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CPDC Annual Report 2021

Aug 12, 2022

51772_rns_2022-08-12_23686d89-fba3-4877-b751-708ad127f674.pdf

Annual Report

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Stock Code: 1314

Website:

1.http://mops.twse.com.tw (MOPS) 2.http://www.cpdc.com.tw (Website of China Petrochemical Development Corporation)

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION

Annual Report 2021

Published on April 30, 2022

Notice to readers

This English version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English version and Chinese version, the Chinese version shall prevail.

1

I. Company spokesman and deputy spokespersons:

Spokesman Deputy spokesman Deputy spokesman Name: Ying-Chun Chen Kuo-Tsai Huang Shu-Tong Zou Title: Vice President Vice President Vice President Tel. No.: (02)8787-8187 (06)284-1447 (02)8787-8187 Ext. 8370 Ext. 68 Ext. 8322 e-mail: [email protected]

II. Company and Plant address and Tel. Nos:

Name Location Tel. No.
Taipei Office 11F, No. 12 Tunghsing Road, Songshan District, Taipei
City
(02)8787-8187
Toufen Plant No. 217 Sec.2 Ziqiang Road, Toufen Township, Miaoli
County
(037)623-381
Dashe Plant No. 1 Chinchian Road, Dashe District, Kaohsiung City (07)351-3521
Hsiaokang No. 34 Zhonglin Road, Hsiaokang District, Kaohsiung City (07)871-1161
Qiaotou Plant No. 2, Qingpu, Chenggong South Road, Qiaotou District,
Kaohsiung City
(07)611-7136
Douliu Plant
(Note)
No. 156, Dougong 10th Rd., Douliu City, Yunlin County (05)557-0135

Note: The change registration of Douliu Plant was completed on March 22, 2022.

  • III. Shares Registrar:

Name: Shareholder Services Office of CPDC Address: 3F, No. 12, Tunghsing Road, Taipei City Tel. No.: (02)8978-2589

Website: http://www.cpdc.com.tw

IV. External Auditors in the most recent year CPA Name: Melody Chen & Dan-Dan Chung Firm Name: KPMG Certified Public Accountants Address: 68F, No. 7, Sinyi Road, Sec. 5, Taipei City Tel: (02) 8101-6666

Website: http://www.kpmg.com.tw

  • V. Offshore secondary exchange and disclosure information available at:

Securities name: Global Depository Receipts

Luxembourg Stock Exchange: https://www.bourse.lu/home

VI. Company Website: http://www.cpdc.com.tw

2

Chapter 1 Message to Shareholders ..................................................................................................... 1
I.
2021 Operating Report...............................................................................................2
Chapter 2 Introduction to Company ..................................................................................................... 9
I.
Date of Incorporation .................................................................................................. 9
II. Company Profile .......................................................................................................... 9
Chapter 3 Report on Corporate Governance .......................................................................................14
I.
Organization ...............................................................................................................14
II.
Information About Directors, Supervisors, President, Vice President, Assistant
Vice President, and Head of Department and Branch ................................................18
III. Remuneration to Directors (including Independent Directors), President and
Vice Presidents ...........................................................................................................37
IV. Implementation of Corporate Governance .................................................................46
V.
Information on CPA Professional Fees ....................................................................105
VI. Information About Replacement of CPA..................................................................105
VII. Information About Chairman, President, and Financial or Accounting Manager
of the Company Who Has Worked with the CPA Firm Which Conducts the
Audit of the Company or Affiliate to Said Firm in the Most Recent Year...............105
VIII.Any transfer of equity interests and pledge of or change in equity interests by a
director, managerial officer, or shareholder with a stake of more than 10 percent
in the most recent year and up to the date of publication of the annual report. ........106
IX. Relationship among the Top 10 Shareholders ...........................................................111
X. Ratio of Combined Shareholding ................................................................................112
Chapter 4 Status of Fund Raising ......................................................................................................113
I. Capital Stock and Shares...................................................................................... 113
II. Issuance of Corporate Bonds................................................................................. 119
III. Issuance of Preferred Shares................................................................................ 119
IV. Status of Participation in Issuance of "Global Depository Receipts (GDRs)"........... 119
V. Status of Employee Stock Option........................................................................... 119
VI. Restriction on Employee Share Subscription Warrant............................................ 119
VII. Mergers and Acquisitions, or as Assignee of New Shares Issued by Another
Company.......................................................................................................... 120
VIII. Implementation of Capital Utilization Plan....................................................... 120
Chapter 5 Operations Overview ........................................................................................................121
I. Business Operations............................................................................................. 121
II. Market and Sales Overview................................................................................. 130
III. Employees........................................................................................................ 137
IV. Environmental Protection Expenses.................................................................... 137

3

V. Labor-Management Relations.............................................................................. 139
VI. Cyber Security Management.............................................................................. 146
1.
Cyber Security Management framework............................................................ 146
2.
Cyber Security Management Policy................................................................... 146
3.
Specific management solutions......................................................................... 146
4.
Investing resources in cyber security management.............................................. 147
VII. Major Contracts............................................................................................... 149
Chapter 6 Financial Status ................................................................................................................153
I. Condensed balance sheet, Comprehensive income statement, external auditor's
name and audit opinion for the most recent five years......................................... 153
II. Financial Analysis for the most recent five years................................................... 157
III. Audit Committee's Audit Report on the Financial Statement for the Most Recent
Year................................................................................................................ 160
IV. Independent Accountants’ Audit Report (Consolidated)..................................... 163
V. Independent Accountants’ Audit Report............................................................ 279
VI. In the case of any insolvency of the Company and its affiliates, specify its effect
on the Company's financial position................................................................... 380
Chapter 7 Review and Analysis of Financial Position and Financial Performance, and Risk
Management .....................................................................................................................381
I. Review and Analysis of Financial Status (Adoption of IFRS-Consolidated)............. 381
II. Review and Analysis on financial performance (Adoption of IFRS-Consolidated).. 382
III. Review and Analysis of Cash Flow (Adoption of IFRS-Consolidated).................. 383
IV. Major capital expenditure for the most recent year and its effect on financial
position and operation of the Company............................................................... 383
V. Direct investment policy, the main reasons for profit or loss, and corrective action
plan for the most recent year, and investment plan in the next year...........................384
VI. Analysis of risk factors: analyze and assess the following circumstances for the
most recent year and until the date of publication of the annual report.....................385
VII. Other important notes......................................................................................... 406
Chapter 8 Special Note ......................................................................................................................407
I. Information about Affiliates................................................................................... 407
II.
Private placement of securities for the most recent year and until the date of
publication of the annual report.......................................................................... 516
III. Holding or disposal of the Company's stock by subsidiaries for the most recent
year and until the date of publication of the annual report.................................... 516
IV. Supplementary Disclosure................................................................................. 516
V.
Conditions that will materially affect shareholders' equity or price of securities
as referred to in Paragraph 2.2 of Article 36 of the Securities and Exchange Act... 516

4

Chapter 1 Message to Shareholders

To All Shareholders:

In 2021, due to recovery from the Covid-19 pandemic and a gradual improvement from economic conditions, CPDC reported growth in both sales and profits. In the petrochemical business, we focused on upgrading transformation and innovations in technology. We effectively integrated our resources as a core direction, gradually deploying our products into the target markets of applications in semiconductors and new environmental protection products. We pioneered leading management methods and strived to develop diversified new materials for wide ranging customer requirements. In the land development business, we continue to actively revitalize domestic assets and explore potential areas for future development overseas. In addition to our subsidiary, Ding-Yue Development Co., Ltd., which acquired the land of Core Pacific City with high development value and is an effective niche market in the domestic real estate business, we also aggressively support the Taiwan government in its New Southbound Policy and continue to seek large-scale land development and other small and medium-sized project opportunities. Our strategy is to deploy in overseas regions with investment potential while implementing the Company’s petrochemical and land development two-pronged strategy, with a view to mitigating the impact of cyclical fluctuations in the petrochemical industry on operations.

Going forward, the Company will continue to deploy resources in the fine chemical industrial supply chain, devote itself to the development of high-value new products, and continue to improve management quality by promoting an intelligent decision-making platform, and actively promote ESG internalization to establish a complete corporate governance structure, a good response strategy and an effective risk management mechanism. Although the Company is currently facing multiple challenges and uncertainties, we will continue to expand the two-pronged business approaches of "Petrochemical Business" and "Land Development" as the primary management principles, with a view to improving profitability and return the long-term supports of shareholders.

  • 1 -

I. 2021 Operating Report

The Company reported 2021 consolidated revenues of NT$35.163 billion, net operating income NT$2.514 billion and net profit after tax of NT$3.596 billion. The detailed breakdown of the Company’s 2021 operating performance is as follows:

(I) Sales of Major Products:

Sales of Major Products: Sales of Major Products: Sales of Major Products: Sales of Major Products: Sales of Major Products: Sales of Major Products: Sales of Major Products: Sales of Major Products: Sales of Major Products:
Major Product Production & Sales Volumes in the Past 2 Years
Unit: Tons
Production
Volume
Major Product


FY 2020
(Consolidated)
FY 2021
(Consolidated)
Increase (Decrease) Volume
Production
Sales
Production Sales Production
%
Sales
%
Acrylonitrile(AN) 203,797 241,965
209,188
236,260
5,391

3%
(5,705) (2%)
Caprolactam (CPL),
Nylon Chips
203,423 168,256
376,137
277,187
172,714

85%
108,931
65%
O-phenylphenol(OPP) 2,151
1,948

2,405

2,309

254

12%
361 19%

Note: The production volume includes the amount of internal self-use transfer.

  1. The decrease in Acrylonitrile (AN) sales was mainly due to the new production capacity and increased supply in China, resulting in the decrease in sales volume.

  2. The increase of Caprolactam (CPL) sales and production was mainly due to the economic recovery and improvement post-pandemic, regional balance, impact of global logistics, and accelerating demand from downstream firms, resulting in a significant sales increase in 2021.

  3. The increase of O-phenylphenol (OPP) sales and production was mainly due to the expansion of value-added products market and sales and marketing efforts, resulting in an increase of both production and sales.

  4. (II) Operating Revenue and Expense and Profitability Analysis:

Annual Income Statement Unit: NT$ thousands Unit: NT$ thousands
Year
Line Item

FY 2020
(Consolidated)
FY 2021
(Consolidated)
Increase
(Decrease)
%
Revenues 17,583,092
35,163,380

17,580,288

100%
Gross Profit 38,228
5,096,443

5,058,215
13232%
Operating Profit (loss) (1,812,878)
2,514,465

4,327,343

239%
Non-OperatingIncome
and Expenses
1,916,654 1,475,213
(441,441)

(23%)
Pre-Tax Profit 103,776
3,989,678

3,885,902

3745%
Net Profit after Tax 674,660
3,596,227

2,921,567

433%
EPS (After Tax) 0.21
1.09

0.88

419%
  • 2 -

1. Operating Revenue

The 2021 operating revenues increased by 100%, NT$17.58 billion versus the previous year, mainly due to the following reasons:

  • (1) The revenues from Acrylonitrile (AN) and related byproducts were NT$14.09 billion in 2021, increased 92% or NT$6.74 billion from the NT$7.35 billion reported in the previous year. The increase was mainly from an 85% increase in unit prices versus the previous year for Acrylonitrile (AN) products.

  • (2) The revenues from Caprolactam (CPL) and related byproducts were NT$14.786 billion in 2021, increased 129% or NT$8.327 billion from NT$6.459 billion reported in the previous year. The increase was mainly from a 63% increase in unit prices and 16% increase in sales volume versus the previous year for Caprolactam (CPL) products.

  • (3) The revenues from other departments (including subsidiaries) were NT$6.287 billion, increased 67% or NT$2.513 billion from the NT$3.774 billion reported in the previous year. The increase was mainly from subsidiary revenue improvements due to recovery post-pandemic and an increase in trading revenues.

2. Operating Profit

Net operating profit in 2021 increased by NT$4.327 billion, or 239% versus the previous year due to the following reasons:

  • (1) For Acrylonitrile (AN) products, the profit in 2021 increased by NT$2.78 billion versus the previous year because of the recovery after COVID-19 and force majeure factors in other countries that resulting in an increasing of sales prices.

  • (2) For Caprolactam(CPL) and byproducts, profits benefited from the recovery of textile industry and the increase of downstream nylon demand, increases of sales volume and selling price of caprolactam products, resulting in a profit increase of NT$2,061 million.

  • (3) In 2021, overall operating expenses increased by NT$731million versus the previous year mainly due to increase in sales, transportation cost and remuneration because of the significant increasing in profits.

  • Non-Operating income and expenses

Non-operating income decreased by NT$441 million in 2021, or by 23%, due to the following reasons:

  • (1) An increase of NT$2.016 billion from the revaluation gain of investment property versus the previous year.

  • (2) An increase of NT$706 million from the disposal of investment property versus the previous year.

  • (3) An increase of NT$259 million from equity method profits from subsidiaries and related companies.

  • (4) An increase of NT$1.645 billion from the expense of the An-Shun remediation site.

  • (5) An increase of NT$916 million from the asset impairment loss versus the previous year.

  • 3 -

  • (6) A decrease of NT$663 million from the gain on valuation of financial asset versus the previous year.

  • (7) An increase of NT$196 million from the interest expenses and transaction fees versus the previous year.

  • Net profit before and after taxes

2021 reported pre-tax profits were NT$3.99 billion, increased NT$3.886 billion or 3745% versus the previous year. 2021 reported net profits after tax were NT$3.596 billion (NT$1.09 per share), increased NT$2.922 billion or 433% from NT$675 million (NT$0.21 per share) of the previous year.

  • (III) Financial Performance Analysis:

  • Financial Status:

At the end of 2021, total consolidated assets amounted to NT$135.4 billion; total liabilities were NT$54.9 billion, and shareholder equity was NT$80.5 billion.

  1. Key Financial Ratios:

Current Ratio at the end of 2021 was 277%, Quick Ratio was 65%, and Debt Ratio (Debt to Total Assets) was 40%.

  1. Cash and Cash Equivalents Status:

    • Cash and cash equivalents net inflow from operating, investing, and financing activities was NT$170 million during 2021. The year-end cash and cash equivalent balance was NT$7.7 billion.
  2. (IV) Key Management Work and Implementation Overview:

Key management work and implementation overview items are categorized into the following 6 categories: Production Management, Labor Safety and Environmental Protection, IT Management, HR Management, Financial Planning, and Sustainable Development. Descriptions are as follows:

  • (1) Production Management:

The Company continues its planned investment project at Phase II of the Port of Kaohsiung Intercontinental Container Terminal to build transportation and storage special areas for liquid ammonia (NH3), Phenols, and other major raw materials to improve feedstock purchasing flexibility and related logistic management. The Dashe Plant continues to promote VOCs (volatile organic compounds) detoxification improvement project which effectively lower down VOCs and reduces the perimeter concentration of volatile organic compounds. The Toufen Plant completed a smoke-free emission project for coal-burning cogeneration (combined heat and power, CHP) plant, in addition to improving combustion efficiency, improving the perception of chimney smoke, in part of the environmentally friendly corporate responsibility.

  • (2) Labor Safety and Environmental Protection:

As the petrochemical industry requires many resources, the Company pays special attention to environmental footprints in the operating process. All CPDC plants of the Company have introduced the ISO 14001 environmental management system to reduce the environmental impact of our plants as well as prevent pollution and spills. The management system ensures

  • 4 -

that all emissions and waste produced during production are treated in compliance with the laws and regulations. In addition, with the vision of green petrochemical, CPDC actively manages and proactively respond to climate change-related risks and opportunities, using a smart decision-making platform to establish carbon emission modules, track carbon emissions in real time enabling real time adjustment strategies and targets. Each factory has passed the latest version of ISO9001, ISO14001, ISO45001, and ISO50001, and conducts annual inspection and verification to maintain the effectiveness of the management system.

  • (3) Occupational safety and health:

To improve production safety management capabilities, in 2021, we continued to institutionalize processes in our safety management operations at each plant, completed audits for each factory of each class A and class C level hazardous occupational workspace compliance auditing and improve the tracking of deficiencies, and ensure operational safety through online supervision by the Company's audio-visual command center and offline control by site supervisors. In 2021, both the Hsiaokang and Dashe plants were awarded with various excellent awards.

  • (4) Environmental protection:

Supporting international trends and government initiatives in environmental sustainability policies, CPDC proactively promotes environmental and green economy activities, in achieving our goals in sustainable development. In 2021, our Hsiaokang, Dashe and Toufen plants received various awards.

  • (5) IT Management:

To improve the overall operation and management performance, the Company continued implementing the Group-wide HR management system and enterprise resource planning system to secure the foundation for cross-function collaboration, corporate digital operation and transformation. The accumulation of digital operation data and analysis will help with improving the quality of digital decision-making, as well as facilitate the application of AI to optimize the company's operational performance. To accelerate AI and data analytics applications to enhance competitiveness and create value, the Company has established a big data platform and hardware for AI computing, continues infusing innovative AI applications and building AI research and development platform to cultivate technological capacity. In the three major application areas of process optimization, smart industrial safety and intelligent services, to accelerate the development of the company's use of intelligent decision-making.

  • (6) HR Management:

To enable domestic and overseas colleagues to focus on carrying out business, and to continue the efforts in expansion to China and Southeast Asia, the Company continued to optimize productivity in managerial capabilities, and continue to implement and strengthen local domestic and international pandemic prevention efforts, providing remote work workplace environment, health care and integrated insurance coverage. Implementing new concepts and quality online coursework and materials to motivate colleagues to keep up with learning and to elevate overall satisfaction.

Through the promotion of the “Smart Decision-Making platform”, the Company strengthened the interconnections and application of all functions and stakeholders and proactively create an independent learning environment. Concurrently, we uphold the principle of reward and

  • 5 -

punishment and survival of the fittest and continue strengthening and carrying out performance appraisals to place suitable talent in the right positions and to build a highly-efficiency teams, thereby creating differentiated competitive advantages and provide substantial value for management towards sustainable growth.

  • (7) Financial Planning:

To meet the capital requirements of the Company's petrochemical and land development dual strategy, we continue to strengthen our partnership with financial institutions and raise capital through the capital market, making good use of the Company's real estate and other resources to obtain lower cost borrowings and maintain reasonable and safe cash flow; and through the Company's ESG performance, we actively seek preferential interest rates for sustainability linked loans (SLLs) from financial institutions to reduce borrowing costs. In addition, the Company invests in short-term financial instruments or currency funds to increase profits. In the future, we will continue to strive for sustainable performance-linked loan lines from financial institutions in line with the Company's ESG achievements, improve credit ratings with sound financial ratios, and issue green finance or sustainable development-related products to strengthen the Company’s financial structure.

  • (8) Sustainability Development:

In 2021, the Company continued to actively promote the ESG project with the vision of "pursuing green ecological development and coexisting with the environment and society", and established the CPDC Sustainable Development Strategy Blueprint 2.0, which combines the 12 United Nations Sustainable Development Goals (SDGs), and set out short-, mediumand long-term greenhouse gas reduction commitments to move toward the 2050 net zero carbon emissions target as the guiding framework for the Company's sustainable development.

In accordance with the amendment of relevant regulations, the Company amended the ""Corporate Social Responsibility Best Practice Principles" to the "Sustainable Development Best Practice Principles", established the "Sustainable Development Committee" and formulated the "Organizational Procedures of the Sustainable Development Committee" for compliance, integrated the goal of sustainable development into the Company's management strategy, actively participated in various sustainability assessments, strengthened the disclosure of non-financial information, and deepened the connection with stakeholders.

  • (V) CPDC received many recognitions in Taiwan and internationally, including:

  • (1) Environmental sustainability dimension (E)

    • A. Received recognition from the International Carbon Disclosure Project (CDP) with a Management level (B-) in the Climate Change project and the Leadership Level (A-) in the Water Security project.

    • B. Awarded the 2021 Taiwan Corporate Sustainability Award (TCSA), CPDC was the only company in the chemical industry to receive all three environmental leadership awards, namely the "Climate Change, "Circular Economy”, and "Water Resources” Leadership Awards.

(2) Social dimension (S)

  • A. Awarded 1111 Job Bank 2021 Happy Company - "Manufacturing Industry Gold Award".

  • 6 -

  • B. CPDC's Hsiaokang Plant was awarded "5-star Award for Excellent Occupational Safety and Health Unit 2021" by the Ministry of Labor.

  • C. CPDC's Hsiaokang Plant was awarded the "i-Sports Enterprise 2021" with the Sports Enterprise Certification by the Ministry of Education.

  • D. CPDC's Dashe plant received the 2021 Annual Water Conservation Award from the Water Resources Department, Ministry of Economic Affairs, and was awarded the "Special Merit Award in the Industrial Group".

  • (3) Corporate governance dimension (G).

  • A. Ranked 16th in the global chemical industry in 2021 S&P Global CSA, and he only one in Taiwan's chemical industry included in the S&P Global Sustainability Yearbook for two consecutive years.

  • B. Awarded the 2021 Taiwan Corporate Sustainability Award (TCSA) and received the "Taiwan Sustainable Business Performance Award" and "Corporate Sustainability Report Award - Traditional Manufacturing Industry Gold Award".

  • C. Received two recognitions from the 21st Golden Peak Awards and was awarded the "Top 10 Outstanding Enterprises" and "Top 10 Outstanding Innovation and Research Award".

In the face of the wounds of history of the Dioxin pollution at the Taiwan Alkaline An-Shun site during the state-run period, CPDC has the courage to take on the task of remediation and continues to be inspected by the competent authority. We hope that after the completion of the remediation in the future, we can find the vitality of this land and create local prosperity with the residents and the city government.

  • (VI) Future Prospect and R&D:

Innovation and R&D has always been the Company's core objective of moving toward the development of sustainable management. Currently, the Company's research and development are mainly focused on the following directions:

For the existing manufacturing process improvement, we aim for continuing improvements of existing manufacturing process technology towards improving efficiency, lowering manufacturing costs, and developing circular production and green production process technologies with energy conservation, carbon reduction as our key objectives. In the related product development, we implement related byproducts and derivatives development on the current manufacturing processes, controlling the raw material advantages, and strengthening the integration of raw material supplies from up and downstream supply chains, developing cyclohexanone derivatives.

In new product development, we have combined market intelligence, worked with existing development technology surveys, evaluated our advantages to produce high value products with market development potential, strengthen downstream applications in electronics-grade chemical raw materials, towards high value markets such as optical, electronic, coatings, etc. Based on our core technology and existing products, we increase the sales of high-value products, expand the layout of our industrial chain, and provide comprehensive services.

To consolidate the technological leadership of the existing product market, as well as to break through the technical barriers of new products and manifest the strong research and development capability, the Company has obtained 234 invention patents thus far. With the accumulation and growth of patents, the protection of intellectual property must continue to be implemented. The

  • 7 -

Company is also leading the industry and has introduced the TIPS (Taiwan Intellectual Property Management System) of the Ministry of Economic Affairs, Industrial Development Bureau, and passed certification since 2010, to establish a comprehensive and complete intellectual property protection system, continue to improve, to protect the Company’s key assets and R&D core technology effectively and securely.

In line with the global trend of ESG, we are actively promoting ESG and looking for new opportunities for our future business by responding to sustainable transformation as early as possible. We are currently focusing on the development of biomaterials and are committed to product development and research towards new manufacturing processes such as green and environmental protection, circular production, and reduction of pollutants, in the hope of reducing environmental hazards and integrating with the circular economy system to achieve our core goal of sustainable management.

  • (VII) Management Principles and Future Operational Outlook:

The Company focuses on expanding the two-pronged business approaches of "Petrochemical Business" and "Land Development" as the primary management principles, and demonstrates our sustainable development strategies by Forward-Looking Governance, Intelligence Production, Communication and Dialogue, and Social Participations & Care.

In the petrochemical business, due to the nature of the industry, the Company attaches great importance to ESG issues. In the short term, the Company focuses on the gradual transformation of existing plants to low carbon, utilizes intelligent management systems, optimizes the competitiveness of existing products, strengthens the expansion of refined products, and develops the market for electronic-grade chemical raw materials. In the long term, we will combine advanced technology to establish overseas integrated green petrochemical production bases and expand our new materials business to meet the needs of our customers.

In terms of land development, we aim to revitalize our domestic land assets and target overseas real estate development in the short term. In the long term, we will promote relevant development projects through a phased and regional approach, invest in large-area land with development potential and small and medium-sized construction projects, and develop green building products that are environmentally friendly, energy-saving, carbon-absorbing and intelligent, creating a new win-win-win situation for shareholders, enterprises and society.

CDPC is committed to the development concept of sustainable operation and environmental coexistence and continues to promote the dual strategy of petrochemical and land development, hoping to improve the company's operational quality through short-term and long-term planning, and to integrate with the environment and society, and never forgetting the mission of corporate social responsibility, good global citizenship, and the vision of moving towards green petrochemicals.

I wish you all the best,

==> picture [110 x 42] intentionally omitted <==

Steve Ruey-Long Chen, Chairman

  • 8 -

Chapter 2 Introduction to Company

I. Date of Incorporation

  1. Date of incorporation: April 24, 1969

  2. Date of registration of incorporation: July 8, 1969.

II. Company Profile

The Company was founded on April 24, 1969 and the incorporation of the Company was approved by the Ministry of Economic Affairs on July 8, 1969. The Company's registered address is 11F, No. 12, Tunghsing Road, Songshan District, Taipei City. Headquarter was relocated to No.1, Jingjian Rd., Dashe Dist., Kaohsiung City on July 18, 2016. The Company and its subsidiaries are principally engaged in the business lines of the production of petrochemical products, sodium chloride and phosphoric acid and their derivatives, and storage, transportation, purchase and marketing of related chemical products and raw materials & supplies. The Company's principal product lines include CPL, AN, Nylon Chips and others. Key Milestones:

  • 1969 April 24

  • 1973 May

  • The Company was established as a State-Owned Enterprise, under the supervision of the Ministry of Economic Affairs.

The ethane cracker was brought on stream, and shut down in September 1990.

  • 1973 June DMT Plant was brought on stream, and shut down in July 1982. 1976 June No.1 Acrylonitrile unit of Dashe on stream.

  • 1979 January No. 2 Acrylonitrile unit of Dashe brought on stream.

  • 1982 May

  • 1982 July

  • Following the mandate from the Ministry of Economic Affairs, the Company was merged with another State-Owned Enterprise, Chungtai Chemical Co., LTD.

  • Following a mandate from the Ministry of Economic Affairs, the Company took over the Kaohsiung plant of Taiwan Alkali Co., Ltd. (changing the name to CPDC Chen-Jen Plant), which was shut down in May 1988.

  • 1983 January Following the mandate from the Ministry of Economic Affairs, the Company was merged with another State-Owned Enterprise, China Phosphate Co., Ltd.

  • 1983 April Following a mandate from the Ministry of Economic Affairs, the Company was merged with another State-Owned Enterprise, Taiwan Alkali Co., Ltd.

  • 1985 March

  • 1991 July 12

Methanol and GAC units of Dashe Plant were brought on stream.

The Company’s stocks were listed on the Taiwan Stock Exchange Corporation (TWSE), and CPC released 20% of the Company’s stocks held by it.

  • 9 -

  • 1993 July The Company’s Kaohsiung Cyclohexanone Plant was shut down. 1993 December The Budget Economic Joint Committee of the Legislative Yuan passed a proposal for the Company's privatization.

  • 1994 June 20 CPC released the Company’s stock held by it once again, and the government-owned shareholding was reduced to 36.63% accordingly. The registration of change in the roster of shareholders was completed on the date, and the Company was privatized from a state-owned enterprise. The registration of change in the roster of shareholders was completed on the date, and the Company was privatized from a state-owned enterprise.

  • 1999 September The nylon chip unit was brought on stream. 2001 January CPL Plant No. 3 (Hsiaokang Plant) and Co-gen units of Hsiaokang Plant and Toufen Plant were brought on stream.

  • 2002 November Full implementation of an ERP System (Oracle ERP) 2003 December Kaohsiung Plant (CPL Plant No. 1) was shut down. 2011 April Hsiaokang Plant CPL Expansion Project test-run completed

  • 2012 April Hsiaokang Plant phenolic ketone unit test-run completed 2012 June Dashe Plant Acrylonitrile unit expansion project test-run completed

  • 2012 October Toufen Plant CPL Expansion Project test-run completed

  • 2012 November The GAC unit was shut down.

  • 2015 August Toufen Plant Tropolone factory test-run completed

2016 June A new production line of 100,000-ton capacity of CPL at the Toufen Plant was brought on stream. 2016 July Headquarter was relocated to No.1, Jingjian Rd., Dashe Dist., Kaohsiung City 2016 November Hsiaokang Plant receives the Industrial Development Bureau, Cleaning Production Certification

  • 2016 June

Dashe Plant receives the Industrial Development Bureau, Cleaning Production Certification

  • 2017 April

  • 2017 October Toufen Plant receives the Industrial Development Bureau, Cleaning Production Certification

  • 2017 November CPDC wins the 2017 Tenth Annual "Taiwan Corporate Sustainability Awards" - Traditional Manufacturing TOP50 Report Award

  • 2017 November CPDC wins the 2017 BSI "Sustainability Implementation Award"

  • 2018 March Dashe Plant's new control room building received the "Green Building Diamond Grade" certification

  • 2018 July

  • Toufen Plant nylon Plant won the "Green Building Silver" certification

  • 10 -

  • 2018 September Dashe plant obtained the "Green Plant Seal" issued by the industry Bureau

  • 2018 September Toufen plant obtained the "Green Plant Seal" issued by the industry Bureau

  • 2018 October

  • Toufen plant obtained the ISO 14046 water Footprint Verification statement

  • 2018 November Won the 2018 11th "TCSA Taiwan Corporate Sustainability Award" - Traditional Manufacturing TOP50 Report Award

  • 2019 April Dashe Plant obtained the 1st "Green Chemical Application and Innovation Award" from the Environmental Protection Administration of the Executive Yuan.

  • 2019 August The R&D Center obtained "TCIA 2019 Outstanding R&D Award"

  • 2019 November Won the "2019 Happiness Enterprise Award - Manufacturing and Construction Consignment" Chemical Industry TOP20 held by the 1111 Job Bank.

  • 2019 November Won the 2019 12th "TCSA Taiwan Corporate Sustainability Awards" - Traditional Manufacturing TOP50 Report Gold Award and Individual Performance - "Climate Leadership Award" & "Sustainable Water Management Award"

  • 2019 December The land of the former "Cianjhen Plant" is rezoned to "Kaohsiung Multifunctional Economic and Trade Park No. 5A Special Zone"

  • 2020 March

  • Hsiaokang Plant Administrative Building and CPL control room obtained the "Green Building Label"

  • 2020 April Awarded the honor of 6%~20% of listed companies in the 6th Listed Companies Corporate Governance Evaluation

  • 2020 April The land of the former "Kaohsiung Plant" is rezoned to "Kaohsiung Multifunctional Economic and Trade Park No. 6 Special Zone"

  • 2020 May The Environmental Office of the Hsiaokang Plant obtained the "Green Building Label Qualification Grade".

  • 2020 May

  • Dashe Plant and Hsiaokang Plant were awarded "2019 Outstanding Contribution to the Cleaning of Kaohsiung Air Quality Purification Zone" by the Environmental Protection Bureau of Kaohsiung City Government.

  • 2020 June

  • 2020 September Toufen Plant obtained "ISO Water Footprint Certification" for CPL and PA6 products.

  • 2020 September The Hsiaokang Plant was awarded the "2020 Excellent Occupational Safety and Health Unit" by the Ministry of Labor.

  • 2020 November Qiaotou Plant officially came on stream.

  • 2020 November

Awarded the Taiwan TOP50 Corporate Sustainable Award and the CSR Reporting Gold Award - Traditional Manufacturing in the 13th Taiwan Corporate Sustainability Award (TCSA) in 2020

  • 11 -

  • 2020 November

  • Hsiaokang Plant obtained "ISO Water Footprint Certification" for CPL product and organization level

  • 2020 December Hsiaokang Plant obtained "ISO Carbon Footprint Certification" for CPL product and organization level

  • 2020 December Awarded CDP Climate Change Questionnaire Management Grade (B-)

  • 2021 January Hsiaokang was awarded the "Green Factory Label" by the Industrial Development Bureau.

  • 2021 January Hsiaokang Plant obtained "Certification of Health Exercise for office worker & badge of health promotion” issued by the Health Promotion Administration Ministry of Health and Welfare

  • 2021 February Selected as S&P Global's The Sustainability Yearbook Member and awarded Industry Mover in the global chemical industry.

  • 2021 April Qiaotou Plant obtained “IATF 16949 Declaration of Conformity” and “Certification of ISO 9001”

  • 2021 May Hsiaokang Plant was awarded the Certificate of Appreciation from Kaohsiung City Environmental Protection Bureau for "Autonomous Response to 2021 Global Energy Saving Activities".

  • 2021 May Dashe Plant and Hsiaokang Plant awarded "2020 Outstanding Contribution to the Cleaning of Kaohsiung Air Quality Purification Zone" by the Environmental Protection Bureau of Kaohsiung City Government.

  • 2021 May Toufen Plant obtained "Liquid Straw Decomposing Bacteria Promotion Specialist case” from Miaoli County Government

  • 2021 September

  • Hsiaokang Plant awarded “2021 Greenhouse Gas Loss Competition” Bronze Medal by Kaohsiung Public Institutions

  • 2021 November Recognized by the Taiwan Corporate Sustainability Awards (TCSA) 2021 in five categories: Sustainable Business Performance Award, Gold Sustainability Report Award, Climate Leadership Award, Circular Economy Leadership Award, and Water Leadership Award

  • 2021 November Toufen Plant obtained “Autonomous Reduction in Air Pollution Season" appreciation certification issued by the Environmental Protection Bureau of Miaoli County Government

  • 2021 November

  • 2021 November

  • 2021 November

  • 2021 November

  • Toufen Plant obtained "ISO Carbon Footprint Certification" for CPL and PA6 products.

  • Hsiaokang Plant awarded “2021 Promotion of Occupational Safety and Health Outstanding Unit " from Kaohsiung City

  • Hsiaokang Plant awarded “2021 Promotion of Occupational Safety and Health 5 Stars " from Kaohsiung City

  • Awarded "2021 Happy Company Gold Award" by 1111 Manpower Bank

  • 12 -

  • 2021 December

  • 2021 December

  • 2021 December

  • 2021 December

  • 2021 December

  • 2021 December

  • 2022 January

  • 2022 March

  • Hsiaokang Plant was awarded "i-Sports Enterprise 2021" by the Sports Enterprise Certification of the Ministry of Education

  • Dashe Plant awarded “2021 "Water Conservancy Department's Outstanding Achievement Award for Water Conservation" by the Ministry of Economic Affairs

Hsiaokang Plant awarded "Promoting Workplace Smoking Cessation Service" Outstanding Performance Medal issued by Kaohsiung City Health Bureau "

Dashe Plant obtained "ISO Carbon Footprint Certification" for AN product and organization level

The material analysis laboratory of Qiaotou Plant obtained "TAF ISO/IEC 17025 Testing Laboratory Certification"

Participated in the Carbon Disclosure Project (CDP) assessment and received a management grade B- in Climate Change in 2021; first response to the Water Security WDP self-assessment in 2021 and received a management grade A- in Leadership

Dashe Plant obtained "ISO Water Footprint Certification" for AN product and organization level

The change registration of the Douliu factory is completed.

  • 13 -

Chapter 3 Report on Corporate Governance

I. Organization

(I) Organizational Chart

==> picture [451 x 502] intentionally omitted <==

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

Shareholders' Meeting Secretariat
Audit Committee
Audit Office
Board of Directors
Remuneration Committee
Shareholder Services Office
Sustainability Development Committee
Chairman
Chairman's Office
CEO
President
President's Office
Occupational Safety & Health Center Environmental Protection & Pollution Control Center
Legal Counsel R&D Center
Commerce
Finance Department
Administrative Resources Petrochemical Production New Venture Department
Land Development Department
----- End of picture text -----

Data updated as of March 2022

  • 14 -

  • (II) Operations and functions

  • President's Office

Responsible for research, analysis, planning and making overall operational plans, ensuring the integration of production, supply and sales, assisting the General Manager in execution, policy promotion, supervisory and management, so as to assist all units in promoting business. Responsible for communication and coordination between all units. Provide a command platform for decision information to improve the quality of the decision. Through the collection of operation and management data, integrate the management processes, analysis reports, decision information, etc. of each unit; through data and innovative technology management models, establish the optimization of business process, and further link the mechanism of performance evaluation. Responsible for various identified projects assigned by the General Manager. Other business in accordance with the Article of Incorporation and general manager's assignments.

  1. Occupational Safety & Health Center

Responsible for the Company's safety, health & environmental, fire emergency & safety, energy conservation, water conservation and waste management policies. Assist each plant in planning, promotion, execution, supervision, and management of production safety management (PSM) systems. Collect Company and industry-specific health and safety regulatory changes and technology. Participate and discuss with government parties to ensure standards are in compliance.

  1. Environmental Protection & Pollution Control Center

Responsible for planning, execution, and operations that relate to environmental protection, energy savings and carbon reduction, wastewater savings and management pollution, and recycling to plan, execute, supervise, and manage environmental-related ISO systems. Responsible for evaluation, planning, and execution of land remediation plans. Collect company and industry-specific environmental regulatory changes and remediation technology. Participate and discuss with government parties to ensure standards are in compliance.

  1. Legal Counsel

Responsible for providing legal advice and opinion to the Company, reviewing, and revising the Company's contracts, legal instruments and internal regulations, executing litigation and non-litigation cases, as well as formulating and executing the Company's intellectual property management system.

  1. R&D Center

Responsible for planning and execution of the Company's R&D strategies; market research, development, test, technology transfer, production, sales, technology service and promotion of the new product. Design, planning and management of pilot plant and manufacturing process, and improvement. And investigation, research, application, maintenance, security and management of patents; operation, manufacturing, quality management, inventory control, occupational safety, environmental protection, trading, and sales of products of the Qiaotou Plant.

  1. Commerce Department

  2. 15 -

Plan, propose and execute the marketing strategy and sales policies. Responsible for matters relating to the sale and purchase and resale trading business of the Company's products and by-products. Responsible for matters related to the Company's raw materials and minor raw materials procurement, supply, and inventories management. Responsible for matters related to customer credit extension operations, the credit assessment, handling sales on account business, accounts collection, etc. Responsible for the overseas branch units' (factories) procurement of raw materials, product sales, trade, credit and other related matters governed by the above four points, as well as unifying, coordinating, and integrating the Company's domestic and overseas business synergy.

7. Petrochemical Production Department

Production, storage, transportation, and management of the Company and its subsidiaries' petrochemical products. The evaluation of production technology and equipment update, and the design, planning, and execution of project engineering for the Company' and its subsidiaries' petrochemical products. The engineering management and the collection, analysis, and research of engineering data for the Company and its subsidiaries' petrochemical products. The technical services for the Company and its subsidiaries' petrochemical products and enhance the production capacity and production performance of each plant. Establish the planning and execution of core engineering technology. The design, planning, management, and improvement of the pilot plants, manufacturing processes, and manufacturing equipment. Handling matters related to technical regulations of technical authorization. The review and selection of process method and the preparation of project contracting for overseas petrochemical investment projects. The collation of technical data of factory construction, collation of drawings, and establishing standards of various factory construction for overseas petrochemical investment projects. The operation management and execution of actual factory construction, progress control, and coordination and communication of work for overseas petrochemical investment projects.

8. Finance Department

Planning and execution of financial business; planning and execution of accounting business; planning and execution of tax business; handle the internal auditing business; planning of the Audit Committee agenda and meeting execution; manage securities positions; planning, research and promotion of capital budgeting policies, cost of capital, and capital structure; responsible for the Company's communication with external stakeholders and the establishment, maintenance and management of related activities. Responsible for handling external information disclosure, strengthening the transparency of Company information, and regularly reviewing corporate governance evaluation projects every year and proposing improvements; provide various financial support in accordance with the Company's operating performance and global investment strategy; evaluation of long-term and short-term investment in financial commodities and financial risk review on executing each project investment plan, and supervision and management on the accounting and operating performance of domestic and overseas reinvestment projects; preparation and implementation of the investment exit plan.

  • 16 -

  • Administrative Resources Department

Responsible for information systems, network systems, office automation systems, computerized standard operating procedures, information security policies, planning, building, promotion, and maintenance of software program authorization and terms of use. The planning of human resources, recruitment, compensation & benefits planning, management of job positions, performance management, talent training and development, employee relations and fixed asset, operating assets, asset insurance, and general affairs. Production, construction, plant expansion plans and construction project bids, procurement of raw materials and machinery, supply, materials, and machinery related insurance, claims, customs tax returns, refunds, and escrow bonds (or guarantee deposit) and related matters. Construction development, raw material, and machinery supplier database maintenance and creation.

  1. Land Development Department

Responsible for Company real estate investment planning, procurement, disposal, and management. Development strategy establishment and execution, evaluation of domestic and overseas land development, planning, and project management. Market research, land permit rezoning, public relations, and institutional negotiations. Land development purchasing and procurement, construction progress management and quality management, development project sales planning and business development, commercial real estate operations and facilities management, including modern residential construction and sales. Also, proactively invest in sustainable construction and the application of BIM systems.

11. New Venture Department

Coordination, reporting and tracking of the Company's annual business plan; business information analysis and advice on the Company's operation and development of related industries, technology, environmental protection, economic and social environment, etc.; market research analysis and recommendations on the Company's existing products and new raw materials, new products, and derivative products; discover, evaluate, plan, execute and manage domestic and foreign industrial cooperation plans and investment opportunities; government application, project establishment and approval of investment plans; application procedures and document preparation of Company establishment; comprehensive assistance in contracts and negotiation of preferential conditions of investment plans; handle negotiation of terms for technical licensing; operation and management of production plants in overseas non-petrochemical industries.

  • 17 -

II. Information About Directors, Supervisors, President, Vice President, Assistant Vice President, and Head of Department and Branch

(I) Information about directors

1. Information about directors

March 29, 2022

Title
(Note 1)
Nationality
or
registered
country

Name
Gender
Age
(note 2)


Election
(Appointm
ent) Date
Term of
Office
Date first
elected
(Note 3)
Shareholding when
Elected
Shareholding when
Elected
Current shareholding Current shareholding Current Shares
Held by Spouse and
Children of Minor
Age
Current Shares
Held by Spouse and
Children of Minor
Age

Shareholding
Under the Name
of a Third Party

Shareholding
Under the Name
of a Third Party
Major Experience (Education)
(Note 4)
Other Position Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship
Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship
Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship

Remark
(Note 5)
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Title Name Relationship
The Core
Pacific Co., Ltd.
N/A 20210702 Three years
until July 1st
2024
19940726 45,625,096 1.389% 53,980,916 1.426% 0 0.000% 0 0.000% N/A N/A N/A N/A
Chairman Republic
of China


Core Pacific
Development
and Investment
Company
Representative:
Ruey-Long
Chen
Male
Age
above
61
years
old
20210702 Three years
until July 1st
2024
20210630 0 0.000% 200,000 0.005% 0 0.000% 0 0.000% Department of Applied
Economics in NCHU
Minister, Ministry of
Economic Affairs
Independent Director, Formosa Chemicals &
Fiber Corporation
Independent Director, Inventec Corporation
Director, HANNSTAR BOARD
CORPORATION
Director, Asia Cement Corporation (Legal
Representative)
Director, Tatung Company (Legal
Representative)
Secretary-General, Cross-Strait Entrepreneur
Summit
Chairman, Sinocon Industrial Standards
Foundation
Director, Kaohsiung Monomer Co., Ltd. (Legal
Representative)
Director, Taivex Therapeutics Inc. (Legal
Representative)

Director, Dingyue Development Co., Ltd. (Legal
Representative)
Director, BES Engineering Corp. (Legal
Representative)
Legal Representative, Unichem Development
Limited

Director, Weihua (Rutung) Trade Co., Ltd.
Director, WeiQiang International Trading
(Shanghai) Co., Ltd.

Director, Jiangsu Weiming Petrochemical
Corporation
Director, Changzhou Weicai New Material Co.,
Ltd.

Legal Representative & Executive Director,
Core Pacific Twin Tower (Myanmar) Co. Ltd.
Director,Weifong (Myanmar)Co. Ltd.

None
Note 5
Title
(Note 1)
Nationality
or
registered
country

Name
Gender
Age
(note 2)


Election
(Appointm
ent) Date
Term of
Office
Date first
elected
(Note 3)
Shareholding when
Elected
Shareholding when
Elected
Current shareholding Current shareholding Current Shares
Held by Spouse and
Children of Minor
Age
Current Shares
Held by Spouse and
Children of Minor
Age

Shareholding
Under the Name
of a Third Party

Shareholding
Under the Name
of a Third Party
Major Experience (Education)
(Note 4)
Other Position Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship
Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship
Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship

Remark
(Note 5)
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Title Name Relationship
Vice
Chairman
(Note 9)
Republic
of China
Jen Huei
Enterprise Co.
Ltd.
N/A 20210702 Three years
until July
1,2024
20060630 19,431,156 0.592% 21,797,310 0.576% 0 0.000% 0 0.000% N/A N/A N/A N/A


Representative
of Jen Huei
Enterprise Co.
Ltd.
Jiun-Nan Bai
(note 6)
Male
Ages
above
61
years
old
20220325 Three years
until July1,
2024
20000524 0 0.000% 0 0.000% 0 0.000% 0 0.000% Master Degree Department of
Economics of NTU
Ph.D. in Law, Institute of
Economics, Chinese Culture
University
Senior Specialist, Council for
Economic Planning and
Development, Executive Yuan
Vice President, Bank of
Communications
Chairman, Core Pacific
Securities Investment Trust
Independent Director, President Securities Corp.
Independent Director, Inventec Corporation.
Chairman, First Leasing Co. Ltd.
Chairman, Bo-Mong Investment Co. Ltd.
Director, Weili Food Industries (Legal
Representative)
Director, Core Pacific City Co., Ltd. (Legal
Representative)
Director, Taivex Therapeutics Inc. (Legal
Representative)*
Director, BES Engineering Corp. (Legal
Representative)
Director, Jiansu Core Pacific - Yamachi
Commercial Insurance Co. Ltd.
None None None None
Independent
Director
Republic
of China

Yun-Peng Chu
Male
Ages
above
61
years
old
20210702 Three years
until July1,
2024
20120630 0 0.000% 0 0.000% 0 0.000% 0 0.000% Master Degree Department of
Economics of NTU
Master degree in Department
of Economics in University of
Maryland
Professor of Department of
Economics in NCU
Professor, Chi-Jen Liu Lecture,
School of Big Data
Management, Soochow
University,
Researcher, Research Center,
Department of Economic
Development, National Central
University
Minister of State, Executive
Yuan
Chairman, Taiwan Insurance
GuarantyFund


Independent Director, Nan Ya Plastic
Corporation
Chairman, Bozhen Service Co., Ltd.
Independent Director, Asia Cement Corporation
Chairman, Rehoboth Biotechnology Corporation

None
None None None
Independent
Director
Republic
of China

Wen-Yen Pan
Male
Ages
above
61
years
old
20210702 Three years
until July1,
2024
20130628 0 0.000% 0 0.000% 0 0.000% 0 0.000% P.h.D in Department of
Chemical Engineering at
University of Wyoming
Chairman, Kuo Kuang Power
Co., Ltd.
President & Chairman, CPC
Corporation
Chairman, Gintech Energy
Corporation (Director
Representative)
Chairman, CPC Chairman, CTCI Foundation
Independent Director, UPC Technology
Corporation
Director, CTCI
Independent Director, U-Ming marine
None None None None
Independent
Director
Republic
of China


Song-Nian Ye
(note 10)
Male
Ages
above
61
years
old
20210702 Three years
until July1,
2024
20200528 0 0.000% 0 0.000% 0 0.000% 0 0.000% Army Infantry Training
Command Officer Reserve
School Graduate
Director and Chairman, Union
Wide Construction Co. Ltd.
Chairman, Union Wide Construction Co. Ltd.
Chairman, Union Wide Construction Co. Ltd.
Chairman, Kung Cheng Construction Co. Ltd.
None None None None
Title
(Note 1)
Nationality
or
registered
country

Name
Gender
Age
(note 2)


Election
(Appointm
ent) Date
Term of
Office
Date first
elected
(Note 3)
Shareholding when
Elected
Shareholding when
Elected
Current shareholding Current shareholding Current Shares
Held by Spouse and
Children of Minor
Age
Current Shares
Held by Spouse and
Children of Minor
Age

Shareholding
Under the Name
of a Third Party

Shareholding
Under the Name
of a Third Party
Major Experience (Education)
(Note 4)
Other Position Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship
Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship
Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship

Remark
(Note 5)
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Title Name Relationship
Director Republic
of China
The Core
Pacific Co., Ltd.
N/A 20210702 Three years
until July1,
2024
19940726 45,625,09
6
1.389% 53,980,916 1.426% 0 0.000% 0 0.000% N/A N/A N/A N/A


Representative
of Core Pacific
Co., Ltd.:
Shaw-Shin
Yang
Male
Ages
above
61
years
old
20210702 Three years
until July1,
2024
20120627 0 0.000% 0 0.000% 0 0.000% 0 0.000% Graduated from University of
Taipei, College of Kinesiology

Chairman, QMI
Chairman, Quint Major Industrial Co., Ltd
Director, Quint Yi Construction Co., Ltd.
N/A Note 3
BES N/A 20210702 Three years
until July1,
2024
20000524 13,110,345 0.399% 183,037,540 4.836% 0 0.000% 0 0.000% N/A N/A N/A N/A
Engineering
Corp.
(note 6)
Director Republic
of China
female
ages
under
61
years
old
20220325 20220325 to
20240701
20210702 0 0.000% 0 0.000% 0 0.000% 0 0.000% Master of Leisure Institute of
Private Chaoyang University
of Science and Technology
Taichung City Councillor
Municipal Consultant of
Taichung City Government
Director, Economic
Development Bureau,
Taichung City Government
Director, Economic
Development Bureau,
Taichung City Government
Legal representative, Zhongqin Human Resource
Management Consulting Co., Ltd.
Legal representative, Core Pacific World
Corporation
Chairman, BES Machinery Co., Ltd (Legal
representative)
Legal representative, CKS Guard


None
None


Representative

Chairman (Legal representative) and general

of BES
Engineering
manager of BES Engineering Inc.

Corp.: Hui
Vice Chairman, Xiamen Wanxiang Logistics
Management Co., Ltd. (Legal representative)
Chairman, BESM Holding Co., Ltd. (Legal
representative)
Legal representative, BES Construction
Corporation (U.S.A)
Director/Legal Representative, Global BES
Engineering (Myanmar) Co. Ltd.
Director/Legal Representative, BES Engineering
Vietnam CompanyLimited
Lan,Chu (Note
6)
Title
(Note 1)
Nationality
or
registered
country

Name
Gender
Age
(note 2)


Election
(Appointm
ent) Date
Term of
Office
Date first
elected
(Note 3)
Shareholding when
Elected
Shareholding when
Elected
Current shareholding Current shareholding Current Shares
Held by Spouse and
Children of Minor
Age
Current Shares
Held by Spouse and
Children of Minor
Age

Shareholding
Under the Name
of a Third Party

Shareholding
Under the Name
of a Third Party
Major Experience (Education)
(Note 4)
Other Position Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship
Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship
Other Chiefs,
Supervisors or Directors
with Spouses, or
Relatives Within the
Second Degree of
Kinship

Remark
(Note 5)
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Title Name Relationship
Director Republic
of China
Yao Chuen Co.,
Ltd.

N/A
20210702 Three years
until July
1,2024
20210702 400,000 0.012% 448,708 0.012% 0 0.000% 0 0.000% N/A N/A N/A N/A


Representative
of Yao Chuen
Co., Ltd.
Hui-Ting Shen
(Note 6)
Male
Ages
under
61
years
old
20210702 Three years
until July
1,2024
20090630 0 0.000% 0 0.000% 0 0.000% 0 0.000% B.A.in Department of
Electronic Machinery and
Information Management,
Lehigh University
EMBA in School of Economics
and Management, Tsinghua
University
Director, Core Pacific City Co.,
Ltd. (Legal Representative)
Director, Sheen Chuen-Chi
Cultural and Educational
Foundation
Director, Jingjie Construction
Co., Ltd.
Director, China Petrochemical
Development Corporation
(Legal representative)
Director, Sheen Chuen-Chi Cultural and
Educational Foundation
Director, Jingjie Construction Co., Ltd.*
None None None Note 3

Director, Core Pacific - Yamaichi Financial
Group


Director, Core Pacific - Yamaichi International
(H.K.)
Director, Jiansu Core Pacific - Yamachi
Commercial Insurance Co. Ltd.
Chairman, Shanghai Core Pacific - Consultant
Co. Ltd. (Legal Representative)
Chairman & President, Beijing Core Pacific -
Investment and Consultant Co. Ltd. (Legal
Representative)
Vice Chairman, Yangzhou Living City Co., Ltd.
Director, Yangzhou Jing Guo Co., Ltd.
Director, Yangzhou Zhuoyue Property
Management Co., Ltd.
Director, Yangzhou Jingcai Property Co., Ltd.
Director, Yangzhou Jingge Restaurant
Management Co., Ltd.
Director, Anshan Jinghui Real Estate Co., Ltd.
Director, Changshu Jinghui Property Co., Ltd.
Director, Hangzhou Jinghua Technology Movie
Art World Co.,Ltd.
C.P. Leasing
Co. Ltd.
N/A 20210702 Three years
until July
1,2024
20210702 3,672,500 0.112% 2,100,516 0.055% 0 0.000% 0 0.000% N/A N/A N/A N/A
Director Republic
of China


C.P. Leasing
Co. Ltd.:
Kuen-Ming Lin
(Note 6)
Male
Above
61
years
old
20210702 Three years
until July
1,2024
20120630 0 0.000% 0 0.000% 0 0.000% 0 0.000% Department of Electrical
Engineering NTU
Chairman, Taiwan Health Care
Association
Director, Straits Economics &
Cultural Interchange
Association
Chairman and General Manager of Premier
Venture Capital Corp.
Chairman, Premier Capital Management Corp.
General Manager and Director, Kun Chi Venture
Capital Corp.
Chairman, Dexin Corp.
Chairman, Ruby Tech Corp.
Director, Amit Technology Corporation (Legal
Representative)
Director, Zipcom Corporation
Director, Lung Hwa Electronics (Legal
Representative)
Director, Terawins, Inc. (Legal Representative)
Director, DeltaMac (Taiwan) Co., Ltd. (Legal
Representative)
Director, Development Consultants Co., Ltd.
(Legal Representative)
Director, UISCO
Independent Director,Getac TechnologyCorp.
None None None None

*: Denote the reinvestment companies of the Company using the equity method

Note 1: The institutional shareholder shall be identified by name and representative (in the case of an institutional representative, please specify the institutional shareholder's

  • name) and also complete the following Table 1.

  • Note 2: Please specify the actual age, which could be expressed by the range, i.e. between 41-50 age or 51-60 age.

Note 3: Please also specify if the initial term of office for the Company's director or supervisor is interrupted.

  • (1)Mr. Hui-Ting Shen's initial term of office as a director was from June 30, 2009 to May 16, 2011, and the term of office of his reappointment as a director of the Company (as the representative of the Sheen Chuen-Chi Cultural and Educational Foundation & YAO CHUEN CO. LTD.) was from May 25, 2020 to July 1, 2021 and July 2, 2021~ July 1, 2024 respectively.

  • (2)Shaw-Shin Yang's initial term of office as a director was from June 27, 2012 to July 31, 2012, and the term of office of his reappointment as a director of the Company (as the representative of the Jen Huei Enterprise Co., Ltd. & Core Pacific Co., Ltd) was from June 30, 2015 to July 7, 2015 and July 2, 2021~ July 1, 2024 respectively.

  • Note 4: Refers to experiences related to the current post. If the officer once assumed a post in a CPA Office or an affiliate of the Company, please specify the job title and responsibilities.

  • Note 5: Where the Chairman and the general manager or person of an equivalent post (the highest level manager) of the Company are the same person, spouses, or relatives within the first degree of kinship, an explanation shall be given of the reason for, reasonableness, necessity thereof, and the measures adopted in response thereto (for example, increase the number of independent directors, and there shall be more than half of the directors who do not concurrently serve as employees or managers). The Company is currently actively developing the petrochemical and land development two-pronged businesses, and vigorously developing overseas competitive markets. Therefore, we hired Ruey-Long Chen, Chairman of the Board to concurrently serve as the Company’s CEO, leading the Company’s management team, actively expanding the Company’s development territory, and coordinating the Company’s overall “breakthrough” plan and sustainable development strategy. In accordance with laws and regulations, the Company will adjust the concurrently roles of Chairman of the Board and CEO or increase the number of independent directors before December 31, 2023.

  • Note 6: (1) Legal director BES Machinery Co., Ltd was one of 22th legal directors, the appointed term from July 2, 2021 until July 1, 2024. BES Engineering Corp. merged with BES Machinery Co., Ltd according to article 19 of the M&A Act. After the merger, the existing company name: BES Engineering Corp., as of the M&A date on March 25, 2022 will take the duty of legal director according to the letter No. 87204541 issued by Ministry of Economic Affairs on May 14 1998. The original legal representative of BES Machinery Co., Ltd, Jun Nan,Bai, was replaced by the re-appointed legal representative of BES Engineering Corp., Hui Lan,Chu.

  • (2) The legal representative of Jen Huei Enterprise Co., Ltd. Hui Lan,Chu was replaced by Jiun Nan Bai on March 25th, 2022.

  • (3) The legal representative of Sheen Chuen-Chi Cultural and Educational Foundation: Hui-Ting Shen and Kuen-Ming Lin, due to the expiration of the 21st term up to July 1, 2021. For the 22nd term reelection, both candidates did not receive nomination on July 2, 2021 (delayed due to Covid-19), thus Mr. Shen and Mr. Lin no longer represent the Sheen Chuen-Chi Cultural and Educational Foundation. For the 22nd term, Yao Chuen Co. Ltd. and C.P. Leasing Co., Ltd. was elected as the new directors with Hui-Ting Shen and Kuen-Ming Lin appointed by Yao Chung Co. Ltd. and C.P. Leasing Co., Ltd as the legal representative respectively.

Note 7: When elected, the total shares issued was 3,284,850,130 shares.

Note 8: As of the record date, the total shares issued was 3,784,850,130shares. Note 9: Who was appointed as vice chairman on April 13, 2022.Note 10: Resigned from the position on May 26, 2022.

2. Major shareholders of corporate shareholders

2. Major shareholders of corporate shareholders 2. Major shareholders of corporate shareholders
March 29,2022
Name of Corporate
Shareholder (Note 1)
Major Shareholders of Corporate Shareholders (Note 2)
Jen Huei Enterprise
Co.,Ltd.
Frank Lu Co., Ltd. (20%), King's Wealth Investment Co., Ltd. (18.13%), Champ
Enterprise Co., Ltd. (15%), Tontech International Co., Ltd. (14.37%), Ten King
Investment Co., Ltd. (13.75%)
CORE PACIFIC CO.,LTD.
Ten King Investment Co., Ltd. (16.23%), Golden Wheel Co., Ltd. (11.16%), Taiwan Tony
Enterprise Co., Ltd. (9.29%), King's Wealth Investment Co., Ltd. (9.11%), Tang
Lin-Mei(9.11%), Core Pacific Supermarket Co., Ltd.(8.49%), Tony Investment Co., Ltd.
(6.82%)
BES Engineering Corp. China Petrochemical Development Corporation (10.74%), Core Pacific Co., Ltd. (2.24%),
Wen-Yang Lin (1.72%), Morgan Stanley as custodian of JP Morgan Investment Account
(1.43%), Tony Investment Co., Ltd.(1.39%), Kao King Investment Co., Ltd.(1.37%), JP
Morgan Chase Bank N. A. Taipei Branch in Custody for Vanguard Emerging Market
Stock Index Fund, a Series of Vanguard Equity Index Funds (1.27%), Chase Custody
Advanced Starlight Advanced Aggregate International Stock Index (1.18%), Standard
Chartered Bank in Custody of iShares Emerging Market ETF (0.97%), Sheen Chuen-Chi
Cultural & Educational Foundation(0.84%)
Yao Chuen Co., Ltd. Tontech International Co., Ltd. (70%), Taiwan Safe Manufacturing & Merchandising Co.,
Ltd. (25%), Flower Field Development Ltd. (5%)
C.P. Leasing Co., Ltd. Agora Garden Co., Ltd. (44.77%), Jen Huei Enterprise Co., Ltd. (11.63%), Core
Pacific Real Estate Co., Ltd. (11.63%), Tony Investment Co., Ltd. (9.3%)
Note 1: For a director or a supervisor who acts as a corporate shareholder's representative, please specify the
corporate shareholder's name.
Note 2: Please specify names of the major shareholders of the given corporate shareholder (top ten
shareholders) and the ratio of shareholding. Where the major shareholder is a corporation, please
complete the following Table 2.
Note 3: If the legal person shareholder is not organized as a company, the "names of shareholders" and the
"ratio of shareholding" in the preceding paragraph shall be "names of funders or donors" and the "ratio
of fund or donation".

3. Major Shareholders of Major Corporate Shareholder

March 29, 2022

March 29,2022
Name of Corporate
Shareholder(Note 1)
Major Shareholders of Corporate Shareholders (Note 2)
Frank Lu Co., Ltd. Lin Ke-Ming (30%), Wu Wang Hsiu-Ching (20%), Hong Hsiu-Feng (20%), Song
Kun-Ren (20%)
Champ Enterprise Co.,
Ltd.
Frank Lu Co., Ltd. (29.59%), C.P. Leasing Co., Ltd. (17.52%), Jheng Chao-Wun
(9.73%), Glory Construction Co., Ltd. (9.00%), Wu Chun-Feng (7.95%)
Tontech International
Co., Ltd.
King's Wealth Investment Co., Ltd. (33.75%), Kao King Investment Co., Ltd. (27.50%),
Taiwan Tony Enterprise Co., Ltd. (27.50%)
Ten King Investment
Co., Ltd.
Glory Construction Co., Ltd. (21.42%), Kao King Investment Co., Ltd. (20.74%), Core
Pacific Co., Ltd. (18.88%), Champ Enterprise Co., Ltd. (10.89%), Core Pacific
Electronics Co., Ltd. (10.53%)
King's Wealth
Investment Co., Ltd.
Core Pacific Electronics Co., Ltd. (24.00%), Kao King Investment Co., Ltd. (19.00%),
Excellence Investment Co., Ltd. (19.00%), Ten King Investment Co., Ltd. (16.75%),
Taiwan Tony Enterprise Co., Ltd. (11.25%).
Taiwan Tony
Enterprise Co., Ltd.
Core Pacific Real Estate Co., Ltd. (33.60%), Wu Chun-Feng (30.84%), Core Pacific
Electronics Co., Ltd. (15.00%), Frank Lu Co., Ltd. (15.00%)
Core Pacific
Supermarket Co., Ltd.
Agora Garden Co., Ltd. (41.25%), Jen Huei Enterprise Co., Ltd. (18.75%), Cheng Yao
Enterprise Co., Ltd. (12.00%), Golden Wheel Co., Ltd. (11.25%)
Golden Wheel Co.,
Ltd.
Frank Lu Co., Ltd. (24%), Windwell Industrial Co., Ltd. (20%), Core Pacific Electronics
Co., Ltd. (17.66%), Premier Capital Co., Ltd. (14.67%), Pan Universal Co., Ltd. (13%).
Tony Investment Co.,
Ltd.
Pan Universal Co., Ltd. (29.71%), King's Wealth Investment Co., Ltd. (10%), Core
Pacific Supermarket Co., Ltd. (9.76%), Jen Huei Enterprise Co., Ltd. (9.71%).
China Petrochemical
Development
Corporation
BES Engineering Corporation (4.84%), Chao-Shun Hong (1.95%), Core Pacific Co.,
Ltd. (1.43%), JPMorgan Chase Bank N.A., Taipei Branch in custody for Vanguard
Emerging Markets Stock Index Fund (1.30%), JPMorgan Chase Bank N.A., Taipei
Branch in custody for Vanguard Total International Stock Index Fund, a series of
Vanguard Star Funds (1.24%), King's Construction Co., Ltd. (1.22%), HSBC in custody
of Core Pacific - Yamaichi International (H.K.) Ltd. – Client A/C (0.84%), Core Pacific
World Co., Limited (0.81%), Ming-Da Lin (0.79%), Citibank (Taiwan) in custody of
Polunin Developing Countries Fund, LLC (0.73%).
Kao King Investment
Co., Ltd.
Golden Wheel Co., Ltd. (27.17%), C.P. Leasing Co., Ltd. (15.58%), King’s
Construction Co. Ltd. (14.44%), Champ Enterprise Co., Ltd. (10.68%), Core Pacific
Electronics Co., Ltd. (10.03%), Glory Construction Co.,Ltd. (7.78%), Taiwan Tony
Enterprise Co., Ltd. (3.76%), Pei-Chien Tsai (3.08%), Ten King Investment Co., Ltd.
(3.01%), Core Pacific Co., Ltd. (2.01%)
Taiwan Safe
Manufacturing &
Merchandising Co.,
Ltd.
Fen Lan Yu (42%), Hsiang Wu (40%), Shiou Tao Chen (12%), C.P. Leasing Co, Ltd.
(6%).
Flower Field
Development Ltd.
Windwell Industrial Co., Ltd. (45%), King's Wealth Investment Co., Ltd. (35%),
Li-Feng Cheng (20%)
Core Pacific Real
Estate Co., Ltd.
Chun-Fong Wu (24.8%), Fu Shing Real Estate Co., Ltd. (21%), Ching Cheng Co., Ltd.
(14.6%), Kingmetro Development & Consultancy Corporation (6%)
Agora Garden Co.,
Ltd.
Golden Wheel Co., Ltd. (14.18%), Core Pacific Electronics Co., Ltd. (13.78%), Cheng
Yao Enterprise Co., Ltd. (12.62%), Kao King Investment Co., Ltd. (10.53%), Premier
CapitalCo.,Ltd. (7.79%).

Note 1: The names of the major corporate shareholders referred to in Table 1, if any, shall be specified. Note 2: Please specify names of the major shareholders of the given shareholder (top ten shareholders) and the ratio of shareholding.

Note 3: If the legal person shareholder is not organized as a company, the "names of shareholders" and the "ratio of shareholding" in the preceding paragraph shall be "names of funders or donors" and the "ratio of fund or donation".

4. Information on Directors in professionalism and independence

4. Information on Directors in professionalism and independence 4. Information on Directors in professionalism and independence 4. Information on Directors in professionalism and independence 4. Information on Directors in professionalism and independence
March 29, 2022
Name Qualification and experience Status of independence Number of public
companies where the
person holds the title
as independent
director
Chairman
Ruey-Long Chen
Who graduated from the Department of Applied Economics in NCHU.
Currently serves as the Company Chairman and CEO. Previously served
as the Minister of the Ministry of Economic Affairs, Deputy Minister of
State Affairs of the Ministry of Economic Affairs, Executive Deputy
Minister of the Ministry of Economic Affairs, and Director of the
International Trade Bureau of the Ministry of Economic Affairs.
Currently as Independent Director of Formosa Chemicals & Fiber
Corporation & Independent Director of Inventec Corporation & Director,
director of Asia Cement Corporation & Director of Tatung Company &
Secretary-General of Cross-Strait Entrepreneur Summit and chairman of
the Company. With a wealth of industry (both non-tech/manufacturing
and technology:materials: petrochemical, constructions materials,
consumer discretionary: consumer electronics; information technology:
technology hardware & equipment) knowledge and experiences,
operational judgment, leadership decision-making for multinational
companies, business management, crisis management and international
trade and market capabilities.
None of the paragraphs in Article 30 of the
Company Law are applied. (Note 1)
2
Vice chairman
Jiun-Nan Bai

Ph.D. in Law, Institute of Economics, Chinese Culture University and
Master Degree Department of Economics of NTU. Currently serves as
the Company’s Vice Chairman. Previously worked as the President of
BES Engineering Corp. & Chairman of Core Pacific Securities
Investment Trust& Vice president of Bank of Communications and
Special Member of Economic Construction Committee, Executive Yuan.
Possessed a wealth of industry (material: petrochemical, financials:
capital markets, real estate: land and real estate management &
development & operation, industrial: construction and engineering)
knowledge and experiences, operational judgment, leadership
decision-making, business management and crisis management
capabilities.
None of the paragraphs in Article 30 of the
Company Law are applied. (Note 1)
2
Director
Shaw Shin,Yang

Who was graduated from University of Taipei, College of Kinesiology
and is the founder of QMI as Chairman of Quint Major Industrial Co.,
Ltd & Chairman of Quint Major Industrial Co., Ltd. & Supervisor of
Quint Yi Construction Co., Ltd. & director of the Company. Possessed a
wealth of industry (non-tech and petrochemical downstream: consumer
discretionary: textile) knowledge and experiences, operational judgment,
leadership decision-making, business management and crisis
None of the paragraphs in Article 30 of the
Company Law are applied. (Note 1)
0
Name Qualification and experience Status of independence Number of public
companies where the
person holds the title
as independent
director
management capabilities.
Director
Kueng-Ming Lin
Graduated from Department of Electrical Engineering NTU and have
ever worked in MiTAC, China UNICOM for 10 more years and is the
founder of Dexin and Premier Venture Capital Corp. Currently as
Chairman and president concurrently of Premier Venture Capital Corp. &
Chairman of Ruby Tech Corp. & Director of Amit Technology
Corporation & Director of the Company. Possessed with wealth industry
(material: petrochemical, information technology innovation: software &
services and technology hardware & equipment, and financials:
diversified financial services/venture capital) knowledge and experiences,
operational judgment, leadership decision-making, business management
and crisis management capabilities.

None of the paragraphs in Article 30 of the
Company Law are applied. (Note 1)
1
Director
Hui Lan, Chu

Who with Master of Leisure Institute of Private Chaoyang University of

None of the paragraphs in Article 30 of the
Company Law are applied. (Note 1)
0

Science and Technology and have ever been Taichung City Councilor &

Municipal Consultant of Taichung City Government & Director,

Economic Development Bureau, Taichung City Government & Director,

Economic Development Bureau, Taichung City Government and the

director of the Company. Currently as Chairman and general manager of

BES Engineering Inc. Possessed a wealth of industry (materials:

petrochemical, real estate: land real estate management & development &

operation, industrial: construction and engineering and public sector)

knowledge and experiences, operational judgment, leadership

decision-making, business management and crisis management

capabilities.
Director
Hui-Ting Shen

With EMBA in School of Economics and Management, Tsinghua
University & B.A. in Department of Electronic Machinery and
Information Management, Lehigh University. Currently as Director of
JEAN Pacific Development Co., Ltd. & Vice Chairman of Yangzhou
Living City Co., Ltd. & Director of the Company. Possessed a wealth of
industry (materials: petrochemical, real estate: land and real estate
management & development, industrial: construction and engineering,
and consumer discretionary: hotels, restaurants & leisure) knowledge and
experiences, operational judgment, leadership decision-making, business
management, crisis management capabilities.
(1) None of the paragraphs in Article 30 of the
Company Law are applied. (Note 1)
2
PhD in Department of Economics in University of Maryland. Currently
serves as the Chairman of the Audit and Remuneration Committees.
Previously worked as a Professor in the Department of Economics in
NCU & Professor, Chi-Jen Liu Lecture, School of Big Data Management,
Soochow University & Researcher, Research Center, Department of

(1)
Not a director (or governor), supervisor, or
employee of that other company or institution
which the Chairman, general manager, or
person holding an equivalent position of the
company and a person in any of those
Name Qualification and experience Status of independence Number of public
companies where the
person holds the title
as independent
director
Economic Development, National Central University & Minister of State,
Executive Yuan & Chairman, Taiwan Insurance Guaranty Fund.
Currently as Independent Director of Nan Ya Plastic Corporation &
Independent Director of Asia Cement Corporation and Director of the
Company. Possessed a wealth of industry (materials: petrochemical,
production, construction materials and financials: insurance) knowledge
and experiences, operational judgment, accounting and financial analysis,
leadership decision-making, business management, crisis management
and international market capabilities.

positions at another company or institution
are the same person or are spouses
(2)
Not a director (or governor), supervisor, or
employee of that other company or institution
which the Chairman, general manager, or
person holding 20 percent or more and no
more than 50 percent of the total number of
issued shares of the public company, and the
company and its parent or subsidiary or a
subsidiary of the same parent and Not a
shareholder holding five percent or more of
the shares as well.
(3)
Not a director (or governor), supervisor, or
shareholders holding more than 10% total
shares hold more than 30% of the total issued
shares of the Company, and both parties have
financial or business transaction records. The
total shares mentioned in the preceding
paragraph includes shares held by the
person's spouse, minor children, or held by
the person under others' names, Directors (or
governor), supervisors, managers or
shareholders holding more than 5% of the
shares of a specific company or institution
that has financial or business with the
Company.
(4)
Not a director (or governor), supervisor, or
shareholders holding more than 5% total
shares of a specific company or institution
that has financial or business with the
Company and its operating income coming
from other companies and their group
companies
(5)
Not a director (or governor), supervisor, or
shareholders holding more than 5% total
shares of a specific company or institution
that has financial or business with the
Company and more than 50% of its quantity
or total purchase amount comes from other
companies and their group companies of its
Name Qualification and experience Status of independence Number of public
companies where the
person holds the title
as independent
director
main product raw materials (referring to
those that account for more than 30% of the
total purchase amount, and key raw materials
that are indispensable for the manufacture of
products) or main commodities (referring to
those that account for more than 30% of the
total operating income).
(6)
Does not provide the Company or associated
companies with auditing or in the past 2
years, obtained compensation cumulated over
NT$500,000 in business, legal, financial,
accounting services, by professionals, sole
proprietorships, partnerships, companies, or
institutional owners, partners, directors,
supervisors, managers, and spouses.
However, the Remuneration Committee,
M&A Audit committee members, established
in accordance with local securities
regulations or mergers & acquisition
regulations, are not included.
Note 1: Anyone who has one of the following circumstances shall not appointed as a manager, and those who have already been appointed
accordingly:
shall be dismissed

Who Has committed a crime stipulated in the Regulations on the Prevention of Organized Crime, has been convicted by a conviction, but has not yet been executed or has not been executed completely Or less than five years since completion of execution, expiration of probation, or pardon. A person who has committed a crime of fraud, breach of trust, or embezzlement has been sentenced to fixed-term imprisonment of more than one year, and the sentence has not yet been executed, the execution has not been completed, or less than 2 years since the completion of the execution, the expiration of the suspended sentence, or the pardon.

A person who has committed a crime under the Code of Corruption and has been convicted of guilt and has not yet been executed, has not been executed yet, or less than 2 years since the completion of the execution, the expiration of the suspended sentence, or the pardon. Those who have been declared bankrupt or have been ordered to start liquidation procedures and have not been reinstated. Those who has been rejected to use of Negotiable instrument and the term has not yet expired. Those who are incapacitated or have limited capacity. The assisted declaration has not been revoked.

5. Board Diversity and Independence:

Board Diversity policy

  • I. According to Article 20 of the Company's "Corporate Governance Best Practice Principles", the board of directors of the company shall guide the Company's strategy, supervise the management level, and be responsible to the Company and shareholders. Various operations and arrangements of the corporate governance system will ensure that the board of directors follows the laws and regulations, the Company's “Articles of Incorporation” and exercise its functions and powers in accordance with the resolutions of the shareholders' meeting.

  • II. The Company's "Articles of Incorporation" stipulates that the election of directors shall adopt the candidate nomination system, and the Corporate Governance Best Practice Principles" and "Rules for Election of Directors" stipulate that the composition of the board of directors should take into account the policy of diversity, considering the Company’s business and operation type and to meet the needs of future development, to formulate a diversity policy, including but not limited to the two major aspects of basic qualifications and values, and professional knowledge and skills, as follows:

  • (I) The structure of the board of directors of the company, subject to the scale of the company's operation and development and the shareholding situation of major shareholders, and considering the needs of the company's operation, an appropriate number of directors should be set up with five or more people. The composition of the board of directors should be comprehensively considered. In addition to that directors who also was appointed as managers of the Company should not exceed one-third of the number of directors, an appropriate diversification policy should be formulated based on the company's business and operation type and future development needs, including but not limited to standard of two major aspects below:

    1. Basic qualifications and values: the diversity of gender, age, nationality and cultural background need be considered.

    2. Professional knowledge and skills: diversified professional backgrounds, professional skills and industry experiences need to be considered to meet the talents required by the Company.

  • (II) In order to achieve the ideal goals of corporate governance, members of the board of directors should have the knowledge, skills and qualities necessary to perform their duties, including the following abilities: 1. Operational judgment, 2. Accounting and financial analysis, 3. Leadership, 4. Business Management, 5.Crisis Management, 6.Industry knowledge, 7.International market view 8.Decision-making.

  • III. The selection process of the Company's list of director candidates must comply with the qualification review and relevant criteria to ensure that when there is a vacancy in the number of directors or planned additions, the appropriate new director candidates can be effectively identified and selected.

Implementation status of Board Diversity Policy

The nomination of directors of the company is a rigorous selection process, which not only considers professional ability, but also attaches great importance to the reputation of ethical behavior and leadership. When selecting and appointing directors, not only the professional background of directors (including independent directors) themselves, but also knowledge, skills and literacy of diversity is also an important part for all board members to perform their duties. At present, the target ratio of female directors is more than 10%, and the professional field includes per the policy: 1. Operational judgment, 2. Accounting and financial analysis, 3. Leadership, 4. Business Management, 5.Crisis Management, 6.Industry knowledge, 7.International market view 8.Decision-making.

At present, CPDC’s board of directors consists of 9 members, covering financial accounting, land development and industry knowledge and other professional backgrounds, and have rich business management and crisis management capabilities. Currently, there are 1 female director, and 3 independent directors account for more than one-third of all members of the board. In addition, there is no spouse or relative within the second degree among the directors, so the board of directors of the company is independent. The implementation of the Board Diversity Policy is as follows:

Diversity
Core Item
Job title/Name
Diversity
Core Item
Job title/Name
Basicqualification and Value Basicqualification and Value Basicqualification and Value Basicqualification and Value Basicqualification and Value Industry experience Industry experience Industry experience Industry experience Industry experience Professional knowledge and capacity Professional knowledge and capacity Professional knowledge and capacity Professional knowledge and capacity Professional knowledge and capacity Professional knowledge and capacity Professional knowledge and capacity Professional knowledge and capacity
Gender Concurrently as employee Age Term of office public relationship traditional manufacturing Petrochemical and related industries Land development & operations, Civil
construction, and engineering, etc.
Technology, new ventures Operational Judgement Accounting and Financial Analysis Leadership Business management crisis management Industry knowledge international market view decision-making
Under 60 Above 61 Under 3 years 3-9 years Above 9 years
Chairman Ruey-Long
Chen
M
Vice chairman Jiun-Nan Bai M
Independent
Director
Yun-Peng Chu
M
Independent
Director
Wen-Yen Pan M
Independent
Director
Song-Nian Ye M
Director Shaw
Shin,Yang
M
Director Kueng-Ming
Lin
M
Director Hui Lan Chu F
Director Hui-TingShen M

(II) Information about President, Vice President, Assistant Vice President, and Head of Department and Branch

March 29, 2022

Title
(Note 1)
Nationality
Name
Gender
Election
(Appointment)
Date

Status of Shareholding

Status of Shareholding
Current Shares Held by
Spouse or Children of
Minor Age
Current Shares Held by
Spouse or Children of
Minor Age

Shareholding Under
the Name of a Third
Party

Shareholding Under
the Name of a Third
Party
Major (Academic Degree) Experience
(Note 2)
Positions Held Concurrently in any Other Companies Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship

Remark
(Note 3)
Quantity Ratio % Quantity Ratio % Quantity Ratio % Title Name Relationship
CEO Republic
of China
Ruey-Long Chen male 2020.03.27 200,000 0.005% 0 0.000% 0 0.000% Department of Applied Economics in
NCHU
Minister, Ministry of Economic Affairs
Independent Director, Formosa Chemicals & Fiber
Corporation
Independent Director, Inventec Corporation
Director, HANNSTAR BOARD CORPORATION
Director, Asia Cement Corporation (Legal
Representative)
None None None

Director, Tatung Company(Legal Representative)
Secretary-General, Cross-Strait Entrepreneur Summit
Chairman, Sinocon Industrial Standards Foundation
Director, Kaohsiung Monomer Co., Ltd. (Legal
Representative)
Director, Taivex Therapeutics Inc. (Legal
Representative)

Director, Dingyue Development Co., Ltd. (Legal
Representative)
Director, BES Engineering Corp. (Legal
Representative)
Legal Representative, Unichem Development
Limited

Director, Weihua (Rutung) Trade Co., Ltd.
Director, WeiQiang International Trading (Shanghai)
Co., Ltd.

Director, Jiangsu Weiming New Material Co., Ltd
Director, Changzhou Weicai New Material Co., Ltd.

Legal Representative & Executive Director, Core
Pacific Twin Tower (Myanmar) Co. Ltd.
Director,Weifong (Myanmar)Co. Ltd.
President Republic
of China
Janson Yu male 2017.11.10 127,107 0.003% 1,079 0.000% 0 0.000% Director and Chief Financial Officer,
Living Mall, Yangzhou.
Chief Financial Officer, Living Mall Co.
Ltd.
Project Manager, Core Pacific Securities
Co., Ltd.
EMBA, Xiamen University
Department of Accounting, Fu-Jen
Catholic University
Director, Kaohsiung Monomer Co., Ltd. (Legal
Representative)
Director, Tsou Seen Chemical Industries Corporation
(Legal Representative)

Director, CPDC(BVI) Company
Director, Taivex Therapeutics Corporation (Legal
Representative)

Director, Dingyue Development Co., Ltd. (Legal
Representative)
Legal representative & chairman, CPDC Green
Technology Corporation (Legal Representative)

President, BES Twin Towers Development
Corporation Ltd.
Director, Changzhou Weicai New Material Science &
Technology Co., Ltd.

Director, Weihua (Rutung) Trade Co., Ltd.
Legal Representative and President, WeiQiang
International Trading (Shanghai)Co.,Ltd.
None None None
Title
(Note 1)
Nationality
Name
Gender
Election
(Appointment)
Date

Status of Shareholding

Status of Shareholding
Current Shares Held by
Spouse or Children of
Minor Age
Current Shares Held by
Spouse or Children of
Minor Age

Shareholding Under
the Name of a Third
Party

Shareholding Under
the Name of a Third
Party
Major (Academic Degree) Experience
(Note 2)
Positions Held Concurrently in any Other Companies Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship

Remark
(Note 3)
Quantity Ratio % Quantity Ratio % Quantity Ratio % Title Name Relationship
Legal representative & president & director, Jiangsu
Weiming New Materials Co., Ltd.
Chairman, Weiming (Rudong) Engineering Co., Ltd.
Dorectpr, Weifeng (Myanmar) Co., Ltd.
Director, Tuofeng Investment Co., Ltd.

Core Pacific Twin Star (Myanmar) Investment Co.
Ltd. (Legal Representative)
Thanh Phong Construction Investment Limited (Legal
Representative)

Legal representative,Chainlon*
Special assistant Republic
of China
Kuo-Tsai Huang male 2017.02.24 0 0.000% 0 0.000% 0 0.000% Investigation Officer of Ministry of
Justice, Section Chief of Civil Service
Protection & Training Commission,
Senior Executive Officer of National
Academy of Civil Service, Secretary
General of National Academy of Civil
Service, Deputy Director of National
Academy of Civil Service, Counselor of
Civil Service Protection & Training
Commission, Deputy General Manager in
Management Department of BES
Master Degree in Public Administration
of NCCU

Director, CKS Guard Co., Ltd. (Legal Representative)
*

None
None None
Vice President Republic
of China
Chia-Wei Tsai male 2019.12.25 67,414 0.002% 19,261 0.001% 0 0.000% Engineer, Specialist, Manager, Assistant
Vice President in CPDC
P.h.D. in MOES of National Sun Yat-sen
University
None None None None
Vice President Republic
of China
Shu-Tong Zou male 2019.08.12 43,000 0.001% 0 0.000% 0 0.000% AVP, Global Brands Manufacturing
Product Manager, DuPont Taiwan Six
Sigma Black Belt AVP, Production
Division
MBA Fu Jen Catholic University
Director, WeiQiang International Trading (Shanghai)
Co., Ltd.
Director, Changzhou Weicai New Material Science &
Technology Co., Ltd.
None None None
Title
(Note 1)
Nationality
Name
Gender
Election
(Appointment)
Date

Status of Shareholding

Status of Shareholding
Current Shares Held by
Spouse or Children of
Minor Age
Current Shares Held by
Spouse or Children of
Minor Age

Shareholding Under
the Name of a Third
Party

Shareholding Under
the Name of a Third
Party
Major (Academic Degree) Experience
(Note 2)
Positions Held Concurrently in any Other Companies Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship

Remark
(Note 3)
Quantity Ratio % Quantity Ratio % Quantity Ratio % Title Name Relationship
Vice President Republic
of China
Ying-Chun Chen male 2019.08.12 100,000 0.003% 0 0.000% 0 0.000% Senior Administrator, Specialist,
Manager and Assistant Vice President,
CPDC
Department of Accounting of Chinese
Culture University
Supervisor, Kaohsiung Monomer Co., Ltd.
Supervisor, Chao Xing Chemical Co., Ltd.

Supervisor, Taivex Therapeutics Corporation
Director, CPDC (BVI) Investment Co., Ltd.

Director, CPDC Green Technology Corporation
(Legal Representative)
Supervisor, Dingyue Development Co., Ltd.

Director, BES Twin Towers Development
Corporation Ltd. (Legal Representative)
Legal representative, CKS Guard
Supervisor, Jean Pacific Development Co., Ltd.
(Legal Representative)
Supervisor, Weihua (Rudong) Trade Co., Ltd.

Supervisor, WeiQiang International Trading
(Shanghai) Co., Ltd.
Supervisor, Jiangsu Weiming New Material
Corporation

Supervisor, Changzhou Weicai New Material Science
& Technology Co., Ltd.
Director, Core Pacific-Yamaichi Financial Group
Limited
Director, Core Pacific-Yamaichi International (H.K.)
Director, Jiansu Core Pacific - Yamachi Commercial
Insurance Co. Ltd.
Director, Guangxi Beibu Gulf Innovation
Development Investment Fund Management Co., Ltd.
Supervisor, Handy Chemical Corporation Ltd.
Supervisor, Weiming (Rudung) Engineering Co.,
Ltd.

Supervisor, Tsou Seen Chemical Industries
Corporation*
None None None
Vice president
(proxy) (Note 4)

Republic
of China
Yu Lan,Wang female 2021.02.01 8,000 0.000% 0 0.000% 0 0.000% Assistant Manager of the Management
Department, BES Engineering Inc.
Project Manager, TOPCO Scientific Co.
LTD
Assistant Manager of Human Resources
Department, Yuanjia Enterprise Co. Ltd.
Assistant Manager of Human Resources
Division, TransGlobe Life Insurance Inc.
Research institute, Insurance and
Economic department, Ming Chuan
University
None None None None
Assistant Vice
President
Republic
of China
Chien-Hsien Lee male 2019.08.12 59,526 0.002% 20,500 0.001% 0 0.000% Supervisor, Specialist, Manager and
Factory Chief, CPDC
Master Degree of Chemical and Materials
Engineering Department in National
Central University

Vice president, Jiangsu Weiming New Materials Co.,
Ltd.
None None None
Title
(Note 1)
Nationality
Name
Gender
Election
(Appointment)
Date

Status of Shareholding

Status of Shareholding
Current Shares Held by
Spouse or Children of
Minor Age
Current Shares Held by
Spouse or Children of
Minor Age

Shareholding Under
the Name of a Third
Party

Shareholding Under
the Name of a Third
Party
Major (Academic Degree) Experience
(Note 2)
Positions Held Concurrently in any Other Companies Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship

Remark
(Note 3)
Quantity Ratio % Quantity Ratio % Quantity Ratio % Title Name Relationship
Assistant Vice
President
Republic
of China
Chiao-Pin Lee male 2020.09.15 20,193 0.001% 0 0.000% 0 0.000% Manager and Plant Chief, CPDC Toufen
Plant, Production 1st Team
Masters in Chemical Engineering,
Yuntech University
None None None None
Assistant Vice
President
Republic
of China
Chien-Yuan
Huang
male 2019.08.12 411 0.000% 0 0.000% 0 0.000% Manager, CPDC Dashe Plant, Safety
Team
Masters in Chemical Engineering,
TamkangUniversity
None None None None
Assistant Vice
President
Republic
of China
Min Ling,Yang Female
2018.01.01
0 0.000% 5,250 0.000% 0 0.000% Manager, legal counselor of CPDC
Ph.D., research institute of Law, Taipei
University
None None None None
Plant Chief Republic
of China
Hong-Long Chen
male
2020.09.15 0 0.000% 0 0.000% 0 0.000% Manager, Public Department, CPDC
Toufen Plant
Masters in Textile Engineering, Feng
Chia University
None None None None
Plant Chief Republic
of China
Wang
Chong-Chien
male 2019.08.12 23,016 0.001% 0 0.000% 0 0.000% Manager, CPDC Dashe Plant, Technical
Team
Masters in Chemical Engineering, Yuan
Zhe University
None None None None
Plant Chief
Vice
president(proxy)

Republic
of China
Chi-Tsung Kao male 2020.10.01 0 0.000% 0 0.000% 0 0.000% Engineer in CPLIII factory of CPDC
Supervisory, Senior Engineer, Director,
Manager of Technical Team in
Hsiaokang Plant of CPDC
Master Degree of Chemical and Materials
Engineeringin TamkangUniversity

Legal representative, CPDC Green Energy
Technology Co., Ltd.*
None None None
Manager Republic
of China
Lee Chi-Chang male 2018.01.01 0 0.000% 0 0.000% 0 0.000% Manager, CPDC Admin Division, HR
Department
Fiber Engineering, National Taiwan
Universityof Science and Technology
None None None None
Manager Republic
of China
Yung-Long Chen male 2018.01.01 50,000 0.001% 0 0.000% 0 0.000% Masters in IT, Tamkang University Manager, CPDC Administrative Resources
Department Information Office
Master of Information Management Institute,
TamkangUniversity
None None None
Manager Republic
of China
Chi-Wei Chang Female 2018.01.01 50,000 0.001% 0 0.000% 0 0.000% Masters in Materials Engineering,
NSYSU
Manager, CPDC Research and Development Center
Master, Institute of Materials Engineering, Sun
Yat-Sen University
None None None
Manager Republic
of China
Yang Chi-Yuan male 2018.01.01 6,643 0.000% 0 0.000% 0 0.000% Manager, CPDC, China Business
Division, Construction Department
Chemistry and Engineering, National
Taiwan University of Science and
Technology
None None None None
Manager Republic
of China
Chi-Fong Wang male 2018.01.01 6,168 0.000% 0 0.000% 0 0.000% Chemical Engineering, National Taiwan
Universityof Science and Technology
None None None None
Manager Republic
of China
Fang-Mo Chien male 2018.01.01 22,457 0.001% 918 0.000% 0 0.000% Manager, Production Team of CPDC
Dashe Plant
Masters in Chemical Engineering,NCKU

None
None None None
Title
(Note 1)
Nationality
Name
Gender
Election
(Appointment)
Date

Status of Shareholding

Status of Shareholding
Current Shares Held by
Spouse or Children of
Minor Age
Current Shares Held by
Spouse or Children of
Minor Age

Shareholding Under
the Name of a Third
Party

Shareholding Under
the Name of a Third
Party
Major (Academic Degree) Experience
(Note 2)
Positions Held Concurrently in any Other Companies Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship

Remark
(Note 3)
Quantity Ratio % Quantity Ratio % Quantity Ratio % Title Name Relationship
Manager Republic
of China
Chin-Yi Lee male 2018.01.01 86,000 0.002% 0 0.000% 0 0.000% Manager, CPDC Dashe Plant,
Administrative Department
Masters in Chemistry,NCKU
None None None None
Manager Republic
of China
Kuan-Der Chien male 2018.01.01 50,084 0.001% 320 0.000% 0 0.000% Masters in IT, Kaohsiung University of
Applied Sciences
None None None None
Manager Republic
of China
Chang-Hung
Chien
male 2018.05.10 0 0.000% 0 0.000% 0 0.000% Department of Industrial Engineering and
Management,Yuan Zhe University

None
None None None
Manager Republic
of China
Pei-Yu Yang Female 2018.08.01 20,600 0.001% 0 0.000% 0 0.000% Senior Administrator and Specialist of
CPDC Shareholder Services Office
Department of International Trade in
Advanced College of China University of
Technology

None
None None None
Manager Republic
of China
Yong Chong,
Jiang
male 2021.01.03 0 0.000% 0 0.000% 0 0.000% Audit Supervisor, Taiwan Star Telecom
Corporation
Audit Supervisor, NEXCOM
Director of Jingcheng Information
Company Audit Project
National Taiwan University Institute of
International Enterprise
None None None None
Manager Republic
of China
Chau-Yuan Tsai male 2020.10.01 25,000 0.001% 0 0.000% 0 0.000% Managerand Plant Chief, CPDC
Hsiaokang Plant, Production 1st Team
Masers in Chemical Engineering,
Tunghai University
None None None None
Manager Republic
of China
Mu-Chuan Ho male 2018.01.01 45,000 0.001% 0 0.000% 0 0.000% Engineer, Production Team and Utilities
Team, section head of CPL factory of
CPDC Toufen Plant; Manager,
Environmental Division of CPDC Toufen
Plant
Textile of National Taiwan University of
Science and Technology

None
None None None
Manager Republic
of China
Po-Cheng Hsu male 2019.06.17 0 0.000% 0 0.000% 0 0.000% Branch Manager, Ta Chong Commercial
Bank Co., Ltd.
Financial Supervisor, Fund Management
Committee for Private Schools Faculties
Master in Financial Management, Fu Jen
Catholic University
None None None None
Manager Republic
of China
Wen-Yuan Tseng male 2019.08.12 20,152 0.001% 0 0.000% 0 0.000% Sales Manager, Taiwan Cement
Corporation, China Huanan Region.
Deputy Manager, CPDC Product Trading
Department
Soochow University, Business BA
Tamkang University, IMBA International
Business

None
None None None
Title
(Note 1)
Nationality
Name
Gender
Election
(Appointment)
Date

Status of Shareholding

Status of Shareholding
Current Shares Held by
Spouse or Children of
Minor Age
Current Shares Held by
Spouse or Children of
Minor Age

Shareholding Under
the Name of a Third
Party

Shareholding Under
the Name of a Third
Party
Major (Academic Degree) Experience
(Note 2)
Positions Held Concurrently in any Other Companies Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship
Managerial Officers with
Spouses or Relatives
Within the Second Degree
of Kinship

Remark
(Note 3)
Quantity Ratio % Quantity Ratio % Quantity Ratio % Title Name Relationship
Manager Republic
of China
Wei-Ying Li male 2020.08.01 0 0.000% 250 0.000% 0 0.000% Postdoctoral Fellow, Sun Yat-Sen
University
Senior Engineer, CPDC R&D Center
Specialist, CPDC R&D Center
Assistant Manager, CPDC R&D Center
Ph. D. of Chemistry, Sun Yat-Sen
University
None None None None
Manager Republic
of China
Yan Li, Wang male 2021.06.01 0 0.000% 0 0.000% 0 0.000% Manager of Raw Material Purchasing
Department, CPDC Commerce
Department
Master of Human Resource Management
Institute,Central University
legal representative, Zhaoxin Chemical Industry Co.,
Ltd.*
None None None
  • *: Refer to the reinvestment companies of the Company using the equity method

  • Note 1: It shall include information of president, vice president, assistant vice president, supervisors of various departments and branches; any position equivalent to president, vice president, assistant vice president, regardless of job title, shall also be disclosed.

  • Note 2: For the experience related to holding the current position, if one has worked in the CPA firm conducting the auditing and attesting business or related company, he/she shall state the job title and responsible position. Assistant vice president, regardless of job title, should also be disclosed.

  • Note 3: Where the Chairman and the general manager or person of an equivalent post (the highest level manager) of the Company are the same person, spouses, or relatives within the first degree of kinship, an explanation shall be given of the reason for, reasonableness, necessity thereof, and the measures adopted in response thereto (for example, increase the number of independent directors, and there shall be more than half of the directors who do not concurrently serve as employees or managers).

  • Note 4: Resigned on April 1, 2022.

III. Remuneration to Directors (including Independent Directors), President and Vice Presidents

(I) Remuneration to Directors and Independent Directors (names and remuneration thereof to be disclosed individually)

December 31, 2021 Currency Unit: NTD Thousand

Title Name Rem uneration to Directors uneration to Directors uneration to Directors uneration to Directors uneration to Directors The sum of A, B, C
and D in proportion
to Earnings After Tax
(%) (Note 10)
The sum of A, B, C
and D in proportion
to Earnings After Tax
(%) (Note 10)
Remunera Remunera Remunera tion in the capacityas employees tion in the capacityas employees tion in the capacityas employees tion in the capacityas employees tion in the capacityas employees The sum of A, B, C, D,
E, F and G to Earnings
after Tax (%)(Note 10)
(Note 10)
The sum of A, B, C, D,
E, F and G to Earnings
after Tax (%)(Note 10)
(Note 10)
Remunerati
on from
investees
other than
subsidiaries
(Note 11)

Remuneration (A)
(Note 2)
Pensi on (B) Remuneration of
Directors (C)
(Note 3)

For Services (D)
(Note 4)

Salaries, bonus
and special
subsidies (E)
(Note 5)
Pens ion (F) Remuneration of Employee (G) (Note
6)
The Company All
companies
included into
the financial
statement
(Note 7)


The Company
All
companie
s included
into the
financial
statement
(Note 7)


The Company
All
companie
s included
into the
financial
statement
(Note 7)


The Company
All
companies
included
into the
financial
statement
(Note 7)

The Company
All
companies
included
into the
financial
statement
(Note 7)
The Company All
companies
included
into the
financial
statement
(Note 7)

The Company
All
companies
included
into the
financial
statement
(Note 7)

The Company
All companies
included into the
financial statement
(Note 7)
The Company All
companies
included into
the financial
statement
(Note 7)
Cash
dividend

Stock
dividend
Cash
dividend
Stock
dividend
Chairman Core Pacific Co., Ltd.
Representative:
Ruey-LongChen
8,785
10,785
0 0 13,832 13,832 0 15 0.6277% 0.6836% 9,281 9,281 0 0 0 0 0 0 0.8852% 0.9412% 188
Director,
Appointed on
July2,2021

Core Pacific Co., Ltd.
Representative: Shaw
Shin,Yang
0 0 0 0 6,935 6,935 240 240 0.1991% 0.1991% 0 0 0 0 0 0 0 0 0.1991% 0.1991% 0
Director
Term is due
since July 1,
2021
Core Pacific Co., Ltd.
Representative: To be
appointed
0 0 0 0 6,897 6,897 0 0 0.1914% 0.1914% 0 0 0 0 0 0 0 0 0.1914% 0.1914% 0
Director &
Vice
Chairman
BES Machinery Co., Ltd
Representative: Jiun-Nan
Bai(note 12)

4,723

4,723
0 0 13,832 13,832 0 20 0.5149% 0.5155% 0 0 0 0 0 0 0 0 0.5149% 0.5155% 0
Director
Term is due
since July 1,
2021
Jen Huei Enterprise Co.,
Ltd.
Representative:
Jiun-HueiGuo
215 215 0 0 6,897 6,897 136 136 0.2012% 0.2012% 0 0 0 0 0 0 0 0 0.2012% 0.2012% 0
Director
Term is due
since July 1,
2021
Sheen Chuen-Chi
Cultural and Educational
Foundation
Representative: Hui-Ting
Shen

0
0 0 0 6,897 6,897 124 124 0.1949% 0.1949% 0 0 0 0 0 0 0 0 0.1949% 0.1949% 0
Director
Term is due
since July 1,
2021
Sheen Chuen-Chi
Cultural and Educational
Foundation
Representative:
Kuen-MingLin
0 0 0 0 6,897 6,897 136 136 0.1952% 0.1952% 0 0 0 0 0 0 0 0 0.1952% 0.1952% 0
Director
Appointed on
July2,2021

C.P. Leasing Co., Ltd.
Representative: Kun
Ming,Lin
0 0 0 0 6,935 6,935 240 240 0.1991% 0.1991% 0 0 0 0 0 0 0 0 0.1991% 0.1991% 0
Director
Appointed on
July2,2021

Yao Chuen Co. Ltd.
Representative: Hui
Ting, Shen
0 0 0 0 6,935 6,935 240 240 0.1991% 0.1991% 0 0 0 0 0 0 0 0 0.1991% 0.1991% 0
Title Name Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors The sum of A, B, C
and D in proportion
to Earnings After Tax
(%) (Note 10)
The sum of A, B, C
and D in proportion
to Earnings After Tax
(%) (Note 10)
Remuneration in the capacityas employees Remuneration in the capacityas employees Remuneration in the capacityas employees Remuneration in the capacityas employees Remuneration in the capacityas employees Remuneration in the capacityas employees Remuneration in the capacityas employees Remuneration in the capacityas employees The sum of A, B, C, D,
E, F and G to Earnings
after Tax (%)(Note 10)
(Note 10)
The sum of A, B, C, D,
E, F and G to Earnings
after Tax (%)(Note 10)
(Note 10)
Remunerati
on from
investees
other than
subsidiaries
(Note 11)

Remuneration (A)
(Note 2)
Pension (B) Remuneration of
Directors (C)
(Note 3)

For Services (D)
(Note 4)

Salaries, bonus
and special
subsidies (E)
(Note 5)
Pension (F) Remuneration of Employee (G) (Note
6)
The Company All
companies
included into
the financial
statement
(Note 7)


The Company
All
companie
s included
into the
financial
statement
(Note 7)

The Company
All
companie
s included
into the
financial
statement
(Note 7)


The Company
All
companies
included
into the
financial
statement
(Note 7)

The Company
All
companies
included
into the
financial
statement
(Note 7)
The Company All
companies
included
into the
financial
statement
(Note 7)

The Company
All
companies
included
into the
financial
statement
(Note 7)
The Company All companies
included into the
financial statement
(Note 7)
The Company All
companies
included into
the financial
statement
(Note 7)
Cash
dividend

Stock
dividend
Cash
dividend
Stock
dividend
Director
Appointed on
July 2, 2021

Jen Huei Enterprise Co.,
Ltd
Representative: Hui Lan,
Chu
0 0 0 0 6,935 6,935 240 240 0.1991% 0.1991% 0 0 0 0 0 0 0 0 0.1991% 0.1991% 0
Independent
Director
Song-Nian Ye◎ 2,400
2,400
0 0 0 0 0 0 0.0666% 0.0666% 0 0 0 0 0 0 0 0 0.0666% 0.0666% 0
Independent
Director
Yun-Peng Chu◎☆ 3,600
3,600
0 0 0 0 0 0 0.0999% 0.0999% 0 0 0 0 0 0 0 0 0.0999% 0.0999% 0
Independent
Director
Wen-Yen Pan◎☆ 3,600
3,600
0 0 0 0 0 0 0.0999% 0.0999% 0 0 0 0 0 0 0 0 0.0999% 0.0999% 0
1. Please state the policy, system, standards and structure of independent directors' remuneration payment, and describe the relevance between the amount of remuneration and the factors including responsibilities, risks, the time spent by the
individual, etc.: The remuneration of the Company's Directors shall be distributed by the Board of Directors in accordance with the authorization of the Articles of Incorporation, and shall take into account the pay levels in the domestic and overseas
industry. The Board of Directors shall, in accordance with the Articles of Incorporation, decide the amount of Directors' remuneration in the event of profits. If an independent director is a member of any of the functional committees of the
Company, in addition to paying the remuneration of general directors, different reasonable remunerations may be determined in consideration of the responsibilities, risks and the time spent by the individual. (◎refers to Audit Committee members,
☆refers to Remuneration Committee members)
2. In addition to the disclosures in the above table, the remuneration of directors from providing services (e.g., as the consultant of non-employee of parent company/all companies included in the financial report/reinvestment business) to all
companies in financial statements in a recentyear: None.
  1. Please state the policy, system, standards and structure of independent directors' remuneration payment, and describe the relevance between the amount of remuneration and the factors including responsibilities, risks, the time spent by the individual, etc.: The remuneration of the Company's Directors shall be distributed by the Board of Directors in accordance with the authorization of the Articles of Incorporation, and shall take into account the pay levels in the domestic and overseas industry. The Board of Directors shall, in accordance with the Articles of Incorporation, decide the amount of Directors' remuneration in the event of profits. If an independent director is a member of any of the functional committees of the Company, in addition to paying the remuneration of general directors, different reasonable remunerations may be determined in consideration of the responsibilities, risks and the time spent by the individual. (◎ refers to Audit Committee members, ☆ refers to Remuneration Committee members)

  2. In addition to the disclosures in the above table, the remuneration of directors from providing services (e.g., as the consultant of non-employee of parent company/all companies included in the financial report/reinvestment business) to all companies in financial statements in a recent year: None.

  3. Note 1: Directors' names shall be identified one by one (corporate shareholders shall be identified by the corporate shareholder's name and representative individually), and shall list the general directors and independent directors separately and disclose the amount of various payments in summary.

  4. Note 2: The remuneration to directors in the most recent year (including director's salary, duty allowance, severance pay, bonus and reward, et al.).

Note 3: The remuneration to directors approved by the Board of Directors prior to the motion for allocation of earnings submitted to the shareholders' meeting in the most recent year.

  • Note 4: The directors' professional practicing fees in the most recent year (including transportation allowance, special allowance, various allowances, and provision of such tangible objects as dormitory and car, et al.). If a house, car and any other transportation means or exclusive personal allowance are provided, please disclose the nature and cost of the assets, rent imputed based on the actual value or fair value, fuel expenses and other benefits. If a driver is assigned, please specify the payment made by the Company to the driver, but exclude the same from the remuneration.

  • Note 5: It means the salary, duty allowance, severance pay, bonus, reward, transportation allowance, special allowance, various allowances, and provision of such tangible objects as dormitory and car received by the directors who acted as employees concurrently (including president, vice president, managerial officer and employee) in the most recent year. If a house, car and any other transportation means or exclusive personal allowance are provided, please disclose the nature and cost of the assets, rent imputed based on the actual value or fair value, fuel expenses and other benefits. If a driver is assigned, please specify the payment made by the Company to the driver, but exclude the same from the remuneration. Any salary listed under IFRS 2 Share-Based Payment, including employee stock options, new restricted employee shares, and cash capital increase by stock subscription, shall also be included in the remuneration.

  • Note 6: If the directors who acted as employees concurrently (including president, vice president, managerial officer and employee) received employee bonus (including stock dividend and cash dividend) in the most recent year, please disclose the employee bonus approved by the Board of Directors prior to the motion for allocation of earnings submitted to the shareholders' meeting in the most recent year. If it is impossible to impute the same, the amount to be allocated this year shall be based on that allocated physically last year, and please also specify the table 1-3.

Note 7: The aggregate of the remuneration to directors in the Company from the companies included into the consolidated financial reports (including the Company) should be disclosed.

  • Note 8: The aggregate of the remuneration to each director by the Company shall include the director's name disclosed in the relevant space of the following table.

  • Note 9: The aggregate of the remuneration paid to each of the Company's directors by the companies included into the consolidated financial reports (including the Company) shall include the director's name disclosed in the relevant space of the following table.

Note 10: The earnings after tax shall refer to the earnings after tax identified in the entity or the parent company only financial statement for the most recent year.

Note 11: a. To specify whether the Company's directors have received remuneration from investees beyond subsidiaries (If there is none, please fill in "none").

  • b. If the Company's directors have received remuneration from investees beyond subsidiaries, please include the same into Section J in the following table and changed the name of the section into "all investees".

  • c. The remuneration shall refer to the remuneration, compensation, employee bonus and professional practicing fees received by the Company's directors who acted as the directors, supervisors or managerial officers of investees other than subsidiaries.

  • Note 12: (1) The legal director of BES Machinery Co., Ltd served as one of the legal directors of 22nd, the term is from July 2, 2022 to July 1st, 2024. BES Engineering Corp., according to article 19 of Business Mergers and Acquisitions Act, the former was merged by the later. After the merge, BES Engineering Inc. is the surviving company, and BES Machinery Co., Ltd. is the extinct company. The name of surviving company still maintain BES Engineering Corp.., Date of March 25th, 2022 as the merged recording date, according to the letter No. 87204541 issued by Economic of Affairs on May 14, 1998, BES Engineering Corp. succeeded as a legal director of the company, Jiun-Nan Bai, the representative of the legal director appointed by the former BES machinery Co., Ltd, was subsequently dismissed and Hui Lan, Chu was re-appointed as the representative of the legal director appointed by the BES Engineering Corp.

  • (2) The representative of legal director of Jen Huei Enterprise Co., Ltd. has changed from Hui Lan, Chu to Jiun-Nan Bai since March 25, 2022.

  • The remuneration disclosed herein is different from the income referred to in the Income Tax Law conceptually. Therefore, the breakdown is only intended for the disclosure of information, instead of taxation.

(II) Remuneration to President and Vice President (Summarized in accordance with the Range of Remuneration disclosed)

December 31, 2021 Currency Unit: NTD Thousand

Title Name Salary (A)
(Note 2)
Salary (A)
(Note 2)
Pension (B) Pension (B) Cash incentives and
special discretionary
allowance etc. (C)
(Note 3)
Cash incentives and
special discretionary
allowance etc. (C)
(Note 3)
Amount for employee remuneration (D)
(Note 4)
Amount for employee remuneration (D)
(Note 4)
Amount for employee remuneration (D)
(Note 4)
Amount for employee remuneration (D)
(Note 4)
The sum of A, B, C and D
in proportion to Earnings
After Tax (%) (Note 8)
The sum of A, B, C and D
in proportion to Earnings
After Tax (%) (Note 8)
Remuneration
from investees
other than
subsidiaries
(Note 9)
The
Company
All
companies
included into
the financial
statement
(Note 5)
The
Company
All
companies
included
into the
financial
statement
(Note 5)
The
Company
All
companies
included into
the financial
statement
(Note 5)
The Company All companies
included into the
financial statement
(Note 5)
The
Company
All companies
included into the
financial
statement
(Note 5)
Cash
dividend
Stock
dividend
Cash
dividend
Stock
dividend
CEO Ruey-Long Chen 24,941 27,229 7,450 7,450 45,533 48,718 0 0 0 0 2.1626% 2.3145% 504
President Janson Yu
Vice president of
petrochemical production
department, furlough
onJuly1,2021

Yuan-Long Chen
Executive vice president
of Land development
department
Resigned on August 1,
2021
Yun-Chih Liu
Vice President of the
FinanceDepartment
Ying-Chun Chen
Vice President of the
New Venture
Department
Shu-Tong Zou
Vice President of the
R&DCenter
Chia-Wei Tsai
Special Assistant of
Chairman, retired on July
1,2021

Chi-Chung Chia
Special Assistant of
Chairman
Guo Cai,Huang
Vice president of
Administrative Resource
Department(proxy)
Hui Fen,Yang
Vice president of
petrochemical production
department(proxy)

Qi Zong, Gao
  • Any positions correspondent to president or vice president (e.g. President, CEO or Director, et al.) shall be disclosed, irrelevant with job titles.

Breakdown of Remuneration

Breakdown of Remuneration
Breakdown of remuneration paid to president and vice president Name of President or Vice President
The Company (Note 6) All companies included into the financial statement
(Note 7)E
Less than NT$1,000,000
NT$1,000,000 (inclusive) ~ NT$2,000,000 (exclusive) Yun Zhi, Liu Yun Zhi, Liu
NT$2,000,000 (inclusive) ~ NT$3,500,000 (exclusive) Zhi Zhong, Jia
NT$3,500,000 (inclusive) ~ NT$5,000,000 (exclusive) Zhi Zhong, Jia
NT$5,000,000 (inclusive) ~ NT$10,000,000 (exclusive) Rui Long, Chen; Yuan Long, Chen; Ying Jun,Chen;
Xu Dong, Zou; Jia Wei, Tsai; Guo Cai, Huang; Huei
Fen,Yang; Qi Zong, Gao
Rui Long, Chen; Ying Jun,Chen; Xu Dong, Zou; Jia
Wei, Tsai; Guo Cai, Huang; Huei Fen, Yang; Qi Zong,
Gao
NT$10,000,000 (inclusive) ~ NT$15,000,000 (exclusive) Janson Yu Yuan Long, Chen
NT$15,000,000 (inclusive) ~ NT$30,000,000 (exclusive) Janson Yu
NT$30,000,000 (inclusive) ~ NT$50,000,000 (exclusive)
NT$5,000,000 (inclusive) ~ NT$100,000,000 (exclusive)
NT$100,000,000 or more
Total 11 persons 11 persons

Note 1: The name of president or vice presidents shall be identified specifically, and the various payments shall be summarized and then disclosed.

Note 2: Please specify the salary, duty allowance and severance paid to the presidents and vice presidents in the most recent year.

  • Note 3: Please specify the bonus, reward, transportation allowance, special allowance, various allowances, and provision of such tangible objects as dormitory and car, as well as other remunerations, received by the presidents and vice presidents in the most recent year. If a house, car and any other transportation means or exclusive personal allowance is provided, please disclose the nature and cost of the assets, rent imputed based on the actual value or fair value, fuel expenses and other benefits. If a driver is assigned, please specify the payment made by the Company to the driver, but exclude the same from the remuneration. Any salary listed under IFRS 2 Share-Based Payment, including employee stock options, new restricted employee shares, and cash capital increase by stock subscription, shall also be included in the remuneration.

  • Note 4: Please specify the employee bonus (proposed amount). to be allocated to the presidents and vice presidents as approved by the Board of Directors prior to the motion for allocation of earnings submitted to the shareholders' meeting in the most recent year. If it is impossible to impute the same, the amount to be allocated this year shall be based on that allocated physically last year, and please also specify the table 1-3.

  • Note 5: Please disclose the aggregate of the remuneration paid to the Company's presidents and vice presidents by all companies included into the consolidated financial reports (including the Company).

  • Note 6: The aggregate of the remuneration to each president or vice president by the Company shall include the president's or vice president's name disclosed in the relevant space of the following table.

  • Note 7: The aggregate of the remuneration paid to each of the Company's presidents and vice presidents by the companies included into the consolidated financial reports (including the Company) shall include the president's and vice president's names disclosed in the relevant space of the following table.

  • Note 8: The earnings after tax shall refer to the earnings after tax identified in the entity or the parent company only financial statement for the most recent year.

  • Note 9: a. To specify whether the Company's presidents and vice presidents have received remuneration from investees beyond subsidiaries (If there is none, please fill in "none").

  • b. If the Company's presidents and vice presidents have received remuneration from investees beyond subsidiaries, please include the same into Section E in the following table and changed the name of the section into "all investees".

  • c. The remuneration shall refer to the remuneration, compensation, employee bonus and professional practicing fees received by the Company's presidents and vice presidents who acted as the directors, supervisors or managerial officers of investees other than subsidiaries.

  • The remuneration disclosed herein is different from the income referred to in the Income Tax Law conceptually. Therefore, the breakdown is only intended for the disclosure of information, instead of taxation.

  • The remuneration disclosed herein is disclosed based on estimations and on an accrual basis.

(III) Employee bonus amount paid to managerial officers:

(III) Employee bonus amount paid to managerial officers: (III) Employee bonus amount paid to managerial officers: (III) Employee bonus amount paid to managerial officers: (III) Employee bonus amount paid to managerial officers: (III) Employee bonus amount paid to managerial officers: (III) Employee bonus amount paid to managerial officers:
December 31,2021Currency Unit:NTD Thousand
Title
(Note 1)
Name
(Note 1)
Stock
dividend
Cash dividend
Total
Proportion to
Earnings After
Tax (%)
Managerial Officer CEO Ruey-LongChen 0 35,592 35,592 0.99%
President Janson Yu
Vice President Chia-Wei Tsai
Vice President Shu-TongZou
Vice President Ying-Chun Chen
Assistant Vice
President
Guo Cai, Huang
Assistant Vice
President
Jian Xian, Li
Assistant Vice
President
Chiao-Pin Lee
Assistant Vice
President
Chien-Yuan Huang
Assistant Vice
President
Chau-Yuan Tsai
Plant Chief Hong-LongChen
Plant Chief WangChong-Chien
Plant Chief Chi-TsungKao
Manager Lee Chi-Chang
Manager Yung-LongChen
Manager Chi-Wei Chang
Manager YangMing-Ling
Manager YangChi-Yuan
Manager Chi-FongWang
Manager Fang-Mo Chien
Manager Chin-Yi Lee
Manager Kuan-Der Chien
Manager Chang-HungChien
Manager Pei-Yu Yang
Manager Mu-Chuan Ho
Manager Po-ChengHsu
Manager Wen-Yuan Tseng
Manager Wei-YingLi
Manager TonyWang

Note 1: Please disclose the name and job title individually, while the allocation of earnings may be summarized and then disclosed.

Note 2: Please specify the employee bonus (proposed amount) to be allocated to the managerial officers as approved by the Board of Directors prior to the motion for allocation of earnings submitted to the shareholders' meeting in the most recent year. If it is impossible to impute the same, the amount to be allocated this year shall be based on that allocated physically last year. The earnings after tax refer to the earnings after tax in the most recent year. If the IFRSs are adopted, the earnings after tax shall refer to the earnings after tax identified in the entity or the parent company only financial statement for the most recent year.

Note 3: The scope of managerial officers shall be defined in the following manner, as per the Board's decree under Tai-Tsai-Cheng-3-Tze No. 0920001301 dated March 27, 2003:

  • 43 -

  • (1) President and equivalents;

  • (2) Vice president and equivalents;

  • (3) Assistant vice president and equivalents;

  • (4) Chief of Financial Dept.;

  • (5) Chief of Accounting Dept.;

(6) Any other persons in charge of the Company's affairs and entitled to sign instruments on behalf of the Company. Note 4: If any director, president or vice president has received an employee bonus (including stock dividend and cash dividend), please complete table 1-2 and also this table.

  • (IV) Specify and compare the salary to directors, presidents and vice presidents of the Company in proportion to the earnings after tax from the Company and companies included in the consolidated financial statements in the most recent 2 years, and specify the policies, standards, combinations, procedure of decision-making of remunerations and their relation to business performance and future risk:

  • Total compensation paid to directors, presidents, and vice presidents as a percent of earnings after tax in the most recent 2 years (calculated based on estimations and on an accrual basis):

accrual basis): accrual basis):
2020 2021
The Company All companies included
into the consolidated
financial statements
The Company All companies included
into the consolidated
financial statements
10.989% 11.606% 5.151% 5.359%

Total compensation paid to directors, presidents, and vice presidents as a percentage of earnings after tax, explanations is as follows: All performance bonuses and employee compensation are based on the Company's profitability. In 2020, due to the outbreak of the epidemic, the oil price fluctuation, and the increase in the supply of new production capacity, the net profit after tax decreased significantly compared to 2019. Accordingly, the total remuneration to directors, presidents and vice presidents were reduced significantly. However, due to the retirement of Lin Ko-Ming, the former Chairman, in 2020, the Company paid him severance pay, which resulted in an increase in the proportion of the total remuneration of directors, president and vice presidents to the net income after tax compared with that in 2019. In 2021, although the net profit after-tax increased due to the easing of the epidemic, the recovery of downstream demand, the total remuneration of directors presidents and vice presidents increased relatively, and the proportion of the total remuneration to the after-tax net profit of 2021 tended to the normal level.

  • 44 -

  • The policies, standards, combinations, procedure of decision-making of remunerations, and their relation to business performance and future risk:

  • The remuneration to the Company's (Executive) Chairman, (Executive) Vice Chairman, and directors was based on remuneration, transportation allowance and attendance allowance applicable in the same industry domestically and overseas, taking the performance and risk into consideration, and paid in accordance with Article 28 of the Company's Articles of Incorporation. According to Article 32 of the Articles of Incorporation, 2% of the earnings shall be allocated as remuneration to directors according to the motion for allocation of shareholders' dividends.

  • The remuneration to the Company's presidents and vice presidents (including salary, allowance and bonus, etc.) will be evaluated based on market intelligence, seniority, responsibilities, experience, performance and risk, and paid in accordance with Article 29 of the Company Act. The Company established the Remuneration Committee in September 2011. As the companies included into the consolidated financial statements are invested and wholly owned by the Company, the Company's remuneration policy shall apply.

  • The compensation (including salary, allowance, bonus, etc.) to the Company's employees is based on their performance, implementation of supervisors' responsibilities, market conditions and the Company's payment ability, and in accordance with the management guidelines of the Company's compensation system.

  • Regarding the procedures for establishing remuneration, in addition to considerations of the overall operating performance, industry outlook, risk management, and future development, we also consider personal performance and contributions to the company's overall performance in the remuneration. Related performance evaluation and remuneration considerations are submitted to the Remuneration Committee and the Board of Directors for approval. Depending on operating conditions and related regulations, we also further review and revise our remuneration as necessary, with the aim of achieving a balance between sustainable management and risk controls.

  • 45 -

IV. Implementation of Corporate Governance

(I) Operations of the Board

  • (1) A total of 14 board meetings were held in 2021 (A). The attendance record of directors & supervisors is listed below:
Title Name (Note 1) Representative Actual
attendance
(B)

Attendance
by proxy
Actual attendance
Rate (%) (B/A)
(Note 2)
Remark
Chairman Core Pacific Co., Ltd 1 Ruey-Long
Chen
14 0 100 appointed since July 2,
2021
Vice
Chairman
BES Machinery Co., Ltd Jiun-Nan Bai 14 0 100 appointed since July 2,
2021
Independent
director
Yun Peng, Chu 14 0 100 appointed since July 2,
2021
Independent
director
Wen Yan, Pan 14 0 100 appointed since July 2,
2021
Independent
director
Song Nian,Ye 14 0 100 appointed since July 2,
2021
Director Core Pacific Co., Ltd 2 Shao Xin, Yang
6
3 67 appointed since July 2,
2021
Director Sheen Chuen-Chi Cultural
and Educational
Foundation 2

Kueng-Ming
Lin
5 0 100 The director’s term is
due until July 1, 2021
Director C.P. Leasing Co., Ltd Kueng-Ming
Lin
8 1 89 appointed since July 2,
2021
Director Jen Huei Enterprise Co.,
Ltd
Jun Hui, Guo 4 1 80 The director’s term is
due until July1,2021
Director Jen Huei Enterprise Co.,
Ltd
Hui Lan, Chu 9 0 100 appointed since July 2,
2021
Director Sheen Chuen-Chi Cultural
and Educational
Foundation 1

Hui-Ting Shen
4 1 80 The director’s term is
due until July 1, 2021
Director Yao Chuen Ltd. Hui-Ting Shen 8 1 89 appointed since July 2,
2021
Other notes:
I. If the operation of Board of Directors has one of the following situations, the minutes shall clearly state the meeting date,
period, content of the resolution, opinions of all independent directors, and the Company's handling of the opinions of the
independent directors:
(I) The resolutions in the Board meeting are in accordance with Article 14-3 of the Securities and Exchange Act. are as
follows:
1. Establishment or revision of internal control according to Article 14-1:
(1) Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors
Motion: 2020 internal control system self-evaluation has been completed, the declaration of internal control
system was issued according to the result.
Resolution: Approved by all attended directors
(2) Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors
Motion: Amendment to the Company's " Internal Control Procedures for management of financial report
preparation".
Resolution: Approved by all attended directors
(3) Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors
Motion: keeper of company’s official seal for register application to Ministry of Economic Affairs changes
from Mr. Huang from accountant department to Mr. Chen who is the vice president of financial department.
(4)Date of the board meeting: April 14,2021 38th session of the 21st Board of Directors
  • 46 -

Motion: Amendment to certain provisions of the Company's "Shareholder Services Internal Control Policy and Internal Audit Operational Guidelines". Resolution: Approved by all attended directors (5) Date of the board meeting: May 25, 2021 39th session of the 21st Board of Directors Motion: Amendment to certain provisions of the Company's "Responsibilities of the Board of Directors and Managers ". Resolution: Approved by all attended directors (6) Date of the board meeting: June 16, 2021 40th session of the 21st Board of Directors Motion: Adjustment of the Company organization Resolution: Approved by all attended directors (7) Date of the board meeting: September 29, 2021 5th session of the 22nd Board of Directors Motion: Adjustment of the Company organization and amendment to the Company’s “Charter”. Resolution: Approved by all attended directors (8) Date of the board meeting: December 29, 2021 9th session of the 22nd Board of Directors Motion: Adjustment of the Company’s “CSR best practice principles” Resolution: Approved by all attended directors (9) Date of the board meeting: December 29, 2021 9th session of the 22nd Board of Directors Motion: Amendment to the Company's "sustainable development committee charter” Resolution: Approved by all attended directors (10) Date of the board meeting: December 29, 2021 9th session of the 22nd Board of Directors Motion: Amendment to certain provisions of the Company's "information control procedure-computerized information system principles” Resolution: Approved by all attended directors 2. In accordance with Article 36-1 regulation on the establishment or revision of the acquisition or disposal of assets, the trading of derivatives, corporate loans to others, guarantees or warrants to others, and relevant operating procedures: N/A 3. Matters involving the self-interests of the Directors: (1)Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors Motion: director’s remuneration distribution of 2020. Resolution: Approved by all attended directors (2) Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors Motion: nomination and reviewing of 22[nd] candidates of independent directors and directors. Resolution: Approved by all attended directors (3)Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors Motion: propose to Remove the 22nd Directors(including independent directors) and legal representatives of the Company's Prohibition of Competition Proposal Resolution: Approved by all attended directors (4)Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors Motion: The Company canceled the provision of guarantees and endorsements for its subsidiary Changzhou Weicai. Resolution: Approved by all attended directors (5)Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors Motion: The Company provides the provision of guarantees and endorsements for its subsidiary Weihua (Rudong) Trade Co., Ltd. Resolution: Approved by all attended directors (6)Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors Motion: settlement of the Company's Indian subsidiary CPDC GEMINI STAR (INDIA) PRIVATE LTD. Resolution: Approved by all attended directors (7)Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors Motion: suspension of land development proposal in Kaohsiung city. Resolution: Approved by all attended directors (8)Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors Motion: The former corporate director declared that he is not competent, proposal to change the candidates for corporate directors. Resolution: Approved by all attended directors

  • 47 -

(9)Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors Motion: the legal director after change and its representative of the Company's Prohibition of Competition Proposal Resolution: Approved by all attended directors (10)Date of the board meeting: May 12, 2021 39th session of the 21st Board of Directors Motion: The Company increase the guaranteed non-revolving mid-term credit quota, and jointly shares the credit with its subsidiary Dingyue Development Co., Ltd within the limit. Resolution: Approved by all attended directors (11)Date of the board meeting: May 12, 2021 39th session of the 21st Board of Directors Motion: The Company canceled the provision of guarantees and endorsements for its subsidiary Dingyue Development Co., Ltd Resolution: Approved by all attended directors (12)Date of the board meeting: May 12, 2021 39th session of the 21st Board of Directors Motion: The Company propose the approval to remove the 22nd session of directors (including independent directors) concurrently in 2021 General Meeting of Shareholders. Resolution: Approved by all attended directors (13)Date of the board meeting: May 12, 2021 39th session of the 21st Board of Directors Motion: The Company jointly proceed the construction and sale with its subsidiary Dingyue Development Co., Ltd on Miaoli County Land Resolution: Approved by all attended directors (14)Date of the board meeting: June 16, 2021 40th session of the 21st Board of Directors Motion: Capital increase of the Company's subsidiary, Dingyue Development Co., Ltd Resolution: Approved by all attended directors (15)Date of the board meeting: June 16, 2021 40th session of the 21st Board of Directors Motion: The payment of the Company’s Consolation money Resolution: Approved by all attended directors (16) Date of the board meeting: June 16, 2021 40th session of the 21st Board of Directors Motion: the performance bonus issuance of the appointed manager in the 1[st] quarter of 2021. Resolution: Approved by all attended directors (17)Date of the board meeting: July 26, 2021 2nd session of the 22nd Board of Directors Motion: In order to handle the domestic cash capital increase and issuance of ordinary shares, the company adopted the method of public subscription and entrusted President Securities Corporation as the lead underwriter. Resolution: Approved by all attended directors (18) Date of the board meeting: July 26, 2021 2nd session of the 22nd Board of Directors Motion: appointed independent director Yun Peng, Chu; Wen Yan, Pan and Mr. Song Yong, Chen as the Company’s 5th remuneration committee. Resolution: Approved by all attended directors (19) Date of the board meeting: July 26, 2021 2nd session of the 22nd Board of Directors Motion: Capital increase of the Company's 100% subsidiary, Dingyue Development Co., Ltd Resolution: Approved by all attended directors (20) Date of the board meeting: August 13, 2021 3rd session of the 22nd Board of Directors Motion: remuneration of 22nd chairman, Rui Long, Chen Resolution: Approved by all attended directors (21) Date of the board meeting: August 13, 2021 3rd session of the 22nd Board of Directors Motion: remuneration of 22nd vice president, Jiun-Nan, Bai Resolution: Approved by all attended directors (22) Date of the board meeting: August 13, 2021 3rd session of the 22nd Board of Directors Motion: remuneration of 22nd independent directors. Resolution: Approved by all attended directors (23) Date of the board meeting: August 13, 2021 3rd session of the 22nd Board of Directors Motion: remuneration of 22nd directors except independent directors. Resolution: Approved by all attended directors (24) Date of the board meeting: August 13, 2021 3rd session of the 22nd Board of Directors Motion: reappointed Qing Jing, Shen as the Company’s top counselor and sign the Employment contract

  • 48 -

compensation Resolution: Approved by all attended directors (25) Date of the board meeting: August 13, 2021 3rd session of the 22nd Board of Directors Motion: the performance bonus issuance of the appointed manager in the 2[nd] quarter of 2021. Resolution: Approved by all attended directors (26) Date of the board meeting: September 29, 2021 5th session of the 22nd Board of Directors Motion: 1[st] proposal of provision of guarantees and endorsements for its subsidiary Dingyue Development Co., Ltd Resolution: Approved by all attended directors (27) Date of the board meeting: September 29, 2021 5th session of the 22nd Board of Directors Motion: 2[nd] proposal of provision of guarantees and endorsements for its subsidiary Dingyue Development Co., Ltd Resolution: Approved by all attended directors (28) Date of the board meeting: September 29, 2021 5th session of the 22nd Board of Directors Motion: the Company changed investment schedule and benefit of integration (including phase 1&2) of Rudong Weiming in Jiangsu Resolution: Approved by all attended directors (29) Date of the board meeting: November 10, 2021 7th session of the 22nd Board of Directors Motion: proposal for the cash deduction from 100% subsidiary Core Pacific Co., Ltd Resolution: Approved by all attended directors (30) Date of the board meeting: November 10, 2021 7th session of the 22nd Board of Directors Motion: the Company cancel the quotas guarantees and endorsements for its subsidiary Dingyue Development Co., Ltd Resolution: Approved by all attended directors (31) Date of the board meeting: November 10, 2021 7th session of the 22nd Board of Directors Motion: proposal of quotas guarantees and endorsements for its china subsidiary Weiming New Material Co., Ltd in Jiangsu Resolution: Approved by all attended directors (32) Date of the board meeting: November 10, 2021 7th session of the 22nd Board of Directors Motion: proposal of 2021 issuance price by cash increase and other related matters. Resolution: Approved by all attended directors (33) Date of the board meeting: November 10, 2021 7th session of the 22nd Board of Directors Motion: the performance bonus issuance of the appointed manager in the 3[rd] quarter of 2021. Resolution: Approved by all attended directors (34) Date of the board meeting: December 6, 2021 8th session of the 22nd Board of Directors Motion: its 100% subsidiary Core Pacific Co., Ltdparticipated in the public auction of the land plot in Thu Thiem Fang, Thu Duc City, Ho Chi Minh City. Resolution: Approved by all attended directors (35) Date of the board meeting: December 29, 2021 9th session of the 22nd Board of Directors Motion:The company added endorsement guarantee and extended endorsement guarantee for one year for its mainland subsidiary Changzhou Weicai New Materials Co., Ltd. Resolution: Approved by all attended directors (36) Date of the board meeting: December 29, 2021 9th session of the 22nd Board of Directors Motion:The company donated to the Sheen Chunchi Cultural and Educational Foundation. Resolution: Approved by all attended directors 4. Transactions of major assets or derivatives: (1)Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors Motion: settlement of the Company's Indian subsidiary CPDC GEMINI STAR (INDIA) PRIVATE LTD. Resolution: Approved by all attended directors (2) Date of the board meeting: March 23, 2021 37[th] session of the 21st Board of Directors Motion: The Company implemented planned capital expenditures for the construction of HG ammonia nitrogen removal systems in Dashe Plant and Xiaogang Plant. Resolution: Approved by all attended directors (3) Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors Motion: cash deduction on its subsidiary Tsou Seen Chemical Industries Corporation

  • 49 -

Resolution: Approved by all attended directors (4) Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors Motion: suspension of proposal of land development in Kaohsiung City Resolution: Approved by all attended directors (5) Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors Motion:The Company's public bidding for the sale of land in Kaohsiung City Resolution: Approved by all attended directors (6) Date of the board meeting: May 12, 2021 39th session of the 21st Board of Directors Motion: The Company jointly proceed the construction and sale with its subsidiary Dingyue Development Co., Ltd on Miaoli County Land Resolution: Approved by all attended directors (7) Date of the board meeting: June 16, 2021 40th session of the 21st Board of Directors Motion: cash increase on its subsidiary Dingyue Development Co., Ltd Resolution: Approved by all attended directors (8) Date of the board meeting: June 16, 2021 40th session of the 21st Board of Directors Motion: The Company applied for the extension of "Construction Project of Fine Chemical Plant - Phase I " and adjusted the product’s planning and budget Resolution: Approved by all attended directors (9) Date of the board meeting: June 16, 2021 40th session of the 21st Board of Directors Motion: negation with Sunko Ink Co., Ltd. to dismantle the asset business Resolution: Approved by all attended directors (10) Date of the board meeting: September 29, 2021 5th session of the 22nd Board of Directors Motion: The company's Taishe plant VOCs decontamination and improvement project planned capital expenditure Resolution: Approved by all attended directors (11) Date of the board meeting: November 10, 2021 7th session of the 22nd Board of Directors Motion: cash deduction on its 100% subsidiary Core Pacific Co., Ltd Resolution: Approved by all attended directors (12) Date of the board meeting: December 6, 2021 8th session of the 22nd Board of Directors Motion: its 100% subsidiary, Core Pacific Twin Star (Vietnam) Investment Co., Ltd, participated in the public auction of the land plot in Thu Thiem Fang, Thu Duc City, Ho Chi Minh City Resolution: Approved by all attended directors 5. Material monetary loan, endorsement, or provision of a guarantee. (1)Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors Motion: The Company cancelled guarantees and endorsements for its China subsidiary Changzhou Weicai. Resolution: Approved by all attended directors (2) Date of the board meeting: March 23, 2021 37th session of the 21st Board of Directors Motion: The Company provided guarantees and endorsements for its subsidiary Weihua (Rudong) Trading Co., Ltd. Resolution: Approved by all attended directors (3) Date of the board meeting: May 12, 2021 39th session of the 21st Board of Directors Motion: The Company cancelled guarantees and endorsements for its subsidiary Dingyue Development Co., Ltd Resolution: Approved by all attended directors (4) Date of the board meeting: July 26, 2021 2nd session of the 22nd Board of Directors Motion: cash increase on its 100% subsidiary Dingyue Development Co., Ltd Resolution: Approved by all attended directors (5) Date of the board meeting: August 31, 2021 4th session of the 22nd Board of Directors Motion: For the investment and construction of the storage tank of the Kaohsiung Port Intercontinental Wharf, the company signed a land extension agreement with the Port of Kaohsiung Taiwan International Ports Corporation Ltd. and the joint lessee, and assumed the responsibility of mutual endorsement and guarantee on the scope and matters of the joint lease. Resolution: Approved by all attended directors (6) Date of the board meeting: September 29, 2021 5th session of the 22nd Board of Directors Motion: The Company provides guarantees and endorsements for its subsidiary Dingyue Development Co.,

  • 50 -

Ltd Resolution: Approved by all attended directors (7) Date of the board meeting: September 29, 2021 5th session of the 22nd Board of Directors Motion: The Company provides guarantees and endorsements for its subsidiary Dingyue Development Co., Ltd-2[nd] proposal Resolution: Approved by all attended directors (8) Date of the board meeting: November 10, 2021 7th session of the 22nd Board of Directors Motion: The Company cancelled guarantees and endorsements credit for its subsidiary Dingyue Development Co., Ltd Resolution: Approved by all attended directors (9) Date of the board meeting: November 10, 2021 7th session of the 22nd Board of Directors Motion: The Company provided the credit guarantees and endorsements credit for its China subsidiary Jiangsu Weiming New Material Co., Ltd Resolution: Approved by all attended directors (10) Date of the board meeting: December 29, 2021 9th session of the 22nd Board of Directors Motion: The company added endorsement guarantee and extended endorsement guarantee for one year for its mainland subsidiary Changzhou Weicai New Materials Co., Ltd. Resolution: Approved by all attended directors 6. Raising, issuing and private placement of equity-based securities: (1)Date of the board meeting: January 25, 2021 36th session of the 21st Board of Directors Motion: In order to increase the working capital and meet the capital needs of future development, the Company proposed to handle the domestic issuance of ordinary shares by cash capital increase. Resolution: Approved by all attended directors (2)Date of the board meeting: July 26, 2021 2nd session of the 22nd Board of Directors Motion: In order to handle the domestic cash capital increase and issuance of ordinary shares, the company adopted the method of public subscription and entrusted President Securities Corporation as the lead underwriter. Resolution: Approved by all attended directors (3) Date of the board meeting: September 29, 2021 5[th] session of the 22nd Board of Directors Motion: Cash capital increase by issuance of new shares within the limit of 500 million ordinary shares. Resolution: Approved by all attended directors (4) Date of the board meeting: November 10, 2021 7[th] session of the 22nd Board of Directors Motion: establishment of 2021 issuance price via cash capital increase and other related matters, Resolution: Approved by all attended directors 7.Appointment, discharge and compensation of CPAs: (1)Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors Motion: Reappointed the CPAs from KPMG as the auditor of the Company's 2021 financial report. Resolution: Approved by all attended directors (2)Date of the board meeting: April 14, 2021 38th session of the 21st Board of Directors Motion: Reappointed the CPAs from PwC as the auditor of the Company's 2021 business income tax settlement declaration Resolution: Approved by all attended directors 8. Appointment or discharge of a financial, accounting, or Head of Internal Audit: Date of the board meeting: December 29, 2021 9th session of the 22nd Board of Directors Motion: New-appointed and change of the Company's Head of Internal Audit. Resolution: Approved by all attended directors 9. Other major information: Date of meeting: December 29, 2021 9th session of the 22nd Board of Directors Motion: The Company assessed the asset impairment in accordance with IAS 36. After the asset impairment test, the Company recorded an asset impairment in 2021 Q4. Resolution: Approved by all attended directors (II) Items in board resolutions regarding which independent directors have voiced opposing or qualified opinions on the record or in writing: None for this year.

  • 51 -

II. In instances where a director recused himself/herself due to a conflict of interest, the minutes shall clearly state the director's name, contents of the motion and resolution thereof, the reason for not voting and actual voting counts:

(I) Motion: 2020 Director’s remuneration distribution
Recusal: Since chairman Ruey-Long Chen, vice Chairman Jiun-Nan Bai, Director Jiun-Huei Guo, Director
Kuen-Ming Lin, Director Hwa-Yeang Shen have a conflict of interest, they were recused during discussion and
voting.
(II) Motion: nomination and reviewing of 22nd candidates of independent directors and directors.
Recusal: Since it involved conflict of interest of each director, they took turns to recuse during discussion and
voting.
(III) propose to Remove the 22nd Directors (including independent directors) and legal representatives of the
Company's Prohibition of Competition Proposal in 2021 shareholder’s meeting
Recusal: Since it involved conflict of interest of each director, they took turns to recuse during discussion and
voting.
(IV) The Company canceled the provision of guarantees and endorsements for its subsidiary Changzhou Weicai.
Recusal: Since Chairman Ruey-Long Chen is a director of Changzhou Weicai New Material Science &
Technology Co., Ltd. and has a conflict of interest, he was recused during discussion and voting. Since the
Chairman of Changzhou Weicai and Director Hui-Ting Shen are relatives within the second degree of kinship,
although Director Hui-Ting Shen has no direct interest in this case, the Company upholds a high degree of
self-discipline and the spirit of corporate governance, Director Hui-Ting Shen to recuse himself from the
discussion and voting.
(V) Motion: The Company provides the provision of guarantees and endorsements for its subsidiary Weihua
(Rudong) Trade Co., Ltd.
Recusal: Since Chairman Ruey-Long Chen is a director of Weihua (Rudong) and has a conflict of interest, he
was recused during discussion and voting. Since the Chairman of Weihua (Rudong) are relatives with Hui-Ting
Shen within the second degree of kinship, although Director Hui-Ting Shen has no direct interest in this case, the
Company upholds a high degree of self-discipline and the spirit of corporate governance, Director Hui-Ting Shen
to recuse himself from the discussion and voting.
(VI) Motion: settlement of the Company's Indian subsidiary CPDC GEMINI STAR (INDIA) PRIVATE LTD.
Recusal: the representative of CPDC GEMINI STAR (INDIA) PRIVATE LTD are relatives with Hui-Ting Shen
within the second degree of kinship, although Director Hui-Ting Shen has no direct interest in this case, the
Company upholds a high degree of self-discipline and the spirit of corporate governance, Director Hui-Ting Shen
to recuse himself from the discussion and voting.
(VII) Motion: suspension of land development proposal in Kaohsiung city
Recusal: Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting
(VIII) Motion: The former corporate director declared that he is not competent, proposal to change the candidates for
corporate directors.
Recusal: since director Ko-Ming Lin has a conflict of interest, he was recused during discussion and voting.
Jiun-Huei Guo representative of Institutional Representative of Jen Huei Enterprise Co., Ltd was the nominated
supervisor of legal director, she was recused during discussion and voting
(IX) Motion: the legal director after change and its representative of the Company's Prohibition of Competition
Proposal
Recusal: since director Ko-Ming Lin has a conflict of interest, he was recused during discussion and voting.
Jiun-Huei Guo representative of Institutional Representative of Jen Huei Enterprise Co., Ltd was the nominated
supervisor of legal director, she was recused during discussion and voting
(X) The Company increase the guaranteed non-revolving mid-term credit quota, and jointly shares the credit with its
subsidiary Dingyue Development Co., Ltd within the limit.
Recusal: Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting
(XI) Motion: The Company canceled the provision of guarantees and endorsements for its subsidiary Dingyue
Development Co., Ltd
Recusal: Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting. Since the legal representative of the Core Pacific Co, Ltd.
are relatives with Hui-TingShen within the second degree of kinship,although Director Hui-TingShen has no
  • 52 -
direct interest in this case, the Company upholds a high degree of self-discipline and the spirit of corporate
governance, Director Hui-Ting Shen to recuse himself from the discussion and voting. Director Jiun-Nan Bai
was assigned to attend by his proxy from Hui-Ting Shen, without expressing opinions or voting.
(XII) Motion: The Company propose the approval to remove the 22nd session of directors (including independent
directors) concurrently in 2021 General Meeting of Shareholders.
Recusal: since independent director Yun Peng, Chu, director Jiun-Nan Bai and Hui-Ting Shen (Entrusted
Director Jiun-Nan Bai by his proxy) and legal representative of EN HUEI ENTERPRISE CO., LTD., Jiun-Huei
Guo,
have a conflict of interest, they were recused during discussion and voting. Director Jiun-Nan Bai was entrusted
to attend by his proxy from Hui-Ting Shen, without expressing opinions or voting.
(XIII) Motion: The Company jointly proceed the construction and sale with its subsidiary Dingyue Development Co.,
Ltd on Miaoli County Land
Recusal: Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting
(XIV) Motion: cash increase on its subsidiary Dingyue Development Co., Ltd
Recusal: Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting. Since the legal representative of the Core Pacific Co, Ltd.
are relatives with Hui-Ting Shen within the second degree of kinship, although Director Hui-Ting Shen has no
direct interest in this case, the Company upholds a high degree of self-discipline and the spirit of corporate
governance, Director Hui-Ting Shen to recuse himself from the discussion and voting.
(XV) Motion: The payment of the Company’s Consolation money
Recusal: Director Jiun-Huei Guo has a conflict of interest, she was recused during discussion and voting.
Director Jiun-Nan Bai was entrusted to attend by his proxy from Jiun-Huei Guo, without expressing opinions or
voting.
(XVI) Motion: the performance bonus issuance of the appointed manager in the 1st quarter of 2021.
Recusal:Since Ruey-Long Chen is CEO and has a conflict of interest, he was recused during discussion and
voting
(XVII) Motion: in order to handle the domestic cash capital increase and issuance of ordinary shares, the company
adopted the method of public subscription and entrusted President Securities Corporation as the lead underwriter.
Recusal: Since vice president Jiun-Nan Bai is the independent director of President Securities Corporation and
has a conflict of interest, he was recused during discussion and voting
(XVIII)
Motion: appointed independent director Yun Peng, Chu; wen Yan, Pan and Mr. Song Yong, Chen as the
Company’s 5th remuneration committee.
Recusal: Since independent director Yun Peng, Chu; wen Yan, Panhave a conflict of interest, they were recused
during discussion and voting
(XIX) Motion: Capital increase of the Company's 100% subsidiary, Dingyue Development Co., Ltd
Recusal:Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting. Since the legal representative of the Core Pacific Co, Ltd.
are relatives with Hui-Ting Shen within the second degree of kinship, although Director Hui-Ting Shen has no
direct interest in this case, the Company upholds a high degree of self-discipline and the spirit of corporate
governance, Director Hui-Ting Shen to recuse himself from the discussion and voting
(XX) Motion: remuneration of 22nd chairman, Rui Long, Chen
Recusal: Since CEO Ruey-Long Chen has a conflict of interest, he was recused during discussion and voting
(XXI) Motion: remuneration of 22nd vice president, Jiun-Nan, Bai
Recusal: Since vice president Jiun Nan Bai has a conflict of interest, he was recused during discussion and voting
(XXII) Motion: remuneration of 22nd independent directors.
Recusal: Since independent director Yun Peng, Chu; wen Yan, Pan and Song Nian, Ye have a conflict of interest,
they were recused during discussion and voting
(XXIII)
Motion: remuneration of 22nd directors except independent directors
Recusal: director Shaw-Shin Yang, Ko-Ming Lin, Hui Lan, Chu and Hui-Ting Shen have a conflict of interest,
they were recused during discussion and voting. Director Jiun-Nan Bai was entrusted to attend by his proxy from
Shaw-Shin Yang, without expressing opinions or voting.
(XXIV)
Motion: reappointed Qing Jing, Shen as the Company’s top counselor and sign the Employment contract
compensation
Recusal:QingJing,Shen are relatives with Hui-TingShen within the second degree of kinship,although
  • 53 -
Director Hui-Ting Shen has no direct interest in this case, the Company upholds a high degree of self-discipline
and the spirit of corporate governance, Director Hui-Ting Shen to recuse himself from the discussion and voting.
(XXV) Motion: the performance bonus issuance of the appointed manager in the 2nd quarter of 2021
Recusal: Since CEO Ruey-Long Chen has a conflict of interest, he was recused during discussion and voting
(XXVI)
Motion: 1st proposal of provision of guarantees and endorsements for its subsidiary Dingyue Development
Co., Ltd
Recusal: Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting. Since the legal representative of the Core Pacific Co, Ltd.
are relatives with Hui-Ting Shen within the second degree of kinship, although Director Hui-Ting Shen has no
direct interest in this case, the Company upholds a high degree of self-discipline and the spirit of corporate
governance, Director Hui-Ting Shen to recuse himself from the discussion and voting. Chairman Ruey-Long
Chen was entrusted to attend by his proxy from Hui-Ting Shen, but Ruey-Long Chen was recused during
discussion and voting as well, hence didn’t represent Hui-Ting Shen to express opinions or vote.
(XXVII)
Motion: 2nd proposal of provision of guarantees and endorsements for its subsidiary Dingyue
Development Co., Ltd
Recusal: Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting. Since the legal representative of the Core Pacific Co, Ltd.
are relatives with Hui-Ting Shen within the second degree of kinship, although Director Hui-Ting Shen has no
direct interest in this case, the Company upholds a high degree of self-discipline and the spirit of corporate
governance, Director Hui-Ting Shen to recuse himself from the discussion and voting. Chairman Ruey-Long
Chen was entrusted to attend by his proxy from Hui-Ting Shen, but Ruey-Long Chen was recused during
discussion and voting as well, hence didn’t represent Hui-Ting Shen to express opinions or vote.
(XXVIII)
Motion: the Company changed investment schedule and benefit of integration (including phase 1&2) of
Rudong Weiming in Jiangsu
Recusal: Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting. Since the legal representative of the Core Pacific Co, Ltd.
are relatives with Hui-Ting Shen within the second degree of kinship, although Director Hui-Ting Shen has no
direct interest in this case, the Company upholds a high degree of self-discipline and the spirit of corporate
governance, Director Hui-Ting Shen to recuse himself from the discussion and voting. Chairman Ruey-Long
Chen was entrusted to attend by his proxy from Hui-Ting Shen, but Ruey-Long Chen was recused during
discussion and voting as well, hence didn’t represent Hui-Ting Shen to express opinions or vote.
(XXIX)
Motion: proposal for the cash deduction from 100% subsidiary Core Pacific Co., Ltd
Recusal: Since the legal representative of the Core Pacific Co, Ltd. are relatives with Hui-Ting Shen within the
second degree of kinship, although Director Hui-Ting Shen has no direct interest in this case, the Company
upholds a high degree of self-discipline and the spirit of corporate governance, Director Hui-Ting Shen to recuse
himself from the discussion and voting.
(XXX) Motion: the Company cancel the quotas guarantees and endorsements for its subsidiary Dingyue Development
Co., Ltd
Recusal: Since Chairman Ruey-Long Chen is a director of Dingyue Development Co., Ltd and has a conflict of
interest, he was recused during discussion and voting. Since the legal representative of the Core Pacific Co, Ltd.
are relatives with Hui-Ting Shen within the second degree of kinship, although Director Hui-Ting Shen has no
direct interest in this case, the Company upholds a high degree of self-discipline and the spirit of corporate
governance, Director Hui-Ting Shen to recuse himself from the discussion and voting.
(XXXI)
Motion: proposal of quotas guarantees and endorsements for its China subsidiary Weiming New Material
Co., Ltd in Jiangsu
Recusal: Since Chairman Ruey-Long Chen is a director of Weiming New Material Co., Ltd in Jiangsu and has a
conflict of interest, he was recused during discussion and voting. Since the chairman of Weiming New Material
Co., Ltd in Jiangsu are relatives with Hui-Ting Shen within the second degree of kinship, although Director
Hui-Ting Shen has no direct interest in this case, the Company upholds a high degree of self-discipline and the
spirit of corporate governance, Director Hui-Ting Shen to recuse himself from the discussion and voting.
(XXXII)
Motion: proposal of 2021 issuance price by cash increase and other related matters.
Recusal: Since vice president Jiun-Nan Bai is the independent director of President Securities Corporation and
has a conflict of interest, he was recused during discussion and voting
(XXXIII) Motion: the performance bonus issuance of the appointed manager in the 3rd quarter of 2021.
Recusal: Since CEO Ruey-LongChen has a conflict of interest,he was recused duringdiscussion and voting
  • 54 -
(XXXIV)
Motion: its 100% subsidiary
(XXXIV)
Motion: its 100% subsidiary
Core Pacific (Vietnam) Investment Co., Ltd participated in the public auction Core Pacific (Vietnam) Investment Co., Ltd participated in the public auction Core Pacific (Vietnam) Investment Co., Ltd participated in the public auction Core Pacific (Vietnam) Investment Co., Ltd participated in the public auction
of the land plot in Thu Thiem Fang, Thu Duc City, Ho Chi Minh City.
Recusal: Since the committee chair of Core Pacific (Vietnam) Investment Co., Ltd are relatives with Hui-Ting
Shen within the second degree of kinship, although Director Hui-Ting Shen has no direct interest in this case, the
Company upholds a high degree of self-discipline and the spirit of corporate governance, Director Hui-Ting Shen
to recuse himself from the discussion and voting.
(XXXV) Motion: The Company added endorsement guarantee and extended endorsement guarantee for one year for
its mainland subsidiary Changzhou Weicai New Materials Co., Ltd.
Recusal: Since Chairman Ruey-Long Chen is a director of Changzhou Weicai New Materials Co., Ltd and has a
conflict of interest, he was recused during discussion and voting. Since the director of Changzhou Weicai New
Materials Co., Ltd are relatives with Hui-Ting Shen within the second degree of kinship, although Director
Hui-Ting Shen has no direct interest in this case, the Company upholds a high degree of self-discipline and the
spirit of corporate governance, Director Hui-Ting Shen to recuse himself from the discussion and voting.
(XXXVI)
Motion: The Company donated to the Shen Chunchi Cultural and Educational Foundation.
Recusal: vice president Jiun-Nan Ba, director Hui Lan,Chu and director Hui-Ting Shen are director, vice
president and director of Shen Chuen Chi Cultural and Educational Foundation respectively. But they have a
conflict of interest, they were recused during discussion and voting
III. The evaluation cycles, evaluation periods, scope and method of evaluation, and contents of evaluation for evaluating the
performance of the board members(on themselves orpeers). The implementation of evaluation for the Board of Directors:
Evaluation
Cycle
Evaluation
Period
Scope of
Evaluation
Method of
Evaluation
Content of Evaluation
Once three
years
Evaluating
the
performance
from
December 1,
2020 to
November
30, 2021.
Board of
Directors
Evaluation
methods include
questionnaires
and field visits
1. Composition of the board
2.Instruction of the board
3.Authorization of the board
4.Supervision of the board
5. Communication of the board
6. Internal control and risk management
7.Self-discipline of the board
8. Others 8 major aspects including the board meeting
and support system
Once a year Evaluating
Board of
Internal 1. Evaluation of performance for the Board of
the
Directors, each
evaluation of the Directors: Including participation in the operation of
performance
director member
Board of the Company, enhancement of the quality of the
from January
and Functional
Directors, Board of Directors' decision making, composition
1, 2021 to
Committees
Functional and structure of the Board of Directors, election and
December 31,
(including Audit
Committees continuing education of the directors, and internal
2021.
Committee and
(including Audit control; a total of 45 questions for the five major
Remuneration Committee and aspects.
Committee) and Remuneration 2. Evaluation of performance for the individual board
individual Committee) and members: Including alignment of the goals and
members. individual missions of the Company, awareness of the duties of
members. a director, participation in the operation of the
Company, management of internal relationship and
communication, the director's professionalism and
continuing education, and internal control; a total of
23 questions for the six major aspects.
3. Evaluation of performance for the Audit Committee:
Including participation in the operation of the
Company, awareness of the duties of the Audit
Committee, the quality of decisions made by the
Audit Committee, makeup of the Audit Committee
and election of its members, and internal control; a
total of 22 questions for the five major aspects.
4. Evaluation of performance for the Remuneration
Committee: Including participation in the operation
of the Company, awareness of the duties of the
Remuneration Committee, the quality of decisions
made by the Remuneration Committee, the makeup
of the Remuneration Committee and election of its
members; a total of 18 questions for the four major
aspects.
  • 55 -

  • IV. Measures undertaken during the current year and past year in order to strengthen the functions of the Board of Directors (such as the establishment of the Audit Committee and improvement of information transparency, etc.) and assessment of their implementation:

  • (I) In 2021, the Company conducted an internal evaluation of the performance of the Board of Directors, individual directors, Audit Committee and remuneration committee in accordance with the "Regulations of Performance Evaluation for Board of Directors".

  • (II) The results of the internal and external performance evaluation of the Board of Directors in 2021 could be referred to chapter 3 Report on Corporate Governance and IV. Implementation of Corporate Governance and its deviation from the Corporate Governance Best-Practice Principles for the TWSE/GTSM Listed Companies, and reasons thereof (note2)

  • (III) The above evaluation results and improvement suggestions were reported at the 12th session of the 22nd Board of Director on March 14, 2022.

  • Note 1: For a director or a supervisor who is a corporation, please specify the corporate shareholder's name and its representative's name.

  • Note 2: (1) Where a specific director or supervisor may be relieved from duties before the end of the fiscal year, please specify their date of discharge in the `Remarks" Section. Their actual attendance rate (%) to the Board session shall be calculated based on the number of meetings called and actual number of sessions he/she attended, during his/her term of office.

    • (2) Where an election may be held for filling the vacancies of director or supervisor before the end of the fiscal year, please list out both the new and the discharged directors or supervisors, and specify if they are the former directors or supervisor, or newly elected, re-elected, and the date of the reelection. Their attendance rate (%) to the Board session shall be calculated based on the number of meetings called and the actual number of sessions they attended, during the term of office.
  • 56 -

(II) The function of Audit Committee

For the professional qualifications of each member of the Audit Committee, please refer to the Company's Annual Report, Section IV Corporate Governance’s report, the second paragraph is " Information on Directors in professionalism and independence" for directors, supervisors, presidents, vice presidents, assistant vice presidents, and heads of various departments and branches.

The Audit Committee held 12 meetings (A) during 2021; the attendance of independent directors is summarized as follows:

Title Name Actual
attendance
(B)
Attendance
by proxy
Attendance Rate
(%)
(B/A) (Note)
Remark
Independent
Director
Yun-Peng Chu 12 0 100.00
Independent
Director
Wen-Yen Pan 12 0 100.00
Independent
Director
Song-Nian Ye 12 0 100.00
Other notes:
I. If the operation of the Audit Committee has one of the following situations, the minutes shall
clearly state the meeting date, period, content of the resolution, opinions of all Audit Committee
members and the Company's handling of said opinions.
(I) Items listed in Article 14-5 of the Securities and Exchange Act:
The resolutions approved by the Audit Committee are in accord with Article 14-5 of the
Securities and Exchange Act. are as follows:
(1)
Establishment or revision of internal control according to Article 14-1:
1. Date of the audit committee meeting:April 14, 2021 33rd session of the 3rd Board
of Directors
Motion: Amendment to certain provisions of the Company's “Shareholder Services
Internal Control Policy and Internal Audit Operational Guidelines"
Resolution: Approved by all attended directors
Dealing with the opinion from the Audit Committee: Presented to the Board Meeting
2. Date of the audit committee meeting:April 14, 2021 33rd session of the 3rd Board
of Directors
Motion: Amendment to the Company's " Internal Control Procedures for
management of financial report preparation".
Resolution: Approved by all attended directors
Dealing with the opinion from the Audit Committee: Presented to the Board Meeting
3. Date of the audit committee meeting:September 29, 2021 4th session of the 4th
Board of Directors
Motion: Adjustment of the Company organization and amendment to the Company’s
“Charter”
Resolution: Approved by all attended directors
Dealing with the opinion from the Audit Committee: Presented to the Board Meeting
4. Date of the audit committee meeting: December 29, 2021 7th session of the 4th
Board of Directors
  • 57 -
Motion: Adjustment of the Company’s “CSR best practice principles”
Resolution: Approved by all attended directors
Dealing with the opinion from the Audit Committee: Presented to the Board Meeting
5. Date of the audit committee meeting: December 29, 2021 7th session of the 4th
Board of Directors
Motion: Establishment of the Company’s “sustainable development committee
organization Charters”
Resolution: Approved by all attended directors
Dealing with the opinion from the Audit Committee: Presented to the Board Meeting
6. Date of the audit committee meeting: December 29, 2021 7th session of the 4th
Board of Directors
Motion: Amendment to certain provisions of the Company's "information control
procedure-computerized information system principles”
Resolution: Approved by all attended directors
Dealing with the opinion from the Audit Committee: Presented to the Board Meeting
(2)
Assessment of the validity of internal control:
1. Date of the audit committee meeting: March 23, 2021 32th session of the 3rd Board
of Directors
Motion: The 2020 self-assessment of the internal control system (hereafter, "control
self-assessment") has been completed. According to the results of the
control self-assessment, issue a statement of the internal control system.
Resolution: Approved by all attended directors
Dealing with the opinion from the Audit Committee: Presented to the Board Meeting
2. Date of the audit committee meeting: December 29, 2021 7th session of the 4th
Board of Directors
Motion: Company's internal control audit plan for 2022.
Resolution: Approved by all attended directors
Dealing with the opinion from the Audit Committee: Presented to the Board Meeting
by the audit unit.
(3) In accordance with Article 36-1 regulation on the establishment or revision of the
acquisition or disposal of assets, the trading of derivatives, corporate loans to others,
guarantees or warrants to others, and relevant operating procedures: N/A
(4) Matters involving the self-interests of the Directors:
1. Date of the audit committee meeting: March 23, 2021 32th session of the 3rd Board
of Directors
Motion: propose to Remove the 22nd Directors (including independent directors)
and legal representatives of the Company's Prohibition of Competition
Proposal
Dissenting Opinion from Independent Directors: None
Resolution: Approved by all attended directors
Dealing with the opinion from the Audit Committee: Presented to the Board Meeting
2. Date of the audit committee meeting: May 12, 2021 34th session of the 3rd Board of
Directors
Motion: The Company propose to approve the removal of the 22nd session of
directors (including independent directors) concurrently in 2021
shareholder’s general meeting
DissentingOpinion from Independent Directors: None
  • 58 -

Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  • (5) Transactions involving major assets or derivatives:

  • Date of the audit committee meeting: January 25, 2021 31st session of the 3rd Board of Directors

Motion: Approval of The Company's "Phase II Storage Tank Construction Project of the Port of Kaohsiung Intercontinental Container Terminal", increasing the lease of land for the public wharf and paying the performance bond

Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the audit committee meeting: March 23, 2021 32nd session of the 3rd Board of Directors

Motion: Approval of increased land agreement contract of the Company's "Phase II Storage Tank Construction Project of the Port of Kaohsiung Intercontinental Container Terminal", and payment of the performance bond.

Dissenting Opinion from Independent Directors: None

Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the audit committee meeting: March 23, 2021 32nd session of the 3rd Board of Directors

Motion: The Company implemented planned capital expenditures for the

construction of HG ammonia nitrogen removal systems in Dashe Plant and Xiaogang Plant.

Dissenting Opinion from Independent Directors: None

Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the audit committee meeting: April 14, 2021 33rd session of the 3rd Board of Directors

Motion: cash deduction on its subsidiary Tsou Seen Chemical Industries Corporation Dissenting Opinion from Independent Directors: None

Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the audit committee meeting: April 14, 2021 33rd session of the 3rd Board of Directors

Motion: The Company's public bidding for the sale of land in Kaohsiung City Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the audit committee meeting: May 12, 2021 34th session of the 3rd Board of Directors

Motion: Co-construction and sub-sale of the Shuangxi section of Toufen City, Miaoli County between the Company and Ding-Yue Development Co., Ltd.

Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  • 59 -

  • Date of the audit committee meeting: May 12, 2021 34th session of the 3rd Board of Directors Motion: The Company applied for the extension of "Construction Project of Fine Chemical Plant - Phase 0 " Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 8. Date of the audit committee meeting: June 16, 2021 35th session of the 3rd Board of Directors Motion: cash increase on its subsidiary Dingyue Development Co., Ltd Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 9. Date of the audit committee meeting: June 16, 2021 35th session of the 3rd Board of Directors Motion: The Company applied for the extension of stage 1 &2 of "Phase II Storage Tank Construction Project of the Port of Kaohsiung Intercontinental Container Terminal Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 10. Date of the audit committee meeting: June 16, 2021 35th session of the 3rd Board of Directors Motion: The Company applied for the extension of "Construction Project of Fine Chemical Plant - Phase I " and adjusted the product’s planning and budget Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 11. Date of the audit committee meeting: June 16, 2021 35th session of the 3rd Board of Directors Motion: Negotiation with Sunko Ink Co., Ltd. to dismantle the asset business Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 12. Date of the audit committee meeting: August 13, 2021 2nd session of the 4th Board of Directors Motion: Capital increase of the Company's 100% subsidiary, Dingyue Development Co., Ltd Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 13. Date of the audit committee meeting: August 13, 2021 3rd session of the 4th Board of Directors Motion: For the investment and construction of the storage tank of the Kaohsiung Port Intercontinental Wharf, the company signed a land extension agreement with the Port of Kaohsiung Taiwan International Ports Corporation Ltd. and the joint lessee, and assumed the responsibility of mutual endorsement and

  • 60 -

guarantee on the scope and matters of the joint lease. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 14. Date of the audit committee meeting: September 29, 2021 4th session of the 4th Board of Directors Motion: The company's Da-She plant VOCs decontamination and improvement project planned capital expenditure Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 15. Date of the audit committee meeting: November 10, 2021 5th session of the 4th Board of Directors Motion: Capital increase on its 100% subsidiary Core Pacific Co., Ltd Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting (6) Major lending of funds to others, guarantees, or endorsements:

  1. Date of the audit committee meeting: March 23, 2021 32nd session of the 3rd Board of Directors Motion: The Company proposes to provide guarantee to subsidiary, Wei Hua (Rudong) Trading Co. Ltd. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 2. Date of the audit committee meeting: March 23, 2021 32nd session of the 3rd Board of Directors Motion: Approval to cancel guarantee provided to subsidiary, Chang Zhou Wei Cai. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 3. Date of the audit committee meeting: May 12, 2021 34th session of the 3th Board of Directors Motion: Approval to cancel guarantee to subsidiary, Dingyue Development Co. Ltd. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  2. Date of the audit committee meeting: Sep 29, 2021 4th session of the 4th Board of Directors Motion: Approval of guarantee for subsidiary, Dingyue Development Co. Ltd. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  3. Date of the audit committee meeting: September 29, 2021 4th session of the 4th Board of Directors Motion: 2nd Case for the Approval of guarantee for subsidiary, Dingyue Development Co. Ltd.

  4. 61 -

Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 6. Date of the audit committee meeting: November 10, 2021 5th session of the 4th Board of Directors

Motion: Approval of cancellation of subsidiary, Dingyue Development Co. Ltd., guarantee limits. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors

  • Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

    1. Date of the audit committee meeting: November 10, 2021 5th session of the 4th Board of Directors

Motion: Approval of China subsidiary, Jiangsu Wei Ming New Materials Co. Ltd. Guarantee limit. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the audit committee meeting: December 29, 2021 7th session of the 4th Board of Directors

Motion: Approval of China subsidiary, Changzhou Wei New Material Co. Ltd. Guarantee and extension for 1 year. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  • (7) Raising, issuing and private placement of equity-based securities

  • Date of the committee meeting: January 25, 2021 31st session of the 3rd Board of Directors

Motion: To enhance the Company’s working capital and meet the capital needs of future development, the Company proposed to issue common shares for cash by domestic public offering. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the committee meeting: September 29, 2021 4th session of the 4th Board of Directors Motion: Cash capital increase by issuance of new shares within the limit of 500 million ordinary shares.

Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the committee meeting: November 10, 2021 5th session of the 4th Board of Directors Motion: Establishment of 2021 issuance price via cash capital increase and other related matters Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  2. 62 -

(8) Appointment, discharge and compensation of CPAs: 1. Date of the committee meeting: April 14, 2021 33th session of the 3rd Board of Directors Motion: Reappointed the CPAs from KPMG as the auditor of the Company's 2021 financial report. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 2. Date of the committee meeting: April 14, 2021 33th session of the 3rd Board of Directors Motion: Reappointed the CPAs from PwC as the auditor of the Company's 2021 business income tax settlement declaration. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 3. Date of the committee meeting: December 29, 2021 7th session of the 4th Board of Directors Motion: New-appointed and change of the Company's Head of Internal Audit. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting (9) Annual financial report: Date of the committee meeting: March 23, 2021 32rd session of the 3rd Board of Directors Motion: Approval of the Company's 2020 parent only financial statement and consolidated financial statement. Reviewing for the Company's 2020 Q2 consolidated financial statement. Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting Date of the committee meeting: November 10, 2021 5th session of the 4th Board of Directors Motion: Approval of the Company's 2021 Q3 consolidated financial statement. Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting (10) Other major information: 1. Date of the committee meeting: March 23, 2021 32rd session of the 3rd Board of Directors Motion: Settlement of the Company's Indian subsidiary CPDC GEMINI STAR (INDIA) PRIVATE LTD. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors Dealing with the opinion from the Audit Committee: Presented to the Board Meeting 2. Date of the committee meeting: April 14 2021 33rd session of the 3rd Board of Directors Motion: suspension of land development proposal in Kaohsiung city. Dissenting Opinion from Independent Directors: None

  • 63 -

Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the committee meeting: December 29, 2021 7th session of the 4th Board of Directors

  2. Motion: Approved the budget of the company's Anshun renovation plan Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the committee meeting: December 29, 2021 7th session of the 4th Board of Directors

  2. Motion: The Company assessed the asset impairment in accordance with IAS 36. After the asset impairment test, the Company recorded an asset impairment in 2021 Q4.

Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  1. Date of the committee meeting: December 29, 2021 7th session of the 4th Board of Directors

  2. Motion: The company donated to the Shen Chun-chi Cultural and Educational Foundation.

  3. Dissenting Opinion from Independent Directors: None Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Presented to the Board Meeting

  • (II) Resolution(s) not passed by the Audit Committee but receiving the consent of two thirds of the Board of Directors' members: None.

  • II. Regarding recusals of independent directors from voting due to conflicts of interests, the names of the independent directors, contents of motions, reasons for recusal, and results of voting shall be specified:

  • Date of the committee meeting: March 23, 2021 32rd session of the 3rd Board of Directors Motion: propose to Remove the 22nd Directors (including independent directors) and legal representatives of the Company's Prohibition of Competition Proposal in 2021 shareholder’s meeting

Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Since it involved self-interest of each members, they took turns to recuse during discussion and voting. wen Yan, Pan took the proxy of Yun Peng, Chu (convener) to host the meeting and the result is approved without dissent.

  1. Date of the committee meeting: May 12, 2021 34th session of the 3rd Board of Directors Motion: The Company propose to approve the removal of the 22nd session of directors (including independent directors) concurrently in 2021 shareholder’s general meeting Resolution: Approved by all attended directors

Dealing with the opinion from the Audit Committee: Since it involved self-interest of each members, they took turns to recuse during discussion and voting. wen Yan, Pan took the proxy of Yun Peng, Chu (convener) to host the meeting and the result is approved without dissent.

III Communication between independent director and Head of Internal Audit as well as CPAs on company finances and business situation (such as items discussed, means of communication and results, etc.):

  • 64 -

  • (1) In addition to sending the written audit report and the report on the inspection of deficiencies and reminders to improvement matters to the independent directors every month, the internal audit director of the company shall conduct telephone calls, e-mails or meetings, symposiums, etc. at least twice a year. Issues such as business, audit reports, problem discovery and tracking improvement are communicated with independent directors through the Audit Committee or individual symposiums.

  • (2) The company's accountants communicate with independent directors through the Audit Committee or individual symposiums at least twice a year on issues such as financial statement review or review results and relevant laws and regulations such as accounting, taxation, and securities management through meetings and symposiums.

  • (3) The independent directors of the company have direct communication channels with the internal audit supervisor and CPA, and the communication situation is good.

  • The 1st Session in 2021_Summary of Communication Between Independent Directors and Internal Audit Supervisors:

Internal Audit Supervisors:
Date Communication
matter
Suggestion
and instruction
Improvement and
Implementation
Communicati
on channel
2021/3/23 Self-evaluation of Without None Audit
internal control opinion committee
system and “internal
control system
declaration“in 2020
The 2ndSession in 2021_Summary of Communication Between Independent Directors and
Internal Audit Supervisors:
Date Communication matter Suggestion and
instruction
Improvement
and
Implementation
Communication
channel
2021/8/13 The Company's 2021 Without None Audit committee
First Half Audit Plan opinion Pre-Conference
Implementation Symposium
Business Report (communicate
separately)

The 3[rd] Session in 2021_Summary of Communication Between Independent Directors and Internal Audit Supervisors:

Date Communication
matter
Suggestion and instruction Improvement
and
Implementation
Communication
channel
2021/11/10 The Company's consult from Independent None Audit committee
2021 Q3 Audit directors Pre-Conference
Plan Symposium
Implementation (communicate
Business Report separately)
2021/11/10 The Company's It is recommended that the The relevant Audit committee
important company clearly list the punishment Pre-Conference
proposal audit degree of various details Symposium
report negligence and set the documents have (communicate
disciplinary standard. In been separately separately)
the future, the punishment provided to the
will be based on the independent
standard, so that colleagues directors
can follow.
  • 65 -
Date Communication
matter
Suggestion and Suggestion and Suggestion and instruction
Improvement
and
Implementation
Communication
channel
instruction
Improvement
and
Implementation
Communication
channel
instruction
Improvement
and
Implementation
Communication
channel
2021/11/10 The electronic consult from Independent
None

Audit committee
procurement and directors Pre-Conference
payment process Symposium
of the company (communicate
will be optimized separately)
in stages
The 1stsession in 2021_Summary of Communication Between Independent Directors and CPA:
Date Communication matter
Suggestion and
instruction
Improvement
and
Implementation
Communication
channel
2021/3/23 2020 consolidated and
Without
N/A
Audit committee
individual financial opinion
report
The 2ndsession in 2021_Summaryof Communication Between Independent Directors and CPA:
Date Communication Suggestion
and
Improvement
and
Communication channel
matter instruction Implementation
2021/8/13 2021 Q2 Without None Audit committee
consolidated opinion Pre-Conference
financial report Symposium
(communicate separately)
The 3rdsession in 2021_Summary of Communication Between Independent Directors and CPA:
Date Communication Suggestion
and
Improvement
and
Communication channel
matter instruction Implementation
2021/11/10 2021 Q3 Without N/A Audit committee
consolidated opinion Pre-Conference
financial report Symposium
and annual audit (communicate
plan separately)
2021/11/10 2021 Q3 Without N/A
consolidated opinion Audit committee
financial report

Note:

  • Where an independent director may be relieved from duties before the end of the fiscal year, please specify the date of his/her discharge in the `Remarks" Section. His/her actual attendance rate (%) to the Board session shall be calculated on the basis of the number of meetings called and actual number of sessions he/she attended, during his/her term of office.
  • Where an election may be held for filling the vacancies of independent director before the end of the fiscal year, please list out both the new and the discharged independent directors and specify if they are the former independent directors, or newly elected, re-elected, and also the date of the reelection. Their actual attendance rate (%) to Board session shall be calculated on the basis of the number of meetings called and the actual number of sessions they attended, during the term of office.

  • 66 -

(III). Status of Corporate Governance, and any nonconformity to the Corporate Governance Best Practice Principles for TWSE/GTSM Listed Companies, and reasons thereof:

Assessment Item Assessment Item Status (Note1) Status (Note1) Status (Note1) Deviation from the
Corporate Governance
Best-Practice
Principles for the
TWSE/GTSM Listed
Companies, and
reasons thereof
Yes No Summary Description
(1) Conformity to the Corporate Governance
Best-Practice Principles for TWSE/GTSM
Listed Companies and disclosure of Corporate
Governance Best-Practice Principles

V
The Company has adopted " Corporate Governance
Best Practice Principles", focused on shareholder
rights, strengthening board scope, respect stakeholders
and human rights, improve transparency and other
related rules. The Company's "Corporate Governance
Best Practice Principles" and related important
regulations or the operating status are disclosed on the
Company's website or the M.O.P.S.

No deviation.
Note: TWSE declared
the amendment of
certain provisions of
the Corporate
Governance
Best-Practice
Principles for
TWSE/GTSM Listed
Companies on Dec. 8,
2021. The Company
intends to provide
amendments of The
Company's "Corporate
Governance Best
Practice Principles" in
2022.
II. Equity structure
and
shareholders'
equity

(I)
Internal procedures for
suggestions, questions,
disputes and litigation
from shareholders.
V The Company has established its own corporate
governance principles in accordance with the
Company Act to respect and estimate the suggestions
from shareholders, to protect shareholders' rights. The
Company's website also provides a platform for
contacting investors to deal with suggestions,
entanglement or other requested items. None of the
abovehas occurredinthis annualyear.
No deviation
(II) Control over the list of
major shareholders and
the controlling parties of
such shareholders

V
The Company submits the report as required based on
the information updated and made available by
directors, managerial officers and major shareholders
from time to time. The Company established the
Shareholder Services Office in 2012 to deal with the
shareholders' affairs, and controlled the distribution of
major shareholders'' equity and changes in equity of
the controlling party ofthemajorshareholders.
No deviation
(III) Establishment and
implementation of risk
control mechanism and
firewall between the
Company and its
affiliates
V The assets, liabilities, financial management
responsibilities between the Company and its affiliates
were all handled in accordance with the relevant laws
and the Company's internal control system.

No deviation
(IV) Internal regulations
prohibiting insider
trading
V Article 10 of the Company's "Standards of Ethical
Conduct" stipulates that "Where the personnel of the
Company obtain information which would
significantly influence the prices of stock transaction
of the Company, until such information is publicly
disclosed, all personnel shall hold such information in
strict confidence as required under the Securities and
Exchange Act and shall be prohibited from using such
information for insider trading purposes."
No deviation
III. Organization of
the Board and
its duties

(I)
Establishment and
implementation of
guidelines for diversity
policy, practical
management target from
the Board of Directors

V
According to Article 20 of the "Corporate Governance
Best Practice Principles" adopted by the Board of
Directors on December 24, 2015 and Article 2 of the
"Election Rules for the Directors" ratified by the
AGM on May 28, 2020, the composition of the Board
of Directors shall be considered for diversity. All
members of the Company’s Board of Directors have
the knowledge, skills, and experiences necessary to
perform their duties. Their professional fields cover
business management, leadership decision-making,
industrial knowledge, financial accounting, law and
environmentalprotection,etc. Consideringthe above,

No deviation
  • 67 -
Assessment Item Assessment Item Status (Note1) Status (Note1) Status (Note1) Deviation from the
Corporate Governance
Best-Practice
Principles for the
TWSE/GTSM Listed
Companies, and
reasons thereof
Yes No Summary Description
the Company submitted a female director nominee for
the 2021 directors elections and gained the supported
from shareholders, the said director specializes in
public relations and land development.
The 2021 implementation of the diversification policy
for the Company’s Board of Directors has been
disclosed on the Company’s website, and in 2021 the
implementation of the diversification of directors will
be disclosed on the Company’s official website after
there-election.
(II) Other functional
committees other than a
remuneration committee
or audit committee
required bylaws
V The Company has established remuneration and audit
committee as required, establishment of other
functional committees are being planned.
Other functional
committees are being
planned.
(III) Rule establishment and
annual assessment of
performance of the
Board of Directors
V The Company has already established the
"Regulations of Performance Evaluation for Board of
Directors" on April 21, 2016. According to the
Regulations, the Company performs an internal
evaluation for the Board of Directors' performance
once a year and an external evaluation every three
years, and completes them before the end of the first
quarter of the following year. As for the evaluation
methods, please refer to III, Corporate Governance
Report IV. Implementation of Corporate Governance
(I) Operations of the Board, Other notes: III The
implementation of evaluation for the Board of
Directors. The Company has conducted the internal
evaluations for 2021 (including the Board of
Directors, individual directors, and Audit Committee)
and for external evaluation. Also, the results of the
evaluation has been provided to the 12th session of the
22ndBoard of Directors on March 14,2022. (Note2)

No deviation
(IV) Regular review and
assessment of the
impartiality and
independence of the
external auditor
V The Audit Committee and the Board of Directors
evaluate independence (Note 3), competence and
expertise of the CPAs annually, requiring them to
offer statement of independence to make sure that
except for certification and fees of financial and tax
cases, there is no other interests relationship with the
Company. Also, procedural reviews are done to
ensure family relationships of CPAs do not violate
independence, and results are reported to the Audit
Committee and the Board of Directors. When the
Board of Directors discuss independence and the
appointment of the certifying CPA, the resumes and
statement of independence of each CPAs should be
also offered to them. The self-assessment by the
accounting department for the independence of the
certifying CPAs is done once a year and the results
were presented to the Audit Committee and the Board
of Directors on April 13,2022.
No deviation
IV. Does the Company established a full- (or
part-) time corporate governance unit or
personnel to oversee corporate governance
affairs (including but not limited to furnish
information required for business execution
by directors, handle matters relating to board
meetings and shareholders' meetings
according to laws, handle corporate
registration and amendment registration,
produce (or record?) minutes of board
meetings and shareholders' meetings, etc.
V The Company currently has a part-time unit for
corporate governance. The Secretariat of the Board of
Directors is responsible for providing the information
required by the directors to conduct business, handling
matters related to the Board of Directors meeting and
shareholders' meeting, handling company registration
and change registration, producing meeting minutes of
the Board of Directors meeting and shareholders'
meeting, and assisting the Company to comply with
relevant laws and regulations of the Board of
Directors and shareholders meeting. The Company
also establishes the Shareholder Services Office and
Finance Department Corporate Relation Office to
jointlyhandle corporategovernance related matters.


No deviation
  • 68 -
Assessment Item Status (Note1) Status (Note1) Status (Note1) Deviation from the
Corporate Governance
Best-Practice
Principles for the
TWSE/GTSM Listed
Companies, and
reasons thereof
Yes No Summary Description
Passed by the Board of Directors, the Company
established a chief of corporate governance on April
10, 2019, which is served by the vice president of
Financial Officer, Ying-Chun Chen. The chief of
corporate governance is responsible for handling
matters related to the Board of Directors meeting and
shareholders' meeting, producing meeting minutes of
the Board of Directors meeting and shareholders'
meeting, assisting directors in taking office and
continuing education, providing the information
required by the directors to conduct business, assisting
the directors to comply with laws and regulations, and
other corporate governance related matters.
The key points of corporate governance related
matters are as follows
1. A total of 14 board meetings and 12 audit
committee meetings were held in 2021.
2. Held 1 annual shareholders’ meeting in 2021.
3. Board members have completed at least 6 credits of
advanced courses.
4. The Company insured liability insurance for
directors and important staff, and reported to the
Board of Directors after renewal.
5. Handled the performance evaluation for the Board
of Directors and functional committees. The
evaluation results of the Board of Directors, Audit
Committee and Remuneration Committee were all
beyond the standards.
6. The Company's 8th corporate governance
evaluation results were among the top 6 ~ 20%.
7. A total of 12 training hours for the head of
corporate governance in 2021, and the declaration
on MOPShas beencompleted.
V. Communication channels with stakeholders,
establishment of investors' relations office
on websites and proper response to
stakeholders' concerns of corporate social
responsibility
V The AA1000 Stakeholder Engagement Standard was
applied by CPDC to identify our stakeholders based
on the five aspects of dependency, influence,
attention, responsibility, and diverse perspectives. The
seven key stakeholders were identified as investors,
customers, employees, suppliers, community
residents, regulatory authorities, and lobby groups
And regularly report the identified stakeholder
identities, issues of concern, communication channels
and response methods, as well as corporate social
responsibility and sustainable development
implementation results and future directions to the
board of directors, and disclose them in the company's
annual report and sustainability report. . The
Company's Sustainability Report is regularly
published before June 30 every year, and will be
updated in the Stakeholders section of the official
website at the same time.
The Company regularly reports the communication
status with all stakeholders and the operation status of
the Sustainable Development Committee to the Board
of Directors. The operation status from 2020-2021
was reported at the 9th meeting of the 22nd session of
the Board of Directors on December 29,2021.


No deviation
  • 69 -
Assessment Item Assessment Item Status (Note1) Status (Note1) Status (Note1) Deviation from the
Corporate Governance
Best-Practice
Principles for the
TWSE/GTSM Listed
Companies, and
reasons thereof
Yes No Summary Description
VI. Commission of professional organizations for
general meetings
V In 2012, the Company established the Shareholders'
Service Office in charge of shareholders' services.
The Company- self
established an internal
Shareholder Services
Office, ensuring
qualityand efficiency.
VII. Disclosure (I)
Establishment of a
website for the
disclosure of its
financial Status and
status of corporate
governance.
V The Company's website fully disclosed the Company's
management philosophy, corporate governance,
product & business lines and financial information.

No deviation
(II) Adoption of other means
for disclosure such as
setting up an English
website, appointing
personnel to gather and
disclose relevant
information, properly
implementing the
spokesman system, and
posting the meetings
minutes with
institutional investors on
websites


V
The Company has established the spokesman system
and installed the investors' relations office dedicated
to gathering and releasing the Company's messages,
and updated the information posted on the website
pursuant to the relevant laws periodically, and
disclosed important messages from time to time, and
linked with TWSE "MOPS" to fulfill the disclosure.
No deviation
(III) Announcing and
declaring the annual
financial report within
two months after the
end of the fiscal year,
and announcing and
declaring the first,
second, and third
quarter financial reports
and the monthly
operating status within
theprescribed deadline
V The Company's 2021 annual consolidated and the
parent company only financial reports were
announced and filed on March 16, 2022 (within 75
days of the end of the fiscal year); the financial reports
for the first, second, and third quarters of 2021 and the
monthly revenue status were also announced and filed
at the MOPS before the prescribed period, and
simultaneously uploaded to the Company's website.


No deviation. Annual
Results were not
reported within 2
months of the end of
the fiscal year;
disclosed earlier than
the legally prescribed
deadlines.
VIII. Other important information facilitating
understanding of the functioning of
corporate governance (such as the state of
employees' rights and interests, concerning
employees, investor relations, vendor
relations, rights of interested parties,
continuing education of directors and
supervisors, implementation of risk
management policy and risk assessment
criteria, implementation of customer policy,
and liability insurance purchased by the
Company for directors and supervisors)

V
The Company has installed the Corporate Relations
Office dedicated to gathering and releasing the
Company's messages, and updated the information
posted on the website pursuant to the relevant laws
periodically, and disclosed important messages from
time to time, and linked with TWSE "MOPS" to fulfill
the disclosure.
The Company sets different and diverse interaction
methods for different stakeholders, and it is disclosed
in the sustainable development report every year.
Directors' annual trainings are disclosed on TWSE
"MOPS" to fulfill disclosure requirements. Liability
insurance for directors is in accordance with the
Article 19 of the Company's Article of Incorporation
and the Article 39 of the Corporate Governance
Best-Practice Principles for TWSE/GTSM Listed
Companies.

No deviation
IX. Please provide information on the results of corporate governance evaluations released by the Corporate Governance Center of the
Taiwan Stock Exchange Corporation in the most recent year, as well as priorities and measures to enhance those that have not yet been
improved:
(I) The results of the eighth annual corporate governance assessment for the year 2021 were 6% to20%, and the following items were
improved for the corporate governance assessment indicators:
  • 70 -
Assessment Item Assessment Item Status (Note1) Status (Note1) Status (Note1) Status (Note1) Deviation from the
Corporate Governance
Best-Practice
Principles for the
TWSE/GTSM Listed
Companies, and
reasons thereof
Yes No Summary Description
Title
Indicator Title
Improvement situation
1.3
Has more than half of the directors (including at least one
independent director) and the convener of the audit
committee (or at least one supervisor) of the Company
attended the shareholders' meeting in person and disclosed
the attendance list in the minutes?
More than half of the directors (including at
least one independent director) and the
convener of the audit committee have attended
the shareholders' meeting in person in 2021
1.15
Has the Company established and disclosed on the
Company's website the internal rules and practices that
prohibit insiders such as directors or employees from
using information that is not available in the market to
make profits?
Relevant information has been disclosed on the
Company'swebsite.
2.2
Has the Company established a policy on diversity of
board members and disclosed the specific management
objectives and implementation of the diversity policy on
the Company's website and annual report?
Relevant information has been disclosed on the
Company'swebsite.
2.6
Does the Company's Board of Directors include at least
one female director?
2021 full director re-election, with one female
director nominated andelectedby shareholders.
2.15
Does the Company disclose the communication between
the independent directors and internal auditors and
accountants (e.g. the manner, matters and results of
communication regarding the Company's financial reports
and financial operations) on the Company's website?
Relevant information has been disclosed on the
Company'swebsite.
2.27
Does the company have an intellectual property
management plan that is linked to its operational
objectives, and disclose the implementation status on the
company's website or annual report, and report to the
board of directors at least once a year? If the company has
obtained the Taiwan Intellectual Property Management
System (TIPS) or similar intellectual property
management system certification, an additional point will
be added to the total score.
1. Relevant information was disclosed on the
Company's website and annual report, and
reported to the Board of Directors on October
27, 2021.
2. The Company passed the certification of
Taiwan Intellectual Property Management
System (TIPS) in October 2020 and the
certificate is valid until December 31, 2022.
2.30
Does at least one of the company's internal auditors have a
certificate of certification as an international internal
auditor, international computer auditor or certified public
accountant?
2021 years at least one of our internal auditors
has a relevant license.
3.6
Does the company disclose the interim financial report in
English within two months after the deadline for filing the
interim financial report in Chinese?
2021 years of English financial reportswere
filed within two monthsafterthe Chinese
financial report filing deadline.
(II) Outstanding improvement priorities for the Company's 2021 Annual Eighth Annual Corporate Governance Review.
Title
Indicator Title
Improvement situation
2.8
Does the company have at least two independent directors
who have served no more than three consecutive terms?
In accordance with the "Corporate Governance
3.0 - A Blueprint for Sustainable
Development", the Company will identify
suitable independent directors before the next
boardelection (23rd in2024) and has planned to
upgrade the level of the risk management
organization to meet the schedule.
2.22
Has the company established risk management policies and
procedures approved by the board of directors, disclosed
the risk management areas, organizational structure, and its
operation, and reported to the board of directors at least
once a year?
3.20
Is the company invited to hold at least two corporate
meetings, and are the first and last corporate meetings of
theyear under review held more than three months apart?
The Companyplansto increase the number of
corporate meetings each year.
Title Indicator Title Improvement situation
1.3 Has more than half of the directors (including at least one
independent director) and the convener of the audit
committee (or at least one supervisor) of the Company
attended the shareholders' meeting in person and disclosed
the attendance list in the minutes?
More than half of the directors (including at
least one independent director) and the
convener of the audit committee have attended
the shareholders' meeting in person in 2021
1.15 Has the Company established and disclosed on the
Company's website the internal rules and practices that
prohibit insiders such as directors or employees from
using information that is not available in the market to
make profits?
Relevant information has been disclosed on the
Company'swebsite.
2.2 Has the Company established a policy on diversity of
board members and disclosed the specific management
objectives and implementation of the diversity policy on
the Company's website and annual report?
Relevant information has been disclosed on the
Company'swebsite.
2.6 Does the Company's Board of Directors include at least
one female director?
2021 full director re-election, with one female
director nominated andelectedby shareholders.
2.15 Does the Company disclose the communication between
the independent directors and internal auditors and
accountants (e.g. the manner, matters and results of
communication regarding the Company's financial reports
and financial operations) on the Company's website?
Relevant information has been disclosed on the
Company'swebsite.
2.27 Does the company have an intellectual property
management plan that is linked to its operational
objectives, and disclose the implementation status on the
company's website or annual report, and report to the
board of directors at least once a year? If the company has
obtained the Taiwan Intellectual Property Management
System (TIPS) or similar intellectual property
management system certification, an additional point will
be added to the total score.
1. Relevant information was disclosed on the
Company's website and annual report, and
reported to the Board of Directors on October
27, 2021.
2. The Company passed the certification of
Taiwan Intellectual Property Management
System (TIPS) in October 2020 and the
certificate is valid until December 31, 2022.
2.30 Does at least one of the company's internal auditors have a
certificate of certification as an international internal
auditor, international computer auditor or certified public
accountant?
2021 years at least one of our internal auditors
has a relevant license.
3.6 Does the company disclose the interim financial report in
English within two months after the deadline for filing the
interim financial report in Chinese?
2021 years of English financial reportswere
filed within two monthsafterthe Chinese
financial report filing deadline.

Note 1: Reasons for checks of "Yes" or "No" of status should be specified in "Summary Description" column. Note 2: 2021 Board of Director Performance Evaluation as follows:

  • 71 -

2021 Board of Directors Performance Evaluation

According to the Company's performance evaluation practice for the board of directors, an external professional independent organization or a team of external experts and scholars shall conduct the evaluation at least once every three years, and the internal board of directors performance evaluation shall be conducted once a year.

External evaluation: On December 14, 2021, the "Taiwan Corporate Governance Association" was entrusted to carry out the performance evaluation of the board of directors. The general comments and recommendations of the external evaluation report on the performance of the board of directors in 2021 and the implementation of the expected improvement have been submitted to the 12th meeting of the 22nd session of board of directors on March 14, 2022. The evaluation scope includes the following eight major aspects: composition of the board of directors, guidance of the board of directors, authorization of the board of directors, supervision of the board of directors, communication of the board of directors, internal control and risk management, self-discipline of the board of directors and other aspects such as board meetings and support systems.

The company has strengthened many of the recommendations in the previous evaluation report, which shows its ambition to pursue the improvement of the efficiency of the board of directors. According to the two major business axes (petrochemical and land development), the company has appointed professional independent directors, and extended female directors to reflect the diversity gender of the board of directors and the company relatively emphasize on ESG-related issues. In addition to setting up a sustainable development committee to promote related issues, it is specifically included in the manager's key performance indicators and salary remuneration system.

Suggestions: The company will refer to the "Corporate Governance 3.0-Sustainable Development Blueprint" plan issued by the Financial Supervisory Commission. The term of independent directors has reached three terms, the planning and consideration of future candidates, and the promotion of the risk management organization to the board level will help the board of directors to strengthen supervision of various major risk issues. In addition, it is considered that independent directors can simultaneously receive the report content to protect the rights and interests of stakeholders.

Estimated implementation matters: The Company has, in accordance with the "Corporate Governance 3.0-Sustainable Development Blueprint", will search for suitable candidates for independent directors before the next election (the 23rd session in 2024). In addition, the Company has planned to upgrade the organizational level of risk management to meet the schedule The company has set up a reporting mailbox to allow independent directors to obtain information.

Internal evaluation: The company has carried out the 2021 internal evaluation of the performance of the board of directors. After collecting the statistical performance evaluation self-evaluation questionnaire, the scope includes the entire board of directors, director members, audit committee and remuneration committee.

Indicators for Self-Evaluation Results
Board of
Directors
5 major aspects, 45 topics, including participation in the operation of
the Company, improvement of the quality of the Board of Directors’
decision making, Composition and structure of the Board of
Directors, Election and continuing education of the directors and
Internal Control.
The overall
evaluation result of
the board of directors
in 2021 is acceptable.
Board
Members
6 major aspects, 23 topics, including Alignment of the goals and
missions of the Company, Awareness of the duties of a director,
Participation in the operation of the Company, Management of
internal relationships and communication, The director’s
professionalism and continuing education and Internal Control.
The overall
evaluation result of
the Board Members
in 2021 is acceptable.
Audit
Committee
5 major aspects, 22 topics, including Participation in the operation of
the Company, Awareness of the duties of the Audit Committee,
Improvement ofqualityof decisions made bythe Audit Committee,
The overall
evaluation result of
the Audit Committee
  • 72 -
Indicators for Self-Evaluation Results
Makeup of the Audit Committee and election of its members and
Internal Control.
in 2021 is good.
Remuneration
Committee
4 major aspects, 18 topics, including Participation in the operation of
the Company, Awareness of the duties of the Remuneration
Committee, Improvement of quality of decisions made by the
Remuneration Committee and Makeup of the Remuneration
Committee and election of its members.
The overall
evaluation result of
the Remuneration
Committee in 2021 is
good.

Note 3: Independent CPA Evaluation Items

(1) Evaluated Personnel:KPMG Certified Public Accountants, Melody Chen & Vincent Wu and Team, as follows:

and Team,as follows:
Item Indicators Standard Results
1 The accountant has no direct or significant indirect
financial interest with the Company.
Whether there is no
interested person
2 The accountant has no inappropriate interests with the
Company.
Whether there is no
inappropriate interest
3 The accountant has no close business relationship with the
Company, such as gaining commissions related to the
business or establishing a potential employment
relationship.
Whether there is no
interested person
4 Whether the members of the audit service team have served
as the Company's directors, managers or other positions that
have a significant impact on visa cases in the past two
years.
Whether there is no
interested person
5 Non-audit services provided by the accountant have no
important items that directly affect the visa cases.
Whether there is no
interested person
6 The accountant holds shares of the Company. Whether there is no
shareholding.
7 There is no loan between the accountant and the Company. Whether there is no
interested person
8 Whether the term of the principal and deputy accountant
exceeds seven consecutive years.
Whether there is no
exceeding.
9 The accountant has no contingent expenses related to the
Company's examination cases.
Whether there is no
interested person
10 There is no financing or guarantee between the accountant
and the Company.
Whether there is no
interested person
11 No publicity or intermediary of stocks or other securities
issued by the Company.
Whether there is no
interested person
12 No defense of legal cases or other disputes with the third
parties on behalf of the Company.
Whether there is no
interested person
13 There is no kinship relationship with the Company's
directors, supervisors, or personnel who have a significant
influence on the visa case.
Whether there is no
interested person
14 No unloading of a joint certified public accountant within
one year as a director, supervisor or manager of the
Company or a position that has a significant influence on a
visa case.
Whether there is no
interested person
15 No acceptance of gifts or special offers of great value from
the Company directors, supervisors, managers or major
shareholders.
Whether there is no
interested person
16 The Company has no threat to appoint or renew the
accountant of visa case.
Whether there is no
interested person
17 The Company obtained an independent statement issued by
the accountant.
Whether getting.
  • 73 -

(2) Evaluated Personnel:PwC Certified Public Accountants, Alvis Lin and Team, as follows:

Item Indicators Standard Results
1 The accountant has no direct or significant indirect financial
interest with the Company.
Whether there is no
interested person
2 The accountant has no inappropriate interests with the
Company.
Whether there is no
inappropriate interest
3 The accountant has no close business relationship with the
Company, such as gaining commissions related to the business
or establishing a potential employment relationship.
Whether there is no
interested person
4 Whether the members of the audit service team have served as
the Company's directors, managers or other positions that have
a significant impact on visa cases in the past two years.
Whether there is no
interested person
5 Non-audit services provided by the accountant have no
important items that directly affect the visa cases.
Whether there is no
interested person
6 The accountant holds shares of the Company. Whether there is no
shareholding.
7 There is no loan between the accountant and the Company. Whether there is no
interested person
8 Whether the term of the principal and deputy accountant
exceeds seven consecutive years.
Whether there is no
exceeding.
9 The accountant has no contingent expenses related to the
Company's examination cases.
Whether there is no
interested person
10 There is no financing or guarantee between the accountant and
the Company.
Whether there is no
interested person
11 No publicity or intermediary of stocks or other securities
issued by the Company.
Whether there is no
interested person
12 No defense of legal cases or other disputes with the third
parties on behalf of the Company.
Whether there is no
interested person
13 There is no kinship relationship with the Company's directors,
supervisors, or personnel who have a significant influence on
the visa case.
Whether there is no
interested person
14 No unloading of a joint certified public accountant within one
year as a director, supervisor or manager of the Company or a
position that has a significant influence on a visa case.
Whether there is no
interested person
15 No acceptance of gifts or special offers of great value from the
Company directors, supervisors, managers or major
shareholders.
Whether there is no
interested person
16 The Company has no threat to appoint or renew the accountant
of visa case.
Whether there is no
interested person
17 The Company obtained an independent statement issued by the
accountant.
Whether getting.
  • 74 -

(IV) disclosure of establishment, functions, and operations of Remuneration Committee, if any:

(1) Information on the Members of the Remuneration Committee

Title
(Note 1)
Qualifications
Name
Meets One of the Following Professional
Qualification Requirements, Together
with at Least Five Years' Working
Experience (note 2)

Status of independence (Note 3)
Number of
public
companies
where the person
holds the title as
Remuneration
Committee
member


Remark
Independent
Director

Yun-Peng Chu
Please refer to the section in this annual report
on Director’s Professional Qualifications and
Independence disclosures (page 25~30)
(1) Non-employees of the company or its affiliates.
(2) Non-directors and supervisors of the company or its
affiliates.
(3) Others than themselves and their spouses, minor
children, or natural person shareholders who hold
more than 1% of the company's total issued shares or
hold the top ten shares in the name of others.
(4) who is not the managers listed in (1) or Spouses,
relatives within the second degree of kinship or lineal
blood relatives within the third degree of kinship, or
the persons listed in (2) and (3).
(5) who is not the director directly holding 5% or more of
the total issued shares of the company, whose
shareholding ranks top 5 in accordance with Paragraph
1 or Paragraph 2 of Article 27 of the Company Act or
who serve as a director or supervisor or employee of
the supervisor.
(6) who is not the director, supervisor or employee of
other companies which are controlled by the same
person with more than half of the shares with voting
rights.
(7) who is not the same person of the Company’s
chairman, general manager or equivalent position; or
the spouses of another company or institution as the
director, supervisor or employee
(8) who is not the directors, supervisors, managers or
shareholders holding more than 5% of the shares of
specific companies or institutions that have financial
or business dealings with the Company.
(9) who is not the relevant service professionals including
legal, financial, accounting whose auditing or
acquisition remuneration Less than NT$ 0.5 millions
in the latest 2 years from the Company or its affiliates,
sole proprietors, partnerships, Business owners,
partners, directors, supervisors, manager officers and
spouses thereof.
(10) None of the conditions in Article 30 of the Company
Act.

None
Convenor
(4thsession
and
reappointe
d at 5th
session)
Independent
Director

Wen-Yen Pan
Please refer to the section in this annual report
on Director’s Professional Qualifications and
Independence disclosures(page 25~30)
Same as above None Reappointe
d at 5th
session
Others Sung-Yong Chen
Who holds MBA from Commonwealth
University with decades of extensive
industry experience. Had ever served as
the Chairman of Taiwan Rainbow
Merchandise Corp and the executive
council member of the Taiwan Computer
Association. Also the founder of KYE
Systems Corp. who successfully led the
Company’s public listing on the Taiwan
Stock Exchange.
Same as above None Reappointe
d at 5th
session
  • 75 -

  • (II) Functions of the Remuneration Committee:

  • Periodically reviewing the Remuneration Committee Charter and making recommendations for amendments.

  • Establishing and periodically reviewing the performance assessment standards, annual and long-term performance goals, and the policies, systems, standards, and structure for the compensation of the directors, supervisors, and managerial officers of this Corporation, and disclose the contents of the performance assessment standards in the annual report.

  • Periodically assessing the degree to which performance goals for the directors, supervisors, and managerial officers of this Corporation have been achieved, setting the types and amounts of their individual compensation based on the results of the reviews conducted in accordance with the performance assessment standards.

The Remuneration Committee shall perform the functions referred to in the preceding paragraph in the following manners:

  1. Ensuring that the compensation arrangements of this Corporation comply with applicable laws and regulations and are sufficient to recruit outstanding talent.

  2. Performance assessments and compensation levels of directors, supervisors, and managerial officers shall take into account the general pay levels in the industry, individual performance assessment results, the time spent by the individual and their responsibilities, the extent of goal achievement, their performance in other positions, and the compensation paid to employees holding equivalent positions in recent years. Also to be evaluated are the reasonableness of the correlation between the individual's performance and this Corporation's operational performance and future risk exposure, with respect to the achievement of short-term and long-term business goals and the financial position of this Corporation.

  3. There shall be no incentive for the directors or managerial officers to pursue compensation by engaging in activities that exceed the tolerable risk level of this Corporation.

  4. For directors and senior managerial officers, the percentage of remuneration to be distributed based on their short-term performance and the time for payment of any variable compensation shall be decided with regard to the characteristics of the industry and the nature of this Corporation's business.

  5. Reasonableness shall be taken into account when the contents and amounts of the compensation of the directors, supervisors, and managerial officers are set. It is not advisable for decisions on the compensation of the directors, supervisors, and managerial officers to run contrary to financial performance to a material extent. It is not advisable for said compensation to be higher than that in the preceding year in the event of a material decline in profits or of long-term losses. If it is still higher than that in the preceding year, the reasonableness shall be explained in the annual report and reported at a shareholders' meeting.

  6. No member of the Committee may participate in discussion and voting when the Committee is deciding on that member's individual compensation.

(III) Information about Remuneration Committee Members:

  1. The Company's Remuneration Committee consists of 3 members.

Current term of office: The 4[th] session of remuneration committee term of office commences from June 28, 2018 until July 1[st] , 2021 (at the same time when the term of office of the board member of the 21st term dues). The 5[th] session of remuneration committee term of office commences from July 26, 2021 until July 1[st] , 2024 (at the same

  • 76 -

time when the term of office of the board member of the 22[nd] term dues) The Remuneration Committee held 5 meetings consolidated 4[th] and 5[th] session (A) in 2021, and the attendance of the Committee members is summarized as follows:

Title Name Actual
attendance
(B)
Attendance by
proxy

Attendance Rate
(%)
(B/A) (Note)
Remark
Convenor Yun-Peng Chu
5
0 100 Elected as the 5th session of Convenor on July
26th,2021
Member Sung-Yong
Chen
5 0 100 Reappointed as 5thsession members by
resolutiononJuly26th,2021
Member Wen-Yen Pan 5 0 100 Reappointed as 5thsession members by
resolutiononJuly26th,2021

Other notes:

I. If the Board of Directors does not adopt, or amends, the Remuneration Committee's suggestions, please specify the meeting date, term, contents of motion, resolution of the Board of Directors, and the Company's handling of the Remuneration Committee's opinions (If the remuneration ratified by the Board of Directors is superior to that suggested by the Remuneration Committee, please specify the deviation and reasons thereof): None

II. For resolution(s) made by the Remuneration Committee with the Committee members voicing opposing or qualified opinions on the record or in writing, please state the meeting date, term, contents of motion, and opinions of all members and the Company's handling of said opinions: None.

III. Remuneration committee meetings held in the last year, session, discussion item, decisions, and remuneration committee member comments.

Title Name Actual
attendance
(B)
Attendance by
proxy

Attendance Rate
(%)
(B/A) (Note)
Remark
Convenor Yun-Peng Chu
5
0 100 Elected as the 5th session of Convenor on July
26th,2021
Member Sung-Yong
Chen
5 0 100 Reappointed as 5thsession members by
resolutiononJuly26th,2021
Member Wen-Yen Pan 5 0 100 Reappointed as 5thsession members by
resolutiononJuly26th,2021
Other notes:
I. If the Board of Directors does not adopt, or amends, the Remuneration Committee's suggestions, please specify the meeting
date, term, contents of motion, resolution of the Board of Directors, and the Company's handling of the Remuneration
Committee's opinions (If the remuneration ratified by the Board of Directors is superior to that suggested by the
Remuneration Committee, please specify the deviation and reasons thereof): None
II. For resolution(s) made by the Remuneration Committee with the Committee members voicing opposing or qualified
opinions on the record or in writing, please state the meeting date, term, contents of motion, and opinions of all members
and the Company's handling of said opinions: None.
III. Remuneration committee meetings held in the last year, session, discussion item, decisions, and remuneration committee
membercomments.
Remuneration
Committee
Proposal content and subsequent treatment
Resolution
The Company's
treatment of the
Remuneration
Committee's
opinion
17thof 4th
session meeting
2021.03.23
I.
2020 remuneration distribution of the directors.
II. 2020 remuneration distribution of the employee.
Approval
Submitted to the
board and get the
approval
18thof 4th
sessionmeeting
2021.04.12
I. Severance pay of dismissing the appointed manager Mr. Xu
II. Remuneration adjustment of the Company's general manager,
Mr. Yu, concurrently serves as the general manager and legal
representative of Jiangsu Weiming Petrochemical Company, a
subsidiary in mainland China.
III. The contract renewal remuneration of Mr. Jian, manager of the
joint procurement department of the Company's administrative
resources department.
Approval
Submitted to the
board and get the
approval
19thof 4th
sessionmeeting
2021.06.16
I. The Consolation money of Director Mr. Guo.
II. Remuneration of Mr. Wang, senior commissioner of the
general manager office of the Company, served as the manager
of the raw material procurement department of the Ministry of
Commerce and signed an appointment contract
III. Staying without pay of Mr. Chen, vice president of the
petrochemical production department of the Company and
settlement his service years under the old system.
IV. The pension of Mr. Jia, Special Assistant to the Chairman's
Office of the Company.
V. The Company's Appointment Manager Performance Bonus
PaymentintheFirst Quarterof 2021.
Approval
Submitted to the
board and get the
approval
1stof 5th session
meeting
2021.08.13
I. To formulate the Company's practices of " Share Subscription
by Employee via Cash Capital Increase ".
II. The remuneration of Mr. Chen, the 22nd Chairman of the
Company.
III. The remuneration of Mr. Bai, the 22nd Vice Chairman of the
Company.
IV. Remuneration proposal for the 22nd session of the Company's
independent directors.
V. Remuneration proposal for the 22nd session of directors
(excluding independent directors) of the Company.
VI. The remuneration of re-employment of Mr. Shen, the
Company's top consultant.
Approval
Submitted to the
board and get the
approval
  • 77 -
Remuneration
Committee
Proposal content and subsequent treatment Resolution The Company's
treatment of the
Remuneration
Committee's
opinion
VII. The remuneration of contract renewal of Mr. Peiyujun,
Yang, the manager of the Share service office of the Board of
Directors of the Company
VIII. The patent application bonus of the Company’s appointed a
manager
IX. Remuneration of Mr. Lin who is the Company's petrochemical
production department overseas production department
assistant manager
X. The Company's performance bonus distribution for appointed
managers in the second quarter of 2021.
XI. The remuneration adjustment of Mr. Li, the assistant manager
of the overseas production department of the petrochemical
production department of the company, was appointed as the
executive vice president of the subsidiary Jiangsu Weiming
Petrochemical Company
XII. Special allowance adjustment for Mr. Gao, who is acting the
executive vice president of petrochemical production
department of the Company
Special allowance adjustment for Mr. Yang, who is acting vice
president of the administrative resources department of the
Company and Mr. Jian who is the manager of the occupational
healthand safety center

2ndof 5th session
meeting
2021.11.10

I. The severance payment of Mr. Liu, Executive vice president of
Land Development Department of the Company, and Mr.
Wang, Associate Manager of Land Development Department.
II. The annual salary difference of Mr. Li, the assistant manager
of the overseas production department of the petrochemical
production department of the Company.
III. Salary adjustment of the Company's appointed managers in
2021.
IV. The Company's Appointment Manager Performance Bonus
PaymentintheThird Quarterof 2021.

Approval
Submitted to the
board and get the
approval

Note:

(1) Where a committee member may be relieved from duties before the end of the fiscal year, please specify the date of his/her discharge in the `Remarks" Section. His/her actual attendance rate (%) to the committee meeting shall be calculated based on the number of meetings called and actual number of meetings he/she attended, during his/her term of office.

(2) Where an election may be held for filling the vacancies of committee member before the end of the fiscal year, please list out both the new and the discharged committee members and specify if they are former members or newly elected, re-elected, and the date of the reelection. Their actual attendance rate (%) to committee meetings shall be calculated based on the number of meetings called and the actual number of meetings they attended, during the term of office.

  • 78 -

(V) promotion of Implementation of Sustainable Development and Deviation from the Sustainable Development Best-Practice Principles for the TWSE/GTSM Listed Companies and reasons thereof:

Assessment Item Assessment Item Status(Note 1) Status(Note 1) Status(Note 1) Deviation from the
Corporate Social
Responsibility
Best-Practice Principles
for the TWSE/GTSM
Listed Companies, and
reasons thereof
Yes No Summary Description (Note 2)
I.
Does the company establish a
governance structure to promote
sustainable development, and set
up a dedicated (concurrently)
unit to promote sustainable
development, which is
authorized by the board of
directors to handle senior
management, and supervised by
the board of directors?


V
The company established the Corporate Social
Responsibility Committee in September 2013, and
upgraded it to the Sustainable Development Committee
in December 2021. The chairman serves as the chief, the
general manager serves as the executive member, and
four senior executives respectively supervise the
promotion of corporate sustainability development
related programs for four major aspects.
The ESG executive secretariat was established, and the
Occupational Safety and Environmental Protection
Center and the Corporate Relations Office of the Finance
Department were jointly responsible for the
implementation and promotion of relevant affairs of the
committee, and on December 29 2021, reported to the
board of directors on the achievements and future
direction of sustainable development and corporate
social responsibility in 2020-2021(Note 4). Relevant
operation and implementation situation are disclosed in
the section on the implementation effectiveness of the
Sustainability Development Committee below, as well
as in the Company's sustainability report and official
website.


No deviation
II.
Does the company conduct risk
assessments on environmental,
social and corporate governance
issues related to company
operations in accordance with
the principle of materiality, and
formulate relevant risk
management policies or
strategies?

V
The risks faced by enterprises are becoming more and
more diverse and complex. With the convenience of
globalization and the threat of climate change, enterprise
risk management should not only focus on
non-systematic risks, but also face up to many systemic
risks. The company has established a systematic risk
response policy and process in accordance with the
materiality principle and ISO 31000 risk management
standards and guidelines in 2019, and identified 26 risk
issues in 5 major aspects, and invited the heads of
various departments to discuss risk response and
management. In the future, expecting to set up a
dedicated organization "Risk Management Committee"
to comprehensively grasp and manage risks that have a
significant impact on business operations and
profitability in a systematic way. In addition, the
company pays more attention to climate risks. In 2019, it
followed the four disclosure frameworks of TCFD to
identify and manage climate change transition risks and
physical risks, and conduct financial impact assessments
for high risk factors as a reference for company
decision-making.


No deviation
III.
Environme
ntal issues
(I) Has the Company
established
environmental
policies suitable for
the Company's
industrial
characteristics?

V
The Company's environmental management system is
established in accordance with the International
Organization for Standardization's ISO 14001 standard,
and passed the verification by a notary third unit such as
the Metal Industries Research & Development Center,
ADNOE Asia and the British Standards Institution. The
Company also keeps abreast of environmental
management trends and issues related to the chemical
industry through international information disclosure
standards (e.g., GRI, SASB) and international
assessments(CDP,S&P Global CSA).
No deviation
  • 79 -
Assessment Item Assessment Item Status(Note 1) Status(Note 1) Status(Note 1) Deviation from the
Corporate Social
Responsibility
Best-Practice Principles
for the TWSE/GTSM
Listed Companies, and
reasons thereof
Yes No Summary Description (Note 2)
(II) Does the Company
endeavor to
promote the
efficient use of
available resources,
and the use of
environmental-frie
ndly materials

V
The Company promotes green procurement and reduces
the environmental footprint of its operations by
purchasing products with energy-saving, water-saving
and environmental labels. In terms of production, the
Company implemented a number of energy, carbon,
water and waste reduction projects every year to
improve production efficiency and continuously reduce
energy consumption per unit of product and resource. In
recent years, the Company has actively invested in the
research of biomaterials, product recycling and
biodegradable products. In the future, the Company will
gradually increase the proportion of recycled and
environmentally friendly materials and products for the
transformation into a low-carbon economy.
No deviation
(III) Does the
Company assess
potential risks and
opportunities
associated with
climate change,
and undertake
relevant measures
in response to
climate issues?


V
1. In order to understand the potential opportunities and
risks of climate change for the Company, and to
respond to the international sustainable trends of
disclosing financial information related to climate
change, in 2019, the Executive Secretariat of the CSR
Committee is responsible for analyzing risks and
opportunities related to climate change, and using the
Task Force on Climate‐related Financial Disclosures
(TCFD) to identify major climate change risks and
opportunities for CPDC.According to the future
regulatory requirements of carbon tax or carbon fee, to
evaluate the impact and the cost to be invested.
2. Based on the risk list, relevant international research
reports, industry characteristics and benchmark
analysis recommended by TCFD, the Company
established a climate risk list, in which transition risks
include policies and regulations, technology, market,
and commercial reputation; physical risks include
acute and chronic climate risks. Upon completion of
the list, according to the degree of potential impact,
potential vulnerability, and incidence rate of risks, we
evaluated these threefold directions, listing climate
change risk into high, medium, and low ratings.
The method of classification mainly refers to three
calculated risk values and their distribution positions
in the risk matrix.
3. The biggest climate change risk the Company faced is
the threat of substitution of green products; followed
by the increasing costs of greenhouse gas emissions,
and the drought caused by changes in rainfall patterns.
In response to these risks, the Company will continue
to research and develop high-value products, increase
green awareness of products by reducing carbon
emissions and conserving energy, and promote
water-saving and recycling programs of reclaimed
water to constantly move toward the year of 2050 goal
of zero waste water. Please refer to the Company's
sustainable development report or official website.

No deviation

  • 80 -
Assessment Item Assessment Item Status(Note 1) Status(Note 1) Status(Note 1) Deviation from the
Corporate Social
Responsibility
Best-Practice Principles
for the TWSE/GTSM
Listed Companies, and
reasons thereof
Yes No Summary Description (Note 2)
(IV) Does the
Company collect
data for
greenhouse gas
emissions, water
usage and waste
quantity in the
past two years,
and set
greenhouse gas
emissions
reduction, water
usage reduction
and other waste
management
policies?
V For the Company's annual results, status of
environmental goals and related data of greenhouse gas
emissions, water resources management and waste
reduction due to climate change, the Company discloses
them in the Environmental Sustainability Chapter of
Sustainability report every year. In response to climate
change, the Company has established an energy-saving
and carbon-reduction team in 2005, and set up the goal
of 2% for annual energy-saving, carbon-reduction, and
water-saving. The Company holds an energy-saving and
carbon-reduction meeting every quarter, reports and
reviews the progress and achievement of each plant's
reduction project, and collects relevant domestic and
overseas information, so as to assess the trends and plan
the Company's overall future strategic plan.
No deviation
IV. Social
issues
(I) Does the
Company set
policies and
procedures in
compliance with
regulations and
internationally
recognized human
rights principles?

V
Each operating base of the Company strictly abides by
local laws and labor orders, establishes various internal
standards, contributes to creating a workplace
environment that protects human rights, and respects the
basic rights of formal employees, contract workers,
temporary staff, and interns. At the same time, all
cooperating manufacturers are required to sign the
supplier's corporate social responsibility agreement and
follow the regulation of human rights and labor, so as to
make the Company and its partners have a consistent
commitment.
In response to the operating characteristics of the
petrochemical industry, the Company pays attention to
the following human rights issues and proposes
corresponding policies to implement the emphasis on
human rights:
I. Respect workplace human rights.
II. Provide a safe and healthy working environment.
III. Prohibit child labor, and reasonable working hours.
IV. Support employees to organize labor unions and
maintain the labor-management communication
channels.
V. Periodically review relevant human rights systems
and actions.
In 2020, the Company promulgated the CPDC Human
Rights Policy in accordance with international human
rights standards, which was published on its official
website. In addition, the Company conducted a human
rights due diligence in the same year to keep track of the
high-risk human rights issues within the Company. The
results were submitted to the Human Resources
Department and the Environmental Department for
follow-upand management.
No deviation
  • 81 -
Assessment Item Assessment Item Status(Note 1) Status(Note 1) Status(Note 1) Deviation from the
Corporate Social
Responsibility
Best-Practice Principles
for the TWSE/GTSM
Listed Companies, and
reasons thereof
Yes No Summary Description (Note 2)
(II) Has the Company
formulated and
implemented
reasonable
employee welfare
measures
(including
remuneration, rest
and annual leave,
and other
benefits), and
appropriately
reflected the
operating
performance or
achievements in
the employee
remuneration?



V
1. According to the Article 32 of the Articles of
Incorporation, if the Company has earnings, it shall
set aside 3% of the balance as remuneration to the
employees.
2. According to the Company's "Regulations of
Distributing Rewards" and taking into account the
performance of each business unit and individual,
after being approved by the responsible supervisor,
the Company will give reasonable compensation to
employees.
3. The Company regularly participates in international
market salary surveys to adjust salary levels and
provide competitive salary in the market; adjusts
salary based on the operations of Company, price
index, economic growth rate and individual
performance, etc.
4. For the measures and implementation status of the
Company's employee welfare, please refer to the
labor-management relations in "Five. Operations
Overview".
No deviation
(III) Does the
Company provide
employees with a
safe and healthy
working
environment, with
regular safety and
health training?



V
1. In accordance with ISO 45001 Occupational Safety
and Health Management System implemented by the
Occupational Safety Administration, the Company
established a safety and health management system
and passed the verification by a notary third unit
(such as the Metal Industries Research &
Development Center, AFNOR Asia, etc.)
2. The Company provides employees with a safe and
healthy working environment, regularly implements
safety and health education for employees, and
provides health care services plans for employees,
including special occupational medical specialists,
doctors specializing in labor health services, and
employment of nursing staff specializing in labor
health services to handle the health service in the
factory. The Company promotes various health
promotion and health management. The factory area
has a medical room; each site has simple ambulance
facilities; the headquarter and each plants all have
AED (Automated External Defibrillator) equipment.
The Company also arranges annual health
examinations for all employees and provides relevant
health guidance and health education.
3. The plant has been promoting Process Safety
Management (PSM) since 2016, in the hope of
achieving process safety, stable production, and
protecting our employees from negligence on the
manufacturing process that could cause major
disasters such as fire, explosion, and leakage, and
establishing a safety culture in the Company.
4. The plant conducts regular and irregular drills to
enhance employees' self-protection awareness and
abilityto adapt to disasters.
No deviation
  • 82 -
Assessment Item Assessment Item Status(Note 1) Status(Note 1) Status(Note 1) Deviation from the
Corporate Social
Responsibility
Best-Practice Principles
for the TWSE/GTSM
Listed Companies, and
reasons thereof
Yes No Summary Description (Note 2)
(IV) Has the Company
established
effective career
development
training programs
for its employees?


V
The Company has set up a training plan for the
professional development of employees, which
systematically provides career development training for
employees at all levels. By means of internal training,
hiring external lecturers, implementing external training,
job rotation, and duty delegation, the Company is able to
cultivate versatile employees, and effectively teach and
enhanceprofessional and technical skills.


No deviation
(V) Has the Company
complied with
laws and
international
standards with
respect to
customers' health,
safety and
privacy,
marketing and
labeling issues in
all products and
services offered,
and implemented
consumer or
customer
protection
policies and
complaint
procedures?

V
1. The Company has set up the "Operating Procedures
for Handling After-Sales Service and Customers'
Complaint" to track and ensure that the quality of
products meets customers' needs and maintain
customer relations. A satisfaction survey is sent out to
customers at the end of every year to obtain feedback
on product quality, shipping situation, after-sales
service and product image. We communicate with the
customer to determine what improvements should be
made for any areas that score below 70. We then
review and develop strategies for improving product
quality and services. We also provide customer
complaint channels, and establish internal procedures
for handling customer complaints and improvement to
ensure that customers' opinions can be included in the
review and actually improved. In 2021, CPDC
received no customer complaint cases related to
quality management improvement, and all
improvements have been completed after thorough
communication with customers. The Company has
never received any complaint from customers in 2021
2. The Company's products are all marked in accordance
with relevant regulations and international standards.


No deviation
(VI) Has the Company
implemented a
supplier
management
policy that
regulates
suppliers'
conducts with
respect to
environmental
protection,
occupational
safety and health
or work
rights/human
rights issues, and
tracked suppliers'
performance on a
regular basis?

V
1. All the Company's main supplier contracts complying
with local laws and regulations is the most basic
condition; all suppliers must comply with local laws
and regulations on corporate governance,
environmental protection, and labor and human rights.
The Company promotes the suppliers to sign the
"Suppliers' Corporate Social Responsibility
Agreement", incorporates the suppliers' CSR agreement
into the contracts, and expects the suppliers to accept,
implement and assist the principles of "Environmental,
Social, Governance" (ESG). All suppliers who have
signed contracts with the Company after July 2016 have
also signed the suppliers' corporate social responsibility
agreement, with a signing rate of 100%. After the stage
of work covers all target suppliers, the Company will
gradually deepen management through regular and
irregular assessments or on-site audits.
2. In 2019, the Company implemented a supply chain
sustainability risk assessment project to understand the
performance of major suppliers in the five major areas,
including labor rights, ethics and integrity,
environmental protection, occupational safety and
health, and sustainability management and disclosure.
In the future, the Company will continue to conduct the
assessment project. The Company will also classify the
suppliers by grading according to the evaluation results
and require them to make improvements in each ESG
aspect.


No deviation
  • 83 -
Assessment Item Status(Note 1) Status(Note 1) Status(Note 1) Deviation from the
Corporate Social
Responsibility
Best-Practice Principles
for the TWSE/GTSM
Listed Companies, and
reasons thereof
Yes No Summary Description (Note 2)
V. Does the Company prepare
sustainability reports or any report
of non-financial information based
on international reporting standards
or guidelines? Are the
above-mentioned reports supported
by assurance or opinion of a
third-partycertifier?
V The Company published the first corporate social
responsibility report compiled with GRI Guidelines in
2013. The CSR report prepared thereafter refers to the
GRI Standards of the Global Reporting Initiative (GRI)
and the International IR Framework published by the
International Integrated Reporting Council, and obtains
the guarantee opinion of the third-party verification unit.
No deviation
VI. If the Company has established its own sustainable development guideline based on "Sustainable Development Best Practice
Principles for TWSE/GTSM Listed Companies", please describe any discrepancy between the principles and their
implementation:
The Sustainable Development Committee, in accordance with the Sustainable Development Best Practice Principles
and the Organizational Regulations of the Sustainable Development Committee, submits to the Board of Directors the
implementation plan for the next year's corporate sustainable development after discussion by the Sustainable Development
Committee at the end of each year, and regularly reports to the Board of Directors on the implementation results and
stakeholders' concerns at the end of the following year.
VII. Other important information to facilitate a better understanding of the Company's implementation of the sustainable
development:
"Community management that coexists with the local community" has always been the core of the Company's social care.
Adhering to the original intention of "Taken from society, Give back to society", we take the business base as the core and
incorporate the three aspects of "petrochemical professional education", "care for students from rural areas" and "elderly
care". We hope to take care of the groups at both ends of the pyramid through practical actions, and use our professional to
irrigate the young and middle-aged groups, so as to create an exclusive social welfare strategy for the Company. The main
contents of various social activities in 2021 are as follows:
CPDC sends love to rural school children in Christmas for 3 consecutive years
In 2021, CPDC held the 3rd "CPDC Charity Car" event on Christmas eve for two rural schools in Danei Elementary School
and Erxi Elementary School, in Danei District, Tainan City. Before the event, the Company asked what the children want for
gifts. The Company's employees then volunteered to purchase those gifts for the children. In addition, on 21 December, the
Company took these children from the remote areas of Tainan on a ride to CPDC site and Eminent Tourism Factory, and give
the collected gifts to the children, bringing them a warm and unforgettable Christmas.
Giveaway Together
In order to implement energy conservation and carbon reduction and respond to the climate action of the 13th goal of the
United Nations Sustainable Development Goals (SDGs), the second "General Mobilization of Gifts" will be held again in
2021. The company will promote and encourage colleagues to donate idle items, and then combine GC Donation Network's
"Share Carbon Reduction Action" service, through its material sorting and matching platform, forwards all the donations from
CPDC employee to social welfare groups in need across Taiwan. A total of 1,160 items were donated in this event, and the
whole Taiwan A total of 18 charitable organizations and schools benefited, and 1,214 people benefited
Promote the development of art and culture, sponsor the Sheen Chuen-Chi Cultural & Educational Foundation's"Rescue the
Historical Memory Bank of Relocation to Taiwan"project
CPDC regularly sponsors the foundation to carry out cultural development and cross-strait exchange projects every year. In
2021, it sponsored NT$20 million to support the project of "Rescue the Historical Memory Bank of Relocated Taiwan". The
specific implementation results include the audio and video records of the people relocated to Taiwan and the establishment of
a digital collection platform. , "My Family's Cross-Strait Story" touring exhibition, Dunhuang Culture and Art Exhibition, and
the construction of a film and television street in Yangzho.

Note 1: If Implementation Status is specified "Yes," please explain the key policies, strategies and measures taken and the current progress; if Implementation Status is specified "No," please provide reasons and explain any policy, strategy and measure plan for the future.

Note 2: If the Company has prepared a Sustainability report, Implementation Status may be completed by providing page references to the Sustainability report and appendixes instead.

Note 3: Materiality principle refers to environmental, social and corporate governance issues that are of material impact to the Company's investors and stakeholders.

  • 84 -

Note 4:

CPDC Sustainable Development Committee Structure

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External counselor
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  • 85 -

The main tasks of 4 major groups are as follows:

The main tasks of 4 major groups are as follows:
Group Job Title Description
• Coordinating the development and promotion of sustainable development vision
Corporate and strategy, disclosure of operational and financial risks and performance

Governance
• Procurement process and supply chain management, as well as stakeholder
Group
communication and other matters
• Market and customer analysis and investigation
• Promoting community feedback and social welfare activities, labor human rights
Community
and ethics
Relations
• Social compliance and information disclosure
Group
• Occupational Safety and Health
Environmental
• Manage energy and climate change related issues
Sustainability • Product quality control
Group • Pollutionremediation and environmental sustainability
Green Product

• Specialized in innovation R&D and green product development
Group

Implementation effectiveness of the CPDC sustainable development Committee in 2021

2021 CPDC Sustainable Development Committee Activities  Revise CPDC’s “Practice for Sustainable Development" in accordance with laws and regulations, upgrade CPDC's Corporate Social Responsibility Committee to "Sustainable Development Committee" according to the practices, and formulate organizational charter  Plan CPDC's sustainable development strategy blueprint 2.0, drive the implementation of ESG to move towards SDGs, structure 4 pillars and 8 aspects of sustainable development combining 12 SDGs, and deepen ESG in operational development  Set CPDC's year of 2050 net zero carbon emission target, and short, medium and long-term plans  The first female director was elected in 2021 shareholder meeting to improve the diversity of the board and continue to improve corporate governance  Completed the 2021 Sustainability Report, prepared in accordance with GRI standards and the Integrated Reporting (IR) framework for disclosing ESG information, and passed third-party verification.  Promote the company’s sustainable performance KPI system  The annual green procurement amount reached NT$4.2 million  The only chemical industry in Taiwan to be selected as a member of S&P Global's Sustainability Yearbook Member for two consecutive years (2021-2022), and the ranking in 2021 ranks 92 in the global industry percentile rating (PR), slightly better than 2020 (PR90)  Participated in the assessment of the International Carbon Disclosure Organization (CDP) for four consecutive years, and obtained a climate change management level (B-) in 2021; in 2021, it responded to the WDP self-assessment on water security for the first time, and obtained a management level (A-)  Recognized by 5 awards in the 2021 "Taiwan Corporate Sustainability Award (TCSA)": Sustainable Corporate Excellence Award, Sustainable Report Gold Award, Climate Leadership Award, Circular Economy Leadership Award, Water Resources Leadership Award  In 2021, the Dashe Plant will be awarded the "2021 Annual Water Conservation Award" by the Water Resources Administration of the Ministry of Economic Affairs, and will be awarded the Industrial Group Special Award and a bonus of NT$500,000  In 2021, Hsiaokang Factory was awarded the "Green Factory Label" by the Industrial Bureau of the Ministry of Economic Affairs  In 2021, Hsiaokang Plant will be awarded 2020 Annual "Bronze Award for Excellent Adoption

  • 86 -

Units in Air Quality Purification Zone" and "Bronze Award for Greenhouse Gas Reduction Competition for Public Institutions in Kaohsiung City" by the Environmental Protection Bureau of Kaohsiung City Government

  • Received "2021 Happy Enterprise Gold Award" by 1111 Job Bank in 2021

  • In 2021, Hsiaokang Factory was awarded the "2021 Five-Star Award for Excellent Occupational Safety and Health Unit" by the Ministry of Labor

  • In 2021, Hsiaokang Factory was awarded the "Sports Enterprise Certification" by the Sports Department of the Ministry of Education

  • In 2021, Hsiaokang Factory was awarded the "Healthy Workplace Certification - Health Promotion Mark" by the National Health Administration of the Ministry of Health and Welfare

  • 2022 Sustainable Development Committee Work Plan

  • Improve corporate governance: promote the corporate governance 3.0 blueprint, implement and promote the operation of ESG committee

  • Promote CPDC's sustainable performance KPI system to strengthen the connection between departmental performance and sustainable development

  • Execute the company's internal ESG education and training and the real value evaluation of the organizational enterprise

  • According to the TCFD climate risk identification results, select a high-risk climate factor for scenario analysis and impact quantification

  • Responding to the FSC regulations, information disclosure in accordance with the perpetual accounting standards board (SASB) chemical industry standards

  • Continue to participate in various domestic and foreign ESG assessments such as CSA (DJSI), CDP, TCSA, etc.

  • Continue to hold CSR activities, and incorporate environmental education issues such as understanding chemical industry, environmental symbiosis, energy conservation and carbon reduction into them

  • Continue to promote safety culture and start the campaign for zero disasters

  • Complete Indirect Greenhouse Gas Inventory Project (Scope 3)

  • 87 -

(VI) Corporate observance of ethical corporate management and deviation from the Ethical Corporate Management Best-Practice Principles for the TWSE/GTSM Listed Companies and reasons thereof:

reasons thereof: reasons thereof:
Assessment Item Status (Note1) Deviation from the Ethical
Corporate Management
Best-Practice Principles for the
TWSE/GTSM Listed
Companies, and reasons
thereof
Yes No
Summary Description
I. Enactment of
ethical
corporate
management
policy and
program
(I) Does the company
establish the ethical
corporate management
policies approved by the
Board of Directors and
declare its ethical
corporate management
policies and procedures
in its guidelines and
external documents, as
well as the commitment
from its Board to
implement the policies?
V The Company discloses and publishes the " CPDC
Guidelines of Codes of Ethical Conduct
", " CPDC Ethical Corporate Management Best
Practice Principles " and "CPDC Procedures for
Ethical Management and Guidelines for Conduct"
approved by the Board of Directors on its website,
which specifically regulates matters that directors,
managers and all staff shall pay attention to when
carrying out business. We actively implement and
ensure the policy of ethical corporate management. In
addition to disclosing the regulations mentioned
above, the Company also sets out the corporate social
responsibility agreement and discloses the principle of
ethicalcorporatemanagementon the website.
No deviation
(II) Does the company
establish a risk
assessment mechanism
against unethical
conduct, analyze and
assess on a regular basis
business activity within
its business scope which
are at a higher risk of
being involved in
unethical conduct, and
establish prevention
programs accordingly,
which shall at least
include those specified in
Paragraph 2, Article 7 of
the "Ethical Corporate
Management Best
Practice Principles for
TWSE/GTSM Listed
Companies"?

V
When the Company formulates the prevention plan, it
shall include the analysis of business activities within
their business scope that are at a higher risk of being
involved in unethical conduct and shall strengthen
relevant prevention measures.
The Company establishes the prevention programs,
which shall at least include preventive measures
against the following:
I. Offering and acceptance of bribes.
II. Illegal political donations.
III. Improper charitable donations or sponsorship.
IV. Offering or acceptance of unreasonable presents or
hospitality, or other improper benefits.
V. Misappropriation of trade secrets and infringement
of trademark rights, patent rights, copyrights, and
other intellectual property rights.
VI. Engaging in unfair competitive practices.

No deviation
(III) Does the company
specify in its prevention
programs the operating
procedures, guidelines,
punishments for
violations, and a
grievance system and
implement them and
review the prevention
programs on a regular
basis?
V The Company promulgated the "Procedures for
Ethical Corporate Management and Guidelines for
Conduct" on April 25th, 2013 and, according to the
Procedures and Guidelines, indeed implemented the
terms of announcement of the policy of ethical
corporate management to outside parties, ethical
corporate management evaluation prior to the
development of commercial relationships, statement of
ethical corporate management policy to counterparties
in commercial dealings, avoidance of commercial
dealings with unethical operators, the stipulation of
terms of ethical corporate management in contracts,
etc. In addition, the Company shall hold ethical
corporate management education training or
promotion for the personnel of the Company at least
once a year, so that they can fully understand the
Company's determination, policies, prevention
programs and consequences of unethical conduct.

No deviation
  • 88 -
Assessment Item Assessment Item Status (Note1) Status (Note1) Status (Note1) Deviation from the Ethical
Corporate Management
Best-Practice Principles for the
TWSE/GTSM Listed
Companies, and reasons
thereof
Yes No
Summary Description
II. Implement of
ethical
management
(I) Has the Company
assessed a trading
counterpart’s ethical
management record, and
expressly states the
ethical management
clause in the contract to
be signed with the trading
counterpart?

V
Before entering into a contract with another party, the
Company shall gain a thorough knowledge of the
status of the other party's ethical management, and
shall make observance of the ethical management
policy of the Company part of the terms and
conditions of the contract, stipulating at the least the
following matters:
1. Where a party is discovered to be engaged in
unethical conduct in its commercial activities, the
other party may terminate or rescind the contract
unconditionally at any time.
2. Specific and reasonable payment terms, including
the place and method of payment and the
requirement for compliance with related tax laws
andregulations.
No deviation
(II) Does the Company have
a unit that enforces
business integrity directly
under the Board of
Directors? Does this unit
report its progress
(regarding
implementation of
business integrity policy
and prevention against
dishonest conducts) to
the Board of Directors on
a regular basis (at least
once a year)?



V
The establishment and promotion of the ethical
management are jointly determined by the Legal
Counsel and the Human Resources Office with main
responsibilities as follows:
1. Assist in implementing ethical management and
conduct in the Company’s management strategy
and comply with national regulations in ensuring
ethical conduct and prevention of illegal activities.
2. Establish unethical prevention rules and internal
procedures and standard guidelines and behavioral
guides.
3. Plan internal organization, staffing, and job
responsibilities to control for high level unethical
conduct in operations, establish checks and
balances.
4. Promoting and coordinating ethical management
promotion and compliance training.
5. Plan internal whistleblowing policies, and ensuring
effectiveness.
In 2021, the Company’s Ethical Management
activities were reported to the Board of Directors on
Jan 26,2022,and disclosed on the company’s website.


No deviation
(III) Has the Company
defined any policy
against conflict of
interest, provides
adequate channel thereof,
and fulfills the same
precisely?

V
Article 11 of the Company's "Procedures for Ethical
Management and Guidelines for Conduct" stipulates
the recusal and actions taken in response of the
Company's directors and all personnel. Article 7 of the
Company's "Procedures for Ethical Management and
Guidelines for Conduct" stipulates that when any
personnel of the Company are provided with improper
benefits by a third party, the personnel shall report to
their immediate supervisor and the responsible unit
shall be notified. In addition, the Company's new
employees shall sign the "Business Conduct Policy" to
avoid damage to the Company due to interest
conflicts.



No deviation
(IV) Has the Company
implemented an effective
accounting policy and
internal control system to
maintain business
integrity? Has an internal
or external audit unit
been assigned to devise
audit plans based on the
outcome of integrity risk
assessment, and to audit
employees' compliance
with various preventions
against dishonest
conducts?

V
The Company has established an effective accounting
system and internal control system, implemented in
accordance with the regulations. The audit department
conducts regular audits and reports the audit results to
the Audit Committee and the Board of Directors on a
regular basis, so that the management can control the
implementation of internal control so as to achieve
management purposes.
No deviation
  • 89 -
Assessment Item Assessment Item Status (Note1) Status (Note1) Status (Note1) Deviation from the Ethical
Corporate Management
Best-Practice Principles for the
TWSE/GTSM Listed
Companies, and reasons
thereof
Yes No
Summary Description
(V) Has the Company
organized an
internal/external
education training
program for ethical
management
periodically?
V The Company promotes the "Procedures for Ethical
Management and Guidelines for Conduct" and the
"Standards of Ethical Conduct" to the directors at least
once a year to ensure the implementation of corporate
governance. In addition, the Company holds the
education and promotion of the “Procedures for
Ethical Management and Guidelines for Conduct” and
the “Standards of Ethical Conduct” for the personnel
in the Plant sites and office at least once a year.
Related educational courses are available for the
employees to read and learn at any time on the online
learning platform.

No deviation
III. Status of the
Company's
complaint
system
(I) Does the company
establish both a
reward/whistle-blowin
g system and
convenient
whistle-blowing
channels? Are
appropriate personnel
assigned to the accused
party?

V
Anyone who discovers any personnel of the Company
involved in unethical conduct in the course of their
duties, may file a whistleblower report with the time
of the violation, facts or evidence to the Audit Office
via in writing, over the phone or email. The Company
shall keep confidential the identity of whistle-blowers
and the content of reported cases. Whistleblowers can
report through the following channels:

Dedicated hotline: 02-8787-1003

Email: [email protected]
Article 25 of the Company's "Procedures for Ethical
Corporate Management and Guidelines for Conduct"
stipulates that the Company shall link ethical
corporate management to employee performance
evaluations and human resources policy, and establish
clear and effective systems for rewards, penalties and
complaints
No deviation
(II) Has the company
established standard
operating procedures
and confidentiality
measures for the
investigation of
reportedincidents?
V Article 11 of the Company's "Standards of Ethical
Conduct" (Reporting obligations and protection of
whistleblowers): The Company shall process the case
through classified documents and put forth maximum
possible efforts to safeguard the personal data as well
as the safety of the reporting personnel. An accused
person shall not in any way intimidate or retaliate
against the reporter aforementioned in the preceding
paragraph. Article 21 of the Company's "Procedures
for Ethical Corporate Management and Guidelines for
Conduct" stipulates the handling procedures for
discovering, or receiving a whistle-blowing report,
that any personnel of the Company is involved in
unethical conduct; Article 22 stipulates the actions
upon the event of unethical conduct by others towards
the Company; Article 24 stipulates that the Company
shall keep confidential the identity of whistle-blowers
andthe contentof reported cases.
No deviation
(III) Does the company
provide protection for
whistle-blowers against
receiving improper
treatment?

V
IV. Enhancing Information Disclosure
Has the Company disclosed the Ethical
Corporate Management Principles and
effect of implementation thereof on its
website and Market Observation Post
System?

V
The "Corporate Social Responsibility Report" on the
Company's website sets out the content and results of
promotion of the "Procedures for Ethical Corporate
Management and Guidelines for Conduct". The
Company's "Procedures for Ethical Corporate
Management and Guidelines for Conduct" is also
disclosed on the Company's website, and the results of
ethical corporate management are regularly updated
every year.

No deviation
V. If the Company has established ethical corporate management principles based on "Ethical Corporate Management Best Practice
Principles for TWSE/TPEx Listed Companies", please describe any discrepancy between the principles and their implementation: The
Company's "Procedures for Ethical Corporate Management and Guidelines for Conduct" is adopted pursuant to the "Ethical Corporate
Management Best Practice Principles for TWSE/GTSM Listed Companies", and there is no material discrepancy between the two
principles.
VI. Other information material to the understanding of ethical corporate management operation: In accordance with the "Ethical Corporate
Management Best Practice Principles for TWSE/TPEx Listed Companies", the Company issued the "Procedures for Ethical Corporate
Management and Guidelines for Conduct" in the CPDC Chief Executive letter No. 2013040027 issued on April 25, 2013, and
implemented the ethical corporate management policy.
The Company formally adopted the "Procedures for Ethical Corporate Management and Guidelines for Conduct" and the "Standards
of Ethical Conduct" in the 2012 Board of Directors meeting. In addition to disclosing the Company's policy of ethical corporate
management in internal rules,annual reports,on the Company's websites,or disclosingexternally,the Companyshall make its
  • 90 -

suppliers, customers, and other stakeholders fully aware of its principles and rules with respect to ethical corporate management. In addition, the Company conducts relevant education training or promotion at least once a year for employees in all operation bases, and establishes detailed procedures, guidelines, and reward and punishment systems so as to make all personnel fully aware of the Company's ethical corporate management policy, prevention programs and consequences of unethical conduct. If any employee has questions about the principles of integrity and ethical conduct, or wants to report related illegal matters, he/she can raise them through the whistle-blowing channel.

The Company strictly requires the high-level managers, supervisors, employees and on-site operators to observe the "Procedures for Technical Document Management" and other regulations of information security, and regularly organizes education and training. In addition, all employees are required to sign a non-disclosure agreement when they take office and resign.

Note : Regardless "Yes" or "No", the status shall be stated in the Remarks section.

  • (VII) Please disclose the access to the Company's Corporate Governance Best Practice Principles and related rules and regulations, if any:

  • 1.The Company has the "Corporate Governance Best Practice Principles", which has relevant regulations for protecting shareholders' rights, strengthening the functions of the Board of Directors, respecting the rights and interests of stakeholders, and improving information transparency. The Company's "Corporate Governance Best Practice Principles" and related important regulations or the operating status are disclosed on the Company's website or the M.O.P.S.

  • 2.Access to the Company website at http://www.cpdc.com.tw, where the information about the Company's finance and corporate governance is disclosed. M.O.P.S.: https://mops.twse.com.tw/mops/web/index

  • (VIII) Other important information enabling a better understanding of the Company's corporate governance:

  • The “Operating Procedures for the Handling of Internal Material Information” was prepared in order to manage the Company’s internal material information and this procedure has been communicated to all directors, managerial officers and employees. The procedures and precautions are posted on the Company’s intranet to be bound by all employees to prevent any violations of laws and regulations, and education and advocacy shall be provided at least once a year.

  • For every newly elected director, on their appointment, a director's manual and handbook and the latest announcements are distributed to each director of the Company. Also, the latest manual for insider trading prepared by TWSE and the Company's important policies and procedures will also be distributed to each insider including directors and managerial officers.

  • Continuing education of directors 2021:

Title Name Election
Date
Date of Continuing
Education
Date of Continuing
Education
Organizer Class Name Hour
s
Whether
Continuing
Education
Complies
with
Regulations
(Note1)
From Until
Taiwan Information security 1.5
Corporate status sharing and
2021/3/30 2021/3/30
Governance future challenges in the
Association technologyindustry
Taiwan 1.5
The general trend of
Corporate
2021/5/11 2021/5/11
ESG and corporate
Governance
governance 3.0
Legal Ruey-Long Association
2021/7/2 Yes
Representative
Chen
Taiwan 1.5

Corporate Global minimum tax
2021/8/10 2021/8/10
Governance system
Association
Taiwan 1.5
New thinking on
Corporate
2021/11/12
2021/11/12

intellectual property
Governance
management
Association
  • 91 -
Title Name Election
Date
Date of Continuing
Education
Date of Continuing
Education
Organizer Class Name Hour
s
Whether
Continuing
Education
Complies
with
Regulations
(Note1)
From Until
Legal
Representative
Shaw-Shin
Yang
2021/7/2 Financial The 13th Taipei 3.0
Yes


2021/9/1 2021/9/1 Supervisory
Corporate Governance
Commission Forum
2021 Insider Equity 3.0
Securities and
Transaction Legal
2021/10/20
2021/10/20
Future Institute Compliance Publicity
andBriefing Session
Right management and 3.0
Taiwan Board
sustainable
2021/12/2 2021/12/2 Performance
development of the
Association
company
In the rapidly changing 3.0
Taiwan
environment of
Corporate
2021/12/28
2021/12/28
technology, directors
Governance
lead the way for
Association
enterprisestorespond
Implementing 3.0
Taiwan
sustainable finance and
2021/5/6 2021/5/6 Institute of
moving towards green
Directors
finance2.0
Anti-money laundering 3.0
and anti-financial
Taiwan
terrorism risk
2021/8/23 2021/8/23 Institute of
management and the
Directors
principle of fair
Legal Jiun-Nan
2021/7/2
hospitality
Yes
Representative
Bai
Talking about the three 3.0
practices of integrity
management, corporate
Taiwan
governance and
Corporate
2021/10/15
2021/10/15

corporate social
Governance
responsibility and
Association
practical cases and
prevention and insider
trading
Financial The 13th Taipei 3.0
2021/9/1 2021/9/1 Supervisory
Corporate Governance
Legal Kueng-Min Commission Forum
2021/07/02 Yes
Representative
g Lin
Financial The 13th Taipei 3.0
2021/9/1 2021/9/1 Supervisory
Corporate Governance
Commission Forum
Transformation 3.0
Taiwan
learning of directors'
2021/4/14 2021/4/14 Institute of
lectures from the
Directors
century-old enterprise
Transformation 3.0
Legal Hui-Ting Taiwan
2021/07/02 learning of directors' Yes

Representative


Shen

2021/5/12
2021/5/12 Institute of
lectures from the
Directors
century-old enterprise
Taiwan The 10th Chinese 3.0
2021/11/15
2021/11/15
Institute of Family Business
Directors Annual Forum
Financial The 13rd Chinese 3.0
2021/9/1 2021/9/1 Supervisory Family Business
Commission Annual Forum
Talking about the three
practices of integrity
Legal Hui
2021/07/02 Taiwan management, corporate Yes
Representative
Lan,Chu

Corporate governance and 3.0
2021/10/15
2021/10/15

corporate social
Governance
responsibility and
Association
practical cases and
prevention and insider
trading
  • 92 -
Title Name Election
Date
Date of Continuing
Education
Date of Continuing
Education
Organizer Class Name Hour
s
Whether
Continuing
Education
Complies
with
Regulations
(Note1)
From Until
Financial The 13th Taipei 3.0
2021/9/1 2021/9/1 Supervisory
Corporate Governance
Commission Forum
Independent Yun-Peng The value of 3.0
2021/7/2 Yes
Director Chu information security in
Securities and
2021/11/22
2021/11/22

the post-epidemic era
Future Institute
and the China–United
States trade war
Corporate 3.0
2021/5/5 2021/5/5 TAISE
Sustainability Training
Course
Fully Launching
Independent Wen-Yen
2021/7/2 Taiwan Enterprise Digital Yes
Director Pan
Corporate Resilience - From
3.0
2021/8/3 2021/8/3 Ransomware to Talking
Governance
about Incident Threat
Association
emergency response
andrecover
Talking about 3.0
Taiwanese business
Taiwan
operation and M&A
Corporate
2021/12/7 2021/12/7
strategy from the
Governance
perspective of global
Independent Song-Nian
Association
political and economic
Yes

Director

Ye
2021/7/2
situation
Taiwan 3.0
Prevention of insider
Corporate
2021/12/10
2021/12/10
trading and the latest
Governance
practical development
Association

Note 1: Whether it complies with the hours, scope, system and arrangement of continuing education and information disclosure defined in the "the Directions for the Implementation of Continuing Education for Directors and Supervisors of TWSE Listed and GTSM Listed Companies".

4. M.O.P.S.: http://mops.twse.com.tw/

  1. The Company website: http://www.cpdc.com.tw Investor Relations

  2. 93 -

(IX) Disclosure of internal control system:

  1. Internal control declaration

China Petrochemical Development Corporation Declaration of Internal Control System

March 14, 2022

China Petrochemical Development Corporation (CPDC) had inspected the 2021 internal control system autonomously with the results illustrated as follows:

  • I. CPDC is fully aware that the board of directors and the management are responsible for the establishment, implementation, and maintenance of the internal control system and it is established accordingly. The purpose of establishing the internal control system is to reasonably ensure the fulfillment of operation effect and efficiency (including profit, performance, and protection of assets safety), financial report reliability, instantaneity, transparency and compliance.

  • II. The internal control system is designed with inherent limitations. No matter how perfect the internal control system is, it can only provide reasonable assurance to the fulfillment of the three objectives referred to above. Moreover, the effectiveness of the internal control system could be affected by the changes of the environment and circumstances. The internal control system of CPDC is designed with a self-monitoring mechanism; therefore, corrective actions will be activated upon identifying any nonconformity.

  • III. CPDC has assessed the effectiveness of the internal control system design and implementation in accordance with the criteria provided in the “Regulations Governing the Establishment of Internal Control Systems by Service Enterprises in Securities and Futures Markets” (referred toas “the Regulations” hereinafter). The criteria defined in “the Regulations” include five elements depending on the management control process: (1) environment control, (2) risk assessment, (3) control process, (4) information and communication, and (5) supervision. Each of the five elements is then divided into a sub-category. Please refer to “the Regulations” for details.

  • IV. CPDC has implemented the criteria of the internal control system referred to above to inspect the effectiveness of internal control system design and implementation.

  • V. CPDC based on the inspection result referred to above has concluded that the internal control system (including the supervision and management over the subsidiaries) on December 31,2021 is reasonably effective in achieving the objectives of operation effect and efficiency, instantaneity, transparency, financial report reliability, and compliance.

  • VI. The Declaration of Internal Control System is the main content of the Company’s annual report and published prospectus. Any falsification and concealment of the published content referred to above involves the liability illustrated in Article 20, Article 32, Article 171, and Article 174 of the Securities and Exchange Act.

  • VII. The Declaration of Internal Control System was resolved in the board meeting with the objection of 0 board directors out of the 9 attending board directors on March 14, 2022. The content of the declaration has been accepted without any objection.

China Petrochemical Development Corporation

Chairman: Chen Ruey-Long

President: Janson Yu

  • 94 -

  • The internal control audit report issued by the CPA commissioned to conduct an internal control audit, if any: The Company did not commission any CPA to conduct an audit of internal controls in 2021.

  • (X) Punishment of the Company or its internal personnel in accordance with the law, the Company's punishment of its internal personnel for violating internal control system regulations, main deficiencies, and improvements during the most recent year and up to the date of publication of this annual report:

an audit of internal controls in 2021.
(X) Punishment of the Company or its internal personnel in accordance with the law, the
Company's punishment of its internal personnel for violating internal control system
regulations, main deficiencies, and improvements during the most recent year and up
to the date of publication of this annual report:
an audit of internal controls in 2021.
(X) Punishment of the Company or its internal personnel in accordance with the law, the
Company's punishment of its internal personnel for violating internal control system
regulations, main deficiencies, and improvements during the most recent year and up
to the date of publication of this annual report:
an audit of internal controls in 2021.
(X) Punishment of the Company or its internal personnel in accordance with the law, the
Company's punishment of its internal personnel for violating internal control system
regulations, main deficiencies, and improvements during the most recent year and up
to the date of publication of this annual report:
an audit of internal controls in 2021.
(X) Punishment of the Company or its internal personnel in accordance with the law, the
Company's punishment of its internal personnel for violating internal control system
regulations, main deficiencies, and improvements during the most recent year and up
to the date of publication of this annual report:
an audit of internal controls in 2021.
(X) Punishment of the Company or its internal personnel in accordance with the law, the
Company's punishment of its internal personnel for violating internal control system
regulations, main deficiencies, and improvements during the most recent year and up
to the date of publication of this annual report:
an audit of internal controls in 2021.
(X) Punishment of the Company or its internal personnel in accordance with the law, the
Company's punishment of its internal personnel for violating internal control system
regulations, main deficiencies, and improvements during the most recent year and up
to the date of publication of this annual report:
Prepared on March 29,2022
Date Entity Case Main Deficiency Improvement Type of
Punishment
2021/1/12pe
nalty date:
2021/2/24
Toufen
Factory
Waste sorting
and storage
violations of the
Waste Clearing
Law.
1. On January 12, the
Environmental Inspectorate
of the Central District of the
Environmental Protection
Agency went to the factory
for inspection and found that
the bag filter bag was
replaced with waste filter
bags, which were not listed
in the waste list; some wastes
were stored in unsorted
storage.
2.The above violates Articles
31 and 36 of the Waste
Disposal Law.

1. From January 28th
to 29th, the sorting
and removal of waste
plastic mixtures were
completed.
On March 23, the
change of waste
cleaning plan (adding
waste filter bag code)
was approved.
The
competent
authority
imposed a
fine of
NT$12,000.
2021/1/14pe
nalty date:
2021/3/8
Anshun site Excessive
detection of
dioxin in the
discharge water
of a
comprehensive
wastewater plant
1. On January 14th, the Tainan
Environmental Protection
Bureau went to Anshun
Comprehensive Wastewater
Plant to sample the discharge
water. The test results on
January 28th found that
dioxin exceeded the
standard.
2.The above violates Article
22, Paragraph 1 of the Soil
and Groundwater Pollution
Control Act
1.The improvement
measures for the
wastewater plant were
completed on
February 17, and the
self-verification retest
was completed on
February 23.
Discuss wastewater
operation technology
with professional
environmental
manufacturers to
improve wastewater
treatment efficiency.
Received a
fine of
NT$200,000
and a 2-hour
environment
al lecture by
the
competent
authority.
2021/2/3pen
alty date:
2021/3/10
Dashe
Factory
The Ministry of
Labor and
Kaohsiung City
Labor Bureau
conducted a joint
inspection of the
Spring Safety
Plan in the
Dashe Industrial

1. On February 3, the
Occupational Safety
Administration of the
Ministry of Labor and the
Kaohsiung City Labor
Bureau conducted an
inter-departmental joint
supervision and inspection of
the factorywithout warning,

Immediate isolation
treatment of the
deactivated
explosion-proof
control panel and
immediate
modification of the
deactivation of the
platformguardrail
A fine of
NT$160,000
were be
imposed.
  • 95 -
Date Entity Case Main Deficiency Improvement Type of
Punishment
Zone during the
Chinese new
years holidays of
2020. The joint
inspection and
registration of
missing items
will result in
immediate fines.
and factory was judged to 7
items needing to be
improved..
2.The above violates the
"Occupational Safety and
Health Facilities
Regulations" and
"Occupational Safety and
Health Management
Measures".
were completed on
February 4.
2021/2/23
penalty date:
2021/4/13
Hsiaokang
Factory
Toxic substance
storage exceeds
the graded
operation
volume
mentioned in the
approved
document
1. On February 23, the
Environmental Protection
Bureau found that the
storage volume of the
poisonous substance
chloroform in some months
of 2020 exceeded the level of
operation in the approved
documents.
2.The above is a violation of
Article 13, Paragraph 2 of
the "Toxic and Chemical
Substances of Concern
Management Act".

1. Reduce the
inventory and usage
of chloroform so as
to control the graded
operation volume
lower than the
approved
documents.
2. Create an automatic
reminder for the
over-limit storage of
each toxic substance
declaration form.
Strengthen the
education and
training of relevant
personnel.
Received a
fine of
NT$100,000
and a 2-hour
environment
al lecture by
the
competent
authority.
2021/3/8
penalty date:
2021/5/6
Toufen
Factory
Public
Dangerous
Goods
Workplace
Inspection
Violations of
Fire Laws
1. On March 8, the Fire
Department conducted an
inspection of the workplace
for public dangerous goods,
and found that there was a
problem of unfilled and
reserved space at the
penetration of the liquid
barrier.
2.The above violates Article 15
of the "Fire Protection Law"
and Articles 14, 15, 37, and
38 of the "Standards for the
Installation of Public
Dangerous Goods and
Combustible High-Pressure
Gases and Safety
Management Measures".

1. Carry out a
comprehensive
inspection of the
facilities for storing
various types of
public dangerous
goods in the factory
area.
2.The damage to the
containment
measures of the
anti-liquid dike
(piping penetration)
was repaired and the
storage of items in
the surrounding
open space was
cleared. The
improvement was
completed on March
8.
The
competent
authority
imposed a
fine of
NT$20,000.
  • 96 -
Date Entity Case Main Deficiency Improvement Type of
Punishment
2021/4/11
penalty date:
2021/4/28
Dashe
Factory
AN(I)AS-106
Personnel
Inhalation of
Organic Matter
by Airborne
1. On April 11, AN workshop
(1) AS-106 tower tank was
emptied for processing, and an
incident of organic gas
inhalation poisoning occurred
among processing personnel.
The above violates Article
277-1 of the "Occupational
Safety and Health Facilities
Regulations" and Article 30,
paragraphs 2 and 9 of the
"Specified Chemical Substance
Hazard Prevention Standards".

1. Check whether
there is any
substance residue in
the equipment
before operation.
2. Carry out hazard
identification and
exposure assessment
to select suitable
protective
equipment.
The
competent
authority
imposed a
fine of
NT$130,000
.
2021/7/1
penalty date:
2021/8/17
Anshun site Comprehensive
wastewater flood
control and
external drainage
exceeding the
standard

1. On July 1, the
Environmental Protection
Bureau carried out the
inspection and sampling of the
external drainage of the
comprehensive wastewater
plant, and on July 14, notified
that the mercury and dioxin
test values in the discharged
water exceeded the standard of
the remediation plan.
The above violates Article 22,
Paragraph 1 of the Soil and
Groundwater Pollution Control
Act.

1. Add on-site
standard operation
icons and valve
labeling
management, and
require operators to
check the operation
step by step. .
2.Strengthen personnel
training
management, and
work in rotation
after passing the
assessment.

Received a
fine of
NT$600,000
from the
competent
authority
and an
8-hour
environment
al lecture.
2021/7/15
penalty date:
2021/8/17
Douliu
Factory
The pH value of
the scrubber
exceeds the
license control
value
1. The Environmental
Protection Bureau conducted
a joint inspection on July 15
and found that the pH value
of the Venturi scrubber
on-site meter showed that it
exceeded the pH control
value of the environmental
protection license.
2.The above violates Article 23
of the Air Pollution Control
Act.

1. Due to the
abnormality of the
pH controller, the
electrode has been
replaced with a new
one and the signal
line has been
reconnected
immediately. After
checking the signal,
confirm that it is
back to normal.
2.Complete the new
products of the old
pH controller, the
replacement of the
signal line and the
regular measurement
of the pH value of
the washingwater.

Received a
fine of
NT$100,000
and a 2-hour
environment
al lecture by
the
competent
authority.
  • 97 -
Date Entity Case Main Deficiency Improvement Type of
Punishment
2021/12/15
penalty date:
2022/2/10
Toufen
Factory
Waste
declaration mass
imbalance
1. The Environmental
Protection Bureau inspected
the plant on December 15
and found that the online
application materials for
organic sludge (D-0901) in
October 2021 had a quality
imbalance.
2.The above violates Article
31, Paragraph 1, Paragraph 2
of the Abolition Law.
1. Perform mass
balance on waste
output and clearance
declaration.
2.Before reporting, the
supervisor will
review and confirm
the reporting
information.
Received a
fine of
NT$6,000
from the
competent
authority
and a 1-hour
environment
al lecture

(XI) Resolutions reached in the shareholder's meeting or by the Board of Directors during the most recent year and up to the date of publication of this annual report:

(1) Important resolutions made by shareholders' meeting

Type of
Meeting
Date Summary of Motion
Shareholders
' Meeting
2021/7/2 1. Ratification of the Company's 2020 business report and financial
statements.
2. Ratification of the 2020 Earnings Distribution Proposal.
3. Approved the capital raising proposal by public share issuance
(cash offering) or participating in global depositary receipt
("GDR") issuance with an issue size no greater than 600 million
common shares.
4. Approved the by-election of the 22nddirector of the Company.
5. Removal of the 22nddirector of the Company's prohibition of
competitionproposal.

(2) Important Resolutions by the Board of Directors

Type of
Meeting
Date Summary of Motion
Board of
Directors
2021/1/25 1.
To enhance the Company’s working capital and meet the capital needs
of future development, the Company proposed to issue common shares
for cash by domestic public offering.
2.
Approval of the company's comprehensive re-election of directors and
independent directors.
3.
Approval of the relevant matters related to the company's 2021 general
meeting of shareholders.
4.
Approval of the Company's 2021 nomination of candidates for directors
and independent directors, and the relevant matters of shareholders'
proposals in shareholder’s meeting
5.
Approval of the application to a financial institution for the renewal of
the original quota with the original conditions to issue commercial
promissory notes.
6.
Approval of The Company's "Phase II Storage Tank Construction
Project ofthePort of KaohsiungIntercontinentalContainer Terminal",
  • 98 -
Type of
Meeting
Date Summary of Motion
increasing the lease of land for the public wharf and paying the
performance bond
7.
Approval of the Company's entrustment to financial institutions for
sponsoring the joint loan renewal and the adjustment of the guarantee
joint credit quotas.
Board of
Directors
2021/3/23 1.
2020 internal control system self-evaluation has been completed, the
declaration of internal control system was issued according to the result.
2.
Approval of 2020 individual financial statement and consolidated
financial report.
3.
Approval of 2020 business report.
4.
Approval of 2020 earnings distribution.
5.
Approval of 2020 directors’ remuneration distribution
6.
Approval of 2020 employees’ remuneration distribution
7.
Approval of nomination and reviewing of 22nd candidates of
independent directors and directors.
8.
propose to Remove the 22nd Directors(including independent directors)
and legal representatives of the Company's Prohibition of Competition
Proposal in 2021 shareholder’s meeting
9.
Approval of the draft agenda for the general meeting of shareholders.
10. Approval of the application to a financial institution for the renewal of
the original quota with the original conditions to issue commercial
promissory notes.
11. Approved cancellation of the provision of guarantees and endorsements
for its subsidiary Changzhou Weicai.
12. Approved the provision of guarantees and endorsements for its
subsidiary Weihua (Rudong) Trade Co., Ltd.
13. Approved the settlement of the Company's Indian subsidiary CPDC
GEMINI STAR (INDIA) PRIVATE LTD.
14. Approval of the planned capital expenditures for the construction of HG
ammonia nitrogen removal systems in Dashe Plant and Hsiaokang Plant
15. Approval of The Company's "Phase II Storage Tank Construction
Project of the Port of Kaohsiung Intercontinental Container Terminal",
increasing the lease of land for the public wharf and paying the
performance bond
16. Renewal of the land lease contract between the company and Taiwan
PetroChina Co., Ltd.
17. Lending of land in Qianzhen District, Kaohsiung City to the Kaohsiung
City Government without payment.
18. Approval the appointment of lawyer Huang from Delta Office as the
Company's perennial legal counsel.
19. Approval of the application from Mr. Chen, vice president of the
Company’s petrochemical production department, for stay without pay
and the general manager Mr. Yu concurrently served as the general
manager of the subsidiary Jiangsu Weiming Company.
20. Approved the dismissal of the appointed manager, Mr. Xu of the
Company's Environmental Protection and Pollution Prevention and
Control Center.
21. Approval of the Company’s appointed manager, Mr. Wang’s application
forthe stay without pay.
  • 99 -
Type of
Meeting
Date Summary of Motion
Board of
Directors
2021/4/14 1.
Approved the Company's regular assessment of the independence of
CPA.
2.
Approved the reappointment of CPA from KPMG for the audit of
Company's 2021 annual financial report.
3.
Approved the reappointment of CPA from PwC for the audit of
Company's 2021 business income tax settlement declaration.
4.
Approved the Amendment to the Company's " Internal Control
Procedures for management of financial report preparation".
5.
Approval of keeper of company’s official seal for register application to
Ministry of Economic Affairs changes from Mr. Huang from accountant
department to Mr. Chen who is the vice president of financial
department
6.
Approval of the application to a financial institution for the renewal of
the original quota with the original conditions to issue commercial
promissory notes.
7.
Approved the amendment of certain provisions of “Internal Control
System and Internal Audit Implementation Rules of the Shareholding
Unit"
8.
Approved the cash capital deduction on its subsidiary Zhaoxin Chemical
Industry Co., Ltd.
9.
The company lent free land in Annan District, Tainan City for cultural
activities through ratification.
10. Approval of the suspension of land development proposal in Kaohsiung
city.
11. Approval of the Company's public bidding for the sale of land in
Kaohsiung City
12. Approval of severance pay of dismissing the appointed manager Mr. Xu
13. Approval of remuneration adjustment of the Company's general
manager, Mr. Yu, concurrently serves as the general manager and legal
representative of Jiangsu Weiming Petrochemical Company, a
subsidiary in mainland China.
14. Approval of the contract renewal remuneration of Mr. Jian, manager of
the joint procurement department of the Company's administrative
resources department.
15. Approval of the former corporate director declared that he is not
competent, proposal to change the candidates for corporate directors.
16. Approval the legal director after change and its representative of the
Company's Prohibition of Competition Proposal.
Board of
Directors
2021/5/12 1.
Renew the short-term guarantee comprehensive credit quotas, export
billing amount and increase the medium-term guarantee amount with the
financial institutions.
2.
The Company increase the guaranteed non-revolving mid-term credit
quota, and jointly shares the credit with its subsidiary Dingyue
Development Co., Ltd within the limit.
3.
Approved the cancellation of the provision of guarantees and
endorsements for its subsidiary Dingyue Development Co., Ltd
4.
Approved that the Company propose the approval to remove the 22nd
session of directors (including independent directors) concurrently in
2021 General Meeting of Shareholders.
5.
Approved the amendments of certain provision of the Company’s
“Responsibilities of the Board of Directors and Managers”
6.
Approved the application for the extension of "Construction Project of
Fine Chemical Plant- Phase 0"
  • 100 -
Type of
Meeting
Date Summary of Motion
7.
Approved that the Company jointly proceed the construction and sale
with its subsidiary Dingyue Development Co., Ltd on Miaoli County
Land
8.
Approval of the retirement of Mr. Jia, Special Assistant for Chairman's
Office of the Company.
Board of
Directors
2021/6/16 1. In response to the relevant measures announced by the Financial
Supervisory Commission to postpone the holding of the general meeting
of shareholders of public companies in response to the epidemic, the
company's general shareholders' meeting has been postponed to July 2.
2. Cash capital increase on Dingyue Development Co., Ltd
3. Approved the application for the extension of stage 1 &2 of "Phase II
Storage Tank Construction Project of the Port of Kaohsiung
Intercontinental Container Terminal
4. Approved the application the extension of "Construction Project of Fine
Chemical Plant - Phase I " and adjusted the product’s planning and budget
5. Approved the negotiation with Sunko Ink Co., Ltd. to dismantle the asset
business
6. The company appointed a financial institution to organize the guarantee
syndicated loan.
7. Renew the short-term guarantee comprehensive credit quotas, export
billing amount with the financial institutions.
8. Renew the short-term guarantee comprehensive credit quotas with the
financial institutions.
9. Approval of the Company’s organization adjustment
10. Approval of the payment of consolation money
11. Approved the appointment of Mr. Wang as the manager of Raw Material
Purchasing Office, Ministry of Commerce.
12. Approved the Staying without pay of Mr. Chen, vice president of the
petrochemical production department of the Company and settlement his
service years under the old system.
13. Approval of the performance bonus issuance of the appointed manager in
the 1st quarter of 2021.
Board of
Directors
2021/7/2 The 22nd session of the Board of Directors of the Company reelected
Director Ruey-Long Chen to serve as Chairman and DirectorJiun-Nan Baito
serve as Vice Chairman.
Board of
Directors
2021/7/26 1.
Renew the short-term unguaranteed comprehensive credit quotas and
export billing amount with the financial institutions.
2.
In order to handle the domestic cash capital increase and issuance of
ordinary shares, the company adopted the method of public subscription
and entrusted President Securities Corporation as the lead underwriter.
3.
Approved the appointment of Independent Director Yun-Peng Chu,
Independent Director Wen-Yen Pan and Mr. Sung-Yong Chen as
members of the 5th Remuneration Committee of the Company.
4.
Approval the agency of the vice president of the Company's
petrochemical production department
Board of
Directors
2021/8/13 1. Renew the short-term unguaranteed comprehensive credit quota with the
financial institutions.
2. Approval of additional building mortgage rights are set to comply with
the credit contract specifications between the Company and financial
institution
3. Capital increase of the Company's 100% subsidiary, Dingyue
Development Co., Ltd
4. Approved the practices of “Share SubscriptionbyEmployee via Cash
  • 101 -
Type of
Meeting
Date Summary of Motion
Capital Increase”
5. Approval of the discharge of Mr. Wang, Assistant Manager of Land
Development Department.
6. Approval of the remuneration of 22nd chairman Ruey-Long Chen
7. Approval of the remuneration of 22nd vice chairman Jiun-Nan Bai
8. Approval of the remuneration of 22nd independent directors.
9. Approval of the remuneration of 22nd directors (independent directors
excluded).
10. Approval of the reappointment Qing Jing, Shen as the Company’s top
counselor and sign the Employment contract compensation
11. Approval of the remuneration of contract renewal of Mr. Yang, the
manager of the Share service office of the Board of Directors of the
Company.
12. Approved and issued patent application bonus cases for appointed
managers who participated in patented inventions and contributed to the
company's "Innovation and Patent Performance Reward Implementation
Points"
13. Approved the remuneration of Mr. Lin who is the Company's
petrochemical production department overseas production department
assistant manager
14. Approved the performance bonus issuance of the appointed manager in
the 2ndquarter of 2021.
15. The remuneration adjustment of Mr. Li, the assistant manager of the
overseas production department of the petrochemical production
department of the company, was appointed as the executive vice president
of the subsidiary Jiangsu Weiming Petrochemical Company.
16. Approval of special allowance adjustment for Mr. Gao, who is acting the
executive vice president of petrochemical production department of the
Company.
17. Approved the position adjustment of four persons including Mr. Huang,
Deputy General Manager of Administrative Resources Department, Mr.
Yang, Associate Manager, Mr. Huang, Associate Manager of
Occupational Safety and Health Center, and Mr. Jian, Manager of
Engineering Technology Department of Petrochemical Production
Department, and the adjustment of special allowance.
Board of
Directors
2021/8/31 1. Approval of the application to a financial institution for the renewal of the
original quota with the original conditions to issue commercial
promissory notes.
2. Approved to increase the guaranteed non-revolving mid-term credit quota,
and jointly shares the credit with its subsidiary Dingyue Development
Co., Ltd within the limit.
3. Approved that for the investment and construction of the storage tank of
the Kaohsiung Port Intercontinental Wharf, the company signed a land
extension agreement with the Port of Kaohsiung Taiwan International
Ports Corporation Ltd. and the joint lessee, and assumed the responsibility
of mutual endorsement and guarantee on the scope and matters of the joint
lease.
Board of
Directors
2021/9/29 1. Increase the mid-term guarantee credit quotas with the financial
institutions.
2. Approval of 1stproposal of provision of guarantees and endorsements for
its subsidiary Dingyue Development Co., Ltd
3. Approval of 2nd proposal of provision of guarantees and endorsements
for its subsidiaryDingyueDevelopment Co.,Ltd
  • 102 -
Type of
Meeting
Date Summary of Motion
4. Cash capital increase by issuance of new shares within the limit of 500
million ordinary shares.
5. Approved that the Company changed investment schedule and benefit of
integration (including phase 1&2) of Rudong Weiming in Jiangsu.
6. Approval of the company's Dashe plant VOCs decontamination and
improvement project planned capital expenditure
7. Approval of the adjustment of the Company organization and amendment
to the Company’s “Charter”
8. Approved the dismissal and reassignment of Mr. Zhang, Special Assistant
of the Chairman's Office of the Company.
9. Approved salaries adjustment of employee (appointed managers
excluded) in 2021.
Board of
Directors
2021/10/27 1. Renew the short-term unguaranteed comprehensive credit quotas with the
financial institutions.
2. Renew the short-term guarantee comprehensive credit quotas and increase
the medium-term guarantee amount with the financial institutions.
3. Approval of the application with financial institutions applied for
exchange of guarantee medium-term credit quotas and the renewal of
export bill increase amount.
Board of
Directors
2021/11/10 1. Approval of 2021 Q3 consolidated financial report.
2. Approval of the cash deduction from 100% subsidiary Core Pacific Co.,
Ltd
3. Approval of 2022 business plan.
4. Approval of the cancellation of the provision of guarantees and
endorsements for its subsidiary Dingyue Development Co., Ltd
5. The Company provided the credit guarantees and endorsements credit for
its China subsidiary Jiangsu Weiming New Material Co., Ltd
6. Determine the issue price of the company's cash capital increase in 2021
and other related matters.
7. Renew the short-term unguaranteed comprehensive credit quotas with the
financial institutions.
8. Approval of the application to a financial institution for the renewal of the
original quota with the original conditions to issue commercial
promissory notes.
9. Approval of the application with financial institutions applied for
exchange of unguaranteed short-term credit quotas and the renewal of
export bill increase amount.
10. Approval of the severance payment of Mr. Liu, Executive vice president
of Land Development Department of the Company, and Mr. Wang,
Associate Manager of Land Development Department.
11. Approval of the annual salary difference of Mr. Li, the assistant manager
of the overseas production department of the petrochemical production
department of the Company.
12. Approval of 2021 salary adjustment of appointed managers.
13. Approval of the performance bonus issuance of the appointed manager in
the 3rdquarter of 2021.
Board of
Directors
2021/12/06 Approval of its 100% subsidiary Core Pacific Co., Ltd. participated in the
public auction of the land plot in Thu Thiem Fang, Thu Duc City, Ho Chi
MinhCity.
  • 103 -
Type of
Meeting
Date Summary of Motion
Board of
Directors
2021/12/29 1. Approved the budget of the company's Anshun renovation plan.
2. The Company assessed the asset impairment in accordance with IAS 36.
After the asset impairment test, the Company recorded an asset
impairment in 2021 Q4.
3. Approval of 2022 business budget.
4. Approval of 2022 internal control audit plan
5. Approval of the Company's Dashe Plant's underground pipeline burden
compensation.
6. The Company's financial institution has added a new contract for the issue
of commercial promissory notes with guaranteed appointment.
7. The company added endorsement guarantee and extended endorsement
guarantee for one year for its mainland subsidiary Changzhou Weicai
New Materials Co., Ltd.
8. The company donated to the Shen Chun-chi Cultural and Educational
Foundation.
9. Amendment of the Company’s “Corporate Sustainable Development Best
Practice Principles”
10. Establishment of the Company’s “Organizational Regulations of the
Sustainable Development Committee”
11. Amendment to certain provisions of the Company's "information control
procedure-computerized information system principles”
12. Approved the Company's internal audit supervisor new appointment and
job change.
13. Approved the application of retirement from Mr. yang, who is the acting
of vice president of Administrative Resource Department of the
Company.
14. Approved the reinstatement of Mr. Wang, special assistant of the
chairmanoffice and the deputy adjustment.
  1. Important resolutions made by the general shareholders' meeting and resolutions made by shareholders' meetings in 2021
shareholders' meetings in 2021
Summary of Motion Status of Resolutions Made by Shareholders'Meetings
1.
Approved the capital raising proposal
by public share issuance (cash offering)
with an issue size no greater than 600
million common shares.
2.
Re-election of the 22nd Board of
Directors of the Company.
3.
Approved to Remove the 22nd
Directors of the Company's Prohibition
of Competition Proposal
The resolution was approved and the issuance of 500
million shares for domestic cash capital increase has
been completed, and the implementation situation will
be reported at the 2022 Annual General Meeting of
Shareholders (please refer to the 2022 Annual General
Meeting of Shareholders Manual for details).
The resolution was approved, and major information
declaration have been handled in accordance with the
law.
The resolution was approved, and major information
declaration have been handled in accordance with the
law.
  • 104 -

  • (XII) Recorded or written statements made by any director or supervisor which specified dissent to important resolutions passed by the Board of Directors during the most recent year and up to the date of publication of this annual report: None

(XIII) Summary of discharge and resignation of parties relating to the financial report:

Summary of discharge and resignation of parties relating to the financial report: Summary of discharge and resignation of parties relating to the financial report: Summary of discharge and resignation of parties relating to the financial report: Summary of discharge and resignation of parties relating to the financial report: Summary of discharge and resignation of parties relating to the financial report:
April 30, 2022
Title Name Date of
Appointment
Date of
Discharge
Cause
Head of Internal
Audit
Min Ling,
Yang
2020/05/01 2022/01/03 Job adjustment

Note: The parties relating thereto include the Chairman, president, accounting officer, finance officer, Head of Internal Audit and R&D officer.

V. Information on CPA Professional Fees

Unit: NTD Thousand

Unit: NTD Thousand
Firm
Name
CPA Name Duration
of Audit


Audit Fees

Non-Audit
Fees
Subtotal Remark
KPMG Melody Chen 2021
fiscal
year
9,240 873 10,113 The non-audit public expense items are the
review of investment real estate appraisal report,
the reading service of the annual report of the
shareholders' meeting, the change registration
service and the accountant review service of
cash capital increase.
Dan-Dan Chung
PwC Ju Feng, Lin 2,630 2,630 Non-audit public expense items include income
tax services, transfer pricing reports, country
report review, foreign labor tax refund services
and related tax consultingfees.

VI. Information About Replacement of CPA: None

  • VII. Information About Chairman, President, and Financial or Accounting Manager of the Company Who Has Worked with the CPA Firm Which Conducts the Audit of the Company or Affiliate to Said Firm in the Most Recent Year: None

  • 105 -

  • VIII. Any transfer of equity interests and pledge of or change in equity interests by a director, managerial officer, or shareholder with a stake of more than 10 percent in the most recent year and up to the date of publication of the annual report.

Change in equity of directors, managerial officers, and major shareholders

Job Title (Note 1) Name 2021 2021 EndingMarch 29,2022 EndingMarch 29,2022
Increase
(decrease) in
shares held

Pledged
share
increase
(decrease)
Increase
(decrease) in
shares held

Pledged
share
increase
(decrease)
Chairman The Core Pacific Co.,Ltd. 8,355,820 (8,475,000) 0
0
Chairman
Legal representative of
Core Pacific Co.,Ltd.
Ruey-Long Chen
(executive chief concurrently)
200,000
0

0

0
Vice chairman Jen Huei Enterprise Co., Ltd.
(elected vice chairman on April
13,2022)
2,366,154
0

0

0
Vice Chairman
Legal representative, Jen
Huei Enterprise Co.,
Ltd.

Jiun-Nan Bai (elected legal
representative vice chairman on
April 13, 2022) (March 25,
2022 appointed legal
representative)
0
0

0

0
Vice Chairman BES Machinery Co. Ltd.
(resigned on March 25, 2022),
dissolved company due to
M&A
0
0
(13,110,345) (2,000,000)
Vice Chairman
Legal representative,
BES Machinery Co.,
Ltd.
Jiun-Nan Bai (resigned on
March 25, 2022)
0
0

0

0
Director
representative of Core
Pacific Co.,Ltd.
Shao Xin, Yang (appointed on
July 2, 2021)
0
0

0

0
Director BES Engineering Co. Ltd.
(appointed on July 2, 2021)
Surviving company due to
M&A
0
0

13,110,345

0
Director
Legal representative,
BES EngineeringCorp.
Hui Lan, Chu (appointed March
25, 2022)

0

0

0

0
Director C.P. Leasing Co., Ltd.
(Appointed on July2,2021)
228,016
0

0

0
Director
Representative, C.P.
LeasingCo.,Ltd.
Kuen-Ming Lin
(Appointed on July 2, 2021)
0
0

0

0
Director Sheen Chuen-Chi Cultural and
Educational Foundation
(dismissal from July2,2021)
0
0

0

0
  • 106 -
Job Title (Note 1) Name 2021 2021 EndingMarch 29,2022 EndingMarch 29,2022
Increase
(decrease) in
shares held

Pledged
share
increase
(decrease)
Increase
(decrease) in
shares held

Pledged
share
increase
(decrease)
Director
Representative, Sheen
Chuen-Chi Cultural and
Educational Foundation
Kuen-Ming Lin
(dismissal from July 2, 2021)
0
0

0

0
Director
Representative, Sheen
Chuen-Chi Cultural and
Educational Foundation
Hui-Ting Shen (dismissal from
July 2, 2021) (Appointed on
May 25, 2020)
0
0

0

0
Director Hui Lan, Chu
(dismissal from March 25,
2022) (Appointed on July 2,
2021)
0
0

0

0
Legal Representative of
Jen Huei Enterprise Co.,
Ltd.
Director
Legal Representative of
Jen Huei Enterprise Co.,
Ltd.
Jiun-Huei Guo
(dismissal from July 2, 2021)
0
0

0

0
Director Yao Chung Co. Ltd.
(Appointed on July2,2021)
48,708
0

0

0
Director
Representative, Yao
Chuen Co.,Ltd.
Hui-Ting Shen
(Appointed on July 2, 2021)
0
0

0

0
Independent Director Song-Nian Ye 0
0

0

0
Independent Director Yun-PengChu 0
0

0

0
Independent Director Wen-Yen Pan 0
0

0

0
President Janson Yu 0
0

0

0
Vice President Yun-Chih Liu
(dismissal from August 13,
2021)
0
0

0

0
Special Assistant Lin Ching 35,000
0

0

0
Vice President Kuo-Tsai,Huang 0
0

0

0
Vice President Ying-Chun Chen
(dismissal from July1,2021)
0
0

0

0
Special Assistant Chi-Chung Chia
(dismissal from July1,2021)
0
0

0

0
Vice President Ying Jun, Chen
(chief of accounting department
& financial department
concurrently and Corporate
Governance Officer)
100,000
0

0

0
Vice President Shu-TongZou 43,000
0

0

0
Vice President Chia-Wei Tsai 50,000
0

0

0
  • 107 -
Job Title (Note 1) Name 2021 2021 EndingMarch 29,2022 EndingMarch 29,2022
Increase
(decrease) in
shares held

Pledged
share
increase
(decrease)
Increase
(decrease) in
shares held

Pledged
share
increase
(decrease)
Vice President(by
proxy)
Yu Lan, Wang
(dismissal on April 1, 2022)
(promoted on Feb. 1, 2022)
(appointed on Jan. 3, 2022 as
special assistant)
(dismissal on March 3, 2021 as
Special Assistant)
0
0

0

0
Vice President(by
proxy)
Chi-Tsung Kao
(promoted on July1,2021)
0
0

0

0
Vice President(by
proxy)
Hui Fen, Yang
(retired from Feb. 1,2022)
0
0

0

0
Assistant Vice
President(special
assistant)
Cheng Jung-Wen
(dismissal on Oct. 1, 2021)
0
0

0

0
Assistant Vice President Min Ling, Yang
(promoted on Feb. 1,2022)
(31,375)
0

0

0
Assistant Vice President Huei-Fen Yang
(retired from Feb. 1,2022)
0
0

0

0
Assistant Vice President Guan-Lu Lee
(dismissal on Sept. 17,2021)
0
0

0

0
Assistant Vice President Tien-Hua Wang
(dismissal on Sept. 1,2021)
0
0

0

0
Assistant Vice President Chien-Hsien Lee (20,000) 0
0

0
Assistant Vice President Chiao-Pin Lee 20,000
0

0

0
Plant chief Cong Qian,Wang 1,670
0

0

0
Assistant Vice
President(level 3)
Rong Wen, Zheng 0
0

0

0
Assistant Vice President Chien-Yuan Huang 0
0

0

0
Assistant Vice
President(level 3)
Wen Chih, Tsai 75,000
0

0

0
Plant chief Hong Long, Chen 0
0

0

0
Manager Po-ChengHsu 0
0

0

0
Manager Yan Li, Wang
(appointed on June 1, 2021)
(dismissal on Jan. 1,2021)
0
0

0

0
Manager Qi Chang,Li 0
0

0

0
Manager YongLong,Chen 50,000
0

0

0
Manager Pei Yu,Yang 11,150
0

0

0
Manager Wen Yuan,Zeng 8,000
0

12,000

0
Manager Zhi Wei,Zhang 50,000
0

0

0
Manager Wei-YingLi 0
0

0

0
Manager Yong Chong, Jiang
(appointed on Jan. 3,2022)
0
0

0

0
Manager Chau-Yuan Tsai
(Adjustment of position on
March 22,2022)
25,000
0

0

0
  • 108 -
Job Title (Note 1) Name 2021 2021 EndingMarch 29,2022 EndingMarch 29,2022
Increase
(decrease) in
shares held

Pledged
share
increase
(decrease)
Increase
(decrease) in
shares held

Pledged
share
increase
(decrease)
Manager Qin Xiang, Lin
(dismissal on July1,2021)
(22,741)
0

0

0
Manager Zhi Yuan,Yang 0
0

0

0
Manager Yi Ping, Yuan
(appointed on July1,2021)
13,000
0

0

0
Manager Chi-FongWang 0
0

0

0
Manager Fang-Mo Chien (17,000) 0
0

0
Manager Chin-Yi Lee 20,000
0

0

0
Manager Kun-Nan Lee
(dismissal on Jan. 1,2021)
0
0

0

0
Manager Kung-Da, Lee
(dismissal on Jan. 1,2021)
0
0

0

0
Manager Chang-HungChien 0
0

0

0
Manager Kuan-Der Chien 0
0

0

0
Special Assistant Chun-Hsien Wu
(dismissal on Jan. 1,2021)
0
0

0

0
Manager (level 3) Yi-Yen Chen
(dismissal on Jan. 1,2021)
0
0

0

0
Manager Yung-Fu Liu
(dismissal on April 11,2022)
0
0

0

0
Manager Mu-Chuan Ho 0
0

0

0
Manager Yung-Sen, Hsu
(dismissal on March 1,2021)
0
0

0

0
Special Assistant Tian-Shuei Gao 67,000
0

0

0
Topcounselor QingJing,Shen 0
0

0

0

Note 1: The shareholders who hold more than 10% of the Company's shares shall be identified as major shareholders and stated separately.

Note 2: Where the counterparts of shares through transfer and pledged under lien are related parties, it is also necessary to complete the following table.

Information about Equity Transfer

Name
(Note 1)
Cause
(Note 2)
Trading
Date
Trading
Counterpart
Relationship between trading
counterpart and the Company,
directors, supervisors, manager
and shareholders who hold more
than 10% of the Company's
shares
Quantity Trading
Value
None

Note 1: Please specify the names of directors, supervisors, managerial officers, and shareholders who hold more than 10% of the Company's shares.

Note 2: Please specify acquisition or disposal.

  • 109 -

Information about Equity Pledged Under Lien

Name
(Note 1)
Cause
(Note 2)
Date of
Change
Trading
Counter
part
Relationship between
trading counterpart and the
Company, directors,
supervisors, manager and
shareholders who hold more
than 10% of the Company's
shares

Quantity

Ratio
of
Shareh
olding
Ratio
of
Pledge

Pledged
(redeeme
d) Value
None

Note 1: Please specify the names of directors, supervisors, managerial officers, and shareholders who hold more than 10% of the Company's shares.

Note 2: Please specify pledge or redemption.

  • 110 -

IX. Relationship among the Top 10 Shareholders

March 29,2022 March 29,2022 March 29,2022 March 29,2022 March 29,2022 March 29,2022 March 29,2022 March 29,2022 March 29,2022
Name (Note 1) Current Shareholding Spouse & Minor
Shareholding
Total Shareholding by
Nominees
Among the ten largest shareholders,
designation or name and relationship with
anyone who is a related party or spouse, or a
relative within the second degree of kinship.
(Note 3)
Note:
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareholding
Designation (or Name) Relationship
BES Engineering Corporation
Representative: Hui-Lan Chu
Chao-Shun Hong
183,037,540
-
73,834,000

4.84%
-

1.95%

0
0

0

0
0

0

0
0

0

0
0

0
Core Pacific Co. Ltd.
Core Pacific World
Corporation
Substantial
related party
N/A N/A
N/A N/A
The Core Pacific Co., Ltd.
Representative: Chiang Hung-Chiao
JPMorgan Chase Bank N.A., Taipei
Branch in custody for Vanguard
Emerging Markets Stock Index Fund
Representative: N/A
JPMorgan Chase Bank N.A., Taipei
Branch in custody for Vanguard Total
International Stock Index Fund, a series
of Vanguard Star Funds
Representative: N/A
King’s Construction Co., Ltd.
Representative: Shen-Yuen Luan
HSBC in custody of Core Pacific -
Yamaichi International (H.K.) Ltd. –
Client A/C
Representative: N/A
Core Pacific World Co., Limited
Representative: Sheen, Ching-Jing
Ming-Da Lin
Citibank (Taiwan) in custody of Polunin
Developing Countries Fund, LLC
Representative: N/A
53,980,916
40,450
49,367,041
-
46,897,204
-
46,300,000
-
31,857,048
-
30,649,620
-
30,000,000
27,690,610
-
1.43%
0%

1.30%
-

1.24%
-
1.22%
-

0.84%
-

0.81%
-
0.79%

0.73%
-
0
0

0
-

0
-
0
0

0
-

0
0
0

0
-
0
0

0
-

0
-
0
0

0
-

0
0
0

0
-
0
0

0
-

0
-
0
0

0
-

0
0
0

0
-
0
0

0
-

0
-
0
0

0
-

0
0
0

0
-
N/A N/A

N/A
N/A
N/A N/A

N/A
N/A
N/A N/A
N/A N/A
N/A N/A

N/A
N/A
N/A N/A
BES Engineering
Corporation
Substantial
relatedparty
N/A N/A
N/A N/A
N/A N/A
N/A N/A

Note 1: The top ten shareholders' names shall be identified separately (in the case of corporate shareholders, the corporate shareholders' names and representatives' names shall be identified separately).

Note 2: The ratio of shareholding is calculated in terms of own shareholdings, shares held by spouse & children under age or shareholdings under the title of a third party.

Note 3: The shareholders identified above include juristic persons and natural persons, and the relationship among them shall be disclosed in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

  • 111 -

X. Ratio of Combined Shareholding

Date: December 31, 2021; Unit: shares; %

Investee Invested by the Company Invested by directors,
supervisors,
management, and
enterprises controlled
by the Company
directly or indirectly
Invested by directors,
supervisors,
management, and
enterprises controlled
by the Company
directly or indirectly
Combined Investment Combined Investment
Quantity Ratio of
Shareholding
Quantity Ratio of
Shareh
olding

Quantity
Ratio of
Sharehol
ding
Kaohsiung Monomer
Co., Ltd.
20,000,000 40% 0 0% 20,000,000 40%
Tsou Seen Chemical
Industries Corporation
76,000,000 100% 0 0% 76,000,000 100%
CPDC Green Energy
Technology Company

15,000,000
100% 0 0% 15,000,000 100%
Dingyue Development
Co., Ltd.
2,558,000,000 100% 0 0% 2,558,000,000 100%
BES Twin Towers
Development Co., Ltd.
491,216,357 100% 0 0% 491,216,357 100%
CPDC Investment
(BVI) Ltd.
26,580,000 100% 0 0% 26,580,000 100%
Unichem Development
Limited
324,684,262 100% 0 0% 324,684,262 100%
Weiqiang International
Trading (Shanghai) Co.,
Ltd

20,000,000
44.52% 24,920,000 55.48%
44,920,000
100%
Jiangsu Weiming New
Material Co., Ltd.
6,000,000 0.36% 1,682,000,000 99.64%
1,688,000,000
100%
Sheng Fong
Construction
Investment Co. Ltd.
458,637,500,00
0
100% 0 0% 458,637,500,000 100%
CKS Guard 1,440,000 24% 0 0% 1,440,000 24%
Jean Pacific
Development Co., Ltd.
62,000,000 40% 0 0% 62,000,000 40%

Note : Equity Method Long Term Investments.

  • 112 -

Chapter 4 Status of Fund Raising

I. Capital Stock and Shares

(I) Source of Capital Stock

Year and
Month
Issuing
Price
Authorized Capital Stock Authorized Capital Stock Paid-in Capital Paid-in Capital Remark Remark Remark

Quantity
Amount Quantity Amount Sources of
Capital Stock
Offset by any
property other
than cash
Others
1969/04 100 8,000,000
800,000,000

8,000,000

800,000,000
Fund raising in
cash
None
1980/05 100 25,000,000
2,500,000,000

25,000,000

2,500,000,000
Capital increase
in cash
None
1983/02 10 800,000,000
8,000,000,000

630,140,000

6,301,400,000

Capital increase
in cash
Capital increase
upon
consolidation
None
1983/11 10 800,000,000
8,000,000,000

748,724,700

7,487,247,000

Capital increase
in cash
Capital increase
upon
consolidation
None
1984/02 10 890,000,000
8,900,000,000

823,058,900

8,230,589,000

Capital increase
upon
consolidation
None
1985/10 10 890,000,000
8,900,000,000

846,878,900

8,468,789,000
Capital increase
in cash
None
1986/07 10 890,000,000
8,900,000,000

856,878,900

8,568,789,000
Capital increase
in cash
None
1991/05 10 1,100,000,000 11,000,000,000
959,704,400

9,597,044,000
Capital surplus None
1997/08 10 1,362,900,000 13,629,000,000
1,115,731,588

11,157,315,880

Recapitalization
of capital
surplus

None
1998/08 10 1,840,000,000 18,400,000,000
1,283,091,327

12,830,913,270

Recapitalization
of capital
surplus

None
1999/02 10 1,840,000,000 18,400,000,000
1,283,869,156

12,838,691,560

Convertible
corporate bonds
None
1999/09 10 1,840,000,000 18,400,000,000
1,412,256,072

14,122,560,720

Capital surplus
Recapitalization
of earnings

None
SEC (88)
Tai-Tsai-Cheng (1)
No. 64778 dated July
12,1999
2000/08 10 1,840,000,000 18,400,000,000
1,482,868,876

14,828,688,760
Capital surplus None SEC (89)
Tai-Tsai-Cheng (1)
No. 52477 dated June
17,2000
2002/12 10 1,840,000,000 18,400,000,000
1,482,943,830

14,829,438,300

Convertible
corporate bonds
None
2004/02 10 2,600,000,000 26,000,000,000
1,689,999,459

16,899,994,590

Convertible
corporate bonds
None
2008/11 10 2,600,000,000 26,000,000,000
1,794,962,992

17,949,629,920
Recapitalization
of earnings

None
FSC approval letter
under
Ching-Kuan-Cheng
Yi-Tze No.
0970049317 dated
September 17,2008
2011/9 10 2,600,000,000 26,000,000,000
1,974,459,291

19,744,592,910
Recapitalization
of earnings

None
FSC approval letter
under
Ching-Kuan-Cheng
Yi-Tze No.
1000031761 dated
July8,2011
  • 113 -
Year and
Month
Issuing
Price
Authorized Capital Stock Authorized Capital Stock Paid-in Capital Paid-in Capital Remark Remark Remark

Quantity
Amount Quantity Amount Sources of
Capital Stock
Offset by any
property other
than cash
Others
2012/12 10 2,600,000,000 26,000,000,000
2,319,989,666

23,199,896,660
Recapitalization
of earnings

None
FSC approval letter
under
Ching-Kuan-Cheng
Yi-Tze No.
1010046102 dated
October 15,2012
2017/05 10 2,600,000,000 26,000,000,000
2,355,258,954

23,552,589,540

Convertible
corporate bonds
None
2017/08 10 2,600,000,000 26,000,000,000
2,363,353,546

23,633,535,460

Convertible
corporate bonds
None
2017/11 10 2,600,000,000 26,000,000,000
2,524,667,174

25,246,671,740

Convertible
corporate bonds
None
2018/03 10 3,600,000,000 36,000,000,000
2,699,857,267

26,998,572,670

Convertible
corporate bonds
None
2019/07 10 3,600,000,000 36,000,000,000
2,834,850,130

28,348,501,300
Recapitalization
of earnings
None Financial Supervisory
Commission May 30,
2019, reporting
effective.
Approved by the
Ministry of Economic
Affairs on July 23,
2019 by letter No.
10801093580
2020/02 10 3,600,000,000 36,000,000,000
3,284,850,130

32,848,501,300

GDR
None Approved by the
Financial Supervisory
Commission (FSC) on
Nov 20, 2019 by letter
No. 1080335763
Approved by the
Ministry of Economic
Affairs on February
24, 2020 by letter
No.10901015330
2022/01 10 4,500,000,000 45,000,000,000 3,784,850,130 37,848,501,300 Capital increase
in cash
None Approved by the
Financial Supervisory
Commission on
November 05, 2021
by letter No.
1100370634,
Approved by the
Ministry of Economic
Affairs on Jan 06,
2022 by letter No.
11001243600

Note 1: Please specify the information for the current year available until the date of the publication of the annual report. Note 2: The capital increase part shall be identified by effective (approval) date and document No. additionally. Note 3: The stock issued at the price less than the par value shall be identified prominently.

Note 4: Please specify the offset by monetary creditor's rights and technology, if any, and note the type and amount of offset. Note 5: The private placement, if any, shall be identified prominently.

Type of Shares Authorized Capital Stock Authorized Capital Stock Authorized Capital Stock Remark
OutstandingShares(Issued) Unissued Shares Total
Common Stock 3,784,850,130 715,149,870 4,500,000,000

Note: Please specify whether the stock refers to TWSE or GTSM stock (the stock forbidden from being traded in TWSE or GTSM, if any, shall be identified).

  • 114 -

Information About Shelf Registration System

Type of
Securities
Quantity of Shares Quantity of Shares Quantity of Quantity of Purpose and
Expected Benefit of
Period in Which
Unissued Shares
Remark
Total Approved Quant Price
None

(II) Composition of Shareholders

March 29, 2022

Composition of
Shareholders
Quantity


Government
Apparatus
Financial
Organization
Other Juristic
Persons
Individual Foreign
Institution or
Foreigner
Total
Number of persons (persons)
3
17 424 295,673 343 296,460
Shareholding (shares) 335 8,971,924 454,847,747 2,918,315,382 402,714,742 3,784,850,13
Ratio of Shareholding (%) 0.00% 0.24% 12.02% 77.10% 10.64% 100.00%

(III) Diversification of equity

March 29, 2022

March 29,2022
Range of Shares Number of Shareholders Status of Shareholding Ratio of Shareholding
1~999 73,540 13,252,809 0.35%
1,000~5,000 139,327 320,477,274 8.46%
5,001~10,000 35,911 274,973,734 7.27%
10,001~15,000 15,740 191,481,711 5.06%
15,001~20,000 8,106 148,186,639 3.92%
20,001~30,000 8,840 218,795,532 5.78%
30,001~40,000 3,963 139,147,646 3.68%
40,001~50,000 2,615 120,415,092 3.18%
50,001~100,000 4,735 334,433,446 8.83%
100,001~200,000 2,192 297,357,360 7.86%
200,001~400,000 879 242,127,452 6.40%
400,001~600,000 255 122,696,610 3.24%
600,001~800,000 104 71,730,745 1.90%
800,001~1,000,000 58 52,111,516 1.38%
1,000,001 or more 195 1,237,662,564 32.69%
Total 296,460 3,784,850,130 100.00%
Preferential Stock Preferential Stock Preferential Stock March 29, 2022
Range of Shares Number of
Shareholders
Status of Shareholding Ratio of Shareholding
None
Total

(IV) Roster of Major Shareholders

March 29, 2022

  • 115 -
Shares
Name of Major Shareholder

Status of
Shareholding
Ratio of
Shareholding
BES EngineeringCo. Ltd 183,037,540 4.84%
Chao-Shun Hong 73,834,000 1.95%
Core Pacific Co. Ltd. 53,980,916 1.43%
JPMorgan Chase Bank N.A., Taipei Branch in custody for
Vanguard EmergingMarkets Stock Index Fund
49,367,041 1.30%
JPMorgan Chase Bank N.A., Taipei Branch in custody for
Vanguard Total International Stock Index Fund, a series of
Vanguard Star Funds
46,897,204 1.24%
King’s Construction Co. Ltd 46,300,000 1.22%
HSBC in custody of Core Pacific - Yamaichi International (H.K.)
Ltd. – Client A/C
31,857,048 0.84%
Core Pacific World Co.,Limited 30,649,620 0.81%
Ming-Da Lin 30,000,000 0.79%
Citibank (Taiwan) in custody of Polunin Developing Countries
Fund,LLC
27,690,610 0.73%

(V) Information on market value, net value, earnings and dividends per share

Unit: NTD, except weighted average quantity of shares and analysis on ROE

Year
Item
Market
value per
share
(Note 1)
Highest
Lowest
Average
Year
Item
Market
value per
share
(Note 1)
Highest
Lowest
Average
Year
Item
Market
value per
share
(Note 1)
Highest
Lowest
Average
2020 2021 Ending April 30,
2022
(Note 8)
Highest 12.05 17.30 14.25
Lowest 6.28 9.00 11.60
Average 8.46 12.47 12.36
Net value
per share
(Note2)
Before distribution 21.56 21.27 N/A
After distribution 21.56 (Note 9)
EPS Weighted average shares 3,273,784,556 3,299,918,623
EPS (Note 3) 0.21 1.09
EPS-adjustedretroactively (Note 3) 0.21 (Note 9)
Dividends
per share
Cash Dividend - (Note 9)
Free-Gratis
dividends
Stock dividend from
earnings
- -
Stock dividend from
paid-incapital
- -
Retained dividend (Note4) - -
Return on
investment
Price-EarningsRatio (Note 5) 40.29 11.44
DividendYield (Note 6) - -
analysis Cashdividend yield (Note 7) - -
  • In the case of retained shares distribution or capital surplus shares distribution, please also disclose the information about the market value and cash dividend adjusted retroactively based on the number of shares as distributed.

  • Note 1: Please identify the highest market value and the lowest market value of the common stock in various years, and calculate the average market price for each year based on the trading value and turnover for each year.

  • Note 2: Please apply the number of shares already issued at the end of the year and identify the status of distribution according to the resolution made by the shareholders' meeting held in the following year.

  • Note 3: If it is necessary to make adjustments retroactively due to Free-Gratis dividends, please identify the EPS before and after adjustment.

  • Note 4: If the terms and conditions under which the equity securities are issued provide that the stock dividend retained in the year may be accumulated until the year in which there are allocable earnings available,

  • 116 -

please disclose the retained stock dividend accumulated until the then year. Note 5: Price-Earnings Ratio=Average Closing Price Per Share in current year/Earnings Per Share Note 6: Dividend Yield=Average Closing Price Per Share in the current year/Cash Dividend Per Share Note 7: Cash Dividend Yields=Cash Dividend Per Share/Average Closing Price Per Share in the current year Note 8: Please identify the net value per share and EPS available in the latest quarterly financial information audited (reviewed) by the independent auditor before the date of publication of the annual report, and the information available until the date of publication of the annual report in the other sections.

Note 9: Earnings Distribution for 2021 is still under resolution by the general shareholders' meeting 2022

(VI) Dividend Policy and the Status of Implementation

1. Dividend policy in the Articles of Incorporation:

The Company may duly use its reserve to distribute dividends, appropriate capital, and issue new shares in accordance with relevant laws and regulations. If the Company has earnings, after payment of taxation, it shall offset the losses in previous years, and set aside a legal capital reserve and special capital in accordance with relevant laws and regulations or requested by the authorities in charge. With respect to any balance herein together with the undistributed cumulative profits from previous years and from the current year, the Board of Directors shall prepare an earnings distribution proposal and submit to the shareholder meeting for approval according to the following dividend policy.

The Company is in a highly capital-intensive industry, subject to volatility and high levels of competition. Where the Company is subject to the influence of the global economy and changes in industrial performance, the Company should take into account the Company's business operations, capital needs and status of the competitive environment, interests of shareholders and the Company's own financial planning in the allotment of its profits. Under such circumstances, the Company may set aside profits into a special reserve either in whole or in part to assure financial stability and sustainability. The Company may allot dividends in cash or stock. In the case that the allotment is made by way of stock dividend, the ratio for the stock dividend shall not exceed 50% of the total distribution unless the ratio of the Company's total liabilities to total assets is equivalent or above 50% or otherwise prescribed in relevant laws and regulations.

The special surplus referred to in item 2 that should be appropriated or reversed by law or the competent authority, including the net deduction of other equity and the net increase in the fair value of the real estate investment accumulated by the company, it shall be the same amount withdrawn of the previous period’s undistributed surplus and if there is still a shortfall, it shall be withdrawn from the amount of the current surplus.

The current surplus mentioned in Items 2 and 4 refers to the amount of the current after-tax net profit plus the amount of items other than the current after-tax net profit that included in the current undistributed surplus.

  1. Allocation of dividends proposed at the shareholders' meeting:

According to the resolution of the Board of Directors on March 14, 2022, the Company proposed to distribute a cash dividend of NT 1,513,940,052 for ordinary shares (a cash dividend of NT 0.4 per share). After being approved by the shareholders' meeting the distribution of cash dividends date will be redetermine by the authorized board of directors.

If there is a subsequent change in the share capital due to cash capital increase, repurchase of the company's shares, transfer, conversion and cancellation of treasury shares, or conversion of corporate bonds and employee stock option certificates in accordance with

  • 117 -

the issuance and conversion methods which resulting in changes in the dividend distribution rate to shareholders, it is recommended to authorize the chairman of the board to adjust the amount of dividends decided by the general meeting of shareholders according to the number of issued and outstanding shares published in the company's common stock register on the ex-dividend base date. The total amount of cash dividends distributed by individual shareholders is calculated up to 1NT, but not below 1NT.

  • (VII) Effect of allocation of Free-Gratis Dividends proposed at the shareholders' meeting on the operational performance of the Company and the Earnings Per Share:

Not applicable as no gratis allotment of shares on distribution of earnings is proposed at the shareholders’ meeting.

(VIII) Employee bonus and remuneration to directors/supervisors:

  1. Proportion or scope of employee bonus and remuneration to directors as stated in the Company's Articles of Incorporation Article 32:

If the Company has earnings, it shall set aside 3% of the balance as remuneration to the employees and no greater than 2% of the balance as remuneration to directors. When there are accumulated losses, the Company shall offset the appropriate amounts before remuneration.

The above remuneration to the employees may be allotted in cash or stock, eligible personnel includes employees at subsidiaries that meet the requirement by the Board. The above remuneration to the directors shall be in cash.

The earnings in paragraph one means the annual pre-tax earnings before deduction of the remuneration to employees and directors.

Distribution of the employees' and directors' remuneration shall be resolved at board meetings, with over two-third of directors in attendance and approved by over half of the attending directors, and reported to the shareholder's meeting.

  1. The accounting in the case of deviation from the basis for stating employees bonus and remuneration to directors, the basis for calculating the number of stock dividends to be allocated, and the actual allocation:

The 2021 remuneration of employee is estimated by a ratio of the pre-tax income before minus the remuneration to directors and employee, if the estimates differ from the resolved remuneration on the day of the shareholders meeting, the shareholder's meeting shall refer to the new amount, and the amount adjusted in the year of the shareholders' meeting.

  1. Information about the allocation of bonus resolved by the Directors' Meeting:

  2. (1) The 2021 remuneration of employee and directors was ratified by the Board on March14, 2022. Allocation of remuneration is as below:

In accordance with the Articles of Incorporation, the Company proposed an employee allocation of 3%, with an amount of NT$124,488,194 allocated for employees, and directors' allocation of no more than 2%, or an amount of NT$82,992,129, both paid out in cash.

  • (2) The amount of any employee remuneration distributed in stocks, and the size of that amount as a percentage of the sum of the after-tax net income stated in the parent company only financial reports or individual financial reports for the current period and total employee remuneration: N/A

  • 118 -

  • The actual allocation of employee bonus and remuneration to directors in the previous year (including the number, amount and stock price of allocated shares), the deviation between the actual allocation and the estimated figures, if any, and cause and treatment thereof:

  • (1) The actual distribution of the 2021 directors' remuneration is the same as the proposed distribution approved by the Board of Directors.

  • (2) No employee bonus was allocated in 2021

  • (IX) Repurchase of the Company's shares:

II. Issuance of Corporate Bonds: None

III. Issuance of Preferred Shares: None.

IV. Status of Participation in Issuance of "Global Depository Receipts (GDRs)":

Date of Issue
Item
Date of Issue
Item
Date of Issue
Item

2020/01/10
Date of Issue 2020/01/10
Place of issue and trading Luxembourg Stock Exchange
Total dollar amount of issue US$129,240,000
Dollar amount per unit issued US$7.18
Total number of issued units 18,000,000 units
Source of underlying securities Ordinary shares of CPDC held by shareholders of the
Company (handle in accordance with the Company's
"Regulations Governing the Conversion Sales of
Depositary Receipt)
Number of underlying securities 450,000,000 shares
Rights and obligations of holders of
the depositary receipts
Same as ordinary shares
Trustee N/A
Depositary institution Citibank, N.A.-New York
Custodian institution First Commercial Bank Custody Division of Trust
Department
Balance of overseas depositary
receipts not yet redeemed
0 units (Note 1)
Method of allocating relevant
expenses during issue period and the
of the overseas depositary receipts
Borne by the issuing company
Important Agreements in Depository
and Custody Contracts
Refer to the depositary agreement and custody agreement
for details
Market
price
per unit
2021 Highest 14.80
Lowest 8.25
Average 11.10

As of March
Highest 11.70
Lowest 10.37
31, 2022 Average 10.99

Note 1: As of March 31, 2022, investors have redeemed 18,000,000 units.

V. Status of Employee Stock Option: None.

  • VI. Restriction on Employee Share Subscription Warrant: None.

  • 119 -

VII. Mergers and Acquisitions, or as Assignee of New Shares Issued by Another Company: None.

VIII. Implementation of Capital Utilization Plan

As of the quarter before the publishing date of the annual report, the content of plan and status of implementation of the previous issuance or private placement of securities that have not been complete, or those have been completed in the past three years but the expected benefits have not yet shown:

  • (I) The contents of the 2020 overseas depositary receipt plan:

  • Total funds required: RMB1,176,000 thousand (equivalent to US$177,002 thousand).

  • Source of funds: Issuance of overseas depository receipts.

  • 3.Project and the progress: Investment plan for reinvesting in Jiangsu Weiming Plant.

  • (II) Implementation of funds:

Unit: NTD Thousand

Unit: NTD Thousand
Project Status of
implementation
1st quarter of 2022 As of 1st quarter of
2022
Reasons for progress ahead
or behind and improvement
plan (Note 2)
USD Equivalent to
NT$ (Note)
USD Equivalent to
NT$ (Note)
Reinvesting
in the China
subsidiary-
Jiangsu
Weiming
Amount of
expense
Expected 0
0
154,000
4,851,000
Mainly due to the impact of
the COVID-19 pandemic in
2020, the person in charge
of the project could not
enter the site for
construction as planned,
which caused the
construction period to be
delayed, so the payment of
funds was delayed.






Actual 4,693 147,830
71,539

2,253,479
Execution
progress
(%)
Expected 0 0
87%

87%
Actual 2.65%
2.65%
40.42%
40.42%
Total Amount of
expense
Expected 0 0 154,000
4,851,000
Actual 4,693 147,830
71,539

2,253,479
Execution Expected 0 0
87%

87%
progress
(%)
Actual 2.65%
2.65%
40.42%
40.42%

Note 1: The exchange rate of the US$ to NT$ is calculated as US$1 against NT$31.5; the investment funds of the China subsidiary are denominated in RMB, and the exchange rate of USD to RMB is calculated at the exchange rate at the time of exchange.

Note 2: At present, the equivalent of US$57,701 thousand in unspent funds is deposited in the bank's foreign currency fixed deposit account (calculated at the exchange rate at the time of exchange) and the repurchase ticket.

  • 120 -

Chapter 5 Operations Overview

I. Business Operations

  • (I) Scope of business

  • The scope of major business items

    • (1) Manufacture of petroleum, alkali-chlorine and phosphoric acid and derivatives.

    • (2) Import-export including storage, transportation, procurement, and sales of the products in the forgoing item and their raw materials, chemicals, and chemical materials.

    • (3) Business related to the procurement and sales in the foregoing item and the import and export trade of general commodities.

    • (4) Provision of related technical services of products (by-products) in the foregoing items, processes, and equipment operations.

    • (5) Research and development of chemicals.

    • (6) Trade, classified processing, and distribution of goods (clothing, electrical, books and stationery, auto products, houseware, and entertainment and leisure facilities).

    • (7) Restaurant and hotel operations.

    • (8) Design and sales of computer software and operation of data registration and processing.

    • (9) Development of commercial buildings; lease and sales of public housing; development of plant buildings on general industrial land; lease and sales of warehouses; and development, lease, sales, and management of industrial parks commissioned by industrial authorities.

    • (10) Operations of recreational areas and golf practice ranges (under five holes).

    • (11) Investment in parking lots within the scope of urban planning.

    • (12) Operation of gas stations; sales of diesel and dedicated LPG; and simple auto maintenance services (such as lubrication).

    • (13) Operation of new power plants.

    • (14) Undertaking environmental engineering work (removal, disposal and engineering of general waste, general industrial waste, and hazardous industrial waste).

    • (15) Import, export, and sales of feed and feed additives.

    • (16) Business items not prohibited or restricted by the law in addition to the approved business items.

  • Major products and sales mix

Currently, the major products of this company include acrylonitrile (AN), caprolactam (CPL), nylon chip (NY6 or PA6), and o-phenylphenol (OPP). Other products include electricity, hydrogen cyanide (HCN); ammonium sulfate (AS), industrial sulfuric acid, refined sulfuric acid, and fuming sulfuric acid (oleum). The sales mix of these products in 2021 is as follows:

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Product
Acrylonitrile (AN) and
by-products
Caprolactam (CPL) and
by-products
O-phenylphenol (OPP)
Others
Sales Mix (%)

40.1%
42%
1.0%
16.9%

3. Current products

Current products include acrylonitrile (AN), caprolactam (CPL), nylon chip (NY6 or PA6), ammonium sulfate (AS), sulfuric acid (including fuming sulfuric acid (oleum) and refined sulfuric acid), hydrogen cyanide (HCN), electricity, and new products for engineering plastics mixing and modification.

  1. New products to be developed

We will evaluate the development of plasticized raw materials, functional polymers, raw decomposition materials, nylon engineering plastics, cyclopentanone derivatives, optical application monomers, special chemical products, electronic grade high purity materials, bio-based materials, and biodegradable materials, lithium battery additives, solid state electrolytes and 5G high frequency substrate materials. We also use raw materials, products and by-products to develop high value-added products.

(II) Industry overview

1. Status and development

(1) Acrylonitrile (AN or ACN)

In Taiwan, there are only two AN suppliers: CPDC and Formosa Plastics Corporation (Formosa Plastics). The Company has already expanded production capacity in 2010, 2011 and 2019, and the production capacity this year was 230,000 metric tons. Although the production capacity of Formosa Plastics was 280,000 metric tons, for the most part of its AN output is for internal use to produce ABS and AF products.

In 2021, the total AN demand in Taiwan was about 460,000 metric tons/year, which was close to that in 2020.

(2) Caprolactam (CPL)

The Company is the only CPL supplier in Taiwan. The CPL capacity in 2021 was 400,000 metric tons, and a ctual production reached 256,000 metric tons. Full supply to Taiwan without export, with domestic market share of 61%.As the impact of the COVID-19 has faded and demand from the textile industry has rebounded, Taiwanese manufacturers will performance better than expected in downstream draw and polymerization demand in 2021. CPL consumption in Taiwan will increase by 14% in 2021 compared to 2020, with an apparent demand of 420,000 metric tons per year.

Nylon demand in Asia continues to increase, particularly in China, where CPL capacity largely increased in 2012, and reduced its capacity growth rate due to oversupply in 2020. Capacity in 2021, reached a total capacity of 5.3 million metric tons. 2021 capacity increased by 1,000,000 tons, which is an increase of 23% versus 2020. In 2021,

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the total CPL demand in China was 3.94 million tons a year, while the 230,000 tons added capacity versus 2020 has shown a situation that oversupply continues. Demand for CPL in Asia is expected to rebound in 2022 due to the end of the epidemic in Europe and the U.S. and the recovery of the apparel industry. However, a large amount of new CPL capacity is expected to be added to the market in mainland China, and with no significant increase in the overall CPL market, operations are expected to be more challenging.

(3) Nylon Chips (NY6 or PA6)

Nylon chip production in Taiwan decreased in 2016~2020,with the epidemic slowing down, demand for nylon pellets grew in 2021. As the global economy recovered and joined the acquired Douliu nylon polymerization plant to show better vertical integration. With the increasing self-sufficiency of China’s production capacity, Taiwan’s exports to China have been gradually reducing; sales in other regions increased year by year, gradually shifting its dependence on the China market. The Company produces nylon chips with CPL through vertical integration for downstream suppliers to produce nylon threads, engineering plastics, and nylon films. By producing and selling nylon chips, the Company maintains a link to the nylon market. To cope with segmentation and heterogeneous growth of downstream nylon products, we continuously adjust the structure of our downstream customers and develop the development of CPDC’s special chemical products.

(4) O-phenylphenol (OPP)

CDPC completed a pilot plant in 2016, and is the only supplier of OPP domestically, and is the 3rd largest producer in the world. This product is a vertically integrated, specialty product line, and uses Cyclohexanone as its main raw material. The R&D center developed catalytic converters, production design, and completed the plant construction. The main end product for this product line is flame retardant, optical materials, and antiseptic/sterilization purposes. Through the production and sales of OPP, we intend to further develop our operations in specialty chemicals, expanding OPP derivative products for different end markets. Through the differentiation of downstream products and growth potential, we continue to adjust our client mix, and further develop CPDC's entry into the specialty chemical market.

(5) Engineering Plastic

The Qiaotou plant will be opened in November 2020 with a maximum annual capacity of 9,000 tons. With the advantage of raw materials, CPDC has strengthened the integration of upstream and downstream raw material supply chain to develop nylon 6 blended modified products. In response to the booming development of automotive electronics, semiconductor electronic materials and 5G Internet in the future, the Company aims to develop new engineering plastic blended products towards customized products, including nylon 66 Engineering Plastic, PC composite material, ABS composite material, PP composite material, PC/ABS composite material and We will capture the domestic market share and actively expand overseas markets, increase order volume, optimize formulation technology, reduce production costs, and increase gross profit.

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2. Supply Chain Relationships between Products

(1) Acrylonitrile (AN or ACN)

Propene and ammonia anhydrous are the major raw materials of AN. AN is produced by ammoxidation with a specific amount of air and steam. Propene is mainly supplied by CPC Corporation Taiwan, with a small amount from imports. All liquid ammonia is imported.

Downstream AN applications include acrylic fiber and ABS plastics production. Acrylic fiber is also called AN fiber. It is mainly used in producing fabrics, wool, woolen fabrics, blankets, carpets, and stuffed toys. ABS is usually used to produce briefcases, cosmetics containers, computers, mobile phones, home appliance shells, and auto parts.

(2) Caprolactam (CPL)

Benzene or phenol and ammonia anhydrous are the major raw materials of CPL. Benzene is either supplied by CPC Corporation Taiwan or imported. Phenol is supplied in Taiwan or imported. All ammonia anhydrous are imported.

CPL is the major raw material for producing NY6 and resin. The downstream products of NY6 thread include general textile fibers, such as sports jackets, lining, stockings, undergarments, and fabrics, and industrial fabrics such as umbrella fabrics, fishing lines, fishing nets, tire carcass, handbags, and home carpets.

  • (3) Nylon Chips (NY6 or PA6)

Nylon chips are made of CPL through polymerization into solid high molecules for use by downstream spinning industry or engineering plastics industry. The downstream application of nylon chips has been mentioned in the CPL section. The product relations are as follows:

Nylon threads Downstream Processing Benzene or CPL Nylon Chips phenol Compounding and Engineering Modification Plastics

  1. Development Trend and Competition Status of Major Products

  2. (1) Acrylonitrile (AN or ACN)

Favorable conditions:

  • 1) NBR: Tire (NBR) demand will increase as the auto industry continues to grow in 2022, along with the steady growth in Medical Latex demand, especially in mainland China, where there is room for a significant growth. These will indirectly favor AN production and stabilize AN price.

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  • 2) AM: As the demand for wastewater treatment and oil refinery treatment increases, AM demand is expected to increase to favor AN production and stabilize AN price.

  • 3) ABS: The demand for home appliances and autos maintained growth for the company, indirectly favoring AN production and beneficial for stabilizing prices.

Unfavorable conditions:

  • 1) AF: 2022 Annual AF Demand estimates are flat or slightly increased due to the recovery of the global economy. However, Polyester (polyester fiber) continues to be replaced by a small portion, which will slightly affect AN production and price stability.

  • 2) China continues to expand its new capacity, causing the balance of supply and demand in AN industry and the impact on prices.

  • 3) Continental conservation policy (such as tariff protection, or the inclusion of AN as a processing ban) has also had an impact on the operations of AN Asian producer, and China-US trade conflicts have also affected the mainland's demand.

  • 4) China has reduced VAT to 13% since April 2019, and there are no tariff barriers to the export of competing factories in the future, and competition for export has intensified.

  • Responsive action for unfavorable factors:

Develop NBR(Latex) and AM markets which enjoy higher demand growth rates and explore other regional sales area such as south India and the Middle East to reduce the dependence on the Chinese market. These efforts are starting to show positive effects.

  • (2) Caprolactam (CPL)

Favorable conditions:

  • 1) Nylon is an industry for key development in China. Therefore, in addition to helping domestic nylon suppliers to expand production capability, the Chinese government has implemented tariff barriers and an anti-dumping tax to protect domestic nylon industry development. As this company is not on the anti-dumping tax list, our entry barrier is lower than other international competitors.

  • 2) As the CPL process is complicated and operation is rather difficult, it is difficult for newcomers to control quality. Therefore, current suppliers can enjoy a short-term quality advantage.

  • 3) The quality of Nylon produced in Taiwan still remains better than that in mainland China, thus in a continued demand growth environment, suppliers in Taiwan remain a preferred choice to customers.

Unfavorable conditions:

  • 1) CPL capability in China expanded extensively, and supply was higher than demand in 2013. As CPL suppliers were competing for market share, price competition and profit reduction has occurred.

  • 2) After PTA capability expansion in Asia in recent years, excessive polyester has

  • 125 -

substituted for nylon thread at a lower price point and higher market share. This affects the development of nylon thread in the general textile market.

Responsive action for unfavorable factors:

  • 1) Focus on the top-down supply chain environment and changes in the market situation, acquired the Douliu nylon chips plant that can produce 80,000 tons/year, increase downstream customers and differentiation, flexibly adjust sales strategies and support downstream industries to increase operational performance, and face competition together.

  • 2) Reinforce cultivation of engineering plastics and film markets to reduce the risk of selling products to a single market -- nylon textile market. Increase the flexibility of sales adjustments with the company's development and production of functional nylon chips.

  • (3) Nylon Chips (NY6 or PA6)

Favorable conditions:

  • 1) China is a developing country with a fast-growing economy. As the domestic demand and export growth increase, the textile industry expands its capability to accelerate nylon chip consumption.

  • 2) The thriving auto industry in China stimulates auto nylon chip demand.

Unfavorable conditions:

  • 1) Nearly 55% of the downstream industries of nylon chips in Taiwan concentrate in clothing fibers with the export market focusing on China. Therefore, the concentration effect of a single industry and a single market is significant.

Responsive action for unfavorable factors:

After the acquisition and capacity expansion of polymerization equipment, most Taiwan suppliers avoided price-driven competition with China, increased export to niche high-quality markets in Asia, Southeast Asia, and India. The Company also emphasizes material supply contracts with domestic Taiwanese customers to strengthen sales and is committed to the development of the engineering plastics, film, and fishing net wire market, which is a success.

  • (4) OPP (ortho-phenylphenol)

Favorable conditions:

  • 1) As the third-largest manufacturer in the world and the only supplier in Taiwan, the demand of downstream applications is mostly focused on the Asia region, which has a geographical benefit and can promote ortho-phenylphenol.

  • 2) Using the novel catalyst technology and purification system to reduce energy and wastes emission, enhance product quality and efficiency.

Unfavorable conditions:

  • 1) The main competitor has a market share of approximately 50% and enjoys preferential

  • 126 -

tax rates in major demand markets, which is unfavorable for Taiwan's special chemical products.

Responsive action for unfavorable factors:

To avoid price-driven competition with China, the CPDC will develop OPP derivatives to enhance the market share for the Asia region and create new business market areas and customers, for example the Europe and the United States.

  1. Domestic Market Share of Major Products

In 2021, the domestic market share of CPL is about 61%; AN is about 35%, and nylon chips is about 21%, and OPP domestic market share is approximately 54%.

(III) Technology and R&D

  1. R&D Expenses: FY2021: NT$461,963,000 By March 31, 2022: NT$77,148,000.

2. Major Research Outcomes

From catalyst development, process design, and plant construction, we can ensure 100% independent development for ortho-phenyl phenol (OPP). CPDC is also devoted to the development of OPP derivatives. OPP is an important fine organic chemical generally used to produce flame retardant, fungicide, preservative, coating, photosensitive materials, mordant or surfactant.

In engineering plastics compounding product series, R&D center devoted to new product development including nylon 66 engineering plastics, PC composites, ABS composites, PP composite materials, PC/ABS composite materials, and PLA, PBAT, PBS biodegradable materials, etc. Series of products have good mechanical properties, flame retardant, toughening resistance at low temperature, heat resistance, weather resistance, antibacterial, conductive, antistatic and other characteristics, can be used in 5G application materials, new energy vehicles, smart 3C, medical equipment, sport and leisure, home life and other industrial fields. R&D center is also capable of developing in-house product series with specialized formulas and building up customized product technologies according to customer needs.

With the design concept of an integrated production line, we developed a combination of esters products, with derivative monomers that have wide applications as synthetic dyes, plants, plastics and adhesives production, cosmetics, food processing, and as a PU paint modifier.

We have our own hydroformylation technology and hydrogenation technology to develop glycol products for a wide range of applications in UV curing coatings, photosensitive resin materials, inks, adhesives, dental repair materials, electronic packaging, and the display industry.

3. Current Patent Status

In 2021, CDPC granted eight new patents and completed the licensing process. The patent applications not only focus on the improvement of the existing manufacturing processes, but also for technical protection and development of special chemical products planned.

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(IV) Long- and Short-Term Business Development Plans

CPDC recognizes that the Company's responses and management policies to environmental, social, and corporate governance issues are also important performances. In the face of the rapid changes in the future operating environment, the Company will adhere to the concept of respect for natural ecology and strive to realize green petrochemical enterprises. With a more proactive attitude, we seek breakthroughs and enhance the competitiveness of self-development.

Our short-term and long-term vision for a future based on the two core business lines of petrochemical and land development is outlined below:

  • A. Petrochemical Business:

A-1 Short-Term Plans

  • Optimize the competitiveness of our existing products: Increase the number of raw materials and product silos to enhance the flexibility of raw material procurement and product sales, invest in advanced manufacturing processes and improved production efficiency, continue to promote greenhouse gas reduction, energy saving and move toward a green factory with a circular economy.

  • Develop new, diversified and high-value product markets: Continue to develop specialty chemicals, esters, electronic grade semiconductor products and functional polymers with a wide range of applications to enhance the added value of compound nylon. In addition, we are also working on the layout of biomaterials, degradable plastics, and the development of recycled plastics towards the green trend.

A-2 Long-Term Plans

  • Build an Integrated One-stop Overseas Production Base: Accelerate the integration of production, avoid the impact of intermediate raw material price fluctuations and the effect of stable profits; the intermediate raw materials can be balanced locally and lower storage and transportation costs, integrating the energy and materials to reduce the energy consumption costs, and improve the advantage of cost competitiveness.

  • Establish Smart Management Systems: The Multimedia Command Center implements various corporate resource management transformations tostrengthen management essence through AI technology applications and building a smart decision-making platform. We hope that by integrating data such as production monitoring, supply and demand analysis, market scheduling, price forecasting, business performance analysis, etc. for a long time, it will provide complete information to improve the quality of decision-making and establish an intelligent system.

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B. Land Development Business:

B-1 Short-Term Plans

  • Aiming to develop and revitalize Taiwan's existing land assets:

The Company owns lands located in the 5th special area and the 6th special area of the Kaohsiung multifunctional economic and trade park. Following the Kaohsiung City Government’s promotion of the “Asia New Bay Area” and the relocation of the 205 arsenals, the Company promotes the development of related development plans. Prior to this, the Company continued to revitalize the land, and has achieved preliminary results. In addition to complying with the urban development plan strategy, we hope to create the highest value for the Company’s investment real estate.

  • Aiming to enter overseas real estate development of emerging growth areas:

In response to the new business opportunities brought by the Belt and Road Initiative of Mainland China and the rise of emerging markets in Southeast Asia, we are actively exploring large areas of land with potential for development in Vietnam and Myanmar, and have acquired land either by ourselves or through strategic cooperation with existing undeveloped projects.

  • B-2 Long-Term Plans

  • Promote Taiwan Land-related Development Plans by Stages by Areas:

In response to and cooperating with the government's green energy conservation and urban development planning policies, in addition to enhancing the development planning strength for large-scale land development, we also aim to develop appropriate, safe and intelligent building products with green building, carbon-absorbing civilization, integration of existing ESG-related contents, metaverse and AI technology.

  • Overseas Real Estate Development:

Combining organic agricultural farming in Vietnam, Myanmar or other Southeast Asia, obtaining petrochemical biomass raw materials, establishing a production base for the petrochemical core business, and promoting residential and commercial development, with the ultimate goal of sustainable operation, production, living and ecological wisdom town as the objective.

  • 129 -

II. Market and Sales Overview

  • (I) Market Analysis of Major Products

[Acrylonitrile (AN or ACN)]

On the demand side, under the impact of the recovery after COVID-19, conservative view of the 2022 ABS market situation, estimated 2022 demand will be 2~3% than the 2021 micro-growth, the 2022 AF demand estimated flat or small increase, AM and NBR demand growth rate of about 4.5% and 3.5%, Overall AN demand growth rate of about 2~3%.

On the supply side, China is expected to add 1,040,000 tons of new capacity in 2021-2022. The AN industry will still have a short-term oversupply trend.

The Company has completed the operation test of bottleneck removal project, the capacity has reached about 230,000 tons, conducive to enhancing Taiwan's domestic market share, the overall consideration of supply and demand situation, the 2022 Asian start rate is expected to be less than 2021, the construction rate maintained at more than 80%. [Caprolactam (CPL)]

The Company's CPL production capacity in 2021 is 400,000 tons / year, and its main sales and supply target is Taiwan's domestic nylon polymer industry. Nylon polymer industry players are now going to China's nylon terminal market with sales of nylon chips and nylon filaments. In 2021, Taiwan's total CPL demand is about 420,000 tons / year, China's total CPL demand is 3.94 million tons / year, and the overall nylon industry demand exceeds 4.40 million tons / year. The demand for CPL in Taiwan and China decreased by approximately 19%.

Nylon is a key support industry in China. In order to improve the domestic self-sufficiency rate of CPL, the CPL production capacity has been significantly expanded in recent years. In 2021, new annual production capacity by 1,000,000 tons has been put into production. In 2022, it is expected that new capacity will still be concentrated in China. It is estimated that there will be 500,000 tons / year in new capacity, deployed at Changzhou Xuyang, 300,000 tons / year Henan Shenma of 100,000 tons/year, others 200,000 tons per year, and Ching Hwa Group to launch 100,000 tons / year.

For a long time, Taiwan's nylon polymer production capacity is greater than CPL production capacity. Due to the insufficient self-sufficiency of CPL, the demand for nylon downstream production is highly dependent on imports. Since the second quarter of 2016, CDPC has flexibly adjusted its output based on profitability, and is expected to meet a self-sufficiency rate of 50 ~ 65% in Taiwan. Under the continuous expansion of CPL, Chinese self-sufficiency rate is close to demand, but under the quality difference and the processing requirements of materials, it is estimated that it still needs to rely on imported CPL sources.

In addition to the continuous expansion of China's CPL production capacity, in order to ensure the survival and development of the domestic nylon industry, anti-dumping duties and high CPL import duties are levied on the imports of CPL and nylon chips, increasing the cost of raw material imports, and even the full refund of value-added tax, which will increase

  • 130 -

competition in China's export markets. It is expected that the challenges of the CPL market will continue in 2022, and some installations will respond conservatively.

[Nylon Chip]

Due to various factors such as economy, population, and geography, the domestic market for nylon is different. Taiwan has the world's second largest PA6 production capacity. However, nearly 50% of the PA6 produced depends on export sales. The largest export market is China.

Although the downstream demand of China's nylon industry chain continues to grow, the rapid expansion of production capacity increases the self-sufficiency rate, and the number of PA6 imports is expected to decline year by year. China's total imports of PA6 in 2021 were about 253,000 tons, compared with 2020 imports of 294,000 tons, a decrease of 14%. Among them, Taiwan's exports to China of 40,000 tons accounted for about 15% of China's total imports, which was a decline of nearly 28% from Taiwan's exports of China to about 54,000 tons in 2020. CDPC will reduce the dependence on China and look for markets outside China.

In order to consolidate the existing nylon market, CDPC continues to develop functional PA6, downstream engineering plastics, films and other channels and customer groups in order to effectively sell CPL, diversify the risks of changing the single market during the off-peak seasons, and create higher added value.

[OPP (ortho-phenylphenol)]

In 2021, the global epidemic intensified, and the panel and antimicrobial markets drove OPP demand to increase, resulting in steady growth in overall demand.Most of the new production capacity that was supposed to be launched was delayed until Q4 2021 due to the impact of the epidemic, so there is still a shortage of supply for the whole year.

Looking ahead, we will continue to develop new applications, and to avoid the impact of new capacity launch on prices, we will develop downstream applications independently and look for partners to maintain certain profitability. We will also strengthen the market deployment and promotion of high-end lens resins and antibacterial products to maintain the overall competitiveness of the industry chain.

[Engineering Plastic]

The downstream demand for nylon modified plastics in Taiwan is mainly in the markets of "automotive", "electronics and electrical appliances" and "consumer products". CDPC will take advantage of Nylon 6 raw material and vertically integrate the upstream and downstream, with Nylon 6 reinforcement as the main sales item, and promote it to the tool machinery and automobile/motorcycle industries, together with economical Nylon 6, and integrate the product portfolio to enhance the overall sales volume.

In response to the booming development of electric vehicles, automotive light weighting, semiconductor electronics and electrical appliances, and 5G Internet of Things industries, CDPC has developed a short-, medium-, and long-term strategy to apply for UL Yellow Card and IATF 16949 certification, and to cooperate with target customers to develop new materials, build brand quality trust, and create product differentiation.

  • 131 -

  • (II) Major applications and processes of major products

  • Acrylonitrile (AN or ACN)

  • (1) AN is mainly used to produce acrylic fiber (AN fiber) and ABS plastics. Major downstream AN products include:

    • 1) AN fiber: Clothing fabrics, acrylic wool, woolen fabrics, stuffed toys, blankets, carpets, and decorative fabrics.

    • 2) ABS plastics: Briefcases, cosmetics containers, computers, mobile phones, home appliance shells, and auto parts.

    • 3) NBR: Oil-resistant and heat-resistant rubber.

    • 4) Acrylamide: oil displacement agent, wastewater treatment agent, soil water-absorbent agent, soil conditioner, paper pulp toughener, coating, coagulant.

(2) Process

Propylene Air Ammoxidation Acrylonitrile (AN) Ammonia anhydrous

  1. Caprolactam (CPL)

  2. 1) General textile fibers: Sports jackets, lining, stockings, and undergarments.

  3. 2) Industrial fiber: Umbrella fabrics, fishing lines, fishing nets, tire carcass, handbags, nonwoven fabrics, and home carpets.

  4. 3) Engineering plastics: Auto parts, high pressure pipes, surfing boards, and gears.

  5. (2) Process

==> picture [406 x 157] intentionally omitted <==

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

Hydrogen Air Oleum
Phenol Cyclohexanone Cyclohexanone
oxime
Oxidation Oximation Beckmann CPL
rearrangement
Hydrogen
Phosphoric acid Ammonia Ammonium
anhydrous hydroxide
----- End of picture text -----

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  • Nylon Chips (NY6 or PA6)

  • (1) Nylon chip is a direct CPL downstream product. Its application is the same as in CPL.

  • (2) Process

CPL Polymerization Nylon Chips

  • (III) Supply and demand of major materials

In addition to ammonia anhydrous and coal which are 100% imported, all other major raw materials used by the Company are obtainable from related domestic suppliers with long-term supply contracts. For example, propene, toluene, sulfur and natural gas are supplied by CPC Taiwan; sodium hydroxide is supplied by Taiwan Chlorine Industries, and phenol is supplied by Taiwan Prosperity Chemical. If domestic supply is inadequate, we will replenish the insufficiency with imports.

Because the major raw materials sources increased and the costs of raw materials declined, the competitive advantage of the products could be strengthened.

  • 133 -

(IV) Customers sharing 10% of total sales in the past two years and their sales amount and proportion

Major suppliers in the past two years

Unit: NTD Thousand

Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand
Item 2020 2021 As of Q1, 2022

Supplier
ID
(Note 2)
Amount Percentage
in Annual
Purchasing
Amount
Relationship
with Issuer

Supplier
ID
(Note 2、
3)
Amount Percentage in
Annual
Purchasing
Amount
Relationship
with Issuer
Supplier ID
(Note 2)
Amount Percentage in
Annual
Purchasing
Amount
Relationsh
ip with
Issuer
1 660 5,281,028 34.32 660 7,463,544 11.52 N/A
2 3002 1,090,071 7.09 3002 4,369,791 6.74
3 9357 836,515 5.44 9357 1,868,078 2.88
Others 8,177,772 53.15 Others 51,093,608 78.86
Net
Purchase
15,385,386 100.00 Net
Purchase
64,795,021 100.00

Note: 1. Cause of increase or reduction: Change of market price and purchasing quantity.

  1. Replaced by supplier ID for business consideration.

  2. Other items include the purchase of land for construction: 37,165,436

Major customers in the past two years

Unit: NTD Thousand

Unit:NTD Thousand Unit:NTD Thousand Unit:NTD Thousand Unit:NTD Thousand
Item 2020 2021 As of Q1, 2022

Customer
ID (Note 2)
Amount Percentage in
Annual Sales
Value


Relationship
with Issuer

Customer
ID (Note 2)

Amount
Percentage in
Annual Sales
Value
Relations
hip with
Issuer
Customer
ID (Note 2)
Amount Percentage in
Annual
Purchasing
Amount
Relations
hip with
Issuer
1 1001 2,364,508 13.45 1001 4,006,171 11.39 N/A
2 1011 1,457,165 8.29
3 1020 1,271,244 7.23
4 1018 882,407 5.02
5 -
Others 11,607,768 66.01 Others 31,157,209 88.61
Net Sales 17,583,092 100.00 Net Sales 35,163,380 100.00

Note: 1. Cause of increase and reduction: Change of market price and sales quantity. 2. Replaced by customer ID for business consideration.

(V) Production Quantity and Value in the Past 2 Years

Quantity: Metric tons Unit: NTD Thousand

Quantity: Metric tons
Unit:NTD Thousand
Quantity: Metric tons
Unit:NTD Thousand
Quantity: Metric tons
Unit:NTD Thousand
Year
Production
Major Product
(or department)

2020_Consolidated
2021_Consolidated
Capacity Quantity Value Capacity Quantity Value
Acrylonitrile (AN) 220,000 203,797 14,563,158 220,000 209,188 29,284,230
Caprolactam (CPL),
Nylon Chips
408,000 203,423 450,000 376,137
O-phenylphenol(OPP) 2,500 2,151 2,500 2,405
Other By-products
Total 14,563,158 29,284,230

Note: Capability refers to production quantity in normal operation with the current production equipment after measuring necessary down time and holidays.

(VI) Sales Quantity and Value in the Past 2 Years

Quantity: Metric tons
Unit: NTD Thousand
2021_Consolidated
Domestic sales
Exportsales
Quantity
Value
Quantity
Value
138,286
21,910,225
97,974
13,253,155
217,546
59,640
354
1,955
21,910,225
13,253,155
Quantity: Metric tons
Unit: NTD Thousand
2021_Consolidated
Domestic sales
Exportsales
Quantity
Value
Quantity
Value
138,286
21,910,225
97,974
13,253,155
217,546
59,640
354
1,955
21,910,225
13,253,155
Quantity: Metric tons
Unit: NTD Thousand
2021_Consolidated
Domestic sales
Exportsales
Quantity
Value
Quantity
Value
138,286
21,910,225
97,974
13,253,155
217,546
59,640
354
1,955
21,910,225
13,253,155
Quantity: Metric tons
Unit: NTD Thousand
2021_Consolidated
Domestic sales
Exportsales
Quantity
Value
Quantity
Value
138,286
21,910,225
97,974
13,253,155
217,546
59,640
354
1,955
21,910,225
13,253,155
Year
Sales
Major
Product
(ordepartment)
2020_Consolidated 2021_Consolidated
Domestic sales Exportsales Domestic sales Exportsales
Quantity Value Quantity
Value
Quantity Value Quantity Value
AN,acetic acid 132,828 11,238,764 109,137
6,344,328
138,286
21,910,225
97,974 13,253,155
Caprolactam (CPL),
Nylon Chips
153,257 14,999 217,546 59,640
O-phenylphenol(OPP) 43 1,905 354 1,955
Other By-products
Total 11,238,764 6,344,328 21,910,225 13,253,155
  • 136 -

III. Employees

Number of employees in the Past 2 Years up to the Report Printing Date

Mar 31,2022 Mar 31,2022 Mar 31,2022 Mar 31,2022
Year 2020 2021 As of Mar 31st,2022
Employees Taipei Office 359 328 314
Toufen Plant 362 357 357
Dashe Plant 280 271 264

Hsiaokang
272 278 273
Qiaotou Plant 26 33 35
Douliu Plant 50 55 55
Total 1349 1322 1298
Average Age(year) 38.60 38.90 39.13
Average Service Length
(year)
8.53 8.79 9.00
Education PhD 15 11 10
Master’s 323 309 303
Bachelor's 877 883 869
Senior High and
below
134 119 116

IV. Environmental Protection Expenses

(I) Damage from Polluting Environment in the Past 2 Years

Unit: NTD Thousand

Unit: NTD Thousand
2020 2021
Pollution (type and Violation of the Water Pollution Violation of the Air Pollution
severity) Control Act and Air Pollution Control Control Act and Waste
Act. Disposal Act.
Compensation Party or Local environmental Local environmental
Punishing Unit protection authorities protection authorities
Fine Amount 390 1,018
Other Loss ___ ___
  • (II) Responsive Action

  • Improvement Plan

(1) Aggressively comply with environmental protection laws and regulations.

  • (2)Strengthen monitoring treatment and monitoring equipment maintenance and troubleshooting.

  • 137 -

2. Estimated environmental protection expenses in the next three years

Unit: NTD Thousand

Unit: NTD Thousand
2022 2023 2024
Expense for purchasing Prevention and Prevention and

pollution prevention
equipment
improvement of air,
water, soil, and
underwater pollution in

all plants
Expected improvement Pollution and waste Pollution and waste
reduction and
compliance with

environmental protection
standards
Amount NT$29.715 million NT$32.687 million NT$35.956 million
Note: The 2022 expenses at NT$29.715 million is a projected amount; the amount in the next two
years is also projected.

3. Impact after improvement.

Unit: NTD Thousand

Unit: NTD Thousand
2022 2023 2024
Impact on net profit Depreciation increases Depreciation increases Depreciation increases
by about NT$2,701
thousand/year; repair
and maintenance
increases by about
NT$270.1
thousand/year.
by about NT$2,972
thousand/year; repair
and maintenance
increases by about
NT$297.2
thousand/year.
by about NT$3,269
thousand/year; repair
and maintenance
increases by about
NT$326.9
thousand/year.
Impact of competitive
Compliance with
environmental protection
standards Fulfilment of
CSR



Compliance with
environmental protection
standards Fulfilment of
CSR
Compliance with
environmental
protection standards
Fulfilment of CSR

Compliance with
position

Note: Depreciable assets will be depreciated over 10 years. Values for 2022, 2023 and 2024 are estimates.

  • 138 -

V. Labor-Management Relations

  • (I) Employee welfare benefits, continuing education, training, retirement system and implementation thereof:

The Company has established the worker welfare commissions in its Taipei office and plants. The Company will organize local and overseas travels, ball games, mountain-claiming activities and other competitions from time to time, some of which may be attended by the employees and their family members.

The Company also prepares budget and plans to arrange for various training programs needed by the employees to meet their duties each year, and defines the relevant rules governing incentives and subsidies to employees who wish to attend continuing education programs to learn other languages in their leisure time or various professional programs.

  1. Employee welfare benefits:

The employee welfare benefits available in 2021:

The employee activities in 2021

Item Welfare benefits
(Bonus for Chinese New Year and
major festivals, year-end party lottery,
cash gift for birthday, and other
allowances) (NTD)
Cultural and entertainment activities
(travel allowance, ball games,
mountain-climbing, and other
employee activities) (NTD)
Taipei
Office
5,564,086 200,731
Toufen
Plant(note)
10,695,349 265,829
Dashe Plant 10,453,700 312,553
Hsiaokang 7,272,317 214,359
Qiaotou
Plant
563,200 26,860
Total 34,548,652 1,020,332

Note: this includes data of Douliu Plant

  • 139 -

2. Continuing Education/Training

The employee training hours and status of budget thereof in 2021:

Information about the employees' training in 2021

Item Total TrainingHours Average Hour per
Person
Budget
Implementation
Efficiency
Taipei Office 5,439 16.58 39.8%
Toufen Plant(note) 17,912 43.48 87.7%
Dashe Plant 16,172 59.68 58.3%
Hsiaokang 9,216 33.15 55.5%
Qiaotou Plant 928 28.11 50.8%

Note: this includes data of Douliu Plant

Incentive and subsidy to employees who attended the continuing education programs to learn other languages or various professional programs in 2021

Item Subsidy (NTD)
Taipei Office 0
Other plants 85,996
Total 85,996

3. Retirement system

The Company has established the Labor Pension Supervisory Committee, which will contribute to a reserve for pension monthly pursuant to laws. Other than employees who were hired after the enforcement of Labor Pension Act in 2005 or those who chose the new system, any employees who retire pursuant to Labor Standard Law will deposit the reserve for pension into the account opened by the Labor Pension Supervisory Committee at the Bank of Taiwan monthly pursuant to laws.

Information about employees' pension and retirement in 2021

Item Amount or number ofpersons
Retirement Account Opened by Labor Pension Supervisory
Committee at Bank of Taiwan
NT$205,885,000
Number of retired employees 2021 22persons

(II) Labor-management agreements and employees' interest and right protection measures:

  1. To enable employees to know about the Company's code of conduct or ethical principles, the Company has defined a "CPDC Business Conduct Policy" (see Attachment), which will be distributed to employees when they are hired. Employees shall sign their signature to acknowledge that they have read and understood the "business conduct policy" adopted by CPDC.

  2. 140 -

Business Conduct Policy

I. Fair trade policy

  1. The Company complies with the Fair-Trade Act (the same act applicable in any of offshore areas) consistently. The Company understands that to build the goodwill requires the efforts through years, while the goodwill earned by efforts through years might be ruined due to one single person's conduct. For fair trade, any colleague's misconduct may cause significant expenses and material litigation to their supervisors as well as the Company and the management, and fine, injunction and even imprisonment sentence.

  2. The fair-trade policy aims at maintaining a free competition system among enterprises. The fair-trade policy is established to enable the public to deserve the best protection under fair competition if no conspiracy or collusion is existing among the competitors. It is indisputable that the Fair-Trade Act benefits the maintenance of the economic, political and social groups. The Company's Administration Dept. has also restated its confidence in the fair-trade philosophy. Therefore, under the principles encouraged to seek profit through legal and valid means, any acts of the Company are conducted pursuant to laws. Particularly, reaching agreement or understanding against fair trade is against the Company's policy.

  3. The Company's executive officers at each level shall educate colleagues to comply with the fair-trade requirements, so that colleagues may know how to deal with any situation involving fair trade issues.

II. Conflict of Interest Policy

  1. Each colleague shall be obligated to deal with the relationship between them and the Company, honestly and fairly. None of the colleagues may engage in any activities against said obligation for personal interest or allow the circumstances against the obligation to exist.

  2. If, in any transactions involving the Company and any colleague or a third party, the colleague or his/her spouse or direct blood relative within the second pillar under the Civil Code might seek profit from, the conflict of interest should be held sustained:

If any colleague contributes to or affects the transaction between the Company and any enterprise and the colleague or his spouse or direct blood relative within the second pillar under the Civil Code holds the shares in the enterprise which are sufficient to influence the enterprise's policy making, the conflict of interest should also be held sustained.

Under said circumstances, if any colleague has any question about the validity of some case or business relation, he/she shall report the same to the Company via the reporting channel applicable to him/her, so that the Company may research relevant solutions.

  1. None of the colleagues is allowed to ask any supplier, customer or competitors for gifts, entertainment or other personal benefits, or accept any gifts, entertainment or other personal benefits that might affect their duties adversely from any supplier, customer or competitor.

  2. 141 -

III. Payment and Spending Policy

  1. The bank account opened by the Company or the fund owned by the Company shall not be disclosed (made public) or recorded without justified reasons.

  2. All of the Company's payment or spending records shall be able to precisely reflect the purchasing behavior or fact for the spending.

  3. None of the colleagues may make any payment, grant any gift or money, service or valuable goods, privately and directly or indirectly, that cause adverse influence to the Company or its stakeholder.

IV. Non-Disclosure and Non-Competition

  1. The employee shall keep confidential any of the Company's technical or business secrets accessed by him/her in the duration of his/her employment in the Company and any information to be kept confidential under the contract signed by the Company and a third party, in the duration of the employment. The employee shall not utilize confidential information to seek his/her personal interest or engage in the same business, or disclose the same to a third party without authorization.

  2. The employee shall not publish the confidential information referred to in the preceding paragraph, or disclose or utilize to engage the same business as the Company with the intent to seek illegal profit, upon his/her resignation.

  3. The computer program, literal work and graphic work created by the employee in performing his/her duty under the Company's planning in the duration of his/her employment shall be vested in the Company as agreed. Without the Company's prior written consent, the employee shall not use the same arbitrarily within the effective time limit defined in the Copyright Act.

  4. V. Internal Information Control Policy

Any colleague who holds the Company's internal information shall not engage in trading the Company's securities, directly or indirectly, or disclose the same to a third party without authorization. Internal information refers to the information that shall not be made public. If it is impossible for any colleague to make sure whether the information held by him/her is internal information, he/she shall consult with the department which owns the information.

  • VI. Compliance

  • When granting some voluntary authority, the colleague and agent shall note and advise the licensee of compliance with the "Business Conduct Policy".

  • Each colleague shall report to his/her supervisor or executive officer any violation or suspected violation of the Company's "Business Conduct Policy" or other regulations. None of the colleagues may intimidate or retaliate the co-worker who submits the report. The colleague shall be obligated to report any suspected violation of the Company's "Business Conduct Policy" or other regulations, and shall acknowledge that he/she shall be obligated to avoid ignoring the fact and circumstance for any misconduct and shall alert such fact and circumstance and submit the report to his/her supervisor or executive officer.

  • 142 -

VII. Communication and Negotiation

  1. Each supervisor and colleague shall work together with each one to create and acknowledge the importance of establishment of a highly efficient team and shall get along with each other well. Should any colleague have any problem, private or for business, he/she may talk with his/her supervisor, and the supervisor shall communicate with the colleague from time to time to seek the resolution together with the colleague, to boost the team's performance.

  2. The Plant and company labor-employer meetings will serve as a communication channel between labor and the employer. In addition to the representatives from labor and the employer, any colleagues who have positive suggestions may propose their suggestions via the representatives, so that both parties may research and resolve the same at the meetings to reach agreement and implement resolutions.

  3. Should any colleague have any question about the personal interest or management system, he/she may learn about the same through his/her supervisor or the HR unit and communicate through the administrative system channels from time to time. He/she may also communicate with the Plant and company welfare committees about employee fringe benefits or cultural and entertainment activities at any time.

  4. The whistleblower reporting system is designed to enable colleagues to report his/her problems at work and avoid the supervisor's adverse influence. The colleague may maintain his/her interests and rights through this channel.

  5. The colleague and supervisor may also take advantage of other administrative measures, such as nomination system, personal interview, meetings, and quarterly and yearly performance appraisal, as communication channels. If any colleague cannot apply said communication channels as the case involves any personal rule violation or delinquency, he/she shall also present the relevant evidence supported by the facts. In case of any false accusation, intentional harassment and alienation, the Company will ignore the complaint and the recipient may tear down the complaint directly but shall not circulate the same, unless some concrete fact and evidence show that the anonymous complainant is one of the Company's colleagues or any person instigated by the complainant, in which case the colleague and the person shall be disciplined pursuant to the Articles of Incorporation.

  6. Said communication channels under the normal system will be protected and valued. Aside from the above-mentioned policies, any activity engaged in attacking the Company's operation or failure to seek personal interest and solution through legal procedure under the name of any outsider, authority or group or by taking advance of or colluding with outsiders, authority or groups shall be held against the Company's policy and material requirements.

VIII. Enforcement Rules

Each of the Company's departmental supervisor shall ask each of the colleagues subordinated to him/her for the written report and ask new employees for the written report within one week after the new employees are hired. In the case of any changes in the Company's "Business Conduct Policy", he/she shall ask each of colleagues subordinated to him/her for the written

  • 143 -

report again. The written report shall contain the following:

  1. The colleague has read the Company's:

Fair trade policy

Conflict of Interest Policy

Payment and Spending Policy

Non-Disclosure and Non-Competition

Internal Information Control Policy

Compliance

Communication and Negotiation

  1. The colleague has understood and is willing to comply with said policies;

  2. The colleagues and other co-workers under his/her supervision have already read and understood and are willing to comply with said policies.

Meanwhile, various supervisors shall supervise their immediate subordinates' compliance with said policies. Upon receipt of the written report from each immediate supervisor and colleague, the departmental supervisor shall submit one copy of the written report showing compliance of him/her and all colleagues subordinated to him/her with said policies.

Business Conduct Policy Compliance Certificate (for the general colleagues)

It is certified that:

  1. I have already read and understood the "Business Conduct Policy" adopted by CPDC: Fair trade policy

Fair trade policy

Conflict of Interest Policy

Payment and Spending Policy

Non-Disclosure and Non-Competition

Internal Information Control Policy

Compliance

Communication and Negotiation

  1. I hereby undertake that I will comply with the Business Conduct Policy accordingly.

(Date) (Printed Name)

Business Conduct Policy Compliance Certificate (for supervisors)

It is certified that:

  1. I have already read and understood the "Business Conduct Policy" adopted by CPDC: Fair

  2. 144 -

trade policy

Fair trade policy

Conflict of Interest Policy

Payment and Spending Policy

Non-Disclosure and Non-Competition

Internal Information Control Policy

Compliance

Communication and Negotiation

  1. The Business Conduct Policy has been read by me and the other colleagues under my supervision.

  2. I hereby undertake that I will comply with the Business Conduct Policy accordingly.

(Date) (Printed Name)

  1. Each of the Company's plants has entered into a group agreement with various labor unions. The Company has also defined its work rules, which were reviewed and approved by the city government, and made public, and distributed to all colleagues via email. The Company will call a labor-employer meeting to negotiate labor-employer issues once per quarter to facilitate the cooperation between labor and the employer and to create and maintain a harmonic relationship between labor and employer and create a safe and friendly working environment.

  2. Losses suffered by the Company due to dispute over labor and employer relationships in the most recent year until the date of publication of the annual report are as follows:

There were no labor disputes in 2021.

  • 145 -

VI. Cyber Security Management

  • (I)Describe the information security risk management framework, information security policies, specific management plans and resources devoted to information security management, etc.

  • Cyber Security Management framework

    • The Information Technology Division is an independent department responsible for coordinating and implementing the company's information security policy, promoting information security information to enhance employees' awareness of information security, and continuously collecting and improving technologies, products or procedures for the performance and effectiveness of the organization's information security management system.

    • The audit office conducts annual information security audits in accordance with the internal control system - information control operations - computerized information system processing operations and evaluates the effectiveness of internal controls over the company's information operations.

  • Cyber Security Management Policy

    • The Company has established an internal control system for information control operations - computerized information system handling operations, network security implementation details, and other information security management measures.

      • (1) Ensure the confidentiality, integrity, and availability of information assets.

      • (2) Ensure that data access is regulated according to departmental functions.

      • (3) To ensure the continuous operation of the information system.

      • (4) To prevent unauthorized modification or use of data and systems.

      • (5) Perform regular information security audits to ensure information security is implemented.

  • Specific management solutions

    • To promote information security governance in accordance with information security management policies and internal control systems, we will continue to optimize and revise management practices and implement various information security management efforts.

      • (1) Network Information Security Control

        • A. Information security protection measures (firewall, anti-virus, intrusion detection system, email protection)

        • B. Critical systems and systems with cloud sandbox information security software to strengthen the level of protection

        • C. Implement network services in accordance with network security implementation rules

  • 146 -

     - D. Implement user network application control
    
     - E. Regular information security scanning and correction (system vulnerability, virus, correction files)
    
     - F. F. Continuously monitor the abnormal behavior of each information system
    
     - G. Occasional inspection of network service logs and tracking of abnormalities
    
    • (2) Data access control

      • A. All kinds of information systems and equipment are assigned with special guards

      • B. Electronic forms are used to strengthen the access control of each information system and remote VPN connection.

      • C. Conduct regular inventory and verification of access rights of various accounts

      • D. Introduce encryption protection mechanism for sensitive data

      • E. Erase sensitive data before equipment retirement

    • (3) Disaster recovery

      • A. Establish a backup recovery management mechanism for the information system

      • B. Establish a 3-2-1 rule heterogeneous and heterogeneous backup mechanism

      • C. Regularly review the emergency response plan and conduct recovery drills

      • D. Regularly review backup control measures and continuously optimize them

    • (4) Information Security Promotion and Audit

      • A. Annual information security audits

      • B. Regularly conduct internal information security setting audits

      • C. Information security log maintenance management

      • D. Information security promotion for new employees

      • E. Occasional information security promotion to strengthen information security awareness

  • Investing resources in cyber security management

  • In addition to promoting cyber security management in accordance with the information internal control system, the Company cooperates with the auditing unit to arrange annual information security audit plan and continuously updates the information security management related methods.

  • 147 -

  • We have set up an alert mechanism for each important information system. When there is an abnormal stoppage of service or a suspicious event, we will immediately notify the responsible supervisor and business manager and conduct information security analysis to respond to possible information security threats in a timely manner.

  • In addition to the routine information security training courses for new employees, the company also conducts regular information security education training and information security promotion to enhance employees' information security awareness.

  • The company continues to optimize the network architecture, update the access control authentication host and raise the information security level of .... A summary of the year's activities is as follows:

  • (1) Renew core network equipment and introduce SDWAN network architecture to strengthen our network management capability and build a flexible application network service and flexible management model.

  • (2) Completely renewed the company's certified hosts and completed the construction of A-S (Active-Standby) architecture for hosts to optimize the continuous availability and service resilience of information services.

  • (3) Introduce a network vulnerability detection and scanning system to conduct quarterly system vulnerability scans for key systems and refer the system repair or update to the system manager based on the scan results to reduce attackable vulnerabilities or loopholes and ensure the stability of key systems. In the future, we will introduce the vulnerability risk control system and expand it to all plants in the company to effectively manage the progress of system vulnerability detection and repair.

  • (4) Update key information security equipment and optimize the depth of user behavior detection and management to reduce the information security risk of internal colleagues' network behavior.

  • (5) Promote the company's account privilege control optimization project to enhance data visibility, real-time and management flexibility to provide department heads and information management staff with management control.

  • (6) To reduce the risk of social attacks on emails, we update the email filtering equipment and optimize the management rules of external emails to enhance the awareness of information security of company employees in alert emails.

  • (7) To enhance the confidentiality and traceability of confidential documents, we introduced a file encryption protection system to provide internal control of confidential documents during their life cycle and to provide post-checking needs for auditing units.

  • 148 -

  • (II) The Company shall set forth the losses, possible impacts and responses to major information and communications security incidents in the most recent year and up to the date of printing of the annual report, and if the losses cannot be reasonably estimated, the facts that cannot be reasonably estimated.

The company hasn’t suffered from any major cyber security incidents that result in business damage. In the future, we will continue to strengthen our cyber security management defense capability and enhance cyber security awareness of our employees. We will regularly hold implement recovery plan drills every year to protect our important systems and data security.

VII. Major Contracts

(I) Engineering Contract:

Nature Contract
Party
Duration Summary Content Restricted
Clause
Construction Project of
CHDM Trial
Construction Project
Chung Yen
Engineerin
g Co., Ltd.
2020.04.01~
2021.02.28
According to the Board of Directors' approval of
the "Construction Project of CHDM Trial
Construction Project", the Company planned to
build a trial plant to verify the efficiency of
related experimental processes and collect
manufacture data, which will be used as a basis
for commercialized manufacture design and
investment efficiency evaluation.







None
R&D Center Design
and Supervision of the
Construction Project of
Fine Chemical Plant -
Phase 0 Construction
Project
CPDC
Green
Energy
Technology
Company
(formerly
CDPC
Engineering
Corp.)

2020.02.13~
2021.09.11
The construction and design of the plant were
conducted according to the investment plan for
the "Construction Project of Fine Chemical Plant
- Phase 0 Construction Project" approved by the
Board of Directors.




None

(II) Supply Contract

  1. With respect to the major products of the Company, such as AN and CPL, the Company has created a permanent and stable sales relationship with the Company's downstream customers, e.g., CHIMEI, Grand Pacific Petrochemical Corporation, NANTEX Industry Co., Ltd., Li Peng Enterprise, Zig Sheng Industrial Co., Ltd. and Chain Yarn Co., Ltd., and entered into the supply contract with some of them.

  2. The main raw materials needed and procured by the Company locally include propylene, sulfur and industrial natural gas, for which the Company has entered into the long-term purchase contract with CPC. To procure liquid caustic soda, the Company entered into a purchase contract with Taiwan Chlorine Industries Ltd.; raw materials that have entered into long-term contracts with overseas suppliers include phenol and ammonia anhydrous.

  3. 149 -

(III) Technical Cooperation Contract

Nature Contract Party Duration SummaryContent Restrictive covenant
Outsourced
Research
Project
Industrial
Technology
Research Institute
2020.01.01~
2021.10.30
Phenolic derivative products
miniature reaction process
feasibility study cooperative
development
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Research
Project
Industrial
Technology
Research Institute
2020.01.01~
2021.12.31
Aldehyde Group Production
Process Technology Patent License

The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
Chemtex Global 2020.02.14~
2021.03.10
Ester process Cooperative
Development Contract
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Analysis
Project
Far East
University
2020.03.01~
2021.02.28
FEU Industry Academia
Cooperation Project Contract I
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Analysis
Project
Far East
University
2020.03.10~
2021.03.15
FEU Industry Academia
Cooperation Project Contract II
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Analysis
Project
Far East
University
2020.03.01~
2021.03.15
FEU Industry Academia
Cooperation Project Contract III,
IV
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Research
Project
Industrial
Technology
Research Institute
2020.04.01~
2021.04.30
C Product Test Factory Basic
Design Outsourced Research
Contract.
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
National Yunlin
University of
Science and
Technology
2020.07.01~
2021.06.30
Nylon Key Organic Monomer
Production Integration and
Effectiveness Cooperation
Contract.
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Research
Project
Industrial
Technology
Research Institute
2020.07.01~
2022.10.31
T Test Factory Basic Design
Outsourced Research Contract
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
Tokyo Institute of
Technology
2020.08.01~
2021.07.31
Cooperative Research Agreement The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
National Chiao
Tung University
2020.09.01~
2021.08.31
Phenolic Products Antibacterial
testing and experiment method
development
The intellectual
property ownership
shall be determined
subject to contract
  • 150 -
Nature Contract Party Duration SummaryContent Restrictive covenant
Outsourced
Research
Project
China Wenzhou
Chemicals Ltd.
2020.09.28~
2024.09.28
Polymer Technology Packaging
and Detailed Design Contract
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
National Cheng
Kung University
2020.11.15~
2021.11.14
Organic acid anhydride Product
Analysis Development
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
National Chung
Hsing University
2020.12.01~
2021.11.30
Genetic Engineering Development
of Bacterial Transformation
Platform
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
Han Gene
Technologies, Ltd.
2021.01.01~
2021.03.31
GPC Method Development
Contract
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
Dalian Institute of
Chemical Physics,
Chinese Academy
of Sciences
2021.01.01~
2021.12.31
R&D of acid catalytic materials The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
National Chung
Hsing University
2021.01.01~
2022.12.31
Production of acrylamide by
enzyme
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
National Sun
Yat-sen University
2021.01.01~
2021.12.31~
Research and development of
organic compounds
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
Far East
University
2021.02.01~
2022.01.31~
Advanced Composite Materials
Development Program
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
National Yunlin
University of
Science and
Technology
2021.09.01~
2022.08.31~
Hazards assessment of propylene
ring special chemical reaction
process units
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
National Tsing
Hua University
2021.11.01~
2022.12.31
National Tsing Hua University
Industry-Academic Cooperation
Agreement
The intellectual
property ownership
shall be determined
subject to contract
Collaboration
Project
NCKU Research
& Development
Foundation
2021.11.01~
2022.12.31
Research project on the
development of new hole carrier
pelletizing method
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Research
Project
Taiwan
Semiconductor
Research Institute,
TSRI
2021.09.01~
2022.08.31
Contract for Catalyst Material
Testing and Analysis Services
The intellectual
property ownership
shall be determined
subject to contract
  • 151 -
Nature Contract Party Duration SummaryContent Restrictive covenant
Outsourced
Research
Project
Light-Salt Testing
Co., Ltd.
2021.01.01~
2022.12.31
Contract for chemical structure
identification and testing services
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Research
Project
National Cheng
Kung University
2021.01.01~
2021.12.31~
Biomonad recombinant microbial
strain development and small
volume production
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Research
Project
National Cheng
Kung University
2021.07.01~
2022.06.30
Development of special additives
and polymers for new
morphological materials
The intellectual
property ownership
shall be determined
subject to contract
Outsourced
Research
Project
Plastics Industry
Development
Center
2021.10.01~
2022.11.30
Green-friendly recycled material
application testing and evaluation
The intellectual
property ownership
shall be determined
subject to contract

(IV) Long-Term Loan Contract

Nature Contract Party Duration Summary Content Restrictive
covenant
Long-Term
Loan
First Commercial Bank 2021.04-2024.04 Roll over & Working capital
increase
None
Long-Term
Loan
Bank of Taiwan 2019.07-2022.07 Roll over & Working capital
increase
None
Long-Term
Loan
Taichung Commercial Bank 2019.11-2022.10 Roll over & Working capital
increase
None
Long-Term
Loan
Mega International Commercial
Bank
2020.02-2023.02 Roll over & Working capital
increase
None
Long-Term
Loan
Mega International Commercial
Bank
2020.10-2025.10 Roll over & Working capital
increase
None
Long-Term
Loan
CTBC Bank Co., Ltd. ESG 2020.07-2023.07 Funds required for the purchase
of machinery and equipment
None
Long-Term
Loan
Syndicate loan by financial
institutions, including Shin Kong
Commercial Bank

2020.03-2023.03
Roll over & Working capital
increase
None
Long-Term
Loan
Syndicate loan by financial
institutions, including Mega
International Commercial Bank
2021.07-2026.07 Roll over & Working capital
increase
None
Long-Term
Loan
Bank of Kaohsiung Co., Ltd 2021.09-2024.09 Roll over & Working capital
increase
None
Long-Term
Loan
Sunny Bank Ltd 2020.09-2022.09 Roll over & Working capital
increase
None
Long-Term
Loan
Farglory Life Insurance Inc. 2021.09-2026.09 Roll over & Working capital
increase
None
Long-Term
Loan
Taiwan Life Insurance Co., Ltd. 2021.04-2026.02 Roll over & Working capital
increase
None
Long-Term
Loan
Land Bank of Taiwan 2021.09-2041.09 Acquisition of funds required
for the Douliu Plant of Chain
YarnCO.,LTD
None
  • 152 -

Chapter 6 Financial Status

  • I. Condensed balance sheet, Comprehensive income statement, external auditor's name and audit opinion for the most recent five years

  • (I) Parent Company Only Condensed balance sheet and comprehensive income statement - IFRSs

Parent Company Only Condensed balance sheet - IFRSs

Unit: NTD Thousand

Year
Item
Year
Item

Financial information in the most recent five years

Financial information in the most recent five years

Financial information in the most recent five years

Financial information in the most recent five years

Financial information in the most recent five years
Financial
Information
ending March
31,2022
2017 2018 2019 2020 2021 N/A














CurrentAssets 14,685,286 15,148,831
8,805,200
8,180,109 10,741,781
Property, plant and
equipment
14,240,101 14,585,386
13,094,097

15,208,808

16,057,288
Netinvestment property 38,226,532 38,350,359 36,716,577 37,612,887 38,850,641
Intangible assets - - - - -
Otherassets 13,034,360 17,793,286 33,046,966 39,416,030 51,524,271
Total assets 80,186,279 85,877,862
91,662,840

100,417,834

117,173,981
Current
liabilities
Before
distribution
4,030,444
6,049,686

7,503,573

7,621,190
5,986,588
After
distribution
4,030,444
7,399,615

8,489,028

7,621,190
Note 1
Non-currentliabilities 13,848,110 12,931,286 17,042,498 21,984,002
30,680,460
Total
liabilities
Before
distribution
17,878,554 18,980,972
24,546,071

29,605,192

36,667,048
After
distribution
17,878,554 20,330,901
25,531,526
29,605,192 Note 1
Equity attributable to
the parent company

62,307,725
66,896,890
67,116,769

70,812,642

80,506,933
Capitalstock 26,998,573 26,998,573 28,348,502
32,848,502

37,848,502
Capitalsurplus 1,260,386 1,260,386 1,286,700 583,815 1,454,301
Retained
earnings
Before
distribution
35,229,878 40,374,642
39,406,739
39,200,786
42,729,935
After
distribution
35,229,878 37,674,784
38,421,284

39,200,786

Note 1
Otherequities (1,181,112) (1,736,711) (1,925,172) (1,820,461) (1,525,805)
Treasury stock -
-

-

-

-
Non-controlling equity -
-

-

-

-
Total
equity
Before
distribution
62,307,725 66,896,890
67,116,769

70,812,642

80,506,933
After
distribution
62,307,725 65,546,961
66,131,314

70,812,642

Note 1

Note 1: Earnings Appropriation for 2021 shall be ratified at the 2022 general shareholders' meeting.

  • 153 -

Parent Company Only Condensed Income Statement - IFRSs

Unit: NTD Thousand

Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand
Year
Item

Financial information in the most recent five years
2017 2018 2019 2020 2021 Financial
Information
ending March
31, 2022
Operating revenue 32,160,867
36,969,800
26,797,793 14,797,092
30,564,118

N/A






Gross profit 4,630,315
4,312,688
1,066,769 (484,983) 4,378,437
Operating profit or loss 3,471,361
3,017,875
(133,109) (1,634,790) 2,834,547
Non-operating revenue
and expense
2,803,380
1,618,395

1,962,149

1,719,346

1,107,579
Net profit (loss) before
tax
6,274,741
4,636,270

1,829,040

84,556

3,942,126
Net profit of continuing
department
6,091,656
4,290,269

1,738,449

680,989

3,603,208
Loss of discontinued
department
-
-

-

-

-
Net profit (loss) 6,091,656
4,290,269
1,738,449 680,989 3,603,208
Other comprehensive
income
(after tax)
356,539
(526,461)

(194,955)

203,617

220,597
Total comprehensive
income
6,448,195
3,763,808

1,543,494

884,606

3,823,805
Net profit attributable to
parent company
- - - - -
Net profit attributable to
non-controlling equity
- - - - -
Total comprehensive
income attributable to
parent company
- - - - -
Total comprehensive
income attributable to
non-controlling equity
- - - - -
EPS 2.55 1.59 0.61 0.21 1.09
  • 154 -

(II) Consolidated Condensed balance sheet and comprehensive income statement - IFRSs

Consolidated condensed balance sheet - IFRSs

Unit: NTD Thousand

Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand
Year
Item

Financial information inthemostrecent five years
2017 2018 2019 2020 2021 Financial
Information
ending March
31, 2022
CurrentAssets 18,839,149 21,622,587 23,986,973 27,089,168 57,355,445
N/A












Property, plant and
equipment
16,935,430
19,501,534

20,275,279

23,226,955

25,333,641
Net investment
property
38,226,532
38,350,359

36,719,706

37,626,827

38,867,067
Intangible assets 24,338 188,061
177,464

159,173
172,308
Otherassets 7,603,511
10,042,413
15,309,068 16,807,867 13,726,747
Totalassets 81,628,960 89,704,954
96,468,490
104,909,990 135,455,208
Current
liabilities
Before
distribution

4,241,699

7,488,055

8,741,513

8,748,394

20,737,381
After
distribution

4,241,699

8,837,984

9,726,968
8,748,394
Note 1
Non-currentliabilities 14,838,802
15,026,145
20,533,113 25,293,565 34,189,408
Total
liabilities
Before
distribution

19,080,501

22,514,200

29,274,626

34,041,959

54,926,789
After
distribution

19,080,501

23,864,129

30,260,081
34,041,959 Note 1
Equity attributable to
the parent company
62,307,725
66,896,890

67,116,769

70,812,642

80,506,933
Capitalstock 26,998,573 26,998,573 28,348,502
32,848,502

37,848,502
Capitalsurplus 1,260,386 1,260,386 1,286,700 583,815 1,454,301
Retained
earnings
Before
distribution

35,229,878

40,374,642

39,406,739

39,200,786

42,729,935
After
distribution

35,229,878

37,674,784

38,421,284
39,200,786 Note 1
Otherequities (1,181,112) (1,736,711) (1,925,172) (1,820,461) (1,525,805)
Treasury stock - - - - -
Non-controlling
equity
240,734
293,864

77,095

55,389

21,486
Total
equity
Before
distribution

62,548,459

67,190,754

67,193,864

70,868,031

80,528,419
After
distribution

62,548,459

65,840,825

66,208,409

70,868,031

Note 1

Note 1: Earnings Appropriation for 2021 shall be ratified at the 2022 general shareholders' meeting.

  • 155 -

Consolidated Condensed Income Statement - IFRSs

Unit: NTD Thousand

Consolidated Condensed Income Statement - IFRSs
Unit: NTD Thousand
Condensed Income Statement - IFRSs
Unit: NTD Thousand
Condensed Income Statement - IFRSs
Unit: NTD Thousand
Condensed Income Statement - IFRSs
Unit: NTD Thousand
Condensed Income Statement - IFRSs
Unit: NTD Thousand
Condensed Income Statement - IFRSs
Unit: NTD Thousand
Year
Item

Financial information in the most recent five years
2017 2018 2019 2020 2021 Financial
Information
ending March
31, 2022
Operating Revenue 33,335,970
38,503,121

29,624,094

17,583,092

35,163,380

N/A










Gross profit (loss) 5,371,581
5,176,159

1,627,580
38,228 5,096,443
Operating profit or loss 3,584,036
3,075,082

(409,020)
(1,812,878) 2,514,465
Non-operating revenue
and expense
2,713,685
1,601,868

2,272,492

1,916,654

1,475,213
Net profit (loss) before
tax
6,297,721
4,676,950

1,863,472

103,776

3,989,678
Net profit of continuing
department
6,087,322
4,280,995

1,733,635

674,660

3,596,227
Loss of discontinued
department
- - - - -
Net profit (loss) 6,087,322
4,280,995

1,733,635
674,660 3,596,227
Other comprehensive
income
(after tax)
357,550
(521,612)

(193,665)

201,768

218,953
Total comprehensive
income
6,444,872
3,759,383

1,539,970

876,428

3,815,180
Net profit (loss)
attributable to parent
company
6,091,656
4,290,269

1,738,449

680,989

3,603,208
Net profit (loss)
attributable to
non-controlling equity
(4,334)
(9,274)

(4,814)

(6,329)

(6,981)
Total comprehensive
income attributable to
parent company
6,448,195
3,763,808

1,543,494

884,606

3,823,805
Total comprehensive
income attributable to
non-controlling equity
(3,323)
(4,425)

(3,524)

(8,178)

(8,625)
EPS 2.55 1.59 0.61 0.21 1.09

(III) The names of CPA conducting financial audits in the most recent five years and their audit opinions

Year 2017 2018 2019 2020 2021
Accountant Jeff Chen MelodyChen MelodyChen MelodyChen MelodyChen
Dan-Dan Chung Dan-Dan Chung Dan-Dan Chung Dan-Dan Chung Dan-Dan Chung
Audit
Opinion
Unqualified
opinions
Unqualified
opinions
Unqualified
opinions
Unqualified
opinions
Unqualified
opinions
  • 156 -

II. Financial Analysis for the most recent five years

(I) Parent company only financial analysis for the most recent five years - IFRS

Unit: NTD Thousand

Year
Items
Year
Items
Year
Items

Financial information in the most recent five years

Financial information in the most recent five years

Financial information in the most recent five years

Financial information in the most recent five years

Financial information in the most recent five years
As of March
31,2022
2017 2018 2019 2020 2021
N/A











Financial
structure %
Liabilities to total assets 22.30 22.10 26.78 29.48 31.29
Long-term fund to fixed
assets
534.80
547.32

642.73

610.15

692.44
Insolvency
%
Current ratio 364.36 250.41
117.35
107.33 179.43
Quick ratio 294.30 208.49 81.32
70.48
115.24
Times Interest Earned 3,662
8,999
1,817 145 1,618
Operating
performance
Receivables turnover
(time)
10.31
10.58

10.54

7.42

10.79
Average number of days'
receivables outstanding
35.40
34.50

34.63

49.19

33.83
Inventory turnover (time) 14.40 14.79 12.69 6.70 9.24
Payables turnover (time) 15.57 18.07 17.64
11.90
17.71

Average number of days
of sales
25.34
24.68

28.76

54.48

39.50
Fixed assets turnover
(time)
2.26
2.57

1.94

1.05

1.96
Total assets turnover
(time)
0.41
0.45

0.30

0.15

0.28
Profitability ROA (%) 8.01
5.22

2.05
0.87 3.50
ROE (%) 10.77 6.64
2.59
0.99 4.76
Pre-tax profit to paid-in
capital(%) (Note 6)
23.24
17.17

6.45

0.26

10.42
Profit margin (%) 18.94
11.60
6.49 4.60 11.79
Earnings per share (NT$) 2.55 1.59 0.61
0.21

1.09
Cash flow Cash flow ratio (%) 83.94
96.41

1.17
(19.20) (6.11)
Cash flow adequacy ratio
(%)
22.67
148.10

108.23

66.46

50.21
Cash flow reinvestment
ratio (%)
4.55
7.41

(1.44)

(2.56)

(0.32)
Leverage Operating leverage 1.92
2.53
Note1 Note1 2.54
Financial leverage 1.05
1.02

Note 1
Note 1 1.10
The past 2 years, financial ratios that exceed 20% are explained as follows:
1. The times interest earned in 2021 increased versus 2020, mainly because of the increase in receivables
along with the increase in profit, also due to the deduction of current liabilities rate after repayment of
short-term loans and long-term liabilities due within one year or one business cycle
2. All financial ratios of operating performance increased in 2021 compared to 2020, mainly due to the
increase in revenue and profit
3. The profitability ratios in 2021 increased versus 2020, because the main products caprolactam and
acrylonitrile have been recovered since pandemic and the textile industry has gradually recovered,
resulting in an increase in downstream industry demand which simultaneous increase in product sales
and selling prices.
4. The cash flow ratios in 2021 increased versus 2020, due to the decrease in net cash outflow from
operating activities in 2021 compared with 2020.
5. The cash flow adequacy ratio in 2021 decreased versus 2020, due to net cash outflows from operating
activities duringthese2 recentyears

Note 1: The operating income were negative values and, therefore, the financial ratios thereof were excluded from the calculation.

  • 157 -

(II) Consolidated financial analysis for the most recent five years - IFRS

Unit: NTD Thousand

Year
Items (Note 2)
Year
Items (Note 2)

Financial information in the most recent fiveyears

Financial information in the most recent fiveyears

Financial information in the most recent fiveyears

Financial information in the most recent fiveyears

Financial information in the most recent fiveyears

Financial information in the most recent fiveyears
2017 2018 2019 2020 2021 As of March
31, 2022
Financial
structure
%
Liabilities to total assets 23.37
25.10

30.35

32.45

40.55

N/A















Long-term fund to fixed assets
456.95

421.59

432.68

414.01

452.83
Insolvency
%
Current ratio 444.14
288.76

274.40

309.65

276.58
Quick ratio 370.18
243.52

146.30

150.62

65.03
Times Interest Earned 3,442
5,982

1,427

147

1,333
Operating
performance
Receivables turnover(time) 10.31
10.84

11.31

7.93

10.84
Average number of days'
receivables outstanding
35.40
33.67

32.27

46.02

33.67
Inventoryturnover(time) 14.14
14.02

4.52

1.45

1.06
Payables turnover(time) 15.04
17.27

17.38

12.00

18.41
Average number of days of
sales
25.81
26.03

80.75

251.72

344.33
Fixed assets turnover(time) 2.04
2.11

1.49

0.81

1.45
Total assets turnover(time) 0.42
0.45

0.32

0.17

0.29
Profitability ROA(%) 7.90
5.07

1.98

0.85

3.21
ROE(%) 10.72
6.60

2.58

0.98

4.75
Pre-tax profit to paid-in
capital(%) (Note 6)
23.33
17.32

6.57

0.32

10.54
Profit margin(%) 18.26
11.12

5.85

3.84

10.23
Earningsper share(NT$) 2.55
1.59

0.61

0.21

1.09
Cash flow Cash flow ratio(%) 82.58
83.83
(96.13) (47.32) (142.49)
Cash flow adequacyratio(%) 24.44
78.89

9.02

(8.26)
(51.49)
Cash flow reinvestment ratio
(%)
4.61
7.69
(10.69)
(5.17)

(24.98)
Leverage Operatingleverage 2.19
2.98
Note 1 Note 1 4.69
Financial leverage 1.05
1.03
Note1 Note 1 1.15
The past 2 years, financial ratios that exceed 20% are explained as follows:
1. The Liabilities to total assets in 2021 increased versus 2020, mainly due to the borrowing of
long-term and short-term loans and the issuance of corporate bonds
2. Quick ratio decreased in 2021 compared to 2020, mainly due to borrowing short-term loans
and issuing short-term bills to increase current liabilities
3. The Times Interest Earned in 2021 increased versus 2020, mainly due to the simultaneous
increase in pre-tax net profit along with the increase in revenue and profit
4. The Inventory turnover in 2021 decreased versus 2020,due to the acquisition of construction
land in 2021, which is listed as an inventory item
5. The Receivables / Payables turnover, Total fixed assets turnover rate and Total assets turnover
rate in 2021 increased versus 2020, mainly due to the increase in revenue and profit
6. All the profitability financial ratios in 2021 increased versus 2020 because the main products
caprolactam and acrylonitrile have been recovered since pandemic and the textile industry has
gradually recovered, resulting in an increase in downstream industry demand which
simultaneous increase in product sales and selling prices.
7. Cash flow ratio in 2021 decreased versus 2020 mainly due to net cash outflows from operating
activities in the last 2years.

Note 1: The operating income were negative values and, therefore, the financial ratios thereof were excluded from the calculation.

Note 2: The formulas of the above table are as follows:

  1. Financial structure

  2. 158 -

  3. (1) Liabilities to total assets =Total liabilities/total assets

  4. (2) Long-term fund to fixed assets= (total shareholders' equity+long-term liabilities)/fixed assets, net

  5. Insolvency

  6. (1) Current ratio=current assets/current liabilities

  7. (2) Quick ratio= (current assets-inventory-prepayment)/current liabilities

  8. (3) Times Interest Earned = income tax and interest expenses net income before income tax/interest expenses in the current period

  9. Operating performance

  10. (1) Receivables (including accounts receivable and notes receivable resulting from operation) turnover = net sales / balance (gross) of average accounts receivable (including accounts receivable and notes receivable resulting from operation)

  11. (2) Average number of days receivable outstanding = 365 /accounts receivable turnover

  12. (3) Inventory turnover=sale cost/average inventory

  13. (4) Payables (including accounts payable and notes payable resulting from operation) turnover = net sales / balance (gross) of average accounts payable (including accounts payable and notes payable resulting from operation)

  14. (5) Average number of days of sales=365/inventory turnover

  15. (6) Total fixed assets turnover rate = net sales/net total fixed assets

  16. (7) Total assets turnover rate = net sales/total assets

  17. Profitability

  18. (1) ROA = [income after income tax+interest expense*(1-tax rate)]/average total assets.

  19. (2) ROE = Income after income tax/average total shareholders' equity

  20. (3) Profit margin = Income After income tax/net sales

  21. (4) Earnings per share (EPS)=(Profit attributable to parent company Preferred shares dividend)/ Weighted average number of outstanding shares. (Note 4)

  22. Cash flow

  23. (1) Cash flow ratio=Net cash flow from operating activities/current liabilities

  24. (2) Net cash flow adequacy ratio= Net cash flow from operating activities in the most recent five years/ (capital spending + increase in inventory + cash dividends) in the most recent five years

  25. (3) Cash reinvestment ratio= (Net cash flow from operating activities-cash dividends) (gross of fixed assets+ long-term investment +other assets+ working capital) (Note 5)

  26. Leverage:

  27. (1) Operating leverage= (Net operating revenue-changed operating costs and expenses)/operating income (Note 6)

  28. (2) Financial leverage=Operating income/ (operating income-interest expenses)

  29. Note 3: The calculation for EPS above considers the following items:

  30. Shares outstanding is based on weighted average shares, and not based on year end shares outstanding.

  31. Cash offerings or treasury stock transactions are considered in calculating weighted average shares.

  32. Earnings appropriation or reserves to paid in capital shall be calculated and adjusted accordingly.

  33. If preferred shares are cumulative non-convertible preferred shares, dividends shall be subtracted (regardless of whether they are paid out in dividends), from after tax net profit. If preferred shares are non-cumulative, in the event of net profits, preferred shares shall be subtracted after tax, but no adjustments needed if there are losses.

  34. Note 4: Cash flow analysis shall consider the following items:

  35. Cash flows from operating activities refers to operating cash flows.

  36. Capital expenditures are from the annual cash flow statements on capital expenditure outflows.

  37. Inventory increases are from period end balance greater than period beginning balanaces, if inventories are less, then zero is applied.

  38. Cash dividends includes common stock and preferred shares dividends.

  39. Property, plant, and machinery balance is after substracting accumulative depreciation.

  40. Note 5: The issuer shall include operating costs and operating expenses as fixed or variable. If estimates or judgements are applied, shall be deemed reasonable and consistent.

  41. Note 6: Company stocks that are no par value or have par value different from NT$10/share, shall be calculated based upon percentage of paid in capital or as a percentage of parent company equity in the balance sheet.

  42. 159 -

  43. III. Audit Committee's Audit Report on the Financial Statement for the Most Recent Year

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION

Audit Committee’s Review Report

The Board of Directors has prepared the Company’s 2021 Business Report, Financial Statements, Consolidated Financial Statements and Earnings Appropriation Statements for 2021. The CPA firm of KPMG was retained to audit China Petrochemical Development Corporation’s Financial Statements and Ms. Melody Chen and Ms. Dan-Dan Chung have issued an audit report relating to the Financial Statements. The Business Report, Financial Statements, Consolidated Financial Statements and Earnings Appropriation Statements have been reviewed and determined to be correct and accurate by the Audit Committee of China Petrochemical Development Corporation. In accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, I hereby submit this report.

China Petrochemical Development Corporation

Convener of the Audit Committee: Yun-Peng Chu

March 14, 2022

  • 160 -

IV. Independent Accountants’ Audit Report (Consolidated)

Independent Auditors’ Report

To the Board of Directors of China Petrochemical Development Corporation:

Opinion

We have audited the consolidated financial statements of China Petrochemical Development Corporation (“CPDC”) and its subsidiaries (“the Group”), which comprise the consolidated balance sheets as of December 31, 2021 and 2020, the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of other auditors (please refer to Other Matter paragraph), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2021 and 2020, 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 with the International Financial Reporting Standards (“ IFRSs” ), International Accounting Standards (“ IASs” ), Interpretations developed by the International Financial Reporting Interpretations Committee (“ IFRIC” ) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“ the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. Based on our audits and the reports of other auditors, we believe that the audit evidence we have obtained, is sufficient and appropriate to provide a basis of our opinion.

Emphasis of Matter

As described in Notes 6(j) and 6(r) of the notes to the consolidated financial statements, a portion of the land at the Anshun plant, which is located at Annan Dist., Tainan City, was polluted. CPDC submitted for approval a remediation project proposal to the Tainan City Government in accordance with the related regulations and accrued relevant remediation project expenses. Nevertheless, CPDC has a dissenting view on the government perception about the condition of pollution and CPDC is seeking a way to define its responsibilities. Our opinion is not modified in respect of this matter.

  • 161 -

Other Matter

CPDC has prepared its parent-company-only financial statements as of and for the years ended December 31, 2021 and 2020, on which we have issued an unmodified opinion with emphasis of matter and other matters paragraphs.

We did not audit the financial statements of Taivex Therapeutics Corporation, a subsidiary of the Group. Those statements were audited by another auditor, whose report has been furnished to us, and our opinion, insofar as it relates to the amount included for Taivex Therapeutics Corporation, is based solely on the report of another auditor. The financial statements of Taivex Therapentics Corporation reflect total assets constituting 0.15% and 0.27% of consolidated total assets at December 31, 2021 and 2020, and total operating revenues constituting both 0% of consolidated total operating revenues for the year ended December 31, 2021 and 2020.

We did not audit certain investments, which were accounted for under the equity method. The financial statements as of and for the years then ended December 31, 2021 and 2020 of those investees accounted for under the equity method were audited by other auditors, whose reports have been furnished to us, and our opinion, in so far as it relates to the amounts for the equity method investees were based solely on the reports of other auditors. These investments accounted for under the equity method both represented 0.95% of consolidated total assets as of December 31, 2021 and 2020. The related shares of investment income from these investees including subsidiaries, associates and joint ventures accounted for using equity method represented 8.20% and 3.57% of consolidated net income before income tax for the years ended December 31, 2021 and 2020, respectively.

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, and we do not provide a separate opinion on these matters.

  1. Revenue recognition

Refer to Note 4(q) “ Revenue Recognition” , Note 6(x) “ Revenue from contracts with customers” in the consolidated financial statements.

Description of key audit matter:

Operating revenue is the most important source of cash flow for the Group, and it is a significant risk accounting subject in the consolidated financial statements. So revenue recognition is one of the key audit matters for our audit.

How the matter was addressed in our audit:

Our key audit procedures included:

  • Testing the Group’s internal accounting controls surrounding revenue recognition and key manual and systems-based controls in the order-to-cash transaction cycle. In addition, checking and reconciling the sales data recorded between the sales systems and general ledger; selecting samples to assess whether appropriate revenue recognition policies are applied through comparison with accounting standards;

  • Analyzed and compared the sales amounts and volumes for the major customers of the Group. Based on samples selected, vouched significant transactions from both internal and external documents, to verify the authenticity of the transactions.

  • 162 -

  • Assessment of the fair value of investment property

Refer to Note 4(k) “ Investment Property” , Note 5(a) “ Significant Accounting Judgments, Estimation, Assumptions, and Sources of Estimation Uncertainty” , and Note 6(j) “ Investment Property” of the consolidated financial statements for details about fair value information on investment property.

Description of key audit matter:

The book value of investment property of the Group represented 29% of consolidated total assets as of December 31, 2021, which is deemed to be significant. The Group evaluates the fair value of investment property according to IAS40, and re-measure such fair value on the reporting date. Because the valuation of investment property at fair value demands significant professional judgments, the assessment of fair value of investment property is considered one of the key audit matters.

How the matter was addressed in our audit:

Our key audit procedures included:

  • Obtain from the Group management the real estate appraisal report on investment property;

  • Engage another appraiser to review such real estate appraisal report, and to evaluate the propriety of the evaluation method used, and the reasonableness of its main assumptions or input values (ex. discount rate and final rate of return);

  • Evaluate the propriety of the disclosure of fair value of investment property.

  • Impairment assessment of property, plant, and equipment

Refer to Note 4(o) “ Impairment of non derivative financial assets” , Note 5(b) “ Significant Accounting Assumptions and Judgments, and Major Sources of Estimation Uncertainty” , and Note 6(h) “Property, plant and Equipment” of the consolidated financial statements for details of the information about impairment assessment on property, plant, and equipment.

Description of key audit matter:

The book value of property, plant, and equipment of the Group represented 19% of consolidated total assets as of December 31, 2021, which is deemed to be significant. The overall economic trend, market competition and fluctuations in the price of petroleum and petrochemical products may affect the future operation of the Group, and also affect the estimated economic benefits and recoverable amounts of these assets that the management of the Group may estimate and determine in the future of the cash generating unit (“CGU”) of the assets, and to evaluate whether there are signs of impairment. The recoverable amounts of these assets have been determined based on the discounted cash flows forecasted by the Group management which involved significant uncertainties and professional judgments. Therefore, we consider the assessment for impairment of property, plant, and equipment as one of the key audit matters for our audit.

How the matter was addressed in our audit:

Our key audit procedures included:

  • Obtain from the Group management the results of their valuation of fixed assets and understand the significant assumptions used in their valuation model.

  • Review both the calculations of the value in use and the present value of the discounted cash flows forecasted. Evaluate the CGU, and external and internal impairment indicators identified by the Group management, and ascertain that all fixed assets requiring annual impairment test are covered in the assessment made by management. Likewise, evaluate the reasonableness of the method used in measuring the recoverable amount of the assets (including the realization on the financial forecast, the calculation of recoverable amount and the assumptions considered for the cash flows forecast).

  • 163 -

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 with the IFRSs, IASs, IFRC, SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance (including the Audit Committee) 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 the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

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

  1. 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.

  2. 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.

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

  4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

  5. 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.

  6. 164 -

  7. Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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 auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Chen Mei Fang and Chung Tan Tan.

KPMG

Taipei, Taiwan (Republic of China) March 14, 2022

Notes to Readers

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

The independent auditors’ audit report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and consolidated financial statements, the Chinese version shall prevail.

  • 165 -
December 31, 2020 Amount
%
3,615,000
4
-
-
1,676
-
1,394,928
1
-
-
1,429,867
1
5,637
-
282,291
-
43,251
-
1,914,833
2
60,911
-
60,911
-
8,748,394
8
8,748,394
8
3,500,000
4
7,489,650
7
1,772,811
2
6,497,650
6
249,741
-
5,656,112
5
127,601
-
25,293,565
24
34,041,959
32
32,848,502
32
32,848,502
32
583,815
1
2,311,174
2
35,601,629
34
1,287,983
1
39,200,786
37
(966,202)
(1)
(854,259)
(1)
(854,259)
(1)
(1,820,461)
(2)
(1,820,461)
(2)
70,812,642
68
55,389
-
70,868,031
68
70,868,031
68
104,909,990
100
104,909,990
100
December 31, 2021 Amount
%
$ 12,737,689
10
1,429,955
1
20,612
-
1,759,025
1
11,333
-
2,564,997
2
39,477
-
478,734
-
56,324
-
1,511,515
1
127,720
-
20,737,381
15
4,684,096
4
13,905,589
10
3,200,532
2
6,764,316
5
240,124
-
5,254,518
4
140,233
-
34,189,408
25
54,926,789
40
37,848,502
28
1,454,301
1
2,389,125
2
35,390,076
26
4,950,734
4
42,729,935
32
(948,859)
(1)
(576,946)
-
(1,525,805)
(1)
80,506,933
60
21,486
-
80,528,419
60
$
135,455,208
100
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Consolidated Balance Sheets December 31, 2021 and 2020 (Expressed in Thousands of New Taiwan Dollars) December 31, 2021
December 31, 2020
Assets
Amount
%
Amount
%
Liabilities and Equity
Current assets:
Current liabilities:
Cash and cash equivalents (notes 4 and 6(a))
$ 7,650,122
6
7,479,899
7
2100
Short-term loans (note 6(l))
Current financial assets at fair value through profit or loss (notes 4 and 6(b))
357,219
-
829,533
1
2110
Short-term bills payable (note 6(o))
Current financial assets at fair value through other comprehensive income
9,674
-
9,195
-
2130
Current contract liabilities (note 6(x))
(notes 4 and 6(c))
2170
Accounts payable
Notes and accounts receivable, net (notes 4 and 6(d))
3,391,732
3
1,784,564
2
2180
Accounts payable to related parties (note 7)
Accounts receivable related parties, net (notes 4, 6(d) and 7)
477,344
-
51,106
-
2200
Other payables (note 7)
Other receivables (notes 4, 6(d) and 7)
115,814
-
144,294
-
2230
Current tax liabilities (note 4)
Current tax assets (note 4)
6,104
-
-
-
2250
Provisions-current (notes 4, 6(r) and 6(t))
Inventories (notes 4 and 6(e))
42,131,583
31
12,665,959
12
2280
Lease liabilities-current (notes 4 and 6(q))
Prepayments
1,738,875
1
1,246,404
1
2320
Long-term liabilities-current portion (note 6(m))
Other current assets (note 6(f))
1,476,978
1
2,878,214
3
2399
Other current liabilities, others
Total current assets
57,355,445
42
27,089,168
26
Total current liabilities
Non-current assets:
Non-Current liabilities:
Non-current financial assets at fair value through profit or loss (notes 4 and
6,973,779
5
10,746,855
10
2530
Bonds payable (notes 4 and 6(n))
6(b))
2540
Long-term bank loans (note 6(m))
Non-current financial assets at fair value through other comprehensive
3,050,053
2
2,799,521
3
2550
Provisions-non-current (notes 4, 6(r) and 6(t))
income (notes 4 and 6(c))
2570
Deferred income tax liabilities (notes 4 and 6(u))
Investments accounted for using equity method (notes 4 and 6(g))
2,329,486
2
2,038,003
2
2580
Lease liabilities-non-current (notes 4 and 6(q))
Property, plant and equipment (notes 4 and 6(h))
25,333,641
19
23,226,955
22
2611
Long-term bills payable (note 6(p))
Right-of-use assets (notes 4 and 6(i))
864,464
1
872,937
1
2670
Other non-current liabilities, others
Investment property, net (notes 4 and 6(j))
38,867,067
29
37,626,827
36
Total non-current liabilities
Intangible assets (notes 4 and 6(k))
172,308
-
159,173
-
Total liabilities
Deferred income tax assets (notes 4 and 6(u))
11,023
-
11,023
-
Equity attributable to owners of parent:
Other non-current assets (note 8)
497,942
-
339,528
-
3110
Common stock (note 6(v))
Total non-current assets
78,099,763
58
77,820,822
74
3200
Capital surplus (note 6(v))
Retained earnings (note 6(v)): 3310
Legal reserve
3320
Special reserve
3350
Unappropriated earnings
Other equity (note 6(v)): 3410
Exchange differences arising on translation of foreign operations
3420
Unrealized gains or loss on financial assets at fair value through other
comprehensive income Total equity attributable to shareholders of the parent: 36XX
Non-controlling interests
Total assets
$
135,455,208
100
104,909,990
100
Total equity
Total liabilities and equity
1100 1110 1120 1170 1180 1200 1220 130X 1410 1470 1510 1517 1551 1600 1755 1760 1780 1840 1900
  • 166 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

4000
Operating revenues (notes 4, 6(x) and 7)
5000
Operating costs (note 6(e))
Gross profit from operations
Operating expenses (note 7):
6100
Selling expenses
6200
Administrative expenses
6300
Research and development expenses
6450
Impairment loss determined in accordance with IFRS9
Total operating expenses
Net operating income (loss)
Non-operating income and expenses:
7100
Interest income (note 6(z))
7010
Other income (notes 6(z) and 7)
7020
Other gains and losses (note 6(z))
7050
Finance costs (notes 6(q) and 6(z))
7060
Shares of profit (loss) of associates and joint ventures accounted for using equity method, net (notes 4 and
6(g))
7235
Gains on financial assets at fair value through profit or loss (notes 4 and 6(b))
7255
Gains on fair value adjustment, investment property (notes 4 and 6(j))
7673
Impairment loss on property, plant and equipment (notes 4 and 6(h))
Total non-operating income and expenses
Profit before income tax
7950
Less: income tax expense (benefit) (notes 4 and 6(u))
Profit
8300
Other comprehensive income (loss):
8310
Items that may not be reclassified subsequently to profit or loss:
8311
Gains (losses) on remeasurements of defined benefit plans (notes 4 and 6(t))
8316
Unrealized gains (losses) from investments in equity instruments measured at fair value through other
comprehensive income (notes 4 and 6(v))
8320
Shares of other comprehensive income of associates and joint ventures accounted for using equity method,
components of other comprehensive income that will not be reclassified to profit or loss (notes 4 and
6(v))
8349
Allocation of income tax to the above items
Components of other comprehensive income that will not be reclassified to profit or loss
8360
Items that may be reclassified subsequently to profit or loss:
8361
Exchange differences arising on translation of foreign operations (notes 4 and 6(v))
8370
Shares of other comprehensive income of associates and joint ventures accounted for using equity method,
components of other comprehensive income that may be reclassified to profit or loss (notes 4 and 6(v))
8399
Allocation of income tax to the above items
Components of other comprehensive income that will be reclassified to profit or loss
8300
Other comprehensive income (loss), net
8500
Total comprehensive income
Profit attributable to:
8610
Shareholders of the parent
8620
Non-controlling interests
Comprehensive income (loss) attributable to:
8710
Shareholders of the parent
8720
Non-controlling interests
Earnings per share (notes 4 and 6(v))
9750
Basic earnings per share
9850
Diluted earnings per share
2021
Amount
%
$ 35,163,380
100
30,066,937
86
5,096,443
14
901,185
3
1,217,655
3
461,963
1
1,175
-
2,581,978
7
2,514,465
7
188,200
1
486,612
1
(1,393,074)
(4)
(323,681)
(1)
325,902
1
193,148
1
2,913,775
8
(915,669)
(3)
1,475,213
4
3,989,678
11
393,451
1
3,596,227
10
(78,291)
-
252,449
1
29,096
-
-
-
203,254
1
10,595
-
5,104
-
-
-
15,699
-
218,953
1
$
3,815,180
11
$ 3,603,208
10
(6,981)
-
$
3,596,227
10
$ 3,823,805
11
(8,625)
-
$
3,815,180
11
$
1.09
$
1.09
2020
Amount
%
17,583,092
100
17,544,864
100
38,228
-
603,857
3
804,920
4
442,279
3
50
-
1,851,106
10
(1,812,878)
(10)
161,379
1
563,870
3
(407,747)
(2)
(221,705)
(1)
67,054
-
856,158
5
897,645
5
-
-
1,916,654
11
103,776
1
(570,884)
(3)
674,660
4
(24,832)
-
360,247
2
29,889
-
-
-
365,304
2
(190,168)
(1)
26,632
-
-
-
(163,536)
(1)
201,768
1
876,428
5
680,989
4
(6,329)
-
674,660
4
884,606
5
(8,178)
-
876,428
5
0.21
0.21

See accompanying notes to consolidated financial statements.

  • 167 -
Total equity 67,193,864 674,660 201,768 876,428 - - (985,455) 3,796,481 - (13,287) - 70,868,031 3,596,227 218,953 3,815,180 - - 5,869,362 - (24,154) - - 80,528,419
Non-controlling interests 77,095 (6,329) (1,849) (8,178) - - - - (241) (13,287) - 55,389 (6,981) (1,644) (8,625) - - - (1,124) (24,154) - - 21,486
Total equity attributable to owners of parent 67,116,769 680,989 203,617 884,606 - - (985,455) 3,796,481 241 - - 70,812,642 3,603,208 220,597 3,823,805 - - 5,869,362 1,124 - - - 80,506,933
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Consolidated Statements of Changes in Equity For the years ended December 31, 2021 and 2020 (Expressed in Thousands of New Taiwan Dollars) Equity attributable to owners of parent Total other equity interest Unrealized gains (losses) on financial assets Exchange
measured at fair
differences on
value through
Retained earnings
translation of
other
Ordinary
Unappropriated
foreign financial
comprehensive
shares
Capital surplus
Legal reserve
Special reserve
retained earnings
statements
income
28,348,502
1,286,700
2,137,330
35,490,262
1,779,147
(804,515)
(1,120,657)
-
-
-
-
680,989
-
-
-
-
-
-
(27,393)
(161,687)
392,697
-
-
-
-
653,596
(161,687)
392,697
-
-
173,844
-
(173,844)
-
-
-
-
-
111,367
(111,367)
-
-
-
-
-
-
(985,455)
-
-
4,500,000
(703,519)
-
-
-
-
-
-
634
-
-
(393)
-
-
-
-
-
-
-
-
-
-
-
-
-
126,299
-
(126,299)
32,848,502
583,815
2,311,174
35,601,629
1,287,983
(966,202)
(854,259)
-
-
-
-
3,603,208
-
-
-
-
-
-
(75,443)
17,343
278,697
-
-
-
-
3,527,765
17,343
278,697
-
-
77,951
-
(77,951)
-
-
-
-
-
1,210,033
(1,210,033)
-
-
5,000,000
869,362
-
-
-
-
-
-
1,124
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,384
-
(1,384)
-
-
-
(1,421,586)
1,421,586
-
-
37,848,502
1,454,301
2,389,125
35,390,076
4,950,734
(948,859)
(576,946)
$ $
Balance at January 1, 2020 Profit for the year ended December 31, 2020 Other comprehensive income for the year ended December 31, 2020 Total comprehensive income for the year ended December 31, 2020 Appropriation and distribution of retained earnings: Legal reserve appropriated Special reserve appropriated Cash dividends of ordinary shares Capital increase by cash Changes in ownership interests in subsidiaries Changes in non-controlling interests Disposal of investments in equity instruments designated at fair value through other comprehensive income Balance at December 31, 2020 Profit for the year ended December 31, 2021 Other comprehensive income for the year ended December 31, 2021 Total comprehensive income for the year ended December 31, 2021 Appropriation and distribution of retained earnings: Legal reserve appropriated Special reserve appropriated Capital increase by cash Changes in ownership interests in subsidiaries Changes in non-controlling interests Disposal of investments in equity instruments designated at fair value through other comprehensive income Reversal of special reserve Balance at December 31, 2021
  • 168 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit before income tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Expected credit loss
Net gain on financial assets at fair value through profit or loss
Interest expense
Interest income
Dividend income
Share of profit of associates and joint ventures accounted for using equity method
Loss on disposal of property, plant and equipment
Property, plant and equipment transferred to expenses
Gain on disposal of investment properties
Loss on disposal of investments accounted for using equity method
Impairment loss (reversal of impairment loss) on non-financial assets
Impairment loss on property, plant and equipment
Gain on fair value adjustment of investment property
Unrealized remediation expense
Gain on lease modification
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Increase in accounts receivable
(Increase) decrease in accounts receivable due from related parties
(Increase) decrease in other receivables
Increase in inventories
(Increase) decrease in prepayments
(Increase) decrease in other current assets
Total changes in operating assets
Increase (decrease) in contract liabilities
Increase in accounts payable
Increase in accounts payable to related parties
Increase (decrease) in other payable
Decrease in provisions
Increase in other current liabilities
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash outflow generated from operations
Interest received
Interest paid
Income taxes paid
Net cash flows used in operating activities
For the years end ed December 31
2020
103,776
977,720
13,172
50
(856,158)
221,705
(161,379)
(257,817)
(67,054)
1,060
7,855
-
580
(72,892)
-
(897,645)
-
(49)
(1,090,852)
(137,988)
6,658
148,673
(2,888,937)
249,501
4,323
(2,617,770)
(86,587)
78,559
-
(330,249)
(69,690)
3,902
(404,065)
(3,021,835)
(4,112,687)
(4,008,911)
122,193
(214,756)
(38,574)
(4,140,048)
2021
$ 3,989,678
1,110,782
9,189
1,175
(193,148)
323,681
(188,200)
(313,215)
(325,902)
33
-
(706,465)
-
14,854
915,669
(2,913,775)
1,664,899
(34)
(600,457)
(3,703,111)
(426,238)
(17,179)
(29,480,480)
(498,920)
(87,076)
(34,213,004)
18,936
364,097
11,333
1,138,895
(119,026)
66,809
1,481,044
(32,731,960)
(33,332,417)
(29,342,739)
209,524
(323,396)
(92,459)
(29,549,070)

See accompanying notes to consolidated financial statements.

  • 169 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) investing activities:
Acquisition of financial assets at fair value through other comprehensive income
Proceeds from disposal of financial assets at fair value through other comprehensive income
Proceeds from capital reduction of financial assets at fair value through profit or loss
Acquisition of financial assets at fair value through profit or loss
Proceeds from disposal of financial assets at fair value through profit or loss
Acquisition of investments accounted for using equity method
Proceeds from disposal of investments accounted for using equity method
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Cash inflows due to combination
Proceeds from disposal of investment properties
Decrease (increase) in other financial assets
Increase in other non-current assets
Dividends received
Proceeds from cancellation of property purchasing
Net cash flows from (used in) investing activities
Cash flows from (used in) financing activities:
Increase in short-term loans
Decrease in short-term loans
Increase in short-term bills payable
Proceeds from issuing bonds
Proceeds from long-term debt
Repayments of long-term debt
Increase in long-term bills payable
Decrease in long-term bills payable
Payment of lease liabilities
Increase in other non-current liabilities
Cash dividends paid
Capital increase by cash
Interest paid
Change in non-controlling interests
Net cash flows from financing activities
Effect of exchange rate changes on cash and cash equivalents
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
For the years end ed December 31
2020
(387,499)
299,070
-
(1,020,256)
1,037,947
(140,000)
5,109
(3,861,905)
594
(3,265)
13
-
(2,264,814)
(188,851)
705,763
-
(5,818,094)
15,228,000
(15,092,960)
-
3,500,000
13,093,148
(12,005,856)
26,152,200
(24,992,200)
(59,547)
1,985
(985,455)
3,796,481
(4,734)
(13,287)
8,617,775
(295,987)
(1,636,354)
9,116,253
7,479,899
2021
$ -
1,438
3,794,637
(667,920)
1,311,894
-
-
(4,193,610)
746
(23,954)
-
2,380,000
1,488,312
(158,644)
367,976
186,000
4,486,875
25,516,793
(14,298,145)
1,429,955
1,209,096
36,715,971
(32,990,955)
42,437,700
(40,590,500)
(60,028)
12,632
-
5,869,362
(5,604)
-
25,246,277
(13,859)
170,223
7,479,899
$
7,650,122

See accompanying notes to consolidated financial statements.

  • 170 -

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company history

China Petrochemical Development Corporation (hereinafter referred to as the “Company”) was founded on July 8, 1969 under the approval of Ministry of Economic Affairs, R.O.C. The Company migrated to No.1, Jingjian Rd., Dashe Dist., Kaohsiung City 815, Taiwan (R.O.C.) on July 18, 2016. The Company and its subsidiaries (hereinafter together referred to as the “Group”) primarily engage in the production of petroleum, alkali-chlorine, phosphoric acid and other petrochemical products and by-products and the storage, transportation, purchase and sale of these products, related chemicals and their raw materials, and land development. The primary products are acrylonitrile, caprolactam and nylon.

(2) Approval date and procedures of the consolidated financial statements:

These consolidated financial statements were authorized for issue by the Board of Directors on March 14, 2022.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2021:

  • �Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”

  • �Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform— Phase 2”

  • �Amendments to IFRS 16 “Covid-19-Related Rent Concessions beyond June 30, 2021”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Group’s adoption of the new amendments, effective for annual period beginning on January 1, 2022, are expected to have the following impacts:

  • (i) Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”

The amendment prohibits an entity from deducting from the cost of an item of property, plant and equipment any proceeds received from selling items produced while the entity is preparing the asset for its intended use (for example, the proceeds from selling samples produced when testing a machine to ensure if it is functioning properly). The proceeds from selling such samples, together with the costs of producing them, shall be recognized in profit or loss.

The amendments also clarify that testing whether an item of PPE is functioning properly means assessing its technical and physical performance rather than assessing its financial performance – e.g. assessing whether the PPE has achieved a certain level of operating margin.

(Continued)

  • 171 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The amendments apply retrospectively, but only to items of property, plant and equipment made available for use on or after January 1, 2021. The Group may need to adjust the amount of property, plant and equipment costs, depreciation expenses and profit or loss from selling samples, and will continue to assess the impacts of this amendment on its consolidated financial position and financial performance.

The amendments apply retrospectively, but only to items of property, plant and equipment made available for use on or after January 1, 2021. The Group may need to adjust the amount of property, plant and equipment costs, depreciation expenses and profit or loss from selling samples, and will continue to assess the impacts of this amendment on its consolidated financial position and financial performance.

(ii) Other amendments

The following amendments are not expected to have a significant impact on the Group’ s consolidated financial statements.

  • �Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • �Annual Improvements to IFRS Standards 2018–2020

  • �Amendments to IFRS 3 “Reference to the Conceptual Framework”

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The Group does not expect the following new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:

  • �Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

  • �IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”

  • �Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”

  • �Amendments to IAS 1 “Disclosure of Accounting Policies”

  • �Amendments to IAS 8 “Definition of Accounting Estimates”

  • �Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction”

(4) Summary of significant accounting policies:

The significant accounting policies presented in the consolidated financial statements are summarized below. The following accounting policies were applied consistently throughout the periods presented in the consolidated financial statements.

(a) Statement of compliance

These consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as “the Regulations” ) and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations endorsed and issued into effect by the Financial Supervisory Commission, R.O.C..

(Continued)

  • 172 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(b) Basis of Preparation

  • (i) Basis of measurement

Except for the following significant accounts, the consolidated financial statements have been prepared on a historical cost basis:

  • 1) Financial assets at fair value through profit or loss are measured at fair value;

  • 2) Financial assets at fair value through other comprehensive income are measured at fair value;

  • 3) Investment properties are measured at fair value; and

  • 4) The defined benefit liabilities (assets) are measured at fair value of the plan assets less the present value of the defined benefit obligation (please see note 4(r)).

  • (ii) Functional and presentation currency

The functional currency of each Group entity is determined based on the primary economic environment in which the entity operates. The consolidated financial statements are presented in New Taiwan Dollar (NTD), which is the Company’ s functional currency. All financial information presented in NTD has been rounded to the nearest thousand.

  • (c) Basis of consolidation

  • (i) Principle of preparation of the consolidated financial statements

The consolidated financial statements comprise the Company and subsidiaries. Subsidiaries are entities controlled by the Company. The Company ‘controls’ an entity when it is exposed to, 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.

The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. The Company attributes the profit or loss and each component of other comprehensive income to the owners of the parent and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.

The Group prepares consolidated financial statements using uniform accounting policies for like transactions and other events in similar circumstances.

Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Any difference between the amount by which the noncontrolling interests are adjusted and the fair value of the consideration paid or received will be recognized directly in equity, and the Group will attribute it to the owners of the parent.

(Continued)

  • 173 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) List of subsidiaries in the consolidated financial statements

The subsidiaries included in the consolidated financial statements were as follows:

Name of investors Name of subsidiaries Nature of business
Manufacture of chemical
products and their
derivatives of phosphoric
acid and fertilizer storage,
transport, purchase,
marketing business
Water treatment works,
plumbing works, apparatus
and instrument installation
work, refrigeration and air
conditioning engineering and
tank car repair and other
services
Holding company
Real estate investment and
development
Holding company
Shareholding ratio
December
31, 2021
December
31, 2020
Notes
%
100.00
%
100.00
TSCIC was established on June 16,
1998. Due to the business combination
on August 1, 2018, CIC became a
dissolved company and TSCIC became
a surviving company. On April 29,
2021, the Board of Directors decided to
reduce its capital amounting to $200,000
thousand. The base date of the reduction
was May 20, 2021, and the relevant
legal registration procedures had been
completed on June 8, 2021. As of
December 31, 2021 and 2020, TSCIC's
actual paid in capital amounted to
$760,000
thousand
and
$960,000
thousand, respectively.
%
100.00
%
100.00
CPDC GT was established on May 31,
1999. As of December 31, 2021 and
2020, CPDC GT's actual paid-in capital
amounted to $150,000 thousand.
%
100.00
%
100.00
CPDC
(BVI)
was
established on
January 9, 1998, registered in the British
Virgin Islands, and is an international
investment company. As of December
31, 2021 and 2020, CPDC (BVI)'s
actual paid-in capital amounted to
USD26,580 thousand.
%
100.00
%
100.00
BES Twin Towers was established on
March 1, 2011. It increased its capital
by retained earnings amounting to
$112,043
thousand
and
$681,112
thousand on May 26, 2021 and May 11,
2020. On November 18, 2021, the
Board of Directors decided to reduce its
capital
amounting
to
$1,000,000
thousand. The base date of the reduction
was November 22, 2021, and the
relevant legal registration procedures
had been completed on December 7,
2021. As of December 31, 2021 and
2020, BES Twin Towers' actual paid-in
capital
amounted
to
$4,912,164
thousand and $5,800,121 thousand,
respectively.
%
100.00
%
100.00
UDL was established on May 20, 2008.
As of December 31, 2021 and 2020,
UDL's actual paid-in capital amounted
to
USD324,684
thousand
and
USD313,851 thousand, respectively.
December
31, 2021
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
The Company
The Company
The Company
The Company
The Company
Tsou Seen Chemical
Industries Corporation
(TSCIC)
CPDC Green Technology
Corp. (CPDC GT)
CPDC Investment (BVI) Co.,
Ltd. (CPDC (BVI))
BES Twin Towers
Development Co., Ltd. (BES
Twin Towers)
Unichem Development
Limited (UDL)

(Continued)

  • 174 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Name of investors Name of subsidiaries Nature of business
Petrochemical supporting
facility construction
Engaged in trading of
petroleum chemical products,
electronic chemicals variety
of industrial gases, gas
mixtures and other
manufacturing sub-fitted
trading
Engaged in construction, real
estate, building
constructional consulting,
lease equipment and
wholesale of building
materials
Commissioned to create a
vendor to build the housing,
commercial buildings and
plant rental business,
management of land
development and
playgrounds and other
related business investment
Engaged in trading of
petroleum chemical products,
electronic chemicals variety
of industrial gases, gas
mixtures and other
manufacturing sub-fitted
trading
Engaged in trading of
petroleum chemical products,
electronic chemicals variety
of industrial gases, gas
mixtures and other
manufacturing sub-fitted
trading
Engaged in biotechnology,
pharmaceutical research and
development and marketing
Shareholding ratio
December
31, 2021
December
31, 2020
Notes
%
0.36
%
0.37
Weiming was established on May 16,
2013, and changed its name to Jiangsu
Weiming New Material Co., Ltd.
(original
name:
Jiangsu
Weiming
Petrochemical Corporation) on October
14, 2021. It increased its capital through
UDL
amounting
to
CNY70,000
thousand, CNY200,000 thousand and
CNY200,000 thousand on June 28,
2021, November 13 and June 19, 2020,
respectively. The said amounts were
verified on June 29, 2021, November 17
and June 29, 2020, respectively. As of
December
31,
2021
and
2020,
Weiming's
actual
paid
in
capital
amounted to CNY1,688,000 thousand
and
CNY1,618,000
thousand,
respectively.
%
44.52
%
44.52
Weiqiang was established on May 9,
2013. As of December 31, 2021 and
2020, Weiqiang's actual paid-in capital
amounted to CNY44,920 thousand.
%
100.00
%
100.00
Thanh Phong was established on May
22, 2017. The Company had reached
agreement on cancellation of shares with
the
non-controlling
interests,
who
owned 2.13% of outstanding shares.
After the cancellation, the Company
owned
Thanh
Phong
100%
of
outstanding shares. As of December 31,
2021 and 2020, Thanh Phong's actual
paid-in
capital
amounted
to
VND458,637,500 thousand.
%
100.00
%
100.00
The Company established Ding-Yue on
October 11, 1995 and increased its
capital
amounting
to
$11,340,000
thousand, $4,200,000 thousand and
$2,500,000 thousand on November 1,
2021, June 16, 2021 and February 26,
2020, respectively. As of December 31,
2021 and 2020, its actual paid in capital
amounted to $25,580,000 thousand and
$10,040,000 thousand, respectively.
%
4.02
%
4.02
Weihua was established on December
10, 2012. As of December 31, 2021 and
2020, Weihua's actual paid-in capital
amounted to CNY156,289 thousand.
%
55.48
%
55.48
Weiqiang was established on May 9,
2013. As of December 31, 2021 and
2020, Weiqiang's actual paid-in capital
amounted to CNY44,920 thousand.
%
91.10
%
91.10
Taivex Therapeutics was established on
February 11, 2010. TSCIC invested in
Taivex Therapeutics on August 18,
2010. As of December 31, 2021 and
2020, Taivex's actual paid-in capital
amounted to $507,399 thousand.
December
31, 2021
%
0.36
%
44.52
%
100.00
%
100.00
%
4.02
%
55.48
%
91.10
The Company
The Company
The Company
The Company
Tsou Seen Chemical Industries
Corporation
Tsou Seen Chemical Industries
Corporation
Tsou Seen Chemical Industries
Corporation
Jiangsu Weiming New
Material Co., Ltd. (Weiming)
(original name: Jiangsu
Weiming Petrochemical
Corporation)
Weiqiang International Trade
(Shanghai) Co., Ltd.
(Weiqiang)
Thanh Phong Construction
Investment Co., Ltd. (Thanh
Phong)
Ding-Yue Development Co.,
Ltd. (Ding-Yue)
Weihua (Rudong) Trade Co.,
Ltd. (Weihua)
Weiqiang International Trade
(Shanghai) Co., Ltd.
(Weiqiang)
Taivex Therapeutics
Corporation (Taivex
Therapeutics)

(Continued)

  • 175 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Name of investors Name of subsidiaries Nature of business
Petrochemical supporting
facility construction
Engaged in trading of
petroleum chemical products,
electronic chemicals variety
of industrial gases, gas
mixtures and other
manufacturing sub-fitted
trading
Engaged in trading of
petroleum chemical products,
electronic chemicals, a
variety of industrial gases,
gas mixtures and other
manufacturing sub fitted
trading
Engaged in engineering
plastic and high-value
petroleum chemical products
Consult, design,
construction, management
service on engineering and
sales of chemical products
Holding company
Shareholding ratio
December
31, 2021
December
31, 2020
Notes
%
99.64
%
99.63
Weiming was established on May 16,
2013, and changed its name to Jiangsu
Weiming New Material Co., Ltd.
(original
name:
Jiangsu
Weiming
Petrochemical Corporation) on October
14, 2021. It increased its capital through
UDL
amounting
to
CNY70,000
thousand, CNY200,000 thousand and
CNY200,000 thousand on June 28,
2021, November 13 and June 19, 2020,
respectively. The said amounts were
verified on June 29, 2021, November 17
and June 29, 2020, respectively. As of
December
31,
2021
and
2020,
Weiming's
actual
paid
in
capital
amounted to CNY1,688,000 thousand
and
CNY1,618,000
thousand,
respectively.
%
95.98
%
95.98
Weihua was established on December
10, 2012. As of December 31, 2021 and
2020, Weihua's actual paid-in capital
amounted to CNY156,289 thousand.
%
-
%
100.00
Weida PC was established on December
23, 2014 and was dissolved on October
29, 2019. The liquidation process had
been completed on January 19, 2021.
As of December 31, 2021 and 2020,
Weida PC's actual paid in capital
amounted to CNY0 thousand and
CNY6,000 thousand, respectively.
%
100.00
%
100.00
Weicai was established on January 6,
2015
and
acquired
by
UDL
on
November 5, 2018. On September 22,
2021, the Board of Directors decided to
reduce
its
capital
amounting
to
CNY100,000 thousand. The base date
of the reduction and the relevant legal
registration
procedures
had
been
completed on December 28, 2021. As of
December 31, 2021 and 2020, Weicai's
actual paid-in capital amounted to
CNY314,955
thousand
and
CNY414,955 thousand, respectively.
%
100.00
%
100.00
Weiming Construction was established
on October 26, 2020. It increased its
capital through Weiming amounting to
CNY14,920 thousand and CNY14,080
thousand on April 1 and January 26,
2021, respectively. The said amounts
were verified on April 2, 2021. As of
December 31, 2021 and 2020, Weiming
Construction's actual paid in capital
amounted to CNY30,000 thousand and
CNY1,000 thousand, respectively.
%
100.00
%
100.00
Frontier Fortune was established on
November 23, 2016. It increased its
capital through BES Twin Towers
amounting to USD50,000 thousand on
October 22, 2020. As of December 31,
2021 and 2020, Frontier fortune's actual
paid in capital amounted to USD93,060
thousand.
December
31, 2021
%
99.64
%
95.98
%
-
%
100.00
%
100.00
%
100.00
Unichem Development Limited
Unichem Development Limited
Unichem Development Limited
Unichem Development Limited
Jiangsu Weiming New Material
Co., Ltd. (Weiming) (original
name: Jiangsu Weiming
Petrochemical Corporation)
BES Twin Towers Development
Co., Ltd. (BES Twin Towers)
Jiangsu Weiming New
Material Co., Ltd. (Weiming)
(original name: Jiangsu
Weiming Petrochemical
Corporation)
Weihua (Rudong) Trade Co.,
Ltd. (Weihua)
Zhangzhou Weida
Petrochemical Co., Ltd.
(Weida PC)
Changzhou Weicai New
Material Science &
Technology Co., Ltd.
(Weicai)
Weiming (Rudong)
Construction Co., Ltd.
(Weiming Construction)
Frontier Fortune Investment
Pte. Ltd. (Frontier Fortune)

(Continued)

  • 176 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Name of investors Name of subsidiaries Nature of business
Investment and technical
advisory services
Real estate, research of
petroleum market and
consultancy
Engineering, real estate and
consultancy of construction
Building construction, real
estate management,
development and sale
Engineering, construction
contracting business
Shareholding ratio
December
31, 2021
December
31, 2020
Notes
%
100.00
%
100.00
Core Pacific Twin Star (Myanmar) was
established on February 16, 2017. As of
December 31, 2021 and 2020, Core
Pacific Twin Star (Myanmar)'s actual
paid-in capital amounted to USD5,500
thousand.
%
99.99
%
99.99
Gemini Star (India) was established on
January 8, 2019. As of December 31,
2021 and 2020, its actual paid-in capital
amounted to INR21,000 thousand.
%
100.00
%
99.01
Core Pacific Twin Star (Vietnam) was
established on November 19, 2018. It
increased its capital through Frontier
Fortune
Investment
amounting
to
VND1,155,000,000
thousand
on
November 3, 2020. The Company had
reached agreement on cancellation of
shares with the non-controlling interests,
who owned 0.99% of outstanding shares
on
August
10,
2021.
After
the
cancellation, the Company owned Core
Pacific Twin Star (Vietnam) 100% of
outstanding shares. As of December 31,
2021 and 2020, its actual paid in capital
amounted
to
VND2,005,000,000
thousand
and
VND2,025,000,000
thousand, respectively.
%
80.00
%
80.00
Core Pacific Pioneer was established on
May 24, 2018. As of December 31,
2021 and 2020, its actual paid-in capital
amounted to MMK1,512,540 thousand.
%
100.00
%
100.00
Da Yin Construction Engineering was
established on November 24, 1972. It
increased its capital through Ding-Yue
amounting to $37,500 thousand on
February 5, 2021. The base date was set
on February 5, 2021, and the relevant
legal registration procedures had been
completed on March 4, 2021. As of
December 31, 2021 and 2020, its actual
paid-in capital amounted to $60,000
thousand
and
$22,500
thousand,
respectively.
December
31, 2021
%
100.00
%
99.99
%
100.00
%
80.00
%
100.00
Frontier Fortune Investment Pte.
Ltd. (Frontier Fortune)
Frontier Fortune Investment Pte.
Ltd. (Frontier Fortune)
Frontier Fortune Investment Pte.
Ltd. (Frontier Fortune)
Core Pacific Twin Star
(Myanmar) Investment Co., Ltd.
(Core Pacific Twin Star
(Myanmar))
Ding-Yue Development Co., Ltd.
(Ding-Yue)
Core Pacific Twin Star
(Myanmar) Investment Co.,
Ltd. (Core Pacific Twin Star
(Myanmar))
Gemini Star (India) Private
Limited. (Gemini Star (India))
Core Pacific Twin Star
(Vietnam) Investment Co.,
Ltd. (Core Pacific Twin Star
(Vietnam))
Core Pacific Pioneer
(Myanmar) Co., Ltd. (Core
Pacific Pioneer (Myanmar))
Da Yin Construction
Engineering Co., Ltd. (Da Yin
Construction Engineering)
  • (d) Foreign currencies

  • (i) Foreign currency transactions

Transactions in foreign currencies are translated into the respective functional currencies of Group entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date. Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies using the exchange rate at the date that the fair value was determined. Non-monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

(Continued)

  • 177 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:

  • an investment in equity securities designated as at fair value through other comprehensive income;

  • a financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is effective; or

  • qualifying cash flow hedges to the extent that the hedges are effective.

  • (ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Group disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, exchange differences arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income.

  • (e) Classification of current and non-current assets and liabilities

An asset is classified as current under one of the following criteria, and all other assets are classified as non-current:

  • (i) It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle, except for those related to land development, which usually have a business cycle longer than one year;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is expected to be realized within twelve months after the reporting period; or

  • (iv) The asset is cash and cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

(Continued)

  • 178 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

A liability is classified as current under one of the following criteria, and all other liabilities are classified as non-current:

  • (i) It is expected to be settled in the normal operating cycle, except for those related to land development, which usually have a business cycle longer than one year;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is due to be settled within twelve months after the reporting period; or

  • (iv) The Group does not have an unconditional right to defer settlement for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

  • (f)

Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes should be recognized as cash equivalents.

Bank overdrafts that are repayable on demand and form an integral part of the Group’ s cash management are included as a component of cash and cash equivalents for the purpose of the consolidated statement of cash flows.

(g) Construction contracts

Construction contracts in progress represents the gross unbilled amount expected to be collected from customers for contract work performed to date. It is measured at cost plus profit recognized to date less progress billings and recognized losses. Cost includes all expenditure related directly to specific projects and an allocation of fixed and variable overheads incurred in the Group’s contract activities based on normal operating capacity.

Construction contracts in progress is presented in the balance sheets as the amount due from customers for contract work for all contracts in which costs incurred plus recognized profits exceed progress billings. If progress billings exceed costs incurred plus recognized profits, then the difference is presented as amount due to customers for contract work in the balance sheets.

(h) Financial instruments

Trade receivables are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Group becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(Continued)

  • 179 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (i) Financial assets

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

On initial recognition, a financial asset is classified as measured at: amortized cost; Fair value through other comprehensive income (FVOCI) – equity investment; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

  • 1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

  • 2) Fair value through other comprehensive income (FVOCI)

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Group’s right to receive payment is established.

  • 3) Fair value through profit or loss (FVTPL)

All financial assets not classified as amortized cost or FVOCI described as above are measured at FVTPL. On initial recognition, the Group may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

(Continued)

  • 180 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

  • 4)

  • Business model assessment

The Group makes an assessment of the objective of the business model in which a financial asset is held at portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

  • the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’ s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the sale of the assets;

  • how the performance of the portfolio is evaluated and reported to the Group’ s management;

  • the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

  • how managers of the business are compensated � e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

  • the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, and are consistent with the Group’s continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

  • 5) Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, ‘ principal’ is defined as the fair value of the financial assets on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs, as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Group considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Group considers:

  • contingent events that would change the amount or timing of cash flows;

(Continued)

  • 181 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • terms that may adjust the contractual coupon rate, including variable rate features;

  • prepayment and extension features; and

  • terms that limit the Group’ s claim to cash flows from specified assets (e.g. nonrecourse features).

  • 6) Impairment of financial assets

The Group recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, notes and accounts receivable, other receivables, guarantee deposit paid and other financial assets) and contract assets.

Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Group’s historical experience and informed credit assessment as well as forward-looking information.

The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due.

The Group considers a financial asset to be in default when the financial asset is more than 90 days past due or the debtor is unlikely to pay its credit obligations to the Group in full.

Lifetime ECL are the ECL that result from all possible default events over the expected life of a financial instrument.

12-month ECL are the portion of ECL that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECL is the maximum contractual period over which the Group is exposed to credit risk.

ECL are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

(Continued)

  • 182 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

At each reporting date, the Group assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is ‘ creditimpaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data:

  • significant financial difficulty of the borrower or issuer;

  • a breach of contract such as a default or being more than 90 days past due;

  • the lender of the borrower, for economic or contractual reasons relating to the borrower's financial difficulty, having granted to the borrower a concession that the lender would not otherwise consider;

  • it is probable that the borrower will enter bankruptcy or other financial reorganization; or

  • the disappearance of an active market for a security because of financial difficulties.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.

The gross carrying amount of a financial asset is written off when the Group has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. The Group individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Group expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery of amounts due.

  • 7) Derecognition of financial assets

The Group derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Group enters into transactions whereby it transfers assets recognized in its statement of balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.

  • (ii) Financial liabilities and equity instruments

  • 1) Classification of debt or equity

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

(Continued)

  • 183 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

2) Equity instrument

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

3) Treasury shares

When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is recognized in capital surplus or retained earnings (if the capital surplus is not sufficient to be written down).

4) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

5) Derecognition of financial liabilities

The Group derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Group also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

6) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

(Continued)

  • 184 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(i) Inventories

  • (i) Manufacturing industry

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is calculated using the weighted average method, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their present location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

  • (ii) Construction industry

Inventories of the construction business are measured at the lower of cost and net realizable value. The cost of inventories includes expenditure incurred in bringing them to their existing location and condition and capitalized borrowing costs.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. The net realizable value is estimated as follows:

  • 1) Land held for development: net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses, or estimated by recent market value (development analytical method or comparison method).

  • 2) Construction-in-progress: net realizable value is the estimated selling price (current market condition) in the ordinary course of business, less the estimated costs of completion and selling expenses, or estimated by recent market value.

(j) Investments in associates

Associates are those entities in which the Group has significant influence, but not control or joint control, over their financial and operating policies.

Investments in associates are accounted for using the equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition less any accumulated impairment losses.

The consolidated financial statements include the Group’ s share of the profit or loss and other comprehensive income of those associates, after adjustments to align their accounting policies with those of the Group, from the date on which significant influence commences until the date on which significant influence ceases. The Group recognizes any changes of its proportionate share in the investee within capital surplus, when an associate’s equity changes due to reasons other than profit and loss or comprehensive income, which did not result in changes in actual proportionate share.

Gains and losses resulting from transactions between the Group and an associate are recognized only to the extent of unrelated Group’s interests in the associate.

(Continued)

  • 185 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

When the Group’s share of losses of an associate equals or exceeds its interests in an associate, it discontinues recognizing its share of further losses. After the recognized interest is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.

When the Group subscribes to additional shares in an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment will differ from the amount of the Group’s proportionate interest in the net assets of the associate. The Group records such a difference as an adjustment to investments, with the corresponding amount charged or credited to capital surplus. The aforesaid adjustment should first be adjusted under capital surplus. If the capital surplus resulting from changes in ownership interest is not sufficient, the remaining difference is debited to retained earnings. If the Group’s ownership interest is reduced due to the additional subscription to the shares of the associate by other investors, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate will be reclassified to profit or loss on the same basis as would be required if the associate had directly disposed of the related assets or liabilities.

(k) Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes. Investment property is initially measured at cost and subsequently at fair value with any change therein recognized in profit or loss.

Any gain or loss on disposal of investment property (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognized in profit or loss. When investment property that was previously classified as property, plant and equipment is sold, any related amount included in ‘other equity - revaluation surplus’ is transferred to retained earnings.

Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.

  • (l) Property, plant and equipment

  • (i) Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

  • (ii) Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

(Continued)

  • 186 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.

Land is not depreciated.

The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:

The estimated useful lives of
periods are as follows:
property, plant
Land improvement 3~30 years
Buildings and constructions 2~60 years
Machine equipment 1~30 years
Transportation equipment 2~40 years
Other equipment 2~13 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(iv) Reclassification to investment property

When the use of a property changes from owner-occupied to investment property, the property is remeasured to fair value and reclassified accordingly. Any gain arising on this remeasurement is recognized in profit or loss to the extent that it reverses a previous impairment loss on the specific property, with any remaining gain recognized in other comprehensive income and presented in ‘ other equity - revaluation surplus’ . Any loss is recognized in profit or loss. However, to the extent that an amount is included in the revaluation surplus for that property, the loss is recognized in other comprehensive income and reduces the revaluation surplus within equity.

(m) Leases

(i) As a leasee

The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

(Continued)

  • 187 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • fixed payments, including in-substance fixed payments;

  • variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • amounts expected to be payable under a residual value guarantee; and

  • payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • there is a change in future lease payments arising from the change in an index or rate; or

  • there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee; or

  • there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • there is a change of its assessment on whether it will exercise a extension or termination option; or

  • there is any lease modification.

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Group accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Group presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.

If an arrangement contains lease and non-lease components, the Group allocates the consideration in the contract to each lease component on the basis of their relative stand-alone prices. However, for the leases of land and buildings in which it is a lessee, the Group has elected not to separate non-lease components and account for the lease and non-lease components as a single lease component.

(Continued)

  • 188 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The Group has elected not to recognize right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less and leases of low-value assets, including IT equipment. The Group recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

For sale-and-leaseback transactions, the Group applies the requirements for determining when a performance obligation is satisfied in IFRS 15 to determine whether the transfer of an asset is accounted for as a sale of the asset. If the transfer of an asset satisfies the requirement of IFRS 15 to be accounted for as a sale of the asset, the Group derecognizes the transferred asset, then measures the right-of-use asset arising from the leaseback at the proportion of the previous carrying amount of the asset that relates to the right of use retained. Accordingly, the Group recognizes only the amount of any gain or loss that relates to the rights transferred to the buyer-lessor. For leaseback transaction, the Group applies the lessee accounting policy. If the transfer of an asset does not satisfy the requirement of IFRS 15 to be accounted for as a sale of the asset, the Group continues to recognize the transferred asset and recognizes the financial liability equal to the transfer proceeds.

(ii) As a leasor

When the Group acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Group makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Group considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

When the Group is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease. If a head lease is a short-term lease to which the Group applies the exemption described above, then it classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, the Group applies IFRS 15 to allocate the consideration in the contract.

The Group recognizes a finance lease receivable at an amount equal to its net investment in the lease. Initial direct costs, such as lessors to negotiate and arrange a lease, are included in the measurement of the net investment. The interest income is recognized over the lease term based on a pattern reflecting a constant periodic rate of return on the net investment in the lease. The Group recognizes lease payments received under operating leases as income on a straight-line basis over the lease term as part of ‘rent income’.

(Continued)

  • 189 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (n) Intangible assets

  • (i) Recognition and measurement

    • 1) Goodwill

Goodwill arising on the acquisition of subsidiaries is measured at cost, less accumulated impairment losses. Refer to Note 6(k) for details of the accounting policy on the initial recognition of goodwill.

  • 2) Other intangible assets

Expenditure on research activities is recognized in profit or loss as incurred.

Development expenditure is capitalized only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable and the Group intends to, and has sufficient resources to, complete development and to use or sell the asset. Otherwise, it is recognized in profit or loss as incurred. Subsequent to initial recognition, development expenditure is measured at cost, less accumulated amortization and any accumulated impairment losses.

Other intangible assets, including customer relationships, patents and trademarks, that are acquired by the Group and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

  • (iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for current and comparative periods are as follows:

Technology 5~13 years

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

  • (o) Impairment of non derivative financial assets

At each reporting date, the Group reviews the carrying amounts of its non-financial assets (other than inventories, contract assets, deferred income tax assets and investment properties, measured at fair value) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually for impairment.

(Continued)

  • 190 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(p) Provisions

A provision is recognized if, as a result of a past event, the Group has a present obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.

(i) Site dismantling

The estimated obligation on the dismantling, relocation or restoration of property, plant and equipment is recognized as decommissioning cost and liability of property, plant and equipment. The relevant costs of assets are adjusted by subsequent price variation for dismantling and restoration. Depreciation is provided per the remaining useful life of the adjusted cost.

(ii) Site restoration

In accordance with the Group’ s published environmental policy and applicable legal requirements, a provision for site restoration in respect of contaminated land, and the related expense, is recognized when the land is contaminated.

(q) Revenue

Revenue is measured based on the consideration to which the Group expects to be entitled in exchange for transferring goods or services to a customer. The Group recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Group’s main types of revenue are explained below.

(Continued)

  • 191 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(i) Sale of goods

The Group recognizes revenue when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’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, the acceptance provisions have lapsed, or the Group has objective evidence that all criteria for acceptance have been satisfied.

A receivable is recognized when the goods are delivered as this is the point in time that the Group has a right to an amount of consideration that is unconditional.

(ii) Services

Revenue from services rendered is recognized in profit or loss in proportion to the stage of completion of the transaction at the reporting date.

  • (iii) Construction contracts

Contract revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and incentive payments, to the extent that it is probable that they will result in revenue and can be measured reliably. As soon as the outcome of a construction contract can be estimated reliably, contract revenue is recognized in profit or loss in proportion to the stage of completion of the contract. Contract expenses are recognized as incurred unless they create an asset related to future contract activity.

The stage of completion is assessed by reference to the proportion that contract cost incurred for work performed to date bear to the estimated total contract cost; survey of work performed; or completion of a physical proportion of the contract work. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized only to the extent of contract costs incurred that are likely to be recoverable. An expected loss on a contract is recognized immediately in profit or loss.

(iv) Commissions

When the Group acts in the capacity of an agent rather than as the principal in a transaction, the revenue recognized is the net amount of commission made by the Group, and is recognized in proportion to the stage of completion of the transaction.

(v) Financing components

The Group does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Group does not adjust any of the transaction prices for the time value of money.

(Continued)

  • 192 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(r) Employee benefits

  • (i) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided.

(ii) Defined benefit plans

The Group’s net obligation in respect of defined benefit plans is calculated by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of plan assets.

The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity. The Group determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Group recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

  • (iii) Short-term employee benefits

Short-term employee benefit are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably.

(s) Income taxes

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

The Group has determined that interest and penalties related to income taxes, including uncertain tax treatment, do not meet the definition of income taxes, and therefore accounted for them under IAS 37.

(Continued)

  • 193 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

  • (i) temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

  • (ii) temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

  • (iii) taxable temporary differences arising on the initial recognition of goodwill.

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date, and reflect uncertainty related to income taxes, if any.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) the Group has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • (ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • the same taxable entity; or

  • different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date, and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.

(Continued)

  • 194 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(t) Earnings per share

The Group discloses the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as employee bonus.

(u) Government Grants

A government grant receivable to the Group as compensation for costs already incurred or for immediate financial support, with no future related costs, should be recognized as income in the period in which it is receivable.

(v) Operating segments

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the Group). Operating results of the operating segment are regularly reviewed by the Group’s chief operating decision maker to make decisions about resources to be allocated to the segment and to assess its performance. Each operating segment consists of standalone financial information.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

The preparation of the consolidated financial statements in conformity with the Regulations and the IFRSs endorsed by the FSC requires management to make judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

The management continues to monitor the accounting estimates and assumptions. The management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the following period.

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the consolidated financial statements is as follows:

(a) Fair valuation of investment property

The Group's investment property is measured at fair value deriving from external appraisal reports. When the presumed factors implemented in the evaluation process, e.g. discount rates and return on investment, change due to the evolving market and economy, the change may have an impact on the balance of the recognized assets and profit or loss. For more information regarding the valuation, please refer to note 6(j).

(Continued)

  • 195 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(b) Impairment of property, plant and equipment

In the process of evaluating the potential impairment of property, plant and equipment, the Group is required to make subjective judgments in determining the independent cash flows, useful lives, expected future income and expenses related to the specific asset groups considering of the nature of the industry. Any changes in these estimates based on changed economic conditions or business strategies and could result in significant impairment charges or reversal in future years. Refer to note 6(h) for further description of the key assumptions used to determine the recoverable amount.

Valuation process

The Group’s accounting policies include measuring financial and non-financial assets and liabilities at fair value through profit or loss. The Company’s financial instrument valuation group conducts independent verification on fair value by using data sources that are independent, reliable, and representative of exercise prices. This financial instrument valuation group also periodically adjusts valuation models, conducts back testing, renews input data for valuation models, and makes all other necessary fair value adjustments to assure the rationality of fair value. Investment property is evaluated by another appraiser, which is engaged by the Company's financial instrument valuation group.

The Group strives to use market observable inputs when measuring assets and liabilities. Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments are as follows:

  • (i) Level 1: quoted prices (unadjusted) in active markets for identifiable assets or liabilities.

  • (ii) Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

(iii) Level 3: inputs for the assets or liability that are not based on observable market data.

Information on valuation use hypothesis factors was as follows:

  • (i) Note 6(j) - Investment property;

  • (ii) Note 6(aa) - Financial instruments.

(6) Explanation of significant accounts:

  • (a) Cash and cash equivalents
Cash on hand
Checking and demand deposits
Time deposits
Cash equivalents
Cash and cash equivalents
December 31,
2021
$ 1,726
2,923,423
4,724,973
-
$
7,650,122
December 31,
2020
1,806
3,668,398
3,659,705
149,990
7,479,899

(Continued)

  • 196 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Time deposits with original maturity within three months which are held for the purpose of meeting short-term cash commitments, rather than for investment or other purposes, and are readily convertible to cash at the known amounts and subject to insignificant risk of value changes, are reported as cash equivalents. Please refer to note 6(f) for details of time deposits with original maturity between three months and one year which are accounted for as other financial assets under other current assets.

Please refer to note 6(aa) for the fair value sensitivity analysis and interest rate risk of the financial assets and liabilities of the Group.

(b) Financial assets at fair value through profit or loss

Current financial assets designated at fair value through
profit or loss:
Beneficiary certificates
Structured deposits
Stocks listed on domestic markets
Subtotal
Non-current financial assets designated at fair value through
profit or loss:
Stocks unlisted on domestic markets
Total
December 31,
2021
$ -
22,226
334,993
357,219
6,973,779
$
7,330,998
December 31,
2020
11,791
-
817,742
829,533
10,746,855
11,576,388

The dividends income from the financial assets recognized at fair value through profit or loss for the years ended December 31, 2021 and 2020 amounted to $38,612 thousand and $20,110 thousand, respectively.

The Group held common and preferred stock of Core Pacific City Co., Ltd., wherein the preferred stocks which were converted into common stocks on October 22, 2021 were recognized as noncurrent financial assets at fair value through profit or loss. A resolution was made during the extraordinary shareholders’ meeting of Core Pacific City Co., Ltd. on November 8, 2021 to reduce its capital by buying back and cancelling its shares to eliminate the accumulated losses of $5,245,397 thousand and $9,998,925 thousand, respectively, with the effective date set on the same date. The Group received the payment of $3,794,637 thousand of the shares that were bought back on November 11, 2021. The Group recognizes the changes in fair value in profit or loss according to the valuation report. The Group or the external appraisers used the net asset value method and relevant return rate to determine the fair value on valuation date. The amount accounted for gain from investments in equity instruments at fair value through profit or loss was $21,561 thousand and $803,861 thousand for the years ended December 31, 2021 and 2020, respectively.

Core Pacific City Co., Ltd. approved the earning distribution during its shareholders’ meeting on February 23, 2022, which was also the base date. On February 25, 2022, the Group received the cash dividends amounting to $6,966,562 thousand, and therefore adjusted the fair value accordingly.

Please refer to note 8 for details of the financial assets at fair value through profit or loss of the Group pledged as collateral as of December 31, 2021 and 2020.

(Continued)

  • 197 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

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

Equity investments at fair value through other
comprehensive income - current�
Stock listed on domestic markets
Equity investments at fair value through other
comprehensive income - non-current
Stocks listed on domestic markets
Stocks unlisted on domestic markets
Subtotal
Total
December 31,
2021
$ 9,674
2,270,979
779,074
3,050,053
$
3,059,727
December 31,
2020
9,195
2,059,052
740,469
2,799,521
2,808,716

The Group designated the investments show above as equity securities at fair value through other comprehensive income because these equity securities represent those investments that the Group intends to hold for long-term strategic purposes.

Please refer to note 6(v) for the gain or loss on financial assets recognized at fair value through other comprehensive income.

The dividends income from the financial assets recognized at fair value through other comprehensive income for the years ended December 31, 2021 and 2020, amounted to $274,603 thousand and $237,707 thousand, respectively.

On September 15, 2020, the Company’s Board of Directors approved a resolution to invest in Chain Yarn Co., Ltd. by purchasing 30,000 thousand common shares amounting to $300,000 thousand, which was accounted for as non-current financial assets at fair value through other comprehensive income.

The director of Praxair Chemax Semiconductor Materials Co., Ltd. (hereinafter referred to as “PRAXAIR”) delegated by the Company, was elected as the new Chairman in the directors’ meeting on January 30, 2013. However, Praxair Inc. did not recognize the director delegated by the Company as the Chairman, resulting in the new Chairman being unable to exercise his authority. Also, the supervisor appointed by the Company was prevented from auditing the accounts and records pursuant to the Company Law, hence, the new Chairman and the designated supervisor representing PRAXAIR, filed an action asking the vice chairman and general manager to provide the accounts and records and requested to return the seal, business invasion and others in a criminal and civil lawsuit. The vice chairman delegated by Praxair Inc. claimed privilege to act as the Chairman and filed legal actions declaring the non-existence of the new Chairman’s commission of authority and also sent a letter to the court requesting a dissolution of PRAXAIR, which was rejected by the courts. The supervisor appointed by Praxair Inc. illegally called a temporary shareholders’ meeting in 2013 to propose the dissolution of the Company and reelection of directors and supervisors. Hence, the Company filed legal actions declaring the withdrawal of the resolution from the illegal temporary shareholders’ meetings and the resolutions from the temporary shareholders’ meeting was not established. Currently, the supervisor filed legal action against the manager for submitting the accounts and the records, after winning the 1st and 2nd trial, the defendant appealed but was dismissed by the 3rd trial instance. This case was remanded to the Taipei High Court, but the verdict was dismissed in 2015. The Company was not satisfied with the appeal and it was denied by 2nd

(Continued)

  • 198 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

trial instance. The judgment was binding and final on December 2017. On the other side, the vice chairman designated by Praxair Inc. filed legal action declaring the non-existence of the new Chairman’ s commission of authority, after the judgment from the High Court that the Chairman designated by the Company won the verdict, the defendant appealed to the 3rd instance, with the Supreme Court dismissing the appeal. The whole case confirms the appointed relationship between the Chairman designated by the Company and PRAXAIR exists. On November 9, 2016, the letter from Ministry of Economic Affairs states that the former chairman of directors, appointed by the Company, is the Chairman of PRAXAIR, and restored the representative duty per the judgment No. 2455 from the Supreme High Court in 2015. However, according to the requirement from Ministry of Economic Affairs, both sides were not able to hold the legitimate reelection prior to January 9, 2017 which resulted in vacancy of directors and supervisors of PRAXAIR. In order to strive for the rights and interests of the shareholders, the Company immediately brought the arbitration per joint venture agreement of both sides and applied for an auditor and provisional administrator to instruct the central section office of the Ministry of Economic Affairs to allow Praxair Inc. to conduct the change of registration on July 6, 2017. The Company filed a request for the arbitration of International Chamber of Commerce in 2018 and received the award issued by the International Court of International Chamber of Commerce on September 3, 2018. A part of the award favored for the Company and confirmed that the Company was entitled to receive the dividends from PRAXAIR for the year of 2013. In order to protect the Company’ s right, the Company submitted a lawsuit withdrawing a part of such Arbitration award against the Company to Taipei District Court. On December 13, Taipei District Court dismissed the Company’ s claim of withdrawing the ICC’ s decision. The Company filed an appeal on January 8, 2020, but such appeal was dismissed by Taiwan High Court on September 1, 2020. The Company appealed forthwith to the Supreme Court on September 21, 2020.

As of December 31, 2021 and 2020, the Group provided as collateral portion of its financial assets. Please refer to note 8 for details of the related assets pledged as collateral.

(d) Notes, accounts and other receivables

Notes, accounts and other receivables
Notes receivable
Accounts receivable (including related parties)
Other receivables
Less: allowance for doubtful receivables
Net amount
December 31,
2021
$ 628,485
3,574,627
115,814
(334,036)
$
3,984,890
December 31,
2020
375,689
1,906,374
149,618
(451,717)
1,979,964

(Continued)

  • 199 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The Group applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as the incorporated forward-looking information, including macroeconomic and relevant industry information. The loss allowance provisions were determined as follows:

Not past due
Over 0~30 days
Over 31~120 days
Over 121~365 days
Past due more than 1 year
Not past due
Over 0~30 days
Over 31~120 days
Over 121~365 days
Past due more than 1 year
December 31, 2021 December 31, 2021
Carrying
amount of
account
receivables
Weighted
average
expected credit
loss
$ 3,974,874
0%~2.35%
64,232
0%~1.25%
36,233
0%~3.06%
5,997
0%~18.74%
237,590
100%
$
4,318,926
December 31, 2020
Allowance for
expected
credit loss
93,413
800
1,109
1,124
237,590
334,036
Weighted
average
expected credit
loss
0%~4.60%
0%~0.94%
0%~3.18%
0%~16.67%
100%
Allowance for
expected
credit loss
94,485
86
300
396
356,450
451,717

The movement of the allowance for notes, accounts and other receivables were as follows:

Balance at January 1

Impairment losses recognized
Amounts written off
Foreign exchange gains
Balance at December 31
For the years ended December 31, For the years ended December 31,
2021
$ 451,717
1,175
(119,275)
419
$
334,036
2020
451,529
50
-
138
451,717

The consolidated subsidiaries, Weihua (Rudong) Trade Co., Ltd. and Weiqiang International Trade (Shanghai) Co., Ltd., filed civil complaints against Shanghai Tongye Coal Chemical Group Co. Ltd. in Shanghai to claim for the delay of payment of their accounts receivable from Shanghai Tongye Coal Chemical Group Co., Ltd. The ruling had been made due to the lack of assets for liquidation, the bankruptcy procedure was concluded. The unrecoverable allowance of $119,275 thousand had been written off. For relevant information, please refer to note 9(k).

(Continued)

  • 200 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

As of December 31, 2021 and 2020, the aforesaid receivables were not pledged as collateral.

For credit risk information, please refer to note 6(aa).

(e) Inventories

Finished goods
Work in progress
Raw materials
Fuel
Merchandise inventories
Subtotal
Prepayment for land
Land held for construction site
Land held for construction site- compensation for levied land
Payment for floor area ratio
Construction in progress
Subtotal
Total
December 31,
2021
$ 1,011,642
464,297
1,956,928
19,907
474,530
3,927,304
-
37,584,818
9,423
13,535
596,503
38,204,279
$
42,131,583
December 31,
2020
604,363
390,589
1,527,523
14,345
277,376
2,814,196
9,340,010
415,441
9,423
13,535
73,354
9,851,763
12,665,959

A resolution was made during the Board of Directors’ meeting held on September 25, 2019 for the Group to acquire Core Pacific City’s permanent land ownership. The Group won the bidding on the same date. On October 30, 2019, the Group subsequently entered into a purchase agreement with Core Pacific City Co., Ltd. to buy the land located at Songshan District, Taipei City, as a construction site, for the amount of $37,200,010 thousand. Both parties have agreed to put the property, which includes the land and the existing construction into a trust. As of December 31, 2021 and 2020, the accumulated payments were $37,200,010 thousand and $9,340,010 thousand, and the unpaid amounts were $0 thousand and $27,860,000 thousand, respectively. �

The Group signed a contract in March 2020 to purchase 203 pieces of land including Sanyu Section, Shilin District, Taipei City, which is expected to be used for bulk transfer. As of December 31, 2021, the Group paid the full price and completed the registration of land ownership transfer.

For the years ended December 31, 2021, the capitalized interest on construction in progress amounting to $61,610 thousand was calculated using the capitalization rate of 5.63%.

(Continued)

  • 201 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The details of the cost of sales were as follows:

Cost of goods sold
Write-down of inventories (Reversal of write-downs)
Net inventory loss (profit)
Unallocated fixed production overheads from idle facilities
Revenue from sale of scraps
Net amount
For the years ended December 31, For the years ended December 31,
2021
$ 29,138,577
14,854
(1,790)
926,881
(11,585)
$
30,066,937
2020
16,263,409
(72,892)
1,277
1,359,745
(6,675)
17,544,864

As of December 31, 2021 and 2020, the aforesaid inventories were not pledged as collateral.

  • (f) Other current assets
Other financial assets
Others
December 31,
2021
$ 986,902
490,076
$
1,476,978
December 31,
2020
2,475,214
403,000
2,878,214

Other financial assets are time deposits with original maturity between three months and one year.

  • (g) Investments accounted for using equity method

  • (i) The Group’ s investments accounted for using the equity method at the reporting date were classified as follows:

classified as follows:
Associates December 31,
2021
$
2,329,486
December 31,
2020
2,038,003
  • (ii) The Group’ s investments accounted for using the equity method that are individually insignificant were as follows:
Carrying value of insignificant associates December 31,
2021
$
2,329,486
December 31,
2020
2,038,003

(Continued)

  • 202 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements


Attribution to the Group
Profit from continuing operations

Other comprehensive income
Total comprehensive income
For the years ended December 31, For the years ended December 31,
2021
$ 325,902
34,200
$
360,102
2020
67,054
56,521
123,575
  • (iii) On August 12, 2019, a resolution was made during the board meeting of the Company to invest in Jean Pacific Development Co., Ltd., in the amount of $480,000 thousand. On March 27, 2020, a resolution was made during the Board meeting of the Company to invest $140,000 thousand in Jean Pacific Development Co., Ltd. according to the proportion of shareholding.

  • (iv) The dividends income from the Group’s investments accounted for using the equity method for the years ended December 31, 2021 and 2020, amounted to $54,761 thousand and $447,946 thousand, respectively.

  • (v) As of December 31, 2021 and 2020, the Group provided as collateral portion of its investments in aforesaid equity accounted investees. Please refer to note 8 for details of the related assets pledged as collateral.

(h) Property, plant and equipment

The cost, depreciation, and impairment of the property, plant and equipment of the Group were as follows:

Cost or deemed cost:
Balance as of January 1, 2021
Additions
Disposal
Adjustment
Reclassification
Return
Effect of movements in exchange rate
Balance as of December 31, 2021
Balance as of January 1, 2020
Additions
Disposal
Adjustment
Reclassification
Effect of movements in exchange rate
Balance as of December 31, 2020
Land
$ 5,730,777
-
-
-
-
-
-
$
5,730,777
$ 5,730,777
-
-
-
-
-
$
5,730,777
Land
improvements
293,880
-
-
-
(39)
-
-
293,841
292,822
-
(1,747)
2,805
-
-
293,880
Buildings
4,560,436
6,511
-
446,959
-
-
10,039
5,023,945
3,741,728
117,167
(8,402)
712,488
-
(2,545)
4,560,436
Machinery and
equipment
44,020,701
30,633
(154,505)
2,963,385
-
-
17,354
46,877,568
43,102,929
29,032
(479,650)
1,366,494
-
1,896
44,020,701
Vehicles
86,911
6,156
(631)
4,484
-
-
184
97,104
81,998
4,630
(6,005)
6,212
-
76
86,911
Other facilities
278,762
10,997
(751)
40,250
-
-
492
329,750
269,529
3,051
(7,000)
15,531
(2,000)
(349)
278,762
Construction in
progress
9,922,491
4,139,313
-
(3,455,078)
-
(186,000)
27,864
10,448,590
8,319,324
3,708,025
(55)
(2,111,385)
(1,425)
8,007
9,922,491
Accumulated
impairment
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total
64,893,958
4,193,610
(155,887)
-
(39)
(186,000)
55,933
68,801,575
61,539,107
3,861,905
(502,859)
(7,855)
(3,425)
7,085
64,893,958

(Continued)

  • 203 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Depreciation and impairment loss:
Balance as of January 1, 2021

Depreciation for the period
Impairment loss
Disposal
Adjustment
Reclassification
Effect of movements in exchange rate
Balance as of December 31, 2021

Balance as of January 1, 2020

Depreciation for the period
Disposal
Effect of movements in exchange rate
Balance as of December 31, 2020

Carrying amounts:
Balance as of December 31, 2021

Balance as of January 1, 2020

Balance as of December 31, 2020
Land
$ -
-
-
-
-
-
-
$
-
$ -
-
-
-
$
-
$
5,730,777
$
5,730,777
$
5,730,777
Land
improvements
227,439
5,439
-
-
-
(39)
-
232,839
223,021
6,165
(1,747)
-
227,439
61,002
69,801
66,441
Buildings
1,514,351
139,057
-
-
(192)
-
1,602
1,654,818
1,388,882
131,977
(7,161)
653
1,514,351
3,369,127
2,352,846
3,046,085
Machinery and
equipment
34,641,268
858,335
-
(154,004)
-
-
3,426
35,349,025
34,383,105
736,203
(479,394)
1,354
34,641,268
11,528,543
8,719,824
9,379,433
Vehicles
57,052
7,735
-
(578)
-
-
73
64,282
56,899
6,045
(5,914)
22
57,052
32,822
25,099
29,859
Other facilities
188,315
24,475
-
(526)
192
-
267
212,723
173,343
21,855
(6,989)
106
188,315
117,027
96,186
90,447
Construction in
progress
-
-
-
-
-
-
-
-
-
-
-
-
-
10,448,590
8,319,324
9,922,491
Accumulated
impairment
5,038,578
-
915,669
-
-
-
-
5,954,247
5,038,578
-
-
-
5,038,578
(5,954,247)
(5,038,578)
(5,038,578)
Total
41,667,003
1,035,041
915,669
(155,108)
-
(39)
5,368
43,467,934
41,263,828
902,245
(501,205)
2,135
41,667,003
25,333,641
20,275,279
23,226,955
  • (i) Impairment

The Company's main products, caprolactam and nylon, were affected by the industry-wide imbalance of supplies and demands, international trade conflicts, the COVID-19 pandemic, rising freight costs, and the increasing production of competitors. As of December 31, 2021, the Company adjusted the strategy of its production and marketing, wherein the carrying amount of relevant production lines in Toufen plant was assessed to be higher than the recoverable amount, resulting in an impairment loss of $915,669 thousand to be recognized as non-operating income and expense in the consolidated statements of comprehensive income.

For the year ended 2021, the estimated value-in-use was calculated at the pre-tax discount rate of 9.05%. The recoverable amount was the sum of the net fair value, calculated by adding the value-in-use to the fair value, minus the disposal cost. The input value used in the fair value evaluation technique belonged to the third level and is evaluated by using the market method.

(ii) Collateral

As of December 31, 2021 and 2020, the Group provided as collateral, a portion of its property, plant and equipment, please refer to note 8 for details of the related assets pledged as collateral.

  • (iii) Property, plant and equipment under construction

For the years ended 2021 and 2020, the capitalized interests related to the property, plant and equipment under construction were $185,878 thousand and $188,509 thousand, respectively, which were calculated based on the capitalized interest rates ranging from 1.5960%~5.4702% and 1.5964%~5.4702%, respectively.

(Continued)

  • 204 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (iv) On November 26, 2013, the plan to invest in China was approved during the meeting of the Board of Directors of the Company. On March 25, 2014 and November 1, 2018, the Investment Commission, Ministry of Economic Affairs (MOEA) approved the investment of the Company in Jiangsu Weiming New Material Co., Ltd (original name: Jiangsu Weiming Petrochemical Corporation) in China in the amount of CNY2,388,000 thousand (equivalent to $11,100,000 thousand) mainly to establish a manufacturing operations for petrochemical products (including hydrorefining crude benzol, cyclohexanone, nylon 6, etc.). As of December 31, 2021 and 2020, accumulated investment remittance from Taiwan to Mainland China was CNY1,688,000 thousand and CNY1,618,000 thousand, respectively. The amount invested in manufacturing plant and machinery was CNY1,688,000 thousand and CNY1,449,023 thousand, respectively.

(i)

Right-of-use assets

The Group leases assets including land, land use right, buildings, machinery and equipment and vehicles. Information about leases for which the Group as a lessee is presented below:

Cost:
Balance as of January 1, 2021
Additions
Disposal
Effect of movements in exchange rate
Balance as of December 31, 2021
Balance as of January 1, 2020
Additions
Disposal
Effect of movements in exchange rate
Balance as of December 31, 2020
Accumulated depreciation and impairment
losses:
Balance as of January 1, 2021
Depreciation for the period
Disposal
Effect of movements in exchange rate
Balance as of December 31, 2021
Balance as of January 1, 2020
Depreciation for the period
Disposal
Effect of movements in exchange rate
Balance as of December 31, 2020
Carrying amounts:
Balance as of December 31, 2021
Balance as of January 1, 2020
Balance as of December 31, 2020
Land Land-use
right
Buildings Machinery
and
equipment
Vehicles Other
facilities
Total
$ 228,407
20,491
(484)
-
$
248,414
$ 204,551
24,144
(288)
-
$
228,407
$ 16,613
9,733
(327)
-
$
26,019
$ 8,012
8,706
(105)
-
$
16,613
$
222,395
$
196,539
$
211,794
658,503
-
-
4,269
662,772
657,738
-
-
765
658,503
72,578
13,584
-
520
86,682
58,963
13,412
-
203
72,578
576,090
598,775
585,925
19,751
7,061
(576)
-
26,236
19,554
12,757
(12,560)
-
19,751
6,304
10,739
(576)
-
16,467
8,901
9,883
(12,480)
-
6,304
9,769
10,653
13,447
111,057
30,432
(30,940)
-
110,549
63,906
56,115
(8,964)
-
111,057
60,620
34,768
(30,940)
-
64,448
33,708
34,009
(7,097)
-
60,620
46,101
30,198
50,437
16,931
12,266
(11,103)
-
18,094
19,456
9,140
(11,665)
-
16,931
6,348
6,352
(4,528)
-
8,172
8,475
8,858
(10,985)
-
6,348
9,922
10,981
10,583
1,938
-
(1,448)
-
490
1,938
-
-
-
1,938
1,187
565
(1,449)
-
303
580
607
-
-
1,187
187
1,358
751
1,036,587
70,250
(44,551)
4,269
1,066,555
967,143
102,156
(33,477)
765
1,036,587
163,650
75,741
(37,820)
520
202,091
118,639
75,475
(30,667)
203
163,650
864,464
848,504
872,937

(Continued)

  • 205 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(j) Investment property

The movement of investment property was as followed:

Cost or deemed cost:
Balance as of January 1, 2021
Disposal
Net gains and losses due to fair value
adjustments
Balance as of December 31, 2021
Balance as of January 1, 2020
Acquisition through business
combination
Net gains and losses due to fair value
adjustments
Balance as of December 31, 2020
Land
$ 37,609,032
(1,668,271)
2,913,127
$
38,853,888
$ 36,701,668
6,462
900,902
$
37,609,032
Buildings
17,795
(5,264)
648
13,179
18,038
3,014
(3,257)
17,795
Total
37,626,827
(1,673,535)
2,913,775
38,867,067
36,719,706
9,476
897,645
37,626,827
  • (i) The Group disposed its investment property with the disposal price of $2,380,000 thousand and the disposal gain of $706,465 thousand.

  • (ii) Evaluation by income approach

The Group’s following investment properties were subsequently measured at fair value using the income approach after initial recognition, and has been categorized as a Level 3 fair value based on the inputs to the valuation techniques used. The relevant contract information and key assumptions used in the method were as follows:

December 31, 2021

Subject Qianjin Dist.,
Kaohsiung City
Qianzhen Dist.,
Kaohsiung City
Others
None
None
$450
$1,000~$1,300
None
$1,129~$1,268
Leased
Unused house, parking
lot
$0~ $0
$0~ $0
None
1.130%
4.345%
2.845%
External independent
appraiser
External independent
appraiser
Colliers International
Taiwan
China
Real
Estate
Appraisers Firm
Shiou-Ying, Jan
Dian-Ching, Hsieh
December 31, 2021
December 31, 2021
$ 2,903,000
12,900
Contract terms
Rental at local market rate
Current market rent for comparable
properties in similar locations and
condition
Current status
Income generated
Capitalization rate
Discount rate
Appraised by external independent
appraiser or self-appraisal
Appraiser offices
Appraiser names
Appraisal date
Fair value by external independent
appraisers
None
$550~$700
$604~$632
Unused
$0~ $0
5.335%
4.445%
External independent
appraiser
Colliers International
Taiwan
Feng-Ru, Ke
December 31, 2021
$ 10,890

(Continued)

  • 206 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

December 31, 2020

December 31, 2020
Subject Qianjin Dist.,
Kaohsiung City
Qianzhen Dist.,
Kaohsiung City
Others
None
None
$450
$1,000~$1,270
None
$1,030~$1,259
Leased
Unused
$0~ $0
$0~ $0
None
1.730%
4.655%
2.030%
External
independent
appraiser
External
independent
appraiser
Colliers
International
Taiwan
Taiwan
Dawa
Real
Estate
Appraiser
&
Associates
Shiou-Ying, Jan
Yu-Hua, Lu
December 31, 2020
December 31, 2020
2,737,000
10,478
Contract terms
Rental at local market rate
Current market rent for comparable
properties in similar locations and
condition
Current status
Income generated
Capitalization rate
Discount rate
Appraised by external independent
appraiser or self-appraisal
Appraiser offices
Appraiser names
Appraisal date
Fair value by external independent
appraisers
None
$550~$700
$576~$617
Unused
$0~ $0
5.555%
4.260%
External
independent
appraiser
Colliers
International
Taiwan
Feng-Ru, Ke
December 31, 2020
$ 10,780

In accordance with Article 34 of the Regulations on Real Estate Appraisal, the procedures of the income approach include estimating the effective gross income and total expenses, computing the net operating income, determining the capitalization rate or discount rate, and computing the income. The attributes used by the Group for the estimations above were data from the last three years from the subject property and comparable properties which have similar characteristics, and these data were assessed and adjusted based on their persistency, stability, and growth to ensure the availability and reasonableness of these data. The movement of income (cash inflows) and expenditure (cash outflows) for future periods was based on the vacancies or losses, existing or future cash flow plans of the Group, and historical cash flows from the subject property, identical properties, or properties in the same industry. The estimation and computation of the net income were based on the highest and best use of the subject property and have taken into consideration the income generated from comparable properties in the same location based on their highest and best use.

External appraisers use the risk premium method to decide on the direct capitalization rate and discount rate. The fixed deposit interest rate, government bonds rate, real estate investment risk, money supply-demand variation, the trend of real estate value and etc. are taken into consideration to decide the likely rate of return on the most common investment as a basis in order to derive the capitalization rate or discount rate. The differences in individual characteristics between the above most common investment and the subject property are compared in terms of their liquidity, risk, appreciation, and management. As of December 31, 2021 and 2020, the discount rate was 2.845%~4.445%, and 2.030%~4.655%, respectively. As of December 31, 2021 and 2020, the weighted average capitalization rate was 1.130%~5.335%, and 1.730%~5.525%, respectively, derived as the ratio of annual net operating income of comparable properties divided by reasonable price.

(Continued)

  • 207 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (iii) Evaluation through land development analysis

The Group classified its undeveloped land as investment property. The Group adopted the development land analysis approach to measure the fair value of the undeveloped land in accordance with Article 9 of the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and has been categorized as a Level 3 fair value based on the inputs to the valuation techniques used. The relevant information is summarized as follows:

December 31, 2021

Subject Annan Dist., Tainan City Qianzhen Dist., Kaohsiung City
Others
122,550,002 (Note)
2,782,072
20%~22%
12%~18%
4.150%~4.9900%
0.92%~3.03%
Colliers International Taiwan
Hon
Bun
Real
Estate
Appraisers
Firm,
Colliers
International
Taiwan
and
Baoyuan
Real
Estate
Appraisers Firm
Shiou-Ying, Jan and Jian-Hui,
Gu
Jian-Hui,Gu, Shiou-Ying, Jan,
Ching-Tang,
Li
and
Tzu-
Kuang, Yeh
December 31, 2021
December 31, 2021
29,516,000
1,381,141
Qianzhen Dist., Kaohsiung City
Others
110,949,840 (Note)
2,614,812
19%~22%
12%~20%
3.650%~5.8547%
0.92%~3.05%
Colliers International Taiwan
Hon
Bun
Real
Estate
Appraisers
Firm,
Colliers
International Taiwan and China
Real Estate Appraisers Firm
Shiou-Ying, Jan and Jian-Hui,
Gu
Yu-Xian, Houng, Jian-Hui, Gu,
Shiou-Ying, Jan Dian-Ching,
Hsieh, and Ching-Tan, Li
December 31, 2020
December 31, 2020
28,519,000
1,352,806
Estimated revenue
Gross profit margin
Rate of return
Appraiser offices
Appraiser names
Appraisal date
Fair
value
by
external
independent appraisers
December 31, 2020
Subject
9,391,820
17%
1.850%
CCIS
Real
Estate
Joint
Appraisers Firm
Chih-Hao, Wu
December 31, 2021
$ 5,043,136
Annan Dist., Tainan City
Estimated revenue
Gross profit margin
Rate of return
Appraiser offices
Appraiser names
Appraisal date
Fair
value
by
external
independent appraisers
7,968,120
23%
1.770%
CCIS
Real
Estate
Joint
Appraisers Firm
Huo-Ming, Huang
December 31, 2020
$ 4,995,991

Note: some of the estimated revenue, as a whole, is determined based on the basic unit.

The Group’ s plan for the development land includes determining the scope of land development, estimating the duration of development, surveying and analyzing costs, obtaining current market prices, conducting on-site surveys, and investigating and analyzing the degree of development in the local environment. There was no significant fluctuation revealed by the assessment of macroeconomic factors, i.e., market indexes, population, employment rate, market prices and rates, market equilibrium, and other relevant market factors; hence, these data were used for estimating the total selling price after development or construction, and this expected selling price was used to derive the price before development and construction.

(Continued)

  • 208 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Investment property included several rentals of real property to others. Each lease contract includes the original non-cancellable lease and the subsequent lease is negotiated with the lessee without collection of contingent rentals. Please refer to note 6(s) for the relevant information including rent revenue and the direct operating expenses incurred.

As of December 31, 2021 and 2020, the Group provided as collateral portion of its investment property. Please refer to note 8 for details of the related assets pledged as collateral.

In the era of pre-Taiwan Alkali Industrial Corporation (TAIC), TAIC had leased the lands located in Tainan and Chiayi area to the local peasants and fishermen, and the surviving tenants shall continue paying the rent to the Group according to the agreements. In the event of the resumption for self-business use or the sale of the lands, the leases shall be terminated under the contractual agreements and Land Laws. If there is any redemption in some cases, the Company will recognize and evaluate the possible expenses and costs case by case.

AnShun Land Located in Tainan City Annan District:

(i) History

  • 1) The land where the TAIC Anshun plants located was originally established by Japanese company Kanegafuchi Soda “in 1938 under Japanese Colonial Rule.

  • 2) The Government undertake the construction after the Retrocession of Taiwan, and established a state-owned company, TAIC and operated at the AnShun Site. In 1961, the competent authorities in charge of the relevant state-owned enterprises approved the investment plan and budget for producing Pentachlorophenol and sodium pentachlorophenol products used on herbicides and wood preservative fungicides.

  • 3) Due to operational factors, the plant was ordered to be closed by Executive Yuan Department of Economic Affairs (MOEA) in early 1982.

  • 4) In April 1983, MOEA ordered China Petrochemical Development Corp., the state-owned Company, the subsidiary of Chinese Petroleum Corporation (CPC) at the time, to merge with TAIC. The Company took charge of Anshun land of TAIC.

  • 5) Since the said merger, the Company takeover the Anshun land, the Company has never had any act of production, operations, development, use or pollution at the site. According to subsequent investigation and research, parts of the area had detected dioxin and mercury contamination in soil. The land was designated by the Tainan City Government (TCG) and the Environmental Protection Administration of the Executive Yuan (EPA) as a “Soil Pollution Control Site” and “Soil pollution remediation site” in April 2002 and March 2004, respectively, per the Soil and Groundwater Pollution Remediation Act (hereinafter referred to as the “SGPR Act” ).

(Continued)

  • 209 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 6) TCG and other government authorities cited Article 75 of Taiwan’ s Company Law that since the Company merged with TAIC, and was regarded as the surviving company, the Company should take all responsibilities for the rights and obligations of TAIC, along with the treatment projects and remediation plan. As the Company never used the land after being ordered to take charge by MOEA, the Company thus objected and carried out the following administrative and judicial remedies to identify the government conception of the “Polluters” and the condition of pollution:

  • a) The Company filed a plea of State Compensation claim to MOEA, but was refused.

  • b) In January 2006, the Company filed a complaint against MOEA in the Taiwan Taipei District Court in the amount of $10,077 thousand to reimbursement for compensation.

  • c) The complaint was dismissed by the Supreme Court in February 2008. Upon the application of Constitution Interpretation by the Company, J.Y. No.714 Interpretation of the Grand Justice was issued in November, 2013, and considered that SGPR Act does not violate the principle of prohibition against retroactive law, or the principle of proportionality the retroactive rule; however, the holding did not mention whether the successor of the Polluter entity should be responsible for the treatment projects and remediation plan under SGPR Act was not in the scope of the regulation.

  • d) The Company has filed series of complaint on those issues according to this Constitutional Interpretation.

  • 7) TCG issued the letter No. 09722000130 and No. 09722003360 in January and February 2008 respectively, and requested the Company to propose a remediation plan for the soil and groundwater pollution of the Anshun plant in accordance with the SGPR Act.

  • a) The Company proposed the “Tainan City, CPDC former TAIC Anshun site and 2nd class number nine road on the eastern side of the grass area of the site, soil pollution remediation pollution remediation plan” per the regulation at the end of June 2008 and the plan was submitted to TCG for review and formally approved in May 2009. In 2012, the remediation plan was put forward and approved on July 2, 2012. The 1st instance was completed in September 2014 and entered the second phase of the remediation, which will last 10 years. A second revision of the remediation plan was proposed and submitted to TCG for review, and the approval letter issued by TCG informed of the approval of the 2nd remediation plan, which shall be publicly displayed per regulations. Currently, the Tainan City Environmental Protection Bureau reviewed and adopted the plan on April 14, 2015 and the assessment was announced by TCG on May 4, 2015. According to the remediation technology and the actual implementation of the subsequence adjustment, the 3rd remediation change plan was proposed on March 2, 2017, which remediation plan was focus on the remediation plan of 2nd phase and brought in the unfinished items in the 2nd change plan. Currently, the 3rd plan was reviewed and adopted on January 3, 2018.

  • b) The Company had estimated the remediation expense according to the remediation plan. Please refer to note 6(r) for relevant remediation expenses and provisions.

(Continued)

  • 210 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Extension legislation:

  • 1) Remediation prepay

  • a) TCG on February 27, 2008 with the letter No. 09722004430 asked the Company to pay each expense: $88,786 thousand, coming from investigation assessments and strain necessary measures, which was prepaid by TCG and EPA on behalf of land polluters, within deadline. The expense would double and transfer to court for enforcement if overdue. This expense was adjusted to list in 2007 per Financial Accounting Standards and the Company prepaid on behalf of land relations based on the laws and regulations in July 2008. The Company objected to the prepaid expense and land polluter. Hence, the administrative remedy was proposed in July 2008, with Kaohsiung High Administrative court (KHAC) sentencing the Company to pay the expense $88,430 thousand in January 2008. The Company appealed in March 2008 and Supreme Administrative Court sent the case back to KHAC for further trial. KHAC sentenced the original punishment and the petition decision beyond $76,066 thousand was withdrawn. In December 2013, both parties proposed the appeal for the unfavorable parts and Supreme Administrative Court sentenced the amount beyond $203 thousand and lawsuit expenses are all abandoned in April 2015 and sent back to KHAC for continued trial. The determined withdrawn amount $356 thousand had all been returned back to the account by TCG. KHAC rejected the appeal of the Company on December 2016. The Company proposed the appeal remedy for the unsatisfied sentenced contents on January 2017. Supreme Administrative Court sentenced on January 2018 that the expenses $1,135 thousand did not need to be undertaken by the Company.

  • b) TCG on May 22, 2009 with the letter No. 09822013680 asked the Company pay the expenses $17,962 thousand, which resulted from the relevant working plan of Anshun Land Site soil pollution remediation and was prepaid by TCG on behalf of the Company, and TCG in December 2009 with the letter No. 09822035440 asked the Company to pay the above fees prior to January 31, 2010. The Company estimated such expense at the end of 2009 and proposed the administrative remedy in January 2010 and prepaid the above fees within the deadline inquired by TCG based on the law regulations. The petition was rejected in March 2011, and therefore, the administrative lawsuit was proposed according to the law. KHAC sentenced that the amount beyond $17,867 thousand was withdrawn. After the appeal, Supreme Administrative Court sentenced to return back to KHAC for further trial in September 2013. KHAC sentenced the amount beyond $7,068 thousand was withdrawn on October 7, 2015 and this case had been appealed for the remedy. The determined withdrawn amount $95 thousand had been returned back to the account by TCG. The verdict from Supreme Administrative Court had been received on February 18, 2017, the fact was again returned back to KHAC for the trial. In July 2018, KHAC considered that the payment amount which is exceeding $8,121 thousand shall be revoked. Both parties are dissatisfied and file an appeal. In January 2020, Supreme Administrative Court annulled the original judgment, remanding the case back to KHAC. On November 24, 2020, The court’s judgement is announced that the payment amount which exceeds $7,622 thousand shall be revoked. For the Company’ s best interests and reasonable pollution

(Continued)

  • 211 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

remediation fee, the Company filed an appeal on December 18, 2020. The case is still under trial now.

  • c) TCG, in February 2014, passed that the Company was the polluters per judgment No. 1953 which was pass down in 2007 and asked the Company to pay the 2011 advanced payment of supervision and management on behalf of Anshun factory, in the amount of $27,444 thousand. The Company paid the fee in advance as previous mention within the requested deadline by TCG based on the law regulations and filed the petition for remedy in March 2014, which was rejected by the petition authorities. The Company was not satisfied with the result and filed the administrative legal appeal in September of same year. KHAC sentenced the Company to pay $154 thousand. However, TCG was not satisfied with the verdict and filed the appeal for remedy, the Company also filed an appeal based on the Company’ s claims to Supreme Administrative High Court. The Supreme Administrative High Court reversed the original verdict in February 2018, and currently the case is under hearing by KHAC. On December 19, 2019, a fine of $5,301 thousand was imposed by the court; in pursuit of the best interest of the Company, an appeal was filed with Supreme Administrative Court on January 16, 2020. The Supreme Administrative Court made the final ruling, which was binding, that the Company should only pay the amount of $538 thousand on October 28, 2021. However, the Company received the complaint for a rehearing action from the Tainan City Government on December 23, 2021. The Company has responded accordingly regarding the case, which was still in progress as of the reporting date.

  • d) TCG, in May 2016, issued the letter No. 10504498726, requesting the Company pay a fee for the “ supervision management and audit work plan of 2013 CPDC (TAIC) Anshun plant site remediation” and requesting the Company pay the fee of $63,271 thousand prior to July 20, 2016, per paragraph 4 of article 14, article 15 and paragraph 1 of article 43. The Company paid the fee within the requested deadline by TCG based on applicable regulations. After the rejection of the petition for the remedy in June 2016, the Company filed for administrative litigation in December 2016. The court’ s judgement is announced that the payment amount which exceeds $4,845 thousand shall be revoked. in July 2017. In order to maintain the Company’ s right and interest, the Company had proposed the appeal to Supreme Administrative Court for remedy of the unfavorable parts in August 2017. In the meanwhile, TCG filed for an appeal too. On October 31, 2018, Supreme Administrative Court dismissed the Company’ s appeal, revoked the rest of the verdicts and remanded the case back to Kaohsiung High Administrative. Except for the judgement is final and binding, The Court ruled that the amount exceeding $35,018 thousand was revoked, and the Company shall pay $39,863 thousand. Both parties appealed to Supreme Administrative Court base on their unprofitable part of verdict in October 2019. The Company received the final ruling, which was binding, from the Supreme Administrative Court on January 22, 2022, wherein the portion over $7,276 thousand that the Tainan City Government ordered the Company to pay need not be included. Instead, the Company should only pay the total amount of $12,121 thousand, including the final and binding portion of the judgment.

(Continued)

  • 212 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • e) TCG issued the letter No. 1080412260 in April 2019, requesting the Company to pay before June 30, 2019. TCG claimed to have performed "2016 China Petroleum & Chemical Corporation Anshun Plant Remediation Site Supervision, Management and Checking Work Plan" on behalf of the Company and request the Company to pay $59,624 thousand in accordance with Article 14 (4) and Article 15 of the SGPR Act. Based on the laws and regulations, the Company paid the aforementioned fees first within the time limit set by TCG and filed an administrative appeal in May of the same year. TCG dismissed the Company’ s petition on August 28, 2020. The Company initiate an action to KHAC for the administrative remedy on October 28, 2020 and this case is still under trial now.

  • f) TCG issued the letter No. 1090092471 on August 31, 2020, requesting the Company to pay before October 20, 2020. TCG claimed to have performed “2018 China Petroleum & Chemical Corporation Anshun Plant Remediation Site Supervision, Management and Checking Work Plan” on behalf of the Company, and requested the Company to pay $32,718 thousand in accordance with Article 14 (4) and Article 15 and Article 43 (1) of the SGPR Act. Based on the laws and regulations, the Company paid the aforementioned fees first within the time limit set by TCG, and filed an administrative appeal in September of the same year. TCG dismissed the Company’s petition on December 25, 2020. On February 26, 2021, the Company filed an appeal to KHAC, who made the final ruling, which was binding, on December 29, 2021, stating that the Company should only pay the amount of $493 thousand. As a favor to TCG, the Company decided not to file an appeal against the final ruling.

  • 2) TCG claimed that the Company did not implement per the remediation process.

  • a) TCG, in June 2017, with the letter No. 1060630217 attached with sanction letter No. 106060012 determined the 3rd remediation change plan not proposed and took it as reason and imposed a penalty of $1,000 thousand. After the verification, there is no ‘take it as’ term in SGPR Act and Implementation rules, which violated the principle of administration. The petition remedy had been proposed in July 2017 and the rejection of petition was received in October of the same year. The Company proposed to KHAC for the administrative remedy in December of the same year. Later, an against judgment is rendered against the Company. The Company filed an appeal to the Supreme Court. On July 7, 2020, the Supreme Court reversed and remended the original judgement and remand the case to KHAC. On December 28, 2020, KHAC give the judgement against the Company. Considering litigation risks and costs, and to lighten the relations between the Company and TCG arising from a number of litigations, the Company had decided not to file an appeal. The final judgement was made on January 19, 2021.

(Continued)

  • 213 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • b) TCG issued the punishment notification No. 108040003 in April 2019 as a result of the concentration of the dioxin in the exhaust pipe test results not being lower than the standard set by the third change plan (less than 0.1ng-TEQ/Nm3) and would result in a fine of $200 thousand. An administrative appeal was filed in May 2019 in accordance with the laws, and EPA dismissed in July of the same year. The Company filed an administrative lawsuit in September of the same year. The Tainan District Court ruled against the Company on May 21, 2021. Considering litigation risks, cost effectiveness, and the will of reconciliation, the Company decided not to file an appeal.

3) Others

  • a) The Company still has the objection on the adscription of pollution responsibility for Anhun land located in Tainan City Annan District and would continue to strive for the possible administrative and law remedy actively.

In view of the jurisdiction explanation No.714, which indicated whether the general successors of polluters bear the burden of remediation responsibilities, was not in the scope of the SGPR Act. Also, considering the previous TAIC was a stateowned enterprise, and the Anshun plant was controlled, supervised, and assigned operations and gained beneficially by MOEA, Taiwan Provincial Government and CPC, such actions should be part of national behavior, yet, the resulting pollution and remediation was asked to be borne by the private legal person. The Company applied to the TCG to determine the beginning of the actual pollution or potential perpetrators, and who should pay the relevant costs and penalties. The rejection was made by the TCG in November 2014. The Company filed a legal petition in December 2014 and the original disposal authorities revoked the original punishment in March 2015, hence, EPA made the decision not to proceed with the case. The original disposal authorities revoked the previous punishment but simultaneously imposed a new one, the Company also filed a petition to the new punishment. The Company’ s petition was decided not to proceed in August 2015 and the Company filed an administrative legal appeal instead, due to multiple errors. Through the rejection of the Company’ s request by KHAC, the Company proposed the appeal for remedy in November 2017. Supreme Administrative Court dismissed the Company’ s appeal. The company file a petition for constitutional interpretation, but it was dismissed by Grand Justices of the Constitutional Court.

The cumulative fee of invested and estimated control & management cost and remediation fee were $5,552,840 thousand until December 31, 2021. The preceding remediation fee was estimated according to the current possible situations by the Company. However, unpredictable future events may cause large fluctuations in the total expected remediation fees. This will be closely monitored and evaluated by management.

(Continued)

  • 214 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • b) Anshun dormitory designated monuments case

Original Kagakude Negai O Ka Corporation’ s dormitories of Tainan plant belonging to the Company was designated by the TCG, under the letter No. 1031053448A issued on November 17, 2014, as a municipal historic site. However, the administrative sanction has various areas of dispute, thus the Company was not satisfied with the judgment. Hence, the Company filed a legal petition for remedy in December 2014. The petition decision report from the Ministry of Culture revoked the designated land of the Company as a historical site including 4 area in August 2015. The Company appealed for the administrative remedy of the remaining areas, which was under hearing by the Supreme Court. In July 2020, the Supreme Administration Court reversed the original judgement and remanded the case to KHAC. And this case is still being heard in the Court.

Xincun Land of TAIC:

1) History

On the premise that the residents obeyed the agreement, the Company signed an agreement with the local communities that land within Feng Shan District, Kaohsiung City shall be granted free of charge for public use.

2) Extension legislation

Business inspector found that the land was occupied by residents that built illegal construction, which violated the agreement. After communicating with the residents’ multiple times, the situation still did not improve. To be responsible for asset management and reach the expectation of the Company’ s shareholders, the Company filed a legal appeal in February 2013 to require to the demolition of the illegal construction and return the land. Kaohsiung District Court rejected the Company’ s petition. Due to the previous judgment, the Company filed a legal appeal for remedy in September 2014, which was rejected by the Kaohsiung High Court in July 2016. The Company filed the appeal for remedy to Supreme Court in August of same year. In April 2019, the court remand the case to KHAC. On September 22, 2021, KHAC judged the Company partly winning and partly lost. The company filed the appeal for the losing parts to the Supreme Court on October 15, 2021. This case is still being heard in the Court.

Shulin Land of TAIC:

1) History:

  • a) No. 540, 541 and 543, Dongshan Section, Shulin District, New Taipei City and No. 489, Weiwang Section, Shulin Dist., New Taipei City 238, Taiwan including 4 area of lands originally belonged to Shulin plant of TAIC. TAIC established the plant in 1962 and closed the plant in 1975. MOEA in April 1983 ordered the governmentowned Company which at the time was also a subsidiary of CPC to merge with TAIC.

(Continued)

  • 215 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • b) Then the plant was subsequently sold to CPC. The New Taipei City Government Environmental Protection Bureau, on August 16, 2010, announced the land as “soil pollution control site”.

  • c) The New Taipei City Government Environmental Protection Bureau issued the letter No. 1000010000 in March 2011 declaring that the Company merging with TAIC was regarded as the surviving company and shall take the responsibility for the rights and obligations of TAIC for soil pollution remediation according to article 75 of Company Act and was deemed as the polluter and required to propose subsequent disposal and remediation.

Since the change of predetermined place of CPC’ s warehouse, the relocation schedule had to be extended to November 15, 2017, resulting in the remediation work schedule to be postponed as well, which led to the postponement of the initial phase of the soil pollution control plan of a partial site of Shulin Land of former the TAIC in April 2017. The New Taipei City Government sent a letter of approval for future reference on May 18, 2017. Thereafter, CPC complied with the government policy regarding the expansion project of Kuo Kuang power Co., Ltd., in which the relocation site had been changed, with the relocation process being extended to December 31, 2021, resulting in the remediation work schedule to also be postponed. Therefore, the 2nd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in August 2019, and the New Taipei City Government sent a letter of approval for future reference on August 16, 2019. Subsequently, CPC had to remove and relocate its automatic storage equipment, resulting in the relocation process to be extended to December 31, 2023, and the remediation work schedule to be postponed. Due to the above matter, the 3rd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in November 2021, and the New Taipei City Government sent a letter of approval for future reference on November 9, 2021. The Company is now performing this project according to the soil pollution control plan.

The relevant remediation expense $273,750 thousand was estimated and listed in 2011 according to Financial accounting standards related regulations. However, it will be assessed to adjust for changes due to internal and external factors in future, which may result in significant differences on the entire remediation expense.

(Continued)

  • 216 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(k) Intangible assets

The cost, amortization and impairment of the intangible assets of the Group were as follows:

Costs�
Balance as of January 1, 2021
Acquisition
Effect of movement in exchange rates
Balance as of December 31, 2021
Balance as of January 1, 2020
Acquisition
Disposals
Effect of movement in exchange rates
Balance as of December 31, 2020
Accumulated amortization and
Impairment Loss:
Balance as of January 1, 2021
Amortization for the period
Effect of movement in exchange rates
Balance as of December 31, 2021
Balance as of January 1, 2020
Amortization for the period
Disposals
Effect of movement in exchange rates
Balance as of December 31, 2020
Carrying value:
Balance as of December 31, 2021
Balance as of January 1, 2020
Balance as of December 31, 2020
Goodwill
$ 135,871
-
(1,959)
$
133,912
$ 144,862
-
-
(8,991)
$
135,871
$ -
-
-
$
-
$ -
-
-
-
$
-
$
133,912
$
144,862
$
135,871
Computer
software
11,546
6,176
74
17,796
8,422
3,182
(69)
11
11,546
3,913
1,954
30
5,897
2,680
1,282
(69)
20
3,913
11,899
5,742
7,633
Patents and
trademark
100,361
17,778
175
118,314
100,247
83
-
31
100,361
84,692
7,005
120
91,817
73,387
11,209
-
96
84,692
26,497
26,860
15,669
Total
247,778
23,954
(1,710)
270,022
253,531
3,265
(69)
(8,949)
247,778
88,605
8,959
150
97,714
76,067
12,491
(69)
116
88,605
172,308
177,464
159,173

As of December 31, 2021 and 2020, the aforesaid intangible assets were not pledged as collateral.

(Continued)

  • 217 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(l) Short-term loans

The short-term loans were summarized as follows:

The short-term loans were summarized as follows:
Letters of credit
Unsecured bank loans
Secured bank loans
Export bills loans
Total
Total short-term credit lines
Unused short-term credit lines
Range of interest rates
December 31,
2021
$ 377,000
1,108,018
10,893,032
359,639
$
12,737,689
$
23,581,513
$
8,174,224
0.669%~4.5%
December 31,
2020
1,175,000
1,300,000
1,140,000
-
3,615,000
6,901,296
1,430,278
1.2799%~1.3857%

Secured bank loans from Shin Kong Commercial Bank

On October 21, 2021, Ding Yue Development Co., Ltd. (Ding Yue) signed a 4-year syndicated loan agreement with 9 financial institutions, including Shin Kong Commercial Bank (the lead bank), for the development of its land, with the Company as the joint guarantor. According to the contract, $3,020,000 thousand of the total amount of credit line of $14,900,000 thousand can only be used after the construction license has been obtained and the forward sale rate has reached the terms of the loan agreement.

(i) Syndicated loan A:

The credit line of $13,100,000 thousand consists of secured loans and non-revolving credit facility.

(ii) Syndicated loan B:

The credit line of $1,800,000 thousand consists of commercial promissory note agreements and revolving credit facility.

(iii) The commitments made by Ding-Yue and the joint guarantor (the Company), in accordance with the syndicated loan agreement, were as follows:

  • 1) Ding-Yue should complete the issuance of ordinary shares for cash and collect the full amount upon issuance, which should be completed within 150 days after obtaining the property right of the land. Thereafter, the ordinary shares shall have a total minimum value of $28,000,000 thousand.

  • 2) Ding-Yue shall obtain the construction license and start the construction within the agreed period. The loan interest will be accrued if any of the above time schedules are violated. The interest will be charged starting from the date of the violation to the date of obtaining the construction license or the date of commencement of construction.

(Continued)

  • 218 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 3) The transaction, wherein the Company should complete the issuance of ordinary shares for cash and collect the full amount before March 31, 2022, with the issuance of ordinary shares at a minimum value of $4,000,000 thousand, had been completed in December 2021.

  • 4) If the accumulated amount received from the pre-sale in the trust account is lower than the terms of the loan agreement, the Company should make up the difference by loaning funds. The Company should execute on the abovementioned examination at three particular dates during the term of the loan agreement.

Please refer to note 8 for details of the related assets pledged as collateral.

  • (m) Long-term loans

The long-term loans were summarized as follows:

Secured bank loans
Finance lease loans
Less: current portion
Total
Total long-term credit lines
Unused long-term credit lines
Range of interest rates
December 31,
2021
$ 15,302,394
89,710
(1,486,515)
$
13,905,589
$
25,905,067
$
7,935,100
1.3%~5.8725%
December 31,
2020
9,274,260
130,223
(1,914,833)
7,489,650
17,636,400
5,601,475
1.3%~5.5%

Secured bank loans from Mega International Commercial Bank

On February 2, 2016, the Company signed a syndicated loan agreement for 5 years with Mega International Commercial Bank, the lead bank of the syndicated loan, and 7 other banks in order to raise funds to build the plant and accessory equipment and meet the funding requirements. The agreement had been extended on June 17, 2021, with the aggregate amount of credit line of the syndicated loan increased to $4,470,000 thousand.

  • (i) Syndicated loan A: The credit line is $3,000,000 thousand consisting of medium-term secured loans and non-revolving credit facility, which was used to finance the purchase of machinery and accessory equipment.

  • (ii) Syndicated loan B: The credit line is $1,470,000 thousand consisting of medium-term loans and revolving credit facility, which was used to meet the funding requirements.

  • (iii) The financial covenants under the loan agreement include the requirement to maintain certain financial ratios based on the reviewed semi-annual consolidated financial statements and audited annual consolidated financial statements. If the Company breaches these financial covenants, the syndicated banks may declare the unpaid principal, interest, fees and other sums payable by the Company under the loan agreement to be immediately due and payable. These financial ratios are as follows:

(Continued)

  • 219 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 1) Current ratio (total current assets divided by total current liabilities): not lower than 100%.

  • 2) Leverage ratio (total liabilities plus contingent liabilities to tangible net worth): not higher than 150%.

  • 3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.

  • (iv) In the event that there is a times interest earned violation in any of the fiscal years, the borrower has to set pledge with bank deposits for the managing bank, or provide bank deposits to the reserve account appointed by the bank. In the event that there is a financial ratio violation in any of the fiscal years, the period from the announcement of the consolidated financial statements that does not comply with the financial commitments to the announcement date of the next consolidated financial statements shall be the improvement period. If the borrower improves the completion during the improvement period, it is not considered a breach of financial commitment. However, the borrower shall, from the date of the announcement of the consolidated financial statements that does not comply with the financial commitment, to the date of interest payable after the expiration of the improvement period, the credit balance of credit cases, in accordance with Article 7 (1) of this contract, the applicable interest rate plus the annual interest rate of 0.05% is charged to interest. If the improvement is not completed within the time limit, from the expiration date of the improvement period, the next interest payable date after the date on which the borrower has filed a consolidated financial statements meeting the financial commitments, for the credit balance of this credit, the interest rate shall be calculated based on the contract interest rate plus the annual interest rate of 0.05%, and may be handled in accordance with the breach of contract.

  • (v) The term of the repayment of the category A credit is stipulated as: The first period will be paid off from the date of the first use of the credit application to the expiration of three years. After that, it will be a period of six months for once. Settlement of the liability divided into five phases. The first period to the fourth period, each period shall be settled separately for 12.5% of the outstanding principal balance of the expiration date of the credit period, and the fifth period shall be settled for 50% of the outstanding principal balance of the expiration date of the credit period.

  • (vi) The term of payment of the category B credit is stipulated as: Every period of loan must be not over 180 days. The borrower shall fully repay on the due date as set out in each application for use.

(Continued)

  • 220 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Secured bank loans from Shin Kong Commercial Bank

On March 9, 2020, the Company signed a syndicated loan agreement for 3 years, plus a 2-year extension option, with Shin Kong Commercial Bank, the lead bank of the syndicated loan, and 7 other banks in order to meet the funding requirements. The aggregate amount of credit line of the syndicated loan was $3,900,000 thousand.

  • (i) Syndicated loan A: The credit line is $2,815,000 thousand consisting of medium-term secured loans and revolving credit facility, which was used to meet the funding requirements. The loan period lasts 3 years upon first disbursement. With the premise that the Company does not violate any restrictions, the loan period may be extended upon expiration for 2 years, and limited to once, through written application.

  • (ii) Syndicated loan B: The credit line is $1,085,000 thousand consisting of commercial promissory note agreements and revolving credit facility, which was used to meet the funding requirements. The loan period lasts 1 year upon first disbursement. With the premise that the Company does not violate any restrictions, the loan period may be extended 12 months before expiration, and limited to twice, through written application.

  • (iii) 24 months after the first disbursement and every 6 months ever since, the credit line of the syndicated loan is diminished by 10% of the total credit line, applicable to the extension period. In advance of each credit line diminished date, for loan A, the Company shall settle any exceeding principal, interests, and other relating liabilities, free of prepayment terms included in the contract. For loan B, the Company shall make deposit to the designated account to make up for the amount of note principal exceeding the credit line, free of prepayment terms included in the contract. The Company may withdraw the deposit after the aforementioned note is settled.

  • (iv) The financial covenants under the loan agreement include the requirement to maintain certain financial ratios based on the reviewed semi-annual consolidated financial statements and audited annual consolidated financial statements. These financial ratios are as follows:

  • 1) Current ratio (total current assets divided by total current liabilities): not lower than 100%.

  • 2) Leverage ratio (total liabilities plus contingent liabilities to tangible net worth): not higher than 100%.

  • 3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.

  • 4) Tangible net worth (total equity excluding intangible assets): not lower than $60,000,000 thousand.

(Continued)

  • 221 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (v) In the event that there is a financial ratio violation in any of the fiscal years, the period from the announcement of the consolidated financial statements that does not comply with the financial commitments to the announcement date of the next consolidated financial statements shall be the improvement period. If the borrower resolves the violation during the improvement period, it is not considered a breach of financial commitment. However, the borrower shall, from the date of the announcement of the consolidated financial statements that does not comply with the financial commitment, to the date of interest payable after the expiration of the improvement period, the credit balance of credit cases, in accordance with Article 8 of this contract, the applicable interest rate plus the annual interest rate of 0.05% is charged to interest, plus guarantee fee. If the improvement is not completed within the time limit, from the expiration date of the improvement period, the next interest payable date after the date on which the borrower has filed a consolidated financial statements meeting the financial commitments, for the credit balance of this credit, the interest rate shall be calculated based on the contract interest rate plus the annual interest rate of 0.05%, and may be handled in accordance with the breach of contract.

  • (vi) The term of the repayment of the category A credit is stipulated as: the repayment shall be completed on the expiration date stated in the application form for each disbursement.

  • (vii) The term of the repayment of the category B credit is stipulated as: The repayment shall be completed on the due date stated on the note.

Secured bank loans from CTBC Bank

On July 13, 2020, the Company signed a medium-term loan agreement for 3 years with CTBC Bank in order to meet the funding requirements. The aggregate amount of credit line of the loan was $2,000,000 thousand.

  • (i) The financial covenants under the loan agreement include the requirement to maintain the following financial ratios based on the reviewed semi-annual consolidated financial statements and audited annual consolidated financial statements. In the event of any violation, the CTBC Bank is entitled to reduce credit line, shorten the loan period, and have all principals and interests repaid immediately.

  • 1) Current ratio (total current assets divided by total current liabilities): not lower than 120%.

  • 2) Leverage ratio (total liabilities plus contingent liabilities to tangible net worth): not higher than 100%.

  • 3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.

  • 4) Tangible net worth (total equity excluding intangible assets): not lower than $67,000,000 thousand.

  • (ii) According to the loan agreement, 15%, 15% and 70% of the principal will be paid on the 24th, 30th and 36th month, respectively, after the first active date.

(Continued)

  • 222 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Secured bank loans from Taiwan Life Insurance Co., Ltd.

On April 29, 2021, the Company signed a medium-term loan agreement for 58 months with Taiwan Life Insurance Co., Ltd. in order to meet the funding requirements. The Company and Ding-Yue Development Co., Ltd. share a credit line of $4,100,000 thousand, while Ding-Yue Development Co., Ltd. has the upper limit of 1,000,000 thousand.

On October 21, 2021, Ding-Yue signed a 4-year syndicated loan agreement with 9 financial institutions, with Shin Kong Commercial Bank as the lead bank. The syndicated loan agreement included a credit line of NT$1,200,000 thousand from Taiwan Life Insurance Co., Ltd. On October 7, 2021, Taiwan Life Insurance Co., Ltd. issued a notice of change in its credit limit. The notice stipulated that the total amount of Ding Yue’s syndicated loan agreement and the interim guarantee credit contract mentioned in the preceding paragraph will be a maximum amount of NT$4,100,000 thousand. Therefore, starting from October 21, 2021, the total credit limit for the medium-term guarantee contract mentioned in the preceding paragraph was reduced to NT$2,900,000 thousand.

Secured bank loans from Farglory Life Insurance Inc.

On September 30, 2021, the Company signed a medium-term loan agreement for 5 years with Farglory Life Insurance Inc. in order to meet the funding requirements. The aggregate amount of credit line of the loan was $2,000,000 thousand.

Please refer to note 8 for details of the related assets pledged as collateral.

  • (n) Bonds payable

  • (i) The details of bonds payable were as follows:

The details of bonds payable were as follows:
Secured non-convertible bonds
Unamortized balance of discounted bonds payable
Less: current portion
Balance of bonds payable
Maturity year
December 31,
2021
$ 4,750,000
(40,904)
(25,000)
$
4,684,096
114
December 31,
2020
3,500,000
-
-
3,500,000
114

(Continued)

  • 223 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) The Group issued domestic secured non-convertible bonds at the amount of $3,500,000 thousand in 2020, the terms were as follows:

Issue amount
Issue date
Issue period
Coupon rate
Interest payment date
Repayment and interest payment
The first domestic secured non-convertible bond in
2020
Bond A
Bond B
Bond C
$ 1,500,000
1,000,000
1,000,000
109.9.21
109.9.21
109.9.21
5 years
5 years
5 years
%
0.64
%
0.64
%
0.64
September 21
September 21
September 21
Repayment on
maturity, interest
payment annually
Repayment on
maturity, interest
payment annually
Repayment on
maturity, interest
payment annually

Please refer to note 8 for details of the related assets pledged as collateral.

  • (iii) The Group issued domestic secured non-convertible bonds at the amount of $1,250,000 thousand in 2021, the terms were as follows:
Issue amount
Issue date
Issue period
Coupon rate
Interest payment date
Repayment and interest payment
Domestic secured non-convertible
bond in 2021
Bond A
Bond B
$ 625,000
625,000
110.10.21
110.10.22
4 years
4 years
%
2.75
%
2.75
21st of every
month
22nd of every
month
From the 1st to the 12th month, only
the interest is paid monthly.
From the 13th to the 47th month, the
principal and interest are repaid by
$6,250 thousand on a monthly basis.
The remaining principal is repaid
once on maturity.

Please refer to note 8 for details of the related assets pledged as collateral.

(Continued)

  • 224 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(o) Short-term bills payable

The components of short-term bills payable were as follows:

Bills payable
Bills payable
Less: Discount on short
term bills payable
Total
December 31, 2021
Acceptance institution
Period
Amount
International Bills Finance
Corporation
2021.11.03~2022.11.02 $ 797,000
Taching Bills Finance
Corporation
2021.11.03~2022.11.02
637,000
1,434,000
(4,045)
$
1,429,955
Acceptance institution
International Bills Finance
Corporation
Taching Bills Finance
Corporation

The Group had revolving commercial promissory note agreements with bills finance companies in order to finance its operating requirement. As of December 31, 2021, the bills payable bear interest rates ranging from 0.65%~1.74%�

Please refer to note 8 for details of the related assets pledged as collateral.

(p) Long-term bills payable

The components of long-term bills payable were as follows:

Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Less: Discount on long-
term bills payable
Total
December 31, 2021
Acceptance institution
Period
Amount
International Bills Finance
Corporation
2021.12.16~2022.02.14 $ 350,000
Taching Bills Finance
Corporation
2021.12.13~2022.03.11
160,000
China Bills Finance Corporation 2021.11.09~2022.01.07
400,000
China Bills Finance Corporation 2021.11.22~2022.01.21
270,000
China Bills Finance Corporation 2021.12.21~2022.03.17
660,000
China Bills Finance Corporation 2021.12.01~2022.03.01
230,000
China Bills Finance Corporation 2021.12.01~2022.03.01
160,000
Mega Bills Finance Corporation
2021.12.10~2022.02.17
600,000
Mega Bills Finance Corporation
2021.11.18~2022.02.16
870,000
Mega Bills Finance Corporation
2021.11.25~2022.02.23
500,000
Mega Bills Finance Corporation
2021.12.14~2022.02.24
630,000
Mega Bills Finance Corporation
2021.11.26~2022.02.23
230,000
Mega Bills Finance Corporation
2021.12.16~2022.03.16
200,000
5,260,000
(5,482)
$
5,254,518
Acceptance institution
International Bills Finance
Corporation
Taching Bills Finance
Corporation
China Bills Finance Corporation
China Bills Finance Corporation
China Bills Finance Corporation
China Bills Finance Corporation
China Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation

(Continued)

  • 225 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Less: Discount on long-
term bills payable
Total
December 31, 2020
Acceptance institution
Period
Amount
International Bills Finance
Corporation
2020.12.07~2021.02.22 $ 200,000
International Bills Finance
Corporation
2020.12.31~2021.01.05
150,000
Taching Bills Finance
Corporation
2020.11.12~2021.01.07
300,000
Taching Bills Finance
Corporation
2020.10.12~2021.01.07
100,000
China Bills Finance Corporation 2020.11.09~2021.01.27
800,000
China Bills Finance Corporation 2020.12.22~2021.03.22
500,000
China Bills Finance Corporation 2020.10.12~2021.01.08
500,000
China Bills Finance Corporation 2020.12.11~2021.03.11
720,000
China Bills Finance Corporation 2020.11.10~2021.01.27
30,000
Mega Bills Finance Corporation
2020.10.30~2021.01.26
550,000
Mega Bills Finance Corporation
2020.12.25~2021.02.25
670,000
Mega Bills Finance Corporation
2020.11.17~2021.01.18
200,000
Mega Bills Finance Corporation
2020.11.06~2021.01.18
80,000
Mega Bills Finance Corporation
2020.11.20~2021.01.18
140,000
Mega Bills Finance Corporation
2020.11.25~2021.01.18
270,000
Mega Bills Finance Corporation
2020.11.30~2021.01.26
85,000
Mega Bills Finance Corporation
2020.11.30~2021.01.26
15,000
Mega Bills Finance Corporation
2020.12.04~2021.01.26
150,000
Mega Bills Finance Corporation
2020.12.07~2021.02.25
200,000
5,660,000
(3,888)
$
5,656,112
Acceptance institution
International Bills Finance
Corporation
International Bills Finance
Corporation
Taching Bills Finance
Corporation
Taching Bills Finance
Corporation
China Bills Finance Corporation
China Bills Finance Corporation
China Bills Finance Corporation
China Bills Finance Corporation
China Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation

The Group had revolving commercial promissory note agreements with bills finance companies in order to finance its operating requirement. As of December 31, 2021 and 2020, the bills payable bear interest rates ranging from 0.30%~0.9700% and 0.28%~1.2620%, respectively.

Please refer to note 8 for details of the related assets pledged as collateral.

(Continued)

  • 226 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(q) Lease liabilities

The lease liabilities of the Group were as follows:

Current
Non-current
December 31,
2021
$
56,324
$
240,124
December 31,
2020
43,251
249,741

For the maturity analysis, please refer to note 6(aa).

The amounts recognized in profit or loss were as follows:

Interest on lease liabilities
Expenses relating to short-term leases
For the years ended December 31, For the years ended December 31,
2021
$
5,604
$
49,471
2020
4,734
49,237

The amounts recognized in the statement of cash flows for the Group was as follows:

Total cash outflow for leases For the years ended December 31, For the years ended December 31,
2021
$
115,103
2020
113,518

(r) Provisions

Balance as of January 1, 2021
Provisions made during the year
Provisions used during the year
Effect of movements in exchange rate
Balance as of December 31, 2021
Current
Non-current
Balance as of January 1, 2020
Provisions made during the year
Provisions used during the year
Effect of movements in exchange rate
Balance as of December 31, 2020
Current
Non-current
Decommissioning
$ 1,264,564
513
-
322
$
1,265,399
$ -
1,265,399
$
1,265,399
$ 1,264,002
505
-
57
$
1,264,564
$ -
1,264,564
$
1,264,564
Remediation
project
514,613
1,664,899
(82,034)
-
2,097,478
473,093
1,624,385
2,097,478
603,972
249,750
(339,109)
-
514,613
276,650
237,963
514,613
Employee
benefits
275,925
96,647
(56,183)
-
316,389
5,641
310,748
316,389
256,818
50,429
(31,322)
-
275,925
5,641
270,284
275,925
Total
2,055,102
1,762,059
(138,217
322
3,679,266
478,734
3,200,532
3,679,266
2,124,792
300,684
(370,431
57
2,055,102
282,291
1,772,811
2,055,102

(Continued)

  • 227 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (i) To comply with the Order of TCG, the Company submitted a remediation plan proposal and accrued relevant remediation plan for approval before June 30, 2008 and evaluated the relating remediation expense of $1,647,200 thousand. In May 2009 and on July 2, 2012, the Company was granted official approval of its remediation proposal and amended remediation proposal, respectively. In September 2014, the Company completed the first phase of the implementation of its plan. It is expected to launch the second phase of the implementation of its remediation plan during the next. The Company has submitted the second phase of its amended remediation plan to TCG for approval. On December 24, 2014, TCG notified the Company of its approval and now is under public tender review. The aforementioned remediation costs of the Company were recognized in the total amount of $1,600,000 thousand for the first stage before September 2014. With the launch of the second remediation stage, the Company estimated the cost based on the situation on December 2014 at $1,356,000 thousand. Currently, the Tainan City Environmental Protection Bureau reviewed and adopted the plan on April 14, 2015 and the assessment was announced by TCG on May 4, 2015. According to the remediation technology and the actual implementation of the subsequence adjustment, the 3rd remediation change plan was proposed on March 2, 2017, which was reviewed and adopted on January 3, 2018. In order to accelerate the remediation work and enhance the processing capacity, the Company set up a budget plan in accordance with the above-mentioned relevant remediation plan.

  • (ii) 1) The Company’ s four parcels of land at Dongshan section, Shulin district, New Taipei City were the original location of TAIC’ s Shulin plants, but then sold to CPC. On August 16, 2010, the Environmental Protection Department of New Taipei City Government has declared that such land as "Soil Pollution Control Site”. In March 2011, the Environmental Protection Department of New Taipei City Government issued letter No. 1000010000. In that letter, the Company was deemed to be the surviving entity, which assumed the rights and obligations of TAIC following its merger with TAIC and TAIC ceased to exist. As the surviving entity from this merger, the Company was therefore declared as the polluter and was required to submit a remedial plan.

  • 2) Since the change of predetermined place of CPC’ s warehouse, the relocation schedule had to be extended to November 15, 2017, resulting in the remediation work schedule to be postponed as well, which led to the postponement of the initial phase of the soil pollution control plan of a partial site of Shulin Land of former the TAIC in April 2017. The New Taipei City Government sent a letter of approval for future reference on May 18, 2017. Thereafter, CPC complied with the government policy regarding the expansion project of Kuo Kuang power Co., Ltd., in which the relocation site had been changed, with the relocation process being extended to December 31, 2021, resulting in the remediation work schedule to also be postponed. Therefore, the 2nd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in August 2019, and the New Taipei City Government sent a letter of approval for future reference on August 16, 2019. Subsequently, CPC had to remove and relocate its automatic storage equipment, resulting in the relocation process to be extended to December 31, 2023, and the remediation work schedule to be postponed. Due to the above matter, the 3rd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in November 2021, and the New Taipei City Government sent a letter of approval for future reference on November 9, 2021. The Company is now performing this project according to the soil pollution control plan. However, it will be assessed to adjust for changes due to internal and external factors in future, which may result in significant differences on the entire remediation expenses.

(Continued)

  • 228 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(s) Operating lease

There were no significant changes in operating lease for the years ended December 31, 2021 and 2020. Please refer to note 6(r) of the consolidated financial statements for the year ended December 31, 2020 for other related information.

A maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date are as follows:

Less than one year
One to two years
Two to three years
Three to four years
Four to five years
More than five years
Total undiscounted lease payments
December 31,
2021
$ 52,041
52,084
42,222
40,407
40,452
376,771
$
603,977
December 31,
2020
36,840
36,840
36,883
27,021
25,206
265,843
428,633

For the years ended December 31, 2021 and 2020, the income from the rental of investment property, property, plant and equipment amounted to $49,486 thousand and $22,839 thousand, respectively.

(t) Employee benefits

(i) Defined benefit plans

Reconciliation of defined benefit obligation at present value and plan asset at fair value were as follows:

Present value of the defined benefit obligation
Fair value of plan assets
Net defined benefit liabilities
December 31,
2021
$ 525,118
(215,849)
$
309,269
December 31,
2020
495,047
(225,170)
269,877

The provision consists of net defined benefit liabilities and accrued pension liabilities for professional managements. The accrued pension liabilities for professional managements were both $0 thousand as of December 31, 2021 and 2020.

The Group makes defined benefit plan contributions to the pension fund account with Bank of Taiwan that provides pensions for employees upon retirement. Plans (covered by the Labor Standards Law) entitle a retired employee to receive retirement benefits based on years of service and average monthly salary for the six months prior to retirement.

(Continued)

  • 229 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 1) Composition of plan assets

The Group allocates pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, and such funds are managed by the Bureau of Labor Funds, Ministry of Labor. With regard to the utilization of the funds, minimum earnings shall be no less than the earnings attainable from two-year time deposits with interest rates offered by local banks.

The Group’ s Bank of Taiwan labor pension reserve account balance amounted to $214,754 thousand as of December 31, 2021. For information on the utilization of the labor pension fund assets, including the asset allocation and yield of the fund, please refer to the website of the Bureau of Labor Funds, Ministry of Labor.

  • 2) Movements in present value of the defined benefit obligations

The movement in present value of the defined benefit obligations for the Group were as follows:

Defined benefit obligation, January 1
Current service costs and interest cost (income)
Remeasurements loss (gain):
—Actuarial loss due to experience adjustments
—Actuarial loss arising from demographic
assumptions
—Actuarial loss (gain) arising from financial
assumptions
Benefits paid
Defined benefit obligations paid
Defined benefit obligation, December 31
For the years ended December 31,
2021
2020
$ 495,047
541,718
11,958
15,449
37,058
41,490
17,098
-
27,420
(6,046)
(61,510)
(97,564)
(1,953)
-
$
525,118
495,047
  • 3) Movements of defined benefit plan assets

The movements in the present value of the defined benefit plan assets for the Group were as follows:

Fair value of plan assets, January 1
Expected return on plan assets
Remeasurements loss (gain):
—Actuarial gain due to experience adjustments
Contributions paid by the employer
Benefits paid
Fair value of plan assets, December 31
For the years ended December 31,
2021
2020
$ 225,170
301,251
1,334
2,833
3,285
10,612
47,570
8,038
(61,510)
(97,564)
$
215,849
225,170

(Continued)

  • 230 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 4) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the Group were as follows:

Current service cost
Net interest of net liabilities for defined benefit
obligations
Operating costs
Selling expenses
Administrative expenses
Research and development expenses
Actual return on plan assets
For the years ended December 31,
2021
2020
$ 8,964
10,258
1,660
2,358
$
10,624
12,616
$ 9,116
10,947
116
130
1,201
1,335
191
204
$
10,624
12,616
$
4,619
13,445
  • 5) Remeasurement of net defined benefit liability (asset) recognized in other comprehensive income

The Group’ s remeasurement of the net defined benefit liability (asset) recognized in other comprehensive income for the years ended December 31, 2021 and 2020, was as follows:

Accumulated balance, January 1
Recognized during this year
Accumulated balance, December 31
For the years ended December 31,
2021
2020
(175,380)
(150,548)
(78,291)
(24,832)
$
(253,671)
(175,380)
  • 6) Actuarial assumptions

The principal actuarial assumptions at the reporting date were as follows:

Discount rate
Future salary increases rate
For the years ended December 31,
2021
2020
0.5%~0.625%
0.5%~0.625%
1%~1.5%
1%

The expected allocation payment to be made by the Group to the defined benefit plans for the one-year period after the reporting date is $7,228 thousand.

The weighted average lifetime of the defined benefits plans is 7.91 year~ 13.65 years.

(Continued)

  • 231 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

7) Sensitivity analysis

If the actuarial assumptions had changed, the impact on the present value of the defined benefit obligation shall be as follows:

December 31, 2021
Discount rate
Future salary increasing rate
December 31, 2020
Discount rate
Future salary increasing rate
Impact on the defined benefit
obligations
Increase by
0.25%
Decrease by
0.25%
$ (14,960)
15,549
15,117
(14,626)
(13,413)
13,951
13,626
(13,170)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

There is no change in the method and assumptions used in the preparation of sensitivity analysis for 2021 and 2020.

(ii) Defined contribution plans

The Group allocates 6% of each employee’ s monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. Under these defined contribution plans, the Group allocates a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligation.

The cost of the pension contributions to the Labor Insurance Bureau for the years ended December 31, 2021 and 2020 amounted to $46,668 thousand and $47,295 thousand, respectively.

(iii) The pension recognized consists of pension expenses and pensions for professional management. The pension expenses for professional management were $9,333 thousand and $13,291 thousand for the years ended December 31, 2021 and 2020, respectively.

(iv) Short-term compensated absences liabilities

As of December 31, 2021 and 2020, the Group’s short-term compensated absences liabilities both amounted to $5,641 thousand.

(Continued)

  • 232 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(u) Income Tax

(i) Income tax expense

The components of income tax expense for the years ended December 31, 2021 and 2020 were as follows:

Current income tax expense (benefit)
Current period
Adjustment for prior periods
Deferred tax expense (benefit)
Change in land value-added tax
Change in unrecognized deductible temporary
differences
Income tax expense (benefit)
For the years ended December 31, For the years ended December 31,
2021
$ (353,570)
(1,848)
(355,418)
326,262
422,607
748,869
$
393,451
2020
(34,553)
(75,086)
(109,639)
(523,895)
62,650
(461,245)
(570,884)

For the years ended December 31, 2021 and 2020, income tax expenses recognized under other comprehensive income were both $0 thousand.

Reconciliation of income tax expense (benefit) and profit before tax for the years ended December 31, 2021 and 2020, were as follows:

Profit before income tax
Income tax using the Company’s domestic tax rate
Effect of tax rates in foreign jurisdiction
Non-deductible expenses
Tax-exempt income
Tax incentives
Current-year losses for which no deferred tax asset was
recognized
Change in unrecognized temporary differences
Change in provision in prior periods
Income Basic Tax
Changes of permanent differences
Change in land value-added tax
Realized investment losses
Others
Income tax expense (benefit)
For the years ended December 31,
2021
2020
$
3,989,678
103,776
$ 797,935
20,755
6,085
(8,637)
11,734
10,315
(205,054)
(100,829)
-
(1,085)
132,368
188,730
290,239
(126,080)
(1,848)
(75,086)
19,149
3,147
(658,324)
(381,462)
326,262
(523,895)
(318,276)
(61)
(6,819)
423,304
$
393,451
(570,884)

(Continued)

  • 233 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Deferred tax assets and liabilities

  • 1) Unrecognized deferred tax liabilities

The Group is able to control the timing of the reversal of the temporary differences associated with investments in subsidiaries as of December 31, 2021 and 2020. Also, management considers it probable that the temporary differences will not reverse in the foreseeable future. Hence, such temporary differences are not recognized under deferred tax liabilities. Details are as follows:

December 31,
2021
Aggregate amount of temporary differences related
to investments in subsidiaries
$
105,577
Unrecognized deferred tax liabilities
$
21,115
2)
Unrecognized deferred tax assets
December 31,
2021
Decommissioning liabilities
$ 122,815
Remediation project
237,893
Pollution remediation
1,859,585
Allowance for doubtful receivables
319,484
Investment property, property, plant and
equipment
3,424,875
Pension
169,099
Tax loss
7,512,200
Others
471,119
$
14,117,070
December 31,
2020
39,698
7,940
December 31,
2020
111,517
238,563
276,050
319,484
3,091,241
207,999
7,310,487
382,817
11,938,158

The R.O.C. Income Tax Act allows net losses, as assessed by the tax authorities, to offset taxable income over a period of ten years for local tax reporting purposes. Deferred tax assets have not been recognized in respect of these items because it is not probable that future taxable profit will be available against which the Group can utilize the benefits therefrom.

As of December 31, 2021, the expiration years of tax loss unrecognized as deferred tax assets were as follows:

  • a) The Company
Year incurred Amount
Expiry Date
$ 53,093
2024
2,132,246
2025
1,870,634
2026
567,338
2030
2014
2015
2016
2020

(Continued)

  • 234 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

b) Taivex Therapeutics Inc.

Year incurred Amount Effective Period
2012 $ 29,657 2022
2013 50,227 2023
2014 27,419 2024
2015 43,032 2025
2016 44,291 2026
2017 54,764 2027
2018 79,334 2028
2019 67,345 2029
2020 76,760 2030
2021 (estimated) 85,875 2031
c) BES Twin Towers Development Co., Ltd.
Year incurred Amount Effective Period
2013 $ 7,512 2023
2014 44,139 2024
2018 427,443 2028
2021 (estimated) 102,885 2031
d) CPDC Green Technology Corp.
Year incurred Amount Effective Period
2018 $ 19,355 2028
2019 36,819 2029
e) Ding-Yue Development Co., Ltd.
Year incurred Amount Effective Period
2016 $ 23 2026
2017 1,162 2027
2018 1,821 2028
2019 3,726 2029
2020 9,991 2030
2021 (estimated) 87,883 2031

(Continued)

  • 235 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • f) Da Yin Construction Engineering Co., Ltd.
Year incurred Amount Effective Period
2013 $ 142 2023
2014 159 2024
2015 11 2025
2016 112 2026
2017 136 2027
2018 158 2028
2019 162 2029
2020 2,207 2030
2021 (estimated) 2,573 2031
g) Weihua (Rudong) Trade Co., Ltd
Year incurred Amount Effective Period
2016 $ 43,586 2021
2017 21,431 2022
h) Weiqiang International Trade (Shanghai) Co., Ltd.
Year incurred Amount Effective Period
2016 $ 20,178 2021
i) Jiangsu Weiming New Material Co., Ltd. (original name: Jiangsu Weiming
Petrochemical Corporation)
Year incurred Amount Effective Period
2017 $ 45,529 2022
2018 19,934 2023
2019 145,748 2024
2020 133,589 2025
2021 (estimated) 230,381 2026
j) Changzhou Weicai New Material Science & Technology Co., Ltd.
Year incurred Amount Effective Period
2016 $ 274,412 2021
2017 208,239 2022
2018 179,834 2023
2019 57,850 2024
2020 47,982 2025
2021 (estimated) 151,726 2026

(Continued)

  • 236 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • k) Weiming (Rudong) Construction Co., Ltd.
Year incurred Amount
Effective Period
$ 22
2025
515
2026
2020
2021 (estimated)
  • 3) Deferred tax liabilities:

As of December 31, 2021 and 2020, the balance of deferred income tax liabilities for the provision of land value-added tax was $6,764,316 thousand and $6,497,650 thousand, respectively.

  • 4) Deferred tax assets:
Deferred tax assets:
December 31, 2021
(equal to January 1)
December 31, 2020
(equal to January 1)
Taxable Loss
$
11,009
$
11,009
Defined
benefit plans
14
14
Total
11,023
11,023
  • (iii) Assessment of tax

The Company's tax returns for the years through 2019 were assessed by the National Taxation Bureau of Kaohsiung.

  • (v) Capital and other equity

  • (i) The issuance of common stock

As of December 31, 2021 and 2020, the authorized, issued and outstanding capital of the Company amounted to $37,848,502 thousand and $32,848,502 thousand, respectively, divided into 3,784,850 thousand and 3,284,850 thousand shares, respectively, with par value of $10 per share.

Reconciliation of shares outstanding for the years ended December 31, 2021 and 2020 was as follows:

(In thousands of shares)

Balance, January 1
Capital increased by cash
Balance, December 31
Common Stock Common Stock Common Stock
For the years ended December 31,
2021
3,284,850
500,000
3,784,850
2020
2,834,850
450,000
3,284,850

(Continued)

  • 237 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

A resolution was made during the general meeting of the shareholders held on July 2, 2021 for the issuance of common stock for cash, with a maximum limit of 600,000 thousand shares. Thereafter, the Company issued 500,000 thousand shares, with par value of $10 per share, amounting to $5,000,000 thousand based on a resolution approved during the Board of Director’s meeting held on September 29, 2021. The above capital increase had been approved by the Securities and Futures Bureau of Financial Supervisory Commission on November 5, 2021, with issue price $11.75 per share, with the base date set on December 21, 2021. The relevant legal registration procedures had been completed.

In order to invest in the overseas subsidiary for the purpose of plant construction, a resolution was made during the Board of Director’ s meeting held on September 23, 2019 for the issuance of common stock in term of Global Depositary Receipts (GDR), with a maximum limit of 500,000 thousand shares, amounting to USD160,317 thousand, which was approved by Rule No. 1080335763 Financial Supervisory Commission on November 20, 2019. The share price was determined and completed on January 6, 2020 and issued on January 10, 2020. The total units of issued GDR was 18,000 thousand units, which represented the right of common stock for 450,000 thousand shares; for every 25 shares of common stock per unit of GDR, the unit price of GDR was USD7.18, which was equivalent to $8.64 per share, resulting to a total issuance price amounting to USD129,240 thousand. The total amount of the issuance, deducting the costs necessary for the issuance, was $3,796,481 thousand. The capital increase base date was January 10, 2020, and the relevant legal registration procedures had been completed.

(ii) Capital Surplus

The balances of capital surplus were as follows:

The balances of capital surplus were as follows:
Premium of common stock
Difference arising from subsidiary's share price and its
carrying value
Recognize changes in ownership interests in
subsidiaries
Other
Total
December 31,
2021
$ 1,408,088
26,314
1,758
18,141
$
1,454,301
December 31,
2020
538,726
26,314
634
18,141
583,815

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess of par value should not exceed 10% of the total common stock outstanding.

(Continued)

  • 238 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iii) Retained earnings

As specified in Company’ s Articles of Incorporation, if the Company has earnings, after payment of taxation, it shall offset the losses in previous years, and set aside a legal reserve and special reserve in accordance with relevant laws and regulations or requested by the authorities in charge. With respect to any balance herein together with the undistributed cumulative profits from previous years and from the current year, the Board of Directors shall prepare an earnings distribution proposal and submit to the shareholders’ meeting for approval according to the following dividend policy. The Company is in a highly capital-intensive industry, subject to volatility and high levels of competition, where the Company is subject to the influence of the global economy and changes in industrial performance. The Company should take into account the Company's business operations, capital needs and status of the competitive environment, interests of shareholders and the Company's own financial planning in the allotment of its profits. Under such circumstances, the Company may set aside profits into a special reserve either in whole or in part to assure financial stability and sustainability. The Company may allot dividends in cash or stock. In the case that the allotment is made by way of stock dividend, the ratio for the stock dividend shall not exceed 50% of the total distribution unless the ratio of the Company's total liabilities to total assets is equivalent or above 50% or otherwise prescribed in relevant laws and regulations.

1) Legal reserve

When a company incurs no loss, it may, pursuant to a resolution by a shareholders’ meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of capital may be distributed.

2) Special reserve

Considering the future earnings development, capital needs, industrial competition and the interests of shareholders, the Company transferred the profit of $4,194,973 thousand from the disposal of investment of Xinchang Chemical Industry Co., Ltd. in the year of 2011 as a special reserve in the year of 2012, providing reserves for sustainable development and long-term financial planning. The carrying amount of such special reserve both amounted to $4,194,973 thousand as of December 31, 2021 and 2020.

By adopting the exemptions allowed under IFRS 1 First-time Adoption of International Financial Reporting Standards during the Company’ s first-time adoption of the International Financial Reporting Standards approved by the Financial Supervisory Commission (IFRSs), unrealized asset revaluation gains in shareholders’ equity of $5,281,790 thousand was reclassified to retained earnings. The net increase in retained earnings due to the first-time adoption of IFRSs amounted to $4,235,076 thousand. In accordance with Rule issued by the Financial Supervisory Commission, a special reserve is appropriated from the distribution of retained earnings as a result of an increase in retained earnings due to the first-time adoption of IFRSs. When the related assets are used, disposed of, or reclassified, this special reserve is reversed as distributable earnings proportionately. The Company disposed of the relevant assets on August 18, 2021, and the amount reversed in proportion to the original special reserve was $90,638 thousand. The carrying amount of such special reserve amounted to $4,144,438 thousand and $4,235,076 thousand as of December 31, 2021 and 2020, respectively.

(Continued)

  • 239 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The Company changed the subsequent measurement of investment properties from cost model to fair value model. In accordance with Rule issued by the Financial Supervisory Commission, on the first-time adoption of fair value model for the subsequent measurement of investment properties, the Company set aside an equal amount of special reserve when the fair value increment of investment properties is transferred to retained earnings. The Company appropriated to the special reserve an amount of $21,224,233 thousand as of December 31, 2013. The Company disposed of the relevant assets on August 18, 2021, and the amount reversed in proportion to the original special reserve was $964,044 thousand. The carrying amount of such special reserve amounted to $20,260,189 thousand and $21,224,233 thousand as of December 31, 2021 and 2020, respectively.

For every year the Company distributes earnings, a special reserve is appropriated in the following order:

  • a) Each year, a special reserve is appropriated from current year’ s net income and prior years’ undistributed earnings for the same amount as the net increase in the fair value of investment property using the fair value model. A special reserve is also appropriated for the same amount as the cumulated net increase in the fair value for the year when the undistributed earnings are not distributed. When the investment property is disposed of, this special reserve is reverted proportionately to distributable earnings. The Company disposed of the relevant assets on August 18, 2021, and the amount reversed in proportion to the original special reserve was $366,904 thousand. As of December 31, 2021 and 2020, the Company appropriated to the special reserve amounting to $6,790,476 thousand and $5,947,347 thousand, respectively.

  • b) A special reserve is appropriated by the parent company for the difference between market value and book value of parent company shares being held by a subsidiary times the percentage of the parent company’ s equity investment in the said subsidiary, if the stock price of the parent company is lower than the its value. If the market value recovers subsequently, this special reserve is reverted proportionately to distributable earnings.

  • c) A portion of current-period earnings and undistributed prior-period earnings is appropriated as a special reserve during earnings distribution. Such appropriation of special reserve is based on the difference between the total net amount of contra accounts in the shareholders’ equity and the carrying amount of special reserve. Similarly, a portion of undistributed prior period earnings (which does not qualify for earnings distribution) is likewise appropriated as a special reserve on account of cumulative changes to other shareholders’ equity pertaining to prior periods. The subsequent reversals of the contra accounts in the shareholders’ equity shall qualify for additional earnings distributions.

(Continued)

  • 240 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 3) Earnings Distribution

Earnings distribution for 2021 and 2020 was resolved in the Board of Directors’ meeting held on March 14, 2022 and general meeting of shareholders held on July 2, 2021, respectively. The relevant dividend distributions to shareholders were as follows:

Dividends distributed to ordinary shareholders:
Cash
2021
$
1,513,940
2020
-
  • (iv) Treasury shares

In accordance with the requirements under section 28(2) of the Securities and Exchange Act, the Company plans to buy 50,000 thousand ordinary shares from March 30 to May 29, 2020, in order to protect the Company’s credit and shareholders’ equity. The price range is between $5.03 and $7.50 per share. On May 29, 2020, the market prices were higher than the upper limit of the execution price range for the repurchase of treasury shares, and the stock of the Company was not oversold compared with the market during the original scheduled repurchase period. The repurchase was not executed in order to protect shareholders' equity and take into market mechanisms.

  • (v) Other equity accounts
Balance, January 1, 2021
Exchange differences on foreign operations
Exchange difference on associates accounted for using
equity method
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income
Disposal of investments in equity instruments
designated at fair value through other
comprehensive income
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income, associates accounted for using equity
method
Balance, December 31, 2021
Exchange
differences on
translation of
foreign financial
statements
$ (966,202)
12,239
5,104
-
-
-
$
(948,859)
Unrealized gains
(losses) from
financial assets
measured at fair
value through
other
comprehensive
income
(854,259)
-
-
252,449
(1,384)
26,248
(576,946)

(Continued)

  • 241 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Exchange
differences on
translation of
foreign financial
statements
Balance, January 1, 2020
$ (804,515)
Exchange differences on foreign operations
(188,319)
Exchange difference on associates accounted for using
equity method
26,632
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income
-
Disposal of investments in equity instruments
designated at fair value through other
comprehensive income
-
Unrealized (losses) gains from financial assets
measured at fair value through other comprehensive
income, associates accounted for using equity
method
-
Balance, December 31, 2020
$
(966,202)
(w)
Earnings per share
The Group’s earnings per share were calculated as follows:
Unrealized gains
(losses) from
financial assets
measured at fair
value through
other
comprehensive
income
(1,120,657)
-
-
360,247
(126,299)
32,450
(854,259)
Basic earnings per share (NT dollars)
Profit attributable to ordinary shareholders of the Company
Weighted average number of ordinary shares (thousand
shares)
Basic earnings per share
Diluted earnings per share (NT dollars)
Profit attributable to ordinary shareholders of the Company
(diluted)
Weighted average number of ordinary shares (thousand
shares)
Effect of dilutive potential ordinary shares of employee stock
bonus (thousand shares)
Weighted average number of ordinary shares (diluted)
(thousand shares)
Diluted earnings per share
For the years ended December 31, For the years ended December 31,
2021
$
3,603,208
3,299,919
$
1.09
$
3,603,208
3,299,919
9,554
3,309,473
$
1.09
2020
680,989
3,273,785
0.21
680,989
3,273,785
3,039
3,276,824
0.21

(Continued)

  • 242 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(x) Revenue from contracts with customers

  • (i) The Group primarily engages in the production of petrochemical products and by-products and the storage, transportation, purchase and sale of these products, related chemicals and their raw materials. For the details of products and sales area, please refer to note 14(b) and (c) of the consolidated financial statements.

(ii) Contract balances

Notes receivable
Accounts receivable (including related parties)
Less: allowance for doubtful account
Contract liabilities
December 31,
2021
$ 628,485
3,574,627
(334,036)
$
3,869,076
$
20,612
December 31,
2020
375,689
1,906,374
(446,393)
1,835,670
1,676

Please refer to note 6(d) for disclosure of accounts receivable and allowance for doubtful accounts.

The amounts of revenue recognized for the years ended December 31, 2021 and 2020 that were included in the contract liability balance at the beginning of the periods were $1,676 thousand and $88,263 thousand, respectively.

(y) Remunerations to employees and directors

In accordance with the Articles of incorporation, the Company should contribute 3% of the profit as employee compensation and less than 2% as directors' remuneration when there is profit for the year. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The remuneration of employees shall be in the form of cash or shares, whose recipients may include the employees of the Company's affiliated companies who meet certain conditions. The remuneration of directors may solely be cash. The aforesaid profit represents the income before income tax and remuneration for the period.

For the years ended December 31, 2021 and 2020, the remuneration to employees amounted to $124,488 thousand and $2,670 thousand, respectively, and the remuneration to directors amounted to $82,992 thousand and $1,780 thousand, respectively. These amounts were calculated using the Company’ s net income before tax before remuneration to employees and directors for the years ended December 31, 2021 and 2020. These benefits were charged to profit or loss under operating costs or operating expenses for the years ended December 31, 2021 and 2020. When the board of directors decided to distribute stock dividends, the number of which shall be calculated based on the closing price of the Company’s ordinary shares one day before the date of the meeting of Board of Directors. For the years ended December 31, 2021, the actual distribution of the employee remuneration was $0 thousand; while the amount for directors is identical to those stated on financial statements. Related information would be available at the Market Observation Post System website.

(Continued)

  • 243 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(z) Non-operating income and expense

(i) Interest income

The details of interest income were as follows:

Interest income from bank deposits
Other interest income
Total
For the years ended December 31, For the years ended December 31,
2021
$ 186,933
1,267
$
188,200
2020
159,094
2,285
161,379

(ii) Other income

The details of other income were as follows:

Rent income
Dividend income
Other income, others
Total
For the years ended December 31, For the years ended December 31,
2021
$ 19,151
313,215
154,246
$
486,612
2020
18,125
257,817
287,928
563,870
  • (iii) Other gains and losses

The details of other gains and losses were as follows:

Losses on disposals of property, plant, and equipment
Gains on disposals of investment property
Losses on disposals of investments
Gains on lease modification
Foreign exchange gains (losses)
Fee expense
Losses on work stoppages
Remediation expense
Other gains and losses
Other gains and losses, net
For the years ended December 31,
2021
2020
$ (33)
(1,060)
706,465
-
-
(580)
34
49
26,146
(22,763)
(191,759)
(97,677)
(248,457)
(267,500)
(1,664,899)
-
(20,571)
(18,216)
$
(1,393,074)
(407,747)
2021
$ (33)
706,465
-
34
26,146
(191,759)
(248,457)
(1,664,899)
(20,571)
$
(1,393,074)

(Continued)

  • 244 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iv) Finance costs

The details of finance costs were as follows:

The details of finance costs were as follows:
Interest expense
Finance costs, net
For the years ended December 31,
2021
2020
$ (323,681)
(221,705)
$
(323,681)
(221,705)
2021
$ (323,681)
$
(323,681)

(aa) Financial Instruments

(i) Credit risk

  • 1) The concentration of credit risk

Under the Group’s credit policy, customers are requested to provide the Group certain financial information like audited financial report, or other related documents for purposes of evaluating their credit worthiness. Credits are granted to these customers according to the result of the Group’s credit evaluation. Those customers who do not satisfy the requirement shall not be offered credit.

As of December 31, 2021, 81% of the total amount of accounts receivable was composed of 28 customers. The sales of the Group were not significantly concentrated in a small number of customers.

As of December 31, 2020, 82% of the total amount of accounts receivable was composed of 12 customers. The sales of the Group were significantly concentrated in a small number of customers

2) Receivables

For credit risk exposure of notes and accounts receivables, please refer to note 6(d).

Other financial assets at amortized cost includes time deposits and guarantee deposit paid. All of these financial assets are considered to have low risk, and thus, the impairment provision recognized during the period was limited to 12 months expected credit losses. As of December 31, 2021 and 2020, the loss allowance provision both amounted to $0 thousand.

(Continued)

  • 245 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Liquidity risk

The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.

December 31, 2021
Non-derivative financial
liabilities
Accounts payable
Other payables
Other current liabilities�
other
Other non-current liabilities
�other
Lease liabilities
Floating-rate loans (note)
Fixed-rate loans (note)
Short-term bills payable
Long-term bills payable
(note)
Bonds payable
December 31, 2020
Non-derivative financial
liabilities
Accounts payable
Other payables
Other current liabilities�
other
Other non-current liabilities
�other
Lease liabilities
Floating-rate loans (note)
Fixed-rate loans (note)
Long-term bills payable
(note)
Bonds payable
Carrying
amount
$ 1,770,358
1,409,576
10,910
135,955
296,448
2,501,336
25,628,457
1,429,955
5,254,518
4,709,096
$ 43,146,609
$ 1,394,928
818,647
8,384
123,324
292,992
3,078,217
9,941,266
5,656,112
3,500,000
$ 24,813,870
Contractual
cash flows
1,770,358
1,409,576
10,910
135,955
344,268
2,574,060
27,692,363
1,434,000
5,260,000
4,953,386
45,584,876
1,394,928
818,647
8,384
123,324
344,560
3,170,316
10,374,902
5,660,000
3,612,000
25,507,061
Within 6
months
1,770,358
1,403,316
10,910
80,506
33,318
29,315
4,728,742
1,434,000
-
17,140
9,507,605
1,394,928
818,647
8,384
110,763
24,828
1,495,088
6,631,637
-
-
10,484,275
6-12
months
-
6,260
-
8,905
26,607
332,606
587,215
-
-
64,606
1,026,199
-
-
-
8,668
23,269
29,768
363,886
-
22,400
447,991
1-2 years
-
-
-
18,752
28,405
1,786,019
1,136,587
-
5,260,000
204,195
8,433,958
-
-
-
2,146
37,065
61,457
1,110,184
5,660,000
22,400
6,893,252
2-5 years
-
-
-
26,292
38,140
426,120
20,385,632
-
-
4,667,445
25,543,629
-
-
-
247
48,375
1,584,003
2,174,633
-
3,567,200
7,374,458
More than
5 years
-
-
-
1,500
217,798
-
854,187
-
-
-
1,073,485
-
-
-
1,500
211,023
-
94,562
-
-
307,085

The Group does not expect that the cash flow of the due date analysis will occur significantly earlier, or the actual amount will be significantly different.

Note: The amount within 6 months includes recyclable long-term bank loans and long-term bills payable.

(Continued)

  • 246 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iii) Currency risk

1) Currency risk exposure

The Group’s significant exposure to foreign currency risk was as follows:

Financial assets
Monetary items
USD
VND
MMK
CNY
Non-Monetary items
HKD
Financial liabilities
Monetary items
USD
December 31, 2021
Foreign
Currency
Exchange
rate
NTD
$ 66,935
27.677
1,852,567
-
-
-
6,935
0.0160
108
459,208
4.343
1,994,339
255,216
3.5522
906,578
$ 10,452
27.677
289,287
December 31, 2021
Foreign
Currency
Exchange
rate
NTD
$ 66,935
27.677
1,852,567
-
-
-
6,935
0.0160
108
459,208
4.343
1,994,339
255,216
3.5522
906,578
$ 10,452
27.677
289,287
December 31, 2020 December 31, 2020
Foreign
Currency
$ 66,935
-
6,935
459,208
255,216
$ 10,452
Exchange
rate
27.677
-
0.0160
4.343
3.5522
27.677
Foreign
Currency
31,069
8,823,747
7,464
559,115
247,578
-
Exchange
rate
NTD
28.099
873,000
0.0012
10,748
0.0211
158
4.315
2,412,580
3.6277
898,139
-
-

2) Sensitivity analysis

The Group’s exposure to foreign currency risk arises from the foreign currency exchange rate fluctuations on cash and cash equivalents, receivables, payables, and loans, which are denominated in foreign currency. A weakening of 1% of NTD against USD, VND, MMK and CNY would have increased net income by $28,462 thousand and $26,372 thousand for the years ended December 31, 2021 and 2020, respectively; other comprehensive income would have increased $9,066 thousand and $8,981 thousand for the years ended December 31, 2021 and 2020, respectively. The analysis is performed on the same basis for 2020.

3) Foreign exchange gains (losses) on monetary items

Due to the Group's diversity of functional currency, the information on foreign exchange gains or losses on monetary items is disclosed by total amount. For the years ended December 31, 2021 and 2020, foreign exchange gains (losses) (including realized and unrealized portions) amounted to $26,146 thousand and $(22,763) thousand, respectively.

(iv) Interest rate analysis

Please refer to the notes on liquidity risk management and interest rate exposure of the Group's financial assets and liabilities.

The following sensitivity analysis is based on the risk exposure to interest rates on the derivative and non-derivative financial instruments on the reporting date. For financial instruments bearing floating-rate, the sensitivity analysis assumes the floating-rate liabilities are outstanding for the whole year on the reporting date. The Group’s internal management reported the increases/decreases in the interest rates and the exposure to changes in interest rates of 1% is considered by management to be a reasonable change of interest rate.

(Continued)

  • 247 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

If the interest rate increases by 1%, the Group’s net income will decrease by $25,013 thousand and $30,782 thousand for the years ended December 31, 2021 and 2020, respectively, assuming all other variable factors remain constant. This is due mainly to the fact that the Group’s borrowings bear floating interest rate.

(v) Other market price risk

If the equity price changes, and if it is based on the same basis for both years and assumes that all other variables remain the same, the impact to comprehensive income will be as follows:

Prices of securities at the
reporting date
For the years ended December 31, For the years ended December 31, For the years ended December 31,
2021
After-tax other
comprehensive
income
Net income
$
30,597
73,310
$
(30,597)
(73,310)
2020
After-tax other
comprehensive
income
$
30,597
$
(30,597)
After-tax other
comprehensive
income
28,087
(28,087)
Net income
Increasing 1%
Decreasing 1%
115,764
(115,764)
  • (vi) Fair value information

  • 1) Fair value hierarchy

The carrying amount and fair value of the Group’ s financial assets and liabilities, including the information on fair value hierarchy, were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required:

Financial assets at fair value through
profit or loss
Designated at fair value through profit
or loss
Financial assets at fair value through
other comprehensive income
Stocks listed on domestic markets
Stocks unlisted on domestic markets
Subtotal
Financial assets measured at amortized
cost
Cash and cash equivalents
Notes, accounts and other receivables
Other financial assets
Subtotal
Total
Non-financial assets
Investment property
December 31, 2021 December 31, 2021 December 31, 2021
Book value
$ 7,330,998
2,280,653
779,074
3,059,727
7,650,122
3,984,890
1,238,873
12,873,885
$
23,264,610
$
38,867,067
Fair value
Level 1
334,993
2,280,653
-
2,280,653
-
-
-
-
2,615,646
-
Level 2
22,226
-
-
-
-
-
-
-
22,226
-
Level 3
6,973,779
-
779,074
779,074
-
-
-
-
7,752,853
38,867,067
Total
7,330,998
2,280,653
779,074
3,059,727
-
-
-
-
10,390,725
38,867,067

(Continued)

  • 248 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Financial liabilities measured at
amortized cost
Short-term loans
Short-term bills payable
Accounts and other payable
Long-term bank loans-current portion
Bonds payable
Long-term bank loans
Long-term bills payable
Other financial liabilities
Lease liabilities
Total
Financial assets at fair value through
profit or loss
Designated at fair value through profit
or loss
Financial assets at fair value through
other comprehensive income
Stocks listed on domestic markets
Stocks unlisted on domestic markets
Subtotal
Financial assets measured at amortized
cost
Cash and cash equivalents
Notes, accounts and other receivables
Other financial assets
Subtotal
Total
Non-financial assets
Investment property
Financial liabilities measured at
amortized cost
Short-term loans
Accounts and other payable
Long-term bank loans-current portion
Bonds payable
Long-term bank loans
Long-term bills payable
Other financial liabilities
Lease liabilities
Total
December 31, 2021 December 31, 2021 December 31, 2021
Fair value
Level 1
Level 2
Level 3
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
December 31, 2020
Total
-
-
-
-
-
-
-
-
-
-
Fair value
Level 1
829,533
2,068,247
-
2,068,247
-
-
-
-
2,897,780
-
-
-
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
10,746,855
-
740,469
740,469
-
-
-
-
11,487,324
37,626,827
-
-
-
-
-
-
-
-
-
Total
11,576,388
2,068,247
740,469
2,808,716
-
-
-
-
14,385,104
37,626,827
-
-
-
-
-
-
-
-
-

(Continued)

  • 249 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 2) Valuation techniques for financial instruments which is not measured at fair value

The Group’ s valuation techniques and assumptions used for financial instruments not measured at fair value are the discounted cash flows method.

  • 3) Valuation techniques for financial instruments measured at fair value

The Group determines the input value with reference to the analysis of the financial status and operating results, recent transaction price, related equity instruments are quoted in non-active markets, similar tools offer in the active market and comparable company evaluation multiplier of the investee company and periodically updates the input value and information and any other necessary fair value adjustments to ensure that the evaluation results are reasonable.

  • a) Non-derivative financial instruments

Financial instruments, if there is a public market offer, then the public market offer for the fair value, such as listing (cabinet) company stock.

The fair value of the financial instruments held by the Group in the case of a nonactive market is as follows:

No public offer debt investment tools: The discounted cash flow model is used to estimate fair value, it is mainly assumed that it is measured by discounting the expected future cash flows of the investee by the rate of return of the monetary time value and the investment risk.

No public offer equity instruments: Use the net asset value method, the main assumptions are based on the net per share of the investor.

  • b) Derivative financial instruments

Derivative financial instruments are evaluated according to the evaluation model accepted by the market users, such as the discount method and the option pricing model.

  • 4) There have been no transfers from each level for the years ended December 31, 2021 and 2020.

(Continued)

  • 250 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

5) Statements of changes in fair value measurements of financial assets in Level 3

January 1, 2021
Exchange differences
Acquisition
Disposal
Total gain and losses
recognized in profit or loss
Total gain and losses
recognized in other
comprehensive income
December 31, 2021
January 1, 2020
Acquisition from business
combination
Acquisition
Total gain and losses
recognized in profit or loss
Total gain and losses
recognized in other
comprehensive income
December 31, 2020
Investment
Property
$ 37,626,827
-
-
(1,673,535)
2,913,775
-
$
38,867,067
Investment
Property
$ 36,719,706
9,476
-
897,645
-
$
37,626,827
Financial assets reported at fair
value through profit or loss
Designated at
initial
recognition
Derivative
financial assets
10,746,855
-
63
-
21,540
-
(3,816,240)
-
21,561
-
-
-
6,973,779
-
Financial assets reported at fair
value through profit or loss
Designated at
initial
recognition
Derivative
financial assets
9,942,994
-
-
-
-
-
803,861
-
-
-
10,746,855
-
Financial assets
reported at fair
value through
other
comprehensive
income
Non-public
quoted equity
instruments
740,469
-
-
(1,438)
-
40,043
779,074
Financial assets
reported at fair
value through
other
comprehensive
income
Non-public
quoted equity
instruments
442,497
-
300,000
-
(2,028)
740,469
Designated at
initial
recognition
9,942,994
-
-
803,861
-
10,746,855

(Continued)

  • 251 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 6) Quantitative information on the measurement of fair value of significant unobservable input values (level 3)

Level 3 refers to the measurement of the fair value of the input parameters are not based on market availability of information, must be based on the assumption that the appropriate estimates and adjustments. If the evaluation model cannot be developed on its own, the fair value of the counterparty is used as the fair value. According to IFRS13, for the fair value of the third level classified at the fair value level, the firm shall provide quantitative information about the significant unobservable input values used for the fair value measure. Businesses do not need to create quantitative information to comply with this disclosure, if quantified unobservable input value is not built when enterprises are measuring fair value (for instance, when a firm uses an unadjusted previous transaction price or a third-party pricing information), e.g. part of the Group's investment in nonactive market equity and debt instruments. The fair value of the Group's investment property belongs to the third level, which is determined in accordance with IFRSs, i.e., outsourcing to external appraisers for assessment based on market evidence (please refer to note 6(j)). Due to the impracticability to evaluate the relationship between the unobservable input value and fair value, the quantitative information is not disclosed. The fair value of the aforesaid assets at December 31, 2021 and 2020 was $38,867,067 thousand and $37,626,827 thousand, respectively.

The Group holds investments in equity shares, which is classified as financial assets at fair value through profit or loss, whose fair value belongs to level 3.

Most of fair value assets belonging to level 3 possesses no more than one significant unobservable input value. Only the equity instruments with inactive market may possess multiple unobservable input values which are all independent from and irrelevant to each other.

Quantified information of significant unobservable inputs was as follows:

Item Valuation technique Significant
unobservable inputs
Inter-relationship
between significant
unobservable inputs
and fair value
measurement
•P/E ratio 9.66~10.69
as multiply on
December 31, 2021
•Lack of market
liquidity, discount
rate 20% on
December 31, 2021
•The higher the P/E
ratio, the higher the
fair value
•Lack of market
liquidity, the more the
discount, the lower
the fair value
Financial assets at fair
value through other
comprehensive income -
equity investments
without an active market
Public company
comparable method

(Continued)

  • 252 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Item Valuation technique Significant
unobservable inputs
Inter-relationship
between significant
unobservable inputs
and fair value
measurement
•Net asset value
•Lack of market
liquidity, discount
rate 30% on
December 31, 2021
and 2020
•Not applicable
•Lack of market
liquidity, the more the
discount, the lower
the fair value
• Net asset value
• Not applicable
Financial assets at fair
value through other
comprehensive income
Financial assets at fair
value through profit or
loss
Net asset value method
Net asset value method
  • 7) The evaluation process for fair value belonging to level 3

The Group's fair value evaluation involves observable input value requiring unobservable parameters for significant adjustments or unobservable input value, both of which belong to level 3. The main source of such input value is external appraisers' reports. The results of the evaluation are then reviewed to assure the consistency with the source of the evaluation and the reasonability.

The evaluation of investment property complies with FSC's regulations of the evaluation methods and parameters and is conducted by external appraisers.

  • 8) Fair value measurements of level 3 – sensitivity analysis of reasonably possible alternative assumptions

The fair value of the financial instruments is reasonable, and the self-built evaluation model is not used for the fair value of the level 3. Therefore, it is not necessary to perform the sensitivity analysis of the possible alternative assumptions.

  • (ab) Financial risk management

  • (i) Overview

The Group is exposed to the following risks due to the use of financial instruments:

  • 1) Credit Risk

  • 2) Liquidity risk

  • 3) Market risk

The following discusses the Group’ s objectives, policies and processes for measuring and managing the risks mentioned above. For more quantitative information about the financial instruments, please refer to other related notes of the financial statements.

(Continued)

  • 253 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Risk management framework

The Board of Directors has overall responsibility for the oversight of the risk management framework in order to develop and monitor the Group’s risk management policies and to report regularly on its activities.

The Group’s risk management policies are established to identify and analyze the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’ s activities. The Group, through their training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Audit Committee of the Group oversees how management monitors compliance with the Group’ s risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Group. The Audit Committee of the Group is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

(iii) Credit Risk

Credit risk means the potential loss of the Group if the clients or counterparties involved in that transaction default. The primary potential credit risk is from cash and accounts receivable.

  • 1) Accounts receivable and other receivables

The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the demographics of the Group’s customer base, including the default risk of the industry and country in which customers operate, as these factors may have an influence on credit risk, particularly in the current deteriorating economic circumstances.

The Group has established a credit policy under which each new customer is analyzed individually for creditworthiness before the Group’ s standard payment and delivery terms and conditions are offered. The Group’s review includes external ratings, when available, and in some cases bank references. Purchase limits are established for each customer, which represent the maximum open amount without requiring approval from the Risk Management Committee; these limits are reviewed quarterly. Customers that fail to meet the Group’s benchmark creditworthiness may transact with the Group only on a prepayment basis.

The Group establishes an impairment allowance that represents its estimate of incurred losses in respect of trade receivables. The two components of this impairment allowance are specific loss component that relates to individually significant exposure and collective loss component which the loss was incurred but not identified. The collective component is based on historical payment experience of similar financial assets.

(Continued)

  • 254 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

2) Investments

The credit risk exposure in the bank deposits and other financial instruments are measured and monitored by the Group’s finance department. As the Group deals with the banks and other external parties with good credit standing and financial institutions, corporate organization and government agencies which are graded above investment level, management believes that the Group do not have compliance issues and significant credit risk.

(iv) Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’ s approach to managing liquidity is to ensure, as far as possible, that it always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The management believes that the Group do not have significant liquidity risk.

(v) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

The Group buys and sells derivatives, and also incurs financial liabilities, in order to manage market risk. All such transactions are carried out within the guidelines set by the Risk Management Committee.

1) Currency risk

The Group is exposed to currency risk on sales, purchases and borrowings that are denominated in a currency other than the respective functional currencies of the Group’s entities, primarily the New Taiwan Dollars (NTD). The currencies used in these transactions are denominated in NTD, USD and CNY.

The Group’s currency risk is not hedged as some of the currencies of the Group’s foreign currency receivables and payables are the same, producing a natural hedge effect.

2) Interest rate risk

The Group’ s interest rate risk comes from long-term and short-term bank loans. The long-term bond issued by the Group is fixed-rate loan, so there is no risk caused by the fluctuations of interest rates and fair value interest rate. The long-term and short-term bank loans with floating-rate are exposed to interest rate risk, but most of risk is offset by cash and cash equivalents holding in floating-rate deposits.

3) Other market price risk

The Group does not enter into any commodity contracts other than to meet the Group’s expected usage and sales requirements; such contracts are not settled on the net basis.

(Continued)

  • 255 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ac) Capital management

The Group meets its objectives for managing capital is to safeguard the capacity to continue to operate, to continue to provide a return to shareholders, interest of other related parties 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 dividend payment to the shareholders, reduce the capital for redistribution to shareholders, issue new shares, or sell assets to settle any liabiltiies.

The Group and other entities in the similar industry use the debt-to-equity ratio to manage capital. This ratio is determined using the total net debt and divided by the total capital. The net debt from the balance sheet is derived from the total liabilities less cash and cash equivalents. The total capital and equity include share capital, capital surplus, retained earnings, other equity and non-controlling interest plus net debt.

The Group’s debt-to-equity ratios at the end of the reporting period as of December 31, 2021 and 2020 were as follows:

Total liabilities
Less: cash and cash equivalents
Net debt
Total equity
Total liabilities and equity
Debt-to-equity ratio
December 31,
2021
$ 54,926,789
(7,650,122)
$
47,276,667
$
80,528,419
$
127,805,086
%
36.99
December 31,
2020
34,041,959
(7,479,899)
26,562,060
70,868,031
97,430,091
%
27.26

On December 31, 2021, The increase of debt-to-equity ratio resulted from the operationsupplementing bank loans.

(ad) Investing and financing activities not affecting the current cash flow

The Group’s investing and financing activities which did not affect the current cash flow in the years ended December 31, 2021 and 2020, were as follows:

(i) For the acquisition of right-of-use assets based on lease term, please refer to note 6(i).

(Continued)

  • 256 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Reconciliation of liabilities arising from financing activities was as follows:

Long-term bank loans
Short-term loans (note)
Short-term bills
payable
Long-term bills
payable
Lease liabilities
Long-term bank loans
Short-term loans
Long-term bills
payable
Lease liabilities
January 1,
2021
$ 9,404,483
3,615,000
-
5,656,112
292,992
$18,968,587
January 1,
2020
$ 8,483,913
3,484,148
4,494,177
253,243
$16,715,481
Cash flows
3,725,016
11,218,648
1,429,955
1,847,200
(65,632)
18,155,187
Cash flows
1,087,292
135,040
1,160,000
(64,281)
2,318,051
Non-cash changes
Foreign
exchange
movement
Bills
payable
transferre
d to long-
term bank
loans
Other
15,405
2,247,200
-
(1,572)
-
(2,094,387)
-
-
-
-
(2,247,200)
(1,594)
-
-
69,088
13,833
-
(2,026,893)
Non-cash changes
Foreign
exchange
movement
Bills
payable
transferre
d to long-
term bank
loans
Other
(166,722)
-
-
(4,188)
-
-
-
-
1,935
-
-
104,030
(170,910)
-
105,965
Non-cash changes
Foreign
exchange
movement
Bills
payable
transferre
d to long-
term bank
loans
Other
15,405
2,247,200
-
(1,572)
-
(2,094,387)
-
-
-
-
(2,247,200)
(1,594)
-
-
69,088
13,833
-
(2,026,893)
Non-cash changes
Foreign
exchange
movement
Bills
payable
transferre
d to long-
term bank
loans
Other
(166,722)
-
-
(4,188)
-
-
-
-
1,935
-
-
104,030
(170,910)
-
105,965
December
31, 2021
15,392,104
12,737,689
1,429,955
5,254,518
296,448
35,110,714
December
31, 2020
Foreign
exchange
movement
(166,722)
(4,188)
-
-
(170,910)
Bills
payable
transferre
d to long-
term bank
loans
-
-
-
-
-
9,404,483
3,615,000
5,656,112
292,992
18,968,587

Note: The "other" included in non-cash changes are the reimbursement regarding letters of credit.

(7) Related-party transactions:

  • (a) The ultimate parent company

The Company is the ultimate parent company.

(Continued)

  • 257 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (b) Names and relationships with related parties

The followings are entities that have had transactions with related party during the periods covered in the consolidated financial statements.

Names of related party Relationships with the Group
Kaohsiung Monomer Company Limited Investee as accounted for using equity method
Jean Pacific Development Co., Ltd. Investee as accounted for using equity method
Zhong Gong Baoquan Ltd. (Zhong Gong Investee as accounted for using equity method
Baoquan)
Chung Kung Management and Maintenance of Investee as accounted for using equity method of
Apartments Co., Ltd. Zhong Gong Baoquan
Chain Yarn Co., Ltd. (Note) The Company is the director of the entity
BES Engineering Corporation (BES The Company is the director of the entity
Engineering)
Chung Kung Management Consultant Co.,Ltd. Subsidiary of Zhong Gong Baoquan
Coreasia Human Resources Management Co., Subsidiary of BES Engineering
Ltd.
BES Machinery Co., Ltd. The entity is a director of the Company
Sheen Chuen-Chi Cultural & Educational The director is corporate director representative of
Foundation the Company
Core Pacific City Co., Ltd. Substantive Related Party
All board of directors, general manager and The main managements of the Company
deputy general manager

Note: Chain Yarn Co., Ltd. re-elected directors at the general meeting of shareholders on July 15, 2021, and the Company was elected for the director.

  • (c) Significant Transactions with related parties

  • (i) Sales

The amounts of significant sales by the Group to related parties were as follows:

Other related parties
Associates
For the years ended December 31, For the years ended December 31,
2020
-
456,452
456,452

The terms for related party sale transactions were the same as ordinary sales.

(Continued)

  • 258 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (ii) Purchases

The amounts of significant purchases by the Group from related parties were as follows:

Other related parties For the years ended December 31, For the years ended December 31,
2021
$
63,135
2020
-

The terms for related party purchase transactions were the same as those of other unrelated vendors.

  • (iii) Receivables from Related Parties

The receivables from related parties were as follows:

Accounts Types of related parties December 31,
2021
$ 385,366
91,978
731
8,972
$
487,047
December 31,
2020
Accounts receivable
Accounts receivable
Other receivables
Other receivables
Other related parties
Associates
Other related parties
Associates
-
51,106
-
9,447
60,553

(iv) Payables to Related Parties

The payables to related parties were as follows:

Accounts Types of related parties December 31,
2021
$ 11,333
167,715
4,553
$
183,601
December 31,
2020
Accounts payable
Other payables
Other payables
Other related parties
Other related parties
Associates
-
5,951
5,380
11,331

(v) Other

Associates
Rent income
Other revenues
Security service fees
Other related parties
Rent income
Other revenues
Other expenses
For the years ended December 31,
2021
2020
$ 5,378
5,378
24,520
26,495
(21,283)
(20,388
6
3
404
-
(37,424)
(3,633

Please refer to note 6(s) for lease of land and buildings to related parties.

(Continued)

  • 259 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (vi) The Group had a two-year contract with BES Engineering Corporation for the lease of office space in July 2018, which had been extended in July 2020, with the total value both represented $9,629 thousand. This rental transaction was recognized as right-of-use asset and lease liability both amounting to $9,465 thousand and $7,130 thousand on July 1, 2020 and January 1, 2019, respectively. The depreciation expense for the years ended December 31, 2021 and 2020, were $4,732 thousand and $4,743 thousand, respectively. The interest expense for the years ended December 31, 2021 and 2020 both amounted to $82 thousand. The amounts of lease liability as of December 31, 2021 and 2020, were $2,398 thousand and $7,130 thousand, respectively.

  • (vii) The Company had a two year contract with BES Engineering Corporation for the lease of office space in January 2021, with the total value represented $2,762 thousand. This rental transaction was recognized as right-of-use asset and lease liability both amounting to $2,705 thousand on January 1, 2021. The depreciation expense for the years ended December 31, 2021, was $1,119 thousand. The interest expense for the years ended December 31, 2021, amounted to $38 thousand. The amounts of lease liability as of December 31, 2021, was $1,600 thousand.

  • (viii) The Group had contracts with BES Engineering Corporation, for mechanical engineering services projects and paid commission on the basis of actual construction. As of December 31, 2021 and 2020, the construction project in-progress both amounted to $1,451,000 thousand. As of December 31, 2021 and 2020, the unpaid fees amounted to $553,964 thousand and $704,896 thousand, respectively. The refundable deposit at December 31, 2021 and 2020 both amounted to $420,660 thousand.

  • (ix) The Group had contracts with other related parties, for mechanical engineering services projects and paid commission on the basis of actual construction. As of December 31, 2021 and 2020, the construction project in-progress amounted to $1,559 thousand and $18,439 thousand, respectively. As of December 31, 2021 and 2020, the unpaid fee amounted to $130 thousand and $0 thousand, respectively. The security deposit were both $0 thousand as of December 31, 2021 and 2020.

  • (x) The Group acquired land from Core Pacific City Co., Ltd., which the contract of property transaction was signed on October 30, 2019. Please refer to note 6(e).

  • (d) Key management personnel compensation

Key management personnel compensation
Short-term employee benefit
Post-employment benefits
For the years ended December 31,
2021
$ 219,205
6,109
$
225,314
2020
106,911
14,951
121,862

(Continued)

  • 260 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(8) Pledged assets:

The carrying amounts of pledged assets were as follows:

Pledged assets Purpose of pledge December 31,
2021
$ 20,650
38,007,167
7,871,848
31,435,973
785,917
1,147,498
187,220
204,904
576,089
$
80,237,266
December 31,
2020
Time deposits
Inventory – Land for
construction
Property, plant and
equipment
Investment property
Investments accounted for
using equity method
Financial assets reported
at fair value through
other comprehensive
income
Financial assets reported
at fair value through
profit or loss
Refundable deposit
Right-of-use of Sea Areas
Guarantee for priority right-of-use of harbor and
purchases
Short-term bills payable, short-term syndicated
loan (Shin Kong)
Collateral for long-term and short-term financial
credit, syndicated loan (Mega & Shin Kong)
Collateral for short-term, medium-term and long-
term financial credit, syndicated loan (Mega),
bonds payable and long-term bills payable
Long-term bills payable
Long-term bills payable
Long-term bills payable
Deposit for lawsuit, issuance of letter of credit
Collateral for long-term financial credit
24,614
-
7,031,472
15,346,334
502,002
1,430,230
634,995
108,969
585,925
25,664,541

As of December 31, 2021 and 2020, 0 thousand shares and 4,000 thousand shares of a subsidiary of the Group were pledged as collateral for long-term bills payable.

(9) Commitments and contingencies:

(a) As of December 31, 2021 and 2020, the Group had the following unused letters of credit:

USD
EUR
JPY
NTD
CNY
December 31,
2021
December 31,
2020
$ 49,408
20,824
457
246
6,400
-
1,146,000
1,020,000
32,300
-
  • (b) As of December 31, 2021 and 2020, the Group had issued guarantee notes for bank loans, sales and purchases, and development plan aggregating to $26,197,400 thousand, USD30,000 thousand and $24,117,400 thousand, USD30,000 thousand, respectively.

(Continued)

  • 261 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (c) As of December 31, 2021 and 2020, the Group had contracts for various construction projects inprogress amounting to $24,019,792 thousand and $12,225,823 thousand, respectively. As of December 31, 2021 and 2020, the remaining future obligations under these contracts amounted to $11,349,881 thousand and $2,547,453 thousand, respectively.

  • (d) As of December 31, 2021 and 2020, the agreement on the acquisition of material property amounting to $1,379,861 thousand and $39,045,010 thousand, and the unpaid portion amounting to $138,000 thousand and $28,885,000 thousand, respectively. Please refer to note 6(e).

  • (e) As of December 31, 2021 and 2020, the Company signed an agreement to purchase raw materials such as benzene, hydrogen and methylbenzene from CPC. Under this contract, the Company may purchase specified monthly volume of these raw materials at current month prices announced by the CPC with prepayment or domestic letter of credit.

  • (f) As of December 31, 2021 and 2020, the Group signed an agreement of preclinical drug research amounting to USD4,266 thousand and $164,522 thousand, USD3,063 thousand and $92,070 thousand,, respectively. The paid portion amounted to USD2,916 thousand and $34,911 thousand, USD2,466 thousand and $31,565 thousand,, respectively. The unpaid portion amounted to USD1,350 thousand and $129,611 thousand, USD597 thousand and $60,506 thousand, , respectively.

  • (g) The Group signed a license agreement of new type of tumor identification and drug delivery system with National Health Research Institutes on August 18, 2016. The license fee amounted to $270,000 thousand and the payment would be made by progress. As of December 31, 2021 and 2020, the paid portion amounted to $20,000 thousand and $10,000 thousand, respectively.

  • (h) The Group signed a license agreement of antineoplastic candidate drug with National Health Research Institutes on April 3, 2019. The license fee amounted to $135,000 thousand and the payment would be made by progress. As of December 31, 2021 and 2020, the paid portion amounted to $10,000 thousand and $5,000 thousand, respectively.

  • (i) The Group signed a license agreement of antineoplastic candidate drug with National Health Research Institutes on September 13, 2021. The license fee amounted to $125,000 thousand and the payment would be made by progress. As of December 31, 2021, the paid portion amounted to $2,500 thousand, respectively.

  • (j) Important matters

  • (i) The case of loss compensation for the Kaohsiung gas explosion

    • The Maintenance Office, Public Works Bureau of Kaohsiung City Government granted permission to CPC for the installation of underground gas pipelines. However, a gas explosion in Kaohsiung had occurred in the evening of July 31, 2014, which resulted in CPC’s permit to be revoked. Nonetheless, the revocation qualified CPC to claim for compensation from the relevant authority for its property losses. In order to protect its legal rights and interests, the Company filed an administrative appeal in February 2018 to the KHAC, who ruled against the Company in December 2019. Hence, in January 2020, the Company filed an appeal to the Supreme Administrative Court, who in turn, handed the case back to the KHAC for reconsideration. The case was still in progress as of the reporting date.

(Continued)

  • 262 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(k) Contingent liabilities

  • (i) Dispute from the senior manager

1) Labor Dispute

The previous senior manager Mr. Zhang, who left the Company without transferring the duties and authorization, did not perform the duties since July 1, 2013 and the Company issued the letter to request to fulfill the agreement without any response from manager. Hence, the board of the Company dismissed the manager in October 2013. The manager asked the Company to pay pensions pursuant to Labor Standards Act as a labor worker, which was not reconciled through mediation. Kaohsiung District Court considered that the assigned relationship did not end in January 2014, which means that the Expired Employee Retirement Policies of the Company does not apply. Mr. Zhang request for pension is without any basis, but according to the contract of both sides, the Company shall pay salaries of $35 thousand, to Mr. Zhang, which was not satisfied by Mr. Zhang and this case was appealed to the 2nd sentence court. In July 2016, the 2nd sentence court rejected the request from Mr. Zhang but he re-appealed to the 3rd sentence in August of the same year. Upon finding the appeal meritorious, the Supreme Court reversed and remanded the judgement. The preparatory proceeding of the first repeated appeal was conducted in Taiwan High Court Kaohsiung Branch Court (THCKBC) in April 2019. The court’ s judgement is announced that the compony shall pay $3,785 thousand, with bearing interest, to Mr. Zhang in July 2019. The Company was dissatisfied and filed an appeal to Supreme Court in August 2019, and the part of original judgment that was unfavorable to the Company was remanded to the THCKBC on April 22, 2021. In December 2021, THCKBC ruled in favor of Mr. Zhang and ordered the Company to pay Mr. Zhang the amount of $3,764 thousand, with bearing interest, as compensation. The Company disagreed with the decision made by the court, and therefore, filed an appeal to the Supreme Court. As of the reporting date, the Company has not received the transfer of the trial notified by THCKBC.

2) Disclosure Secret Case

Managers who left the office without authorization was suspected to be involve in business encroachment, theft of business secrets. To protect Company interests, the Company filed criminal appeal. The case was concluded by the Taiwan Miaoli Local Court in January 2017 and the relevant defendants were prosecuted. The civil litigation derived from the case is waiting for hearing by the Taipei District Court and Miaoli District Court. Please refer to note 8 for details of deposit for lawsuit.

(Continued)

  • 263 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Accusation of business failures

A Gas explosion happened in Heng Yi chemical plant next to the Toufen plant and caused workers to be burned on January 28, 2013, which evolved into accusations of business failures. Since the incident happened in the public discharged area of the industrial site, it was suspected to contain excessive value of the company's emissions with the sampling identification and the Company’ s manager was prosecuted as defendant per the victim’ s request. This case was not prosecuted after the judgment decision from Miaoli District Attorney; hence, the victims filed the reconsideration and Taichung High Prosecutor's Office remanded the case back to the Miaoli District Attorney for review. The victims of Heng Yi chemical plant prosecuted the Company and managers in February 2015 and asked for the joint damaged compensation $6,920 thousand, which awaits hearing by Miaoli local court. In September of the same year, both sides agreed to withdraw the litigations. Trial procedure was recovered in February 2016 and criminal litigation was determined not to be prosecuted in March 2016. The verdict of civil litigation was won in March 2017, but plaintiff is dissatisfied and filed an appeal to Taiwan High Court Taichung Branch Court. On November 16, 2020, the court sentenced company win with final and binding judgment.

(iii) Contract Fraud of Shanghai industry

On August 6, 2014, the reinvestment company, Weihua and Weiqiang, filed the civil appeal to Yangpu District Court to ask Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. to pay all overdrafts of the contract. However, Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. did not perform the first phase of repayment according to Court’s mediation report, Weihua and Weiqiang, on September 2, 2014, applied to Yangpu District Court for the enforcement and sealed all coal tar of Shanghai Tongye Coal and Chemical Industry Group Co., Ltd., the total coal tar sealed was 5,216 tons and 4,777 tons were sold. Subsequently, Weihua and Weijiang Company and Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. would continue negotiations on unrealized creditors and requested Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. to propose the more specific repayment plan. Weihua and Weiqiang estimated allowance of the accounts receivable respectively. Weihua and Weijiang Company reported to the police the relevant persons of Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. that were suspected to be involve with the contract fraud and other criminal matters. The police rejected the report due to insufficient evidence, therefore Weihua hired a local lawyer in May 2018, to assist with Shanghai police and Shanghai economics investigation group. In February 2021, the ruling had been made due to the lack of assets for liquidation, the bankruptcy procedure was concluded and the case was closed. The unrecoverable allowance had been written off separately, please refer to note 6(d).

(Continued)

  • 264 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iv) Civil compensation for Residents living in An shun

  • 1) The 1st case

In 2008 and 2009, Mr. Wu and others filed civil and national compensation lawsuit against MOEA, TCG, Tainan City Environmental Protection Bureau and the Company (hereinafter referred to as 1st case of Tainan AnShun plant civil compensation) and they claimed that during 1942 and 1983, the previous TAIC AnShun plant, produced mercury and dioxins in its production operations and polluted the environment, which resulted in the population consuming contaminated fish and shellfish over time, which resulted in long term health issues. MOEA had control and management responsibility of the previous TAIC, and whether due to illegal actions, or a lack of attention in performing their duties, MOEA was the ultimate owner of CPDC, should take responsibility. Hence, the prosecutors claim that MOEA shall take the responsibility for the compensation. Mr. Wu and others also claimed that TCG and Tainan City Environmental Protection Bureau were the competent authorities and executive authorities of the waste disposal law but the authorities did not supervise and require the AnShun plant to implement pollution prevention and control acts, thus should be jointly responsible for any compensation. Mr. Wu and others claim that the Company did not perform any removal and remediation of pollutants after being ordered to merge with the previous TAIC AnShun plant, so they claimed the Company shall also take joint responsibility for the compensation. Mr. Wu and others asked MOEA, TCG, Tainan City Environmental Protection Bureau and the Company to jointly bear the cost of medical expenses and mental compensation for $370,800 thousand and the interest was calculated by an annual interest rate 5% from the date when the litigation was initiated by the defendants until the final payment of compensation. Due to unpaid referee fees, due from the plaintiff, the Tainan District Court rejected the litigation claims from these 17 persons in January 2010.

Mr. Chen appealed to the Tainan District Court asking the Company for medication, health examination fee and reparations, to the amount of $2,300 thousand, which was incorporated into this case, the total compensation amount was $351,750 thousand. This case was tried by the Tainan District Court in December 2015 and judged that the Company and MOEA to be jointly responsible for $160,000 thousand payable to the plaintiff. The Company was not satisfied with the result and filed an appeal. In August of 2017, the High court sentenced the Company to compensate the plaintiff for $190,000 thousand by self, which the Company was not satisfied with and had proposed the appeal for remedy in Sept. of the same year. The supreme court held oral argument on September 28, 2018, and judgment was sentenced on November 28, 2018, the supreme court sentenced to order the Company to compensate the plaintiff for $190,000 thousand. The Company made a payment of compensation and related interests to 143 plaintiffs before the end of June 2019. The part related to medical remedy of the case was abandoned for secondary trial. Plaintiff filed an appeal to Supreme Court in same year. In March 3, 2020, the court dismissed the plaintiff appeal by a ruling. This case is ended.

(Continued)

  • 265 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

2) The 2nd case

Mr. Chen and others filed civil and national compensation lawsuit to the Company and MOEA on March 14, 2017 (Hereinafter referred to as 1st case of the Tainan Anshun plant civil compensation), they claimed the Company and MOEA had to jointly compensate the plaintiff $80,915 thousand. The verdict of the 3rd national compensation in 2008 of the Tainan Anshun plant civil compensation 1st case was cited as the reason to be litigated. However, the Company claimed that there was a misunderstanding of the theoretical and practical nature of epidemiology causality versus the verdict. There were disputable factors on both factual and legal matters. During the 1st and 2nd instance of the AnShun plant Civil Compensation litigation under hearing, the Company once again put forward the relevant academic articles to prove that there was no causality between pollution from Tainan AnShun plant and diabetes. Moreover, the plaintiffs in this case, despite the reasonableness of their claims, did not put forth any litigation before the expiry of the statutes of limitations. Thus, in this 2nd case of the Tainan AnShun plant civil compensation, the Company continued to seek for the jurisdiction remedies to protect the Company and shareholder interests. In November 6, 2020, Tainan District Court considered that 39 Plaintiffs’ s claim is meritorious and dismissed rest of Plaintiffs’ s claim. Due to the controversial issue of extinctive prescription, the Company considered this case worth an appeal based on our unprofitable part of verdict. Therefore, the Company filed an appeal to the High Court on December 15, 2020, and this case is still under trial now.

(10) Losses Due to Major Disasters:None

(11) Subsequent Events:

  • (a) The earnings distribution for 2021 of Core Pacific City Co., Ltd. was decided by the resolution adopted at the general meeting of shareholders held on February 23, 2022. Please refer to note 6(b) for other related information.

  • (b) On March 14, 2022, a resolution was made during the board meeting of the Company to raise the capital of Ding-Yue amounting to $1,700,000 thousand for its business operation.

(12) Other:

  • (a) The nature of operating costs and expenses were as follows:
For theyears ended December 31 For theyears ended December 31 For theyears ended December 31 For theyears ended December 31 For theyears ended December 31 For theyears ended December 31 For theyears ended December 31
By function
By item
2021 2020
Operating
cost
Operating
expense
Non-Operating
expense
Total Operating
cost
Operating
Expense
Non-Operating
expense
Total
Employee benefits
Salary 1,126,372 916,177 - 2,042,549 734,469 580,941 - 1,315,410
Labor and health insurance 80,875 60,276 - 141,151 74,767 48,940 - 123,707
Pension 41,074 25,551 - 66,625 43,184 30,018 - 73,202
Others 37,160 55,864 - 93,024 39,299 24,144 - 63,443
Depreciation 925,350 181,177 4,255 1,110,782 828,856 144,931 3,933 977,720
Amortization 601 8,588 - 9,189 611 12,561 - 13,172

(Continued)

  • 266 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (b) On March 22, 2019, Kaohsiung Urban Planning Commission (KUPC) announced that Dashe Industrial Park (DIP), where the Company’s plant is located, will be categorized from Special Zone to Zone B. In light of the above matter, all the companies involved in this case are making their best effort to negotiate and compromise with KUPC, requesting KUPC to change DIP’s status to Zone A instead of Zone B. On November 11, 2020, the Company had received the minutes of the meeting with regards to the changes on the urban planning case of DIP concerning its execution, which prompted KUPC to suggest to the Bureau of Industry, MOEA to invite the Kaohsiung City Government (KCG) and all relevant parties to clarify the appeals and suggestions made by the companies involved. Thereafter, KCG will explicitly indicate the details in the urban planning documentation to all concerned parties in order to preclude the disputes. On July 21, 2021, the Bureau of Industry, MOEA held a task force to deal with the effect on petrochemical industry in case of DIP is categorized to Zone B, in which a discussion on both issues, including the legality of urban planning and the regulation of land reusing, will be appropriately conducted together with the urban planning task force of KUPC. As of December 31, 2021, KCG had yet to proceed on the procedures of statement changing.

(Continued)

  • 267 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(13) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Group:

  • (i) Loans to other parties:

(In Thousands of New Taiwan Dollars)

Number Name of
lender
Name of
borrower
Account
name
Related party Highest
balance

of financing
to other
parties
during the
period
Ending
balance
Actual
usage
amount
during the
period
Range of
interest rates
during the
period
Purposes of
fund
financing for
the borrower
Transaction
amount for
business
between two
parties
Reasons
for
short-term
financing
Allowance
for bad debt
Collateral Collateral Individual
funding loan
limits
Maximum
limit of fund
financing
Item Value
1 Jiangsu
Weiming
New
Material Co.,
Ltd.(original
name:
Jiangsu
Weiming
Petrochemic
al Corporatio
n)
Changzhou
Weicai New
Material
Science &
Technology
Co., Ltd.
Other
Receivable
Yes 260,580 260,580 43,430 5.5% 2 - Operating - - 678,916 1,018,374
2 Weihua
(Rudong)
Trade Co.,
Ltd
Changzhou
Weicai New
Material
Science &
Technology
Co., Ltd.
Other
Receivable
Yes 86,860 86,860 43,430 5.5% 2 - Operating - - 99,930 99,930

Note 1: Numbering nature of borrowing as follows:

Transaction for business between two parties�1

Short-term financing�2

Note 2: The financing limit for total and individual were 15% and 10% of net value of Jiangsu Weiming New Material Co., Ltd. (original name: Jiangsu Weiming Petrochemical Corporation)

Note 3: The financing limit was 20% of net value of Weihua (Rudong) Trade Co., Ltd.

Note 4: The amounts of the transaction and the ending balance had been offset in the consolidated financial statements.

(ii) Guarantees and endorsements for other parties:

(In Thousands of New Taiwan Dollars)

No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees and
endorsements
for a specific
enterprise
Highest
balance for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting date
Actual usage
amount
during the
period
Property
pledged for
guarantees
and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees and
endorsements
Parent
company
endorsements/
guarantees to
third parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name Relationship
with the
Company
0 CPDC Ding-Yue
Developme
nt Co., Ltd.
2 48,304,160 22,380,000 17,780,000 13,140,000 2,880,000 %
22.09
80,506,933 Y N N
0 CPDC Weihua
(Rudong)
Trade Co.,
Ltd.
2 48,304,160 217,150 217,150 217,150 - %
0.27
80,506,933 Y N Y
0 CPDC Changzhou
Weicai
New
Material
Science &
Technology
Co., Ltd.
2 48,304,160 1,260,624 1,260,624 716,287 174,000 %
1.57
80,506,933 Y N Y
0 CPDC Jiangsu
Weiming
New
Material
Co., Ltd.
2 48,304,160 1,612,460 1,606,910 1,606,910 - %
2.00
80,506,933 Y N Y
0 CPDC Shiny
Chemical
Industrial
Co., Ltd.
5 48,304,160 78,086 78,086 78,086 - %
0.10
80,506,933 N N N
0 CPDC Lushun
Warehouse
Co., Ltd.
5 48,304,160 55,366 55,366 55,366 - %
0.07
80,506,933 N N N

(Continued)

  • 268 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees and
endorsements
for a specific
enterprise
Highest
balance for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting date
Actual usage
amount
during the
period
Property
pledged for
guarantees
and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees and
endorsements
Parent
company
endorsements/
guarantees to
third parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name Relationship
with the
Company
0 CPDC China
General
Terminal &
Distributio
n Corporati
on
5 48,304,160 14,903 14,903 14,903 - %
0.02
80,506,933 N N N
1 Ding-Yue
Developmen
t Co., Ltd.
CPDC 3 12,724,087 4,920,000 4,920,000 2,200,000 - %
6.11
25,448,174 N Y N

Note 1: The information of guarantees and endorsements for other parties of the Company and its subsidiaries are disclosed separately and numbering as follows:

Parent company�0

Subsidiary starts from 1

Note 2: The relationship between the guarantee and the guarantor are as follows:

  1. Transactions between the companies.

  2. The Company directly or indirectly holds more than 50% voting right.

  3. When other companies directly or indirectly hold more than 50% voting rights of the Company.

  4. The Company directly or indirectly holds more than 90% voting right.

  5. A company that is mutually protected under contractual requirements based on the needs of the contractor.

  6. A company that is endorsed by all the contributing shareholders in accordance with their shareholding ratio due to joint investment relationship.

  7. Under the Consumer Protection Act, performance guarantees for pre-sale contracts for companies in the same industry.

  8. Note 3: The Company endorsed the operation method for the total amount of guarantees and the limit for endorsement of a single enterprise:

  9. The total amount of guarantee for endorsement shall not exceed 100% of the Company’s net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

  10. The guarantee amount for a single enterprise endorsement shall not exceed 60% of the Company’s net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

  11. Note 4: Ding-Yue Development Co., Ltd endorsed the operation method for the total amount of guarantees and the limit for endorsement of a single enterprise:

  12. The total amount of guarantee for endorsement shall not exceed 100% of its net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

  13. The guarantee amount for a single enterprise endorsement shall not exceed 50% of its net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

(iii) Securities held as of December 31, 2021 (excluding investment in subsidiaries, associates and joint ventures):

(In Thousands of New Taiwan Dollars)

Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Ending balance Ending balance Ending balance Note
Shares/Units Carrying value Percentage of
ownership (%)
Fair value
The Company Yuanta Financial
Holding Co., Ltd.
BES Engineering Co.
China Development
Financial Holding
Corp.
Handy Chemical
Corporation Ltd.
Overseas Investment &
Development Corp.
Core Pacific City Co.,
Ltd.
None
The Company
is a director of
an investee
company
None
The Company
is a supervisor
of the investee
company
None
Substantive
related party
Current financial assets
designated at fair value
through profit or loss
Non-current financial
assets at fair value
through other
comprehensive income



Non-current financial
assets designated at fair
value through profit or
loss
7,400,371
164,348,449
44,684,712
386,000
2,600,000
2,779,154
187,229
1,488,997
781,982
26,437
26,000
5,117,918
0.06
10.74
0.23
4.51
2.89
27.52
187,229
1,488,997
781,982
26,437
26,000
5,117,918

(Continued)

  • 269 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Ending balance Note
Shares/Units Carrying value Percentage of
ownership (%)
Fair value
The Company
BES Twin Towers Co.,
Ltd
Tsou Seen Chemical
Industries Corporation
Changzhou Weicai
New Material Science
& Technology Co., Ltd.
Praxair Chemax
Semiconductor
Materials
ZOWIE Technology
Corporation
Aetas Technology Inc.
Chain Yarn Co., Ltd.
Taiwan Business Bank
Core Pacific City Co.,
Ltd.
Praxair Chemax
Semiconductor
Materials
Taiwan Tea
Corporation
Good Company
TaiRx, Inc.
Agricultural Bank of
China-HSBC
Structured Deposit
None


The Company
is a director of
an investee
company
None
Substantive
related party
None



Non-current financial
assets at fair value
through other
comprehensive income



Current financial assets at
fair value through other
comprehensive income
Current financial assets
designated at fair value
through profit or loss
Non-current financial
assets at fair value
through other
comprehensive income
Current financial assets
designated at fair value
through profit or loss
Non-current financial
assets at fair value
through other
comprehensive income

Current financial assets
designated at fair value
through profit or loss
2,701,651
8,815
287,961
30,000,000
977,130
1,053,812
6,754,127
7,279,000
750,000
722,500
-
117,608
358
-
300,000
9,674
1,855,861
294,019
147,764
-
14,652
22,226
10,390,725
14.00
0.03
0.58
13.41
0.01
10.43
35.00
0.92
2.08
0.80
-
117,608
358
-
300,000
9,674
1,855,861
294,019
147,764
-
14,652
22,226
10,390,725
  • (iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of $300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Category and
name of
security
Account
name
Name of
counter-party
Relationship
with the
company
Beginnin g Balance Purch ases Sa les Ending B alance
Shares/units Amount Shares/units Amount Shares/units Price Cost Gain (loss) on
disposal
Shares/units Amount
The Company Yuanta
Financial
Holding Co.,
Ltd.

a
t
o
c
Financial assets
t fair value
hrough profit
r loss�non-
urrent
Not applicable Not applicable 32,176,371 661,224 - - 24,776,000 620,576 259,336 361,240 7,400,371 187,229
  • (v) Acquisition of individual real estate with amount exceeding the lower of $300 million or 20% of the capital stock:None

  • (vi) Disposal of individual real estate with amount exceeding the lower of $300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Type of
property
Transaction
date
Acquisition
date
Book
value
Transaction
amount

Amount
actually
receivable
Gain from
disposal
Counter-
party
Nature of
relationship
Purpose of
disposal
Price
reference
Other terms
CPDC land no.7
and no.7-1,
subsection 5,
Jingmao
section,
Kaohsiung
August 18,
2021
October 1,
1982
1,668,271 2,380,000 Fully
received
711,729 Chingwon
Structure
Corporation
Non related
parties
Replenishing
operating
capital
Appraisal
reports &
Market
value
None

(Continued)

  • 270 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(vii) Related-party transactions for purchases and sales with amounts exceeding the lower of $100 million or 20% of the capital stock:

stock: stock: stock:
(In Thousands of New Taiwan Dollars)
Name of
company
Related party Nature of
relationship
Transaction details Transactions with terms different
from others
Notes/Accounts receivable (payable) Note
Purchase/Sale Amount Percentage of
total purchases/
(sales)
Payment terms Unit price Payment terms Ending balance Percentage of total
notes/accounts
receivables
(payables)
The Company
The Company
The Company
CPDC GT
Weiming
Weiqiang
Weiqiang
Weiqiang
Weiqiang
Tsou Seen
Chemical
Industries
Corporation
Kaohsiung
Monomer
Company
Limited
Chain Yarn Co.,
Ltd.
The Company
Weiqiang
International
Trade
(Shanghai) Co.,
Ltd.
Weihua
(Rudong) Trade
Co., Ltd.
Changzhou
Weicai New
Material
Science &
Technology
Co., Ltd.
The Company
Jiangsu
Weiming New
Material Co.,
Ltd.(original
name: Jiangsu
Weiming
Petrochemical
Corporation)
Subsidiary
Affiliated
company
accounted for
using equity
method
Other related
parties
Subsidiary
Same parent
company
Same parent
company
Same parent
company
Subsidiary
Same parent
company
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Sales
(1,247,286)
(751,291)
(1,009,343)
(322,868)
(107,749)
(192,001)
(268,466)
(1,094,584)
(279,244)
%
(4.08)
%
(2.46)
%
(3.30)
%
(98.10)
%
(6.42)
%
(6.56)
%
(9.18)
%
(37.43)
%
(9.55)
3 Month
1 Month
1 Month
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
-
-
-
-
-
-
-
-
-
OA 90 days
-
-
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
136,636
91,978
385,366
67,005
-
-
-
-
-
4.04%
2.72%
11.38%
99.23%
-%
-%
-%
-%
-%
Note
Note




Note: The amounts of the transaction and the ending balance had been offset in the consolidated financial statements.

(viii) Receivables from related parties with amounts exceeding the lower of $100 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Counter-party Nature of
relationship
Ending
balance
Turnover
rate
Overdue Overdue Amounts received in
subsequent period
Allowance
for bad debts
Amount Action taken
The Company
The Company
Tsou Seen Chemical
Industries
Corporation
Chain Yarn Co., Ltd.
Subsidiary (Note)
Other related parties
136,636
385,366
14.39
5.24
-
-
136,636
202,352
-
-

Note: The amounts of the transaction and the ending balance had been offset in the consolidated financial statements.

  • (ix) Trading in derivative instruments:None

(Continued)

  • 271 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(x) Business relationships and significant intercompany transactions:

(In Thousands of New Taiwan Dollars)

(In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
No.
Name of company Name of counter-party Nature of
relationship
Intercompany transactions
Account name Amount Trading terms Percentage of the consolidated
net revenue or total assets
0

0

1

2

2

2

2
The Company
The Company
Weiming
Weiqiang
Weiqiang
Weiqiang
Weiqiang
TSCIC
CPDC GT
Weiqiang
Weihua
Weicai
The Company
Weiming
1
1
5
5
5
2
5
Sales revenue
Repair expense
Sales revenue
Sales revenue
Sales revenue
Sales revenue
Sales revenue
1,247,286
322,868
107,749
192,001
268,466
1,094,584
279,244
OA 90 days
Base on contract
Base on contract
Base on contract
Base on contract
Base on contract
Base on contract
3.55%
0.92%
0.31%
0.55%
0.76%
3.11%
0.79%
Note 1:
Company numbering as follows:
Parent company�0
Subsidiary starts from 1
Note 2:
The numbering of the relationship between transaction parties as follo
Parent company to subsidiary�1
Subsidiary to parent company�2
Subsidiary to subsidiary�3
Subsidiary to sub-subsidiary�4
Sub-subsidiary to sub-subsidiary�5
ws:

Note 3: The amounts of the transaction and the ending balance had been offset in the consolidated interim financial statement

(b) Information on investees:

The following is the information on investees for the years ended December 31, 2021 (excluding information on investees in Mainland China):

(In Thousands of New Taiwan Dollars)

Name of investor Name of investee Location Main businesses and
products
Original inve stment amount Balance as of December 31, 2021 Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2021 December 31, 2020 Shares Percentage of
wnership
Carrying
value
The Company







Kaohsiung
Monomer Company
Limited
Zhong Gong
Baoquan Ltd.
Ding-Yue
Development Co.,
Ltd.
CPDC Investment
(BVI) Co., Ltd.
Tsou Seen Chemical
Industries
Corporation
CPDC Green
Technology Corp.
Unichem
Development
Limited
BES Twin Tower
Development Co.,
Ltd.
Thanh Phong
Construction
Investment Co.,
Ltd.
1, Hsing Kung
Road,Ta She P O Box
6-25
Nantze,Kaohsiung
(815), Taiwan
2F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
8F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
Citco Building,
Wickhams Cay, P.O.
Box662
No.1, Jingjin Rd.,
Fangliao Township,
Pingtung County 940,
Taiwan
14F.-16, No.61, Wufu
3rd Rd., Qianjin Dist.,
Kaohsiung City 801,
Taiwan
Unit 06, G/F, The
Lodge, 535 Canton
Road, Kowloon, Hong
Kong
16F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
B2-19, Golden King
Tower Building, No.
15 Nguyen Luong
Bang, Tan Phu Ward,
District 7, Ho Chi
Minh City
Methyl Methacrylate
Monomer
Security consultants
Commissioned to create a
vendor to build the housing,
commercial buildings and
plant rental business,
management of land
development and
playgrounds and other
related business investment
Holding company
Dicalcium phosphate
Mechanical engineering
Holding company
Real estate investment and
development
Engaged in construction, real
estate, building
constructional consulting,
lease equipment and
wholesale of building
materials
-
14,400
25,580,000
904,946
560,000
100,000
9,876,023
3,791,383
609,347
-
14,400
10,040,000
904,946
760,000
100,000
9,572,433
4,791,383
609,347
20,000,000
1,440,000
2,558,000,000
26,580,000
76,000,000
15,000,000
324,684,262
491,216,357
-
%
40.00
%
24.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
785,917
18,716
25,424,981
911,656
1,181,737
166,436
8,291,713
5,084,560
586,627
839,628
1,235
(94,151)
(9,060)
113,430
46,706
(370,186)
193,145
11,267
335,851
296
(94,151)
(9,060)
113,430
46,706
(370,186)
193,145
11,267
Note 1
Note 1
Note
2&5
Note
2&4&5
Note
2&5
Note
2&5
Note
2&4&5
Note
2&5
Note
2&3&4
&5

(Continued)

  • 272 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Name of investor Name of investee Location Main businesses and
products
Original investment amount Original investment amount Balance as of December 31, 2021 Balance as of December 31, 2021 Balance as of December 31, 2021 Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2021 December 31, 2020 Shares Percentage of
wnership
Carrying
value
The Company
CPDC Investment (BVI)
Co., Ltd.
Ding-Yue Development
Co., Ltd.
Tsou Seen Chemical
Industries Corporation
BES Twin Towers
Development Co., Ltd.
Frontier Fortune
Investment Pte. Ltd.


Core Pacific Twin Star
(Myanmar) Investment
Company Ltd.
Jean Pacific
Development Co.,
Ltd.
Core Pacific
Overseas Holdings
Ltd
Da-Ying
Construction Ltd.
Taivex Therapeutics
Corporation
Frontier Fortune
Investment Pte. Ltd.
Core Pacific Twin
Star (Myanmar)
Investment
Company Ltd.
Gemini Star (India)
Private Limited
Core Pacific Twin
Star (Vietnam)
Investment Co.,
Ltd.
Core Pacific Pioneer
(Myanmar)
Company Ltd.
7F.-2, No.300,
Yangguang St., Neihu
Dist., Taipei City
11491, Taiwan
(R.O.C.)
Akra Bldg., 24 De
Castro Street,
Wickhams Cay I, Road
Town,Tortola,British
Virgin Islands
8F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
8F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
112 ROBINSON
ROAD#05-01
ROBINSON
112SINGAPORE
(068902)
NO.153/Ka,Kyun
ShweMmyaing Lane
(2) ,23
ward,Thingangyun
Townshin Yangon
Level7, The Capital,
Plot No.C-70, G
Block, Bandra Kurla
Complex, Bandra
MUMBAI Mumbai
City MH 400051 IN
B2-19, Golden King
Tower Building, No.
15 Nguyen Luong
Bang, Tan Phu Ward,
District 7, Ho Chi
Minh City
NO.153/Ka,Kyun
ShweMmyaing Lane(2)
,23 ward,Thingangyun
Townshin Yangon
Renting and selling real
estate
Holding company
Engineering, construction
contracting business
Engaged in biotechnology,
pharmaceutical research and
development and marketing
Holding company
Holding company and
consultancy
Real estate and
petrochemical products
research and consultancy
Engineering, real estate and
consultancy of construction
Building construction, real
estate management,
development and sale
620,000
808,564
60,000
696,720
2,761,596
169,921
9,274
2,566,176
24,804
620,000
808,564
22,500
696,720
2,761,596
169,921
9,274
2,566,176
24,804
62,000,000
26,580,000
-
46,224,551
93,060,000
5,500,001
2,099,993
-
800,000
%
40.00
%
45.19
%
100.00
%
91.10
%
100.00
%
100.00
%
99.99
%
100.00
%
80.00
618,276
906,578
60,206
170,077
2,712,589
149,531
4,249
2,551,666
19,483
(3,187)
(19,851)
(195)
(87,321)
65,879
197
(190)
66,738
2,069
(1,275)
-
-
-
-
-
-
-
-
Note 1
Note
2&4&6
Note
2&3&5
&6
Note
2&5&6
Note
2&4&5
&6
Note
2&4&5
&6
Note
2&4&5
&6
Note
2&3&4
&5&6
Note
2&4&5
&6

Note1: The Company adopts the equity method to evaluate the investment company.

Note2: The Company has direct or indirect control of the invested company. If the invested company has direct or indirect control, it shall expose the relevant information of the following 2 to 10 transactions of the investee company.

Note3: Limited company expressed by the amount of capital, no shares issued.

Note4: The original investment amount is the foreign currency, at the prevailing exchange rate.

Note5: This transaction has been written off when the consolidated statement has been prepared.

Note6: In accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, only profit or loss of the company’s directly associates and joint ventures accounted for using equity method should be revealed.

(Continued)

  • 273 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(c) Information on investment in mainland China:

  • (i) The names of investees in Mainland China, the main businesses and products, and other information:
(In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
Name of
investee
Main businesses
and products
Total
amount
of paid-in
capital
Method
of
investment
Accumulated
outflow of
investment from
Taiwan as of
January 1, 2021
Investment flows Accumulated
outflow of
investment from
Taiwan as of
December 31, 2021
Net
income
(losses)
of the
investee
Percentage
of
ownership
Investment
income
(losses)
Book
value
Accumulated
remittance of
earnings in
current period
Outflow Inflow
Weihua
(Rudong) Trade
Co., Ltd.
Engaged in trading of
petroleum chemical
products, electronic
chemicals variety of
industrial gases, gas
mixtures and other
manufacturing sub-
fitted trading
763,460 ( 2 )�
( 3 )
763,460 - - 763,460 13,491 100.00% 13,491 499,650 -
Weiqiang
International
Trade
(Shanghai) Co.,
Ltd.
Engaged in trading of
petroleum chemical
products, electronic
chemicals variety of
industrial gases, gas
mixtures and other
manufacturing sub-
fitted trading.
211,560 ( 1 )�
( 3 )
211,560 - - 211,560 42,024 100.00% 42,024 171,441 -
Jiangsu
Weiming New
Material Co.,
Ltd.(original
name:Jiangsu
Weiming
Petrochemical
Corporation)
Petrochemical
supporting facility
construction
7,725,253 ( 1 )�
( 2 )
7,421,663 303,590 - 7,725,253 (232,855) 100.00% (232,855) 6,789,159 -
Zhangzhou
Weida
Petrochemical
Co., Ltd.
Engaged in trading of
petroleum chemical
products, electronic
chemicals variety of
industrial gases, gas
mixtures and other
manufacturing sub-
fitted trading
- ( 2 ) 30,648 - (30,648) - 2 100.00% 2 - -
Changzhou
Weicai New
Material
Science &
Technology
Co., Ltd.
Engaged in
engineering plastic
and high valued
petroleum chemical
products
1,411,845 ( 2 ) 1,324,893 - - 1,324,893 (151,226) 100.00% (151,226) 865,748 -
Weiming
(Rudong)
Construction
Co., Ltd.
(Invested
through Jiansu
Weiming New
Material Co.,
Ltd.)
Engaged in
engineering consultant
services�engineering
construction�
engineering
management�trading
of petroleum chemical
product
129,665 ( 3 ) - - - - (513) 100.00% (513) 129,753 -

(Continued)

  • 274 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Limitation on investment in Mainland China: Limitation on investment in Mainland China: Limitation on investment in Mainland China:
Accumulated Investment in Mainland China
as of December 31, 2021
Investment Amounts Authorized by
Investment Commission, MOEA
Upper Limit on Investment
10,919,107 14,362,341 Note 4
Note1: There are three ways to invest as follows:
(a) The Company direct investment to China.
(b) The Company through third regional company (UDL) investment to China.
(c) Others. (The Company through subsidiary investment to China.)
Note2: In the field “net income (losses) of the investee” :
(a) If it is in preparation, no investment profit or loss, should be explained.
(b) There are three ways to identify the basis of investment profit or loss, should be explained.
  • (b.1) financial statements audit by international accounting firm with a relationship with Taiwan accounting firm.

  • (b.2) financial statements audit by the Company’s audit CPA.

  • (b.3) others.

Note3: The amount in this table should be presented in New Taiwan Dollar.

  • Note4: The cumulative investment amount or investment proportion to China cannot over the Company’ s net value of 60%. The Company got certified documents of operating headquarters issued by Industrial Development Bureau, MOEA on October 18, 2018, so not subject to the above regulations. Valid period to October 14, 2021. On October 19, 2021, the Company acquired the above documents and extend the valid period to October 12, 2024.

Note5: Zhangzhou Weida Petrochemical Co., Ltd. was dissolved and the liquidation process had been completed in January 2021.

(iii) Significant transactions:

The significant inter-company transactions with the subsidiary in Mainland China, which were eliminated in the preparation of consolidated financial statements, are disclosed in “Information on significant transactions” and “Business relationships and significant intercompany transactions”.

(d) Major shareholders:None

(Continued)

  • 275 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(14) Segment information:

  • (a) General Information

The Group identifies arylonitrile & acetic acid department and caprolactam department as reportable segments based on factors such as product types, manufacturing procedure, customer types, and operating activities.

The reportable segments of the Group are independent business units which offer different products and services. Each business unit needs different technologies, resources and marketing strategies, thus should administer separately. The operating segment has a segment manager who is directly accountable to and maintains regular contact with the chief operating decision maker to discuss operating activities, financial results, forecasts, or plans for the segment.

  • (b) Information for each segment’ s revenue / expense, asset, liability, measurement basis , and adjustment

Non-operating income and loss, income tax expense (revenue) and non-recurring gain or loss is not allocated to reportable segments. In addition, not all of the profit or loss of the reportable segments include significant non-cash items other than depreciation and amortization. Total reportable segments’ profit or loss is reconciled with the continuing operations’ profit or loss before tax.

There was no material inconsistency between the accounting policies adopted for the operating segment and the accounting policies described in note 4. The Group use the operating profit as the measurement for segment profit and the basis of performance assessment. Operating segments’ profit and loss and total assets exclude operating expenses and assets of the corporate management.

For the years ended December
31, 2021
Revenue
Revenues from external
customers
Revenues from transactions
with other operating
segments of the same entity
Total segment revenue
Depreciation and amortization
Reported segment profit or loss
Capital expenditure of non-current
assets
Segment assets
Segment liabilities
Acrylonitrile
& Acetic Acid
$ 14,090,601
-
$
14,090,601
$
260,915
$
3,131,229
$
373,416
$
4,740,289
$
2,820,350
Caprolactam
14,785,660
-
14,785,660
645,668
109,995
2,017,948
16,105,241
6,294,595
Other
6,287,119
322,868
6,609,987
213,388
748,454
1,674,127
114,609,678
45,811,844
Adjustment
and
eliminations
-
(322,868)
(322,868)
-
-
-
-
-
Total
35,163,380
-
35,163,380
1,119,971
3,989,678
4,065,491
135,455,208
54,926,789

(Continued)

  • 276 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

For the years ended December
31, 2020
Revenue
Revenues from external
customers
Revenues from transactions
with other operating
segments of the same entity
Total segment revenue
Depreciation and amortization
Reported segment profit or loss
Capital expenditure of non-current
assets
Segment assets
Segment liabilities
Acrylonitrile
& Acetic Acid
$ 7,350,448
-
$
7,350,448
$
219,245
$
362,249
$
603,371
$
5,799,465
$
2,664,825
Caprolactam
6,458,806
-
6,458,806
573,197
(1,035,185)
854,502
11,486,818
5,203,961
Other
3,773,838
222,127
3,995,965
198,450
776,712
2,404,032
87,623,707
26,173,173
Adjustment
and
eliminations
-
(222,127)
(222,127)
-
-
-
-
-
Total
17,583,092
-
17,583,092
990,892
103,776
3,861,905
104,909,990
34,041,959
  • (c) Geographical Areas

The Group’ s non-current assets located overseas are immaterial. Revenues from domestic and overseas customers for the years ended December 31, 2021 and 2020 were as follows:

Region For the years ended December 31, For the years ended December 31,
2021
$ 21,910,225
13,072,601
180,554
$
35,163,380
2020
Operating revenue from domestic sales
Asia
Other (individual area under 10%)
Total operating revenue
11,238,764
6,295,673
48,655
17,583,092

(d) Major Customers

Customers generating over 10% of total revenue for the December 31, 2021 and 2020 were as follows:

Customers For the years ended December 31,
2021
2020
$ 4,006,171
2,364,508
1001
  • 277 -

V. Independent Accountants’ Audit Report

Independent Auditors’ Report

To the Board of Directors of China Petrochemical Development Corporation:

Opinion

We have audited the financial statements of China Petrochemical Development Corporation (“CPDC” or “the Company” ), which comprise the balance sheets as of December 31, 2021 and 2020, the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of other auditors (please refer to Other Matter paragraph), the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. Based on our audits and the reports of other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Emphasis of Matter

As described in notes 6(j) and 6(p) of the notes to the financial statements, a portion of the land at the Anshun plant ,which is located at Annan Dist., Tainan City, was polluted. CPDC submitted for approval a remediation project proposal to the Tainan City Government in accordance with the related regulations and accrued relevant remediation project expenses. Nevertheless, CPDC has a dissenting view on the government perception about the condition of pollution and CPDC is seeking a way to define its responsibilities. Our opinion is not modified in respect of this matter.

  • 278 -

Other Matter

We did not audit certain investments, which were accounted for under the equity method. The financial statements as of and for the years then ended December 31, 2021 and 2020 of those investees accounted for under the equity method were audited by other auditors, whose reports have been furnished to us, and our opinion, in so far as it relates to the amounts for the equity method investees were based solely on the reports of other auditors. These investments accounted for under the equity method represented 1.61% and 1.17% of total assets as of December 31, 2021 and 2020, respectively. The related shares of investment income from these investees including subsidiaries, associates and joint ventures accounted for using equity method represented 6.28% and (79.22)% of income before income tax for the years ended December 31, 2021 and 2020, respectively.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

  1. Revenue recognition

Refer to note 4(o) “ Revenue Recognition” , note 6(v) “ Revenue from contracts with customers” in the financial statements.

Description of key audit matter:

Operating revenue is the most important source of cash flow for CPDC, and it is a significant risk accounting subject in the financial statements. So revenue recognition is one of the key audit matters for our audit.

How the matter was addressed in our audit:

Our key audit procedures included:

  • Testing CPDC’ s internal accounting controls surrounding revenue recognition and key manual and systems-based controls in the order-to-cash transaction cycle. In addition, checking and reconciling the sales data recorded between the sales systems and general ledger; selecting samples to assess whether appropriate revenue recognition policies are applied through comparison with accounting standards.

  • Analyzed and compared the sales amounts and volumes for the major customers of CPDC. Based on samples selected, vouched significant transactions from both internal and external documents, to verify the authenticity of the transactions.

  • Assessment of the fair value of investment property

Refer to note 4(j) “ Investment Property” , note 5(a) “ Significant Accounting Judgments, Estimation, Assumptions, and Sources of Estimation Uncertainty”, and note 6(j) “Investment Property”of the financial statements for details about fair value information on investment property.

Description of key audit matter:

The book value of investment property of CPDC represented 33% of total assets as of December 31, 2021, which is deemed to be significant. CPDC evaluates the fair value of investment property according to IAS40, and re-measure such fair value on the reporting date. Because the valuation of investment property at fair value demands significant professional judgments, the assessment of fair value of investment property is considered one of the key audit matters.

  • 279 -

How the matter was addressed in our audit:

Our key audit procedures included:

  • Obtain from CPDC management the real estate appraisal report on investment property;

  • Engage another appraiser to review such real estate appraisal report, and to evaluate the propriety of the evaluation method used, and the reasonableness of its main assumptions or input values (ex. discount rate and final rate of return);

  • Evaluate the propriety of the disclosure of fair value of investment property.

  • Impairment assessment of property, plant, and equipment

Refer to note 4(m) “ Impairment of non derivative financial assets” , note 5(b) “ Significant Accounting Assumptions and Judgments, and Major Sources of Estimation Uncertainty” , and note 6(h) “Property, plant and Equipment” of the financial statements for details of the information about impairment assessment on property, plant, and equipment.

Description of key audit matter:

The book value of property, plant, and equipment of CPDC represented 14% of total assets as of December 31, 2021, which is deemed to be significant. The overall economic trend, market competition and fluctuations in the price of petroleum and petrochemical products may affect the future operation of CPDC, and also affect the estimated economic benefits and recoverable amounts of these assets that the management of CPDC may estimate and determine in the future of the cash generating unit (“CGU”) of the assets, and to evaluate whether there are signs of impairment. The recoverable amounts of these assets have been determined based on the discounted cash flows forecasted by CPDC management which involved significant uncertainties and professional judgments. Therefore, we consider the assessment for impairment of property, plant, and equipment as one of the key audit matters for our audit.

How the matter was addressed in our audit:

Our key audit procedures included:

  • Obtain from CPDC management the results of their valuation of fixed assets and understand the significant assumptions used in their valuation model.

  • Review both the calculations of the value in use and the present value of the discounted cash flows forecasted. Evaluate the CGU, and external and internal impairment indicators identified by CPDC management, and ascertain that all fixed assets requiring annual impairment test are covered in the assessment made by management. Likewise, evaluate the reasonableness of the method used in measuring the recoverable amount of the assets (including the realization on the financial forecast, the calculation of recoverable amount and the assumptions considered for the cash flows forecast).

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

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

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

  • 280 -

Those charged with governance (including the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

  1. Identify and assess the risks of material misstatement of the 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.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

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

  4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

  6. Obtain sufficient appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on this financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

  • 281 -

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

The engagement partners on the audit resulting in this independent auditors’ report are Chen Mei Fang and Chung Tan Tan.

KPMG

Taipei, Taiwan (Republic of China) March 14, 2022

Notes to Readers

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

The independent auditors’ report and the accompanying financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and financial statements, the Chinese version shall prevail.

  • 282 -

December 31, 2020 Amount
%
3,615,000
4
954
-
1,215,153
1
-
-
1,306,948
1
-
-
281,634
-
32,583
-
1,160,000
1
1,160,000
1
8,918
-
8,918
-
7,621,190
7
3,500,000
4
4,410,000
4
1,704,687
2
6,497,063
6
112,919
-
5,656,112
6
103,221
-
21,984,002
22
29,605,192
29
29,605,192
29
32,848,502
33
583,815
1
2,311,174
2
35,601,629
36
1,287,983
1
39,200,786
39
(966,202)
(1)
(854,259)
(1)
(854,259)
(1)
(1,820,461)
(2)
(1,820,461)
(2)
70,812,642
71
70,812,642
71
100,417,834
100
100,417,834
100
December 31, 2021 Amount
%
$ 1,096,360
1
20,612
-
1,625,672
1
11,333
-
2,339,521
2
13,128
-
478,077
1
44,167
-
300,000
-
57,718
-
5,986,588
5
3,500,000
3
11,808,900
10
3,131,573
3
6,763,683
6
108,032
-
5,254,518
4
113,754
-
30,680,460
26
36,667,048
31
37,848,502
32
1,454,301
1
2,389,125
2
35,390,076
31
4,950,734
4
42,729,935
37
(948,859)
(1)
(576,946)
-
(1,525,805)
(1)
80,506,933
69
$
117,173,981
100
Liabilities and Equity Current liabilities: Short-term loans (note 6(k)) Current contract liabilities (note 6(v)) Accounts payable Accounts payable to related parties (note 7) Other payables (note 7) Current tax liabilities (note 4) Provisions-current (notes 4, 6(p) and 6(r)) Lease liabilities-current (notes 4 and 6(o)) Long-term liabilities-current portion (notes 4 and 6(l)) Other current liabilities, others Total current liabilities Non-Current liabilities: Bonds payable (notes 4 and 6(m)) Long-term bank loans (note 6(l)) Provisions-non-current (notes 4, 6(p) and (r)) Deferred income tax liabilities (notes 4 and 6(s)) Lease liabilities-non-current (note 6(o)) Long-term bills payable (note 6(n)) Other non-current liabilities, others Total non-current liabilities Total liabilities Equity (note 6(t)): Common stock Capital surplus Retained earnings : Legal reserve Special reserve Unappropriated earnings Others equity: Exchange differences arising on translation of foreign operations Unrealized gains or loss on financial assets at fair value through other comprehensive income Total equity
Total liabilities and equity
2100 2130 2170 2180 2200 2230 2250 2280 2320 2399 2530 2540 2550 2570 2580 2611 2670 3110 3200 3310 3320 3350 3410 3420
December 31, 2020 Amount
%
1,008,698
1
661,224
1
1,526,506
2
89,369
-
73,046
-
-
-
2,225,117
2
583,674
1
2,012,475
2
8,180,109
9
7,832,673
8
2,500,585
2
28,658,681
29
15,208,808
15
144,335
-
37,612,887
37
11,009
-
268,747
-
92,237,725
91
100,417,834
100
December 31, 2021 Amount
%
$ 2,782,774
2
187,229
-
2,773,447
2
612,517
1
95,803
-
5,377
-
3,222,256
3
620,835
1
441,543
1
10,741,781
10
5,117,918
4
2,741,382
2
43,171,377
37
16,057,288
14
150,045
-
38,850,641
33
11,009
-
332,540
-
106,432,200
90
$
117,173,981
100
Assets Current assets: Cash and cash equivalents (notes 4 and 6(a)) Current financial assets at fair value through profit or loss (notes 4 and 6(b)) Notes and accounts receivable, net (notes 4 and 6(d)) Accounts receivable related parties, net (notes 4, 6(d) and 7) Other receivables (notes 4, 6(d) and 7) Total current tax assets (notes 4) Inventories (notes 4 and 6(e)) Prepayments Other current assets (note 6(f)) Total current assets Non-current assets: Non-current financial assets at fair value through profit or loss (notes 4 and 6(b)) Non-current financial assets at fair value through other comprehensive income (notes 4 and 6(c)) Investments accounted for using equity method (notes 4 and 6(g)) Property, plant and equipment (notes 4 and 6(h)) Right-of-use assets (notes 4 and 6(i)) Investment property, net (notes 4 and 6(j)) Deferred income tax assets (notes 4 and 6(s)) Other non-current assets (note 8) Total non-current assets Total assets
1100 1110 1170 1180 1200 1220 130X 1410 1470 1510 1517 1551 1600 1755 1760 1840 1900
  • 283 -

(English Translation of Financial Statements Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION

Statements of Comprehensive Income

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

4000
Operating revenue (notes 46(v)and 7)
5000
Operating costs (note 6(e))
5910
Less: Unrealized (profit) loss from sales
5920
Add: Realized profit (loss) from sales
Gross profit (loss) from operations
Operating expenses (note 7):
6100
Selling expenses
6200
Administrative expenses
6300
Research and development expenses
6450
Impairment loss determined in accordance with IFRS 9
Total operating expenses
Net operating income (loss)
Non-operating income and expenses:
7100
Total interest income (note 6(x))
7010
Other income (notes 6(x) and 7)
7590
Other gains and losses (note 6(x))
7050
Finance costs (notes 6(o) and 6(x))
7060
Shares of profit (loss) of associates and joint ventures accounted for using equity method, net (notes 4 and
6(g))
7255
Gains on fair value adjustment, investment property (notes 4 and 6(j))
7235
Gains on financial assets at fair value through profit or loss (notes 4 and 6(b))
7673
Impairment loss on property, plant, and equipment (notes 4 and 6(h))
Total non-operating income and expenses
Profit before income tax
7950
Less: income tax expenses (benefit) (notes 4 and 6(s))
Profit
8300
Other comprehensive income (loss):
8310
Items that may not be reclassified subsequently to profit or loss:
8311
Gains (losses) on remeasurements of defined benefit plans (notes 4 and 6(r))
8316
Unrealized gains (losses) from investments in equity instruments measured at fair value through other
comprehensive income (notes 4 and 6(t))
8330
Shares of other comprehensive income of subsidiaries, associates and joint ventures accounted for using
equity method, components of other comprehensive income that will not be reclassified to profit or loss
(notes 4 and 6(t))
8349
Allocation of income tax to the above items
Components of other comprehensive income that will not be reclassified to profit or loss
8360
Items that may be reclassified subsequently to profit or loss:
8361
Exchange differences arising on translation of foreign operations
8367
Unrealized gains (losses) from investments in equity instruments measured at fair value through other
comprehensive income (notes 4 and 6(t))
8380
Shares of other comprehensive income of subsidiaries, associates and joint ventures accounted for using
equity method, components of other comprehensive income that may be reclassified to profit or loss
(notes 4 and 6(t))
8399
Allocation of income tax to the above items
Components of other comprehensive income that will be reclassified to profit or loss
8300
Other comprehensive income (loss), net
8500
Total comprehensive income
Earnings per share (notes 4 and 6(u))
9750
Basic earnings per share
9850
Diluted earnings per share
2021
Amount
%
$ 30,564,118
100
26,177,163
86
4,386,955
14
(1,476)
-
(7,042)
-
4,378,437
14
444,164
1
770,032
3
329,694
1
-
-
1,543,890
5
2,834,547
9
54,028
-
267,607
1
(1,353,924)
(4)
(259,640)
(1)
220,699
1
2,911,289
9
183,189
1
(915,669)
(3)
1,107,579
4
3,942,126
13
338,918
1
3,603,208
12
(78,021)
-
242,236
1
39,039
-
-
-
203,254
1
(138,595)
-
-
-
155,938
1
-
-
17,343
1
220,597
2
$
3,823,805
14
$
1.09
$
1.09
2020
Amount
%
14,797,092
100
15,287,375
103
(490,283)
(3)
7,042
-
(1,742)
-
(484,983)
(3)
348,055
2
464,098
3
337,654
2
-
-
1,149,807
7
(1,634,790)
(10)
71,019
-
363,470
3
(376,661)
(3)
(187,982)
(1)
331,277
2
896,310
6
621,913
4
-
-
1,719,346
11
84,556
1
(596,433)
(4)
680,989
5
(24,657)
-
375,078
2
14,883
-
-
-
365,304
2
(161,687)
(1)
-
-
-
-
-
-
(161,687)
(1)
203,617
1
884,606
6
0.21
0.21

See accompanying notes to financial statements.

  • 284 -
Total equity 67,116,769 680,989 203,617 884,606 - - (985,455) 3,796,481 241 - 70,812,642 3,603,208 220,597 3,823,805 - - 5,869,362 1,124 - - 80,506,933
Total other equity interest Unrealized gains (losses) on financial Exchange
assets measured at
differences on
fair value through
translation of
other
foreign financial
comprehensive
statements
income
(804,515)
(1,120,657)
-
-
(161,687)
392,697
(161,687)
392,697
-
-
-
-
-
-
-
-
-
-
-
(126,299)
(966,202)
(854,259)
-
-
17,343
278,697
17,343
278,697
-
-
-
-
-
-
-
-
-
(1,384)
-
-
(948,859)
(576,946)
Unappropriated retained earnings 1,779,147 680,989 (27,393) 653,596 (173,844) (111,367) (985,455) - (393) 126,299 1,287,983 3,603,208 (75,443) 3,527,765 (77,951) (1,210,033) - - 1,384 1,421,586 4,950,734
Retained earnings Special reserve 35,490,262 - - - - 111,367 - - - - 35,601,629 - - - - 1,210,033 - - - (1,421,586) 35,390,076
Legal reserve 2,137,330 - - - 173,844 - - - - - 2,311,174 - - - 77,951 - - - - - 2,389,125
Capital surplus 1,286,700 - - - - - - (703,519) 634 - 583,815 - - - - - 869,362 1,124 - - 1,454,301
Ordinary shares 28,348,502 - - - - - - 4,500,000 - - 32,848,502 - - - - - 5,000,000 - - - 37,848,502
$ $
Balance at January 1, 2020 Profit for the year ended December 31, 2020 Other comprehensive income for the year ended December 31, 2020 Total comprehensive income for the year ended December 31, 2020 Appropriation and distribution of retained earnings: Legal reserve appropriated Special reserve appropriated Cash dividends of ordinary shares Capital increase by cash Changes in ownership interests in subsidiaries Disposal of investments in equity instruments designated at fair value through other comprehensive income Balance at December 31, 2020 Profit for the year ended December 31, 2021 Other comprehensive income for the year ended December 31, 2021 Total comprehensive income for the year ended December 31, 2021 Appropriation and distribution of retained earnings: Legal reserve appropriated Special reserve appropriated Capital increase by cash Changes in ownership interests in subsidiaries Disposal of investments in equity instruments designated at fair value through other comprehensive income Reversal of special reserve Balance at December 31, 2021
  • 285 -

(English Translation of Financial Statements Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION

Statements of Cash Flows

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit before income tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Net gain on financial assets at fair value through profit or loss
Interest expense
Interest income
Dividend income
Share of profit of subsidiaries, associates and joint ventures accounted for using equity method
Loss on disposal of property, plan and equipment
Gain on disposal of investment properties
Loss on disposal of investments accounted for using equity method
Impairment loss (reversal of impairment loss) on non-financial assets
Unrealized profit (loss) from sales
Realized loss from sales
Impairment loss on property, plant and equipment
Gain on fair value adjustment of investment property
Unrealized remediation expense
Gain on lease modification
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable
(Increase) decrease in accounts receivable due from related parties
(Increase) decrease in other receivables
Increase in inventories
(Increase) decrease in prepayments
(Increase) decrease in other current assets
Total changes in operating assets
Increase (decrease) in contract liabilities
Increase in accounts payable
Increase in accounts payable to related parties
Increase (decrease) in other payable
Decrease in provisions
Increase in other current liabilities
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash outflow generated from operations
Interest received
Interest paid
Income taxes paid
Net cash flows used in operating activities
For the years end ed December 31
2020
84,556
780,577
375
(621,913)
187,982
(71,019)
(132,087)
(331,277)
1,107
-
580
(69,591)
(7,042)
1,742
-
(896,310)
-
(40)
2021
$ 3,942,126
905,652
-
(183,189)
259,640
(54,028)
(164,530)
(220,699)
-
(706,465)
-
14,601
1,476
7,042
915,669
(2,911,289)
1,664,899
(12)
(471,233)
(3,341,327)
(523,148)
(34,911)
(1,011,740)
(37,161)
(34,826)
(4,983,113)
19,658
410,519
11,333
952,546
(41,570)
48,800
1,401,286
(3,581,827)
(4,053,060)
(110,934)
60,803
(256,246)
(59,167)
(365,544)
(1,156,916)
8,358
83,691
468
(274,491)
238,784
12,215
69,025
(87,309)
77,422
-
(252,010)
(70,252)
957
(331,192)
(262,167)
(1,419,083)
(1,334,527)
55,430
(178,968)
(5,379)
(1,463,444)

See accompanying notes to financial statements.

  • 286 -

(English Translation of Financial Statements Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION

Statements of Cash Flows

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) investing activities:
Acquisition of financial assets at fair value through other comprehensive income
Proceeds from disposal of financial assets at fair value through other comprehensive income
Proceeds from capital reduction of financial assets at fair value through profit or loss
Acquisition of financial assets at fair value through profit or loss
Proceeds from disposal of financial assets at fair value through profit or loss
Acquisition of investments accounted for using equity method
Proceeds from disposal of investments accounted for using equity method
Proceeds from capital reduction of investments accounted for using equity method
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Proceeds from cancellation of property purchasing
Proceeds from disposal of investment properties
Decrease (increase) in other financial assets
Increase in other non-current assets
Dividends received
Net cash flows used in investing activities
Cash flows from (used in) financing activities:
Increase in short-term loans
Decrease in short-term loans
Proceeds from issuing bonds
Proceeds from long-term debt
Repayments of long-term debt
Increase in long-term bills payable
Decrease in long-term bills payable
Payment of lease liabilities
Increase (decrease) in other non-current liabilities
Cash dividends paid
Capital increase by cash
Interest paid
Net cash flows from financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
For the years end ed December 31
2020
(387,499)
-
-
(120,000)
120,042
(5,785,200)
5,109
-
(2,847,161)
110
-
-
(1,655,545)
(141,773)
1,265,381
(9,546,536)
15,228,000
(14,713,558)
3,500,000
12,513,900
(11,773,900)
26,152,200
(24,992,200)
(48,813)
(3,069)
(985,455)
3,796,481
(2,036)
8,671,550
(2,338,430)
3,347,128
1,008,698
2021
$ -
1,438
2,751,363
-
620,576
(15,843,590)
-
1,200,000
(2,807,140)
-
186,000
2,380,000
1,605,758
(63,793)
565,111
(9,404,277)
13,873,892
(14,298,145)
-
36,415,100
(32,123,400)
42,437,700
(40,590,500)
(47,662)
10,533
-
5,869,362
(2,983)
11,543,897
1,774,076
1,008,698
$
2,782,774

See accompanying notes to financial statements.

  • 287 -

(English Translation of Financial Statements and Report Originally Issued in Chinese) CHINA PETROCHEMICAL DEVELOPMENT CORPORATION

Notes to the Financial Statements

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company history

China Petrochemical Development Corporation (hereinafter referred to as the “Company”) was founded on July 8, 1969 under the approval of Ministry of Economic Affairs, R.O.C. The Company migrated to No.1, Jingjian Rd., Dashe Dist., Kaohsiung City 815, Taiwan (R.O.C.) on July 18, 2016. The Company primarily engage in the production of petroleum, alkali-chlorine, phosphoric acid and other petrochemical products and by-products and the storage, transportation, purchase and sale of these products, related chemicals and their raw materials, and land development. The primary products are acrylonitrile, caprolactam and nylon.

(2) Approval date and procedures of the financial statements:

The accompanying financial statements were authorized for issue by the Board of Directors on March 27, 2020.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from January 1, 2021:

  • �Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”

  • �Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform— Phase 2”

  • �Amendments to IFRS 16 “Covid-19-Related Rent Concessions beyond June 30, 2021”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Company’s adoption of the new amendments, effective for annual period beginning on January 1, 2022, are expected to have the following impacts:

  • (i) Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”

The amendment prohibits an entity from deducting from the cost of an item of property, plant and equipment any proceeds received from selling items produced while the entity is preparing the asset for its intended use (for example, the proceeds from selling samples produced when testing a machine to ensure if it is functioning properly). The proceeds from selling such samples, together with the costs of producing them, shall be recognized in profit or loss.

The amendments also clarify that testing whether an item of PPE is functioning properly means assessing its technical and physical performance rather than assessing its financial performance – e.g. assessing whether the PPE has achieved a certain level of operating margin.

(Continued)

  • 288 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

The amendments apply retrospectively, but only to items of property, plant and equipment made available for use on or after January 1, 2021. The Company may need to adjust the amount of property, plant and equipment costs, depreciation expenses and profit or loss from selling samples, and will continue to assess the impacts of this amendment on its consolidated financial position and financial performance.

  • (ii) Other amendments

The following amendments are not expected to have a significant impact on the Company’s consolidated financial statements.

  • �Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • �Annual Improvements to IFRS Standards 2018–2020

  • �Amendments to IFRS 3 “Reference to the Conceptual Framework”

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The Company does not expect the following new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its financial statements:

  • �Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

  • �IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”

  • �Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”

  • �Amendments to IAS 1 “Disclosure of Accounting Policies”

  • �Amendments to IAS 8 “Definition of Accounting Estimates”

  • �Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction”

(4) Summary of significant accounting policies:

The significant accounting policies presented in the financial statements are summarized below. The following accounting policies were applied consistently throughout the periods presented in the financial statements.

(a) Statement of compliance

These financial statements have been prepared in accordance with the Regulation Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as “the Regulations”).

(Continued)

  • 289 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (b) Functional and presentation currency

  • (i) Basis of measurement

Except for the following significant accounts, the financial statements have been prepared on a historical cost basis:

  • 1) Financial instruments at fair value through profit or loss are measured at fair value.

  • 2) Financial assets at fair value through other comprehensive income are measured at fair value.

  • 3) Investment property is measured at fair value.

  • 4) The defined benefit liabilities (assets) are measured at fair value of the plan assets less the present value of the defined benefit obligation (please see note 4(p)).

  • (ii) Functional and presentation currency

The functional currency is determined based on the primary economic environment in which the Company operates. The financial statements are presented in New Taiwan Dollar (NTD), which is the Company's functional currency. All financial information presented in NTD has been rounded to the nearest thousand.

(c) Foreign currency

  • (i) Foreign currency transaction

Transactions in foreign currencies are translated into the functional currencies of the Company at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date. Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currency using the exchange rate at the date that the fair value was determined. Non-monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:

  • an investment in equity securities designated as at fair value through other comprehensive income;

  • a financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedges are effective; or

  • qualifying cash flow hedges to the extent the hedge are effective.

(Continued)

  • 290 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Company disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to noncontrolling interests. When the Company disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, exchange differences arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income.

(d) Classification of current and non-current assets and liabilities

An asset is classified as current under one of the following criteria, and all other assets are classified as non-current.

  • (i) It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle, except for those related to land development, which usually have a business cycle longer than one year;

  • (ii) It is held primarily for the purpose of trading.

  • (iii) It is expected to be realized within twelve months after the reporting period; or

  • (iv) The asset is cash and cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is classified as current under one of the following criteria, and all other liabilities are classified as non-current:

  • (i) It is expected to be settled in the normal operating cycle, except for those related to land development, which usually have a business cycle longer than one year;

  • (ii) It is held primarily for the purpose of trading.

(iii) It is due to be settled within twelve months after the reporting period; or

  • (iv) The Company does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

(Continued)

  • 291 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(e) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes should be recognized as cash equivalents.

Bank overdrafts that are repayable on demand and form an integral part of the Company's cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows.

(f) Financial instruments

Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

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

On initial recognition, a financial asset is classified as measured at: amortized cost; Fair value through other comprehensive income (FVOCI) – debt investment; FVOCI – equity investment; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

  • 1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

(Continued)

  • 292 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • 2) Fair value through other comprehensive income (FVOCI)

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’ s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Company's right to receive payment is established.

  • 3) Fair value through profit or loss (FVTPL)

All financial assets not classified as amortized cost or FVOCI described as above are measured at FVTPL. On initial recognition, the Company may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

  • 4) Business model assessment

The Company makes an assessment of the objective of the business model in which a financial asset is held at portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

  • the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management's strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the sale of the assets;

  • how the performance of the portfolio is evaluated and reported to the Company's management;

  • the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

  • how managers of the business are compensated � e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

  • the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

(Continued)

  • 293 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, and are consistent with the Company's continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

  • 5) Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, ‘ principal’ is defined as the fair value of the financial assets on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs, as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Company considers:

  • contingent events that would change the amount or timing of cash flows;

  • terms that may adjust the contractual coupon rate, including variable rate features;

  • prepayment and extension features; and

  • terms that limit the Company's claim to cash flows from specified assets (e.g. nonrecourse features)

  • 6) Impairment of financial assets

The Company recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, amortized costs, notes and trade receivables, other receivable, guarantee deposit paid and other financial assets), debt investments measured at FVOCI, and contract assets.

Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Company’ s historical experience and informed credit assessment as well as forwardlooking information.

The Company assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due.

(Continued)

  • 294 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

The Company considers a financial asset to be in default when the financial asset is more than 90 days past due or the debtor is unlikely to pay its credit obligations to the Company in full.

Lifetime ECL are the ECL that result from all possible default events over the expected life of a financial instrument.

12-month ECL are the portion of ECL that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECL is the maximum contractual period over which the Company is exposed to credit risk.

ECL are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive). ECL are discounted at the effective interest rate of the financial asset.

At each reporting date, the Company assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is ‘ credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data:

  • significant financial difficulty of the borrower or issuer;

  • a breach of contract such as a default or being more than 90 days past due;

  • the lender of the borrower, for economic or contractual reasons relating to the borrower's financial difficulty, having granted to the borrower a concession that the lender would not otherwise consider;

  • it is probable that the borrower will enter bankruptcy or other financial reorganization; or

  • the disappearance of an active market for a security because of financial difficulties.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.

The gross carrying amount of a financial asset is written off when the Company has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. The Company individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Company expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’s procedures for recovery of amounts due.

(Continued)

  • 295 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

7) Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Company enters into transactions whereby it transfers assets recognized in its statement of balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.

  • (ii) Financial liabilities and equity instruments

1) Classification of debt or equity

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

2) Equity instrument

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

3) Treasury shares

When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is recognized in capital surplus or retained earnings (if the capital suplus is not sufficient to be written down).

4) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

(Continued)

  • 296 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

5) Derecognition of financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

6) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

(g) Inventories

(i) Manufacturing industry

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is calculated using the weighted average method, and includes expenditure incurred in acquiring the inventories, production or conversion costs, and other costs incurred in bringing them to their present location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

(ii) Construction industry

Inventories of the construction business are measured at the lower of cost and net realizable value. The cost of inventories includes expenditure incurred in bringing them to their existing location and condition and capitalized borrowing costs.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. The net realizable value is estimated as follows:

  • 1) Land held for development: net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses, or estimated by recent market value (development analytical method or comparison method).

  • 2) Construction-in-progress: net realizable value is the estimated selling price (current market condition) in the ordinary course of business, less the estimated costs of completion and selling expenses, or estimated by recent market value.

(Continued)

  • 297 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(h) Investments in associates

Associates are those entities in which the Company has significant influence, but not control or joint control, over their financial and operating policies.

Investments in associates are accounted for using the equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition less any accumulated impairment losses.

The financial statements include the Company’s share of the profit or loss and other comprehensive income of those associates, after adjustments to align their accounting policies with those of the Company, from the date on which significant influence commences until the date on which significant influence ceases. The Company recognizes any changes of its proportionate share in the investee within capital surplus, when an associate’s equity changes due to reasons other than profit and loss or comprehensive income, which did not result in changes in actual proportionate share.

Gains and losses resulting from transactions between the Company and an associate are recognized only to the extent of unrelated Company's interests in the associate.

When the Company's share of losses of an associate equals or exceeds its interests in an associate, it discontinues recognizing its share of further losses. After the recognized interest is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Company has incurred legal or constructive obligations or made payments on behalf of the associate.

(i) Investment in subsidiary

In the preparation of financial reports, the Company adopts the equity method assessment method for the investee companies that can be controlled. Under the equity method, in the financial report, the current profit and loss and other comprehensive gains and losses, and in the financial report of the consolidated basis, the current profit and loss and other comprehensive gains and losses are attributable to the owners of the parent company, and the financial reporting owners' equity and consolidated basis the interests of the owners of the parent company in the financial report are the same.

The Company's changes in the ownership interest of the subsidiaries did not result in loss of control and were treated as an interest transaction with the owners.

(j) Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes. Investment property is initially measured at cost and subsequently at fair value with any change therein recognized in profit or loss.

Any gain or loss on disposal of investment property (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognized in profit or loss. When investment property that was previously classified as property, plant and equipment is sold, any related amount included in ‘other equity - revaluation surplus’ is transferred to retained earnings.

Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.

(Continued)

  • 298 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (k) Property, plant and equipment

  • (i) Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

  • (ii) Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

  • (iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.

Land is not depreciated.

The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:

The estimated useful lives of
periods are as follows:
property, plant
Land improvement 3~30 years
Buildings and constructions 2~60 years
Machine equipment 1~30 years
Transportation equipment 2~40 years
Other equipment 2~13 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

  • (iv) Reclassification to investment property

When the use of a property changes from owner-occupied to investment property, the property is remeasured to fair value and reclassified accordingly. Any gain arising on this remeasurement is recognized in profit or loss to the extent that it reverses a previous impairment loss on the specific property, with any remaining gain recognized in other comprehensive income and presented in ‘other equity - revaluation surplus’.

(Continued)

  • 299 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Any loss is recognized in profit or loss. However, to the extent that an amount is included in the revaluation surplus for that property, the loss is recognized in other comprehensive income and reduces the revaluation surplus within equity.

  • (l) Leases

  • (i) As a leasee

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • fixed payments, including in-substance fixed payments;

  • variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • amounts expected to be payable under a residual value guarantee; and

  • payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • there is a change in future lease payments arising from the change in an index or rate; or

  • there is a change in the Company's estimate of the amount expected to be payable under a residual value guarantee; or

  • there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • there is a change of its assessment on whether it will exercise an extension or termination option, or

  • there is any lease modifications

(Continued)

  • 300 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Company accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Company presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.

If an arrangement contains lease and non-lease components, the Company allocates the consideration in the contract to each lease component on the basis of their relative stand-alone prices. However, for the leases of land and buildings in which it is a lessee, the Company has elected not to separate non-lease components and account for the lease and non-lease components as a single lease component.

The Company has elected not to recognize right-of-use assets and lease liabilities for shortterm leases of machinery that have a lease term of 12 months or less and leases of low-value assets, including IT equipment. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

For sale-and-leaseback transactions, the Company applies the requirements for determining when a performance obligation is satisfied in IFRS15 to determine whether the transfer of an asset is accounted for as a sale of the asset. If the transfer of an asset satisfies the requirement of IFRS15 to be accounted for as a sale of the asset, the Company derecognizes the transferred asset, then measures the right-of-use asset arising from the leaseback at the proportion of the previous carrying amount of the asset that relates to the right of use retained. Accordingly, the Company recognizes only the amount of any gain or loss that relates to the rights transferred to the buyer-lessor. For leaseback transaction, the Company applies the lessee accounting policy. If the transfer of an asset does not satisfy the requirement of IFRS15 to be accounted for as a sale of the asset, the Company continues to recognize the transferred asset and recognizes the financial liability equal to the transfer proceeds.

(ii) As a leasor

When the Company acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Company makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

(Continued)

  • 301 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

When the Company is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease. If a head lease is a short-term lease to which the Company applies the exemption described above, then it classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, the Company applies IFRS15 to allocate the consideration in the contract.

The Company recognizes a finance lease receivable at an amount equal to its net investment in the lease. Initial direct costs, such as lessors to negotiate and arrange a lease, are included in the measurement of the net investment. The interest income is recognized over the lease term based on a pattern reflecting a constant periodic rate of return on the net investment in the lease. The Company recognizes lease payments received under operating leases as income on a straight-line basis over the lease term as part of ‘other income’.

(m) Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than inventories, contract assets, deferred tax assets and investment properties, measured at fair value, less costs) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(Continued)

  • 302 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(n) Provisions

A provision is recognized if, as a result of a past event, the Company has a present obligation that can be estimated reliably, and it is probably that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.

(i) Site dismantling

The estimated obligation on the dismantling, relocation or restoration of property, plant and equipment is recognized as decommissioning cost and liability of property, plant and equipment. The relevant costs of assets are adjusted by subsequent price variation for dismantling and restoration. Depreciation is provided per the remaining useful life of the adjusted cost.

(ii) Site restoration

In accordance with the Company’ s published environmental policy and applicable legal requirements, a provision for site restoration in respect to contaminated land, and the related expense, is recognized when the land is contaminated.

(o) Revenue from contracts with customers

Revenue is measured based on the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Company’s main types of revenue are explained below.

(i) Sale of goods

The Company recognizes revenue when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’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, the acceptance provisions have lapsed, or the Company has objective evidence that all criteria for acceptance have been satisfied. A receivable is recognized when the goods are delivered as this is the point in time that the Company has a right to an amount of consideration that is unconditional.

(ii) Commissions

When the Company acts in the capacity of an agent rather than as the principal in a transaction, the revenue recognized is the net amount of commission made by the Company, and is recognized in proportion to the stage of completion of the transaction.

(Continued)

  • 303 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (iii) Financing components

The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the group Company does not adjust any of the transaction prices for the time value of money.

(p) Employee benefits

(iv) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided.

(v) Defined benefit plans

The Company’s net obligation in respect of defined benefit plans is calculate by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of plan assets.

The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Company, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity. The Company determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Company recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

(vi) Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(Continued)

  • 304 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (q) Income taxes

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

The Company has determined that interest and penalties related to income taxes, including uncertain tax treatment, do not meet the definition of income taxes, and therefore accounted for them under IAS37.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

  • (i) temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

  • (ii) temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

  • (iii) taxable temporary differences arising on the initial recognition of goodwill.

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date, and reflect uncertainty related to income taxes, if any.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) the Company has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • (ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • 1) the same taxable entity; or

  • 2) different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

(Continued)

  • 305 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.

(r) Earnings per share

The Company discloses the Company's basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as employee bonus.

(s) Operating segments

The Company discloses information of operating segments in the consolidated financial statements, which is therefore not included in the financial statements.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

The preparation of the financial statements in conformity with the Regulations by the FSC requires management to make judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Management continues to monitor the accounting estimates and assumptions. Management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the following period.

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the financial statements is as follows:

  • (a) Fair valuation of investment property

The Company's investment property is measured at fair value deriving from external appraisal reports. When the presumed factors implemented in the evaluation process, e.g. discount rates and return on investment, change due to the evolving market and economy, the change may have an impact on the balance of the recognized assets and profit or loss. For more information regarding the valuation, please refer to note 6(j).

  • (b) Impairment of property, plant and equipment, and intangible assets

In the process of evaluating the potential impairment of tangible and intangible assets other than goodwill, the Company is required to make subjective judgments in determining the independent cash flows, useful lives, expected future income and expenses related to the specific asset groups considering of the nature of the industry. Any changes in these estimates based on changed economic conditions or business strategies and could result in significant impairment charges or reversal in future years. Please refer to note 6(h) for further description of the key assumptions used to determine the recoverable amount.

(Continued)

  • 306 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

The Company's accounting policies include measuring financial and non financial assets and liabilities at fair value through profit or loss. The Company’s financial instrument valuation group conducts independent verification on fair value by using data sources that are independent, reliable, and representative of exercise prices. This financial instrument valuation group also periodically adjusts valuation models, conducts back testing, renews input data for valuation models, and makes all other necessary fair value adjustments to assure the rationality of fair value.

The Company strives to use market observable inputs when measuring assets and liabilities. Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments are as follows:

  • (i) Level 1: quoted prices (unadjusted) in active markets for identifiable assets or liabilities.

  • (ii) Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

(iii) Level 3: inputs for the assets or liability that are not based on observable market data.

Information on valuation use hypothesis factors was as follows:

  • (i) Note 6(j) - Investment property;

  • (ii) Note 6(y) - Financial instruments.

(6) Explanation of significant accounts:

  • (a) Cash and cash equivalents
Cash and cash equivalents
Cash on hand
Checking and demand deposits
Time deposits
Cash equivalents
Cash and cash equivalents
December 31,
2021
$ 835
883,006
1,898,933
-
$
2,782,774
December 31,
2020
821
114,424
743,471
149,982
1,008,698

Time deposits with original maturity within three month which are held for the purpose of meeting short-term cash commitments, rather than for investment or other purposes, and are readily convertible to cash at the known amounts and subject to insignificant risk of value changes, are reported as cash equivalents. Please refer to note 6(f) for details of time deposits with original maturity between three months and one year which are accounted for as other financial assets under other current assets.

Please refer to note 6(y) for the fair value sensitivity analysis and interest rate risk of the financial assets and liabilities of the Company.

(Continued)

  • 307 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(b) Financial assets at fair value through profit or loss

Current financial assets designated at fair value through
profit or loss:
Stocks listed on domestic markets
Non-current financial assets designated at fair value through
profit or loss:
Stocks unlisted on domestic markets
Total
December 31,
2021
$ 187,229
5,117,918
$
5,305,147
December 31,
2020
661,224
7,832,673
8,493,897

The dividends income from the financial assets recognized at fair value through profit or loss for the years ended December 31, 2021 and 2020 amounted to $38,612 thousand and $20,110 thousand, respectively.

The Company held common and preferred stocks of Core Pacific City Co., Ltd., wherein the preferred stocks which were converted into common stocks on October 22, 2021 were recognized as non-current financial assets at fair value through profit or loss. A resolution was made during the extraordinary shareholders’ meeting of Core Pacific City Co., Ltd. on November 8, 2021 to reduce its capital by buying back and cancelling its shares to eliminate the accumulated losses of $5,245,397 thousand and $9,998,925 thousand, respectively, with the effective date set on the same date. The Company received the payment of $2,751,363 thousand of the shares that were bought back on November 11, 2021. The Company recognizes the changes in fair value in profit or loss according to the valuation report. The Company or the external appraisers used the net asset value method and relevant return rate to determine the fair value on the valuation date. The amount accounted for gain from investments in equity instruments at fair value through profit or loss was $36,608 thousand and $585,611 thousand for the years ended December 31, 2021 and 2020, respectively.

Core Pacific City Co., Ltd. approved the earning distribution during itsthe shareholders’ meeting on February 23, 2022, which was also the with the same date as the base date. On February 25, 2022, the Company received the cash dividends amounting to $ 5,112,685 thousand, and therefore adjusted the fair value accordingly.

Please refer to note 8 for details of the financial assets at fair value through profit or loss of the Company pledged as collateral as of December 31, 2021 and 2020.

  • (c) Financial assets at fair value through other comprehensive income
Equity investments at fair value through other
comprehensive income - non-current
Stocks listed on domestic markets
Stocks unlisted on domestic markets
Total
December 31,
2021
$ 2,270,979
470,403
$
2,741,382
December 31,
2020
2,059,052
441,533
2,500,585

(Continued)

  • 308 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

The Company designated the investments show above as equity securities at fair value through other comprehensive income because these equity securities represent those investments that the Company intends to hold for long-term strategic purposes.

Please refer to note 6(t) for the gain or loss on financial assets recognized at fair value through other comprehensive income.

The dividend income from the financial assets recognized at fair value through other comprehensive income for the years ended December 31, 2021 and 2020 amounted to $125,918 thousand and $111,977 thousand, respectively.

On September 15, 2020, the Company’s Board of Directors approved a resolution to invest in Chain Yarn Co., Ltd. by purchasing 30,000 thousand common shares amounting to $300,000 thousand, which was accounted for as non-current financial assets at fair value through other comprehensive income.

The director of Praxair Chemax Semiconductor Materials Co., Ltd. (hereinafter referred to as “PRAXAIR”) delegated by the Company, was elected as the new Chairman in the directors’ meeting on January 30, 2013. However, Praxair Inc. did not recognize the director delegated by the Company as the Chairman, resulting in the new Chairman being unable to exercise his authority. Also, the supervisor appointed by the Company was prevented from auditing the accounts and records pursuant to the R.O.C. Company Act, hence, the new Chairman and the designated supervisor representing PRAXAIR, filed an action asking the vice chairman and general manager to provide the accounts and records and requested to return the seal, business invasion and others in a civil lawsuit. The vice chairman delegated by Praxair Inc. claimed privilege to act as the Chairman and filed legal actions declaring the non-existence of the new Chairman’s commission of authority and also sent a letter to the court requesting a dissolution of PRAXAIR, which was rejected by the courts. The supervisor appointed by Praxair Inc. illegally called a temporary shareholders’ meeting in 2013 to propose the dissolution of the Company and reelection of directors and supervisors. Hence, the Company filed legal actions declaring the withdrawal of the resolution from the illegal temporary shareholders’ meetings and the resolutions from the temporary shareholders' meeting was not established. The supervisor filed the legal action against the manager for submitting the accounts and the records, after winning the 1st and 2nd trial, the defendant appealed but was dismissed by the 3rd trial instance. This case was remanded to the Taipei High Court but the verdict was dismissed in 2015. The Company was not satisfied with the appeal and filed the legal action. The judgment was binding and final on December 2017. The vice chairman designated by Praxair Inc. filed legal action declaring the non-existence of the new Chairman’s commission of authority, after the judgment from the High Court that the Chairman designated by the Company won the verdict, the defendant appealed to the 3rd instance, with the Supreme Court dismissing the appeal. The whole case confirms the appointed relationship between the Chairman designated by the Company and PRAXAIR exists. On November 9, 2016, the letter from Ministry of Economic Affairs states that Lin Ke-Ming, appointed by the Company, is the Chairman of PRAXAIR, and restored the representative duty per the judgment No. 2455 from the Supreme High Court in 2015. However, according to the requirement from Ministry of Economic Affairs, both sides were not able to hold the legitimate reelection prior to Janurary 9, 2017 which resulted in vacancy of directors and supervisors of PRAXAIR. In order to strive for the rights and interests of the shareholders, the Company immediately arbitration per joint venture agreement of both sides and applied for an auditor and provisional administrator to instruct the central section office of the Ministry of Economic Affairs to allow Praxair Inc. to conduct the change of registration on July 6, 2017. The Company has filed a request for the arbitration of International Chamber of Commerce in 2018 and

(Continued)

  • 309 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

received the award issued by the International Court of International Chamber of Commerce on September 3, 2018. A part of the award favored for the Company and confirmed that the Company was entitled to receive the dividends from PCSM for the year of 2013. In order to protect the Company’ s right, the Company submitted a lawsuit regarding to withdrawal of a part of such arbitration award against the Company to Taipei District Court. On December 13, 2019, Taipei District Court dismissed the Company’s claim of withdrawing the ICC’s decision. The Company filed an appeal on January 8, 2020, but such appeal was dismissed by Taiwan High Court on September 1, 2020. The Company appealed forthwith to the Supreme Court on September 21, 2020.

As of December 31, 2021 and 2020, the Company provided as collateral a portion of its financial assets. Please refer to note 8 for details of the related assets pledged as collateral.

  • (d) Notes, trades, and other receivables
Accounts receivable (including related parties)
Other receivables
Less: allowance for doubtful receivables
Net amount
December 31,
2021
$ 3,718,460
95,803
(332,496)
$
3,481,767
December 31,
2020
1,948,371
73,046
(332,496)
1,688,921

The Company applies the simplified approach to provide for its expected credit losses, i.e., the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as the incorporated forward-looking information, including macroeconomic and relevant industry information. The loss allowance provisions were determined as follows:

Not past due
Over 0~30 days
Past due more than 1 year
Not past due
Past due more than 1 year
December 31, 2021 December 31, 2021
Carrying
amount of
account
receivables
Weighted
average
expected credit
loss
$ 3,464,495
0~2.73%
16,375
0%
237,590
100%
$
3,718,460
December 31, 2020
Allowance for
expected
credit loss
94,906
-
237,590
332,496
Weighted
average
expected credit
loss
0~5.55%
100%
Allowance for
expected
credit loss
94,906
237,590
332,496

(Continued)

  • 310 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

The movement of the allowance for notes, accounts and other receivables were as follows:

Balance at December 31, 2021 and 2020 For the years ended December 31, For the years ended December 31,
2021
$
332,496
2020
332,496

As of December 31, 2021 and 2020, the aforesaid receivables were not pledged as collateral.

For credit risk information, please refer to note 6(y).

(e) Inventories

Finished goods
Work in progress
Raw materials
Fuel
Subtotal
Land held for construction site
Land held for construction site - compensation for levied land
Payment for floor area ratio
Construction in progress
Subtotal
Total
December 31,
2021
$ 1,011,642
435,141
1,683,850
19,887
3,150,520
4,120
9,423
13,535
44,658
71,736
$
3,222,256
December 31,
2020
604,363
277,621
1,296,257
14,342
2,192,583
-
9,423
13,535
9,576
32,534
2,225,117

The details of the cost of sales were as follows:

Cost of goods sold
Write-down of inventories (Reversal of write-downs)
Net inventory loss (profit)
Unallocated fixed production overheads from idle facilities
Revenue from sale of scraps
Net amount
For the years ended December 31, For the years ended December 31,
2021
$ 25,249,056
14,601
(1,790)
926,881
(11,585)
$
26,177,163
2020
14,002,619
(69,591)
1,277
1,359,745
(6,675)
15,287,375

As of December 31, 2021 and 2020, the aforesaid inventories were not pledged as collateral.

(Continued)

  • 311 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(f) Other current assets

Other financial assets
Others
December 31,
2021
$ 49,787
391,756
$
441,543
December 31,
2020
1,655,545
356,930
2,012,475

Other financial assets are time deposits with original maturity between three months and one year.

(g) Investments accounted for using equity method

The Company's investments accounted for using the equity method at the reporting date were classified as follows:

Subsidiaries
Associates
Total
December 31,
2021
$ 41,748,469
1,422,908
$
43,171,377
December 31,
2020
27,518,817
1,139,864
28,658,681

(i) Subsidiaries

Please refer to the consolidated financial statements.

(ii) Associates

The Company's investments accounted for using the equity method that are individually insignificant were as follows:

Carrying value of insignificant associates
Attribution to the Company
Profit from continuing operations
Other comprehensive income (loss)
Total comprehensive income
December 31,
2021
December 31,
2020
$
1,422,908
1,139,864
For the years ended December 31,
December 31,
2020
1,139,864
2021
$ 334,873
2,933
$
337,806
2020
61,709
(2,494
59,215

(Continued)

  • 312 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (iii) On November 26, 2013, the plan to invest in China was approved during the meeting of the Board of Directors of the Company. On March 25, 2014 and November 1,2018, the Investment Commission, Ministry of Economic Affairs (MOEA) approved the investment of the Company in Jiangsu Weiming Petrochemical Corporation in China in the amount of CNY2,388,000 thousand (equivalent to $11,100,000 thousand) mainly to establish a manufacturing operations for petrochemical products (including hydrorefining crude benzol, cyclohexanone, nylon 6, etc.).

  • (iv) On August 12, 2019, a resolution was made during the board meeting of the Company to invest in Jean Pacific Development Co., Ltd., in the amount of $480,000 thousand. On March 27, 2020, a resolution was made during the board meeting of the Company to invest $140,000 thousand in Jean Pacific Development Co., Ltd., according to the proportion of shareholding.

  • (v) On August 13, June 16, 2021, and January 31, 2020, respectively, resolutions were made during the board meeting of the Company to raise capital for Ding-Yue Development Co., Ltd. amounting to $18,040,000 thousand, for the purpose of its engagement in join open bidding of Core Pacific City permanent land ownership and meet funding requirement.

  • (vi) The dividends income from the Company's investments accounted for using the equity method for the years ended December 31, 2021 and 2020, amounted to $400,581 thousand and $1,133,294 thousand, respectively. Furthermore, the Company received the payment of $1,200,000 thousand of the shares that were bought back from the Company's investments accounted for using the equity method during 2021.

  • (vii) As of December 31, 2021 and 2020, the Company provided as collateral a portion of its investments in aforesaid equity accounted investees. Please refer to note 8 for details of the related assets pledged as collateral.

  • (h) Property, plant and equipment

The cost, depreciation, and impairment of the property, plant and equipment of the Company for the years ended December 31, 2021 and 2020 were as follows:

Cost or deemed cost:
Balance as of January 1, 2021
Additions
Disposal
Adjustment
Reclassification
Return
Balance as of December 31, 2021
Balance as of January 1, 2020
Additions
Disposals
Adjustment
Reclassification
Balance as of December 31, 2020
Land
$ 5,647,642
-
-
-
-
-
$
5,647,642
$ 5,647,642
-
-
-
-
$
5,647,642
Land
improvements
267,097
-
-
-
(39)
-
267,058
264,291
-
-
2,806
-
267,097
Buildings
2,734,123
-
-
12,132
-
-
2,746,255
2,367,463
-
(8,138)
369,187
5,611
2,734,123
Machinery and
equipment
42,936,647
-
(152,639)
1,603,001
-
-
44,387,009
42,053,876
-
(478,726)
1,367,108
(5,611)
42,936,647
Vehicles
61,933
-
(529)
271
-
-
61,675
59,057
-
(1,843)
4,719
-
61,933
Other facilities
208,417
-
(337)
24,020
-
-
232,100
197,486
-
(3,580)
14,511
-
208,417
Construction in
progress
3,960,320
2,807,140
-
(1,639,424)
-
(186,000)
4,942,036
2,871,490
2,847,161
-
(1,758,331)
-
3,960,320
Accumulated
impairment
-
-
-
-
-
-
-
-
-
-
-
-
-
Total
55,816,179
2,807,140
(153,505)
-
(39)
(186,000)
58,283,775
53,461,305
2,847,161
(492,287)
-
-
55,816,179

(Continued)

  • 313 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Depreciation and impairment loss:
Balance as of January 1, 2021

Depreciation for the period
Impairment loss
Adjustment
Reclassification
Balance as of December 31, 2021

Balance as of January 1, 2020

Depreciation for the period
Disposals
Balance as of December 31, 2020

Carrying amounts:
Balance as of December 31, 2021

Balance as of January 1, 2020

Balance as of December 31, 2020
Land
$ -
-
-
-
-
$
-
$ -
-
-
$
-
$
5,647,642
$
5,647,642
$
5,647,642
Land
improvements
221,167
4,682
-
-
(39)
225,810
215,757
5,410
-
221,167
41,248
48,534
45,930
Buildings
1,184,246
76,815
-
-
-
1,261,061
1,120,281
70,995
(7,030)
1,184,246
1,485,194
1,247,182
1,549,877
Machinery and
equipment
34,131,479
759,685
-
(152,639)
-
34,738,525
33,967,241
642,854
(478,616)
34,131,479
9,648,484
8,086,635
8,805,168
Vehicles
47,265
2,408
-
(529)
-
49,144
46,753
2,355
(1,843)
47,265
12,531
12,304
14,668
Other facilities
144,183
13,401
-
(337)
-
157,247
138,145
9,619
(3,581)
144,183
74,853
59,341
64,234
Construction in
progress
-
-
-
-
-
-
-
-
-
-
4,942,036
2,871,490
3,960,320
Accumulated
impairment
4,879,031
-
915,669
-
-
5,794,700
4,879,031
-
-
4,879,031
(5,794,700)
(4,879,031)
(4,879,031)
Total
40,607,371
856,991
915,669
(153,505
(39
42,226,487
40,367,208
731,233
(491,070
40,607,371
16,057,288
13,094,097
15,208,808

(i) Impairment

The Company's main products, caprolactam and nylon, were affected by the industry wide imbalance of supplies and demands, international trade conflicts, the COVID 19 pandemic, rising freight costs, and the increasing production of competitors. As of December 31, 2021, the Company adjusted the strategy of its production and marketing, wherein the carrying amount of relevant production lines in Toufen plant was assessed to be higher than the recoverable amount, resulting in an impairment loss of $915,669 thousand to be recognized as non operating income and expense in the consolidated statements of comprehensive income.

For the year ended 2021, the estimated value-in-use was calculated at the pre tax discount rate of 9.05%. The recoverable amount was the sum of the net fair value, calculated by adding the value-in-use to the fair value, minus the disposal cost. The input value used in the fair value evaluation technique belonged to the third level and is evaluated by using the market method.

(ii) Collateral

As of December 31, 2021 and 2020, the Company provided as collateral, a portion of its property, plant and equipment, please refer to note 8 for details of the related assets pledged as collateral.

(iii) Property, plant and equipment under construction

For the years ended 2021 and 2020, the capitalized interest related to the property, plant and equipment under construction were $27,356 thousand and $4,193 thousand, respectively, which were calculated based on the capitalized interest rates ranging from 1.5960%~1.6011% and 1.5964%~1.5974%, respectively.

(Continued)

  • 314 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(i) Right-of-use assets

The Company leases assets including land, buildings, machinery and equipment and vehicles. Information about leases for which the Company as a lessee is presented below:

Cost:
Balance as of January 1, 2021
Additions
Disposal
Balance as of December 31, 2021
Balance as of January 1, 2020
Additions
Disposal
Balance as of December 31, 2020
Accumulated depreciation and impairment losses:
Balance as of January 1, 2021
Depreciation for the period
Disposal
Balance as of December 31, 2021
January 1, 2020
Depreciation for the period
Disposal
Balance as of December 31, 2020
Carrying amounts:
Balance as of December 31, 2021
Balance as of December 31, 2020
Land
$ 85,643
20,491
(485)
$
105,649
$ 61,787
24,144
(288)
$
85,643
$ 6,231
4,541
(328)
$
10,444
$ 2,821
3,515
(105)
$
6,231
$
95,205
$
79,412
Buildings Machinery
and
equipment
111,057
30,432
(30,940)
110,549
63,906
56,116
(8,965)
111,057
60,621
34,767
(30,940)
64,448
33,708
34,010
(7,097)
60,621
46,101
50,436
Vehicles
11,609
3,605
(2,525)
12,689
16,747
5,598
(10,736)
11,609
4,221
4,620
(2,525)
6,316
7,201
7,076
(10,056)
4,221
6,373
7,388
Total
9,465
-
-
9,465
7,130
9,465
(7,130)
9,465
2,366
4,733
-
7,099
4,753
4,743
(7,130)
2,366
2,366
7,099
217,774
54,528
(33,950)
238,352
149,570
95,323
(27,119)
217,774
73,439
48,661
(33,793)
88,307
48,483
49,344
(24,388)
73,439
150,045
144,335

(j) Investment property

The movement of investment property was as followed:

Cost or deemed cost:
Balance as of January 1, 2021
Disposal
Net gains and losses due to fair value
adjustments
Balance as of December 31, 2021
Balance as of January 1, 2020
Net gains and losses due to fair value
adjustments
Balance as of December 31, 2020
Land
$ 37,595,572
(1,668,271)
2,911,289
$
38,838,590
$ 36,698,539
897,033
$
37,595,572
Buildings
17,315
(5,264)
-
12,051
18,038
(723)
17,315
Total
37,612,887
(1,673,535)
2,911,289
38,850,641
36,716,577
896,310
37,612,887

(Continued)

  • 315 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (i) The Company disposed the investment property with the disposal price of $2,380,000 thousand and the disposal gain of $706,465 thousand.

  • (ii) Evaluation by income approach

The Company's following investment properties were subsequently measured at fair value using the income approach after initial recognition, and has been categorized as a Level 3 fair value based on the inputs to the valuation techniques used. The relevant contract information and key assumptions used in the method were as follows:

December 31, 2021

Subject Qianjin Dist.,
Kaohsiung City
Qianzhen Dist.,
Kaohsiung City
None
None
$550~$700
$450
$604~$632
None
Unused
Leased
$0~ $0
$0~ $0
5.335%
None
4.445%
4.345%
External
independent
appraiser
External
independent
appraiser
Colliers
International
Taiwan
Colliers
International
Taiwan
Feng-ru, Ke
Shiou-ying, Jan
December 31, 2021
December 31, 2021
$ 10,890
$ 2,903,000
Important contract terms
The range of rental in the area where the
investment property is located
The rental range of similar investment
property
The current status of the investment
property
Past earnings
Income capitalization rate
Discount rate
Outsourcing or self-valuation
Evaluation office
Appraiser name
Evaluation date
Outsourcing fair value

(Continued)

  • 316 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

December 31, 2020

Subject Qianjin Dist.,
Kaohsiung City
Qianzhen Dist.,
Kaohsiung City
None
None
$550~$700
450
$576~$617
None
Unused
Leased
$0~ $0
$0~ $0
5.555%
None
4.260%
4.655%
External
independent
appraiser
External
independent
appraiser
Colliers
International
Taiwan
Colliers
International
Taiwan
Feng-ru, Ke
Shiou-ying, Jan
December 31, 2020
December 31, 2020
$ 10,780
2,737,000
Important contract terms
The range of rental in the area where the
investment property is located
The rental range of similar investment
property
The current status of the investment
property
Past earnings
Income capitalization rate
Discount rate
Outsourcing or self-valuation
Evaluation office
Appraiser name
Evaluation date
Outsourcing fair value

In accordance with Article 34 of the Regulations on Real Estate Appraisal, the income approach procedures include estimating the effective gross income and total expenses, computing the net operating income, determining the capitalization rate or discount rate, and computing the income. The attributes used by the Company for the estimations above were the last three years’ data from the subject property and comparable properties which have similar characteristics, and these data were assessed and adjusted based on their persistency, stability, and growth to ensure the availability and reasonableness of these data. The movement of income (cash inflows) and expenditure (cash outflows) for future periods was based on the vacancies or losses, existing or future cash flow plans of the Company, and historical cash flows from the subject property, identical properties, or properties in the same industry. The estimation and computation of the net income were based on the highest and best use of the subject property and have taken into consideration the income generated from comparable properties in the same location based on their highest and best use.

External appraisers use the risk premium method to decide on the direct capitalization rate and discount rate. The fixed deposit interest rate, government bonds rate, real estate investment risk, money supply-demand variation, the trend of real estate value and etc. are taken into consideration to decide the likely rate of return on the most common investment as a basis in order to derive the capitalization rate or discount rate. The differences in individual characteristics between the above most common investment and the subject property are compared in terms of their liquidity, risk, appreciation, and management. As of December 31, 2021 and 2020, the discount rate was 4.345%~4.445% and 4.260%~4.655%, respectively. As of December 31, 2021 and 2020, the weighted average capitalization rate was 5.335% and 5.555%, respectively, derived as the ratio of annual net operating income of comparable properties divided by reasonable price.

(Continued)

  • 317 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (iii) Evaluation through land development analysis

The Company classified its undeveloped land as investment property. The Company adopted the development land analysis approach to measure the fair value of the undeveloped land in accordance with Article 9 of the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and has been categorized as a Level 3 fair value based on the inputs to the valuation techniques used. The relevant information is summarized as follows:

December 31, 2021

Subject Annan Dist., Tainan City Qianzhen Dist., Kaohsiung City
Others
122,550,002 (Note)
2,782,072
20%~22%
12%~18%
4.150%~4.990%
0.92%~3.03%
Colliers International Taiwan
Hon
Bun
Real
Estate
Appraisers
Firm and Colliers International
Taiwan,
Shiou-Ying, Jan and Jian-Hui,
Gu
Jian-Hui, Gu, Shiou-Ying, Jan
and Ching-Tang, Lia
December 31, 2021
December 31, 2021
29,516,000
1,377,615
Qianzhen Dist., Kaohsiung City
Others
110,949,840 (Note)
2,614,812
19%~22%
12%~20%
3.650%~5.8547%
0.92%~3.05%
CCIS
Real
Estate
Joint
Appraisers
Firm,
Colliers
International Taiwan
Hon
Bun
Real
Estate
Appraisers Firm and Colliers
International Taiwan,
Shiou-ying, Jan and Jian-hui, Gu
Yu-xian, Houng, Jian-hui, Gu,
Shiou-ying, Jan, and Ching-
tang, Li
December 31, 2020
December 31, 2020
28,519,000
1,350,116
Estimate total sales price
Rate of return
Capital interest rate
Evaluation office
Appraiser name
Evaluation date
Outsourcing fair value
December 31, 2020
Subject
9,391,820
17%
1.850%
CCIS
Real
Estate
Joint
Appraisers Firm
Chih-Hao, Wu
December 31, 2021
$ 5,043,136
Annan Dist., Tainan City
Estimate total sales price
Rate of return
Capital interest rate
Evaluation office
Appraiser name
Evaluation date
Outsourcing fair value
7,968,120
23%
1.770%
CCIS
Real
Estate
Joint
Appraisers Firm
Huo-ming, Huang
December 31, 2020
$ 4,995,991

Note: some of the estimated market value, as a whole, is determined based on the basic unit.

The Company’ s plan for the development land includes determining the scope of land development, estimating the duration of development, surveying and analyzing costs, obtaining current market prices, conducting on site surveys, and investigating and analyzing the degree of development in the local environment. There was no significant fluctuation revealed by the assessment of macroeconomic factors, i.e., market indexes, population, employment rate, market prices and rates, market equilibrium, and other relevant market factors; hence, these data were used for estimating the total selling price after development or construction, and this expected selling price was used to derive the price before development and construction.

Investment property included several rentals of real property to others. Each lease contract all includes the original non-cancellable lease and the subsequent lease is negotiated with the lessee without collection of contingent rental. Please refer to note 6(q) for the relevant information including rent revenue and the direct operating expenses incurred.

(Continued)

  • 318 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

As of December 31, 2021 and 2020, the Company provided as collateral portion of its investment property. Please refer to note 8 for details of the related assets pledged as collateral.

In the era of pre-Taiwan Alkali Industrial Corporation (TAIC), TAIC had leased the lands located in Tainan and Chiayi area to the local peasants and fishermen, and the surviving tenants shall continue paying the rent to the Company according to the agreements. In the event of the resumption of self-business use or the sale of the lands, the leases shall be terminated under the contractual agreements and Land Laws. If there is any redemption in some cases, the Company will recognize and evaluate the possible expenses and costs case by case.

AnShun Land Located in Tainan City Annan District:

(i) History

  • 1) The land where the AnShun Alkali plants located was originally established by Japanese company Kanegafuchi Soda in 1938 under Japanese Colonial Rule.

  • 2) The Government undertook construction after the Retrocession of Taiwan, and established a state-owned company, TAIC and operated at the AnShun Site. In 1961, the competent authorities in charge of the relevant state-owned enterprises approved the investment plan and budget for producing Pentachlorophenol and sodium pentachlorophenol products used in herbicides and wood preservative fungicides.

  • 3) Due to operational factors, the plant was ordered to be closed by Executive Yuan Department of Economic Affairs (MOEA) in early 1982.

  • 4) In April 1983, MOEA ordered China Petrochemical Development Corp., the state-owned Company, the subsidiary of Chinese Petroleum Corporation (CPC) at the time, to merge with TAIC. The Company took charge of Anshun land of TAIC.

  • 5) Since the said merger, the Company takeover the Anshun land, the Company has never had any act of production, operations, development, use or pollution at the site. According to subsequent investigation and research, parts of the area had detected dioxin and mercury contamination in soil. The land was designated by the Tainan City Government (TCG) and the Environmental Protection Department of the Executive Yuan (EPA) as a “Soil Pollution Control Site” and “Soil pollution remediation site” in April 2002 and March 2004, respectively, per the Soil and Groundwater Pollution Remediation Act (hereinafter referred to as the “SGPR Act” ).

  • 6) TCG and other government authorities cited Article 75 of Taiwan’s Company Law that since the Company merged with TAIC, and was regarded as the surviving company, the Company should take all responsibilities for the rights and obligations of TAIC, along with the treatment projects and remediation plan. As the Company never used the land after being ordered to take charge by MOEA, the Company thus objected and carried out the following administrative and judicial remedies to identify the government conception of the “Polluters” and the condition of pollution:

  • a) The Company filed a plea of State Compensation claim to MOEA, but was refused.

(Continued)

  • 319 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • b) In January 2006, the Company filed a complaint against MOEA in the Taiwan Taipei District Court in the amount of $10,077 thousand for reimbursement compensation.

  • c) The complaint was dismissed by the Supreme Court in February, 2008. Upon the application of Constitution Interpretation by the Company, J.Y. No.714 Interpretation of the Grand Justice was issued in November, 2013, and considered that SGPR Act does not violate the principle of prohibition against retroactive law, or the principle of proportionality the retroactive rule; however, the holding did not mention whether the successor of the Polluter entity should be responsible for the treatment projects and remediation plan under SGPR Act was not within the scope of the regulation.

  • d) The Company has filed series of complaint on those issues according to this Constitutional Interpretation.

  • 7) TCG issued the letter No. 09722000130 and No. 09722003360 in January and February 2008 respectively, and requested the Company to propose a remediation plan for the soil and groundwater pollution of the Anshun plant in accordance with the SGPR Act.

  • a) The Company proposed the “Tainan City, CPDC former TAIC Anshun site and 2nd class number nine road on the eastern side of the grass area of the site, soil pollution remediation pollution remediation plan” per the regulation at the end of June 2008 and the plan was submitted to TCG for review and formally approved in May 2009. In 2012, the remediation plan was put forward and approved on July 2, 2012. The 1st instance was completed in September 2014 and entered the second phase of the remediation, which will last 10 years. A second revision of the remediation plan was proposed and submitted to TCG for review, and the approval letter issued by TCG informed of the approval of the 2nd remediation plan, which shall be publicly displayed per regulations. Currently, the Tainan City Environmental Protection Bureau reviewed and adopted the plan on April 14, 2015 and the assessment was announced by TCG on May 4, 2015. According to the remediation technology and the actual implementation of the subsequence adjustment, the 3rd remediation change plan was proposed on March 2, 2017, which remediation plan was focus on the remediation plan of 2nd phase and brought in the unfinished items in the 2nd change plan. Currently, the 3rd plan was reviewed and adopted on Janurary 3, 2018.

  • b) The Company had estimated the remediation expense according to the remediation plan. Please refer to note 6(p) for relevant remediation expenses and provisions.

(Continued)

  • 320 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(ii) Extension legislation:

  • 1) Remediation prepay

  • a) TCG on February 27, 2008 with the letter No. 09722004430 asked the Company to pay each expense: $88,786 thousand, coming from investigation assessments and strain necessary measures, which was prepaid by TCG and EPA on behalf of land polluters, within deadline. The expense would double and transfer to court for enforcement if overdue. This expense was adjusted to list in 2007 per Financial Accounting Standards and the Company prepaid on behalf of land relations based on the laws and regulations in July 2008. The Company objected to the prepaid expense and land polluter. Hence, the administrative remedy was proposed in July 2008, with Kaohsiung High Administrative Court (KHAC) sentencing the Company to pay the expense $88,430 thousand in January 2008. The Company appealed in March 2008 and Supreme Administrative Court sent the case back to KHAC for further trial. KHAC sentenced the original punishment and the petition decision beyond $76,066 thousand was withdrawn. In December 2013, both parties proposed the appeal for the unfavorable parts and Supreme Administrative Court sentenced the amount beyond $203 thousand and lawsuit expenses are all abandoned in April 2015 and sent back to KHAC for continued trial. The determined withdrawn amount $356 thousand had all been returned back to the account by TCG. KHAC rejected the appeal of the Company on December 2016. The Company proposed the appeal remedy for the unsatisfied sentenced contents on January 2017. Supreme Administrative Court sentenced on January 2018 that the expenses $1,135 thousand did not need to be undertaken by the Company.

  • b) TCG on May 22, 2009 with the letter No. 09822013680 asked the Company pay the expenses $17,962 thousand, which resulted from the relevant working plan of Anshun Land Site soil pollution remediation and was prepaid by TCG on behalf of the Company, and TCG in December 2009 with the letter No. 09822035440 asked the Company to pay the above fees prior to January 31, 2010. The Company estimated such expense at the end of 2009 and proposed the administrative remedy in January 2010 and prepaid the above fees within the deadline inquired by TCG based on the law regulations. The petition was rejected in March 2011, and therefore, the administrative lawsuit was proposed according to the law. KHAC sentenced that the amount beyond $17,867 thousand was withdrawn. After the appeal, Supreme Administrative Court sentenced to return back to KHAC for further trial in September 2013. KHAC sentenced the amount beyond $7,068 thousand was withdrawn on October 7, 2015 and this case had been appealed for the remedy. The determined withdrawn amount $95 thousand had been returned back to the account by TCG. The verdict from Supreme Administrative Court had been received on February 18, 2017, the fact was again returned back to KHAC for the trial. In July 2018, KHAC considered that the payment amount which is exceeding $8,121 thousand shall be revoked. Both parties are dissatisfied and file an appeal. In January 2020, Supreme Administrative Court annulled the original judgment, remanding the case back to KHAC. On November 24, 2020, The court’s judgement is announced that the payment amount which exceeds $7,622 thousand shall be revoked. For the Company’ s best interests and reasonable pollution remediation fee, the Company filed an appeal on December 18, 2020. The case is still under trial now.

(Continued)

  • 321 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • c) TCG, in February 2014, passed that the Company was the polluters per judgment No. 1953 which was pass down in 2007 and asked the Company to pay the 2011 advanced payment of supervision and management on behalf of Anshun factory, in the amount of $27,444 thousand. The Company paid the fee in advance as previous mention within the requested deadline by TCG based on the law regulations and filed the petition for remedy in March 2014, which was rejected by the petition authorities. The Company was not satisfied with the result and filed the administrative legal appeal in September of same year. The KHAC sentenced the Company to pay $154 thousand. However, TCG was not satisfied with the verdict and filed the appeal for remedy, the Company also filed an appeal based on the Company’ s claims to Supreme Administrative High Court. The Supreme Administrative High Court reversed the original verdict in February 2018, and currently the case is under hearing by the KHAC. On December 19, 2019, a fine of $5,301 thousand was imposed by the court; in pursuit of the best interest of the Company, an appeal was filed with Supreme Administrative Court on January 16, 2020. The Supreme Administrative Court made the final ruling, which was binding, that the Company should only pay the amount of $538 thousand on October 28, 2021. However, the Company received the complaint for a rehearing action from the Tainan City Government on December 23, 2021. The Company has responded accordingly regarding the case, which was still in progress as of the reporting date.

  • d) TCG, in May 2016, issued the letter No. 10504498726, requesting the Company pay a fee for the “ supervision management and audit work plan of 2013 CPDC (TAIC) Anshun plant site remediation” and requesting the Company pay the fee of $63,271 thousand prior to July 20, 2016, per paragraph 4 of article 14, article 15 and paragraph 1 of article 43. The Company paid the fee within the requested deadline by TCG based on applicable regulations. After the rejection of the petition for the remedy in June 2016, the Company filed for administrative litigation in December 2016. The court’ s judgement is announced that the payment amount which exceeds $4,845 thousand shall be revoked. in July 2017. In order to maintain the Company’ s right and interest, the Company had proposed the appeal to Supreme Administrative Court for remedy of the unfavorable parts in August 2017. In the meanwhile, TCG filed for an appeal too. On October 31, 2018, Supreme Administrative Court dismissed the Company’ s appeal, revoked the rest of the verdicts and remanded the case back to Kaohsiung High Administrative. Except for the judgement is final and binding, The Court ruled that the amount exceeding $35,018 thousand was revoked, and the Company shall pay $39,863 thousand. Both parties appealed to Supreme Administrative Court base on their unprofitable part of verdict in October 2019. The Company received the final ruling, which was binding, from the Supreme Administrative Court on January 22, 2022, wherein the portion over $7,276 thousand that TCG ordered the Company to pay need not be included. Instead, the Company should only pay the total amount of $12,121 thousand, including the final and binding portion of the judgment.

(Continued)

  • 322 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • e) TCG issued the letter No. 1080412260 in April 2019, requesting the Company to pay before June 30, 2019. TCG claimed to have performed "2016 China Petroleum & Chemical Corporation Anshun Plant Remediation Site Supervision, Management and Checking Work Plan" on behalf of the Company and request the Company to pay $59,624 thousand in accordance with Article 14 (4) and Article 15 of the SGPR Act. Based on the laws and regulations, the Company paid the aforementioned fees first within the time limit set by TCG and filed an administrative appeal in May of the same year. TCG dismissed the Company’ s petition on August 28, 2020. The Company initiate an action to KHAC for the administrative remedy on October 28, 2020 and this case is still under trial now.

  • f) TCG issued the letter No. 1090092471 on August 31, 2020, requesting the Company to pay before October 20, 2020. TCG claimed to have performed “2018 China Petroleum & Chemical Corporation Anshun Plant Remediation Site Supervision, Management and Checking Work Plan” on behalf of the Company, and requested the Company to pay $32,718 thousand in accordance with Article 14 (4) and Article 15 and Article 43 (1) of the SGPR Act. Based on the laws and regulations, the Company paid the aforementioned fees first within the time limit set by TCG, and filed an administrative appeal in September of the same year. TCG dismissed the Company’s petition on December 25, 2020. On February 26, 2021, the Company filed an appeal to KHAC, who made the final ruling, which was binding, on December 29, 2021, stating that the Company should only pay the amount of $493 thousand. As a favor to TCG, the Company decided not to file an appeal against the final ruling.

  • 2)

  • TCG claimed that the Company did not implement per the remediation process.

  • a) TCG, in June 2017, with the letter No. 1060630217 attached with sanction letter No. 106060012 determined the 3rd remediation change plan not proposed and took it as reason and imposed a penalty of $1,000 thousand. After the verification, there is no ‘take it as’ term in SGPR Act and Implementation rules, which violated the principle of administration. The petition remedy had been proposed in July 2017 and the rejection of petition was received in October of the same year. The Company proposed to KHAC for the administrative remedy in December of the same year. Later, an against judgment is rendered against the Company. The Company filed an appeal to the Supreme Court. On July 7, 2020, the Supreme Court reversed and remended the original judgement and remand the case to the KHAC. On December 28, 2020, KHAC give the judgement against the Company. Considering litigation risks and costs, and to lighten the relations between the Company and TCG arising from a number of litigations, the Company had decided not to file an appeal. The final judgement was made on January 19, 2021.

  • b) TCG issued the punishment notification No. 108040003 in April 2019 as a result of the concentration of the dioxin in the exhaust pipe test results not being lower than the standard set by the third change plan (less than 0.1ng TEQ/Nm3) and would result in a fine of $200 thousand. An administrative appeal was filed in May 2019 in accordance with the laws, and EPA dismissed in July of the same year. The Company filed an administrative lawsuit in September of the same year. The Tainan District Court ruled against the Company on May 21, 2021. Considering litigation risks, cost effectiveness, and the will of reconciliation, the Company decided not to file an appeal.

(Continued)

  • 323 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

3) Others

  • a) The Company still has the objection on the adscription of pollution responsibility for AnShun land located in Tainan City Annan District and would continue to strive for the possible administrative and law remedy actively.

In view of the jurisdiction explanation No.714, which indicated whether the general successors of polluters bear the burden of remediation responsibilities, was not in the scope of the Soil and Groundwater Pollution Remediation Act. Also, considering the previous TAIC was a state-owned enterprise, and the Anshun plant was controlled, supervised, and assigned operations and gained beneficially by MOEA, Taiwan Provincial Government and CPC, such actions should be part of national behavior, yet, the resulting pollution and remediation was asked to be borne by the private legal person. The Company applied to TCG to determine the beginning of the actual pollution or potential perpetrators, and who should pay the relevant costs and penalties. The rejection was made by TCG in November 2014. The Company filed a legal petition in December 2014 and the original disposal authorities revoked the original punishment in March 2014, hence, EPA made the decision not to proceed with the case. The original disposal authorities revoked the previous punishment but simultaneously imposed a new one, the Company also filed a petition to the new punishment. The Company’s petition was decided not to proceed in August 2015 and the Company filed an administrative legal appeal instead, due to multiple errors. Through the rejection of the Company’s request by KHAC, the Company proposed the appeal for remedy in November 2017. Supreme Administrative Court dismissed the Company’s appeal. The company file a petition for constitutional interpretation, but it was dismissed by Grand Justices of the Constitutional Court.

The cumulative fee of invested and estimated control & management cost and remediation fee were $5,552,840 thousand until December 31, 2021. The preceding remediation fee was estimated according to the current possible situations by the Company. However, unpredictable future events may cause large fluctuations in the total expected remediation fees. This will be closely monitored and evaluated by management.

b) Anshun dormitory designated monuments case

Original Kagakude Negai O Ka Corporation’ s dormitories of Tainan plant belonging to the Company was designated by the TCG, under the letter No. 1031053448A issued on November 17, 2014, as a municipal historic site. However, the administrative sanction has various areas of dispute, thus the Company was not satisfied with the judgment. Hence, the Company filed a legal petition for remedy in December 2014. The petition decision report from the Ministry of Culture revoked the designated land of the Company as a historical site including 4 area in August 2015. The Company appealed for the administrative remedy of the remaining areas, which was under hearing by the Supreme Court. In July 2020, the Supreme Administration Court reversed the original judgement and remanded the case to the KHAC. And this case is still being heard in the Court.

(Continued)

  • 324 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Xincun Land of Taiwan Alkali Co., Ltd.:

1) History

On the premise that the residents obeyed the agreement, the Company signed an agreement with the local communities that land within Feng Shan District, Kaohsiung City shall be granted free of charge for public use.

2) Extension legislation

Business inspector found that the land was occupied by residents that built illegal construction, which violated the agreement. After communicating with the residents’ multiple times, the situation still did not improve. To be responsible for asset management and reach the expectation of the Company’ s shareholders, the Company filed a legal appeal in February 2013 to require to the demolition of the illegal construction and return the land. Kaohsiung District Court rejected the Company’ s petition. Due to the previous judgment, the Company filed a legal appeal for remedy in September 2014, which was rejected by the Kaohsiung High Court in July 2016. The Company filed the appeal for remedy to Supreme Court in August of same year. In April 2019, the court remand the case to KHAC. On September 22, 2021, KHAC judged the Company partly winning and partly lost. The company filed the appeal for the losing parts to the Supreme Court on October 15, 2021. This case is still being heard in the Court.

Shulin Land of Taiwan Alkali Co., Ltd.:

  • 1) History:

  • a) No. 540, 541 and 543, Dongshan Section, Shulin District, New Taipei City and No. 489, Weiwang Section, Shulin Dist., New Taipei City 238, Taiwan including 4 area of lands originally belonged to Shulin plant of TAIC. TAIC established the plant in 1962 and closed the plant in 1975. MOEA in April 1983 ordered the government owned Company which at the time was also a subsidiary of CPC to merge with TAIC.

  • b) Then the plant was subsequently sold to CPC. The New Taipei City Government Environmental Protection Bureau, on August 16, 2010, announced the land as “soil pollution control site”.

  • c) The New Taipei City Government Environmental Protection Bureau issued the letter No. 1000010000 in March 2011 declaring that the Company merging with TAIC was regarded as the surviving company and shall take the responsibility for the rights and obligations of TAIC for soil pollution remediation according to article 75 of Company Act and was deemed as the polluter and required to propose subsequent disposal and remediation.

(Continued)

  • 325 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Since the change of predetermined place of CPC’ s warehouse, the relocation schedule had to be extended to November 15, 2017, resulting in the remediation work schedule to be postponed as well, which led to the postponement of the initial phase of the soil pollution control plan of a partial site of Shulin Land of former the TAIC in April 2017. The New Taipei City Government sent a letter of approval for future reference on May 18, 2017. Thereafter, CPC complied with the government policy regarding the expansion project of Kuo Kuang power Co., Ltd., in which the relocation site had been changed, with the relocation process being extended to December 31, 2021, resulting in the remediation work schedule to also be postponed. Therefore, the 2nd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in August 2019, and the New Taipei City Government sent a letter of approval for future reference on August 16, 2019. Subsequently, CPC had to remove and relocate its automatic storage equipment, resulting in the relocation process to be extended to December 31, 2023, and the remediation work schedule to be postponed. Due to the above matter, the 3rd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in November 2021, and the New Taipei City Government sent a letter of approval for future reference on November 9, 2021. The Company is now performing this project according to the soil pollution control plan.

The relevant remediation expense $273,750 thousand was estimated and listed in 2011 according to Financial accounting standards related regulations. However, it will be assessed to adjust for changes due to internal and external factors in future, which may result in significant differences on the entire remediation expense.

(k) Short-term loans

The short-term loans were summarized as follows:

The short-term loans were summarized as follows:
Letters of credit
Unsecured bank loans
Secured bank loans
Export bills loans
Total
Total short-term credit lines
Unused short-term credit lines
Range of interest rates
December 31,
2021
$ 377,000
500,000
-
219,360
$
1,096,360
$
8,788,297
$
5,162,618
0.669%~1.45%
December 31,
2020
1,175,000
1,300,000
1,140,000
-
3,615,000
6,400,000
1,171,378
1.2799%~1.3857%

Please refer to note 8 for details of the related assets pledged as collateral.

(Continued)

  • 326 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (l) Long-term loans

The long-term loans were summarized as follows:

Secured bank loans
Less: current portion
Total
Total long-term credit lines
Unused long-term credit lines
Range of interest rates
December 31,
2021
$ 12,108,900
(300,000)
$
11,808,900
$
20,450,000
$
7,651,000
1.3%~1.95%
December 31,
2020
5,570,000
(1,160,000)
4,410,000
12,631,000
5,321,000
1.3%~1.9556%

Secured bank loans from Mega International Commercial Bank

On February 2, 2016, the Company signed a syndicated loan agreement for 5 years with Mega International Commercial Bank, the lead bank of the syndicated loan, and 7 other banks in order to raise funds to build the plant and accessory equipment and meet funding requirement. The aggregate amount of credit line of the syndicated loan was $4,470,000 thousand.

  • (i) Syndicated loan A: The credit line is $3,000,000 thousand consisting of medium-term secured loans and non-revolving credit facility, which were used to finance the building of the plant and purchase of accessory equipment.

  • (ii) Syndicated loan B: The credit line is $1,470,000 thousand consisting of medium-term loans and revolving credit facility, which were used to meet funding requirement.

  • (iii) The financial covenants under the loan agreement include the requirement to maintain certain financial ratios based on the reviewed semi-annual consolidated financial report and audited annual consolidated financial reports. If the Company breaches these financial covenants, the syndicated banks may declare the unpaid principal, interest, fees and other sums payable by the Company under the loan agreement to be immediately due and payable. These financial ratios are as follows:

  • 1) Current ratio (total current assets divided by total current liabilities): not lower than 100%.

  • 2) Leverage ratio (total liabilities plus contingent liabilities to tangible net worth): not higher than 150%.

  • 3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.

(Continued)

  • 327 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (iv) In the event that there is a financial ratio violation in any of the fiscal years, the period from the announcement of the consolidated financial report that does not comply with the financial commitments to the announcement date of the next consolidated financial report shall be the improvement period. If the borrower resolves the violation during the improvement period, it is not considered a breach of financial commitment. However, the borrower shall, from the date of the announcement of the consolidated financial report that does not comply with the financial commitment, to the date of interest payable after the expiration of the improvement period, the credit balance of credit cases, in accordance with Article 7 (3) of this contract, the applicable interest rate plus the annual interest rate of 0.05% is charged to interest. If the improvement is not completed within the time limit, from the expiration date of the improvement period, the next interest payable date after the date on which the borrower has filed a consolidated financial report meeting the financial commitments, for the credit balance of this credit, the interest rate shall be calculated based on the contract interest rate plus the annual interest rate of 0.05%, and may be handled in accordance with the breach of contract.

  • (v) The term of the repayment of the category A credit is stipulated as: The first period will be paid off from the date of the first use of the credit application to the expiration of three years. After that, it will be a period of six months for once. Settlement of the liability divided into five phases. The first period to the fourth period, each period shall be settled separately for 12.5% of the outstanding principal balance of the expiration date of the credit period, and the fifth period shall be settled for 50% of the outstanding principal balance of the expiration date of the credit period.

  • (vi) The term of payment of the category B credit is stipulated as: Every period of loan must be not over 180 days. The borrower shall fully repay on the due date as set out in each application for use.

Secured bank loans from Shin Kong Commercial Bank

On March 9, 2020, the Company signed a syndicated loan agreement for 3 years, plus a 2-year extension option, with Shin Kong Commercial Bank, the lead bank of the syndicated loan, and 7 other banks in order to meet the funding requirements. The aggregate amount of credit line of the syndicated loan was $3,900,000 thousand.

  • (i) Syndicated loan A: The credit line is $2,815,000 thousand consisting of medium-term secured loans and revolving credit facility, which was used to meet the funding requirements. The loan period lasts 3 years upon first disbursement. With the premise that the Company does not violate any restrictions, the loan period may be extended upon expiration for 2 years, and limited to once, through written application.

  • (ii) Syndicated loan B: The credit line is $1,085,000 thousand consisting of commercial promissory note agreements and revolving credit facility, which was used to meet the funding requirements. The loan period lasts 1 year upon first disbursement. With the premise that the Company does not violate any restrictions, the loan period may be extended 12 months before expiration, and limited to twice, through written application.

(Continued)

  • 328 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (iii) 24 months after the first disbursement and every 6 months ever since, the credit line of the syndicated loan is diminished by 10% of the total credit line, applicable to the extension period. In advance of each credit line diminished date, for loan A, the Company shall settle any exceeding principal, interests, and other relating liabilities, free of prepayment terms included in the contract. For loan B, the Company shall make deposit to the designated account to make up for the amount of note principal exceeding the credit line, free of prepayment terms included in the contract. The Company may withdraw the deposit after the aforementioned note is settled.

  • (iv) The financial covenants under the loan agreement include the requirement to maintain certain financial ratios based on the reviewed semi-annual consolidated financial statements and audited annual consolidated financial statements. These financial ratios are as follows:

  • 1) Current ratio (total current assets divided by total current liabilities): not lower than 100%.

  • 2) Leverage ratio (total liabilities plus contingent liabilities to tangible net worth): not higher than 100%.

  • 3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.

  • 4) Tangible net worth (total equity excluding intangible assets): not lower than $60,000,000 thousand.

  • (v) In the event that there is a financial ratio violation in any of the fiscal years, the period from the announcement of the consolidated financial statements that does not comply with the financial commitments to the announcement date of the next consolidated financial statements shall be the improvement period. If the borrower resolves the violation during the improvement period, it is not considered a breach of financial commitment. However, the borrower shall, from the date of the announcement of the consolidated financial statements that does not comply with the financial commitment, to the date of interest payable after the expiration of the improvement period, the credit balance of credit cases, in accordance with Article 8 of this contract, the applicable interest rate plus the annual interest rate of 0.05% is charged to interest, plus guarantee fee. If the improvement is not completed within the time limit, from the expiration date of the improvement period, the next interest payable date after the date on which the borrower has filed a consolidated financial statements meeting the financial commitments, for the credit balance of this credit, the interest rate shall be calculated based on the contract interest rate plus the annual interest rate of 0.05%, and may be handled in accordance with the breach of contract.

  • (vi) The term of the repayment of the category A credit is stipulated as: the repayment shall be completed on the expiration date stated in the application form for each disbursement.

  • (vii) The term of the repayment of the category B credit is stipulated as: The repayment shall be completed on the due date stated on the note.

(Continued)

  • 329 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Secured bank loans from CTBC Bank

On July 13, 2020, the Company signed a medium-term loan agreement for 3 years with CTBC Bank in order to meet the funding requirements. The aggregate amount of credit line of the loan was $2,000,000 thousand.

  • (i) The financial covenants under the loan agreement include the requirement to maintain the following financial ratios based on the reviewed semi-annual consolidated financial statements and audited annual consolidated financial statements. In the event of any violation, the CTBC Bank is entitled to reduce credit line, shorten the loan period, and have all principals and interests repaid immediately.

  • 1) Current ratio (total current assets divided by total current liabilities): not lower than 120%

  • 2) Leverage ratio (total liabilities plus contingent liabilities to tangible net worth): not higher than 100%.

  • 3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.

  • 4) Tangible net worth (total equity excluding intangible assets): not lower than $67,000,000 thousand.

  • (ii) According to the loan agreement, 15%, 15% and 70% of the principal will be paid on the 24th, 30th and 36th month, respectively, after the first active date.

Secured bank loans from Taiwan Life Insurance Co., Ltd.

On April 29, 2021, the Company signed a medium-term loan agreement for 58 months with Taiwan Life Insurance Co., Ltd. in order to meet the funding requirements. The Company and Ding-Yue Development Co., Ltd. share a credit line of $4,100,000 thousand, while Ding-Yue Development Co., Ltd. has the upper limit of 1,000,000 thousand.

On October 21, 2021, Ding Yue signed a 4-year syndicated loan agreement with 9 financial institutions, with Shin Kong Commercial Bank as the lead bank. The syndicated loan agreement included a credit line of NT$1,200,000 thousand from Taiwan Life Insurance Co., Ltd. On October 7, 2021, Taiwan Life Insurance Co., Ltd. issued a notice of change in its credit limit. The notice stipulated that the total amount of Ding-Yue’s syndicated loan agreement and the interim guarantee credit contract mentioned in the preceding paragraph will be a maximum amount of NT$4,100,000 thousand. Therefore, starting from October 21, 2021, the total credit limit for the medium-term guarantee contract mentioned in the preceding paragraph was reduced to NT$2,900,000 thousand.

Secured bank loans from Farglory Life Insurance Inc.

On September 30, 2021, the Company signed a medium-term loan agreement for 5 years with Farglory Life Insurance Inc. in order to meet the funding requirements. The aggregate amount of credit line of the loan was $2,000,000 thousand.

Please refer to note 8 for details of the related assets pledged as collateral.

(Continued)

  • 330 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(m) Bonds payable

  • (i) The details of bonds payable were as follows:
The details of bonds payable were as follows:
Secured non-convertible bonds

Less: current portion
Balance of bonds payable

Maturity year
December 31,
2021
$ 3,500,000
-
$
3,500,000
114
December 31,
2020
3,500,000
-
3,500,000
114
  • (ii) The Company issued domestic secured non-convertible bonds at the amount of $3,500,000 thousand in 2020, the terms were as follows:
Issue amount
Issue date
Issue period
Coupon rate
Interest payment date
Repayment and interest payment
Guarantee
The first domestic secured non-convertible bond in
2020
Bond A
Bond B
Bond C
$ 1,500,000
1,000,000
1,000,000
2020.9.21
2020.9.21
2020.9.21
5 years
5 years
5 years
%
0.64
%
0.64
%
0.64
September 21
September 21
September 21
Repayment on
maturity, interest
payment annually
Repayment on
maturity, interest
payment annually
Repayment on
maturity, interest
payment annually
Bank guarantee
(Mega
International
Commercial
Bank)
Bank guarantee
(Bank of Taiwan)
Bank guarantee
(Land Bank of
Taiwan)

Please refer to note 8 for details of the related assets pledged as collateral.

(Continued)

  • 331 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(n) Long-term bills payable

The components of long-term bills payable were as follows:

The components of long-term bills payable were as follows: The components of long-term bills payable were as follows:
December 31, 2021
Acceptance institution Period Amount
Bills payable
International Bills Finance
2021.12.16~2022.02.14 $ 350,000
Corporation
Bills payable
Taching Bills Finance
2021.12.13~2022.03.11 160,000
Corporation
Bills payable
China Bills Finance Corporation
2021.11.09~2022.01.07 400,000
Bills payable
China Bills Finance Corporation
2021.11.22~2022.01.21 270,000
Bills payable
China Bills Finance Corporation
2021.12.21~2022.03.17 660,000
Bills payable
China Bills Finance Corporation
2021.12.01~2022.03.01 230,000
Bills payable
China Bills Finance Corporation
2021.12.01~2022.03.01 160,000
Bills payable
Mega Bills Finance Corporation
2021.12.10~2022.02.17 600,000
Bills payable
Mega Bills Finance Corporation
2021.11.18~2022.02.16 870,000
Bills payable
Mega Bills Finance Corporation
2021.11.25~2022.02.23 500,000
Bills payable
Mega Bills Finance Corporation
2021.12.14~2022.02.24 630,000
Bills payable
Mega Bills Finance Corporation
2021.11.26~2022.02.23 230,000
Bills payable
Mega Bills Finance Corporation
2021.12.16~2022.03.16 200,000
5,260,000
Less: Discount on long-term bills payable (5,482)
Total $ 5,254,518

(Continued)

  • 332 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

December 31, 2020 December 31, 2020
Acceptance institution Period Amount
Bills payable
International Bills Finance
2020.12.07~2021.02.22 $ 200,000
Corporation
Bills payable
International Bills Finance
2020.12.31~2021.01.05 150,000
Corporation
Bills payable
Taching Bills Finance
2020.11.12~2021.01.07 300,000
Corporation
Bills payable
Taching Bills Finance
2020.10.12~2021.01.07 100,000
Corporation
Bills payable
China Bills Finance Corporation
2020.11.09~2021.01.27 800,000
Bills payable
China Bills Finance Corporation
2020.12.22~2021.03.22 500,000
Bills payable
China Bills Finance Corporation
2020.10.12~2021.01.08 500,000
Bills payable
China Bills Finance Corporation
2020.12.11~2021.03.11 720,000
Bills payable
China Bills Finance Corporation
2020.11.10~2021.01.27 30,000
Bills payable
Mega Bills Finance Corporation
2020.10.30~2021.01.26 550,000
Bills payable
Mega Bills Finance Corporation
2020.12.25~2021.02.25 670,000
Bills payable
Mega Bills Finance Corporation
2020.11.17~2021.01.18 200,000
Bills payable
Mega Bills Finance Corporation
2020.11.06~2021.01.18 80,000
Bills payable
Mega Bills Finance Corporation
2020.11.20~2021.01.18 140,000
Bills payable
Mega Bills Finance Corporation
2020.11.25~2021.01.18 270,000
Bills payable
Mega Bills Finance Corporation
2020.11.30~2021.01.26 85,000
Bills payable
Mega Bills Finance Corporation
2020.11.30~2021.01.26 15,000
Bills payable
Mega Bills Finance Corporation
2020.12.04~2021.01.26 150,000
Bills payable
Mega Bills Finance Corporation
2020.12.07~2021.02.25 200,000
5,660,000
Less: Discount on long-term bills payable (3,888)
Total $ 5,656,112

The Company had revolving commercial promissory note agreements with bills finance companies in order to finance its operating requirement. As of December 31, 2021 and 2020, the bills payable bear interest rates ranging from 0.3%~0.97% and 0.28%~1.262%, respectively.

Please refer to note 8 for details of the related assets pledged as collateral.

(Continued)

  • 333 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(o) Lease liabilities

The lease liabilities of the Company were as follows:

Current
Non-Current
December 31,
2021
$
44,167
$
108,032
December 31,
2020
32,583
112,919

For the maturity analysis, please refer to note 6(y).

The amounts recognized in profit or loss were as follows:

Interest on lease liabilities
Expense relating to short-term leases
For the years ended December 31, For the years ended December 31,
2021
$
2,983
$
32,362
2020
2,036
29,424

The amounts recognized in the statement of cash flows for the Company were as follows:

Total cash outflow for leases
(p)
Provisions
Balance as of January 1, 2021
Provisions made during the year
Provisions used during the year
Balance as of December 31, 2021
Current
Non-current
Balance as of January 1, 2020
Provisions made during the year
Provisions used during the year
Balance as of December 31, 2020
Current
Non-current
Decommissioning
$ 1,196,440
-
-
$
1,196,440
$ -
1,196,440
$
1,196,440
$ 1,196,440
-
-
$
1,196,440
$ -
1,196,440
$
1,196,440
For
$
Remediation
project
514,613
1,664,899
(82,034)
2,097,478
473,093
1,624,385
2,097,478
603,972
249,750
(339,109)
514,613
276,650
237,963
514,613
For the years ended December 31, the years ended December 31, the years ended December 31,
2021
83,007
Employee
benefits
2020
80,273
Total
1,986,321
1,761,546
(138,217
3,609,650
478,077
3,131,573
3,609,650
2,056,573
300,179
(370,431
1,986,321
281,634
1,704,687
1,986,321

(Continued)

  • 334 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (i) To comply with the order of TCG, the Company submitted a remediation plan proposal and accrued relevant remediation plan for approval before June 30, 2008 and evaluated the relating remediation expense of $1,647,200 thousand. In May 2009 and on July 2, 2012, the Company was granted official approval of its remediation proposal and amended remediation proposal, respectively. In September 2014, the Company completed the first phase of the implementation of its plan. It is expected to launch the second phase of the implementation of its remediation plan during the next. The Company has submitted the second phase of its amended remediation plan to TCG for approval. On December 24, 2014, TCG notified the Company of its approval and now is under public tender review. The aforementioned remediation costs of the Company were recognized in the total amount of $1,600,000 thousand for the first stage before September 2014. With the launch of the second remediation stage, the Company estimated the cost based on the situation on December 2014 at $1,356,000 thousand. Currently, the Tainan City Environmental Protection Bureau reviewed and adopted the plan on April 14, 2015 and the assessment was announced by TCG on May 4, 2015. According to the remediation technology and the actual implementation of the subsequence adjustment, the 3rd remediation change plan was proposed on March 2, 2017, which was reviewed and adopted on January 3, 2018. In order to accelerate the remediation work and enhance the processing capacity, the Company set up a budget plan in accordance with the above-mentioned relevant remediation plan.

  • (ii) 1) The Company’s four parcels of land at Dongshan section, Shulin district, New Taipei City were the original location of TAIC’s Shulin plants, but then sold to CPC. On August 16, 2010, the Environmental Protection Department of New Taipei City Government has declared that such land as "Soil Pollution Control Site” . In March 2011, the Environmental Protection Department of New Taipei City Government issued letter No. 1000010000. In that letter, the Company was deemed to be the surviving entity, which assumed the rights and obligations of TAIC following its merger with TAIC and TAIC ceased to exist. As the surviving entity from this merger, the Company was therefore declared as the polluter and was required to submit a remedial plan.

  • 2) Since the change of predetermined place of CPC’ s warehouse, the relocation schedule had to be extended to November 15, 2017, resulting in the remediation work schedule to be postponed as well, which led to the postponement of the initial phase of the soil pollution control plan of a partial site of Shulin Land of former the TAIC in April 2017. The New Taipei City Government sent a letter of approval for future reference on May 18, 2017. Thereafter, CPC complied with the government policy regarding the expansion project of Kuo Kuang power Co., Ltd., in which the relocation site had been changed, with the relocation process being extended to December 31, 2021, resulting in the remediation work schedule to also be postponed. Therefore, the 2nd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in August 2019, and the New Taipei City Government sent a letter of approval for future reference on August 16, 2019. Subsequently, CPC had to remove and relocate its automatic storage equipment, resulting in the relocation process to be extended to December 31, 2023, and the remediation work schedule to be postponed. Due to the above matter, the 3rd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in November 2021, and the New Taipei City Government sent a letter of approval for future reference on November 9, 2021. The Company is now performing this project according to the soil pollution control plan. However, it will be assessed to adjust for changes due to internal and external factors in future, which may result in significant differences on the entire remediation expenses.

(Continued)

  • 335 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(q) Operating lease

The Company leases its property, plant and equipment under operating leases. The future minimum lease receivable under these non-cancellable operating leases were as follows:

Less than one year
Between one and five years
Over five years
Over five years
Over five years
Over five years
December 31,
2021
$ 52,041
52,084
42,222
40,407
40,452
376,771
$
603,977
December 31,
2020
36,840
36,840
36,883
27,021
25,206
265,843
428,633

For the years ended December 31, 2021 and 2020, the income from the rental of property, plant and equipment amounted to $49,197 thousand and $23,521 thousand, respectively.

(r) Employee benefits

(i) Defined benefit plans

Reconciliation of defined benefit obligation at present value and plan asset at fair value were as follows:

Present value of defined benefit obligation
Fair value of plan assets
Net defined benefit liabilities
December 31,
2021
$ 517,688
(206,940)
$
310,748
December 31,
2020
486,957
(216,673)
270,284

The provision consists of net defined benefit liabilities and accrued pension liabilities for professional managements. The accrued pension liabilities for professional managements were both $0 thousand as of December 31, 2021 and 2020.

The Company makes defined benefit plan contributions to the pension fund account with Bank of Taiwan that provides pensions for employees upon retirement. Plans (covered by the Labor Standards Law) entitle a retired employee to receive retirement benefits based on years of service and average monthly salary for the six months prior to retirement.

1) Composition of plan assets

The Company allocates pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, and such funds are managed by the Bureau of Labor Funds, Ministry of Labor. With regard to the utilization of the funds, minimum earnings shall be no less than the earnings attainable from two-year time deposits with interest rates offered by local banks.

(Continued)

  • 336 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

The Company’ s Bank of Taiwan labor pension reserve account balance amounted to $205,885 thousand as of December 31, 2021. For information on the utilization of the labor pension fund assets, including the asset allocation and yield of the fund, please refer to the website of the Bureau of Labor Funds, Ministry of Labor.

2) Movement in present value of the defined benefit obligations

The movement in present value of the defined benefit obligations for the Company were as follows:

Defined benefit obligation, January 1
Current service costs and interest cost (income)
Remeasurements loss (gain):
—Actuarial loss due to experience adjustments
—Actuarial loss arising from demographic
assumptions
—Actuarial loss (gain) arising from financial
assumptions
Benefits paid
Defined benefit obligations paid
Defined benefit obligation, December 31
For the years ended December 31,
2021
2020
$ 486,957
531,181
11,790
15,243
36,791
41,056
16,993
-
27,420
(6,255)
(61,510)
(94,268)
(753)
-
$
517,688
486,957
  • 3) Movement of defined benefit plan assets

The movement in the present value of the defined benefit plan assets for the Company were as follows:

Fair value of plan assets, January 1
Expected return on plan assets
Remeasurements loss (gain):
—Actuarial gain due to experience adjustments
Contributions paid by the employer
Benefits paid
Fair value of plan assets, December 31
For the years ended December 31,
2021
2020
$ 216,673
290,272
1,292
2,761
3,183
10,144
47,302
7,764
(61,510)
(94,268)
$
206,940
216,673

(Continued)

  • 337 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • 4) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the Company were as follows:

Current service cost
Net interest of net liabilities for defined benefit
obligations
Operating costs
Selling expenses
Administrative expenses
Research and development expenses
Actual return on plan assets
For the years ended December 31,
2021
2020
$ 8,832
10,119
1,666
2,363
$
10,498
12,482
$ 9,116
10,947
55
56
1,147
1,288
180
191
$
10,498
12,482
$
4,475
12,905
  • 5) Remeasurement of net defined benefit liability (asset) recognized in other comprehensive income

The Company’s remeasurement of the net defined benefit liability (asset) recognized in other comprehensive income for the years ended December 31, 2021 and 2020, was as follows:

Accumulated balance, January 1
Recognized during this year
Accumulated balance, December 31
For the years ended December 31,
2021
2020
$ (175,763)
(151,106)
(78,021)
(24,657)
$
(253,784)
(175,763)
  • 6) Actuarial assumptions

The principal actuarial assumptions at the reporting date were as follows:

Discount rate
Future salary increases rate
For the years ended December 31,
2021
2020
0.625%
0.625%
1.500%
1.000%

The expected allocation payment to be made by the Company to the defined benefit plans for the one-year period after the reporting date is $6,960 thousand.

The weighted average lifetime of the defined benefits plans is 13.65 years.

(Continued)

  • 338 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

7) Sensitivity analysis

If the actuarial assumptions had changed, the impact on the present value of the defined benefit obligation shall be as follows:

December 31, 2021
Discount rate
Future salary increasing rate
December 31, 2020
Discount rate
IFuture salary increasing rate
Impact on the defined benefit
obligation
Increase by
0.25%
Decrease by
0.25%
$ (14,862)
15,447
15,019
(14,531)
(13,307)
13,843
13,521
(13,068)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

There is no change in the method and assumptions used in the preparation of sensitivity analysis for 2021 and 2020.

(ii) Defined contribution plans

The Company allocates 6% of each employee’s monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. Under these defined contribution plans, the Company allocates a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligation.

The cost of the pension contributions to the Labor Insurance Bureau for the years ended December 31, 2021 and 2020 amounted to $42,153 thousand and $42,238 thousand, respectively.

(iii) The pension recognized consists of pension expenses and pensions for professional management. The pension expenses for professional management were $9,333 thousand and $13,291 thousand for the year ended December 31, 2021 and 2020, respectively.

(iv) Short-term compensated absences liabilities

As of December 31, 2021 and 2020, the Company’ s short-term compensated absences liabilities both amounted to $4,984 thousand.

(Continued)

  • 339 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(s) Income Tax

(i) Income tax expense

The components of income tax expense (benefit) for the years ended December 31, 2021 and 2020 were as follows:

Current income tax expense (benefit)
Current period
Adjustment for prior periods
Deferred tax expense (benefit)
Change in land value-added tax
Change in unrecognized deductible temporary
differences
Income tax expense (benefit)
For the years ended December 31, For the years ended December 31,
2021
$ (283,077)
(6,447)
(289,524)
326,216
302,226
628,442
$
338,918
2020
6,607
(72,521)
(65,914)
(523,912)
(6,607)
(530,519)
(596,433)

For the years ended December 31, 2021 and 2020, income tax expenses recognized under other comprehensive income were both $0 thousand.

Reconciliation of income tax (benefit) and profit before tax for the years ended December 31, 2021 and 2020, were as follows:

Profit before income tax
Income tax using the Company’s domestic tax rate
Non-deductible expenses
Tax-exempt income
Current-year losses for which no deferred tax asset was
recognized
Change in unrecognized temporary differences
Change in provision in prior periods
Income Basic Tax
Changes of permanent differences
Change in land value-added tax
Realized investment losses
Others
Income tax expense (benefit)
For the years ended December 31,
2021
2020
$
3,942,126
84,556
$ 788,425
16,911
10,301
8,270
(175,252)
(26,418)
-
138,096
302,226
(144,703)
(6,447)
(72,521)
19,149
-
(657,010)
(368,720)
326,216
(523,912)
(267,763)
(61)
(927)
376,625
$
338,918
(596,433)

(Continued)

  • 340 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(ii) Deferred tax assets and liabilities

1) Unrecognized deferred tax assets

Decommissioning liabilities
Remediation project
Pollution remediation
Allowance for doubtful receivables
Investment property, property, plant and
equipment
Pension
Tax loss
Others
December 31,
2021
$ 104,399
237,893
1,859,585
319,484
3,265,327
173,962
4,624,121
101,647
$
10,686,418
December 31,
2020
93,101
238,563
276,050
319,484
2,931,694
211,520
5,046,899
57,979
9,175,290

The R.O.C. Income Tax Act allows net losses, as assessed by the tax authorities, to offset taxable income over a period of ten years for local tax reporting purposes. Deferred tax assets have not been recognized in respect of these items because it is not probable that future taxable profit will be available against which the Company can utilize the benefits therefrom.

As of December 31, 2021, the expiration years of tax loss unrecognized as deferred tax assets were as follows:

The Company

Year incurred Amount
Expiry Date
$ 53,903
2024
2,132,246
2025
1,870,634
2026
567,338
2030
2014
2015
2016
2020
  • 2) Deferred tax liabilities:

As of December 31, 2021 and 2020, the balance of deferred income tax liabilities for the provision of land value-added tax was $6,763,683 thousand and $6,497,063 thousand, respectively.

(Continued)

  • 341 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

3) Deferred tax assets:

The deferred tax assets for the years ended December 31, 2021 and 2020 were as follows:

December 31, 2021 (equal to January 1)
December 31, 2020 (equal to January 1)
Taxable Loss
$
11,009
$
11,009
Total
11,009
11,009
  • (iii) Assessment of tax

The Company's tax returns for the years through 2019 were assessed by the National Taxation Bureau of Kaohsiung.

(t) Capital and other equity

  • (i) The issuance of common stock

As of December 31, 2021 and 2020, the authorized, issued and outstanding capital of the Company amounted to $37,848,502 thousand and $32,848,502 thousand, respectively, divided into 3,784,850 thousand shares and 3,284,850 thousand shares, respectively, with par value of $10 per share.

Reconciliation of shares outstanding for the years ended December 31, 2021 and 2020 was as follows:

(In thousands of shares)

Balance, January 1
Capital increased by cash
Balance, December 31
Common Stock Common Stock Common Stock
For the years ended December 31,
2021
3,284,850
500,000
3,784,850
2020
2,834,850
450,000
3,284,850

A resolution was made during the general meeting of the shareholders held on July 2, 2021 for the issuance of common stock for cash, with a maximum limit of 600,000 thousand shares. Thereafter, the Company issued 500,000 thousand shares, with par value of $10 per share, amounting to $5,000,000 thousand based on a resolution approved during the Board of Director’s meeting held on September 29, 2021. The above capital increase had been approved by the Securities and Futures Bureau of Financial Supervisory Commission on November 5, 2021, with issue price $11.75 per share, with the base date set on December 21, 2021. The relevant legal registration procedures had been completed.

(Continued)

  • 342 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

In order to invest in the overseas subsidiary for the purpose of plant construction, a resolution was made during the Board of Director’ s meeting held on September 23, 2019 for the issuance of common stock in term of Global Depositary Receipts (GDR), with a maximum limit of 500,000 thousand shares, amounting to USD160,317 thousand, which was approved by Rule No. 1080335763 Financial Supervisory Commission on November 20, 2019. The share price was determined and completed on January 6, 2020 and issued on January 10, 2020. The total units of issued GDR was 18,000 thousand units, which represented the right of common stock for 450,000 thousand shares; for every 25 shares of common stock per unit of GDR, the unit price of GDR was USD7.18, which was equivalent to $8.64 per share, resulting to a total issuance price amounting to USD129,240 thousand. The total amount of the issuance, deducting the costs necessary for the issuance, was $3,796,481 thousand. The capital increase base date was January 10, 2020, and the relevant legal registration procedures had been completed.

(ii) Capital Surplus

The balances of capital surplus were as follows:

Premium of Common stock
Difference arising from subsidiary's share price and its
carrying value
Recognize changes in ownership interests in
subsidiaries
Other
Total
December 31,
2021
$ 1,408,088
26,314
1,758
18,141
$
1,454,301
December 31,
2020
1,242,245
26,314
634
18,141
583,815

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess of par value should not exceed 10% of the total common stock outstanding.

(iii) Retained earnings

As specified in Company's Articles of Incorporation, if the Company has earnings, after payment of taxation, it shall offset the losses in previous years, and set aside a legal reserve and special reserve in accordance with relevant laws and regulations or requested by the authorities in charge. With respect to any balance herein together with the undistributed cumulative profits from previous years and from the current year, the Board of Directors shall prepare an earnings distribution proposal and submit to the shareholders’ meeting for approval according to the following dividend policy. The Company is in a highly capital-intensive industry, subject to volatility and high levels of competition, where the Company is subject to the influence of the global economy and changes in industrial performance. The Company should take into account the Company's business operations, capital needs and status of the competitive environment, interests of shareholders and the Company's own financial planning

(Continued)

  • 343 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

in the allotment of its profits. Under such circumstances, the Company may set aside profits into a special reserve either in whole or in part to assure financial stability and sustainability. The Company may allot dividends in cash or stock. In the case that the allotment is made by way of stock dividend, the ratio for the stock dividend shall not exceed 50% of the total distribution unless the ratio of the Company's total liabilities to total assets is equivalent or above 50% or otherwise prescribed in relevant laws and regulations.

1) Legal reserve

When a company incurs no loss, it may, pursuant to a resolution by a shareholders’ meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of capital may be distributed.

2) Special reserve

Considering the future earnings development, capital needs, industrial competition and the interests of shareholders, the Company transferred the profit of $4,194,973 thousand from the disposal of investment of Xinchang Chemical Industry Co., Ltd. in the year of 2011 as a special reserve in the year of 2012, providing reserves for sustainable development and long-term financial planning. The carrying amount of such special reserve both amounted to $4,194,973 thousand as of December 31, 2021 and 2020.

By adopting the exemptions allowed under IFRS 1 First-time Adoption of International Financial Reporting Standards during the Company’ s first-time adoption of the International Financial Reporting Standards approved by the Financial Supervisory Commission (IFRSs), unrealized asset revaluation gains in shareholders’ equity of $5,281,790 thousand was reclassified to retained earnings. The net increase in retained earnings due to the first-time adoption of IFRSs amounted to $4,235,076 thousand. In accordance with Rule issued by the Financial Supervisory Commission, a special reserve is appropriated from the distribution of retained earnings as a result of an increase in retained earnings due to the first-time adoption of IFRSs. When the related assets are used, disposed of, or reclassified, this special reserve is reversed as distributable earnings proportionately. The Company disposed of the relevant assets on August 18, 2021, and the amount reversed in proportion to the original special reserve was $90,638 thousand. The carrying amount of such special reserve amounted to $4,144,438 thousand and $4,235,076 thousand as of December 31, 2021 and 2020, respectively.

The Company changed the subsequent measurement of investment properties from cost model to fair value model. In accordance with Rule issued by the Financial Supervisory Commission, on the first-time adoption of fair value model for the subsequent measurement of investment properties, the Company set aside an equal amount of special reserve when the fair value increment of investment properties is transferred to retained earnings. The Company appropriated to the special reserve an amount of $21,224,233 thousand as of December 31, 2013. The Company disposed of the relevant assets on August 18, 2021, and the amount reversed in proportion to the original special reserve was $964,044 thousand. The carrying amount of such special reserve amounted to $20,260,189 thousand and $21,224,233 thousand as of December 31, 2021 and 2020, respectively.

(Continued)

  • 344 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

For every year the Company distributes earnings, a special reserve is appropriated in the following order:

  • a) Each year, a special reserve is appropriated from current year's net income and prior years' undistributed earnings for the same amount as the net increase in the fair value of investment property using the fair value model. A special reserve is also appropriated for the same amount as the cumulated net increase in the fair value for the year when the undistributed earnings are not distributed. When the investment property is disposed of, this special reserve is reverted proportionately to distributable earnings. The Company disposed of the relevant assets on August 18, 2021, and the amount reversed in proportion to the original special reserve was $366,904 thousand. As of December 31, 2021 and 2020, the Company appropriated to the special reserve an amount of $6,790,476 thousand and $5,947,347 thousand, respectively.

  • b) A special reserve is appropriated by the parent company for the difference between market value and book value of parent company shares being held by a subsidiary times the percentage of the parent company’ s equity investment in the said subsidiary, if the stock price of the parent company is lower than the its value. If the market value recovers subsequently, this special reserve is reverted proportionately to distributable earnings.

  • c) A portion of current-period earnings and undistributed prior-period earnings is appropriated as a special reserve during earnings distribution. Such appropriation of special reserve is based on the difference between the total net amount of contra accounts in the shareholders’ equity and the carrying amount of special reserve. Similarly, a portion of undistributed prior period earnings (which does not qualify for earnings distribution) is likewise appropriated as a special reserve on account of cumulative changes to other shareholders’ equity pertaining to prior periods. The subsequent reversals of the contra accounts in the shareholders’ equity shall qualify for additional earnings distributions.

  • 3) Earnings Distribution

Earnings distribution for 2021 and 2020 was resolved in the Board of Directors’ meeting held on March 14, 2022 and general meeting of shareholders held on July 2, 2021, respectively. The relevant dividend distributions to shareholders were as follows:

Dividends distributed to ordinary shareholders :
Cash
For the years ended December 31, For the years ended December 31,
2021
$
1,513,940
2020
-

(Continued)

  • 345 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(iv) Treasury shares

In accordance with the requirements under section 28(2) of the Securities and Exchange Act, the Company plans to buy 50,000 thousand ordinary shares from March 30 to May 29, 2020, in order to protect the Company’ s credit and shareholders’ equity. The price range is between $5.03 and $7.50 per share. On May 29, 2020, the market prices were higher than the upper limit of the execution price range for the repurchase of treasury shares, and the stock of the Company was not oversold compared with the market during the original scheduled repurchase period. The repurchase was not executed in order to protect shareholders' equity and take into market mechanisms.

(v) Other equity accounts

Balance, January 1, 2021
Exchange difference on subsidiaries and associates
accounted for using equity method
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income
Disposal of investments in equity instruments
designated at fair value through other
comprehensive income
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income, subsidiaries and associates accounted for
using equity method
Balance, December 31, 2021
Exchange
differences on
translation of
foreign financial
statements
$ (966,202)
17,343
-
-
-
$
(948,859)
Unrealized gains
(losses) from
financial assets at
fair value through
other
comprehensive
income
(854,259)
-
242,236
(1,384)
36,461
(576,946)

(Continued)

  • 346 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Balance, January 1, 2020
Exchange difference on subsidiaries accounted for
using equity method
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income
Disposal of investments in equity instruments
designated at fair value through other
comprehensive income
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income, subsidiaries accounted for using equity
method
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income, associates accounted for using equity
method
Balance, December 31, 2020
(u)
Earnings per share
Exchange
differences on
translation of
foreign financial
statements
$ (804,515)
(161,687)
-
-
-
-
$
(966,202)
Unrealized gains
(losses) from
financial assets at
fair value through
other
comprehensive
income
(1,120,657)
-
375,078
(126,299)
17,552
67
(854,259)
The Company’s earnings per share were calculated as follows:
Basic earnings per share (NT dollars)
Profit attributable to ordinary shareholders of the Company
Weighted-average number of ordinary shares (thousand
shares)
Basic earnings per share
Diluted earnings per share (NT dollars)
Profit attributable to ordinary shareholders of the Company
(diluted)
Weighted-average number of ordinary shares (thousand
shares)
Effect of dilutive potential ordinary shares of employee stock
bonus (thousand shares)
Weighted-average number of ordinary shares (diluted)
(thousand shares)
Diluted earnings per share
For the years ended December 31, For the years ended December 31,
2021
$
3,603,208
3,299,919
$
1.09
$
3,603,208
3,299,919
9,554
3,309,473
1.09
2020
680,989
3,273,785
0.21
680,989
3,273,785
3,039
3,276,824
0.21

(Continued)

  • 347 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(v) Revenue from contracts with customers

  • (i) The Company primarily engages in the production of petrochemical products and by-products and the storage, transportation, purchase and sale of these products, related chemicals and their raw materials. For the details of products and sales area, please refer to note 14(b) and (c) of the consolidated financial statements.

(ii) Contract balances

Notes receivable
Accounts receivable (including related parties)
Less: allowance for doubtful account
Contract liabilities
December 31,
2021
$ 435,938
3,282,522
(332,496)
$
3,385,964
$
20,612
December 31,
2020
345,480
1,602,891
(332,496)
1,615,875
954

Please refer to note 6(d) for disclosure of accounts receivable and allowance for doubtful accounts.

The amounts of revenue recognized for the years ended December 31, 2021 and 2020 that were included in the contract liability balance at the beginning of the periods were $954 thousand and $88,263 thousand, respectively.

(w) Remunerations to employees and directors

In accordance with the Articles of Incorporation, the Company should contribute 3% of the profit as employee compensation and less than 2% as directors' remuneration when there is profit for the year. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The remuneration of employees shall be in the form of cash or shares, whose recipients may include the employees of the Company's affiliated companies who meet certain conditions. The remuneration of directors may solely be cash. The aforesaid profit represents the income before income tax and remuneration for the period.

For the years ended December 31, 2021 and 2020, the remuneration to employees amounted to $124,488 thousand and $2,670 thousand, respectively, and the remuneration to directors amounted to $82,992 thousand and $1,780 thousand, respectively. These amounts were calculated using the Company’ s net income before tax before remuneration to employees and directors for the years ended December 31, 2021 and 2020. These benefits were charged to profit or loss under operating costs or operating expenses for the years ended December 31, 2021 and 2020. When the board of directors decided to distribute stock dividends, the number of which shall be calculated based on the closing price of the Company’s ordinary shares one day before the date of the meeting of Board of Directors. For the years ended December 31, 2021, the actual distribution of the employee remuneration was $0 thousand; while the amount for directors is identical to those stated on financial statements. Related information would be available at the Market Observation Post System website.

(Continued)

  • 348 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(x) Non-operating income and expense

(i) Interest income

The details of interest income were as follows:

Interest income from bank deposits
Other interest income
Total
Other income
The details of other income were as follows:
Rent income
Dividend income
Other income, others
Total
For the years ended December 31,

(ii) Other income

(iii) Other gains and losses

The details of other gains and losses were as follows:

Losses on disposals of property, plant, and equipment
Gains on disposals of investment property
Losses on disposals of investments
Gains on lease modification
Foreign exchange gains
Fee expense
Losses on work stoppages
Remediation expense
Other gains and losses
Other gains and losses, net
For the years ended December 31, For the years ended December 31,
2021
$ -
706,465
-
12
24,125
(159,207)
(248,467)
(1,664,899)
(11,953)
$
(1,353,924)
2020
(1,107)
-
(580)
40
562
(96,684)
(267,501)
-
(11,391)
(376,661)

(Continued)

  • 349 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(iv) Finance costs

The details of finance costs were as follows:

The details of finance costs were as follows:
Interest expense
Finance costs, net
For the years ended December 31,
2021
2020
$ (259,640)
(187,982)
$
(259,640)
(187,982)
2021
$ (259,640)
$
(259,640)
  • (y) Financial Instruments

  • (i) Credit risk

1) Exposure to credit risk

As of December 31, 2021 and 2020, the carrying amount of financial assets represents the Company’s maximum credit exposure.

  • 2) The concentration of credit risk

Under the Company’ s credit policy, customers are requested to provide the Company certain financial information like audited financial report, or other related documents for purposes of evaluating their credit worthiness. Credits are granted to these customers according to the result of the Company’ s credit evaluation. Those customers who do not satisfy the requirement shall not be offered credit.

As of December 31, 2021, 81% of the total amount of accounts receivable was composed of 28 customers. The sales of the Company were not significantly concentrated in a small number of customers.

As of December 31, 2020, 83% of the total amount of accounts receivable was composed of 12 customers. The sales of the Company were significantly concentrated in a small number of customers.

3) Receivables

For credit risk exposure of notes and accounts receivables, please refer to note 6(d).

Other financial assets at amortized cost includes time deposits and guarantee deposit paid. All of these financial assets are considered to have low risk, and thus, the impairment provision recognized during the period was limited to 12 months expected credit losses. As of December 31, 2021 and 2020, the loss allowance provision both amounted to $0 thousand.

(Continued)

  • 350 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(ii) Liquidity risk

The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.

December 31, 2021
Non-derivative financial
liabilities
Accounts payable
Other payables
Other financial liabilities�
current
Other non-current liabilities
�other
Lease liabilities
Floating-rate loans (note)
Fixed-rate loans (note)
Long-term bills payable
(note)
Bonds payable
December 31, 2020
Non-derivative financial
liabilities
Accounts payable
Other payables
Other financial liabilities�
current
Other non-current liabilities
�other
Lease liabilities
Floating-rate loans (note)
Fixed-rate loans (note)
Long-term bills payable
(note)
Bonds payable
Carrying
amount
$ 1,637,005
1,257,680
10,102
109,477
152,199
2,400,000
10,805,260
5,254,518
3,500,000
$ 25,126,241
$ 1,215,153
743,858
7,807
98,944
145,502
2,920,000
6,265,000
5,656,112
3,500,000
$ 20,552,376
Contractual
cash flows
1,637,005
1,257,680
10,102
109,477
171,386
2,468,580
11,620,129
5,260,000
3,589,600
26,123,959
1,215,153
743,858
7,807
98,944
162,846
3,002,128
6,276,029
5,660,000
3,612,000
20,778,765
Within 6
months
1,637,005
1,251,420
10,102
71,577
24,729
-
2,952,186
-
-
5,947,019
1,215,153
743,858
7,807
86,383
18,171
1,465,961
6,276,029
-
-
9,813,362
6-12
months
-
6,260
-
8,905
21,730
302,644
-
-
22,400
361,939
-
-
-
8,668
16,700
-
-
-
22,400
47,768
1-2 years
-
-
-
1,203
20,873
1,739,816
-
5,260,000
22,400
7,044,292
-
-
-
2,146
28,376
-
-
5,660,000
22,400
6,434,608
2-5 years
-
-
-
26,292
17,296
426,120
7,813,756
-
3,544,800
11,828,264
-
-
-
247
26,336
1,536,167
-
-
3,567,200
6,798,642
More than
5 years
-
-
-
1,500
86,758
-
854,187
-
-
942,445
-
-
-
1,500
73,263
-
-
-
-
74,763

The Company does not expect that the cash flow of the due date analysis will occur significantly earlier, or the actual amount will be significantly different.

Note: The amount within 6 months includes recyclable long-term bank loans and long-term bills payable.

(Continued)

  • 351 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(iii) Currency risk

1) Currency risk exposure

The Company's exposures to significant currency risk were those from its foreign currency denominated financial assets and liabilities as follows:

Fi nancial assets
Monetary items
USD
VND
CNY
Non-Monetary items
CNY
USD
VND
nancial liabilities
Monetary items
USD
De cember 31, 2021 NTD
1,344,288
-
1,941,313
100,758
9,203,369
586,628
285,812
D ecember 31, 2020
Foreign
Currency
$ 48,571
-
446,998
23,200
332,528
488,856,667
$ 10,327
Exchange
rate
27.677
0.0012
4.343
4.343
27.677
0.0012
27.677
Foreign
Currency
18,845
4,805,180
550,264
18,976
327,910
481,690,833
-
Exchange
rate
NTD
28.099
529,534
0.0012
5,853
4.315
2,374,391
4.315
81,882
28.099
9,213,936
0.0012
578,029
28.099
-

Fi
  • 2) Sensitivity analysis

The Company’ s exposure to foreign currency risk arises from the foreign currency exchange rate fluctuations on cash and cash equivalents, receivables, payables, and loans, which are denominated in foreign currency. A weakening of 1% of NTD against USD, VND and CNY would have increased net income by $23,998 thousand and $23,278 thousand for the years ended December 31, 2021 and 2020, respectively; other comprehensive income would have increased $98,908 thousand and $98,738 thousand for the years ended December 31, 2021 and 2020, respectively. The analysis is performed on the same basis for 2020.

  • 3) Foreign exchange gains (losses) on monetary items

Due to the Company's diversity of functional currency, the information on foreign exchange gains or losses on monetary items is disclosed by total amount. For the years ended December 31, 2021 and 2020, foreign exchange gains (losses) (including realized and unrealized portions) amounted to $24,125 thousand and $562 thousand, respectively.

(Continued)

  • 352 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(iv) Interest rate analysis

Please refer to the notes on liquidity risk management and interest rate exposure of the Company's financial assets and liabilities.

The following sensitivity analysis is based on the risk exposure to interest rates on the derivative and non-derivative financial instruments on the reporting date. For financial instruments bearing floating-rate, the sensitivity analysis assumes the floating-rate liabilities are outstanding for the whole year on the reporting date. The Company’ s internal management reported the increases/decreases in the interest rates and the exposure to changes in interest rates of 1% is considered by management to be a reasonable change of interest rate.

If the interest rate increases by 1%, the Company’ s net income will decrease by $24,000 thousand and $29,200 thousand for the years ended December 31, 2021 and 2020, respectively, assuming all other variable factors remain constant. This is due mainly to the fact that the Company’s borrowings bear floating interest rate.

(v) Other market price risk

If the equity price changes, and if it is based on the same basis for both years and assumes that all other variables remain the same, the impact to comprehensive income will be as follows:

Prices of securities at the
reporting date
For the years ended December 31, For the years ended December 31, For the years ended December 31,
2021
After-tax other
comprehensive
income
Net income
$
27,414
53,051
$
(27,414)
(53,051)
2020
After-tax other
comprehensive
income
$
27,414
$
(27,414)
After-tax other
comprehensive
income
25,006
(25,006)
Net income
Increase of 1%
Decrease of 1%
84,939
84,939

(Continued)

  • 353 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(vi) Fair value information

  • 1) Fair value hierarchy

The carrying amount and fair value of the Company's financial assets and liabilities, including the information on fair value hierarchy, were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required:

Financial assets at fair value through
profit or loss
Designated at fair value through profit
or loss
Financial assets at fair value through
other comprehensive income
Stocks listed on domestic markets
Stocks unlisted on domestic markets
Subtotal
Financial assets measured at amortized
cost
Cash and cash equivalents
Notes, accounts and other receivables
Other financial assets
Subtotal
Total
Non-financial assets
Investment property
Financial liabilities measured at
amortized cost
Short-term loans
Accounts and other payable
Long-term bank loans-current portion
Bonds payable
Long-term bank loans
Long-term bills payable
Other financial liabilities
Lease liabilities
Total
December 31, 2021 December 31, 2021 December 31, 2021
Book value
$ 5,305,147
2,270,979
470,403
2,741,382
2,782,774
3,481,767
196,088
6,460,629
$
14,507,158
$
38,850,641
1,096,360
2,894,685
300,000
3,500,000
11,808,900
5,254,518
119,579
152,199
$
25,126,241
Fair value
Level 1
187,229
2,270,979
-
2,270,979
-
-
-
-
2,458,208
-
-
-
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
5,117,918
-
470,403
470,403
-
-
-
-
5,588,321
38,850,641
-
-
-
-
-
-
-
-
-
Total
5,305,147
2,270,979
470,403
2,741,382
-
-
-
-
8,046,529
38,850,641
-
-
-
-
-
-
-
-
-

(Continued)

  • 354 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Financial assets at fair value through
profit or loss
Designated at fair value through profit
or loss
Financial assets at fair value through
other comprehensive income
Stocks listed on domestic markets
Stocks unlisted on domestic markets
Subtotal
Financial assets measured at amortized
cost
Cash and cash equivalents
Notes, accounts and other receivables
Other financial assets
Subtotal
Total
Non-financial assets
Investment property
Financial liabilities measured at
amortized cost
Short-term loans
Accounts and other payable
Long-term bank loans-current portion
Bonds payable
Long-term bank loans
Long-term bills payable
Other financial liabilities
Lease liabilities
Total
December 31, 2020 December 31, 2020 December 31, 2020
Book value
$ 8,493,897
2,059,052
441,533
2,500,585
1,008,698
1,688,921
1,796,259
4,493,878
$
15,488,360
$
37,612,887
3,615,000
1,959,011
1,160,000
3,500,000
4,410,000
5,656,112
106,751
145,502
$
20,552,376
Fair value
Level 1
661,224
2,059,052
-
2,059,052
-
-
-
-
2,720,276
-
-
-
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
7,832,673
-
441,533
441,533
-
-
-
-
8,274,206
37,612,887
-
-
-
-
-
-
-
-
-
Total
8,493,897
2,059,052
441,533
2,500,585
-
-
-
-
10,994,482
37,612,887
-
-
-
-
-
-
-
-
-
  • 2) Valuation techniques for financial instruments which is not measured at fair value:

The Company's valuation techniques and assumptions used for financial instruments not measured at fair value are the discounted cash flows method.

(Continued)

  • 355 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • 3) Valuation techniques for financial instruments measured at fair value:

The Company determines the input value with reference to the analysis of the financial status and operating results, recent transaction price, related equity instruments are quoted in non-active markets, similar tools offer in the active market and comparable company evaluation multiplier of the investee company and periodically updates the input value and information and any other necessary fair value adjustments to ensure that the evaluation results are reasonable.

  • a) Non-derivative financial instruments

Financial instruments, if there is a public market offer, then the public market offer for the fair value, such as listing (cabinet) company stock.

The fair value of the financial instruments held by the Company in the case of a non-active market is as follows:

No public offer debt investment tools: The discounted cash flow model is used to estimate fair value, it is mainly assumed that it is measured by discounting the expected future cash flows of the investee by the rate of return of the monetary time value and the investment risk.

No public offer equity instruments: Use the net asset value method, the main assumptions are based on the net per share of the investee.

  • b) Derivative financial instruments

Derivative financial instruments are evaluated according to the evaluation model accepted by the market users, such as the discount method and the option pricing model.

  • 4) There have been no transfers from each level for the years ended December 31, 2021 and 2020.

(Continued)

  • 356 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • 5) Statements of changes in fair value measurements of financial assets in Level 3
January 1, 2021
Disposal
Total gain and losses
recognized in profit or loss
Total gain and losses
recognized in profit or loss
or other comprehensive
income
December 31, 2021
January 1, 2020
Purchase
Total gain and losses
recognized in profit or loss
Total gain and losses
recognized in profit or loss
or other comprehensive
income
December 31, 2020
Investment
Property
$ 37,612,887
(1,673,535)
2,911,289
-
$
38,850,641
Investment
Property
$ 36,716,577
-
896,310
-
$
37,612,887
Financial assets reported at fair
value through profit or loss
Designated at
initial
recognition
Derivative
financial assets
7,832,673
-
(2,751,363)
-
36,608
-
-
-
5,117,918
-
Financial assets reported at fair
value through profit or loss
Designated at
initial
recognition
Derivative
financial assets
7,247,062
-
-
-
585,611
-
-
-
7,832,673
-
Financial assets
reported at fair
value through
other
comprehensive
income
Non-public
quoted equity
instruments
441,533
(1,438)
-
30,308
470,403
Financial assets
reported at fair
value through
other
comprehensive
income
Non-public
quoted equity
instruments
142,112
300,000
-
(579)
441,533
Designated at
initial
recognition
7,247,062
-
585,611
-
7,832,673

(Continued)

  • 357 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • 6) Quantitative information on the measurement of fair value of significant unobservable input values (level 3)

Level 3 refers to the measurement of the fair value of the input parameters are not based on market availability of information, must be based on the assumption that the appropriate estimates and adjustments. If the evaluation model can not be developed on its own, the fair value of the counterparty is used as the fair value. According to IFRS13, for the fair value of the third level classified at the fair value level, the firm shall provide quantitative information about the significant unobservable input values used for the fair value measure. Businesses do not need to create quantitative information to comply with this disclosure, if quantified unobservable input value is not built when enterprises are measuring fair value (for instance, when a firm uses an unadjusted previous transaction price or a third-party pricing information), e.g. part of the Company's investment in nonactive market equity and debt instruments. The fair value of the Company's investment property is level 3, which is determined in accordance with IFRSs, i.e., outsourcing to external appraisers for assessment based on market evidence (please refer to note 6(j)). Due to the impracticability to evaluate the relationship between the unobservable input value and fair value, the quantitative information is not disclosed. The fair value of the aforesaid assets at December 31, 2021 and 2020 was $38,850,641 thousand and $37,612,887 thousand, respectively.

The Company holds investments in equity shares, which is classified as financial assets at fair value through profit or loss, whose fair value belongs to level 3.

Most of fair value assets belonging to level 3 possesses no more than one significant unobservable input value. Only equity instruments with inactive market may result in multiple unobservable input values which are all independent from each other.

Quantified information of significant unobservable inputs was as follows:

Item Valuation technique Significant
unobservable inputs
Inter-relationship
between significant
unobservable inputs
and fair value
measurement

P/E ratio 9.66~10.69
as multiply on
December 31, 2021

Lack of market
liquidity, discount
rate 20% on
December 31, 2021

The higher the P/E
ratio, the higher the
fair value

Lack of market
liquidity, the more the
discount, the lower
the fair value
•Net asset value
•Lack of market
liquidity, discount
rate 30% on
December 31, 2021
and 2020

Not applicable

Lack of market
liquidity, the more the
discount, the lower
Financial assets at fair
value through other
comprehensive income -
equity investments
without an active market
Financial assets at fair
value through other
comprehensive income
Public company
comparable method
Net asset value method

(Continued)

  • 358 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Item Valuation technique Significant
unobservable inputs
Inter-relationship
between significant
unobservable inputs
and fair value
measurement
• Net Asset Value
• Not applicable
Financial assets at fair
value through profit or
loss
Net asset value method
  • 7) The evaluation process for fair value belonging to level 3

The Company's fair value evaluation involves observable input value requiring unobservable parameters for significant adjustments or unobservable input value, both of which belong to level 3. The main source of such input value is external appraisers' reports. The results of the evaluation are then reviewed to assure the consistency with the source of the evaluation and the reasonability.

The evaluation of investment property complies with FSC's regulations of the evaluation methods and parameters, and is conducted by external appraisers.

  • 8) Fair value measurements of level 3 – sensitivity analysis of reasonably possible alternative assumptions

The fair value of the financial instruments is reasonable, and the self-built evaluation model is not used for the fair value of the level 3. Therefore, it is not necessary to perform the sensitivity analysis of the possible alternative assumptions.

  • (z) Financial risk management

(i) Overview

The Company is exposed to the following risks due to the use of financial instruments:

  • 1) Credit Risk

  • 2) Liquidity risk

  • 3) Market risk

The following discusses the Company’s objectives, policies and processes for measuring and managing the risks mentioned above. For more quantitative information about the financial instruments, please refer to other related notes of the financial statements.

(ii) Risk management framework

The Board of Directors has overall responsibility for the oversight of the risk management framework in order to develop and monitor the Company’s risk management policies and to report regularly on its activities.

(Continued)

  • 359 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

The Company’ s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’ s activities. The Company, through their training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Audit Committee of the Company oversees how management monitors compliance with the Company’s risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The Audit Committee of the Company is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

(iii) Credit Risk

Credit risk means the potential loss of the Company if the clients or counterparties involved in transactions default. The primary potential credit risk is from cash and accounts receivable.

1) Accounts receivable and other receivables

The Company’ s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the demographics of the Company’s customer base, including the default risk of the industry and country in which customers operate, as these factors may have an influence on credit risk, particularly in the current deteriorating economic circumstances.

The Company has established a credit policy under which each new customer is analyzed individually for creditworthiness before the Company’s standard payment and delivery terms and conditions are offered. The Company’s review includes external ratings, when available, and in some cases bank references. Purchase limits are established for each customer, which represent the maximum open amount without requiring approval from the Risk Management Committee; these limits are reviewed quarterly. Customers that fail to meet the Company’s benchmark creditworthiness may transact with the Company only on a prepayment basis.

The Company establishes an impairment allowance that represents its estimate of incurred losses in respect of trade receivables. The two components of this impairment allowance are specific loss component that relates to individually significant exposure and collective loss component which the loss was incurred but not identified. The collective component is based on historical payment experience of similar financial assets.

2) Investments

The credit risk exposure in the bank deposits is measured and monitored by the Company’s finance department. As the Company deals with the banks and other external parties with good credit standing and financial institutions, corporations and government agencies which are graded above investment level, management believes that the Company does not have compliance issues and significant credit risk.

(Continued)

  • 360 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(iv) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as much as possible, that it always has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’ s reputation. The management believes that the Company does not have significant liquidity risk.

(v) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company’ s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

The Company buys and sells derivatives, and also incurs financial liabilities, in order to manage market risks. All such transactions are carried out within the guidelines set by the Risk Management Committee.

1) Currency risk

The Company is exposed to currency risk on sales, purchases and borrowings that are denominated in a currency other than the respective functional currencies of the Company’s entities, primarily the New Taiwan Dollars (NTD). The currencies used in these transactions are denominated in NTD, USD and CNY.

The Company’s currency risk is not hedged as some of the currencies of the Company’s foreign currency receivables and payables are the same, producing a natural hedge effect.

2) Interest rate risk

The Company’s interest rate risk comes from long-term and short-term bank loans. The long-term bonds issued by the Company is fixed-rate, so there is no risk caused by the fluctuations of interest rates and fair value interest rate. The long-term and short-term bank loans with floating-rate are exposed to interest rate risk, but most of risk is offset by cash and cash equivalents holding in floating-rate.

  • 3) Other market price risk

The Company does not enter into any commodity contracts other than to meet the Company’s expected usage and sales requirements; such contracts are not settled on a net basis.

(Continued)

  • 361 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(aa) Capital management

The Company’s objectives for managing capital is to safeguard the capacity to continue to operate, to continue to provide a return to shareholders, to maintain the interest of other related parties, and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, reduce the capital for redistribution to shareholders, issue new shares, or sell assets to settle any liabilties.

The Company and other entities in the same industry use the debt-to-equity ratio to manage capital. This ratio is the total net debt divided by the total capital. The net debt from the balance sheet is derived from the total liabilities less cash and cash equivalents. The total capital and equity include share capital, capital surplus, retained earnings, and other equity plus net debt.

The Company’s debt-to-equity ratios at the end of the reporting period as of December 31, 2021 and 2020 were as follows:

Total liabilities
Less: cash and cash equivalents
Net debt
Total equity
Total liabilities and equity
Debt-to-equity ratio
December 31,
2021
$ 36,667,048
(2,782,774)
$
33,884,274
$
80,506,933
$
114,391,207
%
29.62
December 31,
2020
29,605,192
(1,008,698)
28,596,494
70,812,642
99,409,136
%
28.77

On December 31, 2021, The increase of debt-to-equity ratio resulted from the operationsupplementing bank loans.

(ab) Investing and financing activities not affecting current cash flow

The Company’s investing and financing activities which did not affect the current cash flow for the years ended December 31, 2021 and 2020, were as follows:

(i) For the acquisition of right-of-use assets based on lease term, please refer to note 6(i).

(Continued)

  • 362 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(ii) Reconciliation of liabilities arising from financing activities was as follows:

Long-term bank loans
Short-term loans (note)
Long-term bills payable
Lease liabilities
January 1,
2021
$ 5,570,000
3,615,000
5,656,112
145,502
$ 14,986,614
Cash flows
4,291,700
(424,253)
1,847,200
(50,645)
5,664,002
Non-cash changes
Foreign
exchange
movement
Bills
payable
transferred
to long-
term
bank loans
Other
-
2,247,200
-
-
-
(2,094,387)
-
(2,247,200)
(1,594)
-
-
57,342
-
-
(2,038,639)
Non-cash changes
Foreign
exchange
movement
Bills
payable
transferred
to long-
term
bank loans
Other
-
2,247,200
-
-
-
(2,094,387)
-
(2,247,200)
(1,594)
-
-
57,342
-
-
(2,038,639)
December
31, 2021
Foreign
exchange
movement
-
-
-
-
-
Bills
payable
transferred
to long-
term
bank loans
2,247,200
-
(2,247,200)
-
-
12,108,900
1,096,360
5,254,518
152,199
18,611,977
$ 14,986,614 5,664,002 -
-
(2,038,639)
-
-
(2,038,639)
18,611,977
Long-term bank loans
Short-term loans (note)
Long-term bills payable
Lease liabilities
January 1,
2020
$ 4,830,000
3,100,558
4,494,177
101,763
$ 12,526,498
Cash flows
740,000
514,442
1,160,000
(50,849)
2,363,593
Non-cash changes
Foreign
exchange
movement
Bills
payable
transferred
to long-
term
bank loans
Other
-
-
-
-
-
-
-
-
1,935
-
-
94,588
-
-
96,523
December
31, 2020
Foreign
exchange
movement
-
-
-
-
-
Bills
payable
transferred
to long-
term
bank loans
-
-
-
-
-
5,570,000
3,615,000
5,656,112
145,502
14,986,614

Note: The "other" included in non-cash changes are the reimbursement regarding letters of credit.

(7) Related-party transactions:

(a) The ultimate parent company

The Company is the ultimate parent company.

  • (b) Names and relationship with related parties

The followings are entities that have had transactions with related party during the periods covered in the financial statements.

Name of related party

Kaohsiung Monomer Company Limited Jean Pacific Development Co., Ltd.

Zhong Gong Baoquan Ltd. (Zhong Gong Baoquan)

Chung Kung Management and Maintenance of Apartments Co., Ltd.

Chain Yarn Co., Ltd. (Note)

BES Engineering Corporation (BES Engineering)

Relationship with the Group

Investee as accounted for using equity method Investee as accounted for using equity method

Investee as accounted for using equity method

  • Investee as accounted for using equity method of Zhong Gong Baoquan

The Company is the director of the entity

The Company is the director of the entity

(Continued)

  • 363 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Name of related party

Chung Kung Management Consultant Co., Ltd.

Coreasia Human Resources Management Co., Ltd.

BES Machinery Co., Ltd.

Sheen Chuen-Chi Cultural & Educational Foundation Core Pacific City Co., Ltd.

CPDC Green Technology Corp. Tsou Seen Chemical Industries Corporation

Taivex Therapeutics Corporation Ding-Yue Development Co., Ltd.

Da-Ying Construction Ltd.

CPDC Investment (BVI) Co Ltd.

Thanh Phong Construction Investment Co., Ltd.

Unichem Development Ltd.

Weihua (Rudong) Trade Co., Ltd.

Weiqiang International Trade (Shanghai) Co., Ltd.

Changzhou Weicai New Material Science & Technology Co., Ltd.

Jiangsu Weiming New Material Co., Ltd. Weiming (Rudong) Construction Co., Ltd. BES Twin Towers Development Co., Ltd. Frontier Fortune Investment Pte. Ltd.

Core Pacific Twin Star (Myanmar) Investment Company Ltd. Gemini Star (India) Private Ltd.

Core Pacific Twin Star (Vietnam) Investment Co., Ltd.

Core Pacific Pioneer (Myanmar) Company Ltd.

All board of directors, general manager and deputy general manager

Relationship with the Group

Subsidiary of Zhong Gong Baoquan Subsidiary of BES Engineering

The entity is a director of the Company The director is corporate director representative of the Company

Substantive Related Party Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company

Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company

Subsidiary of the Company

Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company

Subsidiary of the Company Subsidiary of the Company

Subsidiary of the Company

The main managements of the Company

Note: Chain Yarn Co., Ltd. re-elected directors at the general meeting of shareholders on July 15, 2021, and the Company was elected for the director.

(Continued)

  • 364 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(c) Significant Transactions with related parties

(i) Sales

The amounts of significant sales by the Company to related parties were as follows:

Subsidiary
Other related parties
Associates
For the years ended December 31, For the years ended December 31,
2021
$ 1,247,285
1,009,343
751,291
$
3,007,919
2020
671,624
-
456,452
1,128,076

The terms for related party sale transactions were the same as those of other unrelated customers excluding Tsou Seen Chemical Industries Corporation, Weihua (Rudong) Trade Co., Ltd and Weiqiang International Trade (Shanghai) Co., Ltd. who have the terms for 3 month.

(ii) Purchases

The amounts of significant purchases by the Company from related parties were as follows:

Subsidiary
Other related parties
For the years ended December 31, For the years ended December 31,
2021
$ 1,163,551
63,135
$
1,226,686
2020
110,787
-
110,787

The terms for related party purchase transactions were the same as those of other unrelated vendors.

(iii) Receivables

The receivables from related parties were as follows:

Accounts Types of related parties December 31,
2021
$ 135,173
385,366
91,978
310
78
8,972
$
621,877
December 31,
2020
Accounts receivable
Accounts receivable
Accounts receivable
Other receivables
Other receivables
Other receivables
Subsidiary
Other related parties
Associates
Subsidiary
Other related parties
Associates
38,263
-
51,106
285
-
9,447
99,101

(Continued)

  • 365 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(iv) Payables

The payables to related parties were as follows:

Accounts Types of related parties December 31,
2021
$ 11,333
4,112
167,715
4,553
$
187,713
December 31,
2020
Accounts payables
Other payables
Other payables
Other payables
Other related parties
Subsidiary
Other related parties
Associates
-
13,793
-
5,380
25,124

(v) Guarantees and endorsements

The Company provides endorsement guarantee required for bank financing to the subsidiaries. As of December 31, 2021 and 2020, the amount were $20,864,684 thousand and $6,140,590 thousand, respectively, and the used amounts were $15,680,347 thousand and $155,797 thousand, respectively

The subsidiaries provides endorsement guarantee required for bank financing to the Company. As of December 31, 2021 and 2020, the amount were $4,920,000 thousand and $0 thousand, respectively, and the used amounts were $2,200,000 thousand and $0 thousand, respectively.

The company pledged investment property as collateral to secure subsidiaries' bank financing, as of December 31, 2021 and 2020, amounting to $3,054,000 thousand and $4,920,000 thousand, respectively.

(vi) Other

Subsidiary and sub-Subsidiary
Rental income
Other revenues
Rental expense
Other expense
Associates
Rental income
Other revenues
Security service fees
Other related parties
Rental income
Other revenues
Other expense
For the years ended December 31,
2021
2020
$ 1,874
684
20,541
1,691
-
(77)
670
-
5,378
5,378
24,520
26,495
(21,283)
(20,388)
6
3
404
-
(34,424)
(633)

Please refer to note 6(q) for lease of land and buildings to related parties.

(Continued)

  • 366 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (vii) The Company had a two-year contract with BES Engineering Corporation for the lease of office space in July 2018, which had been extended in July 2020, with the total value both represented $9,629 thousand. This rental transaction was recognized as right-of-use asset and lease liability both amounting to $9,465 thousand and $7,130 thousand on July 1, 2020 and January 1, 2019, respectively. The depreciation expense for the years ended December 31, 2021 and 2020, were $4,732 thousand and $4,743 thousand, respectively. The interest expense for the years ended December 31, 2021 and 2020 both amounted to $82 thousand. The amounts of lease liability as of December 31, 2021 and 2020, were $2,398 thousand and $7,130 thousand, respectively.

  • (viii) The Company had contracts with BES Engineering Corporation, for mechanical engineering services projects and paid commission on the basis of actual construction. As of December 31, 2021 and 2020, the construction project in-progress both amounted to $1,451,000 thousand. As of December 31, 2021 and 2020, the unpaid fees amounted to $553,964 thousand and $704,896 thousand, respectively. The refundable deposit at December 31, 2021 and 2020 both amounted to $420,660 thousand

  • (ix) The Company's equipment maintenance services and commissioned fees for the subsidiaries in 2021 and 2020 were $322,868 thousand and $222,127 thousand, respectively. As of December 31, 2021 and 2020, the Company recorded the unpaid under other payables.

The total contract price (excluding tax) of the Company's uncompleted contracts for the projects issued to the subsidiaries as of December 31, 2021 and 2020 were $247,181 thousand and $784,420 thousand, respectively, and the payment were $117,121 thousand and $326,319 thousand, respectively ..

  • (x) The Company has signed a contract with a subsidiary, for building construction projects. The land is provided by the Company and the subsidiary is responsible for designing, constructing, sales and warranties. The Company pays constructional management fees on the basis of contract and the subsidiary pays the actual expenditures for every single month. As of December 31, 2021 and 2020, the constructional management fees were $22,758 thousand and $0 thousand, respectively. Other fees, taxes, and other related expenses, such as design fees, amenities design fees, bulk fees, sales expenses, Kaohsiung House (green building) Bonus, trust fees, property management funds, land value taxes, financing interests, etc., are all attributed to the Company, while the subsidiary serves merely as an agency. As of December 31, 2021 and 2020, the subsidiary has requested for the amount of $8,554 thousand and $27 thousand, respectively.

  • (d) Key management personnel compensation

Short-term employee benefit
Post-employment benefits
For the years ended December 31, For the years ended December 31,
2021
$ 189,197
4,199
$
193,396
2020
81,422
4,951
86,373

(Continued)

  • 367 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(8) Pledged assets:

The Company's pledged assets are as follows:

Asset Purpose of pledge
Guarantee for priority right-of-use
of harbor

Collateral for long-term and short-
term financial credit, syndicated
loan (Mega & Shin Kong)
Collateral for short-term, medium-
term and long-term financial
credit, syndicated loan (Mega),
bonds payable and long-term
bills payable, providing
endorsement guarantee for
subsidiaries.
Long-term bills payable
Long-term bills payable
Long-term bills payable
Deposit for lawsuit
December 31,
2021
$ 15,650
6,686,571
31,435,973
785,917
1,147,498
187,220
108,969
$
40,367,798
December 31,
2020
Time deposits
Property, plant and
equipment
Investment property
Investments accounted for
using equity method
Financial assets reported at
fair value through other
comprehensive income
Financial assets reported at
fair value through profit or
loss
Refundable deposit
10,000
6,787,700
15,346,334
556,304
1,430,230
634,995
108,969
24,874,532

(9) Commitments and contingencies:

(a) As of December 31, 2021 and 2020, the Company had the following unused letters of credit:

USD
EUR
NTD
JPY
December 31,
2021
December 31,
2020
$ 49,408
20,824
457
246
1,146,000
1,020,000
6,400
-

(b) As of December 31, 2021 and 2020, the Company had issued guarantee notes for bank loans, sales and purchases, and development plan aggregating to $26,197,400 thousand, USD30,000 thousand and $24,117,400 thousand, USD30,000 thousand, respectively.

(Continued)

  • 368 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (c) As of December 31, 2021 and 2020, the Company had contracts for various construction projects inprogress amounting to $3,996,747 thousand and $3,804,224 thousand, respectively. As of December 31, 2021 and 2020, the remaining future obligations under these contracts amounted to $1,800,234 thousand and $1,822,892 thousand, respectively.

  • (d) As of December 31, 2021 and 2020, the agreement on the acquisition of material property amounting to $1,379,861 thousand and $1,845,000 thousand, and the unpaid portion amounting to $138,000 thousand and $1,025,000 thousand, respectively.

  • (e) As of December 31, 2021 and 2020, the Company signed an agreement to purchase raw materials such as benzene, hydrogen and methylbenzene from CPC. Under this contract, the Company may purchase specified monthly volume of these raw materials at current month prices announced by the CPC with prepayment or domestic letter of credit.

(f) Important matters

The case of loss compensation for the Kaohsiung gas explosion

The Maintenance Office, Public Works Bureau of Kaohsiung City Government granted permission to CPC for the installation of underground gas pipelines. However, a gas explosion in Kaohsiung had occurred in the evening of July 31, 2014, which resulted in CPC’ s permit to be revoked. Nonetheless, the revocation qualified CPC to claim for compensation from the relevant authority for its property losses. In order to protect its legal rights and interests, the Company filed an administrative appeal in February 2018 to the KHAC, who ruled against the Company in December 2019. Hence, in January 2020, the Company filed an appeal to the Supreme Administrative Court, who in turn, handed the case back to the KHAC for reconsideration. The case was still in progress as of the reporting date.

(g) Contingent liabilities

  • (i) Dispute from the senior manager

1) Labor Dispute

The previous senior manager Mr. Zhang, who left the Company without transferring the duties and authorization, did not perform the duties since July 1, 2013 and the Company issued the letter to request to fulfill the agreement without any response from manager. Hence, the board of the Company dismissed the manager in October 2013. The manager asked the Company to pay pensions pursuant to Labor Standards Act as a labor worker, which was not reconciled through mediation. Kaohsiung District Court considered that the assigned relationship did not end in January 2014, which means that the Expired Employee Retirement Policies of the Company does not apply. Mr. Zhang request for pension is without any basis, but according to the contract of both sides, the Company shall pay salaries of $35 thousand, to Mr. Zhang, which was not satisfied by Mr. Zhang and this case was appealed to the 2nd sentence court. In July 2016, the 2nd sentence court rejected the request from Mr. Zhang but he re appealed to the 3rd sentence in August of the same year. Upon finding the appeal meritorious, the Supreme Court reversed and remanded the judgement. The preparatory proceeding of the first repeated appeal was conducted in Taiwan High Court Kaohsiung Branch Court (THCKBC) in April 2019. The court’ s judgement is announced that the compony shall pay $3,785 thousand, with bearing interest, to Mr. Zhang in July 2019. The Company was

(Continued)

  • 369 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

dissatisfied and filed an appeal to Supreme Court in August 2019, and the part of original judgment that was unfavorable to the Company was remanded to the THCKBC on April 22, 2021. In December 2021, THCKBC ruled in favor of Mr. Zhang and ordered the Company to pay Mr. Zhang the amount of $3,764 thousand, with bearing interest, as compensation. The Company disagreed with the decision made by the court, and therefore, filed an appeal to the Supreme Court. As of the reporting date, the Company has not received the transfer of the trial notified by THCKBC.

2) Disclosure Secret Case

Managers who left the office without authorization was suspected to be involve in business encroachment, theft of business secrets. To protect Company interests, the Company filed criminal appeal. The case was concluded by the Taiwan Miaoli Local Court in January 2017 and the relevant defendants were prosecuted. The civil litigation derived from the case is waiting for hearing by the Taipei District Court and Miaoli District Court. Please refer to note 8 for details of deposit for lawsuit.

(ii) Accusation of business failures

A Gas explosion happened in Heng Yi chemical plant next to the Toufen plant and caused workers to be burned on January 28, 2013, which evolved into accusations of business failures. Since the incident happened in the public discharged area of the industrial site, it was suspected to contain excessive value of the company’ s emissions with the sampling identification and the Company’ s manager was prosecuted as defendant per the victim’ s request. This case was not prosecuted after the judgment decision from Miaoli District Attorney, hence, the victims filed the reconsideration and Taichung High Prosecutor’s Office remanded the case back to the Miaoli District Attorney for review. The victims of Heng Yi chemical plant prosecuted the Company and managers in February 2015 and asked for the joint damaged compensation $6,920 thousand, which awaited hearing by Miaoli local court. In September of the same year, both sides agreed to withdraw the litigations. Trial procedure was recovered in February 2016 and criminal litigation was determined not to be prosecuted in March 2016. The verdict of civil litigation was won in March 2017, but plaintiff is dissatisfied and filed an appeal to Taiwan High Court Taichung Branch Court. On November 16, 2020, the court sentenced company win with final and binding judgment.

(iii) Civil compensation for Residents living in An shun

1) The 1st case

In 2008 and 2009, Mr. Wu and others filed civil and national compensation lawsuit against MOEA, TCG, Tainan City Environmental Protection Bureau and the Company (Hereinafter referred to as 1st case of Tainan Anshun plant civil compensation) and they claimed that during 1942 and 1983, the previous TAIC Anshun plant, produced mercury and dioxins in its production operations and polluted the environment, which resulted in the population consuming contaminated fish and shellfish over time, which resulted in long term health issues. MOEA had control and management responsibility of the previous TAIC, and whether due to illegal actions, or a lack of attention in performing their duties, MOEA was the ultimate owner of CPDC, should take responsibility. Hence, the prosecutors claim that MOEA shall take the responsibility for the compensation. Mr. Wu and others also claimed that TCG and Tainan City Environmental Protection Agency were the competent authorities and executive authorities of the waste disposal law but

(Continued)

  • 370 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

the authorities did not supervise and require the Anshun plant to implement pollution prevention and control acts, thus should be jointly responsible for any compensation. Mr. Wu and others claim that the Company did not perform any removal and remediation of pollutants after being ordered to merge with the previous TAIC Anshun plant, so they claimed the Company shall also take joint responsibility for the compensation. Mr. Wu and others asked MOEA, TCG, Tainan City Environmental Protection Bureau and the Company to jointly bear the cost of medical expenses and mental compensation for $370,800 thousand and the interest was calculated by an annual interest rate 5% from the date when the litigation was initiated by the defendants until the final payment of compensation. Due to unpaid referee fees, due from the plaintiff, the Tainan District Court rejected the litigation claims from these 17 persons in January 2010.

Mr. Chen appealed to the Tainan District Court asking the Company for medication, health examination fee and reparations, to the amount of $2,300 thousand, which was incorporated into this case, the total compensation amount was $351,750 thousand. This case was tried by the Tainan District Court in December 2015 and judged that the Company and MOEA to be jointly responsible for $160,000 thousand payable to the plaintiff. The Company was not satisfied with the result and filed an appeal. In August of 2017, the High court sentenced the Company to compensate the plaintiff for $190,000 thousand by self, which the Company was not satisfied with and had proposed the appeal for remedy in Sept. of the same year. The supreme court held oral argument on September 28, 2018, and judgment was sentenced on November 11, 2018, the supreme court sentenced to order the Company to compensate the plaintiff for $190,000 thousand. The Company made a payment of compensation and related interests to 143 plaintiffs before the end of June 2019. The part related to medical remedy of the case was abandoned for secondary trial. Plaintiff filed an appeal to Supreme Court in same year. In March 3, 2020, the court dismissed the plaintiff appeal by a ruling. This case is ended.

1) The 2nd case

Mr. Chen and others filed civil and national compensation lawsuit to the Company and MOEA on March 14, 2017 (Hereinafter referred to as 1st case of the Tainan Anshun plant civil compensation), they claimed the Company and MOEA had to jointly compensate the plaintiff $80,915 thousand. The verdict of the 3rd national compensation in 2008 of the Tainan Anshun plant civil compensation 1st case was cited as the reason to be litigated. However, the Company claimed that there was a misunderstanding of the theoretical and practical nature of epidemiology causality versus the verdict. There were disputable factors on both factual and legal matters. During the 1st and 2nd instance of the AnShun plant Civil Compensation litigation under hearing, the Company once again put forward the relevant academic articles to prove that there was no causality between pollution from Tainan AnShun plant and diabetes. Moreover, the plaintiffs in this case, despite the reasonableness of their claims, did not put forth any litigation before the expiry of the statutes of limitations. Thus, in this 2nd case of the Tainan AnShun plant civil compensation, the Company continued to seek for the jurisdiction remedies to protect the Company and shareholder interests. In November 6, 2020, Tainan District Court considered that 39 Plaintiffs’ s claim is meritorious and dismissed rest of Plaintiffs’ s claim. Due to the controversial issue of extinctive prescription, the Company considered this case worth an appeal based on our unprofitable part of verdict. Therefore, the Company filed an appeal to the High Court on December 15, 2020, and this case is still under trial now.

(Continued)

  • 371 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(10) Losses Due to Major Disasters: None

(11) Subsequent Events:

  • (a) The earnings distribution for 2021 of Core Pacific City Co., Ltd. was decided by the resolution adopted at the general meeting of shareholders held on February 23, 2022. Please refer to note 6(b) for other related information.

  • (b) On March 14, 2022, a resolution was made during the board meeting of the Company to raise the capital of Ding-Yue amounting to $1,700,000 thousand for its business operation.

(12) Other:

  • (a) The nature of operating costs and expenses were as follows:
For theyears ended December 31 For theyears ended December 31 For theyears ended December 31 For theyears ended December 31 For theyears ended December 31 For theyears ended December 31 For theyears ended December 31
By function
By item
2021 2020
Operating
cost
Operating
expense
Non-Operating
expense
Total Operating
cost
Operating
Expense
Non-Operating
expense
Total
Employee benefits
Salary 1,064,405 569,377 - 1,633,782 663,724 342,921 - 1,006,645
Labor and health insurance 74,280 29,996 - 104,276 69,030 30,572 - 99,602
Pension 39,661 22,323 - 61,984 41,765 26,246 - 68,011
Remuneration of directors - 91,763 - 91,763 - 9,226 - 9,226
Others 34,735 12,795 - 47,530 36,549 14,858 - 51,407
Depreciation 825,259 76,138 4,255 905,652 704,079 72,565 3,933 780,577
Amortization - - - - - 375 - 375

Additional information on the number of emplyees and employee benefits expense of the Company are summarized as follows:

Number of employees
Number of non-employee directors
Average employee benefits expense
Average employee salary expenses
Average employee salary adjustment
Supervisor salary expenses
For the years ended December 31,
2021
2020
1,333
1,339
9
7
$
1,395
920
$
1,234
756
%
63.23
%
(19.75)
$
-
-
For the years ended December 31,
2021
2020
1,333
1,339
9
7
$
1,395
920
$
1,234
756
%
63.23
%
(19.75)
$
-
-
2020
1,339
7
920
756
%
(19.75)
-

The policies of the Company’s remunerations (including directors, managers and employees) are as follows:

The policies, standards, combinations, procedure of decision-making of remunerations, and their relation to business performance and future risk:

  • (i) The remuneration to the Company’s (Executive) Chairman, vice chairman and directors was based on remuneration, transportation allowance and attendance allowance applicable in the same industry domestically and overseas, taking the performance and risk into consideration, and paid in accordance with Article 28 of the Company’s Articles of Incorporation. According to Article 32 of the Articles of Incorporation, 2% of the earnings shall be allocated as remuneration to directors according to the motion for allocation of shareholders' dividend.

(Continued)

  • 372 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (ii) The remuneration to the Company’s managers (including salary, allowance and bonus, etc.) will be evaluated based on market intelligence, seniority, responsibilities, experience, performance and risk, and paid in accordance with Article 29 of the Company Act. The Company established the Remuneration Committee in September 2011.

  • (iii) The remuneration to the Company’s employees (including salary, allowance and bonus, etc.) will be evaluated based on performance, responsibilities, market intelligence and the Company’ s financial ability, and paid in accordance with the Company’ s remuneration policies.

  • (iv) Regarding the procedures for establishing remuneration, in addition to considerations of the overall operating performance, industry outlook, risk management, and future development, we also consider personal performance and contributions to the company’s overall performance in the remuneration. Related performance evaluation and remuneration considerations are submitted to the remuneration committee and the board of directors for approval. Depending on operating conditions and related regulations, we also further review and revise our remuneration as necessary, with the aim in achieving a balance between sustainable management and risk controls.

  • (b) On March 22, 2019, Kaohsiung Urban Planning Commission (KUPC) announced that Dashe Industrial Park (DIP), where the Company’s plant is located, will be categorized from Special Zone to Zone B. In light of the above matter, all the companies involved in this case are making their best effort to negotiate and compromise with KUPC, requesting KUPC to change DIP’s status to Zone A instead of Zone B. On November 11, 2020, the Company had received the minutes of the meeting with regards to the changes on the urban planning case of DIP concerning its execution, which prompted KUPC to suggest to the Bureau of Industry, MOEA to invite the Kaohsiung City Government (KCG) and all relevant parties to clarify the appeals and suggestions made by the companies involved. Thereafter, KCG will explicitly indicate the details in the urban planning documentation to all concerned parties in order to preclude the disputes. On July 21, 2021, the Bureau of Industry, MOEA held a task force to deal with the effect on petrochemical industry in case of DIP is categorized to Zone B, in which a discussion on both issues, including the legality of urban planning and the regulation of land reusing, will be appropriately conducted together with the urban planning task force of KUPC. As of December 31, 2021, KCG had yet to proceed on the procedures of statement changing.

(Continued)

  • 373 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(13) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Company:

(i) Loans to other parties:

(In Thousands of New Taiwan Dollars)

Number Name of lender Name of
borrower
Account
name
Related
party
Highest
balance
of financing
to other
parties
during the
period
Ending
balance
Actual
usage
amount
during the
period
Range of
interest
rates
during the
period
Purposes
of fund
financing
for the
borrower
Transaction
amount for
business
between two
parties
Reasons
for
short-term
financing
Allowance
for bad debt
Collateral Collateral Individual
funding
loan limits
Maximum
limit of fund
financing
Item Value
1 Jiangsu Weiming
New Material
Co., Ltd.(original
name: Jiangsu
Weiming
Petrochemical
Corporation)
Changzhou
Weicai New
Material Science
& Technology
Co., Ltd.
Other
Receivable
Yes 260,580 260,580 43,430 5.5% 2 - Operating - - 678,916 1,018,374
2 Weihua
(Rudong) Trade
Co., Ltd
Changzhou
Weicai New
Material Science
& Technology
Co., Ltd.
Other
Receivable
Yes 86,860 86,860 43,430 5.5% 2 - Operating - - 99,930 99,930

Note 1: Numbering nature of borrowing as follows:

Transaction for business between two parties�1

Short-term financing�2

Note 2: The financing limit for total and individual were 15% and 10% of net value of Jiangsu Weiming New Material Co., Ltd. (original name: Jiangsu Weiming Petrochemical Corporation)

Note 3: The financing limit was 20% of net value of Weihua (Rudong) Trade Co., Ltd.

Note 4: The amounts of the transaction and the ending balance had been offset in the consolidated financial statements.

(ii) Guarantees and endorsements for other parties:

(In Thousands of New Taiwan Dollars)

No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees and
endorsements
for a specific
enterprise
Highest
balance for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting date
Actual usage
amount during
the period
Property
pledged for
guarantees and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees and
endorsements
Parent
company
endorsements/
guarantees to
third parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name Relationship
with the
Company
0 CPDC Ding-Yue
Development Co.,
Ltd.
2 48,304,160 22,380,000 17,780,000 13,140,000 2,880,000 %
22.09
80,506,933 Y N N
0 CPDC Weihua (Rudong)
Trade Co., Ltd.
2 48,304,160 217,900 217,150 217,150 - %
0.27
80,506,933 Y N Y
0 CPDC Changzhou Weicai
New Material
Science &
Technology Co.,
Ltd.
2 48,304,160 1,260,624 1,260,624 716,287 174,000 %
1.57
80,506,933 Y N Y
0 CPDC Jiangsu Weiming
New Material Co.,
Ltd.
2 48,304,160 1,612,460 1,606,910 1,606,910 - %
2.00
80,506,933 Y N Y
0 CPDC Shiny Chemical
Industrial Co., Ltd.
5 48,304,160 78,086 78,086 78,086 - %
0.10
80,506,933 N N N
0 CPDC Lushun Warehouse
Co., Ltd.
5 48,304,160 55,366 55,366 55,366 - %
0.07
80,506,933 N N N
0 CPDC China General
Terminal &
Distribution
Corporation
5 48,304,160 14,903 14,903 14,903 - %
0.02
80,506,933 N N N
1 Ding-Yue
Development
Co., Ltd.
CPDC 3 12,724,087 4,920,000 4,920,000 2,200,000 - %
6.11
25,448,174 N Y N

Note 1: The information of guarantees and endorsements for other parties of the Company and its subsidiaries are disclosed separately and numbering as follows:

Parent company�0

Subsidiary starts from 1

(Continued)

  • 374 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Note 2: The relationship between the guarantee and the guarantor are as follows:

  1. Transactions between the companies.

  2. The Company directly or indirectly holds more than 50% voting right.

  3. When other companies directly or indirectly hold more than 50% voting rights of the Company.

  4. The Company directly or indirectly holds more than 90% voting right.

  5. A company that is mutually protected under contractual requirements based on the needs of the contractor.

  6. A company that is endorsed by all the contributing shareholders in accordance with their shareholding ratio due to joint investment relationship.

  7. Under the Consumer Protection Act, performance guarantees for pre-sale contracts for companies in the same industry.

  8. Note 3: The Company endorsed the operation method for the total amount of guarantees and the limit for endorsement of a single enterprise:

  9. The total amount of guarantee for endorsement shall not exceed 100% of the Company’s net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

  10. The guarantee amount for a single enterprise endorsement shall not exceed 60% of the Company’s net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

Note 4: Ding-Yue Development Co., Ltd endorsed the operation method for the total amount of guarantees and the limit for endorsement of a single enterprise:

  1. The total amount of guarantee for endorsement shall not exceed 100% of its net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

  2. The guarantee amount for a single enterprise endorsement shall not exceed 50% of its net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

  3. (iii) Securities held as of December 31, 2021 (excluding investment in subsidiaries, associates and joint ventures):

(In Thousands of New Taiwan Dollars)

Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Ending balance Note
Shares/Units Carrying value Percentage of
ownership (%)
Fair value
The Company
BES Twin Towers Co., Ltd.
Tsou Seen Chemical
Industries Corporation
Changzhou Weicai New
Material Science &
Technology Co., Ltd.
Yuanta Financial Holding
Co., Ltd.
BES Engineering Co.

China Development
Financial Holding Corp.
Handy Chemical
Corporation Ltd.
Overseas Investment &
Development Corp.
Core Pacific City Co., Ltd.
Praxair Chemax
Semiconductor Materials
ZOWIE Technology
Corporation
Aetas Technology Inc.
Chain Yarn Co., Ltd.
Taiwan Business Bank
Core Pacific City Co., Ltd.
Praxair Chemax
Semiconductor Materials
Taiwan Tea Corporation
Good Company
TaiRx, Inc.
Agricultural Bank of China-
HSBC Structured Deposit
None
The Company is a
director of an
investee company
None
The Company is a
supervisor of the
investee company
None
Substantive
related party
None


The Company is a
director of an
investee company
None
Substantive
related party
None



Current financial assets
designated at fair value
through profit or loss

Non-current financial assets at
fair value through other
comprehensive income



Non-current financial assets
designated at fair value
through profit or loss
Non-current financial assets at
fair value through other
comprehensive income



Current financial assets at fair
value through other
comprehensive income
Current financial assets
designated at fair value
through profit or loss
Non-current financial assets at
fair value through other
comprehensive income
Current financial assets
designated at fair value
through profit or loss
Non-current financial assets at
fair value through other
comprehensive income

Current financial assets
designated at fair value
through profit or loss
7,400,371
164,348,449
44,684,712
386,000
2,600,000
2,779,154
2,701,651
8,815
287,961
30,000,000
977,130
1,053,812
6,754,127
7,279,000
750,000
722,500
-
187,229
1,488,997
781,982
26,437
26,000
5,117,918
117,608
358
-
300,000
9,674
1,855,861
294,019
147,764
-
14,652
22,226
10,390,725
0.06
10.74
0.23
4.51
2.89
27.52
14.00
0.03
0.58
13.41
0.01
10.43
35.00
0.92
2.08
0.80
-
187,229
1,488,997
781,982
26,437
26,000
5,117,918
117,608
358
-
300,000
9,674
1,855,861
294,019
147,764
-
14,652
22,226
10,390,725

(Continued)

  • 375 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

  • (iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of $300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Category and
name of
security
Account
name
Name of
counter-party
Relationship
with the
company
Beginnin g Balance Purch ases Sale s Ending B alance
Shares/units Amount Shares/units Amount Shares/units Price Cost Gain (loss) on
disposal
Shares/units Amount
The Company Yuanta
Financial
Holding Co.,
Ltd
Financial assets
at fair value
through profit
or loss�non-
current
Not applicable Not applicable 32,176,371 661,224 - - 24,776,000 620,576 259,336 361,240 7,400,371 187,229
  • (v) Acquisition of individual real estate with amount exceeding the lower of $300 million or 20% of the capital stock:None

  • (vi) Disposal of individual real estate with amount exceeding the lower of $300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Type of
property
Transaction
date
Acquisition
date
Book
value
Transaction
amount

Amount
actually
receivable
Gain from
disposal
Counter-
party
Nature of
relationship
Purpose of
disposal
Price
reference
Other terms
CPDC land no.7
and no.7-1,
subsection 5,
Jingmao
section,
Kaohsiung

August 18,
2021
O
1
ctober 1,
982
1,668,271 2,380,000 Fully
received
711,729 Chingwon
Structure
Corporation
Non related
parties
Replenishing
operating
capital
Appraisal
reports &
Market
value
None
  • (vii) Related-party transactions for purchases and sales with amounts exceeding the lower of $100 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Related party Nature of
relationship
Transaction details Transaction details Transaction details Transaction details Transactions with terms different
from others
Transactions with terms different
from others
Notes/Accounts receivable (payable) Notes/Accounts receivable (payable) Note
Purchase/Sale Amount Percentage of
total
purchases/sales
Payment terms Unit price Payment terms Ending balance Percentage of total
notes/accounts
receivable
(payable)
The Company




The Company




The Company


CPDC GT

Weiming





Weiqiang



Weiqiang






Weiqiang

Weiqiang






Tsou Seen
Chemical
Industries
Corporation
Kaohsiung
Monomer
Company
Limited
Chain Yarn Co.,
Ltd.
The Company
Weiqiang
International
Trade
(Shanghai) Co.,
Ltd.
Weihua
(Rudong) Trade
Co., Ltd.
Changzhou
Weicai New
Material
Science &
Technology
Co., Ltd.
The Company
Weiming New
Material Co.,
Ltd. (original
name: Jiangsu
Weiming
Petrochemical
Corporation)
Subsidiary
Affiliated
company
accounted for
using equity
method
Other related
parties
Subsidiary
Same parent
company
Same parent
company
Same parent
company
Subsidiary
Same parent
company
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Sales
(1,247,286)
(751,291)
(1,009,343)
(322,868)
(107,749)
(192,001)
(268,466)
(1,094,584)
(279,244)
(4.08)%
(2.46)%
(3.30)%
(98.10)%
(6.42)%
(6.56)%
(9.18)%
(37.43)%
(9.55)%
3 Month
1 Month
1 Month
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
-
-
-
-
-
-
-
-
-
OA 90 days
-
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
136,636
91,978
385,366
67,005
-
-
-
-
-
4.04%
2.72%
11.38%
99.23%
-%
-%
-%
-%
-%
Note
Note

Note: The amounts of the transaction and the ending balance had been offset in the consolidated financial statements.

(Continued)

  • 376 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(viii) Receivables from related parties with amounts exceeding the lower of $100 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Counter-party Nature of
relationship
Ending
balance
Turnover
rate
Overdue
Overdue
Amounts received in
subsequent period
Allowance
for bad debts
Amount Action taken
The Company
The Company
Tsou Seen Chemical
Industries
Corporation
Chain Yarn Co., Ltd.
Subsidiary (Note)
Other related parties
136,636
385,366
14.39
5.24
-
-
136,636
202,352
-
-

Note: The amounts of the transaction and the ending balance had been offset in the consolidated financial statements.

(ix) Trading in derivative instruments: None

(b) Information on investees:

The following is the information on investees for the years ended December 31, 2021 (excluding information on investees in Mainland China):

(In Thousands of New Taiwan Dollars)

Name of investor Name of investee Location Main businesses and
products
Original inve stment amount Balance as of December 31, 2021 Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2021 December 31, 2020 Shares Percentage of
wnership
Carrying
value
The Company
The Company








CPDC Investment (BVI)
Co., Ltd.
Ding-Yue Development
Co., Ltd.
Tsou Seen Chemical
Industries Corporation
BES Twin Towers
Development Co., Ltd.
Frontier Fortune
Investment Pte. Ltd.
Kaohsiung
Monomer Company
Limited
Zhong gong
Baoquan Ltd.
Ding-Yue
Development Co.,
Ltd.
CPDC Investment
(BVI) Co., Ltd.
Tsou Seen Chemical
Industries
Corporation
CPDC Green
Technology Corp.
Unichem
Development
Limited
BES Twin Tower
Development Co.,
Ltd.
Thanh Phong
Construction
Investment Co.,
Ltd.
Jean Pacific
Development Co.,
Ltd.
Core Pacific
Overseas Holdings
Ltd.
Da-Ying
Construction Ltd.
Taivex Therapeutics
Corporation
Frontier Fortune
Investment Pte. Ltd.
Core Pacific Twin
Star (Myanmar)
Investment
Company Ltd.
1,Hsing Kung Road,Ta
She P O Box 6-25
Nantze,Kaohsiung
(815), Taiwan
2F., No.12,
DongxingRd., Taipei
City 105,Taiwan
8F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
Citco Building,
Wickhams Cay, P.O.
Box662
No.1, Jingjin
Rd.,Fangliao
Township,Pingtung
County 940,Taiwan
14F.-16, No.61,
Wufu3rd Rd., Qianjin
Dist.,Kaohsiung City
801,Taiwan
Unit 06, G/F,
TheLodge, 535
CantonRoad,
Kowloon, HongKong
16F., No.12,
DongxingRd., Taipei
City 105,Taiwan
B2-19, Golden
KingTower Building,
No.15 Nguyen
LuongBang, Tan Phu
Ward,District 7, Ho
ChiMinh City
7F.-2,
No.300,Yangguang
St., NeihuDist., Taipei
City11491,
Taiwan(R.O.C.)
Akra Bldg., 24 De
Castro Street,
Wickhams Cay I, Road
Town,Tortola,British
Virgin Islands
8F., No.12,
DongxingRd., Taipei
City 105,Taiwan
8F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
112
ROBINSONROAD#0
5-01ROBINSON112SI
NGAPORE(068902)
NO.153/Ka,Kyun
ShweMmyaing Lane
(2) ,23
ward,Thingangyun
Townshin Yangon
Methyl Methacrylate
Monomer
Security consultants
Commissioned to create a
vendor to build the housing,
commercial buildings and
plant rental business,
management of land
development and
playgrounds and other
related business investment
Holding company
Dicalcium phosphate
Mechanical engineering
Holding company
Real estate investment and
development
Engaged in construction, real
estate,
building constructional
consulting, lease equipment
and wholesale of building
materials
Renting and selling realestate
Holding company
Engineering, construction
contracting business
Engaged in biotechnology,
pharmaceutical research and
development and marketing
Holding company
Holding company and
consultancy
-
14,400
25,580,000
904,946
560,000
100,000
9,876,023
3,791,383
609,347
620,000
808,564
60,000
696,720
2,761,596
169,921
-
14,400
10,040,000
904,946
760,000
100,000
9,572,433
4,791,383
609,347
620,000
808,564
22,500
696,720
2,761,596
169,921
20,000,000
1,440,000
2,558,000,000
26,580,000
76,000,000
15,000,000
324,684,262
491,216,357
-
62,000,000
26,580,000
-
46,224,551
93,060,000
5,500,001
%
40.00
%
24.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
40.00
%
45.19
%
100.00
%
91.10
%
100.00
%
100.00
785,917
18,716
25,424,981
911,656
1,181,737
166,436
8,291,713
5,084,560
586,627
618,276
906,578
60,206
170,077
2,712,589
149,531
839,628
1,235
(94,151)
(9,060)
113,430
46,706
(370,186)
193,145
11,267
(3,187)
(19,851)
(195)
(87,321)
65,879
197
335,851
296
(94,151)
(9,060)
113,430
46,706
(370,186)
193,145
11,267
(1,275)
-
-
-
-
-
Note 1
Note 1
Note
2&5
Note
2&4&5
Note
2&5
Note
2&5
Note
2&4&5
Note
2&5
Note
2&3&4
&5
Note 1
Note
2&4&6
Note
2&3&5
&6
Note
2&5&6
Note
2&4&5
&6
Note
2&4&5
&6

(Continued)

  • 377 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

Name of investor Name of investee Location Main businesses and
products
Original investment amount Original investment amount Balance as of December 31, 2021 Balance as of December 31, 2021 Balance as of December 31, 2021 Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2021 December 31, 2020 Shares Percentage of
wnership
Carrying
value
Frontier Fortune
Investment Pte. Ltd.

Core Pacific Twin Star
(Myanmar) Investment
Company Ltd.
Gemini Star (India)
Private Limited
Core Pacific Twin
Star (Vietnam)
Investment Co.,
Ltd.
Core Pacific Pioneer
(Myanmar)
Company Ltd.
Level7, The
Capital,Plot No.C-70,
GBlock, Bandra
KurlaComplex,
BandraMUMBAI
MumbaiCity MH
400051 IN
B2-19, Golden
KingTower Building,
No.15 Nguyen
LuongBang, Tan Phu
Ward,District 7, Ho
ChiMinh City
NO.153/Ka,KyunShwe
Mmyaing Lane(2),23
ward,ThingangyunTow
nshin Yangon
Real estate and
petrochemical products
research and consultancy
Engineering, real estate and
consultancy of construction
Building construction, real
estate management,
development and sale
9,274
2,566,176
24,804
9,274
2,566,176
24,804
2,099,993
-
800,000
%
99.99
%
100.00
%
80.00
4,249
2,551,666
19,483
(190)
66,738
2,069
-
-
-
Note
2&4&5
&6
Note
2&3&4
&5&6
Note
2&4&5
&6

Note1: The Company adopts the equity method to evaluate the investment company.

Note2: The Company has direct or indirect control of the invested company. If the invested company has direct or indirect control, it shall expose the relevant information of the following 2 to 10 transactions of the investee company.

Note3: Limited company expressed by the amount of capital, no shares issued.

Note4: The original investment amount is the foreign currency, at the prevailing exchange rate.

Note5: This transaction has been written off when the consolidated statement has been prepared.

Note6: In accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, only profit or loss of the company’s directly associates and joint ventures accounted for using equity method should be revealed.

(c) Information on investment in mainland China:

(i) The names of investees in Mainland China, the main businesses and products, and other information:

(In Thousands of New Taiwan Dollars)

Name of
investee
Main businesses
and products
Total
amount
of paid-in
capital
Method
of
investment
Accumulated
outflow of
investment from
Taiwan as of
January 1, 2021
Investment flows Investment flows Accumulated
outflow of
investment from
Taiwan as of
December 31, 2021
Net
income
(losses)
of the
investee
Percentage
of
ownership
Investment
income
(losses)
Book
value
Accumu-lated
remittance of
earnings in
current period
Outflow Inflow
Weihua
(Rudong) Trade
Co., Ltd.
Engaged in trading of petroleum
chemical products, electronic
chemicals variety of industrial
gases, gas mixtures and other
manufacturing sub fitted trading
763,460 ( 2 )�
( 3 )
763,460 - - 763,460 13,491 100.00% 13,491 499,650 -
Weiqiang
International
Trade
(Shanghai) Co.,
Ltd.
Engaged in trading of petroleum
chemical products, electronic
chemicals variety of industrial
gases, gas mixtures and other
manufacturing sub-fitted
trading.
211,560 ( 1 )�
( 3 )
211,560 - - 211,560 42,024 100.00% 42,024 171,441 -
Jiangsu
Weiming New
Material Co.,
Ltd. (original
name: Jiangsu
Weiming
Petrochemical
Corporation
Petrochemical supporting
facility construction
7,725,253 ( 1 )�
( 2 )
7,421,663 303,590 - 7,725,253 (232,855) 100.00% (232,855) 6,789,159 -
Zhangzhou
Weida
Petrochemical
Co., Ltd.
Engaged in trading of petroleum
chemical products, electronic
chemicals variety of industrial
gases, gas mixtures and other
manufacturing sub-fitted trading
- ( 2 ) 30,648 - (30,648) - 2 100.00% 2 - -
Changzhou
Weicai New
Material
Science &
Technology
Co., Ltd.
Engaged in engineering plastic
and high valued petroleum
chemical products
1,411,845 ( 2 ) 1,324,893 - - 1,324,893 (151,226) 100.00% (151,226) 865,748 -
Weiming
(Rudong)
Construction
Co., Ltd.
(Invested
through Jiansu
Weiming New
Material Co.,
Ltd.)
Engaged in engineering plastic
and high valued petroleum
chemical products
129,665 ( 3 ) - - - - (513) 100.00% (513) 129,753 -

(Continued)

  • 378 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION Notes to the Financial Statements

(ii) Limitation on investment in Mainland China:

Accumulated Investment
in Mainland China as of
December 31, 2021
Investment Amounts
Authorized by Investment
Commission, MOEA
Upper Limit on Investment
10,919,107 14,362,341 Note 4

Note1: There are three ways to invest as follows:

  • (a) The Company directly invests in China.

  • (b) The Company through third regional company (UDL) invests in China.

  • (c) Others. (The Company through subsidiaries invest in China.)

Note2: Explanation for the field “net income (losses) of the investee”:

  • (a) If it is in preparation, no investment profit or loss.

  • (b) There are three ways to identify the basis of investment profit or loss.

  • (b.1) financial statements audit by international accounting firm with a relationship with Taiwan accounting firm.

  • (b.2) financial statements audit by the Company’s audit CPA.

  • (b.3) others.

Note3: The amount in this table should be presented in New Taiwan Dollar.

  • Note4: The cumulative investment amount or investment proportion to China cannot be over the Company’ s net value of 60%. The Company obtained certified documents of operating headquarters issued by Industrial Development Bureau, Ministry of Economic Affairs on October 18, 2018, and so is not subject to the above regulations. Valid until October 14, 2021. On October 19, 2021, the Company acquired the above documents and extend the valid period to October 12, 2024.

  • Note5: Zhangzhou Weida Petrochemical Co., Ltd. was dissolved and the liquidation process had been completed in January 2021.

(iii) Significant transactions:

The significant inter-company transactions with the subsidiary in Mainland China, which were eliminated in the preparation of consolidated financial statements, are disclosed in “Information on significant transactions”.

(d) Major shareholders:None

(14) Segment information:

Please refer to the Consolidated Financial Statements for the year ended December 31, 2021.

  • 379 -

  • VI. In the case of any insolvency of the Company and its affiliates, specify its effect on the Company's financial position: None

  • 380 -

Chapter 7 Review and Analysis of Financial Position and Financial Performance, and Risk Management

I. Review and Analysis of Financial Status (Adoption of IFRS-Consolidated)

Unit: NTD Thousand

Unit: NTD Thousand Unit: NTD Thousand
Year
Item

2020
2021 Difference
Amount %
Current Assets 27,089,168 57,355,445 30,266,277 111.73
Property, plant and
equipment
23,226,955 25,333,641 2,106,686 9.07
Net investmentproperty 37,626,827 38,867,067 1,240,240 3.30
Intangible assets 159,173 172,308 13,135 8.25
Other assets 16,807,867 13,726,747 (3,081,120) (18.33)
Total assets 104,909,990 135,455,208 30,545,218 29.12
Current liabilities 8,748,394 20,737,381 11,988,987 137.04
Non-current liabilities 25,293,565 34,189,408 8,895,843 35.17
Total liabilities 34,041,959 54,926,789 20,884,830 61.35
Capital stock 32,848,502 37,848,502 5,000,000 15.22
Capital surplus 583,815 1,454,301 870,486 149.10
Retained earnings 39,200,786 42,729,935 3,529,149 9.00
Other equities (1,820,461) (1,525,805) 294,656 16.19
Non-controllingequity 55,389 21,486 (33,903) (61.21)
Total shareholders'
equity
70,868,031 80,528,419 9,660,388 13.63
Notes to significant changes:
1. The current assets increased because the Company purchased the land, subsection 3, Xisong
section, Songshan Dist., Taipei City, and paid the installment in accordance with the contract. The
total amount was NT$37,200,010 thousanddollars andwas recognized as "Inventory-Prepayment
for Land".
2. The increase in property, plant and equipment was due to the purchase of Chain Yarn Douliu Plant,
as well as China subsidiary receiving work in progress construction assets in 2021.
3. The increase in intangible assets was due to the purchase of computer software costs and patent
rights in 2020.
4. Other assets increased because the Company recognized the net profit and loss of financial asset at
fair value of Core Pacific City Co., Ltd.
5. The increase in current liabilities was due to short-term financing borrowings from financial
institutions in line with operational planning.
6. The increase in non-current liabilities was due to the issuance of NT$1,250,000 thousand of
domestic secured corporate bonds and long-term financing loans from financial institutions and
securities companies in 2021.
7. The increase in equity was due to the cash increase.
8. The increase in retained earnings was due to the increase in net income as compared to the
previous year due to the recovery from the epidemic.
9. Other reserves increased due to unrealized gains in financial instruments measured at fair value
through other comprehensive income.
10. The decrease in non-controllinginterests was due to the decline inprofit due to the epidemic.
  1. The current assets increased because the Company purchased the land, subsection 3, Xisong section, Songshan Dist., Taipei City, and paid the installment in accordance with the contract. The total amount was NT$37,200,010 thousand dollars and was recognized as "Inventory-Prepayment for Land".

  2. The increase in property, plant and equipment was due to the purchase of Chain Yarn Douliu Plant, as well as China subsidiary receiving work in progress construction assets in 2021.

  3. The increase in intangible assets was due to the purchase of computer software costs and patent rights in 2020.

  4. Other assets increased because the Company recognized the net profit and loss of financial asset at fair value of Core Pacific City Co., Ltd.

  5. The increase in current liabilities was due to short-term financing borrowings from financial institutions in line with operational planning.

  6. The increase in non-current liabilities was due to the issuance of NT$1,250,000 thousand of domestic secured corporate bonds and long-term financing loans from financial institutions and securities companies in 2021.

  7. The increase in retained earnings was due to the increase in net income as compared to the previous year due to the recovery from the epidemic.

  8. Other reserves increased due to unrealized gains in financial instruments measured at fair value through other comprehensive income.

  9. 381 -

II. Review and Analysis on financial performance (Adoption of IFRS-Consolidated)

Unit: NTD Thousand

Year
Item
2020 2020 2021 2021 Increase/Decrease Ratio %
Subtotal Total Subtotal Total
Total operating revenue
Less: Sales return and discount
Operating revenue, net
Operating cost
Less: Unrealized sales profit and loss
Add: Realized sales profit and loss
Gross profit (loss)
Operating expenses
Operating profit or loss
Non-operating revenue and expense
Net profit (loss) before tax
Less: Income tax gain (expense)
Net Profit after Tax
Other comprehensive income (after tax)
Total comprehensive income

Net profit (loss) attributable to parent
company in current period

Net profit (loss) attributable to
non-controlling equity in the current
period
Total comprehensive income attributable
to parent company
Comprehensive income attributable to
non-controlling equity
17,583,092
0






17,583,092
17,544,864
35,163,3800
0




















35,163,380
30,066,937
17,580,288

17,580,288

12,522,073

0

0

5,058,215

730,872

4,327,343

(441,441)

3,885,902
(964,335)

2,921,567

17,185

2,938,752

2,922,219

(652)

2,939,199

(447)

99.98

99.98

71.37



13,231.70

39.48

238.70

(23.03)

3,744.51

(168.92 )

433.04

8.52

335.31

429.11

(10.30)

332.26

(5.47)
0
0
0
0
38,228
1,851,106
5,096,443
2,581,978
(1,812,878)
1,916,654
103,776
570,884
2,514,465
1,475,213
3,989,678
(393,451)
674,660 3,596,227
201,768 218,953
876,428 3,815,180
680,989
(6,329)
884,606
(8,178)
3,603,208
(6,981)
3,823,805
(8,625)






Notes to increase/decrease:

  1. Operating income: The increase in operating income was due to the increase in the unit sales price of AN by 85% in 2021 and the increase in the unit sales price of CPL by 63% in 2021 compared to the previous year.

  2. Gross profit: (1) In 2021, due to the recovery of the epidemic and force majeure factors in other countries, the selling price increased by 85% compared with the previous year, resulting in an increase in profit of NT$2.78 billion compared to the previous year.

  3. (2) For Caprolactam (CPL) products, benefit from the recovery demand of downstream textile industry and nylon. The sales volumes increased by 16%, selling prices increased by 63%, resulting in an increase in profit of NT$2.061 billion compared to 2020.

  4. Operating expense and operating income: Operating expenses increased in 2021, due to the increase in sales volume, freight rates and earnings incentives.

    • Operating profits increased in 2021, due to the impact of the recovery of the epidemic and the recovery of the economy.
  5. Non-operating revenue and expense: The decrease is due to the recognition of asset impairment and estimated remediation costs in 2021.

  6. Income tax expense: The increase was due to the increase in value-added tax of the lands of investment properties.

  7. Other comprehensive income (after tax): The increase was due to the unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income.

  8. 382 -

III. Review and Analysis of Cash Flow (Adoption of IFRS-Consolidated)

Unit: NTD Thousand

Unit: NTD Thousand Unit: NTD Thousand
Balance of cash –
beginning
(1)
Net cash flow from
operating activities
in the year
(2)

Cash inflow in
the year
(3)
Surplus (deficit)
(1)+(2)+(3)
Remedyfor deficit in cash
Investment
project
Wealth
management
project
7,479,899 (29,549,070) 29,719,293 7,650,122 - -
(I) Analysis of variance in cash flows:
1. Operating activities: Net cash outflow of NT$29,549,070 thousand, mainly due to the
acquiring land.
2. Investing activities: Net cash inflow of NT$4,486,875 thousand, mainly due to the disposal of
investment property and plant and financial assets and the return of
equity in the capital reduction.
3. Financing activities: Net cash inflow of NT$25,246,277 thousand, mainly due to issued
corporate bonds and cash capital increase and borrowing long-term and
short-term loans.
(II) Remedy for deficit in cash and liquidity analysis:
1. Remedy for deficit in cash: None (surplus)
2. Liquidity analysis: The current ratio in 2021 decreased versus 2020, mainly because the
Consolidated Company borrowed short-term loans and short-term notes
payable for operating purposes in 2021, resulting in a significant increase
in current liabilities.
(III) Analysis of variance in cash flows for the future year:
1. Operating activities: Projected net cash inflow NT$5,654,953 thousand
3. Investing activities: Net cash outflow NT$98,439 thousand, primarily as a result of the
increase in long-term investment.
3. Financing activities: Net cash inflow NT$13,440,347 thousand, primarily as a result of the
increase in long-term and short-term loans.
4. Remedyfor deficit in cash: None(surplus)

IV. Major capital expenditure for the most recent year and its effect on financial position and operation of the Company:

Since the Company's major capital expenditures in recent years were mainly financed by its own working capital and loans from financing projects, the financial risk control is regularly evaluated and controlled, and therefore has no significant impact on the Company's financial condition.

  • 383 -

V. Direct investment policy, the main reasons for profit or loss, and corrective action plan for the most recent year, and investment plan in the next year

CPDC's reinvestment policy still focuses on the core competitiveness in the petrochemical-related industries and Land Development. The invested objective shall be selected in terms of downstream and upstream or vertical integration, business development and revitalization of assets.

The Company currently operates on the mainland China Jiangsu Sunshine Island a liquid chemical storage and chemical products trading business, which is currently stable in operations. In the future, we aim to increase volume throughput to further improve profitability and proactively increase the variety of products to increase our China market share. As for the chemicals trading business in Shanghai, in addition to dedicating to the supply of high-quality chemical raw materials in China and Asia, we also integrate Taiwan's overseas purchases and sales with China's trade, so as to demonstrate the advantages of bilateral trade, and provide customers in Asia and the world with high-quality products and services.

The cyclohexanone plant and nylon 6 plant in the first stage of the petrochemical plant in Rudong, Jiangsu have completed test production in 2021 and are expected to be put into operation in 2022. The CPL plant and OPP plant in the second stage have begun pre-construction operations. In the future, the Company will be able to integrate the upstream and downstream of CPL, to obtain the cost competitive advantage; the benefits of the integrated production base are just around the corner.

The integrated production base will enhance the Company's downstream cost competitive advantage; furthermore, since being close to the mainland market and matching with local development advantages, it will be beneficial to the development of high-value and high-margin products. The Company plans to take the Taiwan R&D center as the core and cooperate with the plastic modification and engineering plastic alloy production base in Changzhou, Jiangsu which the Company acquired in 2018; with excellent nylon modified engineering plastics as the core product, we horizontally expand to other major engineering plastic materials, and actively establish the market competitive advantage of integrated production.

The axis of the global economy is shifting from the west to the east, pulling the center of chemical demand to the east. The Asia-Pacific region has become the driving force for the growth of global petrochemical demand. The increase in purchasing power, the large population, and the increasing degree of urbanization all mean that the rapid growth of petrochemical demand will continue in the future. In consideration of the Company's long-term development and sustainable operation, the Company will, subject to the needs and strategy for business expansion, keep paying attention to relevant industrial development domestically and overseas and carefully evaluate adequate investment objectives. Notwithstanding, the Company will still focus on obtaining production technology, new energy, specialty chemical products, precision chemical products and bio-tech-related industries developments as the priority.

Furthermore, to support the Go South Policy of the government, the Company has evaluated investment opportunities in land development by copying our earlier investment strategy in the mainland China.

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  • VI. Analysis of risk factors: analyze and assess the following circumstances for the most recent year and until the date of publication of the annual report

  • (I) Impact of interest and exchange rate changes and inflation, and their future countermeasures:

    1. Impact on the Company's income:
Impact on the Company's income:
Item 2021 (NTD Thousand; %)
Net interest revenue (135,481)
Net exchange gain 26,146
Net interest revenue to net operating revenue -0.39%
Net interest revenue to net profit before tax -3.40%
Net exchange gain to net operating revenue 0.07%
Net exchange gaintonet profit before tax 0.66%

(1) Interest rate

The Company's interest rate risk primarily derives from interest accrued based on a floating interest rate arising from long-term and short-term debt and fixed income. To hedge interest fluctuation risk, the Company undertakes transactions when the interest rate stays low/high after carefully evaluating the financial market trends. Therefore, even if the interest rate fluctuates due to uncertain factors, no material impact would be caused to the Company.

(2) Exchange rate

The Company's major product lines and raw materials are mostly priced at USD and the payment thereof is collected or made in NTD (other than those for import/export). The exchange rate fluctuation would affect the cost and revenue of such petrochemical products as CPL and AN. There are no outstanding balances of any unsettled financial derivatives transactions subject to exchange rate fluctuation risk at the end of 2021.

(3) Inflation

The Company primarily procures petrochemical raw material locally or domestically, or imports raw materials and supplies. The Company would be primarily affected by the change of the international raw material price, while the domestic inflation would render less impact to the Company comparatively.

2. Future countermeasures:

(1) Countermeasures against interest rate fluctuations

The Company will continue to make every effort to ask financing banks for preferential interest rates to reduce the Company's interest expenses, and will try to reduce its average cost of capital through multiple fund-raising channels.

  • (2) Countermeasures against exchange rate fluctuations

The Company adopts a natural hedge against exchange rate fluctuations, and selects optimal timing to engage in spot foreign exchanges primarily based on the net foreign exchange position after the offset of sales revenue priced based on foreign exchange rate against the sales expenses, subject to the market condition and position, to hedge exchange rate fluctuation risks.

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  • (3) Countermeasures against inflation

The largest niche for the Company's competition with others is based on the stable supply of most the Company's major raw materials, including such international petrochemical raw materials and supplies as propylene, benzene, sulfur, natural gas, carbon monoxide and fuel oil, by CPC and other local suppliers, as the price is calculated based on specific equations and international price. Although domestic inflation renders a lesser impact to the Company, the Company continues to boost various resolutions through the market mechanism and process improvement, to reduce its cost.

  • (II) Policy on high-risk, high-leverage investments, loaning of funds, endorsements and guarantees as well as derivatives transactions, major causes for profits or losses and future countermeasures:

The Company currently does not loan funds or trading of derivatives. The Company manages its finance in a prudent manner and does not engage in high-risk and highly leveraged investments.

In 2021, the Company's provide endorsements and guarantees mainly to subsidiaries in accordance with the procedures stipulated in the "Procedures for Loans, Endorsements, and Guarantees" prescribed by the Company. The majority of the guaranteed companies are 100% indirectly owned subsidiaries of the Company. The Company has obtained financial statements and business overview information of the subsidiaries and analyzed their profitability to assess the risk of the Company's endorsement and guarantee.

For information on the Company's endorsement and guarantee, please refer to the 2021 Audit Report and the disclosure in the notes thereto.

(III) Future R&D plans and expected R&D expenditure:

R&D has been a core target of our sustainable operations. With the R&D of CPDC, three main orientations are: Improvement of the existing production process, Development of correlative products and New product development.

  1. Improvement of the existing production process:

The Company continues to improve existing production processes to raise efficiency, lower manufacturing cost and develop production process with energy saving.

  • (2) Development of related products:

Focusing on developing byproducts and related products, strengthen material supply chain from upstream to downstream by taking advantage of the material.

(3) New product development:

Setting up the project development group, and focus on high-value products with market potential (e.g., optical application monomers, special chemical products, ester derivate and functional high polymer) by market information collecting and existing survey technique. Furthermore, the Company evaluates developing advantage and develops own core technique to increase items of high-value products and broaden industry chain.

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The Company has planned expenditures of about NT$484,950 thousand in R&D activities in 2022. The expenditures to be spent in R&D each year in the future will be subject to the progress of the R&D plan.

Statistics of R&D expenses invested by CPDC and its subsidiaries in the past years.

Year 2017 2018 2019 2020 2021 2022
(Estimated)
(Note 1)
Amount
(NTD
thousand)
236,348 335,436 401,655 442,279 461,963 484,950

Note 1: Included the estimated amount of subsidiary Taivex Therapeutics Corporation in 2022.

  • (IV) Impact on the Company's Financial Operations and Contingency Action Regarding Recent Changes in Domestic and International Policies and Regulations:

The Covid-19 epidemic continues to impact the global economy in 2021, and delays in the arrival of containers and ports continue to worsen, prompting a restructuring of the global supply chain and forming a decentralized and regional global trade and production network. After the U.S. presidential election at the end of 2020, Biden’s new policy focuses on economic revitalization in the post-pandemic era and wooing allies to jointly exert pressure on the mainland China. This shock will strengthen a number of Asia-Pacific economic and trade agreements: The Mainland China will become the biggest benefit under the Regional Comprehensive Economic Partnership (RCEP). In addition, Vietnam is one of the countries that have participated in most of the free trade agreements, and trade with major economic powers has been unimpeded, becoming one of the beneficiaries of the China-US trade conflict. However, Taiwan has not participated in the economic integration. It not only deepens the risk of being marginalized but also makes Taiwan become less competitive in exports to countries that enjoy preferential tariffs.

In addition, global sustainable development has entered a new milestone after the signing of the “Glasgow Climate Agreement” at the 26[th] United Nations Climate Change Conference (COP26), especially in accelerating the pace of countries in promoting Net Zero. Taiwan government has also officially announced the “2050 Net Zero Emission Policy Blueprint” in March 2022 to promote technology, research and innovation in key areas to lead the green transformation of the industrial sector.

The opportunities and threats that CPDC faces by international trends and important policy changes, and the response are explained as follows:

[Opportunities]

  1. Russia was originally a major exporter of CPL in Asia, and SWIFT sanctions will restrict its export and optimize the balance of supply and demand for Taiwan.

  2. After the signing of RCEP, Mainland China is developing and has a huge domestic demand market and a complete industrial value chain, grasping the red supply chain and business

  3. 387 -

opportunities, and the diversified layout of the supply chain, which is in line with the Company’s strategic layout.

  1. Vietnam’s economy is performing well, with export tariff advantages and huge demographic dividends, and opportunities for overseas development.

[Threats]

  1. Geopolitical and related energy sanctions have caused the supply of raw materials to be cut off, prices have risen sharply which costs have risen rapidly. Some competitors from Mainland China can control production costs better due to their ability to provide related raw materials, this may lead to a weakened relative competitive position for the Company.

  2. The trade conflict has not ended, and there are concerns about an escalation in the tariff war, which affects the import of raw materials and product export restrictions for factories in Mainland China; cross-strait relations have deteriorated, and Mainland China has set up trade barriers, which is unfavorable to Taiwan’s exports to Mainland China.

  3. Taiwan has not participated in the regional economic integration and RCEP signing, subject to the impact on petrochemical industry trade or tariff inequality.

  4. Environmental related taxes and fees have raised the cost of petrochemical production, and the requirements for safety and environmental protection in the chemical industry have increased.

[Response]

  1. Continue to lay out the development of the real estate market in Vietnam.

  2. Continue to cultivate the domestic demand market in Mainland China and strengthen the vertical integration of Rudong petrochemical plant: The Company has a supply chain layout both inside and outside Mainland China, and takes the advantages of the choice of quality, cost, tariff and other niche points on both sides of the strait to provide flexibility in supply.

  3. Integrate cross-strait liquid chemical transportation and storage trade operations, flexibly use and reduce the impact of tariffs.

  4. Master the technology of low energy consumption and low emission and reduce the production cost to become the competitive advantage of the industry.

  5. Continue to strengthen high-end competitiveness in Taiwan, accumulate independent R&D capability, strive for high-value products, and open the market with the differentiation of professional technology, product quality, and technical services.

  6. (V) Effect on the Company's financial operations of developments in science and technology as well as industrial change, and countermeasures:

  7. In response to the outbreak of the COVID-19 epidemic in 2021, the Company separated the employees into different groups at the beginning of the epidemic, in which some employees worked from home and isolated from home when traveling abroad and returning home. Under the current information structure, we purchased SSLVPN license and the new video conferencing system and was able to meet the needs of our employees' remote work.

  8. In recent years, the rapid development of digital automation technology and AI technology, the number and frequency of network attacks continue to increase, and the growth of ransomware virus is increasing at a large rate and the attack techniques continue to be renovated. In order to protect the operation of the company's important information services from being affected, we have purchased a cloud sandbox information security system to protect important information hosts and data, and to ensure that the operation of the information backbone is not interrupted.

  9. 388 -

  10. In view of the continuous development of network technology, the Company has introduced SDWAN network architecture to strengthen its network management capability, reduce network dedicated line cost, and flexibly utilize network equipment to build network services for flexible applications, and will continue to introduce the latest network equipment and management model in the future.

  11. In 2021, the Company has introduced a network vulnerability detection and scanning system, which uses industry-renowned vulnerability scanning tools to conduct quarterly systematic vulnerability scans for key systems, and the results of the scans are sent to the system manager for system repair or update to reduce the vulnerabilities or loopholes that can be attacked to ensure the stability of key systems. In the future, we will introduce a vulnerability risk control system, which can be applied to the head office and each factory. In addition to vulnerability scanning for networked systems, we can also manage the progress of vulnerability detection and repair.

  12. In terms of digital asset licensing risk, the Company has implemented a computer asset management system to control the utilization rate of the Company's software and hardware versions and licenses to prevent unauthorized or excessive use of licenses, which may cause software licensing risk to the Company, and to generate regular reports on the utilization rate to provide a basis for optimizing the number of licenses.

  13. In the future, to address the increasingly serious risk of advanced persistent penetration attacks (APT), in addition to installing cloud-based sandbox protection systems on critical hosts and PCs, we will also introduce next-generation firewalls to prevent unknown network threats and zero-day attacks by using powerful threat intelligence data and AI technology to detect and prevent malicious network traffic or unknown malware before entering corporate information systems, and remove computer viruses from specific files to prevent attacks such as distributed Trojans.

  14. 7.In terms of assisting industrial safety management optimization, we have applied AI image intelligence analysis technology in high-risk industrial safety operations and environmental protection issues to optimize human-machine collaboration and reduce risk of hazards. In terms of assisting operation management optimization, we have used AI machine learning and deep learning technologies to complete major product price prediction and various process-related optimization projects to provide reference for decision optimization. In the future, we will introduce the BI business intelligence platform to help companies make data-driven decisions and accelerate digital optimization transformation through exploratory data analysis technology, revaluing data applications and mastering key information.

  15. (VI) Effect on the Company's crisis management of changes in the corporate image, and countermeasures:

Upholding the principle of market orientation and pursuit of excellence, the Company continues to offer improved products and services up to customers' satisfaction, while respecting and caring for employees, customers, suppliers, and communities with the aim of improving the value of customers and shareholders. The Company is committed to safety, health, energy saving and environmental co-prosperity, spares no effort in sustainable operation and contribution to society, and continues to maintain a good corporate image. For crisis management, the Company has established crisis management procedures. In case of

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any crisis, the Company will make quick and accurate decisions according to these procedures in order to reduce or mitigate the impact on the corporate image.

In addition, the Company has integrated the risk management plans of each department in 2021 and is moving toward the goal of establishing a risk management system. In the future, the Company will continue to optimize the risk management mechanism by conducting rolling corrections, preventions, and reviews through the PDCA cycle, while strengthening communication with stakeholders and reinforcing the risk management culture to reduce the occurrence of risks and the impact on its operations.

  • (VII) Expected benefits and potential risks associated with any merger and acquisitions, and countermeasures:

On February 26, 2020, the board of directors of the Company approved the acquisition of the land, plant and equipment assets of the Dajia Plant of Sunko Inc Co. Ltd. On June 16, 2021, the board of directors of both parties approved the cancellation of the asset sale and purchase agreement, and the Company recovered the full amount of the transaction price paid, which did not affect the Company's financial statements and operations.

On September 14, 2020, the Board of Directors of the Company approved the acquisition of land, plant and equipment of the Douliu Polymer Plant of Chain Yarn Co., Ltd. This is a strategic integration of the Company's petrochemical business. The high-quality polymerized nylon chips obtained can strengthen the application of downstream nylon chips of CPL, deepen the development of the downstream nylon industry chain, and enhance the Company's long-term stable operating niche and competitive advantage. It is expected to have a positive impact on shareholders' equity. Each project had been fully evaluated by professional accountants, environmental consultants and asset appraisers before it was submitted to the Board of Directors to lower the transaction risks. Upon completion of the acquisitions, future operational risks are managed by the responsible business units.

(VIII) Expected benefits and possible risks of facilities expansion, and countermeasures:

To improve the operational flexibility of major raw material ammonia and phenol, the Board of Directors agreed to invest and build the storage equipment of ammonia and phenol at the Kaohsiung storage area. In order to increase the flexibility of import and export of products and raw materials, phase II and phase III of the investment plan will be executed to build additional chemical storage tanks. This project is still ongoing. In addition, in order to fulfill our social responsibility to improve the combustion efficiency of the coal-fired steam and power plant at the Toufen plant and to improve the perception of smoke emission from the chimney, we started the improvement project of smoke emission and stability of power supply at the coal-fired steam and power plant at the Toufen plant as approved by the board of directors in November 2018.

According to the analysis on supply & demand in the CPL market, Taiwan's dependence on imported CPL has fallen each year because of the Company's full projection and sales effort. The supply and demand of CPL in Mainland China has changed substantially, with its own production capability being upgraded drastically, and its dependence on imported CPL

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declined drastically, even facing an overproduction situation. In order to mitigate the impact caused by the change in CPL market, the Company's relevant units will be dedicated to adjusting the production amount with market conditions, actively search possible solutions in lowering material and production costs, and develop high end Nylon Chips products thus maximizing profits for the Company. Also, the company will continue to position for new product development and deploy overseas for continued growth.

  • (IX) Risk from centralized purchasing or selling, and countermeasures:

The primary raw materials for the AN produced by the Company refers to propylene, and one of the important raw materials for CPL produced by the Company refers to natural gas. If the supply of primary raw materials is defective, the Company's production of AN and CPL will be affected.

Meanwhile, the Kaohsiung Plant of CPC is scheduled to be relocated and shut down in 2015. With respect to the Dashe Industrial Park where the Company's Dashe Plant is located, Kaohsiung County Government issued the official letter under (87) Fu-Chien-Tu-Tze No. 211694 dated November 7, 1998 on "Motions for Changing Dashe Urban Plan (3rd overall review)", in which the conditions identified in the motion No. 7 required that "the manufacturers in the special industrial park shall be relocated before 2018, and the park shall be changed to a Type-B industrial park by the County Government pursuant to the statutory procedure." Meanwhile, Kaohsiung City Government asked the Ministry of Interior to authorize the "Motion for Changing Dashe Urban Plan (4th overall review)" via its official letter under Kao-Shih-Fu-Tu-Fa-Kuei-Tze No. 10130250600 dated January 13, 2012. The Kaohsiung City Government Planning Bureau on March 22, 2019, approved the change to a Type-B industrial part, allowing continued production but no further expansion or reconstruction. On November 10, 2020, the Urban Planning Committee, Ministry of the Interior convened the third review meeting on the change of the Dashe Urban Plan and requested the Industrial Development Bureau of the Ministry of Economic Affairs to invite the Kaohsiung City Government and relevant units to clarify the opinions of the manufacturers, which was included in the urban plan by the Kaohsiung City Government to eliminate the controversy. On February 11, 2022, the Industrial Development Bureau of the Ministry of Economic Affairs (MOEA) held the third meeting of the Task Force on "Impacts of the Transformation of the Greater Social Work Zone into a Type B Industrial Zone on the Petrochemical Industry" and concluded that the Kaohsiung City Government should continue to help and work together to communicate and coordinate and discuss suitable and feasible solutions. At present, the Company continues to work together with the manufacturers in the Dashe industrial area to communicate with the government to fight for Type-A.

The Company's primary product lines, CPL and AN, refer to the main raw materials supplied to downstream nylon, acrylic fiber and ABS plastic industries. CPL and AN refers to the basic raw materials for petrochemical downstream products. The Company's customers are primarily chemical fiber textile plants that are limited in number, due to their industrial characteristics. The Company's capacity increase and lower cost advantage have increased its market share to 61%.

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  • (X) Impact and risk associated with large share transfers or changes in shareholdings of directors,

supervisors, or shareholders who hold more than 10% of the Company's shares, and countermeasures: None.

  • (XI) Impact and risk associated with changes in management rights, and countermeasures: None.

  • (XII) Litigation and non-litigation matters:

  • § Against

  • Damages to An Shun residents (the first case)

  • (1) Fact at issue:

The plaintiffs including Wu initiated the complaint alleging that Taiwan Soda Ash Co., Ltd., An Shun Plant, as consolidated by CPDC pursuant to the order of Ministry of Economic Affairs, produced such material as dioxin due to production of PCP prior to the consolidation, thereby causing damage to the plaintiffs. Therefore, CPDC should be liable for the damages due to the consolidation.

  • (2) Claimed value: NT$351,750,000

  • (3) Date of initiation: July 2008

  • (4) Parties:

Plaintiff: Wu, et al.

Defendant: CPDC, MOEA, Tainan City Government, and Environmental Protection Bureau of Tainan City Government

  • (5) Status:

The 1st instance was rendered on December 2015 that CPDC and MOEA shall bear joint and several liability for compensation NT$168,170,000 to An Shun residents. The Company filed an appeal on December 2015 pursuant to laws. After examination by the Tainan Branch of High Administrative Court, the judgement was upheld, so that CPDC should wholly compensate the An Shun residents with NT$191,578,366. In disagreement with the decision, the Company filed an appeal pursuant to laws in September 2017. In November 2018, the Supreme Court ordered the Company to compensate the plaintiff for a total of NT$190,000 thousand, but the portion about medical expense was reversed and remanded for a new trial, and CPDC won the case. The appeal was filed in August 2019 by the An Shun residents, and dismissed by the Supreme Court in March 2020, which confirmed that the judgment was final and binding and the case was closed.

  1. Damages to An Shun residents (the second case)

  2. (1) Fact at issue: The same fact with the Damages to An Shun residents (the first case).

  3. (2) Claimed value: NT$80,915,000

  4. (3) Date of initiation: March 2016

  5. (4) Parties:

Plaintiff: Yu, et al.

Defendant: CPDC and MOEA

  • (5) Status:

Pursuant to laws, the Company responded to legal actions due to the fact of this case is the same as damages to An Shun residents (the first case). In order to maintain the Company's interests, the Company would respond to the lawsuit. On November 6, 2020, the Tainan District Court issued a judgment that the 39 plaintiffs' claims were justified and dismissed the remaining plaintiffs' claims. With regard to the court's opinion that the

  • 392 -

portion of the plaintiff's request is justified, the Company believed that it should fight for the benefits on the starting point of the prescription and filed an appeal on December 15, 2020, and currently the case is pending in Taiwan High Court Tainan Branch Court.

  1. "Administrative disposition under Nan-Shih-Fu Huan-Shui-Tze No. 09822035440"

  2. (1) Fact at issue:

Tainan City Government ordered the Company, via its official letter under Nan-Shih-Fu Huan-Shui-Tze No. 09822035440 dated December 17, 2009, to pay the out-of-pocket expenses for the project related to An Shun Site soil pollution remediation to the account of Soil and Groundwater Pollution Remediation before January 31, 2010. The disposition was served to the petitioner in December 2009.

  • (2) Claimed value: NT$17,961,679

  • (3) Date of initiation: January 2010

  • (4) Parties:

Plaintiff: CPDC

Defendant: Tainan City Government

  • (5) Status:

The Company paid foresaid expenses within the specific time limit and filed a petition. Notwithstanding, the petition was overruled by a decision . The Company filed an administrative suit with Kaohsiung High Administrative Court. The Court ruled in September 2012 that the part of the decision about the amount exceeding NT$17,867,012 should be revoked, while the other claims filed by the Company were overruled. The Company filed an appeal against the judgement overruling the Company's claims pursuant to laws. In September 2013, the Supreme Administrative Court remanded the case for a new trial. In October 2015, the Kaohsiung High Administrative Court revoked the part of the judgement of the payment amount exceeding NT$7,067,702. Both parties filed an appeal again with the Supreme Administrative Court in November 2015. The Company's appeal was overruled in February 2017 and part of the facts was remanded to the Kaohsiung High Administrative Court for further hearing. The Kaohsiung High Administrative Court ruled in July 2018 that the part of the judgement about the amount exceeding NT$8,120,984 should be revoked, while the other claims filed by the Company were overruled. The Company filed an appeal to the Supreme Administrative Court against the judgement overruling the Company's claims pursuant to laws. In January 2020, the Supreme Administrative Court reversed the original judgment and remanded it to the Kaohsiung High Administrative Court. On November 24, 2020, the Kaohsiung High Administrative Court issued a judgment that all fees payable by the Company in excess of NT$7,622,000 were revoked. In order to seek the Company's best interests and to obtain reasonable remediation fees, the Company filed an appeal on December 18, 2020, and currently the case is pending in Supreme Administrative Court.

  1. An Shun rental land for fish farming

A. Case 1

  • (1) Fact at issue:

An Shun land for fish farming is owned by the Company. Some tenants have terminated their rental contract yet they still occupy the lands owned by the Company. Thus, the Company demanded the return of the land from those tenants.

Thus, the Company demanded the return of the land from those tenants. (2) Claimed value: NT$79,999,432

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  • (4) Parties:

Plaintiff: CPDC

Defendant: 11 people, including Wu Jen-Tz, et al.

  • (5) Status:

The case was filed in November 2015. The Company filed a interlocutory appeal in January 2016 against the ruling of court cost, which was dismissed in August 2019. The Company filed an interlocutory re-appeal on the 16th of the same month, which was withdrawn on September 4 of the same year. The case was closed.

B. Case 2

  • (1) Fact at issue:

Same as Case 1.

  • (2) Claimed value: None

  • (3) Date of initiation: September 2017

  • (4) Parties:

Plaintiff: CPDC

Defendant: 4 tenants

  • (5) Status:

The Company filed a lawsuit in September 2017 and attempted for a settlement in litigation. The case was settled in February 2020 and the Company filed a withdrawn letter on behalf of the adversary.

C. Case 3

  • (1) Fact at issue:

The case is for the An Shun land for fish farming owned by the Company. Since some tenants have terminated their rental contract, the contract is not renewed. However, some tenants denied having terminated the lease, and thus, they urged the Company to perform the lease.

  • (2) Claimed value: None

  • (3) Date of initiation: September 2017

  • (4) Parties:

Plaintiff: CPDC

Defendant: 4 tenants

  • (5) Status:

The lawsuit was filed in 2019. On December 10, 2020, the Tainan District Court issued a judgment that the Company should cooperate with the tenant to register the lease. The Company filed an appeal on December 29, 2020. The case is currently pending before Taiwan High Court Tainan Branch Court.

D. Case 5

  • (1) Fact at issue: Same as case 1

  • (2) Claimed value: NT$15,062,050

  • (3) Date of initiation: December 2020

  • (4) Parties:

Plaintiff: CPDC

Defendant: 3 tenants

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(5) Status:

The lawsuit was filed in 2020. On January 12, 2021, the Tainan District Court dismissed the lawsuit on the grounds that the defendants died prior to the filing of the lawsuit. The Company filed a interlocutory appeal on January 20, 2021, which was heard by theTaiwan High Court Tainan Branch Court. On March 3, 2021, the Taiwan High Court Tainan Branch Court reversed the ruling of dismissing the lawsuit by the original court and ordered the original court to impose an appropriate decision. The settlement had been reached in the end of 2021 and the case was closed.

  1. Civil action against An Shun Old Dormitory

  2. (1) Fact at issue:

Taiwan Alkali An Shun Dormitory is owned by the Company, but some residents have occupied the dormitory for many years or registered households. However, the Cultural Affairs Bureau of Tainan City Government designated and announced the area as a municipal archaeology site on November 17, 2014. Since the Company has responsibility for managing and maintaining that area and protects its own property rights for the stipulated use or for the collection of profits of the property, the Company filed this suit.

  • (2) Claimed value: NT$19,566,120 and added interest

  • (3) Date of initiation: January 2016

  • (4) Parties:

Plaintiff: CPDC

Defendant: Residents of the Taiwan Alkali An Shun Dormitory

  • (5) Status:

The Company filed a suit in January 2016. On September 24, 2019, the Taiwan High Court made the judgement that the Company won the case and the case was closed.

  1. Managers Tsai, Liu and Chen et al. prosecuted under civil and criminal law for infringement of the Company’s trade secrets. The Company has appointed relevant attorneys to clarify the facts in order to protect the Company's interests.

  2. (1) Fact at issue:

The Company believed that Tsai et al. stole secrets through their duties for the purpose of providing relevant organizations in Mainland China that were planning petrochemical construction projects and also took advantage of the high-value chemical products, which were researched, developed, and manufactured by the Company through the acquisition of Dah Shyang Chemical Co. Ltd. in Taiwan. The reproduction of such trade secrets were without authorization, and a breach of trust occurred by stealing the Company's trade secrets and providing such to the third party caused the theft of the Company's trade secrets and damaged to its competitiveness.

  • (2) Claimed value: NT$7 billion, etc.

  • (3) Date of initiation:

  • a. Civil action: October 2016

  • b. Criminal prosecution: December 2016

  • c. Claim for returns of unjust enrichment of pension: March 2017

  • (4) Parties:

Plaintiff and complainant: CPDC

Defendant: Managers Tsai, Liu and Chen et al.

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(5) Status:

After the mediation was not successfully concluded, the civil action is under hearing by the Taipei District Court. In regards to criminal law, after prosecution by the Miaoli District Prosecutors Office, the case was transferred to the Miaoli District Court. The Company initiated an ancillary civil action for compensation. Regarding the claim for return of unjust enrichment of pension, the Board of Directors of the Company made a formal resolution of dismissing Tsai et al. retrospectively. The Company filed a suit to the court for return of unjust enrichment in March 2017, and the claim was overruled by the judgement rendered by the Taipei District Court in December 2017. In disagreement with the decision, the Company filed an appeal for remedy with the Taiwan High Court in January 2018. The Taiwan High Court dismissed the Company's appeal on February 11, 2020. The Company filed an appeal once again to the Supreme Court in March of the same year, which was dismissed by the Supreme Court on January 20, 2022, and the case of the claim for return of the pension was closed.

  1. "Administrative disposition under Nan-Shih-Fu Huan-Shui-Tze No. 1000700466"

  2. (1) Fact at issue:

Tainan City Government ordered the Company, via its official letter under Fu-Huan-Shui-Tze No. 1000700466 dated September 16, 2011, to pay the out-of-pocket expenses for An-Shun Site-related work projects to the Soil and Underground Water Pollution Remediation Fund account. After the Company stated its own opinion, Tainan City Government ordered the Company to make the payment within a specific time limit via its official letter under Nan-Shih-Fu-Huan-Shui-Tze No. 1010242670 dated March 26, 2012.

  • (2) Claimed value: NT$16,095,318

  • (3) Date of initiation: April 2012

  • (4) Parties:

Plaintiff: CPDC

Defendant: Tainan City Government

  • (5) Status:

The Company paid foresaid expenses within the specific time limit and filed a petition. Notwithstanding, the petition was overruled by a decision. The Company filed the administrative remedy pursuant to the law. The Kaohsiung High Administrative Court rendered a judgement and revoked the petition decision and the original disposition regarding the amount that exceeded NT$119,000. Both parties filed an appeal each in September 2014. The Supreme Administrative Court remanded the case to the Kaohsiung High Administrative Court on November 17, 2015. The Kaohsiung High Administrative Court in March 2017 rendered a judgement and revoked the order of the payment exceeded NT$6,498,455, which the Tainan City Government required payment from the Company. Both parties disagreed with the judgement, and filed an appeal each for remedy. On April 12, 2018, the Supreme Court made the judgement that the Company does not need to pay NT$9,596,863. The judgment was final and binding and the case was closed. The Company received the amount of NT9,596,863 paid by the Tainan City Government.

  • 396 -

  • Petition for removal of buildings and refund of land by Taiwan Alkali Co., Ltd. to village residents

  • (1) Fact at issue:

The Company consolidated Taiwan Alkali Co., Ltd. in 1983 and generally succeeded to its right and obligation. In 1986, the Company entered into an agreement with all of Taiwan Alkali Village residents to make the land Nos. 1323-259 and 1323-261 available to them to accommodate the utilities, such as public roads and water towers, continuously used by them. Upon investigation on occupation of the public utility land, some residents were found violating the agreement by constructing private buildings thereon, changing the purpose of the utility arbitrarily and misappropriating the land used for the utilities. The Company planned to recall said land and asked them to refund unjust enrichment to secure the Company's assets and all shareholders' interests and rights.

  • (2) Claimed value: NT$5,506,370

  • (3) Date of initiation: February 2013

  • (4) Parties:

Plaintiff: CPDC

Defendant: Taiwan Alkali Co., Ltd. Village Management Committee, et al.

  • (5) Status: The Company filed a suit pursuant to the law and raised a claim for removal of buildings and the return of the land. The Kaohsiung District Court rendered a judgement overruling the claim of the Company. In September 2014 the Company filed an appeal pursuant to laws. After the Taiwan High Court Kaohsiung Branch Court rendered a judgement overruling the Company's claim in July 2016, the Company was unwilling to accept the judgement and filed an appeal for remedy with the Supreme Court in September 2016. In 2019, the Supreme Court remanded the case for a new trial, and the Taiwan High Court Kaohsiung Branch Court announced a judgement that the Company partly won and partly lost the case. The Company was not satisfied with the defeated part, and filed an appeal with the Supreme Court on October 15, 2021, and the case is currently in the Supreme Court.

  • Civil action against high-rank management

  • (1) Fact at issue:

The Company's high-ranking managers, Liu and Chang, resigned directly without completing the handover procedures. They have stopped performing duties as of July 1, 2013. The Company issued a letter demanding that they should perform duties, but they refused to do so. The Board of Directors relieved them from the posts in October 2013. The Company filed a suit against Liu pursuant to laws because he severely violated the work rules of the Company. Later, Liu and Chang claimed the pension against the Company pursuant to Labor Standard Law. Both parties failed to reach settlement upon negotiation. Liu and Chang initiated a civil action each for payment of pension with Taipei District Court and Kaohsiung District Court in January 2014.

  • (2) Claimed value: NT$8,044,460 and NT$6,039,497

  • (3) Date of initiation: January 2014

  • (4) Parties:

Plaintiff: Liu and Chang

Defendant: CPDC

  • (5) Status:

  • 397 -

The Plaintiffs initiated the actions, which were under examination by Taipei District Court and Kaohsiung District Court respectively. Taipei District Court in September 2015 rendered the judgement that the Company should give Liu NT$4,572,150, while the Kaohsiung District Court in September 2015 rendered the judgement that the Company shall give Chang NT$35,393. For the former case, the Company filed an appeal in September 2015. In March 2017, the Taiwan High Court dismissed both appeals. The Company was not satisfied with the results and filed an appeal to the Supreme Court in April of the same year. On June 4, 2019, the Supreme Court dismissed both appeals and upheld the judgement of first instance that CPDC should pay NT$4,572,150 plus 5% interest. Since the Supreme Court dismissed each appeal on the ground that the appeals were meritless, which meant that the case was final and no further appeal could be filed. The case was closed. The claim of the Plaintiff of the latter was dismissed by the Taiwan High Court in July 2016. The plaintiff appealed against the Taiwan High Court's decision. On August 16, 2018, the court of third instance made the judgement that the appeal was justified, and the original judgement was reversed and remanded to the Taiwan High Court Kaohsiung Branch Court for a new trial. On July 31, 2019, the Company was ordered to pay NT$3,785,306 plus statutory interest to Chang. The Company filed an appeal and the Supreme Court reversed the judgement and remanded the case for a new trial in April, 2021, and the Taiwan High Court Kaohsiung Branch Court made a judgement on November 30, 2021 that the Company should pay $3,764,399 and the statutory interest. The Company was not satisfied with such judgment and filed an appeal, and currently the case is in the Supreme Court.

  1. "Administrative disposition under Fu-Huan-Shui-Tze No. 1030098879"

  2. (1) Fact at issue:

Tainan City Government ordered the Company, via its official letter under Nan-Shih-Fu Huan-Shui-Tze No. 1030098879 dated February 2014, to pay the out-of-pocket expenses for the project related to An Shun Site soil pollution remediation, NT$27,444,217, within a specific time limit.

  • (2) Claimed value: NT$27,444,217

  • (3) Date of initiation: March 2014

  • (4) Parties:

Plaintiff: CPDC

Defendant: Tainan City Government

  • (5) Status:

The Company paid said expenses within the specific time limit and filed a petition. Notwithstanding, the petition was overruled by a decision in July 2014. The Company filed the administrative remedy pursuant to laws. After examination by the Kaohsiung High Administrative Court, the judgement was rendered in August 2016 that the Company only needed to pay NT$153,657 and the rest of the claim was overruled. Considering the overall interests, the Company filed an appeal against the part of overruling the Company's claim, and the Supreme Administrative Court made the judgement on October 28, 2021 that the Company should only pay $538 thousand and the judgment was final and binding; the Company received the complaint for a rehearing action from Tainan City Government on December 23, 2021, and currently the Company has submitted the answer and the case is in the Supreme Administrative Court.

  • 398 -

  • Administrative disposition under Kao-Shih-Fu-Shui-Shih-Yi-Tze No. 10335137100 (Turn off the pipelines with enforcement because of Kaohsiung gas explosion)

  • (1) Fact at issue:

An underground pipeline gas-explosion event occurred in Kaohsiung City in July 2014. Kaohsiung City Government ordered the Company in August 2014 to turn off the pipeline, and prohibited the Company from restoring to use all the petrochemical pipelines in affected areas. For disagreement with the administrative disposition above, the Company initiated the proceedings of the administrative litigation remedy pursuant to laws.

  • (2) Claimed value: None.

  • (3) Date of initiation: September 2014

  • (4) Parties:

Plaintiff: CPDC

Defendant: Kaohsiung City Government

  • (5) Status:

The Company initiated the petition pursuant to laws in September 2014, and MOEA overruled the petition in December 2015. The Company filed an administrative appeal with Kaohsiung High Administrative Court in January 2016, and the part of the claim was overruled upon judgement in January 2017. In disagreement with the judgement, the Company filed an appeal for remedy in February of the same year. The Supreme Administrative Court made a judgement of remanding for a new trial in October 12, 2021. Currently, the case is in the Kaohsiung High Administrative Court.

  1. Administrative disposition under Kao-Shih-Kung-Wu-Kung-Tze No. 1033652500 and No. 1033766200 (Repeal of permission to mine and use the road for underground pipelines in Kaohsiung)

  2. (1) Fact at issue:

Due to the Kaohsiung gas explosion on August 1st, Public Works Bureau of Kaohsiung City Government, via its official letter to CPC Corp., the adversary subject to the disposition, repealed the Company's right to use the land of all the pipelines. Some pipelines mentioned in the repeal disposition are owned by the Company, and the Company commissioned CPC Corp. to build the pipelines at first, thus the Company, as the stakeholder, initiated a remedy claim with Public Works Bureau of Kaohsiung City Government pursuant to laws in September and November 2014.

  • (2) Claimed value: None.

  • (3) Date of initiation: September 2014

  • (4) Parties:

Plaintiff: CPDC

Defendant: Public Works Bureau of Kaohsiung City Government

  • (5) Status:

The Company initiated a petition pursuant to laws in September and November 2014, and the Petition Committee of Kaohsiung City Government overruled the petition. In April 2015 the Company filed an administrative suit against two administrative disposition. The petition was overruled upon judgement by the Kaohsiung High Administrative Court in March 2017. In disagreement with the decision, the Company initiated an appeal for remedy in April within the same year.

  • 399 -

13. An Shun application

  • (1) Fact at issue:

Summary of J. Y. Interpretation No. 714 indicates that whether polluters' general successors bear the remedial obligation does not belong the range of Soil and Groundwater Pollution Remediation Act. Meanwhile, ex-Taiwan Alkali Corp. was a state-owned enterprise and its affiliated An Shun Plant was commanded and supervised under the Ministry of Economic Affairs, Taiwan Provincial Government, and CPC Corp., etc., and they also dominated operations and obtained profits from it. These foresaid actions should belong to the acts of state, but the government asked a privately owned company to bear the pollution which it had caused. Thus, the Company applied for the confirmation from Tainan City Government that those were actual polluters or potentially responsible for pollution and they should pay for the relevant costs and refund the money the Company had already paid over the years.

  • (2) Claimed value: None.

  • (3) Date of initiation: December 2014

  • (4) Parties:

Plaintiff: CPDC

Defendant: Tainan City Government

(5) Status:

In November 2014 Tainan City Government made a rejection, and the Company initiated a petition for remedy. In March 2015 Tainan City Government revoked the preceding disposition and made a new one. Considering the litigation strategy, the Company initiated a petition with the new disposition in April 2015. Environmental Protection Administration of Executive Yuan made a decision not to proceed with the case, because the original disposition had been revoked. New disposition was overruled in July 2015. The Company filed a first instance for remedy in September 2015, but it was overruled upon judgement by the Kaohsiung High Administrative Court in November 2017. In disagreement with the decision, the Company filed an appeal within the same year. In October 2018, the Supreme Court overruled the appeal, and the case was confirmed.

  1. Lawsuit of Business negligent injury from Heng-I Inc.

  2. (1) Fact at issue:

Gas explosion has been occurred from Heng-I Chemical Plant next to the Toufen Plant. This developed into a business negligent injury lawsuit because of combustion from several workers and as the accident happened in the public drainage location of industrial areas, excessive material has been analyzed by samples which belongs to CPDC. Plaintiff request to make CPDC managers as the defendant and this case is still pending at Taiwan Miaoli Prosecutors Office. In February 2015, injured workers from Heng-I Chemical Inc. applied for Company to be severally and jointly liable for the compensation of NT$6,920,000.

  • (2) Claimed value: NT$6,920,000

  • (3) Date of initiation: February 2015

  • (4) Parties:

Plaintiff: Injured workers from Heng-I Chemical Inc.

Defendant: CPDC and its manager

  • (5) Status:

  • 400 -

The civil action case was pending trial by the Miaoli District Court, and in March 2017 the judgement was rendered that the Company and the manager won the case. In disagreement with the decision, the plaintiffs filed an appeal for remedy. In October 2019, the adversary agreed to settled through conciliation. As the case is settled, it was dismissed. As for criminal actions, a ruling was rendered to not prosecute in March 2016.

  1. Application of joint Occupational Accident from an employee of Chung-Yen Engineering Co., Ltd.

  2. (1) Fact at issue:

An employee of Chung-Yen Engineering Co., Ltd., Wang, fell during construction of the rust-proof operation of ceiling's pipes, resulting in contusion and fracture in his body. In February 2015, the plaintiff requested to add CPDC to the list of defendants, in addition to the original defendant, Chung-Yen Engineering Co. Ltd.

  • (2) Claimed value: NT$3,151,594

  • (3) Date of initiation: April 2015

  • (4) Parties:

Plaintiff: Wang

Defendant: Chung-Yen Engineering Co., Ltd. & CPDC

  • (5) Status:

The case was heard by the civil division of Kaohsiung District Court and the judgement was rendered in June 2017. In disagreement with the decision, the Company initiated an appeal in July within the same year. In August 2019, we were judged to pay no-fault liability compensation for occupational disasters, and be liable jointly and severally with the CHUNG YEN ENGINEERING CO.,LTD., with a total of NT$607,150. The case was concluded.

  1. "Administrative disposition under Nan-Shih-Fu-Huan-Tu-Tze No. 1050327521"

  2. (1) Fact at issue:

Tainan City Government ordered the Company to pay for the "2013 CPDC's (Taiwan Alkali Co., Ltd.) supervision and auditing project for An Shun Site remediation". According to Article 14, Paragraph 4, Article 15, and Article 43, Paragraph 1 of the Soil and Groundwater Pollution Remediation Act (hereinafter referred to as Soil Pollution Act), the Company was requested to pay NT$63,270,582.

  • (2) Claimed value: NT$63,270,582

  • (3) Date of initiation: December 2016

  • (4) Parties:

Plaintiff: CPDC

Defendant: Tainan City Government

  • (5) Status:

The Company initiated the petition in June 2016, and the agency with jurisdiction of administrative appeals overruled the petition. The Company filed an appeal for remedy in December 2016. After the examination by Kaohsiung High Administrative Court, the Company was only liable for approximately NT$400 million among the total. Both parties were not satisfied with the result and filed appeals in July 2017. On October 31, 2018, the Supreme Court dismissed the Company's appeal (part of the NT$4,845,000 has been confirmed) and withdrew the rest of the decision of the Kaohsiung High Administrative Court and remanded the case for trial. The Kaohsiung High

  • 401 -

Administrative Court ruled in the first instance that, except for the portion of the judgment determined, the Company's portion in excess of NT$35,018,000 was revoked (i.e., the Company was required to pay NT$39,863,000). The Company and the Tainan City Government filed an appeal to the Supreme Administrative Court in October 2019 against the unfavorable part of the judgment. On January 12, 2011, the Company received a notice from the Supreme Administrative Court of the judgment in this case. Except for the part have been determined by the judgment, the payment that Tainan City Government ordered the Company to pay more than NT$7,276,000 shall be abandoned (that is, the Company shall totally pay NT$12,121,000, including the portion have been determined by the judgment). The case was concluded.

  1. One million fine on the non-proposal for a 3rd revision of the pollution remediation plan

  2. (1) Fact at issue:

According to Article 22, Paragraph 4 of the Soil and Groundwater Pollution Remediation Act, the Tainan City Government fined the Company NT$1,000,000 and 8 hours of environmental seminars on 4 May, 2017 based on the administrative disposition under Fu-Huan-Tu-Tze No. 1060456103, which the Environmental Protection Bureau of Tainan City Government alleges that the Company's pollution remediation plan did not comply with a request for improving the processing capacity. Thus, the EPB deemed the Company as failing to submit a 3rd revision proposal to the remeidiation plan.

  • (2) Claimed value: NT$1,000,000

  • (3) Date of initiation: June 2017

  • (4) Parties:

Plaintiff: CPDC

Defendant: Tainan City Government

(5) Status:

In disagreement with the disposition, the Company initiated a claim of administrative remedy to Kaohsiung High Administrative Court in December 2017, while revised the pollution remediation plan as requested by Environmental Protection Bureau of Tainan City Government. The plan was approved in January 2018 and will be carried out in the future. The Court ruled against the Company and the Company appealed to the Supreme Court, which annulled the original decision and remanded the case to the Kaohsiung High Administrative Court on July 7, 2020. On December 28, 2020, the Kaohsiung High Court ruled against the Company. Considering the risk of litigation, the cost of litigation, and the need to alleviate the tension between the Company and the Tainan City Government, the Company did not file an appeal in this case, which was confirmed on January 19, 2021.

§ Against affiliates

  • 1.Reinvestment entity - Legal action against declaration of the capacity of Chairman of Praxair Chemax Semiconductor Materials Co., Ltd.

  • (1) Fact at issue:

The director of Praxair Chemax Semiconductor Materials Co., Ltd. (hereinafter referred to as "Praxair") delegated by the Company, was elected as the new Chairman at the directors' meeting of Praxair 2013. However, the Vice Chairman and supervisor appointed by the joint venture shareholder, Praxair Inc., failed to keep their promise and stopped the supervisor of Praxair appointed by the Company from auditing the accounts

  • 402 -

and records pursuant to the Company Law, and filed a legal action declaring non-existence of the new Chairman's commission of authority.

  • (2) Claimed value: None.

  • (3) Date of initiation: May 2013

  • (4) Parties:

  • a. action of non-existence of the new Chairman's commission of authority:

  • Plaintiff: Supervisor Taimur Sharih of Praxair, and Vice Chairman Anne Roby of Praxair

Defendant: New Chairman of Praxair, Lin Ke-Ming

  • b. action of claims for collection of accounting books:

  • Plaintiff: Supervisor of Praxair, Yu Chien-Sung

  • Defendant: General Manager of Praxair, Chen Chun-Liang

  • c. action of claims for collection of Seal / Signature:

  • Plaintiff: Chairman of Praxair, Lin Ke-Ming

Defendant: General Manager of Praxair, Chen Chun-Liang, et al.

  • (5) Status:

Taiwan High Court ruled that the action of existence Chairman's commission of authority did exist. For disagreement with the judgement, the Defendant filed an appeal with Taiwan Supreme Court. The appeal was overruled by the judgement rendered by the Court on December 23, 2015, and this case determined that Lin Ke-Ming was the Chairman of Praxair. However, the intervener filed an appeal. The judgement was rendered by the Supreme Court in September 2017 determining again that Lin Ke-Ming was the Chairman of Praxair. Taiwan High Court ruled that the Supervisor of Praxair, Yu Chien-Sung, won the case of action of claims for collection of books. For disagreement with the judgement, the Defendant filed an appeal with Taiwan Supreme Court which is now pending trial. Taiwan Hsinchu District Court stopped the trial on the case of action of claims for collection of Seal / Signature until the Chairman's commission of authority is determined. The Chairman's appointment was confirmed on December 23, 2015, and relevant information was reported for the continuation of the proceedings. After successfully changing the seal registration on December 27, 2016, the Company dismissed the action. International arbitration on January 23, 2018 declared judgement, indicating that the Company won one caes and lost one case. As per the judgements outstanding as of December 2018, dividends received from 2014 to 2017, was approximately NT$560 million. The Company filed a dismissal arbitration lawsuit in Taiwan court against the dissatisfied part. The Court dismissed the Company's request on the grounds that the arbitration was a foreign arbitration and the Taiwan court did not have the authority to set aside the arbitration. On August 18, 2020, the Company filed an appeal to the Supreme Court. The case was dismissed by the Supreme Court on 24 February 2022.

  1. Reinvestment - Praxair shareholders' meeting

  2. (1) Fact at issue:

The supervisor, Taimur Sharih, appointed by the joint venture shareholder of Praxair invested by the Company, Praxair INC., privately called a temporary shareholders' meeting on January 15, 2015 and submitted the temporary motion at the meeting.

  • 403 -

  • (2) Claimed value: None.

  • (3) Date of initiation: February 2015

  • (4) Parties:

Plaintiff: CPDC

Defendant: Chairman of Praxair, Lin Ke-Ming, and Supervisor Taimur Sharih

  • (5) Status:

The Miaoli District Court rendered a judgement in September 2016 that the Company won the case. The opposite side filed an appeal with the High Court in October 2016 and the judgement was rendered holding that the Company still won the case. The opposite side filed an appeal again with the Supreme Court in September 2017. On February 5, 2019, the court rejected the appeal by both parties and the case was closed.

  1. Reinvestment - Praxair revocation of all the resolutions made by the Board of Directors and denial of financial statements

  2. (1) Fact at issue:

Because some relevant judgements had determined that Lin Ke-Ming, appointed by the Company, was the Chairman of Praxair, the resolution, which Praxair voluntarily called a meeting of directors, was illegal and should have been revoked. On the other hand, considering that the financial statements submitted by Praxair may affect shareholders' right and interest, the Company brought a suit for remedy.

  • (2) Claimed value: None.

  • (3) Date of initiation: September 2016

  • (4) Parties:

Plaintiff: Chien-Sung Yu

Defendant: Praxair

  • (5) Status: On May 4, 2020, the Taiwan High Court, Taichung Branch Court, ruled that the lawsuit was discontinued before the conclusion of the lawsuit No. 498 of the Taiwan High Court, Taichung Branch Court, in 2018.

  • Reinvestment - non-existence of the resolution of Praxair extraordinary shareholders' meeting on 21 February, 2017

  • (1) Fact at issue:

Because some relevant judgements had determined that Lin Ke-Ming, appointed by the Company, was the Chairman of Praxair, the resolution, which Praxair voluntarily called an extraordinary shareholders' meeting in February 2017, was illegal and should have been revoked.

  • (2) Claimed value: None.

  • (3) Date of initiation: February 2017

  • (4) Parties:

Plaintiff: CPDC

Defendant: Praxair

  • (5) Status: The lawsuit was filed to the Miaoli District Court on February 21, 2017, the court issued a judgment on June 29, 2018, and the Taichung High Court ruled to stop the lawsuit on January 25, 2019.

  • Reinvestment - Praxair absence of directors and supervisors

  • (1) Fact at issue:

  • 404 -

After dismissal of Praxair directors and supervisors on January 9, 2017, the Company brought a lawsuit to elect the interim managers and inspectors in order to maintain the regular operation of Praxair and reduce damages to shareholders' rights and interest.

  • (2) Claimed value: None.

  • (3) Date of initiation: January 2017

  • (4) Parties:

Plaintiff: CPDC

  • (5) Status:

Due to the complexity of the case, the Company made an application for sending the case to trial with the Taiwan Miaoli District Court in order to protect the legitimate rights and interests in Praxair. On 10 November 2019, the Court appointed the accountant, Mr. Luo, as the examiner of the case. In view of the Company's intention to resolve the differences through bona fide negotiations with Linde, another shareholder of Praxair, on April 13, 2022, the Company applied to the court to revoke the original ruling and dismiss the role of inspector.

  1. Reinvestment - Rental payment of Praxair

  2. (1) Fact at issue: Praxair did not comply with the contract and pay for the rent since March 2013.

  3. (2) Claimed value: NT$40,823,556

  4. (3) Date of initiation: August 2017

  5. (4) Parties:

Plaintiff: CPDC

  • (5) Status:

After the examination, the Miaoli District Court was of the opinion that the Company's request had no reason and overruled the Company's suit. In disagreement with the decision, the Company filed an appeal for remedy in January 2018. On May 29, 2020, the Supreme Court dismissed the appeal and the case was closed.

  1. Reinvestment - Contract disputation with Shanghai Tongye Coal Chemical Group Co. Ltd (1) Fact at issue:

Shanghai Tongye Coal Chemical Group Co. Ltd purchased anthracene oils from Weihua (Rudong) Trading Co., Ltd and Weiqiang International Trading (Shanghai) Co., Ltd. However, the payment of the contract was paid with only 10% of the total amount which is equal to deposit premium in May 2014. In June 2014, both sides of the companies signed complement action agreement to extend payment terms. However, Shanghai Tongye Coal Chemical Group Co. Ltd still not paid the remainder payment on the due date. Weihua and Weiqiang filed a suit for remedy pursuant to laws.

  • (2) Claimed value: RMB$ 3.5 million

  • (3) Date of initiation: August 2014

  • (4) Parties:

Plaintiff: Weihua (Rudong) Trading Co., Ltd. & Weiqiang International Trading (Shanghai) Co., Ltd.

Defendant: Shanghai Tongye Coal Chemical Group Co. Ltd

  • (5) Status:

Subsidiaries of CPDC, Weihua and Weiqiang, filed a civil suit with Yangpu District

  • 405 -

Court against Shanghai Tongye Coal Chemical Group Co. Ltd for the remainder payment of contract on August 6, 2014. The mediation of both sides was sustained by the Court. However, the Shanghai Tongye Coal Chemical Group Co. Ltd failed to comply with the first-phase payment by the mediation agreement. On September 2, 2014, Weihua and Weiqiang applied for compulsory execution and seized the Coal Tar from Shanghai Tongye Coal Chemical Group Co. Ltd with Yangpu District Court until the Court lifts the seizure for auction to repay the debt. After that, Weihua and Weiqiang continually negotiate and request for specific repayment plan with Shanghai Tongye Coal Chemical Group Co. Ltd. Authorities concerned is proceeding criminal investigation of relevant people who engage in contract fraud from Shanghai Tongye Coal Chemical Group Co. Ltd. In mid-February, 2021, Weiqiang received the court's ruling that the company had filed for bankruptcy and had no more property to distribute, so it was ruled that the bankruptcy proceedings were terminated and the case was closed.

(XIII) Other major risks and countermeasures: N/A

VII. Other important notes: None.

  • 406 -

Chapter 8 Special Note

I. Information about Affiliates

(I) Consolidated operating report of affiliate

==> picture [683 x 347] intentionally omitted <==

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

CPDC
1. Organizational chart of affiliates
40% 100% 100% 100% 100% 100% 100%
Kaohsiung Tsou Seen Chemical CPDC Green Unichem CPDC Ding-Yue Development BES Twin Towers
Monomer Co., Ltd. Industries Technology Development Investment Co., Ltd Development Co., Ltd.
Corporation Corporation Limited (BVI) Co., Ltd.
100%
100% Frontier Fortune
91.10% Investment Pte. Ltd.
Da Yin Construction
Taivex Therapeutics Engineering Co., Ltd.
Corporation
99.99% 100% 100% 100%
Gemini Star Core Pacific Core Pacific Thanh Phong
(India) Private Twin Star Twin Star Construction
Limited. (Myanmar) (Vietnam) Investment Co.,
4.02% 99.64% 0.36% Investment Co., Investment Co., Ltd.
44.52% 55.48% 95.98% 100% Ltd. Ltd.
Weiqiang International Trade Weihua (Rudong) Changzhou Weicai New Weiming (Jiangsu)
(Shanghai) Co., Ltd. Trade Co., Ltd. Material Science & Petrochemical Company 80%
Technology Co., Ltd.
Core Pacific Pioneer
100%
(Myanmar) Co., Ltd.
Weiming (Rudong)
Note: 1. Data updated as of December 31, 2021 Engineering Company
----- End of picture text -----

Note: 1. Data updated as of December 31, 2021

  1. Substantially identified companies constitute controlling and affiliates relationships as defined in Article 369-2 of the Company Law.

2. Profiles of affiliates

Unit: NTD Thousand

Unit: NTD Thousand
Name Date of
Incorporation
Address Paid-in Capital Principle Business
Kaohsiung
Monomer Co., Ltd.
1976.06.10 No. 1 Xinkung Road,
Dashe District, Kaohsiung
City
NTD 500,000 Production and sale of methyl
methacrylate (MMA)
Tsou Seen
Chemical
Industries
Corporation
1998.06.16 No. 1, Chin Ching Road,
Tunghai Village, Fanliao
Hsiang, Pingtung County
NTD 760,000 The The storage,
transportation, purchase, and
selling of fertilizer
Taivex
Therapeutics Inc.
2000.02.11 8F, No. 12 Tunghsing
Road, Songshan District,
TaipeiCity
NTD 507,399 Research, development and
marketing of bio-tech
medicines
CPDC Green
Energy Technology
Company

1999.05.31
No. 16, 14F, 61, Wufu 3rd
Road, Chienching District,
Kaohsiung City


NTD 150,000
Machinery engineering
Ding-Yue
Development Co.,
Ltd.
1995.10.11 8F, No. 12 Tunghsing
Road, Songshan District,
Taipei City
NTD25,580,000 Authorize construction
company to build public
housing, commercial buildings,
and the operation and
investment of business related
to land development
Da Yin
Construction
Engineering Co.,
Ltd.
1972.11.24 8F, No. 12 Tunghsing
Road, Songshan District,
Taipei City
NTD 60,000 Civil engineering contractor
BES Twin Towers
Development Co,,
Ltd..
2011.03.01 16F, No. 12 Tunghsing
Road, Songshan District,
Taipei City
NTD4,912,164 Investment in construction of
infrastructure, real property
trading, international trading,
real property lease, and hotel
services
CPDC Investment
(BVI) Ltd.
1998.01.09 Citco Building ,
Wickhams Cay,P.O Box
662
NTD904,946
(Note 3)
Reinvestment
Unichem
Development
Limited
2008.05.20 Room 06, G/F, The
Lodge, 535 Canton Road,
Kowloon, Hong Kong
NTD9,876,023 (Note 3) Reinvestment
Frontier Fortune
Investment Pte. Ltd

2016.11.23
112 Robinson
Road#05-01Robinson 112
Singapore(068902)
NTD2,761,596 (Note 3) Reinvestment
Weihua (Rudung)
Trade Co., Ltd.
2012.12.10 Yangguang Island,
Changsha Town, Rudong
County, Jiangsu Province
NTD763,460
(Note 3)
Wholesale of chemical raw
materials and products
(exclusive of hazardous goods
and toxic chemical products),
export & import, and import &
export of technology, and
commissioned distribution
Weiqiang
International Trade
(Shanghai) Co.,
Ltd.
2013.03.21 Room 516, 5/F, Building
1, No. 55, Ao'na Road,
China (Shanghai) Pilot
Free Trade Zone
NTD211,560
(Note 3)
Wholesale of chemical raw
materials and products
(exclusive of hazardous
goods), commissioned
distribution (exclusive of
auction), and import & export
andrelated alternatives
Jiangsu Weiming
New Material
Corporation
2013.05.16 Junction of Yang Kou
Gang Jing Yi Lu and
Central Road Complex
Building, Changsha
Town, Rudong County,
Nantong, Jiangsu
NTD7,725,253
(Note 3)
Production and sales of nylon
6, cyclohexanone, electricity,
steam and its by-products;
construction of ancillary
facility for petrochemical
projects
  • 408 -
Name Date of
Incorporation
Address Paid-in Capital Principle Business
Weiming (Rudung)
Engineering Co.,
Ltd.*
2020.10.26 Room 212, Jiuzuyang
Yangkougang Business
Building, Gangcheng
Village, Changsha Town,
Rudong County, Nantong,
Jiangsu
NTD129,665
(Note 3)
Engineering consulting, survey
and design, engineering
construction, engineering
management services, sales of
chemical products
Changzhou
Wei-Chi Material
Co., Ltd.
2015.01.06 No.18, Daoxiang Road
,Wujin Economic
Development Zone,
Changzhou, Jiangsu
Province
NTD1,411,845 (Note 3) Engineering plastics,
production of high-value
petrochemical downstream
products
Core Pacific Twin
Star (Myanmar)
Co. Ltd.
2017.02.16 No.153/Ka,Kyun Shwe
Myaing Lane(2),
23 Ward,Thingangyun
Township,Yangon
NTD 169,921
(Note 3)
Reinvestment and advisory
services
Core Pacific Twin
Star(Myanmar) Co.
Ltd.

2018.5.24
No.153/Ka,Kyun Shwe
Myaing Lane(2),
23 Ward,Thingangyun
Township,Yangon
NTD 30,992
(Note 3)
Construction, real estate
business, development and
sales services.
Thanh Phong
Construction
Investment Co.
Ltd.
2017.5.22 B2-19, Golden king tower
building, No. 15 Nguyen
Luong Bang, Tan Phu
Ward, District 7, Ho Chi
Minh City
NTD 609,347
(Note 3)
Construction, real estate
business, construction-related
technical consulting, rental of
machinery and equipment,
wholesale of construction
materials, etc.
Core Pacific Twin
Star (Vietnam) Co.
Ltd.
2018.11.19 B2-19, Golden king tower
building, No. 15 Nguyen
Luong Bang, Tan Phu
Ward, District 7, Ho Chi
Minh City
NTD2,566,176 (Note 3) Improvement of construction
works, real estate business,
consultant for construction
activities
CPDC Gemini
(India) Co. Ltd.
2019.01.08 Level 7, The Capital, Plot
No. C-70, G Block,
Bandra Kurla Complex,
Bandra
MUMBAI Mumbai City
MH 400051 IN
NTD 9,274
(Note 3)
Engaged in property and
petrochemical market research
and consultant business.

Note 1: All of the affiliates should be disclosed, irrelevant of scale and size.

Note 2: Where each affiliate has established its own plant, and the sales of the products manufactured by the plant exceed 10% of the Company's operating revenue, the name, date of incorporation, address and principle business of the plant shall be included herein.

Note 3: Where the affiliate refers to a foreign company, the name and address may be stated in English, and the date of incorporation may be expressed in the form of MM/DD/YY. The paid-in capital may be expressed in foreign currency (but the exchange rate on the reporting date shall be specified).

  • 409 -

3. Overview of affiliate operation

Unit: NTD Thousand

Name Capital Total assets
Total
liabilities
Net Value Operating
Revenue
Net
Operating
Profit
(Loss)
Profit (loss)
(after tax)

EPS (NT$)
(after tax)
Kaohsiung
Monomer Co.,Ltd.
500,000
3,268,279

1,303,487

1,964,792

4,957,838

1,047,116

839,628

16.79
Tsou Seen
Chemical Industries
Corporation
760,000
1,519,633

336,420

1,183,213

1,768,702

189,221

113,430

1.49
Taivex
Therapeutics Inc.
507,399
199,035

12,343

186,692

0

(88,839)

(87,321)

(1.72)
CPDC Green
Energy Technology
Company (formerly
CDPC Engineering
Corp.)
150,000
223,452
57,017 166,435 329,110
46,200

46,706

3.11
Ding-Yue
Development Co.,
Ltd.
25,580,000 38,594,275 13,146,101 25,448,174
0

(92,226)

(94,151)

(0.04)
Da Yin
Construction
Engineering Co.,
Ltd.
60,000
61,905

1,699

60,206

5,448

(2,618)

(195)

--
BES Twin Towers
Development Co,,
Ltd.
4,912,164
5,088,947

4,387

5,084,560
0
(7,029)

193,145

0.39
CPDC Investment
(BVI)Ltd.
904,946
911,656

0

911,656

0

(91)

(9,060)

--
Unichem
Development
Limited
9,876,023
8,291,766

53

8,291,713

0

(543)

(370,186)

--
Frontier Fortune
Investment Pte. Ltd.

2,761,596

2,707,718
1 2,707,717 0
(540)

65,879

--
Weihua (Rudung)
Trade Co.,Ltd.
763,460
729,052

229,402

499,650

555,878

17,581

13,491

--
Weiqiang
International Trade
(Shanghai) Co.,
Ltd.
211,560
373,555

202,114

171,441

2,924,720

35,676

42,024

--
Jiangsu Weiming
New Material
Corporation
7,725,253 10,343,816
3,554,657

6,789,159

1,679,413

(254,943)

(232,855)

--
Weiming (Rudung)
Engineering Co.,
Ltd.
129,665
130,196

443

129,753

0

(519)

(513)
--
Changzhou
Wei-Chi Material
Co.,Ltd.
1,411,845
1,846,054

980,306

865,748

942,979

(177,227)

(151,226)
--
Core Pacific Twin
Star (Myanmar) Co.
Ltd.

169,921

144,951
290 144,661 0
(1,426)

197
--
  • 410 -
Name Capital Total assets
Total
liabilities
Net Value Operating
Revenue
Net
Operating
Profit
(Loss)
Profit (loss)
(after tax)

EPS (NT$)
(after tax)
Core Pacific
Pioneer (Myanmar)
Co. Ltd.
30,992
37,302

12,949

24,353

0

(3,316)

2,069
--
Thanh Phong
Construction
Investment Co. Ltd.
609,347
587,928

1,301

586,627

0

(3,742)

11,267
--
Core Pacific Twin
Star (Vietnam) Co.
Ltd.
2,566,176
2,552,338

672

2,551,666

0

(7,055)

66,738
--
CPDC Gemini
(India)Co. Ltd.
9,274
4,293
44
4,249
0
(207)

(190)
--

Note 1: All of the affiliates should be disclosed, irrelevant of scale and size.

Note 2: Where the affiliate refers to a foreign company, the relevant figures shall be stated in NTD at the foreign exchange rate.

Note 3: “--” indicates not applicable (N/A)

  • 411 -

  • (II) Consolidated financial statement of affiliates

Statement of Declaration

  • I. The preparation of the Company's affiliates consolidated financial statement in 2021 (From January 1st to December 31st) in accordance with the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" and "Regulations Governing the Preparation of Financial Reports and Related Terminology by Securities Issuers".

  • II. Our company declares that no information relevant to our affiliates' consolidated financial statement has been falsified or concealed.

Hereby certify

Company name: China Petrochemical Development

Corporation Chairman: Ruey-Long Chen

Date: March 14, 2022

  • 412 -

Representation Letter

  • A. The entities that are required to be included in the combined financial statements of China Petrochemical Development Corporation and its affiliates as of and for the year ended December 31, 2021 under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports, and Consolidated Financial Statements of Affiliated Enterprises and Regulations Governing the Preparation of Financial Reports by Securities Issuers.

  • B. The consolidated financial statements prepared by the Company contained no misrepresentations and nondisclosures.

Company name: China Petrochemical Development Corporation Chairman: Chen Ruey-Long Date: March 14, 2022

  • 413 -

Independent Auditors’ Review Report

To the Board of Directors of China Petrochemical Development Corporation:

Introduction

We have reviewed the accompanying consolidated financial statements of China Petrochemical Development Corporation (“CPDC”) and its affiliates (“the Group”) as of and for the year ended December 31, 2021 by applying the review procedures in accordance with "Guidelines for the Review of Consolidated Financial Statements of Affiliated Enterprises", which are necessary to conduct the review. The review is substantially less in scope than an audit conducted in accordance with the generally accepted auditing standards. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that no material amendments or adjustments of the consolidated financial statements needed in accordance with the “ Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports, and Consolidated Financial Statements of Affiliated Enterprises” and with Regulations Governing the Preparation of Financial Reports by Securities Issuers.

As described in Notes 5(j) and 5(r) of the notes to the consolidated financial statements, a portion of the land at the Anshun plant, which is located at Annan Dist., Tainan City, was polluted. CPDC submitted for approval a remediation project proposal to the Tainan City Government in accordance with the related regulations and accrued relevant remediation project expenses. Nevertheless, CPDC has a dissenting view on the government perception about the condition of pollution and CPDC is seeking a way to define its responsibilities.

The engagement partners on the reviews resulting in this independent auditors’ review report are Chen Mei Fang and Chung Tan Tan.

KPMG

Taipei, Taiwan (Republic of China) March 14, 2022

Notes to Readers

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

The independent auditors’ review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ review report and consolidated financial statements, the Chinese version shall prevail.

  • 414 -
December 31, 2021 Amount
%
$ 12,737,689
9
1,429,955
1
20,612
-
2,049,758
2
11,333
-
2,773,328
2
265,067
-
485,690
1
56,324
-
1,511,515
1
1,511,515
1
128,166
-
128,166
-
21,469,437
16
4,684,096
3
13,905,589
10
3,671,014
3
6,764,316
5
240,124
-
5,254,518
4
140,232
-
34,659,889
25
34,659,889
25
56,129,326
41
37,848,502
27
1,454,301
1
2,389,125
2
35,390,076
26
4,950,734
4
42,729,935
32
(948,859)
(1)
(576,946)
(1)
(576,946)
(1)
(1,525,805)
(2)
(1,525,805)
(2)
80,506,933
58
1,200,361
1
81,707,294
59
81,707,294
59
$
137,836,620
100
$
137,836,620
100
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Consolidated Balance Sheets December 31, 2021 (Expressed in Thousands of New Taiwan Dollar) December 31, 2021 Assets
Amount
%
Liabilities and Equity
Current assets:
Current liabilities:
Cash and cash equivalents (notes 3 and 5(a))
$ 9,021,326
7
2100
Short-term loans (note 5(l))
Current financial assets at fair value through profit or loss (notes 3 and 5(b))
357,219
-
2110
Short-term bills payable (note 5(o))
Current financial assets at fair value through other comprehensive income (notes 3 and 5(c))
9,674
-
2130
Current contract liabilities (note 5(x))
Notes and accounts receivable, net (notes 3 and 5(d))
3,823,265
3
2170
Accounts payable
Accounts receivable related parties, net (notes 3, 5(d) and 6 )
385,366
-
2180
Accounts payable to related parties (note 6)
Other receivables (notes 3, 5(d) and 6)
107,367
-
2200
Other payables (note 6)
Total current tax assets (note 3)
6,104
-
2230
Current tax liabilities (note 3)
Inventories (notes 3 and 5(e))
42,331,270
31
2250
Provisions-current (notes 3, 5(r) and 5(t))
Prepayments
1,779,607
1
2280
Lease liabilities-current (notes 3 and 5(q))
Other current assets (note 5(f))
1,565,391
1
2320
Long-term liabilities-current portion (note 5(m))
Total current assets
59,386,589
43
2399
Other current liabilities, others
Non-current assets:
Total current liabilities
Non-current financial assets at fair value through profit or loss (notes 3 and 5(b))
6,973,779
5
Non-Current liabilities:
Non-current financial assets at fair value through other comprehensive income (notes 3 and 5(c))
3,050,053
2
2530
Bonds payable (notes 3 and 5(n))
Investments accounted for using equity method (notes 3 and 5(g))
1,543,569
1
2540
Long-term bank loans (note 5(m))
Property, plant and equipment (notes 3 and 5(h))
26,397,066
19
2550
Provisions-non-current (notes 3, 5(r) and 5(t))
Right-of-use assets (notes 3 and 5(i))
864,464
1
2570
Deferred income tax liabilities (notes 3 and 5(u))
Investment property, net (notes 3 and 5(j))
38,867,067
28
2580
Lease liabilities-non-current (notes 3 and 5(q))
Intangible assets (notes 3 and 5(k))
172,308
-
2611
Long-term bills payable (notes 3 and 5(p))
Deferred income tax assets (notes 3 and 5(u))
82,293
-
2670
Other non-current liabilities, others
Other non-current assets (note 7)
499,432
1
Total non-currnet liabilities
Total non-current assets
78,450,031
57
Total liabilities
Equity attributable to owners of parent: 3110
Common stock (note 5(v))
3200
Capital surplus (note 5(v))
Retained earnings (note 5(v)): 3310
Legal reserve
3320
Special reserve
3350
Unappropriated earnings
Others (notes 3 and 5(v)): 3410
Exchange differences arising on translation of foreign operations
3420
Unrealised gains or loss on financial assets at fair value through other comprehensive income
Total equity attributable to shareholders of the parent: 36XX
Non-controlling interests
Total assets
$
137,836,620
100
Total equity
Total liabilities and equity
1100 1110 1120 1170 1180 1200 1220 130X 1410 1470 1510 1517 1551 1600 1755 1760 1780 1840 1900
  • 415 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES

Consolidated Statements of Comprehensive Income

For the year ended December 31, 2021

(Expressed in Thousands of New Taiwan Dollar , Except for Earnings Per Common Share)

4000
Operating revenues (notes 3, 5(x) and 6)
5000
Operating costs (note 5(e))
Gross profit
Operating expenses (note 6):
6100
Selling expenses
6200
Administrative expenses
6300
Research and development expenses
6450
Impairment loss determined in accordance with IFRS9
Total operating expenses
Loss from operations
Non-operating income and expenses:
7100
Interest income (note 5(z))
7010
Other income (notes 5(z) and 6)
7020
Other gains and losses (note 5(z))
7050
Finance costs (notes 5(q) and 5(z))
7060
Shares of profit (loss) of associates and joint ventures accounted for using equity method, net (note 5(g))
7235
Gains on financial assets at fair value through profit or loss (notes 3 and 5(b))
7255
Gains on fair value adjustment, investment property (note 5(j))
7673
Impairment loss on property, plant and equipment (notes 3 and 5(h))
Total non-operating income and expenses
Profit before income tax
7950
Less: income tax expenses (notes 3 and 5(u))
Profit
8300
Other comprehensive income (loss):
8310
Items that will not be reclassified subsequently to profit or loss:
8311
Gains (losses) on remeasurements of defined benefit plans (notes 3 and 5(t))
8316
Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income (notes
3 and 5(v))
8320
Shares of other comprehensive income of associates and joint ventures accounted for using equity method, components of other
comprehensive income that will not be reclassified to profit or loss (notes 3 and 5(v))
8349
Allocation of income tax to the above items
Components of other comprehensive income that will not be reclassified to profit or loss
8360
Items that may be reclassified subsequently to profit or loss:
8361
Exchange differences arising on translation of foreign operations (notes 3 and 5(v))
8370
Shares of other comprehensive income of associates and joint ventures accounted for using equity method, components of other
comprehensive income that may be reclassified to profit or loss (notes 3 and 5(v))
8399
Allocation of income tax to the above items
Components of other comprehensive income that may be reclassified subsequently to profit or loss
8300
Other comprehensive income, net
8500
Total comprehensive income
Net income attributable to:
8610
Shareholders of the parent
8620
Non-controlling interests
Comprehensive income attributable to:
8710
Shareholders of the parent
8720
Non-controlling interests
Earnings per share (notes 3 and 5(w))
Basic earnings per share
Diluted earnings per share
2021
Amount
%
$ 39,369,927
100
33,020,995
84
6,348,932
16
901,185
2
1,404,900
4
461,620
1
1,175
-
2,768,880
7
3,580,052
9
191,716
1
471,973
1
(1,397,614)
(4)
(326,161)
(1)
(9,949)
-
193,148
1
2,913,775
7
(915,669)
(2)
1,121,219
3
4,701,271
12
601,267
2
4,100,004
10
(73,700)
-
252,449
1
26,271
-
1,766
-
203,254
1
10,595
-
5,104
-
-
-
15,699
-
218,953
1
$
4,318,957
11
$ 3,603,208
9
496,796
1
$
4,100,004
10
$ 3,823,805
10
495,152
1
$
4,318,957
11
$
1.09
$
1.09

See accompanying notes to consolidated financial statements.

  • 416 -

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES

Notes to the Consolidated Financial Statements

For the year ended December 31, 2021

(Expressed in Thousands of New Taiwan Dollar, Unless Otherwise Specified)

(1) Company history

China Petrochemical Development Corporation (hereinafter referred to as the “Company”) was founded on July 8, 1969 under the approval of Ministry of Economic Affairs, R.O.C. The Company migrated to No.1, Jingjian Rd., Dashe Dist., Kaohsiung City 815, Taiwan (R.O.C.) on July 18, 2016. The Company and its subsidiaries (hereinafter together referred to as the “Group”) primarily engage in the production of petroleum, alkali chlorine, phosphoric acid and other petrochemical products and by products and the storage, transportation, purchase and sale of these products, related chemicals and their raw materials, and land development. The primary products are acrylonitrile, caprolactam and nylon.

(2) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2021:

  • �Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”

  • �Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform— Phase 2”

  • �Amendments to IFRS 16 “Covid-19-Related Rent Concessions beyond June 30, 2021”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Group’s adoption of the new amendments, effective for annual period beginning on January 1, 2022, are expected to have the following impacts:

  • (i) Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”

The amendment prohibits an entity from deducting from the cost of an item of property, plant and equipment any proceeds received from selling items produced while the entity is preparing the asset for its intended use (for example, the proceeds from selling samples produced when testing a machine to ensure if it is functioning properly). The proceeds from selling such samples, together with the costs of producing them, shall be recognized in profit or loss.

The amendments also clarify that testing whether an item of PPE is functioning properly means assessing its technical and physical performance rather than assessing its financial performance – e.g. assessing whether the PPE has achieved a certain level of operating margin.

(Continued)

  • 417 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

The amendments apply retrospectively, but only to items of property, plant and equipment made available for use on or after January 1, 2021. The Group may need to adjust the amount of property, plant and equipment costs, depreciation expenses and profit or loss from selling samples, and will continue to assess the impacts of this amendment on its consolidated financial position and financial performance.

  • (ii) Other amendments

The following amendments are not expected to have a significant impact on the Group’ s consolidated financial statements.

  • �Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • �Annual Improvements to IFRS Standards 2018–2020

  • �Amendments to IFRS 3 “Reference to the Conceptual Framework”

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The Group does not expect the following new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:

  • �Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

  • �IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”

  • �Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”

  • �Amendments to IAS 1 “Disclosure of Accounting Policies”

  • �Amendments to IAS 8 “Definition of Accounting Estimates”

  • �Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction”

(3) Summary of significant accounting policies:

The significant accounting policies presented in the consolidated financial statements are summarized below. The following accounting policies were applied consistently throughout the periods presented in the consolidated financial statements.

  • (a) Statement of compliance

These consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as “the Regulations” ) and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations endorsed and issued into effect by the Financial Supervisory Commission, R.O.C..

(Continued)

  • 418 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(b) Basis of Preparation

  • (i) Basis of measurement

Except for the following significant accounts, the consolidated financial statements have been prepared on a historical cost basis:

  • 1) Financial assets at fair value through profit or loss are measured at fair value;

  • 2) Financial assets at fair value through other comprehensive income are measured at fair value;

  • 3) Investment properties are measured at fair value; and

  • 4) The defined benefit liabilities (assets) are measured at fair value of the plan assets less the present value of the defined benefit obligation (please see note 3(r)).

  • (ii) Functional and presentation currency

The functional currency of each Group entity is determined based on the primary economic environment in which the entity operates. The consolidated financial statements are presented in New Taiwan Dollar (NTD), which is the Company’ s functional currency. All financial information presented in NTD has been rounded to the nearest thousand.

  • (c) Basis of consolidation

  • (i) Principles of preparation of the consolidated financial statements

The consolidated financial statements comprise the Company and subsidiaries. Subsidiaries are entities controlled by the Group. The Group ‘controls’ an entity when it is exposed to, 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.

The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases. Intragroup balances and transactions, and any unrealized income and expenses arising from Intragroup transactions are eliminated in preparing the consolidated financial statements. The Group attributes the profit or loss and each component of other comprehensive income to the owners of the parent and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.

The Group prepares consolidated financial statements using uniform accounting policies for like transactions and other events in similar circumstances.

Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Any difference between the amount by which the noncontrolling interests are adjusted and the fair value of the consideration paid or received will be recognized directly in equity, and the Group will attribute it to the owners of the parent.

(Continued)

  • 419 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (ii) List of subsidiaries in the consolidated financial statements

The subsidiaries included in the consolidated financial statements were as follows:

Name of investors Name of subsidiaries Nature of business
Manufacture of chemical
products and their
derivatives of phosphoric
acid and fertilizer storage,
transport, purchase,
marketing business
Water treatment works,
plumbing works, apparatus
and instrument installation
work, refrigeration and air
conditioning engineering and
tank car repair and other
services
Holding company
Real estate investment and
development
Holding company
Petrochemical supporting
facility construction
Engaged in trading of
petroleum chemical products,
electronic chemicals, a
variety of industrial gases,
gas mixtures and other
manufacturing sub-fitted
trading
Engaged in construction, real
estate, building
constructional consulting,
lease equipment and
wholesale of building
materials
Shareholding
ratio
December 31,
2021
Notes
%
100.00
TSCIC was established on June 16, 1998. Due to the
business combination on August 1, 2018, CIC
became a dissolved company and Tsou Seen became
a surviving company. As of December 31, 2021, its
actual paid-in capital amounted to $760,000
thousand.
%
100.00
CPDC GT was established on May 31, 1999. As of
December 31, 2021, its actual paid-in capital
amounted to $150,000 thousand.
%
100.00
CPDC (BVI) was established on January 9, 1998,
registered in the British Virgin Islands, and is an
international investment company. As of December
31, 2021, its actual paid-in capital amounted to
USD26,580 thousand.
%
100.00
BES Twin Towers was established on March 1,
2011. It increased its capital by retained earnings
amounting to $112,043 thousand on May 26, 2021.
On November 18, 2021, the Board of Directors
decided
to
reduce
its capital amounting to
$1,000,000 thousand. The base date of the reduction
was November 22, 2021, and the relevant legal
registration procedures had been completed on
December 7, 2021. As of December 31, 2021, its
actual paid-in capital amounted to $4,912,164
thousand.
%
100.00
UDL was established on May 20, 2008. As of
December 31, 2021, its actual paid-in capital
amounted to USD324,684 thousand.
%
0.36
Weiming was established on May 16, 2013, and
changed its name to Jiangsu Weiming New Material
Co.,
Ltd.
(original
name:
Jiangsu
Weiming
Petrochemical Corporation) on October 14, 2021. It
increased its capital through UDL amounting to
CNY70,000 thousand on June 28, 2021. The said
amounts were verified on June 29, 2021. As of
December 31, 2021, its actual paid-in capital
amounted to CNY1,688,000 thousand.
%
44.52
Weiqiang was established on May 9, 2013. As of
December 31, 2021, its actual paid-in capital
amounted to CNY44,920 thousand.
%
100.00
Thanh Phong was established on May 22, 2017. As
of December 31, 2021, its actual paid-in capital
amounted to VND458,637,500 thousand.
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
Tsou Seen Chemical
Industries Corporation
(TSCIC)
CPDC GreenTechnology
Corp. (CPDC GT)
CPDC Investment (BVI) Co.,
Ltd. (CPDC (BVI))
BES Twin Towers
Development Co., Ltd. (BES
Twin Towers)
Unichem Development
Limited (UDL)
Jiangsu Weiming New
Material Co., Ltd. (Weiming)
(original name: Jiangsu
Weiming Petrochemical
Corporation)
Weiqiang International Trade
(Shanghai) Co., Ltd.
(Weiqiang)
Thanh Phong Construction
Investment Co., Ltd. (Thanh
Phong)

(Continued)

  • 420 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Name of investors Name of subsidiaries Nature of business
Commissioned to create a
vendor to build housing,
commercial buildings and
plant rental business,
management of land
development and
playgrounds and other
related business investment
Engaged in trading of
petroleum chemical products,
electronic chemicals, a
variety of industrial gases,
gas mixtures and other
manufacturing sub-fitted
trading
Engaged in trading of
petroleum chemical products,
electronic chemicals, a
variety of industrial gases,
gas mixtures and other
manufacturing sub-fitted
trading
Engaged in biotechnology,
pharmaceutical research and
development and marketing
Petrochemical supporting
facility construction
Engaged in trading of
petroleum chemical products,
electronic chemicals, a
variety of industrial gases,
gas mixtures and other
manufacturing sub-fitted
trading
Engaged in trading of
petroleum chemical products,
electronic chemicals, a
variety of industrial gases,
gas mixtures and other
manufacturing sub-fitted
trading
Engaged in engineering
plastic and high-value
petroleum chemical products
Shareholding
ratio
December 31,
2021
Notes
%
100.00
The Company established Ding-Yue on October 11,
1995 and increased its capital amounting to
$11,340,000 thousand and $4,200,000 thousand on
November 1, 2021 and June 16, 2021, respectively.
As of December 31, 2021, its actual paid-in capital
amounted to $25,580,000 thousand.
%
4.02
Weihua was established on December 10, 2012. As
of December 31, 2021, its actual paid-in capital
amounted to CNY156,289 thousand.
%
55.48
Weiqiang was established on May 9, 2013. As of
December 31, 2021, its actual paid-in capital
amounted to CNY44,920 thousand.
%
91.10
Taivex was established on February 11, 2010.
TSCIC invested in Taivex on August 18, 2010. As of
December 31, 2021, its actual paid-in capital
amounted to $507,399 thousand.
%
99.64
Weiming was established on May 16, 2013, and
changed its name to Jiangsu Weiming New Material
Co.,
Ltd.
(original
name:
Jiangsu
Weiming
Petrochemical Corporation) on October 14, 2021. It
increased its capital through UDL amounting to
CNY70,000 thousand on June 28, 2021. The said
amounts were verified on June 29, 2021. As of
December 31, 2021, its actual paid-in capital
amounted to CNY1,688,000 thousand.
%
95.98
Weihua was established on December 10, 2012. As
of December 31, 2021, its actual paid-in capital
amounted to CNY156,289 thousand.
%
-
Weida PC was established on December 23, 2014
and was dissolved on October 29, 2019. The
liquidation process had been completed on January
19, 2021. As of December 31, 2021, its actual paid-
in capital amounted to CNY0 thousand.
%
100.00
Weicai was established on January 6, 2015 and
acquired by UDL on November 5, 2018. On
September 22, 2021, the Board of Directors decided
to reduce its capital amounting to CNY100,000
thousand. The base date of the reduction and the
relevant legal registration procedures had been
completed on December 28, 2021. As of December
31, 2021, its actual paid-in capital amounted to
CNY314,955 thousand.
The Company
Tsou Seen Chemical Industries
Corporation
Tsou Seen Chemical Industries
Corporation
Tsou Seen Chemical Industries
Corporation
Unichem Development Limited
Unichem Development Limited
Unichem Development Limited
Unichem Development Limited
Ding-Yue Development Co.,
Ltd (Ding-Yue)
Weihua (Rudong) Trade Co.,
Ltd. (Weihua)
Weiqiang International Trade
(Shanghai) Co., Ltd.
(Weiqiang)
Taivex Therapeutics
Corporation (Taivex)
Jiangsu Weiming New
Material Co., Ltd. (Weiming)
(original name: Jiangsu
Weiming Petrochemical
Corporation)
Weihua (Rudong) Trade Co.,
Ltd (Weihua)
Zhangzhou Weida
Petrochemical Co., Ltd.
(Weida PC)
Changzhou Weicai New
Material Science &
Technology Co., Ltd.
(Weicai)

(Continued)

  • 421 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Name of investors Name of subsidiaries Nature of business
Consult, design,
construction, management
service on engineering and
sales of chemical products
Holding company
Investment and technical
advisory services
Real estate, research of
petroleum market and
consultancy
Engineering, real estate and
consultancy of construction
Building construction, real
estate management,
development and sale
Engineering, construction
contracting business
Shareholding
ratio
December 31,
2021
Notes
%
100.00
Weiming Construction was established on October
26, 2020. It increased its capital through Weiming
amounting to CNY14,920 thousand and CNY14,080
thousand on April 1 and January 26, 2021,
respectively. The said amounts were verified on
April 2, 2021. As of December 31, 2021, its actua
paid-in capital amounted to CNY30,000 thousand.
%
100.00
Frontier Fortune was established on November 23,
2016. As of December 31, 2021, its actual paid-in
capital amounted to USD93,060 thousand.
%
100.00
Core Pacific Twin Star (Myanmar) was established
on February 16, 2017. As of December 31, 2021, its
actual paid-in capital amounted to USD5,500
thousand.
%
99.99
Gemini Star (India) was established on January 8,
2019. As of December 31, 2021, its actual paid-in
capital amounted to INR21,000 thousand.
%
100.00
Core Pacific Twin Star (Vietnam) was established on
November 19, 2018. The Company had reached
agreement on cancellation of shares with the non-
controlling
interests,
who
owned
0.99%
of
outstanding shares on August 10, 2021. After the
cancellation, the Company owned Core Pacific Twin
Star (Vietnam) 100% of outstanding shares. As of
December 31, 2021, its actual paid-in capita
amounted to VND2,005,000,000 thousand.
%
80.00
Core Pacific Pioneer was established on May 24,
2018. As of December 31, 2021, its actual paid-in
capital amounted to MMK1,512,540 thousand.
%
100.00
Da Yin Construction Engineering was established on
November 24, 1972. It increased its capital through
Ding-Yue amounting to $37,500 thousand on
February 5, 2021. The base date was set on February
5, 2021, and the relevant legal registration
procedures had been completed on March 4, 2021.
As of December 31, 2021, its actual paid-in capita
amounted to $60,000 thousand.
Jiangsu Weiming New Material
Co., Ltd. (Weiming) (original
name: Jiangsu Weiming
Petrochemical Corporation)
BES Twin Towers Development
Co., Ltd. (BES Twin Towers)
Frontier Fortune Investment Pte.
Ltd. (Frontier Fortune)
Frontier Fortune Investment Pte.
Ltd. (Frontier Fortune)
Frontier Fortune Investment Pte.
Ltd. (Frontier Fortune)
Core Pacific Twin Star
(Myanmar) Investment Co., Ltd.
(Core Pacific Twin Star
(Myanmar))
Ding-Yue Development Co., Ltd.
(Ding-Yue)
Weiming (Rudong)
Construction Co., Ltd.
(Weiming Construction)
Frontier Fortune Investment
Pte. Ltd. (Frontier Fortune)
Core Pacific Twin Star
(Myanmar) Investment Co.,
Ltd. (Core Pacific Twin Star
(Myanmar))
Gemini Star (India) Private
Limited (Gemini Star (India))
Core Pacific Twin Star
(Vietnam) Investment Co.,
Ltd. (Core Pacific Twin Star
(Vietnam))
Core Pacific Pioneer
(Myanmar) Co., Ltd. (Core
Pacific Pioneer)
Da Yin Construction
Engineering Co., Ltd. (Da Yin
Construction Engineering)
  • (iii) According to the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports, and Consolidated Financial Statements of Affiliated Enterprises, Kaohsiung Monomer Company Limited (KMC) qualifies as a substantial related party.
Name of investee Nature of business Shareholding
ratio
Notes
%
40.00
Note 1
Kaohsiung Monomer Company
Limited
Sales and production of
methyl methacrylate

Note 1: The chairman is assigned by the Company.

(iv) All of the important internal transaction between the Group had been eliminated.

(Continued)

  • 422 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (d) Foreign currencies

  • (i) Foreign currency transaction

Transactions in foreign currencies are translated into the respective functional currencies of Group entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date. Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies using the exchange rate at the date that the fair value was determined. Non-monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:

  • an investment in equity securities designated as at fair value through other comprehensive income;

  • a financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is effective; or

  • qualifying cash flow hedges to the extent that the hedges are effective.

  • (ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Group disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, exchange differences arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income.

(Continued)

  • 423 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (e) Classification of current and non-current assets and liabilities

An asset is classified as current under one of the following criteria, and all other assets are classified as non-current.

  • (i) It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle, except for those related to land development, which usually have a business cycle longer than one year;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is expected to be realized within twelve months after the reporting period; or

  • (iv) The asset is cash and cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is classified as current under one of the following criteria, and all other liabilities are classified as non-current:

  • (i) It is expected to be settled in the normal operating cycle, except for those related to land development, which usually have a business cycle longer than one year;

  • (ii) It is held primarily for the purpose of trading;

  • (iii) It is due to be settled within twelve months after the reporting period; or

  • (iv) The Group does not have an unconditional right to defer settlement for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

  • (f) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes should be recognized as cash equivalents.

Bank overdrafts that are repayable on demand and form an integral part of the Group’ s cash management are included as a component of cash and cash equivalents for the purpose of the consolidated statement of cash flows.

  • (g) Construction contracts

Construction contracts in progress represents the gross unbilled amount expected to be collected from customers for contract work performed to date. It is measured at cost plus profit recognized to date less progress billings and recognized losses. Cost includes all expenditure related directly to specific projects and an allocation of fixed and variable overheads incurred in the Group’s contract activities based on normal operating capacity.

(Continued)

  • 424 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Construction contracts in progress is presented in the balance sheets as the amount due from customers for contract work for all contracts in which costs incurred plus recognized profits exceed progress billings. If progress billings exceed costs incurred plus recognized profits, then the difference is presented as amount due to customers for contract work in the balance sheets.

(h) Financial instruments

Trade receivables are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Group becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

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

On initial recognition, a financial asset is classified as measured at: amortized cost; Fair value through other comprehensive income (FVOCI) – equity investment; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

  • 1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

  • 2) Fair value through other comprehensive income (FVOCI)

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

(Continued)

  • 425 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Group’s right to receive payment is established.

3) Fair value through profit or loss (FVTPL)

All financial assets not classified as amortized cost or FVOCI described as above are measured at FVTPL. On initial recognition, the Group may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

4) Business model assessment

The Group makes an assessment of the objective of the business model in which a financial asset is held at portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

  • the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’ s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the sale of the assets;

  • how the performance of the portfolio is evaluated and reported to the Group’ s management;

  • the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

  • how managers of the business are compensated � e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

  • the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, and are consistent with the Group’s continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

(Continued)

  • 426 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • 5) Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, “ principal” is defined as the fair value of the financial assets on initial recognition. “Interest” is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs, as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Group considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Group considers:

  • contingent events that would change the amount or timing of cash flows;

  • terms that may adjust the contractual coupon rate, including variable rate features;

  • prepayment and extension features; and

  • terms that limit the Group’ s claim to cash flows from specified assets (e.g. nonrecourse features).

  • 6) Impairment of financial assets

The Group recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, notes and accounts receivable, other receivables, guarantee deposit paid and other financial assets) and contract assets.

Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Group’s historical experience and informed credit assessment as well as forward-looking information.

The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due.

The Group considers a financial asset to be in default when the financial asset is more than 90 days past due or the debtor is unlikely to pay its credit obligations to the Group in full.

Lifetime ECL are the ECL that result from all possible default events over the expected life of a financial instrument.

(Continued)

  • 427 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

12-month ECL are the portion of ECL that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECL is the maximum contractual period over which the Group is exposed to credit risk.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

At each reporting date, the Group assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is “ creditimpaired” when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data:

  • significant financial difficulty of the borrower or issuer;

  • a breach of contract such as a default or being more than 90 days past due;

  • the lender of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession that the lender would not otherwise consider;

  • it is probable that the borrower will enter bankruptcy or other financial reorganization; or

  • the disappearance of an active market for a security because of financial difficulties.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.

The gross carrying amount of a financial asset is written off when the Group has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. The Group individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Group expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery of amounts due.

(Continued)

  • 428 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • 7) Derecognition of financial assets

The Group derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Group enters into transactions whereby it transfers assets recognized in its statement of balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.

  • (ii) Financial liabilities and equity instruments

  • 1) Classification of debt or equity

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

  • 2) Equity instrument

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

3) Treasury shares

When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is recognized in capital surplus or retained earnings (if the capital surplus is not sufficient to be written down).

4) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

(Continued)

  • 429 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

5) Derecognition of financial liabilities

The Group derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Group also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

6) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

(i) Inventories

  • (i) Manufacturing industry

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is calaulated using the weighted average method, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

(ii) Construction industry

Inventories of the construction business are measured at the lower of cost and net realizable value. The cost of inventories includes expenditure incurred in bringing them to their existing location and condition and capitalized borrowing costs.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. The net realizable value is estimated as follows:

  • 1) Land held for development: net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses, or estimated by recent market value (development analytical method or comparison method).

(Continued)

  • 430 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • 2) Construction-in-progress: net realizable value is the estimated selling price (current market condition) in the ordinary course of business, less the estimated costs of completion and selling expenses, or estimated by recent market value.

  • (j) Investments in associates

Associates are those entities in which the Group has significant influence, but not control or joint control, over their financial and operating policies.

Investments in associates are accounted for using the equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition less any accumulated impairment losses.

The consolidated financial statements include the Group’ s share of the profit or loss and other comprehensive income of those associates, after adjustments to align their accounting policies with those of the Group, from the date on which significant influence commences until the date on which significant influence ceases. The Group recognizes any changes of its proportionate share in the investee within capital surplus, when an associate’s equity changes due to reasons other than profit and loss or comprehensive income, which did not result in changes in actual proportionate share.

Gains and losses resulting from transactions between the Group and an associate are recognized only to the extent of unrelated Group’s interests in the associate.

When the Group’s share of losses of an associate equals or exceeds its interests in an associate, it discontinues recognizing its share of further losses. After the recognized interest is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.

When the Group subscribes to additional shares in an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment will differ from the amount of the Group’s proportionate interest in the net assets of the associate. The Group records such a difference as an adjustment to investments, with the corresponding amount charged or credited to capital surplus. The aforesaid adjustment should first be adjusted under capital surplus. If the capital surplus resulting from changes in ownership interest is not sufficient, the remaining difference is debited to retained earnings. If the Group’s ownership interest is reduced due to the additional subscription to the shares of the associate by other investors, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate will be reclassified to profit or loss on the same basis as would be required if the associate had directly disposed of the related assets or liabilities.

(k) Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes. Investment property is initially measured at cost and subsequently at fair value with any change therein recognized in profit or loss.

(Continued)

  • 431 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Any gain or loss on disposal of investment property (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognized in profit or loss. When investment property that was previously classified as property, plant and equipment is sold, any related amount included in ‘other equity - revaluation surplus’ is transferred to retained earnings.

Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.

  • (l) Property, plant and equipment

  • (i) Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

  • (ii) Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

  • (iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.

Land is not depreciated.

The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:

The estimated useful lives of
periods are as follows:
property, plant
Land improvement 3~30 years
Buildings and constructions 2~60 years
Machine equipment 1~30 years
Transportation equipment 2~40 years
Other equipment 2~13 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(Continued)

  • 432 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(iv) Reclassification to investment property

When the use of a property changes from owner-occupied to investment property, the property is remeasured to fair value and reclassified accordingly. Any gain arising on this remeasurement is recognized in profit or loss to the extent that it reverses a previous impairment loss on the specific property, with any remaining gain recognized in other comprehensive income and presented in “ other equity - revaluation surplus” . Any loss is recognized in profit or loss. However, to the extent that an amount is included in the revaluation surplus for that property, the loss is recognized in other comprehensive income and reduces the revaluation surplus within equity.

(m) Leases

  • (i) As a leasee

The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • fixed payments, including in-substance fixed payments;

  • variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • amounts expected to be payable under a residual value guarantee; and

  • payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • there is a change in future lease payments arising from the change in an index or rate; or

  • there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee; or

(Continued)

  • 433 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • there is a change of its assessment on whether it will exercise a extension or termination option; or

  • there is any lease modification.

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Group accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Group presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.

If an arrangement contains lease and non-lease components, the Group allocates the consideration in the contract to each lease component on the basis of their relative stand-alone prices. However, for the leases of land and buildings in which it is a lessee, the Group has elected not to separate non-lease components and account for the lease and non-lease components as a single lease component.

The Group has elected not to recognize right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less and leases of low-value assets, including IT equipment. The Group recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

For sale-and-leaseback transactions, the Group applies the requirements for determining when a performance obligation is satisfied in IFRS 15 to determine whether the transfer of an asset is accounted for as a sale of the asset. If the transfer of an asset satisfies the requirement of IFRS 15 to be accounted for as a sale of the asset, the Group derecognizes the transferred asset, then measures the right-of-use asset arising from the leaseback at the proportion of the previous carrying amount of the asset that relates to the right of use retained. Accordingly, the Group recognizes only the amount of any gain or loss that relates to the rights transferred to the buyer-lessor. For leaseback transaction, the Group applies the lessee accounting policy. If the transfer of an asset does not satisfy the requirement of IFRS 15 to be accounted for as a sale of the asset, the Group continues to recognize the transferred asset and recognizes the financial liability equal to the transfer proceeds.

(Continued)

  • 434 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(ii) As a leasor

When the Group acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Group makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Group considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

When the Group is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease. If a head lease is a short-term lease to which the Group applies the exemption described above, then it classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, the Group applies IFRS 15 to allocate the consideration in the contract.

The Group recognizes a finance lease receivable at an amount equal to its net investment in the lease. Initial direct costs, such as lessors to negotiate and arrange a lease, are included in the measurement of the net investment. The interest income is recognized over the lease term based on a pattern reflecting a constant periodic rate of return on the net investment in the lease. The Group recognizes lease payments received under operating leases as income on a straight-line basis over the lease term as part of ‘rent income’.

(n) Intangible assets

(i) Recognition and measurement

1) Goodwill

Goodwill arising on the acquisition of subsidiaries is measured at cost, less accumulated impairment losses. Refer to note 5(k) for details of the accounting policy on the initial recognition of goodwill.

2) Other intangible assets

Expenditure on research activities is recognized in profit or loss as incurred.

Development expenditure is capitalized only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable and the Group intends to, and has sufficient resources to, complete development and to use or sell the asset. Otherwise, it is recognized in profit or loss as incurred. Subsequent to initial recognition, development expenditure is measured at cost, less accumulated amortization and any accumulated impairment losses.

Other intangible assets, including customer relationships, patents and trademarks, that are acquired by the Group and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

(Continued)

  • 435 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

  • (iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for current and comparative periods are as follows:

Technology 5~13 years

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(o) Impairment of non derivative financial assets

At each reporting date, the Group reviews the carrying amounts of its non-financial assets (other than inventories, contract assets, deferred income tax assets and investment properties, measured at fair value) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(Continued)

  • 436 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(p) Provisions

A provision is recognized if, as a result of a past event, the Group has a present obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.

(i) Site dismantling

The estimated obligation on the dismantling, relocation or restoration of property, plant and equipment is recognized as decommissioning cost and liability of property, plant and equipment. The relevant costs of assets are adjusted by subsequent price variation for dismantling and restoration. Depreciation is provided per the remaining useful life of the adjusted cost.

(ii) Site restoration

In accordance with the Group’ s published environmental policy and applicable legal requirements, a provision for site restoration in respect to contaminated land, and the related expense, is recognized when the land is contaminated.

(q) Revenue

Revenue is measured based on the consideration to which the Group expects to be entitled in exchange for transferring goods or services to a customer. The Group recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Group’s main types of revenue are explained below.

(i) Sale of goods

The Group recognizes revenue when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’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, the acceptance provisions have lapsed, or the Group has objective evidence that all criteria for acceptance have been satisfied.

A receivable is recognized when the goods are delivered as this is the point in time that the Group has a right to an amount of consideration that is unconditional.

(ii) Services

Revenue from services rendered is recognized in profit or loss in proportion to the stage of completion of the transaction at the reporting date.

(Continued)

  • 437 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(iii) Construction contracts

Contract revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and incentive payments, to the extent that it is probable that they will result in revenue and can be measured reliably. As soon as the outcome of a construction contract can be estimated reliably, contract revenue is recognized in profit or loss in proportion to the stage of completion of the contract. Contract expenses are recognized as incurred unless they create an asset related to future contract activity.

The stage of completion is assessed by reference to the proportion that contract cost incurred for work performed to date bear to the estimated total contract cost; survey of work performed; or completion of a physical proportion of the contract work. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized only to the extent of contract costs incurred that are likely to be recoverable. An expected loss on a contract is recognized immediately in profit or loss.

(iv) Commissions

When the Group acts in the capacity of an agent rather than as the principal in a transaction, the revenue recognized is the net amount of commission made by the Group, and is recognized in proportion to the stage of completion of the transaction.

(v) Financing components

The Group does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Group does not adjust any of the transaction prices for the time value of money.

(r) Employee benefits

(i) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided.

(ii) Defined benefit plans

The Group’s net obligation in respect of defined benefit plans is calculated by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of plan assets.

The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

(Continued)

  • 438 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity. The Group determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Group recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

  • (iii) Short-term employee benefits

Short-term employee benefit are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably.

  • (s) Income taxes

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

The Group has determined that interest and penalties related to income taxes, including uncertain tax treatment, do not meet the definition of income taxes, and therefore accounted for them under IAS 37.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

  • (i) temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

  • (ii) temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

  • (iii) taxable temporary differences arising on the initial recognition of goodwill.

(Continued)

  • 439 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date, and reflect uncertainty related to income taxes, if any.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) the Group has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • (ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • the same taxable entity; or

  • different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date, and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.

(t) Earnings per share

The Group discloses the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as employee bonus.

  • (u) Government Grants

A government grant receivable to the Group as compensation for costs already incurred or for immediate financial support, with no future related costs, should be recognized as income in the period in which it is receivable.

(v) Operating segments

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the Group). Operating results of the operating segment are regularly reviewed by the Group’s chief operating decision maker to make decisions about resources to be allocated to the segment and to assess its performance. Each operating segment consists of standalone financial information.

(Continued)

  • 440 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(4) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

The preparation of the consolidated financial statements in conformity with the Regulations and the IFRSs endorsed by the FSC requires management to make judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

The management continues to monitor the accounting estimates and assumptions. The management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the following period.

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the consolidated financial statements is as follows:

  • (a) Fair valuation of investment property

The Group's investment property is measured at fair value deriving from external appraisal reports. When the presumed factors implemented in the evaluation process, e.g. discount rates and return on investment, change due to the evolving market and economy, the change may have an impact on the balance of the recognized assets and profit or loss. For more information regarding the valuation, please refer to note 5(j).

  • (b) Impairment of property, plant and equipment

In the process of evaluating the potential impairment of property, plant and equipment, the Group is required to make subjective judgments in determining the independent cash flows, useful lives, expected future income and expenses related to the specific asset groups considering of the nature of the industry. Any changes in these estimates based on changed economic conditions or business strategies and could result in significant impairment charges or reversal in future years. Refer to note 5(h) for further description of the key assumptions used to determine the recoverable amount.

The Group’s accounting policies include measuring financial and non-financial assets and liabilities at fair value through profit or loss. The Company’s financial instrument valuation group conducts independent verification on fair value by using data sources that are independent, reliable, and representative of exercise prices. This financial instrument valuation group also periodically adjusts valuation models, conducts back testing, renews input data for valuation models, and makes all other necessary fair value adjustments to assure the rationality of fair value. Investment property is evaluated by another appraiser, which is engaged by the Company's financial instrument valuation group.

The Group strives to use market observable inputs when measuring assets and liabilities. Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments are as follows:

  • Level 1: quoted prices (unadjusted) in active markets for identifiable assets or liabilities.

  • Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

  • Level 3: inputs for the assets or liability that are not based on observable market data.

(Continued)

  • 441 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Information on valuation use hypothesis factors was as follows:

  • (a) Note 5(j) - Investment property;

  • (b) Note 5(aa) - Financial instruments.

(5) Explanation of significant accounts:

  • (a) Cash and cash equivalents
Cash on hand
Checking and demand deposits
Time deposits
Cash equivalents
Cash and cash equivalents
December 31,
2021
$ 1,816
2,944,499
5,967,973
107,038
$
9,021,326

Time deposits with original maturity within three months which are held for the purpose of meeting short-term cash commitments, rather than for investment or other purposes, and are readily convertible to cash at the known amounts and subject to insignificant risk of value changes, are reported as cash equivalents. Please refer to Note 5(f) for details of time deposits with original maturity between three months and one year which are accounted for as other financial assets under other current assets.

Please refer to note 5(aa) for the fair value sensitivity analysis and interest rate risk of the financial assets and liabilities of the Group.

(b) Financial assets at fair value through profit or loss

Current financial assets designated at fair value through profit or loss:
Beneficiary certificates
Structured deposits
Stocks listed on domestic markets
Subtotal
Non-current financial assets designated at fair value through profit or loss
Stocks unlisted on domestic markets
Total
December 31,
2021
$ -
22,226
334,993
357,219
6,973,779
$
7,330,998

The dividends income from the financial assets recognized at fair value through profit or loss for the years ended December 31, 2021, amounted to $38,612 thousand.

(Continued)

  • 442 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

The Group held common and preferred stock of Core Pacific City Co., Ltd., wherein the preferred stocks which were converted into common stocks on October 22, 2021 were recognized as noncurrent financial assets at fair value through profit or loss. A resolution was made during the extraordinary shareholders’ meeting of Core Pacific City Co., Ltd. on November 8, 2021 to reduce its capital by buying back and cancelling its shares to eliminate the accumulated losses of $5,245,397 thousand and $9,998,925 thousand, respectively, with the effective date set on the same date. The Group received the payment of $3,794,637 thousand of the shares that were bought back on November 11, 2021. The Group recognizes the changes in fair value in profit or loss according to the valuation report. The Group or the external appraisers used the net asset value method and relevant return rate to determine the fair value on valuation date. The amount accounted for gain from investments in equity instruments at fair value through profit or loss was $21,561 thousand for the years ended December 31, 2021.

Core Pacific City Co., Ltd. approved the earning distribution during its shareholders’ meeting on February 23, 2022, which was also the base date. On February 25, 2022, the Group received the cash dividends amounting to $6,966,562 thousand, and therefore adjusted the fair value accordingly.

Please refer to note 7 for details of the financial assets at fair value through profit or loss of the Group pledged as collateral as of December 31, 2021.

  • (c) Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income
Equity investments at fair value through other comprehensive income�current:
Stocks listed on domestic markets
Equity investments at fair value through other comprehensive income�non-
current
Stocks listed on domestic markets
Stocks unlisted on domestic markets
Subtotal
Total
December 31,
2021
$ 9,674
2,270,979
779,074
3,050,053
$
3,059,727

The Group designated the investments show above as equity securities at fair value through other comprehensive income because these equity securities represent those investments that the Group intends to hold for long-term strategic purposes.

Please refer to note 5(v) for the gain or loss on financial assets recognized at fair value through other comprehensive income.

The dividend income from the financial assets recognized at fair value through other comprehensive income for the year ended December 31, 2021, amounted to $274,603 thousand.

(Continued)

  • 443 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

The director of Praxair Chemax Semiconductor Materials Co., Ltd. (hereinafter referred to as “PRAXAIR”) delegated by the Company, was elected as the new Chairman in the directors’ meeting on January 30, 2013. However, Praxair Inc. did not recognize the director delegated by the Company as the Chairman, resulting in the new Chairman being unable to exercise his authority. Also, the supervisor appointed by the Company was prevented from auditing the accounts and records pursuant to the Company Law, hence, the new Chairman and the designated supervisor representing PRAXAIR, filed an action asking the vice chairman and general manager to provide the accounts and records and requested to return the seal, business invasion and others in a civil lawsuit. The vice chairman delegated by Praxair Inc. claimed privilege to act as the Chairman and filed legal actions declaring the non-existence of the new Chairman’s commission of authority and also sent a letter to the court requesting a dissolution of PRAXAIR, which was rejected by the courts. The supervisor appointed by Praxair Inc. illegally called a temporary shareholders’ meeting in 2013 to propose the dissolution of the Company and reelection of directors and supervisors. Hence, the Company filed legal actions declaring the withdrawal of the resolution from the illegal temporary shareholders’ meetings and the resolutions from the temporary shareholders’ meeting was not established. Currently, the supervisor filed legal action against the manager for submitting the accounts and the records, after winning the 1st and 2nd trial, the defendant appealed but was dismissed by the 3rd trial instance. This case was remanded to the Taipei High Court but the verdict was dismissed in 2015. The Company was not satisfied with the appeal and it was denied by 2nd trial instance.. The judgment was binding and final on December 2017. On the other side, the vice chairman designated by Praxair Inc. filed legal action declaring the non-existence of the new Chairman’ s commission of authority, after the judgment from the High Court that the Chairman designated by the Company won the verdict, the defendant appealed to the 3rd instance, with the Supreme Court dismissing the appeal. The whole case confirms the appointed relationship between the Chairman designated by the Company and PRAXAIR exists. On November 9, 2016, the letter from Ministry of Economic Affairs states that the former chairman of directors, appointed by the Company, is the Chairman of PRAXAIR, and restored the representative duty per the judgment No. 2455 from the Supreme High Court in 2015. However, according to the requirement from Ministry of Economic Affairs, both sides were not able to hold the legitimate reelection prior to January 9, 2017 which resulted in vacancy of directors and supervisors of PRAXAIR. In order to strive for the rights and interests of the shareholders, the Company immediately brought the arbitration per joint venture agreement of both sides and applied for an auditor and provisional administrator to instruct the central section office of the Ministry of Economic Affairs to allow Praxair Inc. to conduct the change of registration on July 6, 2017. The Company filed a request for the arbitration of International Chamber of Commerce in 2018 and received the award issued by the International Court of International Chamber of Commerce on September 3, 2018. A part of the award favored for the Company and confirmed that the Company was entitled to receive the dividends from PCSM for the year of 2013. In order to protect the Company’ s right, the Company submitted a lawsuit withdrawing a part of such Arbitration award against the Company to Taipei District Court. On December 13, Taipei District Court dismissed the Company’ s claim of withdrawing the ICC’ s decision. The Company filed an appeal on January 8, 2020, but such appeal was dismissed by Taiwan High Court on September 1, 2020. The Company appealed forthwith to the Supreme Court on September 21, 2020.

As of December 31, 2021, the Group provided as collateral a portion of its financial assets. Please refer to note 7 for details of the related assets pledged as collateral.

(Continued)

  • 444 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (d) Notes, accounts, and other receivables
Notes receivable

Accounts receivable
Other receivables
Less: allowance for doubtful receivables
Net book value
December 31,
2021
$ 628,614
3,914,053
107,367
(334,036)
$
4,315,998

The Group applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as the incorporated forward looking information, including macroeconomic and relevant industry information. The loss allowance provisions were determined as follows:

Not past due
Over 0~30 days
Over 31~120 days
Over 121~365 days
Past due more than 1 year
December 31, 2021 December 31, 2021
Carrying
amount of
account
receivables
$ 4,305,982
64,232
36,233
5,997
237,590
$
4,650,034
Weighted
average
expected credit
loss
0%~2.17%
0%~1.25%
0%~3.06%
0%~18.75%
100%
Allowance for
expected
credit loss
93,413
800
1,109
1,124
237,590
334,036

The movement of the allowance for notes, accounts and other receivables were as follows:


Balance at January 1

Impairment loss recognized
Amounts written off
Foreign exchange gains
Balance at December 31
For the year
ended December
31, 2021
$ 451,717
1,175
(119,275)
419
$
334,036

(Continued)

  • 445 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

The consolidated subsidiaries, Weihua (Rudong) Trade Co., Ltd. and Weiqiang International Trade (Shanghai) Co., Ltd., filed civil complaints against Shanghai Tongye Coal Chemical Group Co. Ltd. in Shanghai to claim for the delay of payment of their accounts receivable from Shanghai Tongye Coal Chemical Group Co., Ltd. The ruling had been made due to the lack of assets for liquidation, the bankruptcy procedure was concluded. The unrecoverable allowance of $119,275 thousand had been written off. For relevant information, please refer to note 8(k).

As of December 31, 2021, the aforesaid receivables were not pledged as collateral.

For credit risk information, please refer to note 5(aa).

  • (e) Inventories
Finished goods
Work in progress
Raw materials
Fuel
Merchandise inventories
Subtotal
Land held for construction site
Land held for construction site - compensation for levied land
Payment for floor area ratio
Construction in progress
Subtotal
Total
December 31,
2021
$ 1,135,965
507,528
1,983,218
19,907
480,373
4,126,991
37,584,818
9,423
13,535
596,503
38,204,279
$
42,331,270

A resolution was made during the Board of Directors’ meeting held on September 25, 2019 for the Group to acquire Core Pacific City’s permanent land ownership. The Group won the bidding on the same date. On October 30, 2019, the Group subsequently entered into a purchase agreement with Core Pacific City Co., Ltd. to buy the land located at Songshan District, Taipei City, as a construction site, for the amount of $37,200,010 thousand. Both parties have agreed to put the property, which includes the land and the existing construction into a trust. As of December 31, 2021 , the accumulated payments was $37,200,010 thousand, and the unpaid amounts was $0 thousand.

(Continued)

  • 446 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

For the years ended December 31, 2021, the capitalized interest on construction in progress amounting to $61,610 thousand was calculated using the capitalization rate of 5.63%.

The details of the cost of sales were as follows:

Cost of goods sold
Writedown of inventories (Reversal of writedowns)
Net inventory loss (profit)
Unallocated fixed production overheads from idle facilities
Revenue from sale of scraps
Net amount
For the year
ended
December 31,
2021
$ 32,093,315
14,854
(1,790
926,881
(12,265
$
33,020,995

As of December 31, 2021, the aforesaid inventories were not pledged as collateral.

  • (f) Other current assets
Other financial assets
Others
December 31,
2021
$ 1,006,902
558,489
$
1,565,391

Other financial assets are time deposits with original maturity between three months and one year.

  • (g) Investments accounted for using equity method

  • (i) The Group’ s investments accounted for using the equity method at the reporting date were classified as follows:

classified as follows:
Associates December 31,
2021
$
1,543,569

(Continued)

  • 447 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (ii) The Group’ s investments accounted for using the equity method that are individually insignificant were as follows:
Carrying value of insignificant associates

Attribution to the Group
Loss from continuing operations

Other comprehensive income
Total comprehensive income
For the year
ended
December 31,
2021
$
1,543,569
December 31,
2021
$ (9,949)
31,375
$
21,426
  • (iii) The dividends income from the Group’s investments accounted for using the equity method for the year ended December 31, 2021 amounted to $0 thousand.

  • (iv) Collateral

As of December 31, 2021, the Group provided as collateral a portion of its investments in aforesaid equity-accounted investees. Please refer to note 7 for details of the related assets pledged as collateral.

(h) Property, plant and equipment

The cost, depreciation, and impairment of the property, plant and equipment of the Group were as follows:

Cost or deemed cost:
Balance as of January 1, 2021

Additions
Disposal
Adjustment
Reclassification
Return
Effect of movements in exchange rate
Balance as of December 31, 2021

Depreciation and impairment loss:
Balance as of January 1, 2021

Depreciation for the period
Impairment loss
Disposal
Adjustment
Reclassification
Effect of movements in exchange rate
Balance as of December 31, 2021

Carrying amounts:
Balance as of December 31, 2021
Land
$ 5,730,777
-
-
-
-
-
-
$
5,730,777
$ -
-
-
-
-
-
-
$
-
$
5,730,777
Land
improvements
293,880
-
-
-
(39)
-
-
293,841
227,439
5,439
-
-
-
(39)
-
232,839
61,002
Buildings
4,600,333
6,511
-
446,959
-
-
10,039
5,063,842
1,554,248
139,057
-
-
(192)
-
1,602
1,694,715
3,369,127
Machinery and
equipment
49,054,137
30,633
(221,480)
3,130,932
-
-
17,354
52,011,576
38,724,803
956,776
-
(220,979)
-
-
3,426
39,464,026
12,547,550
Vehicles
86,911
6,156
(631)
4,484
-
-
184
97,104
57,052
7,735
-
(578)
-
-
73
64,282
32,822
Other facilities
803,967
10,997
(825)
42,233
-
-
492
856,864
676,404
50,857
-
(600)
192
-
267
727,120
129,744
Construction in
progress
9,969,198
4,293,837
-
(3,624,608)
-
(186,000)
27,864
10,480,291
-
-
-
-
-
-
-
-
10,480,291
Accumulated
impairment
-
-
-
-
-
-
-
-
5,038,578
-
915,669
-
-
-
-
5,954,247
(5,954,247)
Total
70,539,203
4,348,134
(222,936)
-
(39)
(186,000)
55,933
74,534,295
46,278,524
1,159,864
915,669
(222,157)
-
(39)
5,368
48,137,229
26,397,066

(Continued)

  • 448 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(i) Impairment

The Company's main products, caprolactam and nylon, were affected by the industry-wide imbalance of supplies and demands, international trade conflicts, the COVID-19 pandemic, rising freight costs, and the increasing production of competitors. As of December 31, 2021, the Company adjusted the strategy of its production and marketing, wherein the carrying amount of relevant production lines in Toufen plant was assessed to be higher than the recoverable amount, resulting in an impairment loss of $915,669 thousand to be recognized as non-operating income and expense in the consolidated statements of comprehensive income.

For the year ended 2021, the estimated value-in-use was calculated at the pre-tax discount rate of 9.05%. The recoverable amount was the sum of the net fair value, calculated by adding the value-in-use to the fair value, minus the disposal cost. The input value used in the fair value evaluation technique belonged to the third level and is evaluated by using the market method.

(ii) Collateral

As of December 31, 2021, the Group provided as collateral, a portion of its property, plant and equipment, please refer to note 7 for details of the related assets pledged as collateral.

  • (iii) Property, plant and equipment under construction

For the year ended 2021, the capitalized interests related to the property, plant and equipment under construction were $185,878 thousand, which were calculated based on the capitalized interest rates ranging from 1.5960%~5.4702%.

  • (iv) On November 26, 2013, the plan to invest in China was approved during the meeting of the Board of Directors of the Company. On March 25, 2014 and November 1, 2018, the Investment Commission, Ministry of Economic Affairs (MOEA) approved the investment of the Company in Jiangsu Weiming Petrochemical Corporation in China in the amount of CNY2,388,000 thousand (equivalent to $11,100,000 thousand) mainly to establish manufacturing operations for petrochemical products (including hydrorefining crude benzol, cyclohexanone, nylon 6, etc.). As of December 31, 2021, accumulated investment remittance from Taiwan to Mainland China was CNY1,688,000 thousand. The amount invested in manufacturing plant and machinery was CNY1,688,000 thousand.

(Continued)

  • 449 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(i) Right-of-use assets

The Group leases assets including land, land use right, buildings, machinery and equipment and vehicles. Information about leases for which the Group as a lessee is presented below:

Cost:
Balance as of January 1, 2021
Additions
Disposal
Effect of movements in exchange rate
Balance as of December 31, 2021
Accumulated depreciation and impairment
losses:
Balance as of January 1, 2021
Depreciation for the period
Disposal
Effect of movements in exchange rate
Balance as of December 31, 2021
Carrying amounts:
Balance as of December 31, 2021
Land
$ 228,407
20,491
(484)
-
$
248,414
$ 16,613
9,733
(327)
-
$
26,019
$
222,395
Land-use
right
658,503
-
-
4,269
662,772
72,578
13,584
-
520
86,682
576,090
Buildings
19,751
7,061
(576)
-
26,236
6,304
10,739
(576)
-
16,467
9,769
Machinery
and
equipment
111,057
30,432
(30,940)
-
110,549
60,620
34,768
(30,940)
-
64,448
46,101
Vehicles
16,931
12,266
(11,103)
-
18,094
6,348
6,352
(4,528)
-
8,172
9,922
Other
facilities
1,938
-
(1,448)
-
490
1,187
565
(1,449)
-
303
187
Total
1,036,587
70,250
(44,551)
4,269
1,066,555
163,650
75,741
(37,820)
520
202,091
864,464
  • (j) Investment property

The movement of invesment property was as followed:

Cost or deemed cost:
Balance as of January 1, 2021
Disposal
Net gains and losses due to fair value
adjustments
Balance as of December 31, 2021
Land
$ 37,609,032
(1,668,271)
2,913,127
$
38,853,888
Buildings
17,795
(5,264)
648
13,179
Total
37,626,827
(1,673,535)
2,913,775
38,867,067

(i) The Group disposed its investment property with the disposal price of $2,380,000 thousand and the disposal gain of $706,465 thousand.

(ii) Evaluation by income approach

The Group’s following investment properties were subsequently measured at fair value using the income approach after initial recognition, and has been categorized as a Level 3 fair value based on the inputs to the valuation techniques used. The relevant contract information and key assumptions used in the method were as follows:

(Continued)

  • 450 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

December 31, 2021

December 31, 2021
Subject Qianjin Dist.,
Kaohsiung City
Qianzhen Dist.,
Kaohsiung City
Others
None
None
$450
$1,000~$1,300
None
$1,129~$1,268
Leased
Unused house, parking
lot
$0~ $0
$0~ $0
None
1.130%
4.345%
2.845%
External
independent
appraiser
External
independent
appraiser
Colliers International
Taiwan
China Real Estate
Appraisers Firm
Shiou-ying, Jan
Dian-ching, Hsieh
December 31, 2021
December 31, 2021
$ 2,903,000
$ 12,900
Contract terms
Rental at local market rate
Current market rent for comparable
properties in similar locations and
condition
Current status
Income generated
Capitalization rate
Discount rate
Appraised by external independent
appraiser or self-appraisal
Appraiser offices
Appraiser name
Appraisal date
Fair value by external independent
appraisers
None
$550~$700
$604~$632
Unused
$0~ $0
5.335%
4.445%
External
independent
appraiser
Colliers International
Taiwan
Feng-ru, Ke
December 31, 2021
$ 10,890

In accordance with Article 34 of the Regulations on Real Estate Appraisal, the procedures of the income approach include estimating the effective gross income and total expenses, computing the net operating income, determining the capitalization rate or discount rate, and computing the income. The attributes used by the Group for the estimations above were data from the last three years from the subject property and comparable properties which have similar characteristics, and these data were assessed and adjusted based on their persistency, stability, and growth to ensure the availability and reasonableness of these data. The movement of income (cash inflows) and expenditure (cash outflows) for future periods was based on the vacancies or losses, existing or future cash flow plans of the Group, and historical cash flows from the subject property, identical properties, or properties in the same industry. The estimation and computation of the net income were based on the highest and best use of the subject property and have taken into consideration the income generated from comparable properties in the same location based on their highest and best use.

External appraisers use the risk premium method to decide on the direct capitalization rate and discount rate. The fixed deposit interest rate, government bonds rate, real estate investment risk, money supply-demand variation, the trend of real estate value are taken into consideration to decide the likely rate of return on the most common investment as a basis in order to derive the capitalization rate or discount rate. The differences in individual characteristics between the above most common investment and the subject property are compared in terms of their liquidity, risk, appreciation, and management. As of December 31, 2021, the discount rate was 2.845%~4.445%, and the weighted average capitalization rate was 1.130%~5.335%, derived as the ratio of annual net operating income of comparable properties divided by reasonable price.

(Continued)

  • 451 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(iii) Evaluation through land development analysis

The Group classified its undeveloped land as investment property. The Group adopted the development land analysis approach to measure the fair value of the undeveloped land in accordance with Article 9 of the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and has been categorized as a Level 3 fair value based on the inputs to the valuation techniques used. The relevant information is summarized as follows:

December 31, 2021

December 31, 2021
Subject Annan Dist., Tainan City Qianzhen Dist., Kaohsiung City
Others
122,550,002 (Note)
2,782,072
20%~22%
12%~18%
4.150%~4.9900%
0.92%~3.03%
Colliers International Taiwan
Hon
Bun
Real
Estate
Appraisers
Firm,
Colliers
International
Taiwan
and
Baoyuan
Real
Estate
Appraisers Firm
Shiou-ying, Jan and Jian-hui, Gu
Jian-hui, Gu, Shiou-ying, Jan,
Ching-tang, Li and Tzu-kuang,
Yeh
December 31, 2021
December 31, 2021
29,516,000
1,381,141
Estimate revenue
Gross profit margin
Rate of return
Appraiser offices
Appraiser name
Appraisal date
Fair
value
by
external
independent appraisers
9,391,820
17%
1.850%
CCIS
Real
Estate
Joint
Appraisers Firm
Chih-hao, Wu
December 31, 2021
$ 5,043,136

Note: some of the estimated revenue, as a whole, is determined based on the basic unit.

The Group’ s plan for the development land includes determining the scope of land development, estimating the duration of development, surveying and analyzing costs, obtaining current market prices, conducting onsite surveys, and investigating and analyzing the degree of development in the local environment. There was no significant fluctuation revealed by the assessment of macroeconomic factors, i.e., market indexes, population, employment rate, market prices and rates, market equilibrium, and other relevant market factors; hence, these data were used for estimating the total selling price after development or construction, and this expected selling price was used to derive the price before development and construction.

Investment property included several rentals of real property to others. Each lease contract includes the original noncancellable lease and the subsequent lease is negotiated with the lessee without collection of contingent rentals. Please refer to note 5(s) for the relevant information including rent revenue and the direct operating expenses incurred.

As of December 31, 2021, the Group provided as collateral portion of its investment property. Please refer to note 7 for details of the related assets pledged as collateral.

In the era of pre Taiwan Alkali Industrial Corporation (TAIC), TAIC had leased the lands located in Tainan and Chiayi area to the local peasants and fishermen, and the surviving tenants shall continue paying the rent to the Group according to the agreements. In the event of the resumption for selfbusiness use or the sale of the lands, the leases shall be terminated under the contractual agreements and Land Laws. If there is any redemption in some cases, the Company will recognize and evaluate the possible expenses and costs case by case.

(Continued)

  • 452 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

AnShun Land Located in Tainan City Annan District:

  • (i) History

  • 1) The land where the AnShun Alkali plants located was originally established by Japanese company Kanegafuchi Soda in 1938 under Japanese Colonial Rule.

  • 2) The Government undertook construction after the Retrocession of Taiwan, and established a state-owned company, TAIC and operated at the AnShun Site. In 1961, the competent authorities in charge of the relevant state-owned enterprises approved the investment plan and budget for producing pentachlorophenol and sodium pentachlorophenol products used in herbicides and wood preservative fungicides.

  • 3) Due to operational factors, the plant was ordered to be closed by Executive Yuan Department of Economic Affairs in early 1982.

  • 4) In April 1983, MOEA ordered China Petrochemical Development Corp., the state-owned Company, the subsidiary of Chinese Petroleum Corporation (CPC) at the time, to merge with TAIC. The Company took charge of Anshun land of TAIC.

  • 5) Since the said merger, the Company takeover the Anshun land, the Company has never had any act of production, operations, development, use or pollution at the site. According to subsequent investigation and research, parts of the area had detected dioxin and mercury contamination in soil. The land was designated by the Tainan City Government (TCG) and the Environmental Protection Administration of the Executive Yuan (EPA) as a “Soil Pollution Control Site” and “Soil pollution remediation site” in April 2002 and March 2004, respectively, per the Soil and Groundwater Pollution Remediation Act (hereinafter referred to as the “SGPR Act” ).

  • 6) TCG and other government authorities cited Article 75 of Taiwan’ s Company Law that since the Company merged with TAIC, and was regarded as the surviving company, the Company should take all responsibilities for the rights and obligations of TAIC, along with the treatment projects and remediation plan. As the Company never used the land after being ordered to take charge by MOEA, the Company thus objected and carried out the following administrative and judicial remedies to identify the government conception of the “Polluters” and the condition of pollution:

    • a) The Company filed a plea of State Compensation claim to MOEA, but was refused.

    • b) In January 2006, the Company filed a complaint against MOEA in the Taiwan Taipei District Court in the amount of $10,077 thousand for reimbursement compensation.

    • c) The complaint was dismissed by the Supreme Court in February 2008. Upon the application of Constitution Interpretation by the Company, J.Y. No.714 Interpretation of the Grand Justice was issued in November, 2013, and considered that SGPR Act does not violate the principle of prohibition against retroactive law, or the principle of proportionality the retroactive rule; however, the holding did not mention whether the successor of the Polluter entity should be responsible for the treatment projects and remediation plan under SGPR Act was not in the scope of the regulation.

(Continued)

  • 453 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • d) The Company has filed series of complaint on those issues according to this Constitutional Interpretation.

  • 7) TCG issued the letter No. 09722000130 and No. 09722003360 in January and February 2008 respectively, and requested the Company to propose a remediation plan for the soil and groundwater pollution of the Anshun plant in accordance with the SGPR Act.

  • a) The Company proposed the “Tainan City, CPDC former TAIC Anshun site and 2nd class number nine road on the eastern side of the grass area of the site, soil pollution remediation pollution remediation plan” per the regulation at the end of June 2008 and the plan was submitted to TCG for review and formally approved in May 2009. In 2012, the remediation plan was put forward and approved on July 2, 2012. The 1st instance was completed in September 2014 and entered the second phase of the remediation, which will last 10 years. A second revision of the remediation plan was proposed and submitted to TCG for review, and the approval letter issued by TCG informed of the approval of the 2nd remediation plan, which shall be publicly displayed per regulations. Currently, the Tainan City Environmental Protection Bureau reviewed and adopted the plan on April 14, 2015 and the assessment was announced by TCG on May 4, 2015. According to the remediation technology and the actual implementation of the subsequence adjustment, the 3rd remediation change plan was proposed on March 2, 2017, which remediation plan was focus on the remediation plan of 2nd phase and brought in the unfinished items in the 2nd change plan. Currently, the 3rd plan was reviewed and adopted on January 3, 2018.

  • b) The Company had estimated the remediation expense according to the remediation plan. Please refer to note 5(r) for relevant remediation expenses and provisions.

(ii) Extension legislation:

  • 1) Remediation prepay

  • a) TCG on February 27, 2008 with the letter No. 09722004430 asked the Company to pay each expense: $88,786 thousand, coming from investigation assessments and strain necessary measures, which was prepaid by TCG and EPA on behalf of land polluters, within deadline. The expense would double and transfer to court for enforcement if overdue. This expense was adjusted to list in 2007 per Financial Accounting Standards and the Company prepaid on behalf of land relations based on the laws and regulations in July 2008. The Company objected to the prepaid expense and land polluter, hence, the administrative remedy was proposed in July 2008, with Kaohsiung High Administrative court (KHAC) sentencing the Company to pay the expense $88,430 thousand in January 2008. The Company appealed in March 2008 and Supreme Administrative Court sent the case back to KHAC for further trial. KHAC sentenced the original punishment and the petition decision beyond $76,066 thousand was withdrawn. In December 2013, both parties proposed the appeal for the unfavorable parts and Supreme Administrative Court sentenced the amount beyond $203 thousand and lawsuit expenses are all abandoned in April 2015 and sent back to KHAC for continued trial. The determined withdrawn amount $356 thousand had all been returned back to the (Continued)

  • 454 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

account by TCG. KHAC rejected the appeal of the Company on December 2016. The Company proposed the appeal remedy for the unsatisfied sentenced contents on January 2017. Supreme Administrative Court sentenced on January 2018 that the expenses $1,135 thousand did not need to be undertaken by the Company.

  • b) TCG on May 22, 2009 with the letter No. 09822013680 asked the Company pay the expenses $17,962thousand, which resulted from the relevant working plan of Anshun Land Site soil pollution remediation and was prepaid by TCG on behalf of the Company, and TCG in December 2009 with the letter No. 09822035440 asked the Company to pay the above fees prior to January 31, 2010. The Company estimated such expense at the end of 2009 and proposed the administrative remedy in January 2010 and prepaid the above fees within the deadline inquired by TCG based on the law regulations. The petition was rejected in March 2011, and therefore, the administrative lawsuit was proposed according to the law. KHAC sentenced that the amount beyond $17,867 thousand was withdrawn. After the appeal, Supreme Administrative Court sentenced to return back to KHAC for further trial in September 2013. KHAC sentenced the amount beyond $7,068 thousand was withdrawn on October 7, 2015 and this case had been appealed for the remedy. The determined withdrawn amount $95 thousand had been returned back to the account by TCG. The verdict from Supreme Administrative Court had been received on February 18, 2017, the fact was again returned back to KHAC for the trial. In July 2018, KHAC considered that the payment amount which is exceeding $8,121 thousand shall be revoked. Both parties are dissatisfied and file an appeal. In January 2020, Supreme Administrative Court annulled the original judgment, remanding the case back to KHAC. On November 24, 2020, The court’s judgement is announced that the payment amount which exceeds $7,622 thousand shall be revoked. For the Company’ s best interests and reasonable pollution remediation fee, the Company filed an appeal on December 18, 2020. The case is still under trial now.

  • c) TCG, in February 2014, passed that the Company was the polluters per judgment No. 1953 which was pass down in 2007 and asked the Company to pay the 2011 advanced payment of supervision and management on behalf of Anshun factory, in the amount of $27,444 thousand. The Company paid the fee in advance as previous mention within the requested deadline by TCG based on the law regulations and filed the petition for remedy in March 2014, which was rejected by the petition authorities. The Company was not satisfied with the result and filed the administrative legal appeal in September of same year. KHAC sentenced the Company to pay $154 thousand. However, TCG was not satisfied with the verdict and filed the appeal for remedy, the Company also filed an appeal based on the Company’ s claims to Supreme Administrative High Court. The Supreme Administrative High Court reversed the original verdict in February 2018, and currently the case is under hearing by KHAC. On December 19, 2019, a fine of $5,301 thousand was imposed by the court; in pursuit of the best interest of the Company, an appeal was filed with Supreme Administrative Court on January 16, 2020. The Supreme Administrative Court made the final ruling, which was binding, that the Company should only pay the amount of $538 thousand on October 28,

(Continued)

  • 455 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  1. However, the Company received the complaint for a rehearing action from TCG on December 23, 2021. The Company has responded accordingly regarding the case, which was still in progress as of the reporting date.

  2. d) TCG, in May 2016, issued the letter No. 10504498726, requesting the Company pay a fee for the “ supervision management and audit work plan of 2013 CPDC (TAIC) Anshun plant site remediation” and requesting the Company pay the fee of $63,271 thousand prior to July 20, 2016, per paragraph 4 of article 14, article 15 and paragraph 1 of article 43. The Company paid the fee within the requested deadline by TCG based on applicable regulations. After the rejection of the petition for the remedy in June 2016, the Company filed for administrative litigation in December 2016. The court’ s judgement is announced that the payment amount which exceeds $4,845 thousand shall be revoked. in July 2017. In order to maintain the Company’ s right and interest, the Company had proposed the appeal to Supreme Administrative Court for remedy of the unfavorable parts in August 2017. In the meanwhile, TCG filed for an appeal too. On October 31, 2018, Supreme Administrative Court dismissed the Company’ s appeal, revoked the rest of the verdicts and remanded the case back to Kaohsiung High Administrative. Except for the judgement is final and binding, The Court ruled that the amount exceeding $35,018 thousand was revoked, and the Company shall pay $39,863 thousand. Both parties appealed to Supreme Administrative Court base on their unprofitable part of verdict in October 2019. The Company received the final ruling, which was binding, from the Supreme Administrative Court on January 22, 2022, wherein the portion over $7,276 thousand that TCG ordered the Company to pay need not be included. Instead, the Company should only pay the total amount of $12,121 thousand, including the final and binding portion of the judgment.

  3. e) TCG issued the letter No. 1080412260 in April 2019, requesting the Company to pay before June 30, 2019. TCG claimed to have performed "2016 China Petroleum & Chemical Corporation Anshun Plant Remediation Site Supervision, Management and Checking Work Plan" on behalf of the Company and request the Company to pay $59,624thousand in accordance with Article 14 (4) and Article 15 of the SGPR Act. Based on the laws and regulations, the Company paid the aforementioned fees first within the time limit set by TCG and filed an administrative appeal in May of the same year. TCG dismissed the Company’ s petition on August 28, 2020. The Company initiate an action to KHAC for the administrative remedy on October 28, 2020 and this case is still under trial now.

  4. f) TCG issued the letter No. 1090092471 on August 31, 2020, requesting the Company to pay before October 20, 2020. TCG claimed to have performed “2018 China Petroleum & Chemical Corporation Anshun Plant Remediation Site Supervision, Management and Checking Work Plan” on behalf of the Company, and requested the Company to pay $32,718 thousand in accordance with Article 14 (4) and Article 15 and Article 43 (1) of the SGPR Act. Based on the laws and regulations, the Company paid the aforementioned fees first within the time limit set by TCG, and filed an administrative appeal in September of the same year. TCG dismissed the Company’s petition on December 25, 2020. On February 26, 2021, the Company filed an appeal to KHAC, who made the final ruling, which was

(Continued)

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CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

binding, on December 29, 2021, stating that the Company should only pay the amount of $493 thousand. As a favor to TCG, the Company decided not to file an appeal against the final ruling.

  • 2) TCG claimed that the Company did not implement per the remediation process.

  • a) TCG, in June 2017, with the letter No. 1060630217 attached with sanction letter No. 106060012 determined the 3rd remediation change plan not proposed and took it as reason and imposed a penalty of $1,000 thousand. After the verification, there is no ‘take it as’ term in SGPR Act and Implementation rules, which violated the principle of administration. The petition remedy had been proposed in July 2017 and the rejection of petition was received in October of the same year. The Company proposed to KHAC for the administrative remedy in December of the same year. Later, an against judgment is rendered against the Company. The Company filed an appeal to the Supreme Court. On July 7, 2020, the Supreme Court reversed and remended the original judgement and remand the case to KHAC. On December 28, 2020, KHAC give the judgement against the Company. Considering litigation risks and costs, and to lighten the relations between the Company and TCG arising from a number of litigations, the Company had decided not to file an appeal. The final judgement was made on January 19, 2021.

  • b) TCG issued the punishment notification No. 108040003 in April 2019 as a result of the concentration of the dioxin in the exhaust pipe test results not being lower than the standard set by the third change plan (less than 0.1ngTEQ/Nm3) and would result in a fine of $200 thousand. An administrative appeal was filed in May 2019 in accordance with the laws, and EPA dismissed in July of the same year. The Company filed an administrative lawsuit in September of the same year. The Tainan District Court ruled against the Company on May 21, 2021. Considering litigation risks, cost effectiveness, and the will of reconciliation, the Company decided not to file an appeal.

3) Others

  • a) The Company still has the objection on the adscription of pollution responsibility for Anshun land located in Tainan City Annan District and would continue to strive for the possible administrative and law remedy actively.

In view of the jurisdiction explanation No.714, which indicated whether the general successors of polluters bear the burden of remediation responsibilities, was not in the scope of the SGPR Act. Also, considering the previous TAIC was a stateowned enterprise, and the Anshun plant was controlled, supervised, and assigned operations and gained beneficially by MOEA, Taiwan Provincial Government and CPC, such actions should be part of national behavior, yet, the resulting pollution and remediation was asked to be borne by the private legal person. The Company applied to the TCG to determine the beginning of the actual pollution or potential perpetrators, and who should pay the relevant costs and penalties. The rejection was made by the TCG in November 2014. The Company filed a legal petition in December 2014 and the original disposal authorities revoked the original punishment in March 2015, hence, EPA made the decision not to proceed with the

(Continued)

  • 457 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

case. The original disposal authorities revoked the previous punishment but simultaneously imposed a new one, the Company also filed a petition to the new punishment. The Company’ s petition was decided not to proceed in August 2015 and the Company filed an administrative legal appeal instead, due to multiple errors. Through the rejection of the Company’ s request by KHAC, the Company proposed the appeal for remedy in November 2017. Supreme Administrative Court dismissed the Company’ s appeal. The company file a petition for constitutional interpretation, but it was dismissed by Grand Justices of the Constitutional Court.

The cumulative fee of invested and estimated control & management cost and remediation fee were $5,552,840 thousand as of December 31, 2021. The preceding remediation fee was estimated according to the current possible situations by the Company. However, unpredictable future events may cause large fluctuations in the total expected remediation fees. This will be closely monitored and evaluated by management.

b) Anshun dormitory designated monuments case

Original Kagakude Negai O Ka Corporation’ s dormitories of Tainan plant belonging to the Company was designated by the TCG, under the letter No. 1031053448A issued on November 17, 2014, as a municipal historic site. However, the administrative sanction has various areas of dispute, thus the Company was not satisfied with the judgment. Hence, the Company filed a legal petition for remedy in December 2014. The petition decision report from the Ministry of Culture revoked the designated land of the Company as a historical site including 4 area in August 2015. The Company appealed for the administrative remedy of the remaining areas, which was under hearing by the Supreme Court. In July 2020, the Supreme Administration Court reversed the original judgement and remanded the case to KHAC. And this case is still being heard in the Court.

Xincun Land of TAIC:

1) History

On the premise that the residents obeyed the agreement, the Company signed an agreement with the local communities that land within Feng Shan District, Kaohsiung City shall be granted free of charge for public use.

2) Extension legislation

Business inspector found that the land was occupied by residents that built illegal construction, which violated the agreement. After communicating with the residents’ multiple times, the situation still did not improve. To be responsible for asset management and reach the expectation of the Company’ s shareholders, the Company filed a legal appeal in February 2013 to require to the demolition of the illegal construction and return the land. Kaohsiung District Court rejected the Company’ s petition. Due to the previous judgment, the Company filed a legal appeal for remedy in September 2014, which was rejected by the Kaohsiung High Court in July 2016. The Company filed the appeal for remedy to Supreme Court in August of same year. In April

(Continued)

  • 458 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

2019, the court remand the case to KHAC. On September 22, 2021, KHAC judged the Company partly winning and partly lost. The company filed the appeal for the losing parts to the Supreme Court on October 15, 2021. This case is still being heard in the Court.

Shulin Land of Taiwan Alkali Co., Ltd.:

  • 1) History:

  • a) No. 540, 541 and 543, Dongshan Section, Shulin District, New Taipei City and No. 489, Weiwang Section, Shulin Dist., New Taipei City 238, Taiwan including 4 area of lands originally belonged to Shulin plant of TAIC. TAIC established the plant in 1962 and closed the plant in 1975. MOEA in April 1983 ordered the governmentowned Company which at the time was also a subsidiary of CPC to merge with TAIC.

  • b) Then the plant was subsequently sold to CPC. The New Taipei City Government Environmental Protection Bureau, on August 16, 2010, announced the land as “soil pollution control site”.

  • c) The New Taipei City Government Environmental Protection Bureau issued the letter No. 1000010000 in March 2011 declaring that the Company merging with TAIC was regarded as the surviving company and shall take the responsibility for the rights and obligations of TAIC for soil pollution remediation according to article 75 of Company Act and was deemed as the polluter and required to propose subsequent disposal and remediation.

Since the change of predetermined place of CPC’ s warehouse, the relocation schedule had to be extended to November 15, 2017, resulting in the remediation work schedule to be postponed as well, which led to the postponement of the initial phase of the soil pollution control plan of a partial site of Shulin Land of former the TAIC in April 2017. The New Taipei City Government sent a letter of approval for future reference on May 18, 2017. Thereafter, CPC complied with the government policy regarding the expansion project of Kuo Kuang power Co., Ltd., in which the relocation site had been changed, with the relocation process being extended to December 31, 2021, resulting in the remediation work schedule to also be postponed. Therefore, the 2nd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in August 2019, and the New Taipei City Government sent a letter of approval for future reference on August 16, 2019. Subsequently, CPC had to remove and relocate its automatic storage equipment, resulting in the relocation process to be extended to December 31, 2023, and the remediation work schedule to be postponed. Due to the above matter, the 3rd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in November 2021, and the New Taipei City Government sent a letter of approval for future reference on November 9, 2021. The Company is now performing this project according to the soil pollution control plan.

(Continued)

  • 459 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

The relevant remediation expense of $273,750 thousand was estimated and listed in 2011 according to Financial accounting standards related regulations. However, it will be assessed to adjust for changes due to internal and external factors in future, which may result in significant differences on the entire remediation expense.

(k) Intangible assets

The cost, amortization, and impairment of the intangible assets of the Group were as follows:

Costs�
Balance as of January 1, 2021
Acquisition
Effect of movement in exchange rates
Balance as of December 31, 2021
Amortization and Impairment Loss:
Balance as of January 1, 2021
Amortization for the period
Effect of movement in exchange rates
Balance as of December 31, 2021
Carrying value:
Balance as of December 31, 2021
Goodwill
$ 135,871
-
(1,959)
$
133,912
$ -
-
-
$
-
$
133,912
Computer
software
11,546
6,176
74
17,796
3,913
1,954
30
5,897
11,899
Patents and
trademark
100,361
17,778
175
118,314
84,692
7,005
120
91,817
26,497
Total
247,778
23,954
(1,710)
270,022
88,605
8,959
150
97,714
172,308

As of December 31, 2021, the aforesaid intangible assets were not pledged as collateral.

(l) Short-term loans

The short-term loans were summarized as follows:

Letters of credit
Unsecured bank loans
Secured bank loans
Export bills loans
Total
Total short-term credit lines
Unused short-term credit lines
Range of interest rates
December 31,
2021
December 31,
2021
$ 377,000
1,108,018
10,893,032
359,639
$
12,737,689
$
24,081,513
$
8,674,224
0.669%~4.5%
0.669%~4.5%

(Continued)

  • 460 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Secured bank loans from Shin Kong Commercial Bank

On October 21, 2021, Ding-Yue Development Co., Ltd. (Ding-Yue) signed a 4year syndicated loan agreement with 9 financial institutions, including Shin Kong Commercial Bank (the lead bank), for the development of its land, with the Company as the joint guarantor. According to the contract, $3,020,000 thousand of the total amount of credit line of $14,900,000 thousand can only be used after the construction license has been obtained and the forward sale rate has reached the terms of the loan agreement.

  • (i) Syndicated loan A:

The credit line of $13,100,000 thousand consists of secured loans and non-revolving credit facility.

  • (ii) Syndicated loan B:

The credit line of $1,800,000 thousand consists of commercial promissory note agreements and revolving credit facility.

  • (iii) The commitments made by Ding-Yue and the joint guarantor (the Company), in accordance with the syndicated loan agreement, were as follows:

  • 1) Ding-Yue should complete the issuance of ordinary shares for cash and collect the full amount upon issuance, which should be completed within 150 days after obtaining the property right of the land. Thereafter, the ordinary shares shall have a total minimum value of $28,000,000 thousand.

  • 2) Ding-Yue shall obtain the construction license and start the construction within the agreed period. The loan interest will be accrued if any of the above time schedules are violated. The interest will be charged starting from the date of the violation to the date of obtaining the construction license or the date of commencement of construction.

  • 3) The transaction, wherein the Company should complete the issuance of ordinary shares for cash and collect the full amount before March 31, 2022, with the issuance of ordinary shares at a minimum value of $4,000,000 thousand, had been completed in December 2021.

  • 4) If the accumulated amount received from the presale in the trust account is lower than the terms of the loan agreement, the Company should make up the difference by loaning funds. The Company should execute on the abovementioned examination at three particular dates during the term of the loan agreement.

Please refer to note 7 for details of the related assets pledged as collateral.

(Continued)

  • 461 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (m) Long-term loans
Secured bank loans - CPDC
Finance lease loans
Less�current portion
Total
Total long-term credit lines
Unused long-term credit lines
Range of interest rates
December 31,
2021
$ 15,302,394
89,710
(1,486,515)
$
13,905,589
$
25,905,067
$
7,935,100
1.3%~5.8725%

Secured bank loans from Mega International Commercial Bank

On February 2, 2016, the Company signed a syndicated loan agreement for 5 years with Mega International Commercial Bank, the lead bank of the syndicated loan, and 7 other banks in order to raise funds to build the plant and accessory equipment and meet the funding requirements. The agreement had been extended on June 17, 2021, with the aggregate amount of credit line of the syndicated loan increased to $4,470,000 thousand.

  • (i) Syndicated loan A: The credit line is $3,000,000 thousand consisting of medium-term secured loans and non-revolving credit facility, which was used to finance the building of plants and purchase of accessory equipment.

  • (ii) Syndicated loan B: The credit line is $1,470,000 thousand consisting of medium-term loans and revolving credit facility, which was used to meet funding requirements.

  • (iii) The financial covenants under the loan agreement include the requirement to maintain certain financial ratios based on the reviewed semi-annual consolidated financial statements and audited annual consolidated financial statements. If the Company breaches these financial covenants, the syndicated banks may declare the unpaid principal, interest, fees and other sums payable by the Company under the loan agreement to be immediately due and payable. These financial ratios are as follows:

  • 1) Current ratio (total current assets divided by total current liabilities): not lower than 100%.

  • 2) Leverage ratio (total liabilities plus contingent liabilities to tangible net worth): not higher than 150%.

  • 3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.

(Continued)

  • 462 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (iv) In the event that there is a times interest earned violation in any of the fiscal years, the borrower has to set pledge with bank deposits for the managing bank, or provide bank deposits to the reserve account appointed by the bank. In the event that there is a financial ratio violation in any of the fiscal years, the period from the announcement of the consolidated financial statements that does not comply with the financial commitments to the announcement date of the next consolidated financial statements shall be the improvement period. If the borrower improves the completion during the improvement period, it is not considered a breach of financial commitment. However, the borrower shall, from the date of the announcement of the consolidated financial statements that does not comply with the financial commitment, to the date of interest payable after the expiration of the improvement period, the credit balance of credit cases, in accordance with Article 7 (1) of this contract, the applicable interest rate plus the annual interest rate of 0.05% is charged to interest. If the improvement is not completed within the time limit, from the expiration date of the improvement period, the next interest payable date after the date on which the borrower has filed a consolidated financial statements meeting the financial commitments, for the credit balance of this credit, the interest rate shall be calculated based on the contract interest rate plus the annual interest rate of 0.05%, and may be handled in accordance with the breach of contract.

  • (v) The term of the repayment of the category A credit is stipulated as: The first period will be paid off from the date of the first use of the credit application to the expiration of three years. After that, it will be a period of six months for once. Settlement of the liability divided into five phases. The first period to the fourth period, each period shall be settled separately for 12.5% of the outstanding principal balance of the expiration date of the credit period, and the fifth period shall be settled for 50% of the outstanding principal balance of the expiration date of the credit period.

  • (vi) The term of payment of the category B credit is stipulated as: Every period of loan must be not over 180 days. The borrower shall fully repay on the due date as set out in each application for use.

Secured bank loans from Shin Kong Commercial Bank

On March 9, 2020, the Company signed a syndicated loan agreement for 3 years, plus a 2-year extension option, with Shin Kong Commercial Bank, the lead bank of the syndicated loan, and 7 other banks in order to meet funding requirement. The aggregate amount of credit line of the syndicated loan was $3,900,000 thousand.

  • (i) Syndicated loan A: The credit line is $2,815,000 thousand consisting of medium-term secured loans and revolving credit facility, which was used to meet funding requirement. The loan period lasts 3 years upon first disbursement. With the premise that the Company does not violate any restrictions, the loan period may be extended upon expiration for 2 years, and limited to once, through written application.

  • (ii) Syndicated loan B: The credit line is $1,085,000 thousand consisting of commercial promissory note agreements and revolving credit facility, which was used to meet funding requirement. The loan period lasts 1 year upon first disbursement. With the premise that the Company does not violate any restrictions, the loan period may be extended 12 months before expiration, and limited to twice, through written application.

(Continued)

  • 463 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (iii) 24 months after the first disbursement and every 6 months ever since, the credit line of the syndicated loan is diminished by 10% of the total credit line, applicable to the extension period. In advance of each credit line diminished date, for loan A, the Company shall settle any exceeding principal, interests, and other relating liabilities, free of prepayment terms included in the contract. For loan B, the Company shall make deposit to the designated account to make up for the amount of note principal exceeding the credit line, free of prepayment terms included in the contract. The Company may withdraw the deposit after the aforementioned note is settled.

  • (iv) The financial covenants under the loan agreement include the requirement to maintain certain financial ratios based on the reviewed semi-annual consolidated financial statements and audited annual consolidated financial statements. These financial ratios are as follows:

  • 1) Current ratio (total current assets divided by total current liabilities): not lower than 100%.

  • 2) Leverage ratio (total liabilities plus contingent liabilities to tangible net worth): not higher than 100%.

  • 3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.

  • 4) Tangible net worth (total equity excluding intangible assets): not lower than $60,000,000 thousand.

  • (v) In the event that there is a financial ratio violation in any of the fiscal years, the period from the announcement of the consolidated financial statements that does not comply with the financial commitments to the announcement date of the next consolidated financial statements shall be the improvement period. If the borrower resolves the violation during the improvement period, it is not considered a breach of financial commitment. However, the borrower shall, from the date of the announcement of the consolidated financial statements that does not comply with the financial commitment, to the date of interest payable after the expiration of the improvement period, the credit balance of credit cases, in accordance with Article 8 of this contract, the applicable interest rate plus the annual interest rate of 0.05% is charged to interest, plus guarantee fee. If the improvement is not completed within the time limit, from the expiration date of the improvement period, the next interest payable date after the date on which the borrower has filed a consolidated financial statements meeting the financial commitments, for the credit balance of this credit, the interest rate shall be calculated based on the contract interest rate plus the annual interest rate of 0.05%, and may be handled in accordance with the breach of contract.

  • (vi) The term of the repayment of the category A credit is stipulated as: the repayment shall be completed on the expiration date stated in the application form for each disbursement.

  • (vii) The term of the repayment of the category B credit is stipulated as: The repayment shall be completed on the due date stated on the note.

(Continued)

  • 464 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Secured bank loans from CTBC Bank

On July 13, 2020, the Company signed a medium-term loan agreement for 3 years with CTBC Bank in order to meet funding requirement. The aggregate amount of credit line of the loan was $2,000,000 thousand.

  • (i) The financial covenants under the loan agreement include the requirement to maintain the following financial ratios based on the reviewed semiannual consolidated financial statements and audited annual consolidated financial statements. In the event of any violation, the CTBC Bank is entitled to reduce credit line, shorten the loan period, and have all principals and interests repaid immediately.

  • 1) Current ratio (total current assets divided by total current liabilities): not lower than 120%.

  • 2) Leverage ratio (total liabilities plus contingent liabilities to tangible net worth): not higher than 100%.

  • 3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.

  • 4) Tangible net worth (total equity excluding intangible assets): not lower than $67,000,000 thousand.

  • (ii) According to the loan agreement, 15%, 15% and 70% of the principal will be paid on the 24th, 30th and 36th month, respectively, after the first active date.

Secured bank loans from Taiwan Life Insurance Co., Ltd.

On April 29, 2021, the Company signed a mediumterm loan agreement for 58 months with Taiwan Life Insurance Co., Ltd. in order to meet the funding requirements. The Company and Ding-Yue Development Co., Ltd. share a credit line of $4,100,000 thousand, while Ding-Yue Development Co., Ltd. has the upper limit of $1,000,000 thousand.

On October 21, 2021, DingYue signed a 4year syndicated loan agreement with 9 financial institutions, with Shin Kong Commercial Bank as the lead bank. The syndicated loan agreement included a credit line of NT$1,200,000 thousand from Taiwan Life Insurance Co., Ltd. On October 7, 2021, Taiwan Life Insurance Co., Ltd. issued a notice of change in its credit limit. The notice stipulated that the total amount of Ding-Yue’s syndicated loan agreement and the interim guarantee credit contract mentioned in the preceding paragraph will be a maximum amount of NT$4,100,000 thousand. Therefore, starting from October 21, 2021, the total credit limit for the mediumterm guarantee contract mentioned in the preceding paragraph was reduced to NT$2,900,000 thousand.

Secured bank loans from Farglory Life Insurance Inc.

On September 30, 2021, the Company signed a mediumterm loan agreement for 5 years with Farglory Life Insurance Inc. in order to meet the funding requirements. The aggregate amount of credit line of the loan was $2,000,000 thousand.

Please refer to note 7 for details of the related assets pledged as collateral.

(Continued)

  • 465 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (n) Bonds payable

  • (i) The details of bonds payable were as follows:

The details of bonds payable were as follows:
Secured non-convertible bonds
Unamortized balance of discounted bonds payable
Less: current portion
Balance of bonds payable
Maturity year
December 31,
2021
$ 4,750,000
(40,904)
(25,000)
$
4,684,096
114
114
  • (ii) The Group issued domestic secured non-convertible bonds at the amount of $3,500,000 thousand in 2020, the terms were as follows:
Issue amount
Issue date
Issue period
Coupon rate
Interest payment date
Repayment and interest payment
The first domestic secured non-convertible bond in
2020
Bond A
Bond B
Bond C
$ 1,500,000
1,000,000
1,000,000
2020.9.21
2020.9.21
2020.9.21
5 years
5 years
5 years
%
0.64
%
0.64
%
0.64
September 21
September 21
September 21
Repayment on
maturity, interest
payment annually
Repayment on
maturity, interest
payment annually
Repayment on
maturity, interest
payment annually
  • (iii) The Group issued domestic secured non-convertible bonds at the amount of $1,250,000 thousand in 2021, the terms were as follows:
Issue amount
Issue date
Issue period
Coupon rate
Interest payment date
Domestic secured non-convertible
bond in
2020
Bond A
Bond B
$ 625,000
625,000
2021.10.21
2021.10.22
4 years
4 years
%
2.75
%
2.75
21st of every
month
21st of every
month

(Continued)

  • 466 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Domestic secured non-convertible bond in 2020

Bond A Bond B

Repayment and interest payment

From the 1st to the 12th month, only the interest is paid monthly.From the 13th to the 47th month, the principal and interest are repaid by $6,250 thousand on a monthly basis. The remaining principal is repaid once on maturity.

Please refer to note 7 for details of the related assets pledged as collateral.

(o) Short term bills payable

The components of short-term bills payable were as follows:

December 31, 2021
Acceptance institution Period Amount
Bills payable International Bills Finance 2021.11.03~2022.11.02 $ 797,000
Corporation
Bills payable Taching Bills Finance 2021.11.03~2022.11.02 637,000
Corporation
1,434,000
Less: Discount on short-term bills payable (4,045)
Total $ 1,429,955

The Group had revolving commercial promissory note agreements with bills finance companies in order to finance its operating requirement. As of December 31, 2021 he bills payable bear interest rates ranging from 0.65%~1.74%.

Please refer to note 7 for details of the related assets pledged as collateral.

(Continued)

  • 467 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(p) Long-term bills payable

The components of long-term bills payable were as follows:

Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Bills payable
Less: Discount on long-
term bills payable
Total
December 31, 2021
Acceptance institution
Period
Amount
International Bills Finance
Corporation
2021.12.16~2022.02.14 $ 350,000
Taching Bills Finance
Corporation
2021.12.13~2022.03.11
160,000
China Bills Finance Corporation 2021.11.09~2022.01.07
400,000
China Bills Finance Corporation 2021.11.22~2022.01.21
270,000
China Bills Finance Corporation 2021.12.21~2022.03.17
660,000
China Bills Finance Corporation 2021.12.01~2022.03.01
230,000
China Bills Finance Corporation 2021.12.01~2022.03.01
160,000
Mega Bills Finance Corporation
2021.12.10~2022.02.17
600,000
Mega Bills Finance Corporation
2021.11.18~2022.02.16
870,000
Mega Bills Finance Corporation
2021.11.25~2022.02.23
500,000
Mega Bills Finance Corporation
2021.12.14~2022.02.24
630,000
Mega Bills Finance Corporation
2021.11.26~2022.02.23
230,000
Mega Bills Finance Corporation
2021.12.16~2022.03.16
200,000
5,260,000
(5,482)
$
5,254,518
Acceptance institution
International Bills Finance
Corporation
Taching Bills Finance
Corporation
China Bills Finance Corporation
China Bills Finance Corporation
China Bills Finance Corporation
China Bills Finance Corporation
China Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation
Mega Bills Finance Corporation

The Group had revolving commercial promissory note agreements with bills finance companies in order to finance its operations. The bills payable bear interest rates ranged from 0.30%~0.97%, for the year ended December 31, 2021.

Please refer to note 7 for details of the related assets pledged as collateral.

(q) Lease liabilities

The lease liabilities of the Group were as follows:

Current
Non-current
December 31,
2021
$
56,324
$
240,124

For the maturity analysis, please refer to note 5(aa).

(Continued)

  • 468 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

The amounts recognized in profit or loss were as follows:

Interest on lease liabilities
Expenses relating to short-term leases
For the year
ended December
31, 2021
$
5,604
$
62,754

The amounts recognized in the statement of cash flows for the Group were as follows:

Total cash outflow for leases For the year
ended December
31, 2021
$
128,386
(r)
Provisions
Balance as of January 1, 2021
Provisions made during the year
Provisions used during the year
Provisions reversed during the year
Provisions amortized during the year
Effect of movements in exchange rate
Balance as of December 31, 2021
Current
Non-current
Decommissioning
$ 1,703,373
513
-
-
2,481
322
$
1,706,689
$ -
1,706,689
$
1,706,689
Remediation
project
514,613
1,664,899
(82,034)
-
-
-
2,097,478
473,093
1,624,385
2,097,478
Employee
benefits
322,426
106,379
(62,667)
(13,601)
-
-
352,537
12,597
339,940
352,537
Total
2,540,412
1,771,791
(144,701)
(13,601)
2,481
322
4,156,704
485,690
3,671,014
4,156,704

(Continued)

  • 469 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (i) To comply with the Order of TCG, the Company submitted a remediation plan proposal and accrued relevant remediation plan for approval before June 30, 2008 and evaluated the relating remediation expense of $1,647,200 thousand. In May 2009 and on July 2, 2012, the Company was granted official approval of its remediation proposal and amended remediation proposal, respectively. In September 2014, the Company completed the first phase of the implementation of its plan. It is expected to launch the second phase of the implementation of its remediation plan during the next. The Company has submitted the second phase of its amended remediation plan to TCG for approval. On December 24, 2014, TCG notified the Company of its approval and now is under public tender review. The aforementioned remediation costs of the Company were recognized in the total amount of $1,600,000 thousand for the first stage before September 2014. With the launch of the second remediation stage, the Company estimated the cost based on the situation on December 2014 at $1,356,000 thousand. Currently, the Tainan City Environmental Protection Bureau reviewed and adopted the plan on April 14, 2015 and the assessment was announced by TCG on May 4, 2015. According to the remediation technology and the actual implementation of the subsequence adjustment, the 3rd remediation change plan was proposed on March 2, 2017, which was reviewed and adopted on January 3, 2018. In order to accelerate the remediation work and enhance the processing capacity, the Company set up a budget plan in accordance with the abovementioned relevant remediation plan.

  • (ii) 1) The Company’ s four parcels of land at Dongshan section, Shulin district, New Taipei City were the original location of TAIC’ s Shulin plants, but then sold to CPC. On August 16, 2010, the Environmental Protection Department of New Taipei City Government has declared that such land as "Soil Pollution Control Site”. In March 2011, the Environmental Protection Department of New Taipei City Government issued letter No. 1000010000. In that letter, the Company was deemed to be the surviving entity, which assumed the rights and obligations of TAIC following its merger with TAIC and TAIC ceased to exist. As the surviving entity from this merger, the Company was therefore declared as the polluter and was required to submit a remedial plan.

  • 2) Since the change of predetermined place of CPC’ s warehouse, the relocation schedule had to be extended to November 15, 2017, resulting in the remediation work schedule to be postponed as well, which led to the postponement of the initial phase of the soil pollution control plan of a partial site of Shulin Land of former the TAIC in April 2017. The New Taipei City Government sent a letter of approval for future reference on May 18, 2017. Thereafter, CPC complied with the government policy regarding the expansion project of Kuo Kuang power Co., Ltd., in which the relocation site had been changed, with the relocation process being extended to December 31, 2021, resulting in the remediation work schedule to also be postponed. Therefore, the 2nd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in August 2019, and the New Taipei City Government sent a letter of approval for future reference on August 16, 2019. Subsequently, CPC had to remove and relocate its automatic storage equipment, resulting in the relocation process to be extended to December 31, 2023, and the remediation work schedule to be postponed. Due to the above matter, the 3rd phase of the soil pollution control plan of a partial site of Shulin Land of the former TAIC was proposed in November 2021, and the New Taipei City Government sent a letter of approval for future reference on November 9, 2021. The Company is now performing this project according to the soil pollution control plan.

(Continued)

  • 470 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

However, it will be assessed to adjust for changes due to internal and external factors in future, which may result in significant differences on the entire remediation expenses.

(s) Operating lease

There were no significant changes in operating lease for the year ended December 31, 2021. Please refer to note 5(r) of the consolidated financial statements for the year ended December 31, 2020 for other related information.

A maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date are as follows:

Less than one year
One to two years
Two to three years
Three to four years
Four to five years
More than five years
Total undiscounted lease payments
December 31,
2021
$ 46,663
46,706
38,616
36,801
36,846
349,729
$
555,361

For the year ended December 31, 2021, the income from the rental of investment property, property, plant and equipment amounted to $13,772 thousand.

(t) Employee benefits

(i) Defined benefit plans

Reconciliation of defined benefit obligation at present value and plan asset at fair value were as follows:

Present value of defined benefit obligation
Fair value of plan assets
Net defined benefit liabilities
December 31,
2021
$ 877,322
(538,862)
$
338,460

The provision consists of net defined benefit liabilities and accrued pension liabilities for professional management. The accrued pension liabilities for professional management was $0 thousand as of December 31, 2021.

The Group makes defined benefit plan contributions to the pension fund account with Bank of Taiwan and provides pensions for employees upon retirement. Plans (covered by the Labor Standards Law) entitle a retired employee to receive retirement benefits based on years of service and average monthly salary for the six months prior to retirement.

(Continued)

  • 471 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

1) Composition of plan assets

The Group allocates pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, and such funds are managed by the Bureau of Labor Funds, Ministry of Labor. With regard to the utilization of the funds, minimum earnings shall be no less than the earnings attainable from two-year time deposits with interest rates offered by local banks.

The Group’ s Bank of Taiwan labor pension reserve account balance amounted to $537,767 thousand as of December 31, 2021. For information on the utilization of the labor pension fund assets, including the asset allocation and yield of the fund, please refer to the website of the Bureau of Labor Funds, Ministry of Labor.

  • 2) Movement in present value of the defined benefit obligations

The movement in present value of the defined benefit obligations for the Group were as follows:

Defined benefit obligation, January 1
Current service costs and interest cost
Remeasurements loss (gain):
—Actuarial loss due to experience adjustments
—Actuarial loss arising from demographic assumptions
—Actuarial loss (gain) arising from financial assumptions
Benefits paid
Defined benefit obligations paid
Defined benefit obligation, December 31
For the year
ended December
31, 2021
$ 867,524
14,730
34,231
21,671
21,604
(80,485)
(1,953)
$
877,322
  • 3) Movement of defined benefit plan assets

The movement in the present value of the defined benefit plan assets for the Group were as follows:

Fair value of plan assets, January 1
Expected return on plan assets
Remeasurements loss (gain):
—Actuarial gain due to experience adjustments
Contributions paid by the employer
Benefits paid
Fair value of plan assets, December 31
For the year
ended December
31, 2021
$ 558,798
2,619
8,042
49,888
(80,485)
$
538,862

(Continued)

  • 472 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • 4) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the Group were as follows:

Current service cost
Others
Net interest of net liabilities for defined benefit obligations
Operating costs
Selling expenses
Administrative expenses
Research and development expenses
Actual return on plan assets
For the year
ended December
31, 2021
$ 10,299
(1,084)
1,813
$
11,028
$ 9,455
116
1,266
191
$
11,028
$
10,661
  • 5) Remeasurement of net defined benefit liability (asset) recognized in other comprehensive income

The Group’ s remeasurement of the net defined benefit liability (asset) recognized in other comprehensive income was as follows:

Accumulated balance, January 1
Recognized during this year
Accumulated balance, December 31
6)
Actuarial assumptions
For the year
ended December
31, 2021
$ (218,308)
(69,464)
$
(287,772)

The principal actuarial assumptions at the reporting date were as follows:

Discount rate
Future salary increases rate
For the year
ended December
31, 2021
0.5%~0.7%
1%~3%

The expected allocation payment to be made by the Group to the defined benefit plans for the one-year period after the reporting date is $8,569 thousand.

� The weighted average lifetime of the defined benefits plans is 5.50 13.65 years.

(Continued)

  • 473 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

7) Sensitivity analysis

If the actuarial assumptions had changed, the impact on the present value of the defined benefit obligation shall be as follows:

December 31, 2021
Discount rate
Increase in future wage
Impact on the present value of
defined benefit obligation
Increase by
0.25%
Decrease by
0.25%
$ (16,863)
17,470
16,993
(16,490)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

There is no change in the method and assumptions used in the preparation of sensitivity analysis for 2021 and 2020.

(ii) Defined contribution plans

The Group allocates 6% of each employee’ s monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. Under these defined contribution plans, the Group allocates a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligation.

The pension costs incurred from the contributions to the Bureau of the Labor Insurance amounted to $51,045 thousand for the year ended December 31, 2021.

  • (iii) The pension recognized consists of pension expenses and pensions for professional management. The pension expenses for professional management was $9,333 thousand as of December 31, 2021.

(iv) Short-term compensated absences liabilities

As of December 31, 2021, the Group’s short-term compensated absences liabilities amounted to $12,597 thousand.

(Continued)

  • 474 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(u) Income Tax

(i) Income tax expense

The components of income tax expense for the year ended December 31, 2021 were as follows:

Current income tax expense (benefit)
Current period
Adjustment for prior periods
Deferred tax expense (benefit)
Origination and reversal of temporary differences
Change in land value-added tax
Change in unrecognized deductible temporary differences
Income tax expense (benefit)
For the year
ended
December 31,
2021
$ (149,314)
(3,524)
(152,838)
5,236
422,607
326,262
754,105
$
601,267

For the year ended December 31, 2021, income tax expenses recognized under other comprehensive income were $1,766 thousand.

(Continued)

  • 475 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Reconciliation of income tax expense and profit before tax for the year ended December 31, 2021 were as follows:


Profit before income tax

Income tax using the Company’s domestic tax rate

Effect of tax rates in foreign jurisdiction
Non-deductible expenses
Tax-exempt income
Current-year losses for which no deferred tax asset was recognized
Change in unrecognized temporary differences
Change in provision in prior periods
Income Basic Tax
Changes of permanent differences
Change in land value-added tax
Realized investment losses
Others
Total
For the year
ended December
31, 2021
$
4,701,271
$ 940,254
6,085
11,736
(205,054)
132,368
290,239
(3,524)
19,149
(658,324)
326,262
(318,276)
60,352
$
601,267

(ii) Deferred tax assets and liabilities

1) Unrecognized deferred tax liabilities

The Group is able to control the timing of the reversal of the temporary differences associated with investments in subsidiaries as of December 31, 2021. Also, management considers it probable that the temporary differences will not reverse in the foreseeable future. Hence, such temporary differences are not recognized under deferred tax liabilities. Details are as follows:

Aggregate amount of temporary differences related to investments in
subsidiaries
$
Unrecognized deferred tax liabilities
$
December 31,
2021
105,577
21,115

(Continued)

  • 476 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

2) Unrecognized deferred tax assets

Decommissioning liabilities
Remediation project
Pollution remediation
Allowance for doubtful receivables
Investment property, property, plant and equipment
Pension
Tax loss
Others
December 31,
2021
$ 122,815
237,893
1,859,585
319,484
3,424,875
169,099
7,512,200
471,119
$
14,117,070

The R.O.C. Income Tax Act allows net losses, as assessed by the tax authorities, to offset taxable income over a period of ten years for local tax reporting purposes. Deferred tax assets have not been recognized in respect of these items because it is not probable that future taxable profit will be available against which the Group can utilize the benefits therefrom.

As of December 31, 2021, the expiration years of tax loss unrecognized as deferred tax assets were as follows:

a) The Company

The Company
Year incurred Amount
Expiry date
$ 53,093
2024
2,132,246
2025
1,870,634
2026
567,338
2030
2014
2015
2016
2020 (estimated)

(Continued)

  • 477 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

b) Taivex Therapeutics Inc.

Year incurred Amount Expiry date
2012
$
29,657 2022
2013 50,227 2023
2014 27,419 2024
2015 43,032 2025
2016 44,291 2026
2017 54,764 2027
2018 79,334 2028
2019 67,345 2029
2020 76,760 2030
2021 (estimated) 85,875 2031
c) BES Twin Towers Co., Ltd.
Year incurred Amount Expiry date
2013
$
7,512 2023
2014 44,139 2024
2018 427,443 2028
2021 (estimated) 102,885 2031
d) CPDC Green Technology Corp.
Year incurred Amount Expiry date
2018
$
19,355 2028
2019 36,819 2029
e) Ding-Yue Development Co., Ltd.
Year incurred Amount Expiry date
2016
$
23 2026
2017 1,162 2027
2018 1,821 2028
2019 3,726 2029
2020 9,991 2030
2021 (estimated) 87,883 2031

(Continued)

  • 478 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • f) Da Yin Construction Engineering Co., Ltd.
Year incurred Amount Expiry date
2013 $ 142 2023
2014 159 2024
2015 11 2025
2016 112 2026
2017 136 2027
2018 158 2028
2019 162 2029
2020 2,207 2030
2021 (estimated) 2,573 2031
g) Weihua (Rudong) Trade Co., Ltd.
Year incurred Amount Expiry date
2016 $ 43,586 2021
2017 21,431 2022
h) Weiqiang International Trade (Shanghai) Co., Ltd.
Year incurred Amount Expiry date
2016 $ 20,178 2021

i) Jiangsu Weiming New Material Co., Ltd. (original name: Jiangsu Weiming Petrochemical Corporation)

Year incurred Amount
Expiry date
$ 45,529
2022
19,934
2023
145,748
2024
133,589
2025
230,381
2026
2017
2018
2019
2020
2021 (estimated)

j) Changzhou Weicai New Material Science & Technology Co., Ltd.

Year incurred Amount
Expiry date
$ 274,412
2021
208,239
2022
179,834
2023
57,850
2024
47,982
2025
151,726
2026
2016
2017
2018
2019
2020
2021 (estimated)

(Continued)

  • 479 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • k) Weiming (Rudong) Construction Co., Ltd.
Year incurred Amount
Expiry date
$ 22
2025
515
2026
2020
2021 (estimated)
  • 3) Deferred tax liabilities:

As of December 31, 2021, the balance of deferred income tax liabilities for the provision of land value-added tax was $6,764,316 thousand.

  • 4) Deferred tax assets:
January 1, 2021
Recognized in profit or loss
Recognized in other
comprehensive income
December 31, 2021
Taxable Loss
$ 11,009
-
-
$
11,009
Defined
benefit plans
6,916
1
(1,766)
5,151
Other
71,370
(5,237)
-
66,133
Total
89,295
(5,236)
(1,766)
82,293
  • (iii) Assessment of tax

The Company's tax returns for the years through 2019 were assessed by the National Taxation Bureau of Kaohsiung.

  • (v) Capital and other equity

  • (i) The issuance of common stock

As of December 31, 2021, the authorized, issued and outstanding capital of the Company amounted to $37,848,502 thousand, divided into 3,784,850 thousand shares with par value of $10 per share.

Reconciliation of shares outstanding for the year ended December 31, 2021 was as follows:

(In thousands of shares)

Balance, January 1
Capital increased by cash
Balance, December 31
Common Stock Common Stock
For the year
ended December
31, 2021
3,284,850
500,000
3,784,850

(Continued)

  • 480 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

A resolution was made during the general meeting of the shareholders held on July 2, 2021 for the issuance of common stock for cash, with a maximum limit of 600,000 thousand shares. Thereafter, the Company issued 500,000 thousand shares, with par value of $10 per share, amounting to $5,000,000 thousand based on a resolution approved during the Board of Director’s meeting held on September 29, 2021. The above capital increase had been approved by the Securities and Futures Bureau of Financial Supervisory Commission on November 5, 2021, with issue price $11.75 per share, with the base date set on December 21, 2021. The relevant legal registration procedures had been completed.

(ii) Capital Surplus

The balances of capital surplus were as follows:

Premium of common stock
Difference arising from subsidiary's share price and its carrying value
Recognize changes in ownership interests in subsidiaries
Other
Total
December 31,
2021
$ 1,408,088
26,314
1,758
18,141
$
1,454,301

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess of par value should not exceed 10% of the total common stock outstanding.

(iii) Retained earnings

As specified in Company’ s Articles of Incorporation, if the Company has earnings, after payment of taxation, it shall offset the losses in previous years, and set aside a legal reserve and special reserve in accordance with relevant laws and regulations or requested by the authorities in charge. With respect to any balance herein together with the undistributed cumulative profits from previous years and from the current year, the Board of Directors shall prepare an earnings distribution proposal and submit to the shareholders’ meeting for approval according to the following dividend policy. The Company is in a highly capitalintensive industry, subject to volatility and high levels of competition, where the Company is subject to the influence of the global economy and changes in industrial performance. The Company should take into account the Company's business operations, capital needs and status of the competitive environment, interests of shareholders and the Company's own financial planning in the allotment of its profits. Under such circumstances, the Company may set aside profits into a special reserve either in whole or in part to assure financial stability and sustainability. The Company may allot dividends in cash or stock. In the case that the allotment is made by way of stock dividend, the ratio for the stock dividend shall not exceed 50% of the total distribution unless the ratio of the Company's total liabilities to total assets is equivalent or above 50% or otherwise prescribed in relevant laws and regulations.

(Continued)

  • 481 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

1) Legal reserve

When a company incurs no loss, it may, pursuant to a resolution by a shareholders’ meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of capital may be distributed.

2) Special reserve

Considering the future earnings development, capital needs, industrial competition and the interests of shareholders, the Company transferred the profit of $4,194,973 thousand from the disposal of investment of Xinchang Chemical Industry Co., Ltd. in the year of 2011 as a special reserve in the year of 2012, providing reserves for sustainable development and longterm financial planning. The carrying amount of such special reserve amounted to $4,194,973 thousand as of December 31, 2021.

By adopting the exemptions allowed under IFRS 1 First-time Adoption of International Financial Reporting Standards during the Company’ s first-time adoption of the International Financial Reporting Standards approved by the Financial Supervisory Commission (IFRSs), unrealized asset revaluation gains in shareholders’ equity of $5,281,790 thousand was reclassified to retained earnings. The net increase in retained earnings due to the first-time adoption of IFRSs amounted to $4,235,076 thousand. In accordance with Ruling No. 1010012865 issued by the Financial Supervisory Commission on 6 April 2012, a special reserve is appropriated from the distribution of retained earnings as a result of an increase in retained earnings due to the first-time adoption of IFRSs. When the related assets are used, disposed of, or reclassified, this special reserve is reversed as distributable earnings proportionately. The carrying amount of special reserve amounted to $4,144,438 thousand as of December 31, 2021.

The Company changed the subsequent measurement of investment properties from cost model to fair value model. In accordance with Rule issued by the Financial Supervisory Commission, on the firsttime adoption of fair value model for the subsequent measurement of investment properties, the Company set aside an equal amount of special reserve when the fair value increment of investment properties is transferred to retained earnings. The Company appropriated to the special reserve an amount of $21,224,233 thousand as of December 31, 2013. The Company disposed of the relevant assets on August 18, 2021, and the amount reversed in proportion to the original special reserve was $964,044 thousand. The carrying amount of such special reserve amounted to $20,260,189 thousand as of December 31, 2021.

(Continued)

  • 482 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

For every year the Company distributes earnings, a special reserve is appropriated in the following order:

  • a) Each year, a special reserve is appropriated from current year’ s net income and prior years’ undistributed earnings for the same amount as the net increase in the fair value of investment property using the fair value model. A special reserve is also appropriated for the same amount as the cumulated net increase in the fair value for the year when the undistributed earnings are not distributed. When the investment property is disposed of, this special reserve is reverted proportionately to distributable earnings. The Company disposed of the relevant assets on August 18, 2021, and the amount reversed in proportion to the original special reserve was $366,904 thousand. As of December 31, 2021, the Company appropriated to the special reserve an amount of $6,790,476 thousand.

  • b) A special reserve is appropriated by the parent company for the difference between market value and book value of parent company shares being held by a subsidiary times the percentage of the parent company’ s equity investment in the said subsidiary, if the stock price of the parent company is lower than the its value. If the market value recovers subsequently, this special reserve is reverted proportionately to distributable earnings.

  • c) A portion of current period earnings and undistributed prior period earnings is appropriated as a special reserve during earnings distribution. Such appropriation of special reserve is based on the difference between the total net amount of contra accounts in the shareholders’ equity and the carrying amount of special reserve. Similarly, a portion of undistributed prior period earnings (which does not qualify for earnings distribution) is likewise appropriated as a special reserve on account of cumulative changes to other shareholders’ equity pertaining to prior periods. The subsequent reversals of the contra accounts in the shareholders’ equity shall qualify for additional earnings distributions.

  • 3) Earnings Distribution

Earnings distribution for 2021 was resolved in the Board of Directors’ meeting held on March 14, 2022. The relevant dividend distributions to shareholders were as follows:

Dividends distributed to ordinary shareholders:
Cash
For the year
ended
December 31,
2021
Amount
$
1,513,940

(Continued)

  • 483 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(iv) Other equity accounts

Balance, January 1, 2021
Exchange differences on foreign operation
Exchange difference on associates accounted for using
equity method
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income
Disposal of investments in equity instruments
designated at fair value through other
comprehensive income
Unrealized gains (losses) from financial assets
measured at fair value through other comprehensive
income, associates accounted for using equity
method
Balance, December 31, 2021
Exchange
differences on
translation of
foreign financial
statements
$ (966,202)
12,239
5,104
-
-
-
$
(948,859)
Unrealized gains
(losses) from
financial assets
measured at fair
value through
other
comprehensive
income
(854,259)
-
-
252,449
(1,384)
26,248
(576,946)

(w) Earnings per share

The Group’s earnings per share were calculated as follows:

Basic earnings per share (NT dollars)
Profit attributable to ordinary shareholders of the Company
Weighted average number of ordinary shares (thousand shares)
Basic earnings per share
Diluted earnings per share (NT dollars)
Profit attributable to ordinary shareholders of the Company (diluted)
Weighted average number of ordinary shares (thousand shares)
Effect of dilutive potential ordinary shares of employee stock bonus (thousand
shares)
Weighted-average number of ordinary shares (diluted) (thousand shares)
Diluted earnings per share
For the year
ended December
31, 2021
$
3,603,208
3,299,919
$
1.09
$
3,603,208
3,299,919
9,554
3,309,473
$
1.09

(Continued)

  • 484 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(x) Revenue from contracts with customers

  • (i) The Group primarily engages in the production of petrochemical products and by-products and the storage, transportation, purchase and sale of these products, related chemicals and their raw materials. For the details of products and sales area, please refer to note 13(b) and 13(c) of the consolidated financial statements.

(ii) Contract balances

Notes receivable
Accounts receivable (including related parties)
Less: allowance for doubtful account
Contract liabilities
December 31,
2021
$ 628,614
3,914,053
(334,036)
$
4,208,631
$
20,612

Please refer to Note 5(d) for disclosure of accounts receivable and allowance for doubtful accounts.

The amount of revenue recognized for the year ended December 31, 2021, that was included in the contract liability balance at the beginning of the period was $1,676 thousand.

(y) Remunerations of employees and directors

In accordance with the Articles of incorporation, the Company should contribute 3% of the profit as employee compensation and less than 2% as directors' remuneration when there is profit for the year. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The remuneration of employees shall be in the form of cash or shares, whose recipients may include the employees of the Company's affiliated companies who meet certain conditions. The remuneration of directors may solely be cash. The aforesaid profit represents the income before income tax and remuneration for the period.

For the year ended December 31, 2021, the remuneration to employees amounted to $124,488 thousand and the remuneration to directors amounted to $82,992 thousand, respectively. These amounts were calculated using the Company’s profit before tax before remuneration of employees and directors for the year ended December 31, 2021. These benefits were charged to profit or loss under operating costs or operating expenses for the year ended December 31, 2021. When the board of directors decided to distribute stock dividends, the number of which shall be calculated based on the closing price of the Company’s ordinary shares one day before the date of the meeting of Board of Directors. For the year ended December 31, 2021, the actual distribution of the employee remuneration was $0 thousand; while the amount for directors is identical to those stated on financial statements. Related information would be available at the Market Observation Post System website.

(Continued)

  • 485 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(z) Non-operating income and expense

(i) Interest income

The details of interest income were as follows:

Interest income from bank deposits
Other interest income
Total
For the year
ended December
31, 2021
$ 190,450
1,266
$
191,716

(ii) Other income

The components of other income were as follows:

Rent income
Dividend income
Other income, others
Total
For the year
ended December
31, 2021
$ 13,772
313,215
144,986
$
471,973

(iii) Other gains and losses

The details of other gains and losses were as follows:

Losses on disposal of property, plant and equipment
Gains on disposals of investment property
Gains on lease modification
Foreign exchange gains
Fee expense
Losses on work stoppages
Remediation expense
Other gains and losses
Other gains and losses, net
For the year
ended December
31, 2021
$ (33)
706,465
34
21,606
(191,759)
(248,457)
(1,664,899)
(20,571)
$
(1,397,614)

(Continued)

  • 486 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(iv) Finance costs

The details of finance costs were as follows:

For the year ended December 31, 2021 Interest expense $ (326,161) Finance costs, net $ (326,161)

  • (aa) Financial Instruments

(i) Credit risk

  • 1) The concentration of credit risk

Under the Group’s credit policy, customers are requested to provide the Group certain financial information like audited financial report, or other related documents for purposes of evaluating their credit worthiness. Credits are granted to these customers according to the result of the Group’s credit evaluation. Those customers who do not satisfy the requirement shall not be offered credit.

As of December 31, 2021, 81% of the total amount of accounts receivable was composed of 28 customers. The sales of the Group were not significantly concentrated in a small number of customers.

2) Receivables

For credit risk exposure of notes and accounts receivables, please refer to note 5(d).

Other financial assets at amortized cost includes time deposits and guarantee deposit paid. All of these financial assets are considered to have low risk, and thus, the impairment provision recognized during the period was limited to 12 months expected credit losses. As of December 31, 2021, the loss allowance provision amounted to $0 thousand.

(Continued)

  • 487 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(ii) Liquidity risk

The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.

December 31, 2021
Non-derivative financial
liabilities
Accounts payable
Other payables
Other current liabilities�
other
Other non-current liabilities
�other
Lease liabilities
Floating-rate loans (Note)
Fixed-rate loans (Note)
Short-term bills payable
(Note)
Long-term bills payable
(Note)
Bonds payable
Carrying
amount
$ 2,061,091
1,583,247
10,910
135,955
296,448
2,501,336
25,628,457
1,429,955
5,254,518
4,709,096
$ 43,611,013
Contractual
cash flows
2,061,091
1,583,247
10,910
135,955
344,268
2,574,060
27,692,363
1,434,000
5,260,000
4,953,386
46,049,280
Within 6
months
2,061,091
1,583,247
10,910
80,506
33,318
29,315
4,728,742
1,434,000
-
17,140
9,978,269
6-12
months
-
-
-
8,905
26,607
332,606
587,215
-
-
64,606
1,019,939
1-2 years
-
-
-
18,752
28,405
1,786,019
1,136,587
-
5,260,000
204,195
8,433,958
2-5 years
-
-
-
26,292
38,140
426,120
20,385,632
-
-
4,667,445
25,543,629
More than
5 years
-
-
-
1,500
217,798
-
854,187
-
-
-
1,073,485

The Group does not expect that the cash flow of the due date analysis will occur significantly earlier, or the actual amount will be significantly different.

Note: The amount within 6 months includes recyclable long-term bank loans and long-term bills payable.

  • (iii) Currency risk

  • 1) Currency risk exposure

The Group’s significant exposure to foreign currency risk was as follows:

Financial assets
Monetary items
USD
MMK
CNY
Non-Monetary items
HKD
December 31, 2021 December 31, 2021
Foreign
Currency
$ 70,418
6,935
459,208
255,216
Exchange rate
NTD
27.677
1,948,955
0.0160
108
4.343
1,994,339
3.5522
906,578

(Continued)

  • 488 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Financial liabilities
Monetary items
USD
GBP
December 31, 2021 December 31, 2021
Foreign
Currency
$ 10,664
19
Exchange rate
NTD
27.677
295,158
37.300
692
  • 2) Sensitivity analysis

The Group’s exposure to foreign currency risk arises from the foreign currency exchange rate fluctuations on cash and cash equivalents, receivables, payables, and loans, which are denominated in foreign currency. A weakening of 1% of NTD against USD, MMK and CNY would have increased net income by $29,180 thousand for the year ended December 31, 2021; other comprehensive income would have increased $9,066 thousand for the year ended December 31, 2021. The analysis is performed on the same basis for 2020.

  • 3) Foreign exchange gain and loss on monetary items

Due to the Group's diversity of functional currency, the information on foreign exchange gains or losses on monetary items is disclosed by total amount. For the year ended December 31, 2021, foreign exchange gains (losses) (including realized and unrealized portions) amounted to $21,606 thousand.

(iv) Interest rate analysis

Please refer to the notes on liquidity risk management and interest rate exposure of the Group's financial assets and liabilities.

The following sensitivity analysis is based on the risk exposure to interest rates on the derivative and non derivative financial instruments on the reporting date. For financial instruments bearing floating rate, the sensitivity analysis assumes the floating rate liabilities are outstanding for the whole year on the reporting date. The Group’s internal management reported the increases/decreases in the interest rates and the exposure to changes in interest rates of 1% is considered by management to be a reasonable change of interest rate.

If the interest rate increases by 1%, the Group’s net income will decrease by $25,013 thousand for the year ended December 31, 2021, assuming all other variable factors remain constant. This is due mainly to the fact that the Group’s borrowings bear floating interest rate.

(Continued)

  • 489 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (v) Other market price risk:

If the equity price changes, and if it is based on the same basis for both years and assumes that all other variables remain the same, the impact to comprehensive income will be as follows:

Prices of securities at the reporting date For the year ended December 31,
2021
For the year ended December 31,
2021
After-tax other
comprehensive
income
$
30,597
$
(30,597)
Net income
Increase of 1%
Decrease of 1%
73,310
(73,310)
  • (vi) Fair value information

  • 1) Fair value hierarchy

The carrying amount and fair value of the Group’ s financial assets and liabilities, including the information on fair value hierarchy, were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required:

Financial assets at fair value through
profit or loss
Designated at fair value through profit
or loss
Financial assets at fair value through
other comprehensive income
Stocks listed on domestic markets
Stocks unlisted on domestic markets
Subtotal
Financial assets measured at amortized
cost
Cash and cash equivalents
Notes, accounts and other receivables
Other financial assets
Subtotal
Total
Non-financial assets
Investment property
December 31, 2021 December 31, 2021 December 31, 2021
Book value
$ 7,330,998
2,280,653
779,074
3,059,727
9,021,326
4,315,998
1,260,363
14,597,687
$
24,988,412
$
38,867,067
Fair value
Level 1
334,993
2,280,653
-
2,280,653
-
-
-
-
2,615,646
-
Level 2
22,226
-
-
-
-
-
-
-
22,226
-
Level 3
6,973,779
-
779,074
779,074
-
-
-
-
7,752,853
38,867,067
Total
7,330,998
2,280,653
779,074
3,059,727
-
-
-
-
10,390,725
38,867,067

(Continued)

  • 490 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Financial liabilities measured at
amortized cost
Short-term loans
Short term bills payable
Accounts and other payable
Long-term bank loans-current portion
Bonds payable
Long-term bank loans
Long-term bills payable
Other financial liabilities
Lease liabilities
Total
December 31, 2021 December 31, 2021 December 31, 2021
Book value
$ 12,737,689
1,429,955
4,834,419
1,511,515
4,684,096
13,905,589
5,254,518
146,865
296,448
$
44,801,094
Fair value
Level 1
-
-
-
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
-
-
-
-
-
-
Total
-
-
-
-
-
-
-
-
-
-
  • 2) Valuation techniques for financial instruments which is not measured at fair value:

The Group’ s valuation techniques and assumptions used for financial instruments not measured at fair value are the discounted cash flows method.

  • 3) Valuation techniques for financial instruments measured at fair value:

The Group determines the input value with reference to the analysis of the financial status and operating results, recent transaction price, related equity instruments are quoted in non-active markets, similar tools offer in the active market and comparable company evaluation multiplier of the investee company and periodically updates the input value and information and any other necessary fair value adjustments to ensure that the evaluation results are reasonable.

  • a) Non-derivative financial instruments

Financial instruments, if there is a public market offer, then the public market offer for the fair value, Such as listing (cabinet) company stock.

The fair value of the financial instruments held by the Group in the case of a nonactive market is as follows:

No public offer debt investment tools: The discounted cash flow model is used to estimate fair value, it is mainly assumed that it is measured by discounting the expected future cash flows of the investee by the rate of return of the monetary time value and the investment risk.

No public offer equity instruments: Use the net asset value method, the main assumptions are based on the net per share of the investee.

(Continued)

  • 491 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • b) Derivative financial instruments

Derivative financial instruments is evaluated according to the evaluation model accepted by the market users, such as the discount method and the option pricing model.

  • 4) There have been no transfers from each level for the year ended December 31, 2021.

  • 5) Statements of changes in fair value measurements of financial assets in Level 3

January 1, 2021
Exchange differences
Acquisition
Disposal
Total gain and losses
recognized in profit or loss
Total gain and losses
recognized in other
comprehensive income
December 31, 2021
Investment
Property
$ 37,626,827
-
-
(1,673,535)
2,913,775
-
$
38,867,067
Financial assets reported at fair
value through profit or loss
Designated at
initial
recognition
Derivative
financial assets
10,746,855
-
63
-
21,540
-
(3,816,240)
-
21,561
-
-
-
6,973,779
-
Financial assets
reported at fair
value through
other
comprehensive
income
Non-public
quoted equity
instruments
740,469
-
-
(1,438)
-
40,043
779,074
Designated at
initial
recognition
10,746,855
63
21,540
(3,816,240)
21,561
-
6,973,779
  • 6) Quantitative information on the measurement of fair value of significant unobservable input values (level 3)

Level 3 refers to the measurement of the fair value of the input parameters are not based on market availability of information, must be based on the assumption that the appropriate estimates and adjustments. If the evaluation model can not be developed on its own, the fair value of the counterparty is used as the fair value. According to IFRS13, for the fair value of the third level classified at the fair value level, the firm shall provide quantitative information about the significant unobservable input values used for the fair value measure. Businesses do not need to create quantitative information to comply with this disclosure, if quantified unobservable input value is not built when enterprises are measuring fair value (for instance, when a firm uses an unadjusted previous transaction price or a third-party pricing information), e.g. part of the the Group’s investment in nonactive market equity and debt instruments. The fair value of the Group’ s investment property belongs to the third level, which is determined in accordance with IFRSs, i.e., outsourcing to external appraisors for assessment based on market evidence (please refer to Note 5(j)). Due to the impracticability to evaluate the relationship between the unobservable input value and fair value, the quantitative information is not disclosed. The fair value of the aforesaid assets at December 31, 2021 is $38,867,067 thousand.

(Continued)

  • 492 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

The Group holds investments in equity shares, which is classified as financial assets at fair value through profit or losses, whose fair value belongs to level 3.

Most of fair value assets belonging to level 3 possesses no more than one significant unobservable input value. Only the equity instruments with inactive market may possess multiple unobservable input values which are all independent from and irrelevant to each other.

Quantified information of significant unobservable inputs was as follows:

Item Valuation technique Significant
unobservable inputs
Inter-relationship
between significant
unobservable inputs
and fair value
measurement
•P/E ratio 9.66~10.69
as multiply on
December 31, 2021
•Lack of market
liquidity, discount
rate 20% on
December 31, 2021
•The higher the P/E
ratio, the higher the
fair value
•Lack of market
liquidity, the more the
discount, the lower
the fair value
•Net asset value
•Lack of market
liquidity, discount
rate 30% on
December 31, 2021
and 2020
•Not applicable
•Lack of market
liquidity, the more the
discount, the lower
the fair value
•Net asset value
•Not applicable
Financial assets at fair
value through other
comprehensive income
equity investments
without an active market
Financial assets at fair
value through other
comprehensive income
Financial assets at fair
value through profit or
loss
Public company
comparable method
Net asset value method
Net asset value method

7) The evaluation process for fair value belonging to level 3

The Group’ s fair value evaluation involves observable input value requiring unobservable parameters for significant adjustments or unobservable input value, both of which belong to level 3. The main source of such input value is external appraisors’ reports. The results of the evaluation are then reviewed to assure the consistency with the source of the evaluation and the reasonability.

The evaluation of investment property complies with FSC’s regulations of the evaluation methods and parameters, and is conducted by external appraisors.

(Continued)

  • 493 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • 8) Fair value measurements in level 3 – sensitivity analysis of reasonably possible alternative assumptions

The fair value of the financial instruments is reasonable, and the self-built evaluation model is not used for the fair value of the level 3. Therefore, it is not necessary to perform the sensitivity analysis of the possible alternative assumptions.

  • (ab) Financial risk management

  • (i) Overview

The Group are exposed to the following risks due to the use of financial instruments:

  • 1) Credit Risk

  • 2) Liquidity risk

  • 3) Market risk

The following discusses the Group’ s objectives, policies and processes for measuring and managing the risks mentioned above. For more quantitative information about the financial instruments, please refer to other related notes of the financial statements.

  • (ii) Risk management framework

The Board of Directors has overall responsibility for the oversight of the risk management framework in order to develop and monitor the Group’s risk management policies and to report regularly on its activities.

The Group’s risk management policies are established to identify and analyze the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’ s activities. The Group, through their training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Audit Committee of the Group oversees how management monitors compliance with the Group’ s risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Group. The Audit Committee of the Group is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

(Continued)

  • 494 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (iii) Credit Risk

Credit risk means the potential loss of the Group if the clients or counterparties involved in transactions default. The primary potential credit risk is from cash and accounts receivable.

1) Accounts receivable and other receivables

The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the demographics of the Group’s customer base, including the default risk of the industry and country in which customers operate, as these factors may have an influence on credit risk, particularly in the current deteriorating economic circumstances.

The Group has established a credit policy under which each new customer is analyzed individually for creditworthiness before the Group’ s standard payment and delivery terms and conditions are offered. The Group’s review includes external ratings, when available, and in some cases bank references. Purchase limits are established for each customer, which represent the maximum open amount without requiring approval from the Risk Management Committee; these limits are reviewed quarterly. Customers that fail to meet the Group’s benchmark creditworthiness may transact with the Group only on a prepayment basis.

The Group establishes an impairment allowance that represents its estimate of incurred losses in respect of trade receivables. The two components of this impairment allowance are specific loss component that relates to individually significant exposure and collective loss component which the loss was incurred but not identified. The collective component is based on historical payment experience of similar financial assets.

2) Investments

The credit risk exposure in the bank deposits and other financial instruments are measured and monitored by the Group’s finance department. As the Group deals with the banks and other external parties with good credit standing and financial institutions, corporate organization and government agencies which are graded above investment level, management believes that the Group do not have compliance issues and significant credit risk.

(iv) Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s approach to managing liquidity is to ensure, as much as possible, that it always has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The management believes that the Group does not have significant liquidity risk.

(Continued)

  • 495 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(v) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing returns.

The Group buys and sells derivatives, and also incurs financial liabilities, in order to manage market risks. All such transactions are carried out within the guidelines set by the Risk Management Committee.

1) Currency risk

The Group is exposed to currency risk on sales, purchases and borrowings that are denominated in a currency other than the respective functional currencies of the Group’s entities, primarily the New Taiwan Dollar (NTD). The currencies used in these transactions are denominated in NTD, USD and CNY.

The Group’s currency risk is not hedged as some of the currencies of the Group’s foreign currency receivables and payables are the same, producing a natural hedge effect.

2) Interest rate risk

The Group’ s interest rate risk comes from long-term and short-term bank loans. The long-term bonds issued by theCompany is fixed-rate, so there is no risk caused by the fluctuations of interest rates and fair value interest rate. The long-term and short-term bank loans with floating-rate are exposed to interest rate risk, but most of risk is offset by cash and cash equivalents holding in floating-rate deposits.

3) Other market price risk

The Group does not enter into any commodity contracts other than to meet the Group’s expected usage and sales requirements; such contracts are not settled on a net basis.

(ac) Capital management

The Group meets its objectives for managing capital is to safeguard the capacity to continue to operate, to continue to provide a return to shareholders, interest of other related parties 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 dividend payment to shareholders, reduce the capital for redistribution to shareholders, issue new shares or sell assets to settle any liabilities.

The Group and other entities in the similar industry use the debt-to-equity ratio to manage capital. This ratio is determined using the total net debt and divided by the total capital. The net debt from the balance sheet is derived from the total liabilities less cash and cash equivalents. The total capital and equity include share capital, capital surplus, retained earnings, other equity and non-controlling interest plus net debt.

(Continued)

  • 496 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

The Group’s debt-to-equity ratio at the end of the reporting period as of December 31, 2021 was follows:

Total liabilities
Less: cash and cash equivalents
Net debt
Total equity
Total liabilities and equity
Debt-to-equity ratio
December 31,
2021
December 31,
2021
$ 56,129,326
(9,021,326)
$
47,108,000
$
81,707,294
$
128,815,294
%
36.57
%
36.57
  • (ad) Investing and financing activities not affecting current cash flow

The Group investing and financing activities which did not affect the current cash flow for the year ended December 31, 2021 were as follows:

  • (i) For the acquisition of right-of-use assets based on lease term, please refer to Note 5(i).

  • (ii) Reconciliation of liabilities arising from financing activities was as follows:

Long-term bank loans
Short-term loans (note)
Short-term bills payable
Long-term bills payable
Lease liabilities
January 1,
2021
$ 9,404,483
3,615,000
-
5,656,112
292,992
$ 18,968,587
Cash flows
3,725,016
11,218,648
1,429,955
1,847,200
(65,632)
18,155,187
Non-cash changes
Foreign
exchange
movement
Bills
payable
transferred
to long-
term bank
loans
Other
15,405
2,247,200
-
(1,572)
-
(2,094,387)
-
-
-
-
(2,247,200)
(1,594)
-
-
69,088
13,833
-
(2,026,893)
Non-cash changes
Foreign
exchange
movement
Bills
payable
transferred
to long-
term bank
loans
Other
15,405
2,247,200
-
(1,572)
-
(2,094,387)
-
-
-
-
(2,247,200)
(1,594)
-
-
69,088
13,833
-
(2,026,893)
December
31, 2021
Foreign
exchange
movement
15,405
(1,572)
-
-
-
13,833
Bills
payable
transferred
to long-
term bank
loans
2,247,200
-
-
(2,247,200)
-
-
15,392,104
12,737,689
1,429,955
5,254,518
296,448
35,110,714

Note: The "other" included in non cash changes are the reimbursement regarding letters of credit.

(6) Related-party transactions:

  • (a) The ultimate parent company

The Company is the ultimate parent company.

(Continued)

  • 497 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

  • (b) Names and relationship with related parties

The followings are entities that have had transactions with related party during the periods covered in the consolidated financial statements.

Name of related party Relationship with the Group Kaohsiung Monomer Company Limited Investee as accounted for using equity method Jean Pacific Development Co., Ltd. Investee as accounted for using equity method Zhong Gong Baoquan Ltd. Investee as accounted for using equity method (Zhong Gong Baoquan) Chung Kung Management and Maintenance of Investee as accounted for using equity method of Apartments Co., Ltd. Zhong Gong Baoquan Chain Yarn Co., Ltd. (Note) The Company is the director of the entity BES Engineering Corporation The Company is the director of the entity (BES Engineering) Chung Kung Management Consultant Co., Ltd. Subsidiary of Zhong Gong Baoquan Coreasia Human Resources Management Co., Subsidiary of BES Engineering Ltd. BES Machinery Co., Ltd. The entity is a director of the Company Sheen Chuen Chi Cultural & Educational The director is corporate director representative of Foundation the Company Core Pacific City Co., Ltd. Substantive Related Party All board of directors, general manager and The main managements of the Company deputy general manager Mitsubishi Chemical Corporation Associated company Mitsubishi Chemical Polymer Nantong Co., Associated company Ltd. Mitsubishi Chemical Methacrylates Singapore Associated company Pte. Ltd., Taiwan Branch (Singapore) MCC Methacrylates UK Overseas Holdco Associated company Limited

Note: Chain Yarn Co., Ltd. re elected directors at the general meeting of shareholders on July 15, 2021, and the Company was elected for the director.

(Continued)

  • 498 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(c) Significant Transactions with related parties

  • (i) Sales

The amounts of significant sales by the Group to related parties were as follows:

Other related parties
Associates
For the year
ended December
31, 2021
$ 1,009,343
247,634
$
1,256,977

The terms for related party sale transactions were the same as ordinary sales.

  • (ii) Purchases
Other related parties For the year
ended December
31, 2021
$
63,135

The terms for related party purchase transactions were the same as those of other unrelated vendors.

  • (iii) Receivables from Related Parties

The receivables from related parties were as follows:

Accounts Types of related parties
December 31,
2021
Other related parties
$ 385,366
Other related parties
731
Associated company
341
$
386,438
Accounts receivable
Other receivables
Other receivables

(iv) Payables to Related Parties

The payables to related parties were as follows:

Accounts Types of related parties
December 31,
2021
Other related parties
$ 11,333
Parent company
-
Associates
167,715
Associated company
10,077
$
189,125
Accounts payable
Other payables
Other payables
Other payables

(Continued)

  • 499 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(v) Other

Associates
Rental income
Other revenues
Security service fees
Other related parties
Rental income
Other revenues
Other expenses
For the year
ended December
31, 2021
$ 11,429
(4,343)
(21,283)
6
404
(37,424)

Please refer to Note 5(r) for lease of land and buildings to related parties.

  • (vi) The Group had a two-year contract with BES Engineering Corporation for the lease of office space in July 2018, which had been extended in July 2020, with the total value represented $9,629 thousand. This rental transaction was recognized right-of-use assets and lease liability both amounting to $9,465 thousand on July1, 2020. The depreciation expense and interest expense for the year ended December 31, 2021 was $4,732 thousand and $82 thousand, respectively. As of December 31, 2021, the amount of lease liability was $2,398 thousand.

  • (vii) The Group had a two-year contract with BES Engineering, for the lease of office building in January 2021, with the total value of $2,762 thousand. This rental transaction was recognized right-of-use assets and lease liability both amounting to $2,705 thousand on January 1, 2021. The depreciation expense and interest expense for the year ended December 31, 2021 was $1,119 thousand and $38 thousand, respectively. As of December 31, 2021, the amount of lease liability was $1,600 thousand.

  • (viii) The Company had contracts with BES Engineering, for mechanical engineering services projects and paid commission on the basis of actual construction. As of December 31, 2021, the construction project in-progress amounted to $1,451,000 thousand. As of December 31, 2021, the unpaid fees amounted to $553,964 thousand and the refundable deposit amounted to $420,660 thousand.

  • (ix) The Group had contracts with other related parties, for mechanical engineering services projects and paid commission on the basis of actual construction. As of December 31, 2021, the construction project in-progress amounted to $1,559 thousand. As of December 31, 2021, the unpaid fees amounted to $130 thousand and the refundable deposit amounted to $0 thousand.

(Continued)

  • 500 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(d) Key management personnel compensation

Short-term employee benefit
Post-employment benefits
For the year
ended
December 31,
2021
$ 230,546
6,217
$
236,763

(7) Pledged assets:

The carrying amounts of pledged assets were as follows:

Asset Purpose of pledge
December 31,
2021
Guarantee for priority right of use of harbor
and purchases
$ 40,650
Short term bills payable, short term
syndicated loan (Shin Kong)
38,007,167
Collateral for long term and short term
financial credit, syndicated loan (Mega &
Shin Kong)
7,871,848
Collateral for short term, medium term and
long term financial credit, syndicated loan
(Mega), bonds payable and long term bills
payable
31,435,973
Long-term bills payable
785,917
Long-term bills payable
1,147,498
Long term bills payable
187,220
Deposit for lawsuit, issuance of letter of
credit
204,904
Collateral for long term financial credit
576,089
$
80,257,266
Time deposits
Inventory – Land for construction
Property, plant and equipment
Investment property
Investments accounted for using equity
method
Financial assets reported at fair value
through other comprehensive income
Financial assets reported at fair value
through profit or loss
Refundable deposit
Right of use of Sea Areas

(Continued)

  • 501 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(8) Commitments and contingencies:

  • (a) As of December 31, 2021, the Group had the following unused letters of credit:
USD
EUR
JPY
NTD
CNY
December 31,
2021
$ 49,408
457
6,400
1,146,000
32,300
  • (b) As of December 31, 2021, the Group had issued guarantee notes for bank loans, sales and purchases, and development plan aggregating to $26,197,400 thousand and USD30,000 thousand.

  • (c) As of December 31, 2021, the Group had contracts for various construction projects in-progress amounting to $24,019,792 thousand. As of December 31, 2021, the remaining future obligations under these contracts amounted to $11,349,881 thousand.

  • (d) As of December 31, 2021, the agreement on the acquisition of material property and the unpaid portion amounted to $1,379,861 thousand and $138,000 thousand, respectively. Please refer to note 5(e) for more information.

  • (e) As of December 31, 2021, the Company signed an agreement to purchase raw materials such as benzene, hydrogen and methylbenzene from CPC. Under this contract, the Company may purchase specified monthly volume of these raw materials at current month prices announced by the CPC with prepayment or domestic letter of credit.

  • (f) As of December 31, 2021, the Group signed an agreement of preclinical drug research amounted to USD4,266 thousand and $164,522 thousand, and the unpaid portion amounted to USD1,350 thousand and $129,611 thousand.

  • (g) The Group signed a license agreement of new type of tumor identification and drug delivery system with National Health Research Institutes on August 18, 2016. The license fee amounted to $270,000 thousand and the payment will be made by progress. As of December 31, 2021, the paid portion amounted to$20,000 thousand.

  • (h) The Group signed a license agreement of antineoplastic candidate drug with National Health Research Institutes on April 3, 2019. The license fee amounted to $135,000 thousand and the payment will be made by progress. As of December 31, 2021, the paid portion amounted to $10,000 thousand.

  • (i) The Group signed a license agreement of antineoplastic candidate drug with National Health Research Institutes on September 13, 2021. The license fee amounted to $125,000 thousand and the payment will be made by progress. As of December 31, 2021, the paid portion amounted to $2,500 thousand.

(Continued)

  • 502 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(j) Important matters

The case of loss compensation for the Kaohsiung gas explosion

The Maintenance Office, Public Works Bureau of Kaohsiung City Government granted permission to CPC for the installation of underground gas pipelines. However, a gas explosion in Kaohsiung had occurred in the evening of July 31, 2014, which resulted in CPC’ s permit to be revoked. Nonetheless, the revocation qualified CPC to claim for compensation from the relevant authority for its property losses. In order to protect its legal rights and interests, the Company filed an administrative appeal in February 2018 to the KHAC, who ruled against the Company in December 2019. Hence, in January 2020, the Company filed an appeal to the Supreme Administrative Court, who in turn, handed the case back to the KHAC for reconsideration. The case was still in progress as of the reporting date.

(k) Contingent liabilities

(i) Dispute from the senior manager

1) Labor Dispute

The previous senior manager Mr. Zhang, who left the Company without transferring the duties and authorization, did not perform the duties since July 1, 2013 and the Company issued the letter to request to fulfill the agreement without any response from Mr. Zhang. Hence, the Board of the Company dismissed Mr. Zhang in October 2013. Mr. Zhang asked the Company to pay pension pursuant to Labor Standards Act as a labor worker, which was not reconciled through mediation. Kaohsiung District Court considered that the assigned relationship did not end in January 2014, which means that the Expired Employee Retirement Policies of the Company does not apply. Mr. Zhang request for pension is without any basis, but according to the contract of both side, the Company shall pay salaries of $35 thousand, to Mr. Zhang, which was not satisfied by Mr. Zhang and this case was appealed to the 2nd sentence court. In July 2016, the 2nd sentence court rejected the request from Mr. Zhang but he re appealed to the 3rd sentence in August of the same year. Upon finding the appeal meritorious, the Supreme Court reversed and remanded the judgement. The preparatory proceeding of the first repeated appeal was conducted in Taiwan High Court Kaohsiung Branch Court (THCKBC) in April 2019. The court’ s judgement is announced that the compony shall pay $3,785 thousand, with bearing interest, to Mr. Zhang in July 2019. The Company was dissatisfied and filed an appeal to Supreme Court in August 2019, and the part of original judgment that was unfavorable to the Company was remanded to the THCKBC on April 22, 2021. In December 2021, THCKBC ruled in favor of Mr. Zhang and ordered the Company to pay Mr. Zhang the amount of $3,764 thousand, with bearing interest, as compensation. The Company disagreed with the decision made by the court, and therefore, filed an appeal to the Supreme Court. As of the reporting date, the Company has not received the transfer of the trial notified by THCKBC.

(Continued)

  • 503 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

2) Disclosure Secret Case

Managers who left the office without authorization was suspected to be involve in business encroachment, theft of business secrets. To protect Company interests, the Company filed criminal appeal. The case was concluded by the Taiwan Miaoli Local Court in January 2017 and the relevant defendants were prosecuted. The civil litigation derived from the case is waiting for hearing by the Taipei District Court and Miaoli District Court. Please refer to note 7 for details of deposit for lawsuit.

(ii) Contract Fraud of Shanghai industry

On August 6, 2014, the reinvestment company, Weihua and Weiqiang, filed the civil appeal to Yangpu District Court to ask Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. to pay all overdrafts of the contract. However, Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. did not perform the first phase of repayment according to Court’s mediation report, Weihua and Weiqiang, on September 2, 2014, applied to Yangpu District Court for the enforcement and sealed all coal tar of Shanghai Tongye Coal and Chemical Industry Group Co., Ltd., the total coal tar sealed was 5,216 tons and 4,777 tons were sold. Subsequently, Weihua and Weijiang Company and Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. would continue negotiations on unrealized creditors and requested Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. to propose the more specific repayment plan. Weihua and Weiqiang estimated allowance of the accounts receivable respectively. Weihua and Weijiang Company reported to the police the relevant persons of Shanghai Tongye Coal and Chemical Industry Group Co., Ltd. that were suspected to be involve with the contract fraud and other criminal matters. The police rejected the report due to insufficient evidence, therefore Weihua hired a local lawyer in May 2018, to assist with Shanghai police and Shanghai economics investigation group. In February 2021, the ruling had been made due to the lack of assets for liquidation, the bankruptcy procedure was concluded and the case was closed. The unrecoverable allowance had been written off separately, please refer to note 6(d).

(iii) Civil compensation for Residents living in Anshun

Mr. Chen and others filed civil and national compensation lawsuit to the Company and MOEA on March 14, 2017 (Hereinafter referred to as 1st case of the Tainan Anshun plant civil compensation), they claimed the Company and MOEA had to jointly compensate the plaintiff $80,915 thousand. The verdict of the 3rd national compensation in 2008 of the Tainan Anshun plant civil compensation 1st case was cited as the reason to be litigated. However, the Company claimed that there was a misunderstanding of the theoretical and practical nature of epidemiology causality versus the verdict. There were disputable factors on both factual and legal matters. During the 1st and 2nd instance of the AnShun plant Civil Compensation litigation under hearing, the Company once again put forward the relevant academic articles to prove that there was no causality between pollution from Tainan AnShun plant and diabetes. Moreover, the plaintiffs in this case, despite the reasonableness of their claims, did not put forth any litigation before the expiry of the statutes of limitations. Thus, in this 2nd case of the Tainan AnShun plant civil compensation, the Company continued to seek for the jurisdiction remedies to protect the Company and shareholder interests. In November 6, 2020, Tainan District Court considered that 39 Plaintiffs’ s claim is meritorious and dismissed rest of Plaintiffs’ s claim. Due to the controversial issue of extinctive prescription, the Company considered this case worth an appeal based on our unprofitable part of verdict. Therefore, the

(Continued)

  • 504 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Company filed an appeal to the High Court on December 15, 2020, and this case is still under trial now.

(9) Losses Due to Major Disasters:None

(10) Subsequent Events:

  • (a) The earnings distribution for 2021 of Core Pacific City Co., Ltd. was decided by the resolution adopted at the general meeting of shareholders held on February 23, 2022. Please refer to note 5(b) for other related information.

  • (b) On March 14, 2022, a resolution was made during the board meeting of the Company to raise the capital of Ding-Yue amounting to $1,700,000 thousand for its business operation.

(11) Other:

  • (a) The nature of operating costs and expenses were as follows:
By function
By item
For the year ended December 31, 2021 For the year ended December 31, 2021 For the year ended December 31, 2021 For the year ended December 31, 2021
Operating
cost
Operating
expense
Non-Operating
expense
Total
Employee benefits
Salary 1,283,656 987,229 - 2,270,885
Labor and health insurance 90,046 64,181 - 154,227
Pension 44,005 27,401 - 71,406
Others 37,160 55,864 - 93,024
Depreciation 1,050,173 181,177 4,255 1,235,605
Amortization 601 8,588 - 9,189
  • (b) On March 22, 2019, Kaohsiung Urban Planning Commission (KUPC) announced that Dashe Industrial Park (DIP), where the Company’s plant is located, will be categorized from Special Zone to Zone B. In light of the above matter, all the companies involved in this case are making their best effort to negotiate and compromise with KUPC, requesting KUPC to change DIP’s status to Zone A instead of Zone B. On November 11, 2020, the Company had received the minutes of the meeting with regards to the changes on the urban planning case of DIP concerning its execution, which prompted KUPC to suggest to the Bureau of Industry, MOEA to invite the Kaohsiung City Government (KCG) and all relevant parties to clarify the appeals and suggestions made by the companies involved. Thereafter, KCG will explicitly indicate the details in the urban planning documentation to all concerned parties in order to preclude the disputes. On July 21, 2021, the Bureau of Industry, MOEA held a task force to deal with the effect on petrochemical industry in case of DIP is categorized to Zone B, in which a discussion on both issues, including the legality of urban planning and the regulation of land reusing, will be appropriately conducted together with the urban planning task force of KUPC. As of December 31, 2021, KCG had yet to proceed on the procedures of statement changing.

(Continued)

  • 505 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(12) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Group:

(i) Loans to other parties:

(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(i)
Loans to other parties:
(In Thousands of New Taiwan Dollars)
Number Name of
lender
Name of
borrower
Account
name
Related
party
Highest
balance
of
financing
to other
parties
during the
period
Ending
balance
Actual
usage
amount
during the
period
Range of
interest
rates
during the
period
Purposes
of fund
financing
for the
borrower
Transaction
amount for
business
between two
parties
Reasons
for
short-term
financing
Allowance
for bad debt
Collateral Individual
funding
loan limits
Maximum
limit of fund
financing
Item Value
1 Jiangsu
Weiming New
Material Co.,
Ltd.(original
name: Jiangsu
Weiming
Petrochemical
Corporation)
Changzhou
Weicai New
Material
Science &
Technology
Co., Ltd.
Other
Receivable
Yes 260,580 260,580 43,430 5.5% 2 - Operating - - 678,916 1,018,374
2 Weihua
(Rudong)
Trade Co.,
Ltd
Changzhou
Weicai New
Material
Science &
Technology
Co., Ltd.
Other
Receivable
Yes 86,860 86,860 43,430 5.5% 2 - Operating - - 99,930 99,930

Note 1: Numbering nature of borrowing as follows:

Transaction for business between two parties�1

Short-term financing�2

Note 2: The financing limit for total and individual were 15% and 10% of net value of Jiangsu Weiming New Material Co., Ltd. (original name: Jiangsu Weiming Petrochemical Corporation)

Note 3: The financing limit was 20% of net value of Weihua (Rudong) Trade Co., Ltd.

Note 4: The amounts of the transaction and the ending balance had been offset in the consolidated financial statements.

(ii) Guarantees and endorsements for other parties:

(In Thousands of New Taiwan Dollars)

No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees and
endorsements
for a specific
enterprise
Highest
balance for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting date
Actual usage
amount
during the
period
Property
pledged for
guarantees
and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees and
endorsements
Parent
company

endorsements/
guarantees to
third parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name Relationship
with the
Company
0 CPDC
Ding-Yue
Developme
nt Co., Ltd.
2 48,304,160 22,380,000 17,780,000 13,140,000 2,880,000 %
22.09
80,506,933 Y N Y
0 CPDC Weihua
(Rudong)
Trade Co.,
Ltd.
2 48,304,160 217,150 217,150 217,150 - %
0.27
80,506,933 Y N Y
0 CPDC Changzhou
Weicai
New
Material
Science &
Technology
Co., Ltd.
2 48,304,160 1,260,624 1,260,624 716,287 174,000 %
1.57
80,506,933 Y N Y
0 CPDC Jiangsu
Weiming
New
Material
Co., Ltd.
5 48,304,160 1,612,460 1,606,910 1,606,910 - %
2.00
80,506,933 Y N Y
0 CPDC Shiny
Chemical
Industrial
Co., Ltd.
5 48,304,160 78,086 78,086 78,086 - %
0.10
80,506,933 N N N

(Continued)

  • 506 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees and
endorsements
for a specific
enterprise
Highest
balance for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting date
Actual usage
amount
during the
period
Property
pledged for
guarantees
and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees and
endorsements
e
t
Parent
company
ndorsements/
guarantees to
hird parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name Relationship
with the
Company
0 CPDC Lushun
Warehouse
Co., Ltd.
5 48,304,160 55,366 55,366 55,366 - %
0.07
80,506,933 N N N
0 CPDC China
General
Terminal &
Distributio
n Corporati
on
5 48,304,160 14,903 14,903 14,903 - %
0.02
80,506,933 N N N
1 Ding Yue
Developmen
t Co., Ltd.
CPDC 3 12,724,087 4,920,000 4,920,000 2,200,000 - %
6.11
25,448,174 N Y N

Note 1: The information of guarantees and endorsements for other parties of the Company and its subsidiaries are disclosed separately and numbering as follows:

Parent company�0

Subsidiary starts from 1

Note 2: Seven types of the relationship between Counter-party of guarantee and endorsement as follows:

  1. Transactions between the companies.

  2. The Company directly or indirectly holds more than 50% voting right.

  3. When other companies directly or indirectly hold more than 50% voting rights of the Company.

  4. The Company directly or indirectly holds more than 90% voting right.

  5. A company that is mutually protected under contractual requirements based on the needs of the contractor.

  6. A company that is endorsed by all the contributing shareholders in accordance with their shareholding ratio due to joint investment relationship.

  7. Under the Consumer Protection Act, performance guarantees for pre-sale contracts for companies in the same industry

  8. Note 3: The Company endorsed the operation method for the total amount of guarantees and the limit for endorsement of a single enterprise:

  9. The total amount of guarantee for endorsement shall not exceed 100% of the Company’s net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

  10. The guarantee amount for a single enterprise endorsement shall not exceed 60% of the Company’s net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

  11. Note 4: Ding Yue Development Co., Ltd endorsed the operation method for the total amount of guarantees and the limit for endorsement of a single enterprise:

  12. The total amount of guarantee for endorsement shall not exceed 100% of its net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

  13. The guarantee amount for a single enterprise endorsement shall not exceed 50% of its net assets. The net assets referred to above are based on the latest audited or reviewed financial statements.

(iii) Securities held as of December 31, 2021 (excluding investment in subsidiaries, associates and joint ventures):

(In Thousands of New Taiwan Dollars)

Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Highest
Percentage of
ownership (%)
Note
Shares/Units Carrying value Percentage of
ownership (%)
Fair value
The Company Yuanta Financial
Holdings
BES Engineering Co.
China Development
Financial Holding
Corp.
Handy Chemical
Corparation Ltd.
Overseas Investment
& Development
Corp.
None
The Company
is a director of
an investee
company
None
The Company
is a supervisor
of the investee
company
None
Current financial assets
designated at fair value
through profit or loss
Non-current financial
assets at fair value
through other
comprehensive income


7,400,371
164,348,449
44,684,712
386,000
2,600,000
187,229
1,488,997
781,982
26,437
26,000
0.06
10.74
0.23
4.51
2.89
187,229
1,488,997
781,982
26,437
26,000
%
0.27
%
10.74
%
0.30
%
4.75
%
2.89

(Continued)

  • 507 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Ending balance Highest
Percentage of
ownership (%)

Note
Shares/Units Carrying value Percentage of
ownership (%)
Fair value
The Company










BES Twin Towers
Co., Ltd.







Tsou Seen Chemical
Industries
Corporation




Changzhou Weicai
New Material
Science &
Technology Co., Ltd.


Core Pacific City
Co., Ltd.
Praxair Chemax
Semiconductor
Materials
ZOWIE Technology
Corporation
Aetas Technology
Inc.
Chain Yarn Co., Ltd.
Taiwan Business
Bank
Core Pacific City
Co., Ltd.
Praxair Chemax
Semiconductor
Materials
Taiwan
TeaCorporation
Good Company
TaiRx, Inc.
Agricultural Bank of
China-HSBC
Structured Deposit
Substantive
related party
None


The Company
is a director of
an investee
company
None
Substantive
related party
None



Non-current financial
assets designated at fair
value through profit or
loss
Non-current financial
assets at fair value
through other
comprehensive income



Current financial assets at
fair value through other
comprehensive income
Non-current financial
assets designated at fair
value through profit or
loss
Non-current financial
assets at fair value
through other
comprehensive income
Current financial assets
designated at fair value
through profit or loss
Non-current financial
assets at fair value
through other
comprehensive income

Current financial assets
designated at fair value
through profit or loss
2,779,154
2,701,651
8,815
287,961
30,000,000
977,130
1,053,812
6,754,127
7,279,000
750,000
722,500
-
5,117,918
117,608
358
-
300,000
9,674
1,855,861
294,019
147,764
-
14,652
22,226
10,390,725
27.52
14.00
0.03
0.58
13.41
0.01
10.43
35.00
0.92
2.08
0.80
-
5,117,918
117,608
358
-
300,000
9,674
1,855,861
294,019
147,764
-
14,652
22,226
10,390,725
%
27.52
%
14.00
%
0.05
%
0.58
%
13.41
%
0.01
%
10.43
%
35.00
%
1.11
%
2.08
%
0.80
%
-
  • (iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of $300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Category and
name of
security

Account
name
Name of
counter-party
Relationship
with the
company
Beginnin g Balance Purch ases Sa les Ending Ba lance
Shares/units Amount Shares/units Amount Shares/units Price Cost Gain (loss) on
disposal

Shares/units
Amount
The Company Yuanta
Financial
Holding Co.,
Ltd.
Financial assets
at fair value
through profit
or loss�non
current
Not applicable Not applicable 32,176,371 661,224 - - 24,776,000 620,576 259,336 361,240 7,400,371 187,229
  • (v) Acquisition of individual real estate with amount exceeding the lower of $300 million or 20% of the capital stock:None

  • (vi) Disposal of individual real estate with amount exceeding the lower of $300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Type of
property
Transaction
date
Acquisition
date
Book
value
Transaction
amount

Amount
actually
receivable
Gain from
disposal
Counter-
party
Nature of
relationship
Purpose of
disposal
Price
reference
Other terms
CPDC land no.7
and no.7 1,
subsection 5,
Jingmao
section,
Kaohsiung
August 18,
2021
October 1,
1982
1,668,271 2,380,000 Fully
received
711,729 Chingwon
Structure
Corporation
Non related
parties


Replenishing
operating
capital
Appraisal
reports &
Market
value
None

(Continued)

  • 508 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(vii) Related-party transactions for purchases and sales with amounts exceeding the lower of $100 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Related party Nature of
relationship
Transaction details Transaction details Transaction details Transaction details Transactions with terms different
from others
Transactions with terms different
from others
Notes/Accounts receivable (payable) Notes/Accounts receivable (payable) Note
Purchase/Sale Amount Percentage of
total
purchases/sales
Payment terms Unit price Payment terms Ending balance Percentage of total
notes/accounts
receivable
(payable)
The Company
The Company
The Company
CPDC GT
Weiming
Weiqiang
Weiqiang
Weiqiang
Weiqiang
KMC
Tsou Seen
Chemical
Industries
Corporation
Kaohsiung
Monomer
Company
Limited
Chain Yarn Co.,
Ltd.
The Company
Weiqiang
International
Trade
(Shanghai) Co.,
Ltd.
Weihua
(Rudong) Trade
Co., Ltd.
Changzhou
Weicai New
Material
Science &
Technology
Co., Ltd.
The Company
Jiangsu
Weiming New
Material Co.,
Ltd.(original
name: Jiangsu
Weiming
Petrochemical
Corporation)
Mitsubishi
Chemical
Polymer
Nantong Co.,
Ltd.
Subsidiary
Affiliated
company
accounted for
using equity
method
Other related
parties
Subsidiary
Same parent
company
Same parent
company
Same parent
company
Subsidiary
Same parent
company
Associated
company
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Sales
(1,247,286)
(751,291)
(1,009,343)
(322,868)
(107,749)
(192,001)
(268,466)
(1,094,584)
(279,244)
(195,969)
%
(4.08)
%
(2.46)
%
(3.30)
%
(98.10)
%
(6.42)
%
(6.56)
%
(9.18)
%
(37.43)
%
(9.55)
%
(3.95)
3 Month
1 Month
1 Month
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
-
-
-
-
-
-
-
-
-
-
OA 90 days
-
-
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
Base on
contract
136,636
91,978
385,366
67,005
-
-
-
-
-
-
4.04%
2.72%
11.38%
99.23%
-%
-%
-%
-%
-%
-%
Note
Note




Note: The amounts of the transaction and the ending balance had been offset in the consolidated financial statements.

(viii) Receivables from related parties with amounts exceeding the lower of $100 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of
company
Counter-party Nature of
relationship
Ending
balance
Turnover
rate
Ove rdue Amounts received in
subsequent period
Allowance
for bad debts
Amount Action taken
The Company
The Company
Tsou Seen Chemical
Industries
Corporation
Chain Yarn Co., Ltd.
Subsidiary (Note)
Other related parties
136,636
385,366
14.39
5.24
-
-
136,636
202,352
-
-

Note: The amounts of the transaction and the ending balance had been offset in the consolidated financial statements.

(ix) Trading in derivative instruments:None

(Continued)

  • 509 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(x) Business relationships and significant intercompany transactions:

(In Thousands of New Taiwan Dollars)

(In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
No. Name of company Name of counter-party Nature of
relationship
Intercompany transactions
Account name Amount Trading terms Percentage of the consolidated
net revenue or total assets
0
0
1
2
2
2
2
The Company
The Company
Weiming
Weiming
Weiming
Weiming
Weiming
TSCIC
CPDC GT
Weiqiang
Weihua
Weicai
The Company
Weiming
1
1
5
5
5
2
5
Sales revenue
Repair expense
Sales revenue
Sales revenue
Sales revenue
Sales revenue
Sales revenue
1,247,286
322,868
107,749
192,001
268,466
1,094,584
279,244
OA 90 days
Base on contract
Base on contract
Base on contract
Base on contract
Base on contract
Base on contract
3.55%
0.92%
0.31%
0.55%
0.76%
3.11%
0.79%
Note 1:
Company numbering as follows:
Parent company�0
Subsidiary starts from 1
Note 2:
The numbering of the relationship between transaction parties as foll
Parent company to subsidiary�1
Subsidiary to parent company�2
Subsidiary to subsidiary�3
Subsidiary to sub-subsidiary�4
Sub-subsidiary to sub-subsidiary�5
ows:

Note 3: The amounts of the transaction and the ending balance had been offset in the consolidated interim financial statement

(b) Information on investees:

The following is the information on investees for the years ended December 31, 2021 (excluding information on investees in Mainland China):

Mainland China): Mainland China): Mainland China): Mainland China):
(In Thousands of New Taiwan Dollars)
Name of investor Name of investee Location Main businesses and
products
Original investment amount Balance as of December 31, 2021 Net income
(losses)
of investee
Highest
Percentage of
ownership
Share of
profits/losses of
investee
Note
December 31, 2021
December 31, 2020 Shares Percentage of
ownership
Carrying
value
The Company






Kaohsiung
Monomer Company
Limited
Zhong Gong
Baoquan Ltd.
Ding-Yue
Development Co.,
Ltd.
CPDC Investment
(BVI) Co., Ltd.
Tsou Seen Chemical
Industries
Corporation
CPDC Green
Technology Corp.
Unichem
Development
Limited
BES Twin Tower
Development Co.,
Ltd.
1,Hsing Kung Road,Ta
She P O Box 6-25
Nantze,Kaohsiung
(815), Taiwan
2F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
8F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
Citco Building,
Wickhams Cay, P.O.
Box662
No.1, Jingjin Rd.,
Fangliao Township,
Pingtung County 940,
Taiwan
14F.-16, No.61, Wufu
3rd Rd., Qianjin Dist.,
Kaohsiung City 801,
Taiwan
Unit 06, G/F, The
Lodge, 535 Canton
Road, Kowloon, Hong
Kong
16F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
Methyl Methacrylate
Monomer
Security consultants
Commissioned to create a
vendor to build the housing,
commercial buildings and
plant rental business,
management of land
development and
playgrounds and other
related business investment
Holding company
Dicalcium phosphate
Mechanical engineering
Holding company
Real estate investment
anddevelopment
-
14,400
25,580,000
904,946
560,000
100,000
9,876,023
3,791,383
-
14,400
10,040,000
904,946
760,000
100,000
9,572,433
4,791,383
20,000,000
1,440,000
2,558,000,000
26,580,000
76,000,000
15,000,000
324,684,262
491,216,357
%
40.00
%
24.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
785,917
18,716
25,424,981
911,656
1,181,737
166,436
8,291,713
5,084,560
839,628
1,235
(94,151)
(9,060)
113,430
46,706
(370,186)
193,145
%
40.00
%
24.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
335,851
296
(94,151)
(9,060)
113,430
46,706
(370,186)
193,145
Note
1&5
Note 1
Note
2&5
Note
2&4&5
Note
2&5
Note
2&5
Note
2&4&5
Note
2&5

(Continued)

  • 510 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

Name of investor Name of investee Location Main businesses and
products
Original investment amount Original investment amount Balance as of December 31, 2021 Balance as of December 31, 2021 Balance as of December 31, 2021 Net income
(losses)
of investee
Highest
Percentage of
ownership
Share of
profits/losses of
investee
Note
December 31, 2021 December 31, 2020 Shares Percentage of
ownership
Carrying
value
The Company

CPDC Investment
(BVI) Co., Ltd.
Ding-Yue
Development Co.,
Ltd.
Tsou Seen Chemical
Industries
Corporation
BES Twin Towers
Development Co.,
Ltd.
Frontier
FortuneInvestment
Pte. Ltd.
Core Pacific Twin
Star (Myanmar)
Investment
Company Ltd.
Thanh Phong
Construction
Investment Co.,
Ltd.
Jean Pacific
Development Co.,
Ltd.
Core Pacific
Overseas Holdings
Ltd
Da Ying
Construction Ltd.
Taivex Therapeutics
Corporation
Frontier Fortune
Investment Pte. Ltd.
Core Pacific Twin
Star (Myanmar)
Investment
Company Ltd.
Gemini Star
(India)Private
Limited
Core Pacific Twin
Star (Vietnam)
Investment Co.,
Ltd.
Core Pacific Pioneer
(Myanmar)
Company Ltd.
B2 19, Golden King
Tower Building, No.
15 Nguyen Luong
Bang, Tan Phu Ward,
District 7, Ho Chi
Minh City
7F. 2, No.300,
Yangguang St., Neihu
Dist., Taipei City
11491, Taiwan
(R.O.C.)
Akra Bldg., 24 De
Castro Street,
Wickhams Cay I, Road
Town,Tortola,British
Virgin Islands
8F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
8F., No.12, Dongxing
Rd., Taipei City 105,
Taiwan
112 ROBINSON
ROAD#05 01
ROBINSON
112SINGAPORE
(068902)
NO.153/Ka,KyunShwe
Mmyaing Lane(2)
,23ward,ThingangyunT
ownshin Yangon
Level7, The
Capital,Plot No.C 70,
GBlock, Bandra
KurlaComplex,
BandraMUMBAI
MumbaiCity MH
400051 IN
Engineering, real estate
andconsultancy of
construction
NO.153/Ka,KyunShwe
Mmyaing Lane(2) ,23
ward,Thingangyun
Townshin Yangon
Engaged in construction,
realestate,
buildingconstructional
consulting,lease equipment
andwholesale of
buildingmaterials
Renting and selling real
estate
Holding company
Engineering,
constructioncontracting
business
Engaged in
biotechnology,pharmaceutica
l research anddevelopment
and marketing
Holding company
Holding company and
consultancy
Real estate andpetrochemical
productsresearch and
consultancy
Engineering, real estate
andconsultancy of
construction
Building construction,
realestate
management,development
and sale
609,347
620,000
808,564
60,000
696,720
2,761,596
169,921
9,274
2,566,176
24,804
609,347
620,000
808,564
22,500
696,720
2,761,596
169,921
9,274
2,566,176
24,804
-
62,000,000
26,580,000
-
46,224,551
93,060,000
5,500,001
2,099,993
-
800,000
%
100.00
%
40.00
%
45.19
%
100.00
%
91.10
%
100.00
%
100.00
%
99.99
%
100.00
%
80.00
586,627
618,276
906,578
60,206
170,077
2,712,589
149,531
4,249
2,551,666
19,483
11,267
(3,187)
(19,851)
(195)
(87,321)
65,879
197
(190)
66,738
2,069
%
100.00
%
40.00
%
45.19
%
100.00
%
91.10
%
100.00
%
100.00
%
99.99
%
100.00
%
80.00
11,267
(1,275)
-
-
-
-
-
-
-
-
Note
2&3&4
&5
Note 1
Note
2&4&6
Note
2&3&5
&6
Note
2&5&6
Note
2&4&5
&6
Note
2&4&5
&6
Note
2&4&5
&6
Note
2&3&4
&5&6
Note
2&4&5
&6

Note1: The Company adopts the equity method to evaluate the investment company.

Note2: The Company has direct or indirect control of the invested company. If the invested company has direct or indirect control, it shall expose the relevant information of the following 2 to 10 transactions of the investee company.

Note3: Limited company expressed by the amount of capital, no shares issued.

Note4: The original investment amount is the foreign currency, at the prevailing exchange rate.

Note5: This transaction has been written off when the consolidated statement has been prepared.

Note6: In accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, only profit or loss of the company’s directly associates and joint ventures accounted for using equity method should be revealed.

(Continued)

  • 511 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(c) Information on investment in mainland China:

  • (i) The names of investees in Mainland China, the main businesses and products, and other information:

(In Thousands of New Taiwan Dollars)

Name of
investee
Main businesses
and products
Total
amount
of paid-in
capital
Method
of
investment
Accumulated
outflow of
investment from
Taiwan as of
January 1, 2021
Investment flows Investment flows Accumulated
outflow of
investment from
Taiwan as of
December 31, 2021
Net
income
(losses)
of the
investee
Percentage
of
ownership
Highest
percentage
of
ownership
Investment
income
(losses)
Book
value
Accumu-lated
remittance of
earnings in
current period
Outflow Inflow
Weihua
(Rudong) Trade
Co., Ltd.
Engaged in trading of
petroleum chemical
products, electronic
chemicals variety of
industrial gases, gas
mixtures and other
manufacturing sub
fitted trading
763,460 ( 2 )�
( 3 )
763,460 - - 763,460 13,491 100.00% 100.00% 13,491 499,650 -
Weiqiang
International
Trade
(Shanghai) Co.,
Ltd.
Engaged in trading of
petroleum chemical
products, electronic
chemicals variety of
industrial gases, gas
mixtures and other
manufacturing sub
fitted trading.
211,560 ( 1 )�
( 3 )
211,560 - - 211,560 42,024 100.00% 100.00% 42,024 171,441 -
Jiangsu
Weiming New
Material Co.,
Ltd. (original
name: Jiangsu
Weiming
Petrochemical
Corporation)
Engaged in trading of
petroleum chemical
products, electronic
chemicals variety of
industrial gases, gas
mixtures and other
manufacturing
subfitted trading
7,725,253 ( 2 ) 7,421,663 303,590 - 7,725,253 (232,855) 100.00% 100.00% (232,855) 6,789,159 -
Zhangzhou
Weida
Petrochemical
Co., Ltd.
Petrochemical
supporting facility
construction
- ( 2 ) 30,648 - (30,648) - 2 100.00% 100.00% 2 - -
Changzhou
Weicai New
Material
Science
&Technology
Co., Ltd.
Engaged in
engineering plastic
and high valued
petroleum chemical
products
1,411,845 ( 2 ) 1,324,893 - - 1,324,893 (151,226) 100.00% 100.00% (151,226) 865,748 -
Weiming
(Rudong)
Construction
Co., Ltd.
(Invested
through Jiansu
Weiming New
Material Co.,
Ltd.)
Engaged in
engineering consultant
services�engineering
construction�
engineering
management�trading
of petroleum chemical
product
129,665 ( 3 ) - - - - (513) 100.00% 100.00% (513) 129,753 -

(Continued)

  • 512 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(ii) Limitation on investment in Mainland China:

Accumulated Investment in Mainland China
as of December 31, 2021
Investment Amounts Authorized by
Investment Commission, MOEA
Upper Limit on Investment
10,919,107 14,362,341 Note 4

Note1: There are three ways to invest as follows:

  • (a) The Company directly invests in China.

  • (b) The Company through third regional company (UDL) invests in China.

  • (c) Others. (The Company through subsidiaries invest in China.)

Note2: Explanation for the field “net income (losses) of the investee” :

  • (a) If it is in preparation, no investment profit or loss, should be explained.

  • (b) There are three ways to identify the basis of investment profit or loss.

  • (b.1) financial statements audit by an international accounting firm with a relationship with a Taiwan accounting firm.

  • (b.2) financial statements audit by the Company’s audit CPA.

  • (b.3) others.

Note3: The amount in this table are presented in New Taiwan Dollar.

  • Note4: The cumulative investment amount or investment proportion to China cannot over the Company’ s net value of 60%. The Company got certified documents of operating headquarters issued by Industrial Development Bureau, MOEA on October 18, 2018, so not subject to the above regulations. Valid period to October 14, 2021. On October 19, 2021, the Company acquired the above documents and extend the valid period to October 12, 2024.

Note5: Zhangzhou Weida Petrochemical Co., Ltd. was dissolved and the liquidation process had been completed in January 2021.

(iii) Significant transactions:

The significant inter company transactions with the subsidiary in Mainland China, which were eliminated in the preparation of consolidated financial statements, are disclosed in “Information on significant transactions” and “Business relationships and significant intercompany transactions”.

  • (d) Major shareholders:None

(Continued)

  • 513 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(13) Segment information:

  • (a) General Information

The Group identifies arylonitrile & acetic acid department and caprolactam department as reportable segments based on factors such as product types, manufacturing procedure, customer types, and operating activities.

The reportable segments of the Group are independent business units which offer different products and services. Each business unit needs different technologies, resources and marketing strategies, thus should administer separately. The operating segment has a segment manager who is directly accountable to and maintains regular contact with the chief operating decision maker to discuss operating activities, financial results, forecasts, or plans for the segment.

  • (b) Information for each segment's revenue / expense, asset, liability, measurement basis, and adjustment

Non-operating income and loss, income tax expense (revenue) and non recurring gain or loss is not allocated to reportable segments. In addition, not all of the profit or loss of the reportable segments include significant non-cash items other than depreciation and amortization. Total reportable segments’ profit or loss is reconciled with the continuing operations’ profit or loss before tax.

There was no material inconsistency between the accounting policies adopted for the operating segment and the accounting policies described in note 4. The Group use the operating profit as the measurement for segment profit and the basis of performance assessment. Operating segments’ profit and loss and total assets exclude operating expenses and assets of the corporate management.

For the year ended December
31, 2021
Revenue
Revenues from external
customers
Revenues from transactions
with other operating
segments of the same entity
Total segment revenue
Depreciation and amortization
Reported segment profit or loss
Capital expenditure of non-
current assets
Segment assets
Segment liabilities
Acrylonitrile
& Acetic Acid
$ 18,297,148
-
$
18,297,148
$
385,738
$
3,842,822
$
527,940
$
7,121,701
$
4,022,887
Caprolactam
14,785,660
-
14,785,660
645,668
109,995
2,017,948
16,105,241
6,294,595
Other
6,287,119
322,868
6,609,987
213,388
748,454
1,802,246
114,609,678
45,811,844
Adjustment
and
eliminations
-
(322,868)
(322,868)
-
-
-
-
-
Total
39,369,927
-
39,369,927
1,244,794
4,701,271
4,348,134
137,836,620
56,129,326

(Continued)

  • 514 -

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND AFFILIATES Notes to the Consolidated Financial Statements

(c) Geographical Areas

The Group’ s non-current assets located overseas are immaterial. Revenues from domestic and overseas customers for the year ended December 31, 2021 were as follows:

For the year
ended
December 31,
Region 2021
Operating revenue from domestic sales $ 25,466,510
Asia 13,722,863
Other (individual areas under 10%) 180,554
Total operating revenue $ 39,369,927

(d) Major Customers

Customers generating over 10% of total revenue for the year ended December 31, 2021 were as follows:

follows:
For the year
ended
December 31,
Customers 2021
1001 $ 6,676,526
  • 515 -

(III) Affiliate Reports: None

  • II. Private placement of securities for the most recent year and until the date of publication of the annual report: None.

  • III. Holding or disposal of the Company's stock by subsidiaries for the most recent year and until the date of publication of the annual report: None.

  • IV. Supplementary Disclosure: None.

  • V. Conditions that will materially affect shareholders' equity or price of securities as referred to in Paragraph 2.2 of Article 36 of the Securities and Exchange Act:

Please refer to the Chinese annual report Pages 392~406 about litigations. Please refer to Pages 209~216 and Pages 261~266 about the land pollution case and the significant contingent liabilities and unrecognized contractual commitments referred to in the notes to financial statements.

  • 516 -

==> picture [87 x 43] intentionally omitted <==

==> picture [87 x 43] intentionally omitted <==

CHINA PETROCHEMICAL DEVELOPMENT CORPORATION

Chairman: Ruey-Long Chen

==> picture [44 x 44] intentionally omitted <==