange variation on the monetary items held by the Group for the years ended December 31, 2019 and 2018 amounted to ($17,511) and $21,498, respectively.
-
II. Price risk
-
The Group is not engaged in any financial instruments with price variations, thus, the Group does not expect market risk arising from variations in the market prices.
-
III. Cash flow and fair value interest rate risk
-
(i)The Group’s main interest rate risk arises from short-term and long-term borrowings with variable rates, which expose the Group to cash flow interest rate risk. However, partial interest rate risk is offset by cash and cash equivalents held at variable rates. For the years ended December 31, 2019 and 2018, the Group’s borrowings at variable rate were mainly denominated in NTD, USD and EUR.
-
(ii)The Group’s borrowings are measured at amortized cost. The borrowings are periodically contractually repriced and to that extent are also exposed to the risk of future changes in market interest rates.
-
(iii) If the borrowing interest rate had increased/decreased by 10% with all other variables held constant, profit, net of tax for the years ended December 31, 2019 and 2018 would have decreased/increased by $1,192 and $1,254, respectively. The main factor is that changes in interest expense result from floating rate borrowings.
(b) Credit risk
-
I. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms.
-
II. The Group manages their credit risk taking into consideration the entire group’s concern. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analyzing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. 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.
-
III. The Group manages their credit risk, if the contract payments are past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition and the impairment is assessed when the contract payments are past due over certain days.
-
IV. The Group wrote-off the financial assets, which cannot be reasonably expected to be recovered after initiating recourse procedures. However, the Group will continue
~55~
executing the recourse procedures to secure their rights. On December 31, 2019 and 2018, the Group's written-off financial assets that are still under recourse procedures amounted - to $ 666 and $ , respectively.
- V. The Group classifies customers’ accounts receivable in accordance with credit rating of customer and credit risk on trade. The Group applies the simplified approach using provision matrix and the forecastability to adjust historical and timely information to estimate expected credit loss. The expected credit loss ranges from 2% to 100%. Movements in relation to the Group applying the simplified approach to provide loss allowance for accounts receivable are as follows:
| Forthe years endedDecember31, | Forthe years endedDecember31, | Forthe years endedDecember31, | |||
|---|---|---|---|---|---|
| 2019 | 2018 | ||||
| Accountsreceivable | Accounts receivable | ||||
| At January 1 | $ | 15,885 |
$ | 10,804 |
|
| Provision for impairment | 11,672 | 5,368 | |||
| Write-offs | ( | 666) |
- |
||
| Effect of foreign exchange | ( | 977) |
( | 287) |
|
| At December 31 | $ | 25,914 | $ | 15,885 |
(c) Liquidity risk
-
I. Cash flow forecasting is performed in the operating entities of the Group and aggregated by Group treasury. Group treasury monitors rolling forecasts of the Group’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 Group does not breach borrowing limits or covenants (where applicable) on any of its borrowing facilities.
-
II. Surplus cash held by the operating entities over and above balance required for working capital management are transferred to the Group treasury. Group 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 Group is expected to readily generate cash inflows for managing liquidity risk.
-
III. The Group has the following undrawn borrowing facilities:
| Floating rate: Expiring within one year Expiring beyond one year |
December31,2019 1,417,801 $ 930,308 2,348,109 $ |
December31,2018 |
|---|---|---|
| 1,316,080 $ 942,800 |
||
| 2,258,880 $ |
- IV. The table below analyses the Group’s non-derivative financial liabilities and relevant maturity groupings based on the remaining period at the balance sheet date to the
~56~
contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
==> picture [432 x 31] intentionally omitted <==
----- Start of picture text -----
Between 1 Between 2 More than
December 31, 2019 Less than 1 year and 2 years and 5 years 5 years
----- End of picture text -----
| December31,2019 | Less than 1year | and2years | and 5 years | 5 years |
|---|---|---|---|---|
| Short-term borrowings Notes payable Accounts payable Other payables Lease liability Long-term borrowings (including current portion) Non-derivative financial liabilities: December31,2018 |
314,099 $ 79,155 18,711 135,507 7,232 112,116 Less than 1year |
- $ - - - 7,232 115,108 Between 1 and2years |
- $ - - - 21,697 387,753 Between 2 and 5 years |
- $ - - - 122,948 - More than 5 years - $ - - - 75,750 |
| Short-term borrowings Notes payable Accounts payable Other payables Long-term borrowings (including current portion) Non-derivative financial liabilities: |
212,427 $ 154,647 68,940 196,074 68,861 |
- $ - - - 85,150 |
- $ - - - 375,126 |
V. The Group 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. As of December 31, 2019 and 2018, the Group had no fair value financial instruments.
- B. Financial instruments not measured at fair value
The carrying amounts of the Group’s financial instruments not measured at fair value (including cash and cash equivalents, financial assets at amortized cost - current, notes receivable, accounts receivable, other receivables, guarantee deposits paid, short-term borrowings, notes payable, accounts payable, other payables, lease liabilities (current and non-current) and long-term borrowings (including current portion)) are approximate to their fair values.
13. SUPPLEMENTARY DISCLOSURES
(According to the regulatory requirement, only information for the year ended December 31, 2019 is disclosed.)
(1) Significant transactions information
~57~
-
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: Please refer to table 4.
-
I. Trading in derivative instruments undertaken during the reporting period: None.
-
J. Significant inter-company transactions during the reporting period: Please refer to table 5.
-
(2) Information on investees
Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to table 6.
(3) Information on investments in Mainland China
-
A. Basic information: Please refer to table 7.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to table 8.
14. SEGMENT INFORMATION
(1) General information
The management of the Group has identified the operating segments based on how the Group’s chief operating decision maker regularly reviews information in order to make decisions.
(2) Measurement segment information
The chief operating decision-maker evaluates the performance of operating segments based on pretax income excluding non-recurring income. For details of operating segments’ accounting policies, please refer to Note 4.
(3) Information about segment profit or loss, assets and liabilities
The segment information provided to the chief operating decision-maker for the reportable segments is as follows:
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For the year ended December 31, 2019
CHIEFTEK Chieftek
PRECISION (Kunshan) cpc Europa cpc USA Others Total
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| CHIEFTEK PRECISION |
Chieftek (Kunshan) cpcEuropa cpc USA Others Total |
Chieftek (Kunshan) cpcEuropa cpc USA Others Total |
Chieftek (Kunshan) cpcEuropa cpc USA Others Total |
Chieftek (Kunshan) cpcEuropa cpc USA Others Total |
||
|---|---|---|---|---|---|---|
| Segment revenue Inter-segment revenue Revenue from external Interest income Depreciation and amortization Capital expenditure Interest expense Segment pre-tax income Segment assets Segment liabilities Segment revenue Inter-segment revenue Revenue from external Interest income Depreciation and amortization Capital expenditure Interest expense Segment pre-tax income Segment assets Segment liabilities |
1,040,726 $ 515,780 524,946 1,720 78,731 332,137 9,131 210,359 2,570,980 1,095,574 |
289,569 $ 316,829 $ 172,687 $ 30,268 $ 1,850,079 $ - 3,680 - 30,268 549,728 289,569 313,149 172,687 - 1,300,351 1,721 - 444 295 4,180 445 2,792 6,834 3,412 92,214 168 188 7,443 8,188 348,124 - 428 - 4,423 13,982 22,855 4,030 8,706 8,583) ( 237,367 329,176 121,442 101,806 196,763 3,320,167 6,027 57,303 81,755 54,723 1,295,382 For theyear ended December31,2018 |
||||
| CHIEFTEK PRECISION |
Chieftek (Kunshan) 602,004 $ - 602,004 2,422 747 26 - 79,335 447,626 6,171 |
cpcEuropa 340,975 $ 24 340,951 - 2,557 3,973 660 7,776 141,320 31,582 |
cpc USA Others 187,422 $ 14,173 $ - 14,173 187,422 - 84 109 1,556 4,080 1,977 1,170 - 6,414 18,806 5,736) ( 101,001 224,027 937 173,035 |
Total | ||
| 1,836,489 $ 887,965 948,524 2,718 77,971 152,688 8,602 587,460 2,333,410 1,099,804 |
2,981,063 $ 902,162 2,078,901 5,333 86,911 159,834 15,676 687,641 3,247,384 1,311,529 |
~59~
The adoption of IFRS 16, ‘ Leases ’ had the following impact on the segment information in 2019.
| Depreciation expense increased Segment assets increased Segment liabilities increased |
CHIEFTEK PRECISION 5,920 $ 130,248 $ 131,343 $ |
Chieftek (Kunshan) - $ - $ - $ |
cpcEuropa cpc USA - $ - $ - $ - $ - $ - $ |
Others Total - $ 5,920 $ - $ 130,248 $ - $ 131,343 $ |
|---|---|---|---|---|
(4) Reconciliation for segment income
Sales between segments are carried out at arm’s length. The revenue from external customers reported to the chief operating decision-maker is measured in a manner consistent with that in the statement of comprehensive income. A reconciliation of reportable segments pre-tax income to profit before income tax from continuing operations is provided as follows:
| For theyears ended | For theyears ended | December31, | |||
|---|---|---|---|---|---|
| 2019 | 2018 | ||||
| Reportable segments pre-tax income | $ | 245,950 |
$ | 693,377 |
|
| Other segments pre-tax loss | ( | 8,583) |
( | 5,736) |
|
| Inter segments gain | ( | 15,140) |
( | 77,804) |
|
| Profit before income tax | $ | 222,227 | $ | 609,837 |
(5) Information on products and services
The Group is engaged solely in the research and development, manufacture and sale of miniature linear guide, miniature ball screw, and miniature linear modules; therefore, disclosure is not required.
(6) Geographical information
Geographical information for the years ended December 31, 2019 and 2018 is as follows:
| Geographical information | for the years ended December 31, 2019 and 2018 is as follows: | for the years ended December 31, 2019 and 2018 is as follows: | for the years ended December 31, 2019 and 2018 is as follows: | for the years ended December 31, 2019 and 2018 is as follows: |
|---|---|---|---|---|
| China Taiwan Germany Turkey USA Others |
Revenue (Note) Non-current assets Revenue (Note) Non-current assets 289,569 $ 1,675 $ 602,004 $ 2,042 $ 237,480 1,415,420 421,983 1,006,444 313,149 10,706 340,951 36,049 72,795 - 49,968 - 172,687 174,436 187,422 172,392 214,671 - 476,573 - 1,300,351 $ 1,602,237 $ 2,078,901 $ 1,216,927 $ YearendedDecember31,2019 YearendedDecember31,2018 |
|||
| Revenue (Note) 289,569 $ 237,480 313,149 72,795 172,687 214,671 1,300,351 $ |
||||
| 2,042 $ 1,006,444 36,049 - 172,392 - 1,216,927 $ |
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(Note) The revenue is classified based on the location of the customer’s country.
(7) Major customer information
Major customer information of the Group for the years ended December 31, 2019 and 2018 is as follows:
| ollows: | ||||
|---|---|---|---|---|
| Yearended | December31,2019 | Year ended | December 31, 2018 | |
| Client | Revenue | Segment | Revenue | Segment |
| A | 72,795 $ |
CHIEFTEK PRECISION | 49,968 $ |
CHIEFTEK PRECISION |
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For the year ended December 31, 2019
Expressed in thousands of NTD
CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES
Loans to others
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Table 1
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| No. (Note 1) |
Creditor | Borrower | General ledger account |
Is a related party |
Maximum outstanding balance during the year ended December 31,2019 |
Balance at December 31,2019 |
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. |
CHIEFTEK PRECISION INTERNATIONAL LLC |
Other receivables | Y | 50,560 $ |
47,968 $ |
- $ |
2.0% | Short-term financing |
- $ |
Operational use |
- $ |
- |
- $ |
809,914 $ |
809,914 $ |
- |
(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:
The limit on total amount of loan granted to certain entities with short-term finaincing need is set at 40% of the Company's net assets: the limit on an amount of loan granted to a single entity could not exceed 40% of the Company's net assets.
Table 1, Page 1
Provision of endorsements and guarantees to others
Table 2
Expressed in thousands of NTD
CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES
For the year ended December 31, 2019
| 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, 2019 |
Outstanding endorsement/ guarantee amount at December 31, 2019 |
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 0 0 |
CHIEFTEK PRECISION CO., LTD. CHIEFTEK PRECISION CO., LTD. CHIEFTEK PRECISION CO., LTD. |
cpc Europa GmbH CSM Maschinen GmbH CHIEFTEK PRECISION INTERNATIONAL LLC |
1 1 1 |
1,012,393 $ 1,012,393 1,012,393 |
201,540 $ 123,620 153,850 |
201,540 $ 50,385 59,960 |
45,347 $ - 47,968 |
- $ - - |
10% 2% 3% |
1,012,393 $ 1,012,393 1,012,393 |
Y Y Y |
N N N |
N 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
Table 3
Expressed in thousands of NTD
CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES
- Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid in capital or more
For the year ended December 31, 2019
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Description and reasons for difference in transaction terms compared to third party transactions |
Description and reasons for difference in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases(sales) | Amount | Percentage of total purchases(sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| CHIEFTEK PRECISION CO., LTD. cpc Europa GmbH Chieftek Machinery (Kunshan) Co., Ltd. |
cpc Europa GmbH Chieftek Machinery (Kunshan) Co., Ltd. CHIEFTEK PRECISION CO., LTD. CHIEFTEK PRECISION CO., LTD. |
Subsidiary Subsidiary The Company The Company |
(Sales) (Sales) Purchases Purchases |
175,528) ($ 244,064) ( 175,528 244,064 |
(17%) (23%) 81% 100% |
(Note 1) (Note 1) (Note 1) (Note 1) |
- $ - - - |
(Note 2) (Note 2) (Note 3) (Note 3) |
78,103 $ 151,797 78,103) ( 151,797) ( |
18% 34% (98%) (100%) |
---- |
(Note 1) 180 days after monthly-closing, T/T.
(Note 2) The collection periods for third parties are from 30 days after monthly-closing to 180 days after next monthly-closing. (Note 3) The company payment periods for third parties are from 30 days after monthly-closing to 60 days after next monthly-closing.
Table 3, Page 1
CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES
- Receivables from related parties reaching NT$100 million or 20% of paid in capital or more
December 31, 2019
| Creditor Table 4 |
Counterparty | Relationship with the counterparty |
Balance as at December31,2019 | Turnover rate | Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date Allowance for doubtful accounts Expressed in thousands of NTD |
|---|---|---|---|---|---|---|---|
| Amount | Action taken | ||||||
| CHIEFTEK PRECISION CO., LTD. |
Chieftek Machinery (Kunshan) Co., Ltd. |
Subsidiary | 151,797 $ |
1.59 | - $ |
- | 47,045 $ - $ |
Table 4, Page 1
CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES
Significant inter-company transactions during the reporting period
For the year ended December 31, 2019
Table 5
Expressed in thousands of NTD
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
Transac | tion | ||
|---|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 3) |
||||
| 0 1 2 3 4 |
CHIEFTEK PRECISION CO., LTD. CHIEFTEK PRECISION HOLDING CO., LTD. CHIEFTEK PRECISION USA CO., LTD. CSM Maschinen GmbH Chieftek Precision (Hong Kong) Co., Limited |
cpc Europa GmbH CSM Maschinen GmbH CHIEFTEK PRECISION USA CO., LTD. Chieftek Machinery (Kunshan) Co., Ltd. CHIEFTEK PRECISION INTERNATINAL LLC CHIEFTEK PRECISION HOLDING CO., LTD. CHIEFTEK PRECISION USA CO., LTD. Chieftek Precision (Hong Kong) Co., Limited CHIEFTEK PRECISION INTERNATINAL LLC cpc Europa GmbH Chieftek Machinery (Kunshan) Co., Ltd. |
1 1 1 1 1 1 3 3 3 3 |
Sales revenue Commission expense Accounts receivable Endorsements and guarantees Other payables Endorsements and guarantees Acquisition of intangible assets Sales revenue Accounts receivable Sales revenue Accounts receivable Endorsements and guarantees Dividend Income Dividend Income Dividends receivable Dividend Income Rent payment Refundable deposits Other income Dividend Income |
($ 175,528) 3,279 78,103 201,540 ( 1,028) 50,385 20,913 ( 96,188) 37,470 ( 244,064) 151,797 59,960 ( 121,770) 40,316) ( 40,316 118,352) ( 11,033 1,499 6,880) ( 56,020) ( |
180 days after monthly- closing, T/T ------180 days after monthly- closing, T/T -180 days after monthly- closing, T/T ---------- |
(13%)-2% 6% -2% 1% (7%) 1% (19%) 5% 2% (9%) (3%) 1% (9%) 1% -(1%) (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.
- (Note 4) Significant inter-company transactions during the reporting periods are not disclosed since these were corresponding transactions. Only transactions over million are material.
(Note 5) Foreign currencies were translated into New Taiwan Dollars using the exchange rate (USD:NTD 1:29.98) as at December 31, 2019.
Table 5, Page 1
Table 6
Expressed in thousands of NTD
CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES
Names, locations and other information of investee companies (not including investees in Mainland China) For the year December 31, 2019
| Investor | Investee | Location | Main business activities |
Initial invest | ment amount | Shares held | as at Decem | ber 31,2019 | Net profit (loss) of the investee for the year ended December 31,2019 |
Investment income (loss) recognized by the Company for the year ended December 31,2019 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31,2019 |
Balance as at December 31,2018 |
Number of shares |
Ownership (%) |
Book value | |||||||
| CHIEFTEK PRECISION CO., LTD. CHIEFTEK PRECISION CO., LTD. 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 INTERNATIONAL LLC CHIEFTEK PRECISION USA CO., LTD. Chieftek Precision (Hong Kong) Co., Limited CHIEFTEK PRECISION USA CO., LTD. |
Samoa Germany Germany United States of America United States of America Hong Kong United States of America |
Professional investment Sale of high precision linear motion components and rendering after -sale services Research, manufacture and sale of machineries Lease of real estate property Sale of high precision linear motion components and rendering after -sale services Professional investment Sale of high precision linear motion components and rendering after -sale services |
152,263 $ 98,695 19,349 61,551 50,027 152,898 - |
202,290 $ 98,695 726 61,551 - 152,898 49,767 |
5,100,000 - - - 1,660,000 5,100,000 - |
100 100 100 100 100 100 100 |
211,424 $ 12,783) ( 749 59,251 24,352 206,143 - |
19,619 $ 4,029 8,681) ( 173 - 13,325 5,704 |
19,619 $ 4,029 8,681) ( 173 - - - |
Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary (Note 1) Subsidiary (Note 2) Subsidiary (Note 1) (Note 2) |
(Note 1) Obtained 100% equity through CHIEFTEK PRECISION HOLDING CO., LTD. capital reduction on December 31, 2019.
(Note 2) Not required to disclose income (loss) recognized by the Company.
(Note 3) Foreign currencies were translated into New Taiwan Dollars using the exchange rate (USD:NTD 1:29.98) as at December 31, 2019.
Table 6, Page 1
CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES
Information on investments in Mainland China - Basic information
For the year ended December 31, 2019
Expressed in thousands of NTD
Table 7
Amount remitted from Taiwan to Investment Accumulated Mainland China/ Accumulated Accumulated income amount Amount remitted back amount of amount (loss) recognized of investment to Taiwan for the year ended remittance from of remittance from Net income of Ownership by the Company Book value of income Taiwan to December 31, 2019 Taiwan to investee for the held by for the year investments in remitted back to Mainland China Mainland China as year ended the Company ended December Mainland China Taiwan as of Investee in Mainland Main business Investment as of January 1, Remitted to Remitted back to of December 31, December 31, (direct or 31, 2019 as of December December 31, China activities Paid-in capital method 2019 Mainland China Taiwan 2019 2019 indirect) ( Note 2 ) 31, 2019 2019 Footnote Chieftek Machinery Production, $ 152,898 Note 1 $ 152,898 $ - $ - $ 152,898 $ 13,314 100% $ 13,314 $ 206,129 $ 121,770 - (Kunshan) Co., Ltd processing and sale of high precision linear motion components and rendering after-sale services
| Companyname | Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2019 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) |
Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA(Note 3) |
|---|---|---|---|
| CHIEFTEK PRECISION CO., LTD. | $ 152,898 | $ 152,898 | $ 1,214,871 |
(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 reviewed by parent company’s accountant for the year ended December 31, 2019. (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 1:29.98) as at December 31, 2019.
Table 7, Page 1
CHIEFTEK PRECISION CO., LTD. AND SUBSIDIARIES
Information on investments in Mainland China - Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area For the year ended December 31, 2019
Table 8
Expressed in thousands of NTD
| Investee in MainlandChina | Sales(purchase) | Sales(purchase) | Propertytransaction | Propertytransaction | Accounts receivable | (payable) | Provision of endorsements/guarantees or collaterals |
Provision of endorsements/guarantees or collaterals |
Financing | Financing | Others | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Balance at December 31, 2019 |
% | Balance at December 31, 2019 |
Purpose | Maximum balance during the year ended December31,2019 |
Balance at December 31, 2019 |
Interest rate | Interest during the year ended December 31, 2019 |
||
| Chieftek Machinery (Kunshan) Co., Ltd |
$ 244,064 | 23% | $ - | - | $ 151,797 | 36% | $ - | - | $ - | - $ |
- | - $ |
- $ |
Table 8, Page 1