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CPDC — Interim / Quarterly Report 2021
Nov 12, 2021
51772_rns_2021-11-12_e25a3957-381a-4c2e-96f6-bd772b186e27.pdf
Interim / Quarterly Report
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Stock Code:1314
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES
Consolidated Financial Statements
With Independent Auditors’ Review Report For the Three Months Ended March 31, 2021 and 2020
Address: No.1, Jingjian Rd., Dashe Dist., Kaohsiung City 815, Taiwan (R.O.C.) Telephone: 886-7-351-3521
The independent auditors’ 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’ report and consolidated financial statements, the Chinese version shall prevail.
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Table of contents
| Contents 1. Cover Page 2. Table of Contents 3. Independent Auditors’ Review Report 4. Consolidated Balance Sheets 5. Consolidated Statements of Comprehensive Income 6. Consolidated Statements of Changes in Equity 7. Consolidated Statements of Cash Flows 8. Notes to the Consolidated Financial Statements (1) Company history (2) Approval date and procedures of the consolidated financial statements (3) New standards, amendments and interpretations adopted (4) Summary of significant accounting policies (5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty (6) Explanation of significant accounts (7) Related-party transactions (8) Pledged assets (9) Commitments and contingencies (10) Losses Due to Major Disasters (11) Subsequent Events (12) Other (13) Other disclosures (a) Information on significant transactions (b) Information on investees (c) Information on investment in mainland China (14) Segment information |
Page |
|---|---|
| 1 2 3 4 5 6 7 8 8 8~9 9~13 13 14~65 65~67 68 69~73 74 74 74 75~77 78~79 79~80 81~82 |
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Independent Auditors’ Review Report
To the Board of Directors China Petrochemical Development Corporation:
Introduction
We have reviewed the accompanying consolidated balance sheets of China Petrochemical Development Corporation and its subsidiaries as of March 31, 2021 and 2020, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the three months ended March 31, 2021 and 2020, and notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.
Scope of Review
Except as explained in the Basis for Qualified Conclusion paragraph, we conducted our reviews in accordance with Statement of Auditing Standard 65, “ Review of Financial Information Performed by the Independent Auditor of the Entity”. A review of the consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the generally accepted auditing standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for Qualified Conclusion
As stated in note 4(b), the consolidated financial statements included the financial statements of certain nonsignificant subsidiaries, which were not reviewed by independent auditors. These financial statements reflect total assets amounting to $33,051,867 and $30,114,035 thousand, constituting 30.69% and 30.07% of consolidated total assets at March 31, 2021 and 2020, respectively, total liabilities amounting to $5,209,955 and $5,064,906 thousand, constituting 14.40% and 17.08% of consolidated total liabilities at March 31, 2021 and 2020, respectively, and total comprehensive income(loss) amounting to $84,205 thousand and $(67,228) thousand, constituting 12.81% and 13.65% of consolidated total comprehensive income (loss) for the three months ended March 31, 2021 and 2020, respectively.
Furthermore, as stated in note 6(g), the other equity accounted investments of China Petrochemical Development Corporation and its subsidiaries in its investee companies of $1,159,069 thousand and $963,546 thousand as of March 31, 2021 and 2020, respectively, and its equity in net earnings on these investee companies of $69,629 thousand and $14,092 thousand for the three months ended March 31, 2021 and 2020, respectively, were recognized solely on the financial statements prepared by these investee companies, but not reviewed by independent auditors.
3-1
Qualified Conclusion
Except for the adjustments, if any, as might have been determined to be necessary had the financial statements of certain consolidated subsidiaries and equity accounted investee companies described in the Basis for Qualified Conclusion paragraph above been reviewed by independent auditors, based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of China Petrochemical Development Corporation and its subsidiaries as of March 31, 2021 and 2020, and of its consolidated financial performance and its consolidated cash flows for the three months ended March 31, 2021 and 2020 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “ Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Emphasis of Matter
As described in notes 6(j) and 6(q) of the notes to the consolidated financial statements, a portion of the land at the Anshun plant, which is located in Annan Dist., Tainan City, was polluted. A remediation project was submitted for approval in accordance with the related regulations, and the relevant remediation project expenses had been accrued. Nevertheless, China Petrochemical Development Corporation has dissent regarding the attribution of responsibilities for remediation, and will continue to seek administrative and judicial remedies. Our opinion is not modified in respect of this matter.
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) May 12, 2021
Notes to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally accepted and applied in the Republic of China.
The independent auditors’ review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ review report and consolidated financial statements, the Chinese version shall prevail.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
March 31, 2021, December 31, 2020, and March 31, 2020 (Expressed in Thousands of New Taiwan Dollars)
| March 31, 2021 Assets Amount % Current assets: 1100 Cash and cash equivalents (note 6(a)) $ 6,522,650 6 1110 Current financial assets at fair value through profit or loss (note 6(b)) 876,202 1 1120 Current financial assets at fair value through other comprehensive income (note 6(c)) 9,412 - 1170 Notes and accounts receivable, net (note 6(d)) 3,471,297 3 1180 Accounts receivable related parties, net (notes 6(d) and 7) 64,564 - 1200 Other receivables (notes 6(d) and 7) 235,454 - 130X Inventories (note 6(e)) 12,920,034 12 1410 Prepayments 1,645,894 2 1470 Other current assets (note 6(f)) 3,606,676 3 Total current assets 29,352,183 27 Non-current assets: 1510 Non-current financial assets at fair value through profit or loss (note 6(b)) 10,746,855 10 1517 Non-current financial assets at fair value through other comprehensive income (note 6(c)) 2,678,933 3 1551 Investments accounted for using equity method (note 6(g)) 2,072,262 2 1600 Property, plant and equipment (note 6(h)) 23,821,333 22 1755 Right-of-use assets (note 6(i)) 891,546 1 1760 Investment property, net (note 6(j)) 37,626,827 35 1780 Intangible assets (note 6(k)) 170,100 - 1840 Deferred income tax assets (notes 4 and 6(t)) 11,023 - 1900 Other non-current assets (note 8) 327,003 - Total non-current assets 78,345,882 73 Total assets $ 107,698,065 100 |
December 31, 2020 Amount % 7,479,899 7 829,533 1 9,195 - 1,784,564 2 51,106 - 144,294 - 12,665,959 12 1,246,404 1 2,878,214 3 27,089,168 26 10,746,855 10 2,799,521 3 2,038,003 2 23,226,955 22 872,937 1 37,626,827 36 159,173 - 11,023 - 339,528 - 77,820,822 74 104,909,990 100 |
March 31, 2020 Amount % 7,739,813 8 624,534 1 8,721 - 1,893,943 2 42,569 - 301,024 - 11,482,350 11 1,841,556 2 3,686,215 4 27,620,725 28 10,151,912 10 1,735,496 2 1,862,739 2 20,754,906 21 826,025 1 36,729,182 36 175,626 - 11,023 - 283,955 - 72,530,864 72 100,151,589 100 Liabilities and Equity Current liabilities: 2100 Short-term loans (note 6(l)) 2130 Current contract liabilities (note 6(w)) 2170 Accounts payable 2200 Other payables (note 7) 2230 Current tax liabilities (notes 4 and 6(t)) 2250 Provisions-current (notes 4, 6(q) and 6(s)) 2280 Lease liabilities-current (note 6(p)) 2320 Long-term liabilities-current portion (note 6(m)) 2399 Other current liabilities, others Total current liabilities Non-Current liabilities: 2530 Bonds payable (note 6(n)) 2540 Long-term bank loans (note 6(m)) 2550 Provisions-non-current (notes 4, 6(q) and 6(s)) 2570 Deferred income tax liabilities (notes 4 and 6(t)) 2580 Lease liabilities-non-current (note 6(p)) 2611 Long-term bills payable (note 6(o)) 2670 Other non-current liabilities, others Total non-current liabilities Total liabilities Equity attributable to owners of parent: 3110 Common stock (note 6(u)) 3200 Capital surplus (note 6(u)) Retained earnings (note 6(u)): 3310 Legal reserve 3320 Special reserve 3350 Unappropriated earnings Others (note 6(u)): 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 equity Total liabilities and equity |
March 31, 2021 | December 31, 2020 | March 31, 2020 Amount % 5,033,873 5 10,487 - 1,218,009 1 1,267,023 2 88,673 - 54,611 - 39,213 - 2,736,552 3 56,802 - 10,505,243 11 - - 4,840,294 5 1,949,005 2 7,021,545 7 203,021 - 5,009,246 5 125,315 - 19,148,426 19 29,653,669 30 32,848,502 33 583,181 1 2,137,330 2 35,490,262 35 1,911,833 2 39,539,425 39 (897,976) (1) (1,651,270) (2) (2,549,246) (3) 70,421,862 70 76,058 - 70,497,920 70 100,151,589 100 |
||
|---|---|---|---|---|---|---|---|
| Amount % |
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 - 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 32 583,815 1 2,311,174 2 35,601,629 34 1,287,983 1 39,200,786 37 (966,202) (1) (854,259) (1) (1,820,461) (2) 70,812,642 68 55,389 - 70,868,031 68 104,909,990 100 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
For the three months ended March 31, 2021 and 2020
(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)
| 4000 Operating revenues (notes 6(w) 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(y)) 7010 Other income (notes 6(y) and 7) 7020 Other gains and losses (note 6(y)) 7050 Finance costs (notes 6(p) and 6(y)) 7060 Shares of profit (loss) of associates and joint ventures accounted for using equity method, net (note 6(g)) Total non-operating income and expenses Income before income tax 7950 Less: income tax expenses (notes 4 and 6(t)) Net income 8300 Other comprehensive income (loss): 8310 Items that may not be reclassified subsequently to profit or loss: 8316 Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 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 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 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 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 Net income (loss) 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 (note 6(v)) 9750 Basic earnings per share 9850 Diluted earnings per share |
For the three month | s ended March 31 2020 Amount % 5,301,075 100 5,054,619 95 246,456 5 164,846 3 181,018 4 88,847 2 - - 434,711 9 (188,255) (4) 44,264 1 147,944 3 44,535 1 (55,910) (1) 11,182 - 192,015 4 3,760 - 2,004 - 1,756 - (404,251) (7) 3,587 - - - (400,664) (7) (93,276) (2) (241) - - - (93,517) (2) (494,181) (9) (492,425) (9) 2,737 (981) - 1,756 (491,388) (9) (1,037) - (492,425) (9) - - |
|---|---|---|
| 2021 Amount % $ 7,436,525 100 6,324,757 85 1,111,768 15 203,922 3 257,216 4 100,446 1 - - 561,584 8 550,184 7 53,451 1 48,215 1 1,245 - (56,756) (1) 73,337 1 119,492 2 669,676 9 13,491 - 656,185 9 (120,371) (2) 4,339 - - - (116,032) (2) 120,030 2 (2,706) - - - 117,324 2 1,292 - $ 657,477 9 $ 657,521 9 (1,336) - $ 656,185 9 $ 658,654 9 (1,177) - $ 657,477 9 $ 0.20 $ 0.20 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES
Consolidated Statements of Changes in Equity For the three months ended March 31, 2021 and 2020 (Expressed in Thousands of New Taiwan Dollars)
| Balance at January 1, 2020 Net income for the three months ended March 31, 2020 Other comprehensive income for the three months ended March 31, 2020 Total comprehensive income for the three months ended March 31, 2020 Issue of shares Disposal of investments in equity instruments designated at fair value through other comprehensive income Balance at March 31, 2020 Balance at January 1,2021 Net income for the three months ended March 31, 2021 Other comprehensive income for the three months ended March 31, 2021 Total comprehensive income for the three months ended March 31, 2021 Balance at March 31, 2021 |
Equity attributable | Equity attributable | t | o owners of parent | o owners of parent | Non-controlling interests |
Total equity | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary shares |
Capital surplus | Retained earnings | Total other equity interest | Total equity attributable to owners of parent |
|||||||||||||||
| Exchange differences on translation of foreign financial statements |
Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income |
||||||||||||||||||
| Legal reserve | Special reserve | Unappropriated retained earnings |
|||||||||||||||||
| $ 28,348,502 - - - 4,500,000 - $ 32,848,502 $ 32,848,502 - - - $ 32,848,502 |
1,286,700 - - |
2,137,330 - - |
35,490,262 - - |
1,779,147 2,737 3,650 6,387 - 126,299 1,911,833 1,287,983 657,521 4,329 661,850 1,949,833 |
(804,515) - (93,461) (93,461) - - (897,976) (966,202) - 117,165 117,165 (849,037) |
(1,120,657) - (404,314) (404,314) - (126,299) (1,651,270) (854,259) - (120,361) (120,361) (974,620) |
67,116,769 2,737 (494,125) (491,388) 3,796,481 - 70,421,862 70,812,642 657,521 1,133 658,654 71,471,296 |
77,095 (981) (56) (1,037) - - 76,058 55,389 (1,336) 159 (1,177) 54,212 |
67,193,864 1,756 (494,181) |
||||||||||
| - | - | - | (492,425) | ||||||||||||||||
| - - |
- - |
3,796,481 - |
|||||||||||||||||
| 2,137,330 | 35,490,262 | 70,497,920 | |||||||||||||||||
| 2,311,174 | 35,601,629 | 70,868,031 | |||||||||||||||||
| - - |
- - |
- - |
656,185 1,292 |
||||||||||||||||
| - | - | - | 657,477 | ||||||||||||||||
| $ 32,848,502 |
2,311,174 | 35,601,629 | 71,525,508 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the three months ended March 31, 2021 and 2020
(Expressed in Thousands of New Taiwan Dollars)
| Cash flows from (used in) operating activities: Income 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 Share of profit of associates and joint ventures accounted for using equity method Loss on disposal of property, plant and equipment Impairment loss on non-financial assets 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 in other receivables Increase in inventories Increase in prepayments Increase in other current assets Total changes in operating assets Decrease in contract liabilities Increase (decrease) in accounts payable Increase (decrease) in other payable Decrease in provisions Increase (decrease) 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 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 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 property, plant and equipment Acquisition of intangible assets Cash inflows due to combination Increase in other financial assets Decrease (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 long-term debt Repayments of long-term debt Increase in long-term bills payable Decrease in long-term bills payable Payment of lease liabilities Decrease in other non-current liabilities Capital increase by cash Interest paid Net cash flows from financing activities Effect of exchange rate changes on cash and cash equivalents Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
For the three month | s ended March 31 2020 3,760 225,912 3,656 (29,843) 55,910 (44,264) (11,182) - 34,605 - |
|---|---|---|
| 2021 $ 669,676 267,451 2,137 (59,030) 56,756 (53,451) (73,337) 10 209 (15) 140,730 (1,687,149) (13,458) (53,974) (254,285) (399,490) (11,878) (2,420,234) (972) 523,059 91,094 (75,623) 42,442 580,000 (1,840,234) (1,699,504) (1,029,828) 16,265 (52,066) (5,547) (1,071,176) - - (111,500) 123,861 (790,558) (10,887) - (716,584) 12,459 54,761 (1,438,448) 5,422,232 (5,023,396) 7,290,330 (6,694,540) 7,365,000 (6,873,100) (14,528) (11,432) - (1,382) 1,459,184 93,191 (957,249) 7,479,899 $ 6,522,650 |
||
| 234,794 | ||
| (247,179) 15,195 (30,943) (1,812,998) (345,651) (140,190) |
||
| (2,561,766) | ||
| (77,776) (98,360) (471,836) (121,176) (207) |
||
| (769,355) | ||
| (3,331,121) | ||
| (3,096,327) | ||
| (3,092,567) 27,964 (54,800) (714) |
||
| (3,120,117) | ||
| (87,499) 299,070 (380,978) 371,672 (777,953) (809) 13 (2,928,302) (132,908) 447,946 |
||
| (3,189,748) | ||
| 3,797,000 (2,242,558) 2,481,605 (3,343,740) 5,115,100 (4,600,000) (14,648) (301) 3,796,481 (1,102) |
||
| 4,987,837 | ||
| (54,412) (1,376,440) 9,116,253 |
||
| 7,739,813 |
See accompanying notes to consolidated financial statements.
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(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 SUBSIDIARIES Notes to the Consolidated Financial Statements
March 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, acetic acid and nylon.
(2) Approval date and procedures of the consolidated financial statements:
The accompanying financial statements for the three months ended March 31, 2021 and 2020 were authorized for issuance by the Board of Directors on May 12, 2021.
(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. (“FSC”) 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, IAS 39, IFRS 7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform - Phase 2”
-
(b) The impact of IFRS issued by the FSC but not yet effective
The Group assesses that the adoption of the following new amendments, effective for annual period beginning on April 1, 2021, would not have a significant impact on its consolidated financial statements:
-
●Amendments to IFRS 16 “Covid-19-Related Rent Concessions beyond June 30, 2021”
-
(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”
(Continued)
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CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
-
-
●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”
-
-
-
●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”
-
●Amendments to IAS 1 “Disclosure of Accounting Policies”
-
●Amendments to IAS 8 “Definition of Accounting Estimates”
(4) Summary of significant accounting policies:
(a) Statement of compliance
These consolidated financial statements have been prepared in accordance with the preparation and guidelines of IAS 34 “Interim Financial Reporting” which are endorsed and issued into effect by FSC, and do not include all of the information required by the Regulations and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed and issued into effect by the FSC (hereinafter referred to IFRS endorsed by the FSC) for a complete set of the annual consolidated financial statements.
Except the following accounting policies mentioned below, the significant accounting policies adopted in the consolidated financial statements are the same as those in the consolidated financial statement for the year ended December 31, 2020. For the related information, please refer to note 4 of the consolidated financial statements for the year ended December 31, 2020.
(b) Basis of consolidation
- (i) 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 |
Shareholding rat | Shareholding rat | io March 31, 2020 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 March 31, 2021, December 31 and March 31, 2020, TSCIC's actual paid-in capital amounted to $960,000 thousand. % 100.00 CPDC GT was established on May 31, 1999. As of March 31, 2021, December 31 and March 31, 2020, CPDC GT's 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 March 31, 2021, December 31 and March 31, 2020, CPDC (BVI)'s actual paid-in capital amounted to USD26,580 thousand. |
|---|---|---|---|---|---|
| March 31, 2021 % 100.00 % 100.00 % 100.00 |
December 31, 2020 % 100.00 % 100.00 % 100.00 |
||||
| 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)) |
(Continued)
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CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Name of investors | Name of subsidiaries | Nature of business Real estate investment and development Holding company 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 |
Shareholding rat | Shareholding rat | io March 31, 2020 Notes % 100.00 BES Twin Towers was established on March 1, 2011. It increased its capital by retained earnings amounting to $681,112 thousand on May 11, 2020. As of March 31, 2021, December 31 and March 31, 2020, BES Twin Towers' actual paid-in capital amounted to $5,800,121 thousand, $5,800,121 thousand and $3,681,009 thousand, respectively. % 100.00 UDL was established on May 20, 2008. As of March 31, 2021, December 31 and March 31, 2020, UDL's actual paid- in capital amounted to USD313,851 thousand, USD313,851 thousand and USD255,368 thousand, respectively. % 0.49 Weiming was established on May 16, 2013. It increased its capital through UDL both amounting to CNY200,000 thousand on November 13 and June 19, 2020, respectively. The said amounts were verified on November 17 and June 29, 2020, respectively. As of March 31, 2021, December 31 and March 31, 2020, Weiming's actual paid in capital amounted to CNY1,618,000 thousand, CNY1,618,000 thousand and CNY1,218,000 thousand, respectively. % 44.52 Weiqiang was established on May 9, 2013. As of March 31, 2021, December 31 and March 31, 2020, Weiqiang's actual paid-in capital amounted to CNY44,920 thousand. % 97.87 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 March 31, 2021, December 31 and March 31, 2020, Thanh Phong's actual paid-in capital amounted to VND458,637,500 thousand, VND458,637,500 thousand and VND468,637,500 thousand, respectively. % 100.00 Ding-Yue was established on October 11, 1995 and increased its capital amounting to $2,500,000 thousand by the Company on February 26, 2020. As of March 31, 2021, December 31 and March 31, 2020, its actual paid-in capital amounted to $10,040,000 thousand. % 4.02 Weihua was established on December 10, 2012. As of March 31, 2021, December 31 and March 31, 2020, Weihua's actual paid-in capital amounted to CNY156,289 thousand. |
|---|---|---|---|---|---|
| March 31, 2021 % 100.00 % 100.00 % 0.37 % 44.52 % 100.00 % 100.00 % 4.02 |
December 31, 2020 % 100.00 % 100.00 % 0.37 % 44.52 % 100.00 % 100.00 % 4.02 |
||||
| The Company The Company The Company The Company The Company The Company Tsou Seen Chemical Industries Corporation |
BES Twin Towers Development Co., Ltd. (BES Twin Towers) Unichem Development Limited (UDL) Jiangsu Weiming Petrochemical Corporation (Weiming) 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) |
(Continued)
11
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Name of investors | Name of subsidiaries | Nature of business 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 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 Consultancy Engaged in trading of petroleum chemical products, electronic chemicals, a variety of industrial gases, gas mixtures and other manufacturing sub-fitted trading Management consultant |
Shareholding rat | Shareholding rat | io March 31, 2020 Notes % 55.48 Weiqiang was established on May 9, 2013. As of March 31, 2021, December 31 and March 31, 2020, Weiqiang's actual paid-in capital amounted to CNY44,920 thousand. % 91.10 Taivex Therapeutics was established on February 11, 2010. TSCIC invested in Taivex Therapeutics on August 18, 2010. As of March 31, 2021, December 31 and March 31, 2020, Taivex's actual paid-in capital amounted to $507,399 thousand. % 99.51 Weiming was established on May 16, 2013. It increased its capital through UDL both amounting to CNY200,000 thousand on November 13 and June 19, 2020, respectively. The said amounts were verified on November 17 and June 29, 2020, respectively. As of March 31, 2021, December 31 and March 31, 2020, Weiming's actual paid in capital amounted to CNY1,618,000 thousand, CNY1,618,000 thousand and CNY1,218,000 thousand, respectively. % 95.98 Weihua was established on December 10, 2012. As of March 31, 2021, December 31 and March 31, 2020, Weihua's actual paid-in capital amounted to CNY156,289 thousand. % 100.00 Weida was established on November 26, 2012 and was dissolved on November 8, 2019. The liquidation process had been completed on December 30, 2020. As of March 31, 2021, December 31 and March 31, 2020, Weida's actual paid-in capital amounted to USD0 thousand, USD0 thousand and USD450 thousand, respectively. % 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 March 31, 2021, December 31 and March 31, 2020, Weida PC's actual paid-in capital amounted to CNY0 thousand, CNY6,000 thousand and CNY6,000 thousand, respectively. % 100.00 Weiqin was established on April 29, 2016 and was dissolved on March 12, 2020. The liquidation process had been completed on July 28, 2020. As of March 31, 2021, December 31 and March 31, 2020, Weiqin's actual paid in capital amounted to CNY0 thousand, CNY0 thousand and CNY6,000 thousand, respectively. |
|---|---|---|---|---|---|
| March 31, 2021 % 55.48 % 91.10 % 99.63 % 95.98 % - % - % - |
December 31, 2020 % 55.48 % 91.10 % 99.63 % 95.98 % - % 100.00 % - |
||||
| Tsou Seen Chemical Industries Corporation Tsou Seen Chemical Industries Corporation Unichem Development Limited Unichem Development Limited Unichem Development Limited Unichem Development Limited Unichem Development Limited |
Weiqiang International Trade (Shanghai) Co., Ltd. (Weiqiang) Taivex Therapeutics Corporation (Taivex Therapeutics) Jiangsu Weiming Petrochemical Corporation (Weiming) Weihua (Rudong) Trade Co., Ltd. (Weihua) Weida (Zhangzhou) Consultant Service Co., Ltd. (Weida) Zhangzhou Weida Petrochemical Co., Ltd. (Weida PC) Kunshan Weiqin Management consultant Co., Ltd. (Weiqin) |
(Continued)
12
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Name of investors | Name of subsidiaries | Nature of business Engaged in engineering plastic and high-value petroleum chemical products 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 rat | Shareholding rat | io March 31, 2020 Notes % 100.00 Weicai was established on January 6, 2015 and acquired by UDL on November 5, 2018. As of March 31, 2021, December 31 and March 31, 2020, Weicai's actual paid-in capital amounted to CNY414,955 thousand. % - Weiming Construction was established on October 26, 2020. It increased its capital through Weiming amounting to CNY14,080 thousand on January 26, 2021. The said amount was verified on April 2, 2021. As of March 31, 2021, December 31 and March 31, 2020, Weiming Construction's actual paid in capital amounted to CNY15,080 thousand, CNY1,000 thousand and CNY1,000 thousand, respectively. % 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 March 31, 2021, December 31 and March 31, 2020, Frontier fortune's actual paid in capital amounted to USD93,060 thousand, USD93,060 thousand and USD43,060 thousand, respectively. % 100.00 Core Pacific Twin Star (Myanmar) was established on February 16, 2017. As of March 31, 2021, December 31 and March 31, 2020, Core Pacific Twin Star (Myanmar)'s actual paid-in capital amounted to USD5,500 thousand. % 99.99 Gemini Star (India) was established on January 8, 2019. As of March 31, 2021, December 31 and March 31, 2020, its actual paid-in capital amounted to INR21,000 thousand. % 97.70 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. As of March 31, 2021, December 31 and March 31, 2020, its actual paid in capital amounted to VND2,025,000,000 thousand, VND2,025,000,000 thousand and VND870,000,000 thousand, respectively. % 80.00 Core Pacific Pioneer was established on May 24, 2018. As of March 31, 2021, December 31 and March 31, 2020, its actual paid-in capital amounted to MMK1,512,540 thousand. % 100.00 Da Yin Construction Engineering was established on November 24, 1972. As of March 31, 2021, December 31 and March 31, 2020, its actual paid-in capital amounted to $22,500 thousand. |
|---|---|---|---|---|---|
| March 31, 2021 % 100.00 % 100.00 % 100.00 % 100.00 % 99.99 % 99.01 % 80.00 % 100.00 |
December 31, 2020 % 100.00 % 100.00 % 100.00 % 100.00 % 99.99 % 97.70 % 80.00 % 100.00 |
||||
| Unichem Development Limited Jiangsu Weiming Petrochemical Corporation (Weiming) 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) |
Changzhou Weicai New Material Science & Technology Co., Ltd. (Weicai) 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 (Myanmar)) Da Yin Construction Engineering Co., Ltd. (Da Yin Construction Engineering) |
(Continued)
13
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (ii) Subsidiaries not included in the consolidated financial statements
| Name of investors | Name of subsidiaries | Nature of business Holding company |
Shareholding rat | Shareholding rat | io March 31, 2020 Notes % 100.00 Rich was established on March 21, 2007 and was dissolved on December 25, 2019. The remittance of paid share had been completed on April 24 and April 30, 2020, respectively, and the liquidation process had been completed on July 28, 2020. As of September 30, 2020, and December 31, 2019, its actual paid-in capital amounted to USD0 thousand and USD180 thousand, and its total assets represented 0%, 0% and 0.01% of consolidated total assets, respectively. |
|---|---|---|---|---|---|
| March 31, 2021 % - |
December 31, 2020 % - |
||||
| The Company | Rich Equities Ltd. (Rich) |
(c) Income taxes
The income tax expenses have been prepared and disclosed in accordance with paragraph B12 of International Financial Reporting Standards 34, Interim Reporting. (IAS34.16A(a))
Income tax expenses for the period are best estimated by multiplying pre-tax income for the interim reporting period using the effective annual tax rate as forecasted by the management. This should be recognized fully as tax expense for the current period.
Temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases shall be measured based on the tax rates that have been enacted or substantively enacted at the time of the asset or liability is recovered or settled, and be recognized directly in equity or other comprehensive income as tax expense.
(d) Employee benefits
The pension cost in the interim period was calculated and disclosed on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year.
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:
The preparation of the consolidated financial statements in conformity with the Regulations and IFRSs (in accordance with IAS 34 “Interim Financial Reporting” and endorsed by the FSC) requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.
The preparation of the consolidated interim financial statements, estimates and underlying assumptions are reviewed on an ongoing basis which are in conformity with the consolidated financial statements for the year ended December 31, 2020. For related information, please refer to note 5 of the consolidated financial statements for the year ended December 31, 2020.
(Continued)
14
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(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 |
March 31, 2021 $ 9,714 3,404,658 3,108,253 25 $ 6,522,650 |
December 31, 2020 1,806 3,668,398 3,659,705 149,990 7,479,899 |
March 31, 2020 |
|---|---|---|---|
| 1,718 3,785,730 3,710,990 241,375 7,739,813 |
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(z) 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 Stocks listed on domestic markets Subtotal Non-current financial assets designated at fair value through profit or loss: Stocks unlisted on domestic markets Total |
March 31, 2021 $ - 876,202 876,202 10,746,855 $ 11,623,057 |
December 31, 2020 11,791 817,742 829,533 10,746,855 11,576,388 |
March 31, 2020 |
|---|---|---|---|
| 21,768 602,766 |
|||
| 624,534 | |||
| 10,151,912 | |||
| 10,776,446 |
Please refer to note 6(y) for the gain or loss on financial assets recognized at fair value through profit or loss.
(Continued)
15
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The dividends income from the financial assets recognized at fair value through profit or loss for the three months ended March 31, 2021 and 2020, amounted to $0 thousand and $30,730 thousand, respectively.
The Group holds 582,362 thousand shares of the common and preferred stock of Core Pacific City Co., Ltd as of March 31, 2021, December 31 and March 31, 2020. The amount accounted for gain from investments in equity instruments at fair value through profit or loss was $- thousand and $208,918 thousand for the three months ended March 31, 2021 and 2020, respectively.
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 March 31, 2021, December 31 and March 31, 2020.
- (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 |
March 31, 2021 $ 9,412 1,938,464 740,469 2,678,933 $ 2,688,345 |
December 31, 2020 9,195 2,059,052 740,469 2,799,521 2,808,716 |
March 31, 2020 |
|---|---|---|---|
| 8,721 | |||
| 1,292,999 442,497 |
|||
| 1,735,496 | |||
| 1,744,217 |
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(u) 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 three months ended March 31, 2021 and 2020, both amounted to $0 thousand.
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 are accounted for as non-current financial assets at fair value through other comprehensive income.
(Continued)
16
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES 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 19, 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 2017 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 March 31, 2021, December 31 and March 31, 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.
(Continued)
17
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(d) Notes, accounts and other receivables
| Notes receivable Accounts receivable (including related parties) Other receivables Less: allowance for doubtful receivables Net book value |
March 31, 2021 $ 641,159 3,227,559 235,454 (332,857) $ 3,771,315 |
December 31, 2020 375,689 1,906,374 149,618 (451,717) 1,979,964 |
March 31, 2020 |
|---|---|---|---|
| 428,158 1,953,170 306,277 (450,069) 2,237,536 |
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 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 |
March 31, 2021 | ||
|---|---|---|---|
| Carrying amount of account receivables Weighted average expected credit loss $ 3,772,544 0%~2.49% 64,399 0%~0.87% 29,639 0%~2.94% 237,590 100% $ 4,104,172 December 31, 2020 |
Allowance for expected credit loss |
||
| 93,836 560 871 237,590 |
|||
| 332,857 | |||
| 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 |
(Continued)
18
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Not past due Over 0~30 days Over 31~120 days Past due more than 1 year |
March 31, 2020 | ||
|---|---|---|---|
| Carrying amount of account receivables $ 2,308,512 6,528 17,713 354,852 $ 2,687,605 |
Weighted average expected credit loss 0%~4.09% 0%~1.26% 0%~4.25% 100% |
Allowance for expected credit loss |
|
| 94,383 82 752 354,852 |
|||
| 450,069 |
The movement of the allowance for notes, accounts and other receivables were as follows:
| Balance at January 1 Amounts written off Foreign exchange gains/(losses) Balance at March 31 |
For the three months ended March 31, 2021 2020 $ 451,717 451,529 (119,275) - 415 (1,460) $ 332,857 450,069 |
|---|---|
| 2021 $ 451,717 (119,275) 415 $ 332,857 |
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 completed. The unrecoverable allowance of $119,275 thousand had been written off. For relevant information, please refer to note 9(j).
As of March 31, 2021, December 31 and March 31, 2020, the aforesaid receivables were not pledged as collateral.
For credit risk information, please refer to note 6(z).
(Continued)
19
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(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 |
March 31, 2021 $ 752,785 350,292 1,567,149 14,429 320,149 3,004,804 9,401,159 415,441 9,423 13,535 75,672 9,915,230 $ 12,920,034 |
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 |
March 31, 2020 |
|---|---|---|---|
| 585,154 412,420 957,777 23,751 43,552 |
|||
| 2,022,654 | |||
| 9,340,010 - 9,423 13,535 96,728 |
|||
| 9,459,696 | |||
| 11,482,350 |
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 March 31, 2021, December 31 and March 31, 2020, the accumulated payments both $9,340,010 thousand, and the unpaid amounts both $27,860,000, respectively. As of March 31, 2021, the above-mentioned land had not yet been handed over.
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 March 31, 2021, the Group paid the full price and completed the registration of land ownership transfer.
(Continued)
20
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The details of the cost of sales were as follows:
For the three months ended March
| 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 |
31, | |
|---|---|---|
| 2021 $ 6,121,458 209 (268) 206,333 (2,975) $ 6,324,757 |
2020 | |
| 4,787,488 34,605 843 234,377 (2,694) |
||
| 5,054,619 |
As of March 31, 2021, December 31 and March 31, 2020, the aforesaid inventories were not pledged as collateral.
- (f) Other current assets
| Other financial assets Others |
March 31, 2021 $ 3,191,798 414,878 $ 3,606,676 |
December 31, 2020 2,475,214 403,000 2,878,214 |
March 31, 2020 |
|---|---|---|---|
| 3,138,702 547,513 |
|||
| 3,686,215 |
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:
| Subsidiaries Associates Total |
March 31, 2021 $ - 2,072,262 $ 2,072,262 |
December 31, 2020 - 2,038,003 2,038,003 |
March 31, 2020 |
|---|---|---|---|
| 5,148 1,857,591 |
|||
| 1,862,739 |
(Continued)
21
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) The Group’ s investments accounted for using the equity method that are individually insignificant were as follows:
| insignificant were as follows: | |||
|---|---|---|---|
| Carrying value of insignificant subsidiaries Carrying value of insignificant associates |
March 31, 2021 $ - $ 4,948,982 |
December 31, 2020 - 4,867,651 |
March 31, 2020 |
| 5,148 | |||
| 4,418,942 | |||
| Attribution to the Group Profit from continuing operations Other comprehensive income Total comprehensive income |
For the three months ended March 31, |
For the three months ended March 31, |
|---|---|---|
| 2021 $ 73,337 1,633 $ 74,970 |
2020 | |
| 11,182 3,346 |
||
| 14,528 |
(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 $0 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) Collateral
As of March 31, 2021, December 31 and March 31, 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.
- (v) The unreviewed financial statements of investments accounted for using equity method
As of March 31, 2021, except for Jean Pacific Development Co., Ltd., Zhong Gong Baoquan Ltd., Kaohsiung Monomer Company Limited and Core Pacific Overseas Holdings Ltd., investments were accounted for by using the equity method, and the share of profit or loss and other comprehensive income of those investments were calculated based on the financial statements that have not been reviewed.
As of March 31, 2020, except for Jean Pacific Development Co., Ltd., Rich Equities Ltd., Zhong Gong Baoquan Ltd., Kaohsiung Monomer Company Limited and Core Pacific Overseas Holdings Ltd., investments were accounted for by using the equity method, and the share of profit or loss and other comprehensive income of those investments were calculated based on the financial statements that have not been reviewed.
(Continued)
22
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(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 Effect of movements in exchange rate Balance as of March 31, 2021 Balance as of January 1, 2020 Additions Disposal Reclassification Adjustment Effect of movements in exchange rate Balance as of March 31, 2020 Depreciation and impairment loss: Balance as of January 1, 2021 Depreciation for the period Disposal Effect of movements in exchange rate Balance as of March 31, 2021 Balance as of January 1, 2020 Depreciation for the period Disposal Effect of movements in exchange rate Balance as of March 31, 2020 Carrying amounts: Balance as of January 1, 2021 Balance as of March 31, 2021 Balance as of January 1, 2020 Balance as of March 31, 2020 |
Land $ 5,730,777 - - - - $ 5,730,777 $ 5,730,777 - - - - - $ 5,730,777 $ - - - - $ - $ - - - - $ - $ 5,730,777 $ 5,730,777 $ 5,730,777 $ 5,730,777 |
Land improvements 293,880 - - - - 293,880 292,822 - - 742 - - 293,564 227,439 1,383 - - 228,822 223,021 1,547 - - 224,568 66,441 65,058 69,801 68,996 |
Buildings 4,560,436 - - - 10,218 4,570,654 3,741,728 305 - 21,246 - (11,675) 3,751,604 1,514,351 34,892 - 1,510 1,550,753 1,388,882 30,943 - (2,249) 1,417,576 3,046,085 3,019,901 2,352,846 2,334,028 |
Machinery and equipment 44,020,701 5,670 (2,221) 194,512 6,717 44,225,379 43,102,929 1,287 (42,442) 343,528 - (12,357) 43,392,945 34,641,268 204,333 (2,211) 3,170 34,846,560 34,383,105 168,042 (42,442) (5,047) 34,503,658 9,379,433 9,378,819 8,719,824 8,889,287 |
Vehicles 86,911 2,229 - 69 149 89,358 81,998 141 (16) 4,522 - (225) 86,420 57,052 1,717 - 60 58,829 56,899 1,310 (16) (94) 58,099 29,859 30,529 25,099 28,321 |
Other facilities 278,762 1,176 - 20,826 361 301,125 269,529 511 (617) 2,909 (2,000) (634) 269,698 188,315 6,322 - 247 194,884 173,343 5,276 (617) (362) 177,640 90,447 106,241 96,186 92,058 |
Construction in progress 9,922,491 781,483 - (215,407) 40,019 10,528,586 8,319,324 775,709 - (372,947) (1,425) (70,644) 8,650,017 - - - - - - - - - - 9,922,491 10,528,586 8,319,324 8,650,017 |
Accumulated impairment - - - - - - - - - - - - - 5,038,578 - - - 5,038,578 5,038,578 - - - 5,038,578 (5,038,578) (5,038,578) (5,038,578) (5,038,578) |
Total |
|---|---|---|---|---|---|---|---|---|---|
| 64,893,958 790,558 (2,221) - 57,464 |
|||||||||
| 65,739,759 | |||||||||
| 61,539,107 777,953 (43,075) - (3,425) (95,535) |
|||||||||
| 62,175,025 | |||||||||
| 41,667,003 248,647 (2,211) 4,987 |
|||||||||
| 41,918,426 | |||||||||
| 41,263,828 207,118 (43,075) (7,752) |
|||||||||
| 41,420,119 | |||||||||
| 23,226,955 | |||||||||
| 23,821,333 | |||||||||
| 20,275,279 | |||||||||
| 20,754,906 |
As of March 31, 2021, December 31 and March 31, 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.
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.). As of March 31, 2021, December 31 and March 31, 2020, accumulated investment remittance from Taiwan to Mainland China was CNY1,618,000 thousand, CNY1,618,000 thousand and CNY1,218,000 thousand, respectively. The amount invested in manufacturing plant and machinery was CNY1,551,692 thousand, CNY1,449,023 thousand and CNY1,319,849 thousand, respectively.
(Continued)
23
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES 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 March 31, 2021 Balance as of January 1, 2020 Additions Disposal Effect of movements in exchange rate Balance as of March 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 March 31, 2021 Balance as of January 1, 2020 Depreciation for the period Disposal Effect of movements in exchange rate Balance as of March 31, 2020 Carrying amounts: Balance as of January 1, 2021 Balance as of March 31, 2021 Balance as of March 31, 2020 January 1, 2020 |
Land $ 228,407 - (484) - $ 227,923 $ 204,551 - - - $ 204,551 $ 16,613 2,416 (484) - $ 18,545 $ 8,012 2,006 - - $ 10,018 $ 211,794 $ 209,378 $ 196,539 $ 194,533 |
Land-use right 658,503 - - 4,270 662,773 657,738 - - (8,089) 649,649 72,578 3,397 - 481 76,456 58,963 3,383 - (765) 61,581 585,925 586,317 598,775 588,068 |
Buildings 19,751 2,705 - - 22,456 19,554 - (2,900) - 16,654 6,304 2,715 - - 9,019 8,901 2,434 (2,900) - 8,435 13,447 13,437 10,653 8,219 |
Machinery and equipment 111,057 30,432 - - 141,489 63,906 - - - 63,906 60,620 8,670 - - 69,290 33,708 8,427 - - 42,135 50,437 72,199 30,198 21,771 |
Vehicles 16,931 2,162 (3,761) - 15,332 19,456 3,639 (235) - 22,860 6,348 1,455 (2,086) - 5,717 8,475 2,393 (235) - 10,633 10,583 9,615 10,981 12,227 |
Other facilities 1,938 - - - 1,938 1,938 - - - 1,938 1,187 151 - - 1,338 580 151 - - 731 751 600 1,358 1,207 |
Total |
|---|---|---|---|---|---|---|---|
| 1,036,587 35,299 (4,245) 4,270 1,071,911 967,143 3,639 (3,135) (8,089) 959,558 163,650 18,804 (2,570) 481 180,365 118,639 18,794 (3,135) (765) 133,533 872,937 891,546 848,504 826,025 |
(Continued)
24
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 March 31, 2021 (equal to January 1) Balance as of January 1, 2020 Acquisition through business combination Balance as of March 31, 2020 Carrying amounts: Balance as of January 1, 2021 Balance as of March 31, 2021 Balance as of January 1, 2020 Balance as of March 31, 2020 |
Land $ 37,609,032 $ 36,701,668 6,462 $ 36,708,130 $ 37,609,032 $ 37,609,032 $ 36,701,668 $ 36,708,130 |
Buildings 17,795 18,038 3,014 21,052 17,795 17,795 18,038 21,052 |
Total |
|---|---|---|---|
| 37,626,827 | |||
| 36,719,706 9,476 |
|||
| 36,729,182 | |||
| 37,626,827 | |||
| 37,626,827 | |||
| 36,719,706 | |||
| 36,729,182 |
- (i) Evaluation by income approach
The fair value of some investment properties of the Group was determined using the income approach. Under this income approach, the key terms of the rental contracts for these investment properties and certain other factors considered were as follows:
March 31, 2021
| 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% Outsourcing Outsourcing Colliers International Taiwan Taiwan Dawa Real Estate Appraiser & Associates Shiou-Ying, Jan Yu-Hua Lo March 31, 2021 March 31, 2021 $ 2,737,000 10,478 |
|---|---|---|
| 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 Appraisal firm Name of the appraiser Date of appraisal Outsourcing fair value |
None $550~$700 $576~$617 Unused $0~ $0 5.555% 4.260% Outsourcing Colliers International Taiwan Feng-Ru, Ke March 31, 2021 $ 10,780 |
(Continued)
25
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
December 31, 2020
| Subject | Qianjin Dist., Kaohsiung City |
Qianjin 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% Outsourcing Outsourcing Colliers International Taiwan Taiwan Dawa Real Estate Appraiser & Associates Shiou-Ying, Jan Yu-Hua Lo December 31, 2020 December 31, 2020 2,737,000 10,478 Qianzhen Dist., Kaohsiung City Others None None $450 $1,000~$1,250 None $1,016~$1,216 Leased Unused $0~ $0 $0~ $0 None 1.800% 4.780% 2.040% Outsourcing Outsourcing Colliers International Taiwan Taiwan Dawa Real Estate Appraiser & Associates Shiou-Ying, Jan Yih-Chuan Chang March 31, 2020 March 31, 2020 2,514,000 9,476 |
|---|---|---|
| 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 Appraisal firm Name of the appraiser Date of appraisal Outsourcing fair value March 31, 2020 Subject |
None $550~$700 $576~$617 Unused $0~ $0 5.555% 4.260% Outsourcing Colliers International Taiwan Feng-Ru, Ke December 31, 2020 $ 10,780 Qianjin Dist., Kaohsiung City |
|
| 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 Appraisal firm Name of the appraiser Date of appraisal Outsourcing fair value |
None $550~$700 $563~$589 Unused $0~ $0 5.525% 4.380% Outsourcing Colliers International Taiwan Feng-Ru, Ke March 31, 2020 $ 10,530 |
(Continued)
26
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
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 Group 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 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 March 31, 2021, December 31 and March 31, 2020, the discount rate was 2.030%~4.655%, 2.030%~4.655%, and 2.040%~4.780%, respectively. As of March 31, 2021, December 31 and March 31, 2020, the weighted average capitalization rate was 1.730%~5.555%, 1.730%~5.555%, and 1.800%~5.525%, respectively, derived as the ratio of annual net operating income of comparable properties divided by reasonable price.
(ii) 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. The input value involved in evaluation belongs to level 3. The relevant information is summarized as follows:
March 31, 2021
| Subject | Annan Dist., Tainan City | Qianzhen Dist., Kaohsiung City Others 110,949,840 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 Jui-Ming Lin, Jian-Hui,Gu, Shiou-Ying, Jan, Dian-Ching, Hsieh and Ching-Tang, Li March 31, 2021 March 31, 2021 28,519,000 1,353,578 |
|---|---|---|
| Estimate total sales price Rate of return Capital interest rate Appraisal firm Name of the appraiser Date of appraisal Outsourcing fair value |
7,971,360 17% 1.750% CCIS Real Estate Joint Appraisers Firm Huo-Ming, Huang March 31, 2021 $ 4,995,991 |
(Continued)
27
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
December 31, 2020
| Subject | Annan Dist., Tainan City | Qianzhen Dist., Kaohsiung City Others 110,949,840 2,614,812 19%~22% 12%~20% 3.650%~5.8547% 0.92%~3.05% Colliers International Taiwan Hon Bun Real Estate Appraisers Firm and Colliers International Taiwan, Shiou-Ying, Jan , 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 1,353,578 Qianzhen Dist., Kaohsiung City Others 101,156,568 2,718,175 18%~30% 12%~25% 3.900%~8.930% 1.06%~3.47% 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, and Shiou-Ying, Jan and Dian- Ching, Hsieh March 31, 2020 March 31, 2020 27,885,380 1,352,806 |
|---|---|---|
| Estimate total sales price Rate of return Capital interest rate Appraisal firm Name of the appraiser Date of appraisal Outsourcing fair value March 31, 2020 Subject |
7,968,120 23% 1.770% CCIS Real Estate Joint Appraisers Firm Huo-Ming, Huang December 31, 2020 $ 4,995,991 Annan Dist., Tainan City |
|
| Estimate total sales price Rate of return Capital interest rate Appraisal firm Name of the appraiser Date of appraisal Outsourcing fair value |
7,968,120 23% 1.790% CCIS Real Estate Joint Appraisers Firm Huo-Ming, Huang March 31, 2020 $ 4,956,990 |
The land development analysis included procedures such as identifying the content of land development and estimating the required period of development; investigating individual cost and related expenses, collecting current market prices; on-site survey and investigating and analyzing the degree of development in the local environment; estimating the marketable area of land or building after construction or building; estimating the total sales price of properties after completion of construction or building; estimating individual cost and related expenses; deciding an appropriate rate of return and an overall capital interest rate; calculating land development analysis value.
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(r) for the relevant information including rent revenue and the direct operating expenses incurred.
As of March 31, 2021, December 31 and March 31, 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.
(Continued)
28
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
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.
An Shun Land Located in Tainan City Annan District:
(i) History
-
1) The land where the An-Shun Alkali 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, Taiwan Alkali Industrial Corporation (TAIC) and operated at the An-Shun 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 in early 1982.
-
4) In April 1983, Executive Yuan Department of Economic Affairs ordered China Petrochemical Development Corp., the state-owned Company, the subsidiary of CPC at the time, to merge with TAIC. The Company took charge of An-shun 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 and the Environmental Protection Department of the Executive Yuan 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) Tainan city government 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 the Executive Yuan Department of Ministry of Economic Affairs (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 Ministry of Economic Affairs, Administration Yuan (MOEA), but was refused.
(Continued)
29
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated 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 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) Tainan City Government 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 An-shun plant in accordance with the SGPR Act.
-
a) The Company proposed the “Tainan City, CPDC former Taiwan Alkali An-shun 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 Tainan city government 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 Tainan City Government for review, and the approval letter issued by Tainan City Government 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 Tainan City Government on May 4th, 2015. According to the remediation technology and the actual implementation of the subsequence adjustment, the 3rd remediation change plan was proposed on March 2nd 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 relating remediation expense for the first phase was estimated of $1,647,200 thousand. The remediation expense about $1,600,000 thousand has engaged as the 1st phase until September 2014. Simultaneously, the following 10-year remediation work needed to be started after the 2nd change plan was adopted at an estimated cost of $1,356,000 thousand in December 2014.
(Continued)
30
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Extension legislation:
-
1) Remediation prepay
-
a) Tainan city government 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 Tainan city government and EPA of Executive Yuan 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 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 Kaohsiung High Administrative Court for further trial. Kaohsiung High Administrative court 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 Kaohsiung High Administrative court for continued trial. The determined withdrawn amount $356 thousand had all been returned back to the account by Tainan city government. Kaohsiung High Administrative court 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) Tainan city government 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 An-Shun Land Site soil pollution remediation and was prepaid by Tainan city government on behalf of the Company, and Tainan city government 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 Tainan city government based on the law regulations. The petition was rejected in March 2011, and therefore, the administrative lawsuit was proposed according to the law. Kaohsiung High Administrative court sentenced that the amount beyond $17,867 thousand was withdrawn. After the appeal, Supreme Administrative Court sentenced to return back to Kaohsiung High Administrative court for further trial in September 2013. Kaohsiung High Administrative court 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 Tainan city government. The verdict from Supreme Administrative Court had been received on February 18, 2017, the fact was again
(Continued)
31
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
returned back to Kaohsiung High Administrative court for the trial. In July 2018, Kaohsiung High Administrative Court 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 Kaohsiung High Administrative court. 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) The Tainan City Government, 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 An-Shun factory, in the amount of $27,444 thousand. The Company paid the fee in advance as previous mention within the requested deadline by the Tainan City Government 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 Kaohsiung High Administrative Court sentenced the Company to pay $154 thousand. However, Tainan City Government 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 suspended the original verdict in February 2018, and currently the case is under hearing by the Kaohsiung High Administrative Court. 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. And this case is still under trial.
-
d) Tainan City Government, 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 (Taiwan Alkali) An-Shun 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 the Tainan City Government 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, Tainan City Government 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 $7,622 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. This case is still under trial now.
(Continued)
32
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
e) The Tainan City Government issued the letter No. 1080412260 in April 2019, requesting the Company to pay before June 30, 2019. The government 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 the Tainan City Government and filed an administrative appeal in May of the same year. Tainan City Government dismissed the Company’ s petition on August 28, 2020. The Company initiate an action to Kaohsiung High Administrative court for the administrative remedy on October 28, 2020 and this case is still under trial now.
-
2) Tainan city government claimed that the Company did not implement per the remediation process.
-
a) Tainan city government, 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 Kaohsiung High Administrative court 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 reverse the original judgement and remand the case to the Kaohsiung High Administrative Court. On December 28, 2020, Kaohsiung High Administrative court give the judgement against the Company.
-
b) The Tainan City Government 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 the Environmental Protection Agency of the Executive Yuan dismissed in July of the same year. The Company filed an administrative lawsuit in September of the same year. The case is currently in administrative court of the Tainan District Court and the verdict will be pronounced on May 14, 2021.
3) Others
- a) The Company still has the objection on the adscription of pollution responsibility for An-Shun land located in Tainan City Annan District and would continue to strive for the possible administrative and law remedy actively.
(Continued)
33
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
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 Taiwan Alkali Co. Ltd. was a state-owned enterprise, and the An-shun plant was controlled, supervised, and assigned operations and gained beneficially by the Ministry of Economic Affairs, 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 Tainan city government 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 Tainan City Government 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, the Executive Yuan Environmental Protection Agency 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, which was under hearing by the Kaohsiung High Administrative Court. Through the rejection of the Company’ s request by Kaohsiung High Administrative court, 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 $3,719,130 thousand until March 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) An-shun dormitory designated monuments case
Original Kagakude Negai O Ka Corporation’ s dormitories of Tainan plant belonging to the Company was designated by the Tainan City Government, 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 Kaohsiung High Administrative Court. And this case is still being heard in the Court.
(Continued)
34
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated 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 the Kaohsiung High Administrative Court, and 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 Taiwan Alkali Co. Ltd. Taiwan Alkali Co. Ltd. established the plant in 1962 and closed the plant in 1975. The Executive Yuan Department of Economic Affairs in April 1983 ordered the government-owned Company which at the time was also a subsidiary of CPC to merge with Taiwan Alkali Co. Ltd.
-
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 Taiwan Alkali Co. Ltd. was regarded as the surviving company and shall take the responsibility for the rights and obligations of Taiwan Alkali Co. Ltd. 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)
35
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Since the change of predetermined place of CPC’ s warehouse, the relocation schedule had to be extended to November 15, 2017. The remediation work schedule was postponed so that the soil pollution control plan (change plan) of Shulin Land of former Taiwan Alkali Co., Ltd. (part of the sites) was proposed in April 2017. New Taipei City Government sent the letter to agree for future reference on May 18, 2017. Because of the different dynamic factors for the predetermined place of CPC’s warehouse, the relocation process was extended to December 31, 2021, and the remediation work schedule had to be postponed. Therefore, the “soil pollution control plan (the 2nd change plan) of Shulin Land of former Taiwan Alkali Co., Ltd. (part of the sites)” was proposed in August 2019, and New Taipei City Government agreed for future reference on August 16, 2019. We are now performing this project subject 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) 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 March 31, 2021 Balance as of January 1, 2020 Acquisition Effect of movement in exchange rates Balance as of March 31, 2020 Amortization and Impairment Loss: Balance as of January 1, 2021 Amortization for the period Effect of movement in exchange rates Balance as of March 31, 2021 Balance as of January 1, 2020 Amortization for the period Effect of movement in exchange rates Balance as of March 31, 2020 |
Goodwill $ 135,871 - 2,001 $ 137,872 $ 144,862 - 961 $ 145,823 $ - - - $ - $ - - - $ - |
Computer software 11,546 887 73 12,506 8,422 809 (113) 9,118 3,913 393 25 4,331 2,680 262 (35) 2,907 |
Patents and trademark 100,361 10,000 175 110,536 100,247 - (330) 99,917 84,692 1,678 113 86,483 73,387 3,083 (145) 76,325 |
Total |
|---|---|---|---|---|
| 247,778 10,887 2,249 260,914 253,531 809 518 254,858 88,605 2,071 138 90,814 76,067 3,345 (180) 79,232 |
(Continued)
36
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Carrying value: Balance as of January 1, 2021 Balance as of March 31, 2021 Balance as of January 1, 2020 Balance as of March 31, 2020 |
Goodwill $ 135,871 $ 137,872 $ 144,862 $ 145,823 |
Computer software 7,633 8,175 5,742 6,211 |
Patents and trademark 15,669 24,053 26,860 23,592 |
Total |
|---|---|---|---|---|
| 159,173 | ||||
| 170,100 | ||||
| 177,464 | ||||
| 175,626 |
As of March 31, 2021, December 31 and March 31, 2020, the aforesaid intangible assets were not pledged as collateral.
(l) Short-term loans
The short-term loans were summarized as follows:
| Letters of credit - CPDC Unsecured bank loans - CPDC Secured bank loans - CPDC Export bills loans - CPDC Unsecured bank loans - Weiming Secured bank loans - Weicai Total Total short-term credit lines Unused short-term credit lines Range of interest rates |
March 31, 2021 $ 291,000 1,800,000 1,040,000 532,514 217,150 142,696 $ 4,023,360 $ 8,765,256 $ 2,131,147 0.73%~4.35% |
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% |
March 31, 2020 |
|---|---|---|---|
| 2,405,000 2,250,000 - - - 378,873 |
|||
| 5,033,873 | |||
| 6,790,331 | |||
| 859,882 | |||
| 1.2977%~5.8725% |
Please refer to note 8 for details of the related assets pledged as collateral.
(Continued)
37
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(m) Long-term loans
The long-term loans were summarized as follows:
| Secured bank loans - CPDC Secured bank loans - Ding-Yue Secured bank loans - Weihua Secured bank loans - Weiming Secured bank loans - Weicai Finance lease loans - Weicai Less: current portion Total Total long-term credit lines Unused long-term credit lines Range of interest rates |
March 31, 2021 $ 5,907,100 10,000 194,461 3,361,343 430,159 132,857 (764,563) $ 9,271,357 $ 18,204,272 $ 7,248,000 1.3%~5.5% |
December 31, 2020 5,570,000 - 206,370 3,339,673 158,217 130,223 (1,914,833) 7,489,650 17,636,400 5,601,475 1.3%~5.5% |
March 31, 2020 3,699,900 - 242,547 3,634,399 - - (2,736,552) 4,840,294 13,856,810 4,360,775 1.47%~5.488% |
|---|---|---|---|
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 $4,350,000 thousand.
-
(i) Syndicated loan A: The credit line is $2,900,000 thousand consisting of medium-term secured loans and non-revolving credit facility, which was used to finance the building of the plant and purchase of accessory equipment.
-
(ii) Syndicated loan B: The credit line is $1,450,000 thousand consisting of medium-term loans and revolving credit facility, which was 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 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 100%.
-
3) Times interest earned (income before tax plus depreciation expense plus amortization expense divided by interest expenses): not lower than 2 times.
(Continued)
38
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated 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 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 (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 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 15% of the outstanding principal balance of the expiration date of the credit period, and the fifth period shall be settled for 40% 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: The borrower shall fully repay on the due date as set out in each application for use.
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)
39
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES 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.
(Continued)
40
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (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.
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.
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.
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:
| Domestic secured non-convertible bonds Less: current portion Balance of bonds payable Maturity year |
March 31, 2021 $ 3,500,000 - $ 3,500,000 114 |
December 31, 2020 3,500,000 - 3,500,000 114 |
March 31, 2020 |
|---|---|---|---|
| - - |
|||
| - | |||
| - |
(Continued)
41
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 for the three months ended March 31, 2021, the terms were as follows:
The first domestic secured non-convertible bond in
2020
| Issue amount Issue date Issue period Coupon rate Interest payment date Repayment and interest payment Collateral |
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 Bank Guarantee (Mega International Commercial Bank Co., Ltd.) Bank Guarantee (Bank of Taiwan Co., Ltd.) Bank Guarantee (Land Bank of Taiwan Co., Ltd.) |
|---|---|
Please refer to note 8 for details of the related assets pledged as collateral.
(Continued)
42
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(o) 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 Bills payable Less: Discount on long- term bills payable Total |
March 31, 2021 Acceptance institution Period Amount Taiwan Cooperative Bills Finance Corporation and others 2021.03.10~2021.05.14 $ 611,900 International Bills Finance Corporation 2021.02.22~2021.05.21 200,000 Taching Bills Finance Corporation 2021.01.07~2021.04.01 400,000 China Bills Finance Corporation 2021.01.08~2021.04.08 500,000 China Bills Finance Corporation 2021.01.27~2021.04.27 830,000 China Bills Finance Corporation 2021.03.11~2021.06.09 720,000 Mega Bills Finance Corporation 2021.02.25~2021.05.26 870,000 Mega Bills Finance Corporation 2021.01.26~2021.04.20 210,000 Mega Bills Finance Corporation 2021.01.26~2021.04.20 590,000 Mega Bills Finance Corporation 2021.01.25~2021.04.20 180,000 Mega Bills Finance Corporation 2021.01.28~2021.04.28 80,000 Mega Bills Finance Corporation 2021.03.22~2021.06.18 50,000 Mega Bills Finance Corporation 2021.03.24~2021.05.14 740,000 Mega Bills Finance Corporation 2021.03.25~2021.06.23 170,000 6,151,900 (4,955) $ 6,146,945 |
|---|---|
| Acceptance institution | |
| Taiwan Cooperative Bills Finance Corporation and others International Bills Finance Corporation Taching 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 |
(Continued)
43
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 |
(Continued)
44
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 Less: Discount on long- term bills payable Total |
March 31, 2020 Acceptance institution Period Amount China Bills Finance Corporation 2020.03.30~2020.06.24 $ 125,100 China Bills Finance Corporation 2020.02.13~2020.05.05 650,000 International Bills Finance Corporation 2020.03.23~2020.05.04 420,000 Taching Bills Finance Corporation 2020.02.07~2020.05.07 500,000 Taching Bills Finance Corporation 2020.03.23~2020.06.19 100,000 Taching Bills Finance Corporation 2020.03.13~2020.06.11 100,000 International Bills Finance Corporation 2020.03.25~2020.05.25 70,000 Taching Bills Finance Corporation 2020.02.24~2020.05.25 250,000 Taching Bills Finance Corporation 2020.02.18~2020.05.18 50,000 Mega Bills Finance Corporation 2020.02.12~2020.05.08 250,000 Mega Bills Finance Corporation 2020.02.12~2020.05.12 600,000 Mega Bills Finance Corporation 2020.01.13~2020.04.10 600,000 Mega Bills Finance Corporation 2020.01.03~2020.04.01 500,000 Mega Bills Finance Corporation 2020.02.18~2020.05.12 200,000 Mega Bills Finance Corporation 2020.03.19~2020.06.17 600,000 5,015,100 (5,854) $ 5,009,246 |
|---|---|
| Acceptance institution | |
| China Bills Finance Corporation China Bills Finance Corporation International Bills Finance Corporation Taching Bills Finance Corporation Taching Bills Finance Corporation Taching Bills Finance Corporation International Bills Finance Corporation Taching Bills Finance Corporation Taching 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 March 31, 2021, December 31 and March 31, 2020, the bills payable bear interest rates ranging from 0.28%~1.3618%, 0.28%~1.2620%, and 0.55%~1.49%, respectively.
Please refer to note 8 for details of the related assets pledged as collateral.
(Continued)
45
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(p) Lease liabilities
The lease liabilities of the Group were as follows:
| Current Non-current |
March 31, 2021 $ 56,764 $ 255,309 |
December 31, 2020 43,251 249,741 |
March 31, 2020 |
|---|---|---|---|
| 39,213 | |||
| 203,021 |
For the maturity analysis, please refer to note 6(z).
The amounts recognized in profit or loss were as follows:
| Interest on lease liabilities Expenses relating to short-term leases |
For the three months ended March 31, | For the three months ended March 31, |
|---|---|---|
| 2021 $ 1,382 $ 15,579 |
2020 | |
| 1,102 | ||
| 15,153 |
The amounts recognized in the statement of cash flows for the Group was as follows:
| Total cash outflow for leases (q) 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 March 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 March 31, 2020 Current Non-current |
Decommissioning $ 1,264,564 - - 322 $ 1,264,886 $ - 1,264,886 $ 1,264,886 $ 1,264,002 - - (604) $ 1,263,398 $ - 1,263,398 $ 1,263,398 |
For the three months ended March 31, 2021 2020 $ 31,489 30,903 Remediation project Employee benefits Total 514,613 275,925 2,055,102 - 4,719 4,719 (38,055) (42,609) (80,664 - - 322 476,558 238,035 1,979,479 238,595 5,641 244,236 237,963 232,394 1,735,243 476,558 238,035 1,979,479 603,972 256,818 2,124,792 - 4,697 4,697 (102,841) (22,428) (125,269 - - (604 501,131 239,087 2,003,616 48,576 6,035 54,611 452,555 233,052 1,949,005 501,131 239,087 2,003,616 |
For the three months ended March 31, | For the three months ended March 31, | For the three months ended March 31, | For the three months ended March 31, |
|---|---|---|---|---|---|---|
| 2021 31,489 Employee benefits |
2020 | |||||
| 30,903 | ||||||
| Total | ||||||
| 2,055,102 4,719 (80,664 322 |
||||||
| 1,979,479 | ||||||
| 244,236 1,735,243 |
||||||
| 1,979,479 | ||||||
| 2,124,792 4,697 (125,269 (604 |
||||||
| 2,003,616 | ||||||
| 54,611 1,949,005 |
||||||
| 2,003,616 |
(Continued)
46
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (i) To comply with the Order of the Tainan City Government, 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 the Tainan City Government for approval. On December 24, 2014, Tainan City Government 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 $1,600,000thousand 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 Tainan City Government 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. Please refer to note 6(j) for further details.
-
(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 the Taiwan Chinese Petroleum Corporation (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. The remediation work schedule was postponed so that the soil pollution control plan (change plan) of Shulin Land of former Taiwan Alkali Co., Ltd. (part of the sites) was proposed in April 2017. New Taipei City Government sent the letter to agree for future reference on May 18, 2017. Because of the different dynamic factors for the predetermined place of CPC’s warehouse, the relocation process was extended to December 31, 2021 and the remediation work schedule had to be postponed. Therefore, the “soil pollution control plan (the 2nd change plan) of Shulin Land of former Taiwan Alkali Co., Ltd. (part of the sites)” was proposed in August, 2019, and New Taipei City Government agreed for future reference on August 16, 2019 We are now performing this project subject 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)
47
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(r) Operating lease
There were no significant changes in operating lease for the three months ended March 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.
(s) Employee benefits
(i) Defined benefit plans
Management believes that there was no material volatility of the market, no material reimbursement and settlement or other material one-time events since prior fiscal year. As a result, the pension cost in the accompanying interim period was measured and disclosed according to the actuarial report as of December 31, 2020 and 2019.
The expenses recognized in profit or loss for the Group were as follows:
| Operating cost Selling expenses Administration expenses Research and development expenses Total |
For the three months | ended March 31, |
|---|---|---|
| 2021 $ 2,260 46 401 48 2,755 |
2020 | |
| 2,804 48 286 49 3,187 |
(ii) Defined contribution plans
The Group’s expenses under the pension plan cost to the Bureau of Labor Insurance for the three months ended March 31, 2021 and 2020 were as follows:
| Operating cost Selling expenses Administration expenses Research and development expenses Total |
For the three months | ended March 31, |
|---|---|---|
| 2021 $ 7,877 359 2,110 1,103 $ 11,449 |
2020 | |
| 7,843 172 1,997 1,372 11,384 |
(iii) The pension recognized consists of pension expenses and pensions for professional management. The pension expenses for professional management amounted to $1,473 thousand and $2,795 thousand for the three months ended March 31, 2021 and 2020.
(Continued)
48
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (iv) Short-term compensated absences liabilities
As of March 31, 2021, December 31 and March 31, 2020, the Consolidated Company’s shortterm compensated absences liabilities amounted to $5,641 thousand, $5,641 thousand and $6,035, respectively.
- (t) Income Tax
The components of income tax expense were as follows:
| Current tax expense (revenue) Current period Adjustment for prior periods Deferred tax expense (revenue) Unrecognized changes of deductible temporary differences Income tax expense |
For the three months | ended March 31, |
|---|---|---|
| 2021 $ 119,581 4,596 124,177 (110,686) (110,686) $ 13,491 |
2020 | |
| 45,556 12,281 |
||
| (8,417) | ||
| - | ||
| 10,421 | ||
| 2,004 |
The Company’s income tax return for the year 2019 had been examined by the tax authorities.
-
(u) Capital and other equity
-
(i) The issuance of common stock
As of March 31, 2021, December 31 and March 31, 2020, the authorized, issued and outstanding capital of the Company amounted to $32,848,502 thousand, divided into 3,284,850 thousand shares, with par value of $10 per share.
Reconciliation of shares outstanding for the three months ended March 31, 2021 and 2020 was as follows:
(In thousands of shares)
| Balance, January 1 Capital increased by cash Balance, March 31 |
Common Stock | Common Stock | |
|---|---|---|---|
| For the three months ended March 31, |
|||
| 2021 3,284,850 - 3,284,850 |
2020 | ||
| 2,834,850 450,000 |
|||
| 3,284,850 |
(Continued)
49
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated 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, is $3,796,481 thousand. The capital increase base date is 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 |
March 31, 2021 $ 538,726 26,314 634 18,141 $ 583,815 |
December 31, 2020 538,726 26,314 634 18,141 583,815 |
March 31, 2020 |
|---|---|---|---|
| 538,726 26,314 - 18,141 |
|||
| 583,181 |
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
The Company distributes dividends depending on the level of earnings of each year, funding needs, industrial environment, and status of competition, long-term operating plan and interests of shareholders. Under such circumstances, the Company may appropriate for special reserve either in whole or in part to assure financial stability and sustainability. The Company may distribute dividends in cash or stock. If the earnings distribution is made in the form of by 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)
50
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES 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 long-term financial planning. The carrying amount of such special reserve amounted to $4,194,973 thousand as of March 31, 2021, December 31 and March 31, 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 No. 1010012865 issued by the Financial Supervisory Commission on April 6, 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 such special reserve amounted to $4,235,076 thousand as of March 31, 2021, December 31 and March 31, 2020.
In 2014, the Company changed the subsequent measurement of investment properties from cost model to fair value model. In accordance with Rule No. 1030006415 issued by the Financial Supervisory Commission on March 18, 2014, 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 held a shareholder meeting on June 8, 2017, in order to use the special reserve amounted to $0 thousand to cover accumulated deficits. On April 11, 2018, the Company’s shareholders resolved during their meeting, to reimburse $0 thousand into the special reserve. The carrying amount of such special reserve amounted to $21,224,233 thousand as of March 31, 2021, December 31 and March 31, 2020.
For every year the Company distributes earnings, a special reserve is appropriated in the following order:
(Continued)
51
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
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. As of March 31, 2021, December 31 and March 31, 2020, the Company appropriated to the special reserve amounting to $5,947,347 thousand, $5,947,347 thousand and $5,835,980 thousand, respectively.
-
b) In accordance with Rule No. 1010047490 issued by the Financial Supervisory Commission on November 21, 2012, 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) In accordance with Rule No. 1010012865 issued by the Financial Supervisory Commission on April 6, 2012, 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
On May 28, 2020, the shareholders' meeting decided to appropriate the Company's 2019 earnings in cash at the amount of $985,455 thousand.
On March 23, 2021, Board of Directors proposed to appropriate the Company's 2020 earnings with a cash dividend of $0 thousand.
(iv) Treasury shares
In accordance with Article 28-2 of the Securities and Exchange Act, the Company plans to buy 50,000 treasury 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.
(Continued)
52
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(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 Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income, associates accounted for using equity method Balance, March 31, 2021 Balance, January 1, 2020 Exchange differences on foreign operations Exchange difference on subsidiaries accounted for using equity method 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 (losses) gains from financial assets measured at fair value through other comprehensive income, associates accounted for using equity method Balance, March 31, 2020 |
Exchange differences on foreign operation $ (966,202) 119,871 (2,706) - - $ (849,037) $ (804,515) (93,220) 36 (277) - - - $ (897,976) |
Unrealized gain or loss on financial assets at fair value through other comprehensive income (854,259) - - (120,371) 10 (974,620) (1,120,657) - - - (404,251) (126,299) (63) (1,651,270) |
|---|---|---|
(Continued)
53
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(v) 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 three months | ended March 31, |
|---|---|---|
| 2021 $ 657,521 3,284,850 $ 0.20 $ 657,521 3,284,850 2,140 3,286,990 0.20 |
2020 2,737 3,240,344 0.00 2,737 3,240,344 7,892 3,248,236 0.00 |
(w) Revenue from contracts with customers
(i) The Group primarily engages 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. 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 |
March 31, 2021 $ 641,159 3,227,559 (332,857) $ 3,535,861 $ 704 |
December 31, 2020 375,689 1,906,374 (446,393) 1,835,670 1,676 |
March 31, 2020 |
|---|---|---|---|
| 428,158 1,953,170 (444,816) 1,936,512 10,487 |
(Continued)
54
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Please refer to note 6(d) for disclosure of accounts receivable and allowance for doubtful accounts.
The amounts of revenue recognized for the three months ended March 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.
(x) Remuneration of employees and directors
In accordance with the articles of incorporation, the Company should contribute no less than 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 three months ended March 31, 2021 and 2020, the remuneration to employees amounted to $20,764 thousand and $86 thousand, respectively, and the remuneration to directors amounted to $13,843 thousand and $58 thousand, respectively. These amounts were calculated using the Company’s income before income tax before remuneration of employees and directors for the three months ended March 31, 2021 and 2020. These benefits were charged to profit or loss under operating costs or operating expenses for the three months ended March 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.
The remuneration to employees and directors amounted to $2,670 thousand and $1,780 thousand for the year ended December 31, 2020, respectively. As of March 31, 2021, the actual distribution of the said remuneration was $0 thousand. Related information would be available at the Market Observation Post System website.
(y) 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 three months ended March 31, | For the three months ended March 31, |
|---|---|---|
| 2021 $ 53,335 116 $ 53,451 |
2020 | |
| 42,788 1,476 |
||
| 44,264 |
(Continued)
55
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Other income
The components of other income were as follows:
| Rent income Other income, others Total |
For the three months ended March 31, | For the three months ended March 31, |
|---|---|---|
| 2021 $ 4,795 43,420 $ 48,215 |
2020 4,507 143,437 147,944 |
(iii) Other gains and losses
The components of other gains and losses were as follows:
| Loss on disposal of property, plant, and equipment Gain on lease modification Foreign exchange gains Gain on financial assets at fair value through profit or loss Fee expense Loss on work stoppages Other losses Other gains and losses, net |
For the three months ended March 31, | For the three months ended March 31, |
|---|---|---|
| 2021 $ (10) 15 24,752 59,030 (39,769) (39,189) (3,584) $ 1,245 |
2020 - - 30,007 29,843 (9,981) (1,521) (3,813) 44,535 |
(iv) Finance costs
The components of finance costs were as follows:
| Interest expense Finance costs, net |
For the three months ended March 31, | For the three months ended March 31, |
|---|---|---|
| 2021 $ (56,756) $ (56,756) |
2020 (55,910) (55,910) |
(z) Financial Instruments
Except for the contention mentioned below, there was no significant change in the fair value of the Group’s financial instruments and degree of exposure to credit risk, liquidity risk and market risk arising from financial instruments. For related information, please refer to note 6(z) of the consolidated financial statements for the year ended December 31, 2020.
(Continued)
56
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(i) Credit risk
- 1) The concentration of credit risk
The sales of the Group are significantly concentrated in a small number of customers. As of March 31, 2021, December 31 and March 31, 2020, 82%, 82% and 81%, respectively, of the total amount of accounts receivable was composed of 25, 12, and 13 customers, respectively. 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.
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 March 31, 2021 and 2020, the loss allowance provision were both amounted to $0.
(ii) Liquidity risk
The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.
| March 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) Long-term bills payable (note) Bonds payable |
Carrying amount $ 1,917,987 872,169 9,588 111,892 312,073 2,553,766 11,505,514 6,146,945 3,500,000 $ 26,929,934 |
Contractual cash flows 1,917,987 872,169 9,588 111,892 362,833 2,649,019 11,929,361 6,151,900 3,612,000 27,616,749 |
Within 6 months 1,911,290 848,712 9,588 74,947 31,366 550,112 7,531,835 - 22,400 10,980,250 |
6-12 months - 23,457 - 15,932 29,540 29,966 734,996 - - 833,891 |
1-2 years 6,697 - - 19,440 51,041 61,865 1,404,687 6,151,900 22,400 7,718,030 |
2-5 years - - - 73 42,644 2,007,076 2,163,568 - 3,567,200 7,780,561 |
More than 5 years |
|---|---|---|---|---|---|---|---|
| - - - 1,500 208,242 - 94,275 - - |
|||||||
| 304,017 |
(Continued)
57
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| 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 March 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) |
Carrying amount $ 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 $ 1,218,009 687,544 7,619 121,037 242,234 1,980,140 10,630,579 5,009,246 $ 19,896,408 |
Contractual cash flows 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 1,218,009 687,544 7,619 121,037 291,091 2,007,240 11,212,309 5,015,100 20,559,949 |
Within 6 months 1,394,928 818,647 8,384 110,763 24,828 1,495,088 6,631,637 - - 10,484,275 1,218,009 603,554 7,619 91,263 28,200 739,909 6,674,621 - 9,363,175 |
6-12 months - - - 8,668 23,269 29,768 363,886 - 22,400 447,991 - 83,990 - 23,462 16,563 1,267,331 505,688 - 1,897,034 |
1-2 years - - - 2,146 37,065 61,457 1,110,184 5,660,000 22,400 6,893,252 - - - 3,580 16,683 - 707,282 5,015,100 5,742,645 |
2-5 years - - - 247 48,375 1,584,003 2,174,633 - 3,567,200 7,374,458 - - - 1,230 31,860 - 2,873,939 - 2,907,029 |
More than 5 years |
|---|---|---|---|---|---|---|---|
| - - - 1,500 211,023 - 94,562 - - |
|||||||
| 307,085 | |||||||
| - - - 1,502 197,785 - 450,779 - |
|||||||
| 650,066 |
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)
58
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:
| M | arch 31, 2021 | NTD 1,781,076 - 10,916 152 2,265,185 - 913,192 661,184 |
Dec | ember 31, 2020 | NTD 873,000 - 10,748 158 2,412,580 - 898,139 - |
M | arch 31, 2020 |
|---|---|---|---|---|---|---|---|
| Foreign Currency $ 62,428 - 8,828,149 7,464 521,572 $ - 248,609 $ 23,175 |
Exchange rate 28.530 - 0.0012 0.0204 4.343 - 3.6732 28.530 |
Foreign Currency 31,069 - 8,823,747 7,464 559,115 - 247,578 - |
Exchange rate 28.099 - 0.0012 0.0211 4.315 - 4 - |
Foreign Currency 114,646 2 5,998,788 3,769 482,550 170 233,924 3,485 |
Exchange rate NTD 30.243 3,467,226 33.230 67 0.0013 8,023 0.0217 82 4.257 2,054,214 30.243 5,148 3.90 913,192 30.243 105,407 |
- 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 1% of depreciation of NTD against USD, EUR, VND, MMK and CNY would have increased net income by $27,169 thousand and increased $43,394 thousand for the three months ended March 31, 2021 and 2020, respectively; other comprehensive income would have increased $9,132 thousand and increased $9,183 thousand for the three months ended March 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 three months ended March 31, 2021 and 2020, foreign exchange gains (losses) (including realized and unrealized portions) amounted to $24,752 thousand and $30,007 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)
59
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 $25,538 thousand and $19,801 thousand for the three months ended March 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 three months ended March 31, | For the three months ended March 31, | For the three months ended March 31, |
|---|---|---|---|
| 2021 After-tax other comprehensive income Net income $ 26,883 116,231 $ (26,883) (116,231) |
2020 | ||
| After-tax other comprehensive income $ 26,883 $ (26,883) |
After-tax other comprehensive income 17,442 (17,442) |
Net income | |
| Increasing 1% Decreasing 1% |
107,764 (107,764) |
-
(vi) Fair value information
-
1) Fair value of financial instruments
The fair value of financial assets and liabilities was as follows (including information on fair value hierarchy, but excluding measurements that have similarities to fair value but are not fair value, those fair value cannot be reliably measured or inputs are unobservable in active markets):
| 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 |
March 31, 2021 | March 31, 2021 | March 31, 2021 | ||
|---|---|---|---|---|---|
| Book value $ 11,623,057 1,947,876 740,469 2,688,345 6,522,650 3,771,315 3,361,252 13,655,217 $ 27,966,619 $ 37,626,827 |
Fair value | ||||
| Level 1 876,202 1,947,876 - 1,947,876 - - - - 2,824,078 - |
Level 2 - - - - - - - - - - |
Level 3 10,746,855 - 740,469 740,469 - - - - 11,487,324 37,626,827 |
Total | ||
| 11,623,057 | |||||
| 1,947,876 740,469 |
|||||
| 2,688,345 | |||||
| - - - |
|||||
| - | |||||
| 14,311,402 | |||||
| 37,626,827 |
(Continued)
60
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| 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 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 |
March 31, 2021 | March 31, 2021 | March 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)
61
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated 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 Long-term bank loans Long-term bills payable Other financial liabilities Lease liabilities Total |
March 31, 2020 | March 31, 2020 | March 31, 2020 | ||
|---|---|---|---|---|---|
| Book value $ 10,151,912 1,301,720 442,497 1,744,217 7,739,813 2,237,536 3,403,590 13,380,939 $ 25,277,068 $ 36,729,182 5,033,873 1,806,747 2,736,552 4,840,294 5,009,246 121,037 242,234 $ 19,789,983 |
Fair value | ||||
| Level 1 624,534 1,301,720 - 1,301,720 - - - - 1,926,254 - - - - - - - - - |
Level 2 - - - - - - - - - - - - - - - - - - |
Level 3 10,151,912 - 442,497 442,497 - - - - 10,594,409 36,729,182 - - - - - - - - |
Total | ||
| 10,776,446 | |||||
| 1,301,720 442,497 |
|||||
| 1,744,217 | |||||
| - - - |
|||||
| - | |||||
| 12,520,663 | |||||
| 36,729,182 | |||||
| - - - - - - - |
|||||
| - |
- 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.
(Continued)
62
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- 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 and open-end fund beneficiary certification.
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 three months ended March 31, 2021 and 2020.
-
5) Statements of changes in fair value measurements of financial assets in Level 3
| January 1, 2021 March 31, 2021 |
Investment Property $ 37,626,827 $ 37,626,827 |
Financial assets reported at fair value through profit or loss Designated at initial recognition Derivative financial assets 9,942,994 - 9,942,994 - |
Financial assets reported at fair value through other comprehensive income |
|---|---|---|---|
| Designated at initial recognition 9,942,994 9,942,994 |
Non-public quoted equity instruments |
||
| 442,497 | |||
| 442,497 |
(Continued)
63
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| January 1, 2020 Acquisition from business combination Total gain and losses recognized in profit or loss March 31, 2020 |
Investment Property $ 36,719,706 9,476 - $ 36,729,182 |
Financial assets reported at fair value through profit or loss Designated at initial recognition Derivative financial assets 9,942,994 - - - 208,918 - 10,151,912 - |
Financial assets reported at fair value through other comprehensive income |
|---|---|---|---|
| Designated at initial recognition 9,942,994 - 208,918 10,151,912 |
Non-public quoted equity instruments |
||
| 442,497 - - |
|||
| 442,497 |
- 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 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 March 31, 2021, December 31 and March 31, 2020 was $37,626,827 thousand, $37,626,827 thousand and $36,729,182 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 others.
(Continued)
64
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
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 • Net Asset Value • Lack of market liquidity, discount rate 30% • Not applicable • Lack of market liquidity, the more the discount, the lower the fair value |
|---|---|---|
| Financial assets at fair value through profits or losses and financial assets at fair value through other comprehensive income |
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.
(aa) Financial risk management
There were no significant changes in the Company's financial risk management and policies as disclosed in note 6(aa) of the consolidated financial statements for the year ended December 31, 2020.
- (ab) Capital management
Management believes that the objectives, policies and processes of capital management of the Group has been applied consistently with those described in the consolidated financial statements for the year ended December 31, 2020. Also, management believes that there were no significant changes in the Group's capital management information as disclosed for the year ended December 31, 2020. Please refer to note 6(ab) of the consolidated financial statements for the year ended December 31, 2020 for further details.
(Continued)
65
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (ac) Investing and financing activities not affecting current cash flow
The Group’s investing and financing activities which did not affect the current cash flow for the three months ended March 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).
-
(ii) Reconciliation of liabilities arising from financing activities was as follows:
| Long-term bank loans Short-term loans Long-term bills payable Lease liabilities Total liabilities from financing activities |
January 1, 2021 $ 9,404,483 3,615,000 5,656,112 292,992 $18,968,587 |
Cash flows 595,790 398,836 491,900 (15,910) 1,470,616 |
Non-cash | changes Other - - (1,067) 34,991 33,924 |
March 31, 2021 |
|---|---|---|---|---|---|
| Foreign exchange movement 35,647 9,524 - - 45,171 |
|||||
| 10,035,920 4,023,360 6,146,945 312,073 |
|||||
| 20,518,298 | |||||
| Long-term bank loans Short-term loans Long-term bills payable Lease liabilities Total liabilities from financing activities |
January 1, 2020 $ 8,483,913 3,484,148 4,494,177 253,243 $16,715,481 |
Cash flows (862,135) 1,554,442 515,100 (15,750) 1,191,657 |
Non-cash | changes Other - - (31) 4,741 4,710 |
March 31, 2020 |
|---|---|---|---|---|---|
| Foreign exchange movement (44,932) (4,717) - - (49,649) |
|||||
| 7,576,846 5,033,873 5,009,246 242,234 |
|||||
| 17,862,199 | |||||
(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 consolidated financial statements.
| in the consolidated financial statements. | |
|---|---|
| Name of related party | Relationship with the Group |
| Kaohsiung Monomer Company Limited | Investee as accounted for using equity method |
| Zhong Gong Baoquan Ltd. | Investee as accounted for using equity method |
| Jean Pacific Development Co., Ltd. | Investee as accounted for using equity method |
| BES Engineering Corporation | The Company is the director of the entity |
(Continued)
66
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Name of related party Relationship with the Group Core Pacific City Co., Ltd. Same director with the Company Chung Kung Management and Maintenance of Investee as accounted for using equity method of Apartments Co., Ltd. Zhong Gong Baoquan Ltd. Coreasia Human Resources management Co., Subsidiary of BES Engineering Corporation Ltd. Capital Machinery Co., Ltd. The entity is a director of the Company Sheen Chuen-Chi Cultural & Educational The entity is a director of the Company Foundation
All board of directors, general manager and The main managements of the Company deputy general manager
-
(c) Significant Transactions with related parties
-
(i) Sales
The amounts of significant sales by the Group to related parties were as follows:
| Associates | For the three months ended March 31, | For the three months ended March 31, |
|---|---|---|
| 2021 $ 159,433 |
2020 | |
| 140,748 |
The terms for related party sale transactions were the same as ordinary sales.
(ii) Receivables from Related Parties
The receivables from related parties were as follows:
| Accounts | Types of related parties |
March 31, 2021 $ 64,564 9,507 $ 74,071 |
December 31, 2020 51,106 9,447 60,553 |
March 31, 2020 |
|---|---|---|---|---|
| Accounts receivable Other receivables |
Associates Associates |
42,569 8,777 |
||
| 51,346 |
(iii) Payables to Related Parties
The payables to related parties were as follows:
| Accounts | Types of related parties |
March 31, 2021 $ 5,093 22,897 $ 27,990 |
December 31, 2020 5,380 5,951 11,331 |
March 31, 2020 |
|---|---|---|---|---|
| Other payables Other payables |
Associates Other related parties |
5,717 126 |
||
| 5,843 |
(Continued)
67
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(iv) Other
| Associates Rent income Other revenues Security service fees Other related parties Other expenses |
For the three months ended March 31, |
|---|---|
| 2021 2020 $ 1,344 1,344 3,122 3,025 (4,560) (4,999) (50) (90) |
Please refer to note 6(r) for lease of land and buildings to related parties.
-
(v) The Group had a two-year contract with BES Engineering 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 expenses for the three months ended March 31, 2021 and 2020, were $1,183 thousand and $1,188 thousand, respectively. The interest expense for the three months ended March 31, 2021 and 2020, amounted to $29 thousand and $7 thousand. The amounts of lease liability as of March 31, 2021 and 2020, were $5,955 thousand and $1,202 thousand, respectively.
-
(vi) The Group had contracts with other related parties, for mechanical engineering services projects and paid commission on the basis of actual construction. As of March 31, 2021 and 2020, the construction project in-progress amounted to $1,474,030 thousand and $1,552,720 thousand, respectively. As of March 31, 2021 and 2020, the unpaid fees amounted to $654,214 thousand and $778,249 thousand, respectively. The refundable deposit at March 31, 2021 and 2020 amounted to $420,660 thousand and $422,490 thousand, respectively.
-
(vii) 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
| Short-term employee benefit Post-employment benefits |
For the three months | ended March 31, |
|---|---|---|
| 2021 $ 32,849 1,276 $ 34,125 |
2020 41,213 1,178 42,391 |
(Continued)
68
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 | March 31, 2021 $ 12,000 6,996,869 20,068,181 520,522 1,376,112 695,250 108,969 586,317 $ 30,364,220 |
December 31, 2020 24,614 7,031,472 15,346,334 502,002 1,430,230 634,995 108,969 585,925 25,664,541 |
March 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 Right-of-use of Sea Areas |
Guarantee for priority right-of- use of harbor and purchases Collateral for long-term and short-term financial credit, syndicated loan (Mega & Shin Kong) Syndicated loan (Mega), collateral for long-term financial credit and long- term bills payable, bonds payable. Long-term bills payable Long-term bills payable Long-term bills payable Deposit for lawsuit Collateral for long-term financial credit |
116,462 8,387,388 5,122,417 458,176 920,518 480,495 103,107 588,071 |
||
| 16,176,634 |
As of March 31, 2021, December 31 and March 31, 2020, 4,000 thousand shares of a subsidiary of the Group were pledged as collateral for long-term bills payable.
(Continued)
69
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(9) Commitments and contingencies:
- (a) As of March 31, 2021, December 31 and March 31, 2020, the Group had the following unused letters of credit:
| USD EUR NTD JPY |
March 31, 2021 $ 33,527 3,770 1,217,000 38,360 |
December 31, 2020 March 31, 2020 20,824 10,383 246 - 1,020,000 552,000 - 37,780 |
|---|---|---|
-
(b) As of March 31, 2021, December 31 and March 31, 2020, the Group had issued guarantee notes for bank loans, sales and purchases, and development plan aggregating to $24,417,400 thousand, USD30,000 thousand and $24,117,400 thousand, USD30,000 thousand and $18,110,000 thousand, USD50,000 thousand, respectively.
-
(c) As of March 31, 2021, December 31 and March 31, 2020, the Group had contracts for various construction projects in-progress amounting to $14,905,482 thousand, $12,225,823 thousand and $10,996,858 thousand, respectively. As of March 31, 2021, December 31 and March 31, 2020, the remaining future obligations under these contracts amounted to $4,793,226 thousand, $2,547,453 thousand and $2,864,115 thousand, respectively.
-
(d) As of March 31, 2021, December 31 and March 31, 2020, the agreement on the acquisition of material property amounting to $39,045,010 thousand, $39,045,010 thousand and $37,200,010 thousand, and the unpaid portion amounting to $28,885,000 thousand, $28,885,000 thousand and $27,860,000 thousand, respectively. Please refer to note 6(e) for more information.
-
(e) As of March 31, 2021, December 31 and March 31, 2020, the Company signed an agreement to purchase raw materials such as benzene, hydrogen and methylbenzene from Chinese Petroleum Corporation. Under this contract, the Company may purchase specified monthly volume of these raw materials at current month prices announced by the Chinese Petroleum Corporation with prepayment or domestic letter of credit.
-
(f) As of March 31, 2021, December 31 and March 31, 2020, the Group signed an agreement of preclinical drug research amounting to USD3,099 thousand and $140,852 thousand, USD3,063 thousand and $92,070 thousand, and USD2,334 thousand and $56,610 thousand, respectively. The paid portion amounted to USD2,844 thousand and $41,302 thousand, USD2,466 thousand and $31,565 thousand, and USD1,824 thousand and $22,960 thousand, respectively. The unpaid portion amounted to USD255 thousand and $99,550 thousand, USD597 thousand and $60,506 thousand, and USD510 thousand and $33,650 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 March 31, 2021, December 31 and March 31, 2020, the paid portion amounted to $20,000 thousand, $10,000 thousand and $10,000 thousand, respectively.
(Continued)
70
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
(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 March 31, 2021, December 31 and March 31, 2020, the paid portion both amounted to $5,000 thousand.
-
(i) Important matters
-
(i) Case of Kaohsiung gas explosion forced disconnected pipeline
On July 31, 2014, there was an underground pipeline explosion in Kaohsiung city. Due to the post-disaster reconstruction project, Kaohsiung City Government issued a penalty letter No. 10335137100 on August 18, 2014, to order the Company to stop operations and prohibited the use of all petrochemical pipelines in the disaster area. The Company was not satisfied with the preceding penalty and filed a legal petition to the Administrative court for revoking the original claims for petition remedy in September 2014. The case was rejected by the Kaohsiung High Administrative Court, which the Company was not satisfied with. Hence, the Company submitted an appeal in February 2017. In December 2019, an against judgment is rendered against the Company. The Company filed an appeal to the Supreme Court in January 2020, and this case is still being heard in the Court.
(j) Contingent liabilities
- (i) The Company signed total three areas of land lease contracts with Kaohsiung branch of Taiwan International Ports Corporation, Ltd. In December 2013 and February 2014. The Kaohsiung Port Intercontinental Container Center 2nd Phase Project Petrochemical Oil Storage and Transportation Center S12-S15 Pier Post line Land was leased and the Company invested to build the construction of petrochemical oil storage and transportation facilities for the purpose of import and export and transport of petrochemical oil handling, storage and transportation etc. Kaohsiung branch of Taiwan International Ports Corporation, Ltd. delivered the land to the Company prior to the end of December 2017. The term of the lease was 25 years from the date of delivery and the Company had the right to renew the lease at the end of the period. Per the contract, the Company had to pay rent of $1,650 thousand, $2,565 thousand, and $1,493 thousand respectively since the land was delivered. 3 years and 6 months from the land delivery date, the Company paid management fees of $10,654 thousand, $24,605 thousand, and $12,329 thousand respectively. The Company also placed Certificate of Deposits of $5,000 thousand and $13,000 thousand as performance bonds in December 2013 and February 2014 respectively. The Company, in August 2015, shortened the operating scale based on the adjustment of investment plan, which resulted in one of the performance bonds of $8,000 thousand, to not being able to be returned. Taiwan International Ports Corporation, Ltd. completed the transaction procedure prior to November 2017. The Company started to implement land drilling and geological improvement project and started paying the land rent of those projects, which was $1,675 thousand and $1,497 thousand respectively each year.
(Continued)
71
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) 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 Court Kaohsiung Branch Court in April 2019. The court’ s judgement is announced that the compony shall pay $3,785 thousand and legal rate to Mr. Zhang in July of same year. The Company is dissatisfied and filed an appeal to Supreme Court on August 2019, and the part of original judgment that was unfavorable to the Company was remanded to the Taiwan High Court Kaohsiung Branch Court on April 22, 2021.
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.
(iii) 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
(Continued)
72
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
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.
(iv) 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 completed and the case was closed. The unrecoverable allowance had been written off separately, please refer to note 6(d).
- (v) 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 the Ministry of Economic Affairs, Tainan City Government, Tainan City Environmental Protection Bureau and the Company (Hereinafter referred to as 1st case of Tainan An-Shun plant civil compensation) and they claimed that during 1942 and 1983, the previous Taiwan Alkali Co., Ltd. An-Shun 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. The Ministry of Economic Affairs had control and management responsibility of the previous Taiwan Alkali Co., Ltd, and whether due to illegal actions, or a lack of attention in performing their duties, the Ministry of Economic Affairs was the ultimate owner of CPDC, should take responsibility. Hence, the prosecutors claim that the Ministry of Economic Affairs shall take the responsibility for the compensation. Mr. Wu and others also claimed that Tainan City Government and Tainan City Environmental Protection Agency were the competent authorities and executive authorities of the waste disposal law but the authorities did not supervise and require the An-Shun 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
(Continued)
73
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
removal and remediation of pollutants after being ordered to merge with the previous Taiwan Alkali An-Shun plant, so they claimed the Company shall also take joint responsibility for the compensation. Mr. Wu and others asked the Ministry of Economic Affairs, Tainan City Government, 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 the Ministry of Economic Affairs 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 the Ministry of Economic Affairs on March 14th 2017 (Hereinafter referred to as 1st case of the Tainan An-shun plant civil compensation), they claimed the Company and the Ministry of Economic Affairs had to jointly compensate the plaintiff $80,915 thousand. The verdict of the 3rd national compensation in 2008 of the Tainan An-shun 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 An-Shun 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 An-Shun 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. The company considered that filed an appeal base on our unprofitable part of verdict. Because extinctive prescription is an interest of the Company.
(Continued)
74
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(10) Losses Due to Major Disasters:None
(11) Subsequent Events:
On April 14, 2021, the Company’s Board of Directors approved a resolution of selling the land, which includes land no.7, subsection 5, Jingmao section, and land no.3, subsection 2, Xiande section, in Qianzhen Dist., Kaohsiung City, through open tendering.
(12) Other:
- (a) The nature of operating costs and expenses were as follows:
| For the three month | For the three month | s ended Mar | ch 31 | ch 31 | ch 31 | |||
|---|---|---|---|---|---|---|---|---|
| By function By item |
2 | 021 | 2020 | |||||
| Operating cost |
Operating expense |
Non-Operating expense |
Total | Operating cost |
Operating Expense |
Non-Operating expense |
Total | |
| Employee benefits | ||||||||
| Salary | 275,437 | 210,319 | - | 485,756 | 164,314 | 141,052 | - | 305,366 |
| Labor and health insurance | 21,057 | 16,871 | - | 37,928 | 24,133 | 14,639 | - | 38,772 |
| Pension | 10,137 | 5,540 | - | 15,677 | 10,966 | 6,400 | - | 17,366 |
| Others | 12,001 | 6,387 | - | 18,388 | 7,571 | 4,151 | - | 11,722 |
| Depreciation | 223,961 | 42,606 | 884 | 267,451 | 188,364 | 36,392 | 1,156 | 225,912 |
| Amortization | 157 | 1,980 | - | 2,137 | - | 3,656 | - | 3,656 |
- (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 this 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 meeting minutes of “ changes of urban planning case of DIP”. According to the meeting minutes, this case has been concerned with the execution of the urban planning; therefore, KUPC had suggested that Bureau of Industry, Ministry of Economic Affairs inviting Kaohsiung City Government (KCG) and relevant units to clarify the appeals and suggestions made by the companies involved, which shall be explicitly indicated in the urban planning documentation by KCG in order to preclude the disputes. As of March 31, 2021, KCG had not proceeded on both the procedures of statement changing and the explanation of possible schemes.
(Continued)
75
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 Petrochemi cal Corpor ation |
Changzhou Weicai New Material Science & Technology Co., Ltd. |
Other Receivable |
Yes | 260,580 | 260,580 | - | 6.5% | 2 | - | Operating | - | - | 670,968 | 1,006,452 | |
| 2 | Weihua (Rudong) Trade Co., Ltd |
Changzhou Weicai New Material Science & Technology Co., Ltd. |
Other Receivable |
Yes | 86,860 | 86,860 | - | 6.5% | 2 | - | Operating | - | - | 102,204 | 102,204 |
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 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 | 42,882,778 | 4,920,000 | 4,920,000 | 10,000 | 4,920,000 | % 6.88 |
71,471,296 | Y | N | N |
| 0 | CPDC | Weihua (Rudong) Trade Co., Ltd. |
2 | 42,882,778 | 217,150 | 217,150 | 217,150 | - | % 0.30 |
71,471,296 | Y | N | Y |
| 0 | CPDC | Changzhou Weicai New Material Science & Technology Co., Ltd. |
2 | 42,882,778 | 1,222,330 | 937,030 | 570,562 | 174,000 | % 1.31 |
71,471,296 | Y | N | Y |
| 0 | CPDC | Shiny Chemical Industrial Co., Ltd |
5 | 42,882,778 | 38,998 | 38,998 | 38,998 | - | % 0.05 |
71,471,296 | N | N | 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)
76
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Note 2: The relationship between the guarantee and the guarantor are as follows:
-
Transactions between the companies.
-
The Company directly or indirectly holds more than 50% voting right.
-
When other companies directly or indirectly hold more than 50% voting rights of the Company.
-
The Company directly or indirectly holds more than 90% voting right.
-
A company that is mutually protected under contractual requirements based on the needs of the contractor.
-
A company that is endorsed by all the contributing shareholders in accordance with their shareholding ratio due to joint investment relationship.
-
Under the Consumer Protection Act, performance guarantees for pre-sale contracts for companies in the same industry
(iii) Securities held as of March 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 | |||||
| CPDC BES Twin Towers Co., Ltd Tsou Seen Chemical Industries Corporation |
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. |
None The Company is a director of an investee company None The Company is a supervisor of the investee company None Shares a director with the Company None 〞 〞 〞 〞 Shares a director with the Company 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 Financial assets designated at fair value through profit or loss- current Non-current financial assets at fair value through other comprehensive income 〞 |
32,176,371 164,348,449 44,684,712 407,000 2,600,000 422,250,872 2,701,651 8,815 287,961 30,000,000 945,000 160,111,000 6,754,127 8,724,000 750,000 722,500 |
723,968 1,469,275 469,189 1,461 26,000 7,832,673 113,714 358 - 300,000 9,412 2,914,182 284,284 152,234 - 14,652 14,311,402 |
0.27 10.74 0.30 4.75 2.89 27.52 14.00 0.05 0.58 13.41 0.01 10.43 35.00 1.10 2.08 0.81 |
723,968 1,469,275 469,189 1,461 26,000 7,832,673 113,714 358 - 300,000 9,412 2,914,182 284,284 152,234 - 14,652 14,311,402 |
(Continued)
77
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
(iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of $100 million or 20% of the capital stock:None
-
(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: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 wit from |
h terms different 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 receivables (payables) |
||||
| The Company The Company Weihua (Rudong) Trade Co., Ltd. |
Tsou Seen Chemical Industries Corporation Kaohsiung Monomer Company Limited Weiqiang International Trade (Shanghai) Co., Ltd. |
Subsidiary Affiliated company accounted for using equity method Same parent company |
Sales Sales Sales |
(222,512) (159,433) (107,784) |
% (3.39) % (2.43) % (51.89) |
3 Month 1 Month Base on contract |
- - - |
OA 90 days - Base on contract |
80,327 64,564 15,758 |
2.57% 2.07% 14.86% |
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:None
-
(ix) Trading in derivative instruments:None
-
(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 1 |
The Company Jiangsu Weiming Petrochemical Corporation |
Tsou Seen Chemical Industries Corporation Weiqiang International Trade (Shanghai) Co., Ltd. |
1 5 |
Sales revenue Sales revenue |
222,512 107,784 |
OA 90 days Base on contract |
2.99% 1.45% |
Note 1: Company numbering as follows:
Parent company-0
Subsidiary starts from 1
Note 2: The numbering of the relationship between transaction parties as follows:
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
Note 3: The amounts of the transaction and the ending balance had been offset in the consolidated interim financial statement
(Continued)
78
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(b) Information on investees:
The following is the information on investees for the three months ended March 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 investment amount | Original investment amount | Balance as of March 31, 2021 | Balance as of March 31, 2021 | Balance as of March 31, 2021 | Net income (losses) of investee |
Share of profits/losses of investee |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 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. Frontier Fortune Investment Pte. 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. Gemini Star (India) Private Limited Core Pacific Twin Star (Vietnam) 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 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 |
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 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 |
- 14,400 10,040,000 904,946 760,000 100,000 9,572,433 4,791,383 609,347 620,000 808,564 60,000 696,720 2,761,596 169,921 9,274 2,566,176 |
- 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 9,274 2,566,176 |
20,000,000 1,440,000 1,004,000,000 26,580,000 96,000,000 15,000,000 313,851,199 580,012,053 - 62,000,000 26,580,000 - 46,224,551 93,060,000 5,500,001 2,099,993 - |
% 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 % 99.99 % 99.01 |
520,522 18,315 9,984,895 918,518 1,334,889 130,069 8,296,094 6,280,155 588,531 620,233 913,192 59,454 238,182 2,721,378 154,085 4,541 2,555,144 |
172,382 (25) (17,433) 3,708 35,589 10,339 (71,031) 20,995 1,739 1,706 8,205 (948) (18,538) 20,804 32 (112) 21,406 |
68,953 (6) (17,433) 3,708 35,589 10,339 (71,031) 20,995 1,739 682 - - - - - - - |
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 Note 2&4&5 &6 Note 2&3&4 &5&6 |
(Continued)
79
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 March 31, 2021 | Balance as of March 31, 2021 | Balance as of March 31, 2021 | Net income (losses) of investee |
Share of profits/losses of investee |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2021 | December 31, 2020 | Shares | Percentage of wnership |
Carrying value |
|||||||
| Core Pacific Twin Star (Myanmar) Investment Company Ltd. |
Core Pacific Pioneer (Myanmar) Company Ltd. |
NO.153/Ka,Kyun ShweMmyaing Lane(2) ,23 ward,Thingangyun Townshin Yangon |
Building construction, real estate management, development and sale |
24,804 | 24,804 | 800,000 | % 80.00 |
23,945 | 513 | - | 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) | (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 March 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 | 1,573 | 100.00% | 1,573 | 487,689 | - |
| 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 | 7,774 | 100.00% | 7,774 | 137,063 | - |
| Jiangsu Weiming Petrochemical Corporation |
Petrochemical supporting facility construction |
7,421,663 | ( 1 )、 ( 2 ) |
7,421,663 | - | - | 7,421,663 | (28,226) | 100.00% | (28,226) | 6,690,471 | - |
| 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 |
1,860,113 | ( 2 ) | 1,324,893 | - | - | 1,324,893 | (42,513) | 100.00% | (42,513) | 974,819 | - |
| Weiming (Rudong) Construction Co., Ltd. (Invested through Jiansu Weiming Petrochemical Corporation) |
Engaged in engineering consultant services、engineering construction、 engineering management、trading of petroleum chemical product |
65,046 | ( 3 ) | - | - | - | - | (60) | 100.00% | (60) | 65,410 | - |
(Continued)
80
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Limitation on investment in Mainland China:
| Accumulated Investment in Mainland China as of March 31, 2021 |
Investment Amounts Authorized by Investment Commission, MOEA |
Upper Limit on Investment |
|---|---|---|
| 10,615,517 | 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: The amount of net income (losses) was recognized based on the unaudited financial statements of the investee companies.
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, Ministry of Economic Affairs on October 18, 2018, so not subject to the above regulations. Valid period to October 14, 2021.
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
(Continued)
81
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 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 three months ended March 31, 2021 Revenue Revenues from external customers Revenues from transactions with other operating segments of the same entity Total segment revenue Reported segment profit or loss Segment assets |
Acrylonitrile & Acetic Acid $ 3,137,078 - $ 3,137,078 $ 595,536 $ 6,085,452 |
Caprolactam 3,201,412 - 3,201,412 290,358 12,497,015 |
Other 1,098,035 72,463 1,170,498 (216,218) 89,115,636 |
Adjustment and eliminations - (72,463) (72,463) - - |
Total 7,436,525 - |
|---|---|---|---|---|---|
| 7,436,525 | |||||
| 669,676 | |||||
| 107,698,103 |
(Continued)
82
CHINA PETROCHEMICAL DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| For the three months ended March 31, 2020 Revenue Revenues from external customers Revenues from transactions with other operating segments of the same entity Total segment revenue Reported segment profit or loss Segment assets |
Acrylonitrile & Acetic Acid $ 2,376,836 - $ 2,376,836 $ 355,582 $ 4,167,349 |
Caprolactam 2,427,733 - 2,427,733 (355,078) 13,917,770 |
Other 496,506 70,516 567,022 3,256 82,066,470 |
Adjustment and eliminations - (70,516) (70,516) - - |
Total 5,301,075 - |
|---|---|---|---|---|---|
| 5,301,075 | |||||
| 3,760 | |||||
| 100,151,589 |
- (c) Geographical Areas
The Group’ s non-current assets located overseas are immaterial. Revenues from domestic and overseas customers for the three months ended March 31, 2021 and 2020 were as follows:
| Region | For the three months | ended March 31, |
|---|---|---|
| 2021 $ 4,717,536 2,708,310 10,679 $ 7,436,525 |
2020 | |
| Operating revenue from domestic sales Asia Other (individual area under 10%) Total operating revenue |
3,610,388 1,606,443 84,244 |
|
| 5,301,075 |
- (d) Major Customers
Customers generating over 10% of total revenue for the three months ended March 31, 2021 and 2020 were as follows:
| Customers | For the three months ended March 31, |
|---|---|
| 2021 2020 $ 908,927 448,478 646,079 546,541 697,740 586,791 |
|
| 1001 1011 1020 |