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EMC — Interim / Quarterly Report 2020
Dec 21, 2020
52158_rns_2020-12-21_d53d3b09-68cd-4056-9c16-9fecc6b839f1.pdf
Interim / Quarterly Report
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EVERGREEN MARINE CORPORATION (TAIWAN) LTD. AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND
REVIEW REPORT OF INDEPENDENT
ACCOUNTANTS MARCH 31, 2020 AND 2019
-----------------------------------------------------------------------------------------------------------------------------------For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.
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REVIEW REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE
To the Board of Directors and Shareholders of Evergreen Marine Corporation (Taiwan) Ltd.
Introduction
We have reviewed the accompanying consolidated balance sheets of Evergreen Marine Corporation (Taiwan) Ltd. and subsidiaries (the “Group”) as at March 31, 2020 and 2019, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the three-month periods then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission. Our responsibility is to express a conclusion on these consolidated financial statements based on our reviews.
Scope of Review
Except as explained in the following paragraph, we conducted our reviews in accordance with the Statement of Auditing Standards No. 65 “Review of Financial Information Performed by the Independent Auditor of the Entity” in the Republic of China. A review of 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 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 explained in Note 6(7), we did not review the financial statements of certain investments accounted for under the equity method, which statements reflect investments accounted for under the equity method of NT$2,428,753 thousand and NT$2,462,728 thousand, constituting 0.79% and 0.84% of the
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consolidated total assets as of March 31, 2020 and 2019, respectively, and comprehensive income and loss under the equity method of NT$51,999 thousand and NT$49,173 thousand, constituting (2.79%) and 7.79% of the consolidated total comprehensive income and loss for the three-month periods then ended, respectively. These amounts and the related information disclosed in Note 13 were based on the unreviewed financial statements of such investee companies.
Qualified Conclusion
Based on our reviews and the reports of other independent accountants, except for the possible effects on the consolidated financial statements, if any, as might have been determined to be necessary had the financial statements of certain investments accounted for under the equity method and the related information disclosed in Note 13 been reviewed by independent accountants as explained in the preceding paragraph, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as at March 31, 2020 and 2019, and of its consolidated financial performance and its consolidated cash flows for the three-month periods then ended in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission.
Other matter – Review Reports by Other Independent Accountants
We did not review the financial statements of certain consolidated subsidiaries and investments accounted for under the equity method. Those financial statements were reviewed by other independent accountants, whose reports thereon have been furnished to us, and our report expressed herein, insofar as it relates to the amounts included in the financial statements and the information disclosed in Note 13 was based solely on the review reports of other independent accountants. These consolidated subsidiaries reflect total assets of NT$60,713,322 thousand and NT$62,721,225 thousand, constituting 19.75% and 21.51% of the consolidated total assets as at March 31, 2020 and 2019, and total operating revenues of NT$8,081,861 thousand and NT$10,716,946 thousand, constituting 18.59% and 23.45% of the
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consolidated total operating revenues for the three-month periods then ended, respectively. The investments accounted for under the equity method amounted to NT$16,683,591 thousand and NT$17,183,003 thousand, constituting 5.43% and 5.89% of the consolidated total assets as at March 31, 2020 and 2019, and the comprehensive income and loss under equity method was (NT$659,634) thousand and NT$168,822 thousand, constituting 35.34% and 26.74% of the consolidated total comprehensive income and loss for the three-month periods then ended, respectively.
Lee, Hsiu-Ling Chih, Ping-Chiun For and on behalf of PricewaterhouseCoopers, Taiwan May 13, 2020
------------------------------------------------------------------------------------------------------------------------------------------------The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
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EVERGREEN MARINE CORPORATION (TAIWAN) LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
| (Expressed in thousands of New Taiwan dollars) (The balance sheets as of March 31, 2020 and 2019 are reviewed, not audited) March31,2020 December31,2019 Assets Notes AMOUNT % AMOUNT % Current assets 1100 Cash and cash equivalents 6(1) $37,384,57312$37,871,889121136 Current financial assets at amortised cost, net 6(3) and 8 944,791-2,018,53611140 Current contract assets 6(21) 1,371,28011,693,49711150 Notes receivable, net 6(4) 115,435-129,545-1170 Accounts receivable, net 6(4) 13,478,001513,979,25151180 Accounts receivable, net - related parties 6(4) and 7 699,215-780,562-1200 Other receivables 314,980-283,739-1210 Other receivables - related parties 7 750,937-743,540-1220 Current income tax assets 399,911-381,933-130X Inventories 6(5) 3,344,17114,547,91911410 Prepayments 1,470,76611,500,03811470 Other current assets 6(6) and 8 2,778,30512,368,627111XX Current assets 63,052,3652166,299,07622Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 6(2) 1,452,117-1,719,423-1535 Non-current financial assets at amortised cost, net 6(3) 100,000-100,000-1550 Investments accounted for using the equity method 6(7) 28,538,325929,400,925101600 Property, plant and equipment, net 6(8), 8 and 9 111,147,37536108,393,511351755 Right-of-use assets 6(9) 82,255,4322782,624,186271760 Investment property, net 6(10) and 8 5,432,57125,455,07021780 Intangible assets 1,873,25011,929,66711840 Deferred income tax assets 994,459-1,035,398-1900 Other non-current assets 6(4)(11) and 8 12,627,56249,638,382315XX Non-current assets 244,421,09179240,296,562781XXX Total assets $307,473,456100$306,595,638100 |
(Expressed in thousands of New Taiwan dollars) (The balance sheets as of March 31, 2020 and 2019 are reviewed, not audited) March31,2020 December31,2019 Assets Notes AMOUNT % AMOUNT % Current assets 1100 Cash and cash equivalents 6(1) $37,384,57312$37,871,889121136 Current financial assets at amortised cost, net 6(3) and 8 944,791-2,018,53611140 Current contract assets 6(21) 1,371,28011,693,49711150 Notes receivable, net 6(4) 115,435-129,545-1170 Accounts receivable, net 6(4) 13,478,001513,979,25151180 Accounts receivable, net - related parties 6(4) and 7 699,215-780,562-1200 Other receivables 314,980-283,739-1210 Other receivables - related parties 7 750,937-743,540-1220 Current income tax assets 399,911-381,933-130X Inventories 6(5) 3,344,17114,547,91911410 Prepayments 1,470,76611,500,03811470 Other current assets 6(6) and 8 2,778,30512,368,627111XX Current assets 63,052,3652166,299,07622Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 6(2) 1,452,117-1,719,423-1535 Non-current financial assets at amortised cost, net 6(3) 100,000-100,000-1550 Investments accounted for using the equity method 6(7) 28,538,325929,400,925101600 Property, plant and equipment, net 6(8), 8 and 9 111,147,37536108,393,511351755 Right-of-use assets 6(9) 82,255,4322782,624,186271760 Investment property, net 6(10) and 8 5,432,57125,455,07021780 Intangible assets 1,873,25011,929,66711840 Deferred income tax assets 994,459-1,035,398-1900 Other non-current assets 6(4)(11) and 8 12,627,56249,638,382315XX Non-current assets 244,421,09179240,296,562781XXX Total assets $307,473,456100$306,595,638100 |
(Expressed in thousands of New Taiwan dollars) (The balance sheets as of March 31, 2020 and 2019 are reviewed, not audited) March31,2020 December31,2019 Assets Notes AMOUNT % AMOUNT % Current assets 1100 Cash and cash equivalents 6(1) $37,384,57312$37,871,889121136 Current financial assets at amortised cost, net 6(3) and 8 944,791-2,018,53611140 Current contract assets 6(21) 1,371,28011,693,49711150 Notes receivable, net 6(4) 115,435-129,545-1170 Accounts receivable, net 6(4) 13,478,001513,979,25151180 Accounts receivable, net - related parties 6(4) and 7 699,215-780,562-1200 Other receivables 314,980-283,739-1210 Other receivables - related parties 7 750,937-743,540-1220 Current income tax assets 399,911-381,933-130X Inventories 6(5) 3,344,17114,547,91911410 Prepayments 1,470,76611,500,03811470 Other current assets 6(6) and 8 2,778,30512,368,627111XX Current assets 63,052,3652166,299,07622Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 6(2) 1,452,117-1,719,423-1535 Non-current financial assets at amortised cost, net 6(3) 100,000-100,000-1550 Investments accounted for using the equity method 6(7) 28,538,325929,400,925101600 Property, plant and equipment, net 6(8), 8 and 9 111,147,37536108,393,511351755 Right-of-use assets 6(9) 82,255,4322782,624,186271760 Investment property, net 6(10) and 8 5,432,57125,455,07021780 Intangible assets 1,873,25011,929,66711840 Deferred income tax assets 994,459-1,035,398-1900 Other non-current assets 6(4)(11) and 8 12,627,56249,638,382315XX Non-current assets 244,421,09179240,296,562781XXX Total assets $307,473,456100$306,595,638100 |
March31,2019 | |
|---|---|---|---|---|
AMOUNT$37,384,573944,7911,371,280115,43513,478,001699,215314,980750,937399,9113,344,1711,470,7662,778,30563,052,3651,452,117100,00028,538,325111,147,37582,255,4325,432,5711,873,250994,45912,627,562244,421,091$307,473,456 |
AMOUNT$35,594,8192,217,6132,183,66086,59411,671,3321,144,334271,617523,829186,3134,543,3171,523,7314,317,47164,264,6301,662,374100,00029,177,274102,991,87476,081,7815,877,5312,199,342877,2698,338,087227,305,532$291,570,162 |
% | ||
| Current assets 1100 Cash and cash equivalents 1136 Current financial assets at amortised cost, net 1140 Current contract assets 1150 Notes receivable, net 1170 Accounts receivable, net 1180 Accounts receivable, net - related parties 1200 Other receivables 1210 Other receivables - related parties 1220 Current income tax assets 130X Inventories 1410 Prepayments 1470 Other current assets 11XX Current assets Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 1535 Non-current financial assets at amortised cost, net 1550 Investments accounted for using the equity method 1600 Property, plant and equipment, net 1755 Right-of-use assets 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1900 Other non-current assets 15XX Non-current assets 1XXX Total assets |
6(1) 6(3) and 8 6(21) 6(4) 6(4) 6(4) and 7 7 6(5) 6(6) and 8 6(2) 6(3) 6(7) 6(8), 8 and 9 6(9) 6(10) and 8 6(4)(11) and 8 |
1211-4----211 |
||
22 |
||||
1-10352621-3 |
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78 |
||||
100 |
(Continued)
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EVERGREEN MARINE CORPORATION (TAIWAN) LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
| (Expressed in thousands of New Taiwan dollars) (The balance sheets as of March 31, 2020 and 2019 are reviewed, not audited) March31,2020 December31,2019 Liabilities andEquity Notes AMOUNT % AMOUNT % Current liabilities 2126 Current financial liabilities for hedging 6(9) and 7 $1,934,7571$1,861,02612130 Current contract liabilities 6(21) 2,762,10912,213,53812170 Accounts payable 13,889,081516,169,71052180 Accounts payable - related parties 7 279,644-411,102-2200 Other payables 4,463,28714,406,87922220 Other payables - related parties 7 701,326-706,239-2230 Current income tax liabilities 602,049-841,265-2280 Current lease liabilities 6(9) and 7 9,065,07239,075,57632300 Other current liabilities 6(12) 29,387,9221027,764,309921XX Current liabilities 63,085,2472163,449,64421Non-current liabilities 2511 Non-current financial liabilities for hedging 6(9) and 7 17,846,103618,327,91662530 Corporate bonds payable 6(13) 10,000,000310,000,00032540 Long-term loans 6(14) 87,678,6882883,859,972272570 Deferred income tax liabilities 1,908,80212,027,37812580 Non-current lease liabilities 6(9) and 7 52,198,7201751,967,317172600 Other non-current liabilities 6(15)(16) 3,279,75413,368,565125XX Non-current liabilities 172,912,06756169,551,148552XXX Total liabilities 235,997,31477233,000,79276Equity attributable to owners of the parent Capital 6(17) 3110 Common stock 48,129,7381548,129,73816Capital surplus 6(18) 3200 Capital surplus 11,407,992411,407,4374Retained earnings 6(19) 3310 Legal reserve 5,714,94025,714,94023350 Unappropriated retained earnings 3,220,48913,659,0421Other equity interest 6(20) 3400 Other equity interest 48,681-1,134,622-31XX Equity attributable to owners of the parent 68,521,8402270,045,7792336XX Non-controlling interest 2,954,30213,549,06713XXX Total equity 71,476,1422373,594,84624Significant Contingent Liabilities And Unrecognized Contract Commitments 9 Significant Events After The Balance Sheet Date 11 3X2X Total liabilities and equity $307,473,456100$306,595,638100 |
(Expressed in thousands of New Taiwan dollars) (The balance sheets as of March 31, 2020 and 2019 are reviewed, not audited) March31,2020 December31,2019 Liabilities andEquity Notes AMOUNT % AMOUNT % Current liabilities 2126 Current financial liabilities for hedging 6(9) and 7 $1,934,7571$1,861,02612130 Current contract liabilities 6(21) 2,762,10912,213,53812170 Accounts payable 13,889,081516,169,71052180 Accounts payable - related parties 7 279,644-411,102-2200 Other payables 4,463,28714,406,87922220 Other payables - related parties 7 701,326-706,239-2230 Current income tax liabilities 602,049-841,265-2280 Current lease liabilities 6(9) and 7 9,065,07239,075,57632300 Other current liabilities 6(12) 29,387,9221027,764,309921XX Current liabilities 63,085,2472163,449,64421Non-current liabilities 2511 Non-current financial liabilities for hedging 6(9) and 7 17,846,103618,327,91662530 Corporate bonds payable 6(13) 10,000,000310,000,00032540 Long-term loans 6(14) 87,678,6882883,859,972272570 Deferred income tax liabilities 1,908,80212,027,37812580 Non-current lease liabilities 6(9) and 7 52,198,7201751,967,317172600 Other non-current liabilities 6(15)(16) 3,279,75413,368,565125XX Non-current liabilities 172,912,06756169,551,148552XXX Total liabilities 235,997,31477233,000,79276Equity attributable to owners of the parent Capital 6(17) 3110 Common stock 48,129,7381548,129,73816Capital surplus 6(18) 3200 Capital surplus 11,407,992411,407,4374Retained earnings 6(19) 3310 Legal reserve 5,714,94025,714,94023350 Unappropriated retained earnings 3,220,48913,659,0421Other equity interest 6(20) 3400 Other equity interest 48,681-1,134,622-31XX Equity attributable to owners of the parent 68,521,8402270,045,7792336XX Non-controlling interest 2,954,30213,549,06713XXX Total equity 71,476,1422373,594,84624Significant Contingent Liabilities And Unrecognized Contract Commitments 9 Significant Events After The Balance Sheet Date 11 3X2X Total liabilities and equity $307,473,456100$306,595,638100 |
(Expressed in thousands of New Taiwan dollars) (The balance sheets as of March 31, 2020 and 2019 are reviewed, not audited) March31,2020 December31,2019 Liabilities andEquity Notes AMOUNT % AMOUNT % Current liabilities 2126 Current financial liabilities for hedging 6(9) and 7 $1,934,7571$1,861,02612130 Current contract liabilities 6(21) 2,762,10912,213,53812170 Accounts payable 13,889,081516,169,71052180 Accounts payable - related parties 7 279,644-411,102-2200 Other payables 4,463,28714,406,87922220 Other payables - related parties 7 701,326-706,239-2230 Current income tax liabilities 602,049-841,265-2280 Current lease liabilities 6(9) and 7 9,065,07239,075,57632300 Other current liabilities 6(12) 29,387,9221027,764,309921XX Current liabilities 63,085,2472163,449,64421Non-current liabilities 2511 Non-current financial liabilities for hedging 6(9) and 7 17,846,103618,327,91662530 Corporate bonds payable 6(13) 10,000,000310,000,00032540 Long-term loans 6(14) 87,678,6882883,859,972272570 Deferred income tax liabilities 1,908,80212,027,37812580 Non-current lease liabilities 6(9) and 7 52,198,7201751,967,317172600 Other non-current liabilities 6(15)(16) 3,279,75413,368,565125XX Non-current liabilities 172,912,06756169,551,148552XXX Total liabilities 235,997,31477233,000,79276Equity attributable to owners of the parent Capital 6(17) 3110 Common stock 48,129,7381548,129,73816Capital surplus 6(18) 3200 Capital surplus 11,407,992411,407,4374Retained earnings 6(19) 3310 Legal reserve 5,714,94025,714,94023350 Unappropriated retained earnings 3,220,48913,659,0421Other equity interest 6(20) 3400 Other equity interest 48,681-1,134,622-31XX Equity attributable to owners of the parent 68,521,8402270,045,7792336XX Non-controlling interest 2,954,30213,549,06713XXX Total equity 71,476,1422373,594,84624Significant Contingent Liabilities And Unrecognized Contract Commitments 9 Significant Events After The Balance Sheet Date 11 3X2X Total liabilities and equity $307,473,456100$306,595,638100 |
March31,2019 | |
|---|---|---|---|---|
AMOUNT$1,934,7572,762,10913,889,081279,6444,463,287701,326602,0499,065,07229,387,92263,085,24717,846,10310,000,00087,678,6881,908,80252,198,7203,279,754172,912,067235,997,31448,129,73811,407,9925,714,9403,220,48948,68168,521,8402,954,30271,476,142$307,473,456 |
AMOUNT$914,318663,60817,339,010430,1304,699,8631,026,203933,9149,913,58921,203,61957,124,25410,538,04610,000,00084,315,4131,948,12252,743,1543,302,328162,847,063219,971,31745,129,73811,058,7165,685,5484,336,2151,357,64167,567,8584,030,98771,598,845$291,570,162 |
% | ||
| Current liabilities 2126 Current financial liabilities for hedging 2130 Current contract liabilities 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2280 Current lease liabilities 2300 Other current liabilities 21XX Current liabilities Non-current liabilities 2511 Non-current financial liabilities for hedging 2530 Corporate bonds payable 2540 Long-term loans 2570 Deferred income tax liabilities 2580 Non-current lease liabilities 2600 Other non-current liabilities 25XX Non-current liabilities 2XXX Total liabilities Equity attributable to owners of the parent Capital 3110 Common stock Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 31XX Equity attributable to owners of the parent 36XX Non-controlling interest 3XXX Total equity Significant Contingent Liabilities And Unrecognized Contract Commitments Significant Events After The Balance Sheet Date 3X2X Total liabilities and equity |
6(9) and 7 6(21) 7 7 6(9) and 7 6(12) 6(9) and 7 6(13) 6(14) 6(9) and 7 6(15)(16) 6(17) 6(18) 6(19) 6(20) 9 11 |
--6-2--47 |
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19 |
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43291181 |
||||
56 |
||||
75 |
||||
15422- |
||||
232 |
||||
25 |
||||
100 |
The accompanying notes are an integral part of these consolidated financial statements.
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EVERGREEN MARINE CORPORATION (TAIWAN) LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Expressed in thousands of New Taiwan dollars, except earnings (loss) per share) (Reviewed, not audited)
| Items | Threemonths endedMarch31 2020 2019 Notes AMOUNT % AMOUNT % 6(21) and 7 $43,475,255100$45,697,0521006(26)(27) and 7 (40,530,578 ) (93) (42,284,130) (93 )2,944,67773,412,92272,810-8,554-2,726-3,282-2,950,21373,424,75876(26)(27) and 7 (373,548 ) (1) (368,422) (1 )(2,076,653 ) (5) (2,113,839) (4 )2,776-13,189-(2,447,425 ) (6) (2,469,072) (5 )6(22) and 7 (6,377)-347,3911496,41111,303,07736(23) 263,915-298,27916(24) 87,099-37,029-6(25) and 7 (1,324,561 ) (3) (1,334,684) (3 )(140,504 )-404,8281(1,114,051 ) (3) (594,548) (1 )(617,640 ) (2)708,52926(28) (115,509)- (244,623) (1)( $733,149) (2) $463,9061 |
|---|---|
| 4000 Operating revenue 5000 Operating costs 5900 Gross profit 5910 Unrealized loss from sales 5920 Realized profit on from sales 5950 Gross profit Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6450 Impairment loss (impairment gain and reversal of impairment loss) determined in accordance with IFRS 9 6000 Operating expenses 6500 Other (loss) gains - net 6900 Operating profit Other non-operating income and expenses 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of loss of associates and joint ventures accounted for using the equity method 7000 Total non-operating income and expenses 7900 (Loss) profit before income tax 7950 Income tax expense 8200 (Loss) profit for the period |
(Continued)
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EVERGREEN MARINE CORPORATION (TAIWAN) LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Expressed in thousands of New Taiwan dollars, except earnings (loss) per share) (Reviewed, not audited)
| Items | Three-monthperiods endedMarch31 2020 2019 Notes AMOUNT % AMOUNT 6(2)(20) ( $270,356 ) (1) $10,250(229,577 )-66,1256(28) 6,723-1,842(493,210 ) (1)78,217(208,534 )-233,8106(9)(20) (127,127 )- (64,904)(332,983 ) (1) (97,458)6(28) 28,568-17,867(640,076 ) (1)89,315( $1,133,286 ) (2) $167,532( $1,866,435 ) (4) $631,438($441,577 ) (1) $559,572( $291,572 ) (1) ($95,666)( $1,524,494 ) (3) $724,057($341,941 ) (1) ($92,619)6(29) ($0.09) $( $0.09) $ |
Three-monthperiods endedMarch31 | Three-monthperiods endedMarch31 | %----------11-1-0.120.12 |
|---|---|---|---|---|
| 2020 | 2019 | |||
| Other comprehensive income (loss) Components of other comprehensive income that will not be reclassified to profit or loss 8316 Unrealised gains (losses) on valuation of investments in equity instruments measured at fair value through other comprehensive income 8320 Share 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 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8310 Components of other comprehensive (loss) income that will not be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8361 Exchange differences on translating the financial statements of foreign operations 8368 Losses on hedging instrument 8370 Share of other comprehensive loss of associates and joint ventures accounted for using the equity method 8399 Income tax relating to the components of other comprehensive income 8360 Components of other comprehensive (loss) income that will be reclassified to profit or loss 8300 Other comprehensive (loss) income for the period, net of income tax 8500 Total comprehensive (loss) income for the period Profit (loss), attributable to: 8610 Owners of the parent 8620 Non-controlling interest Comprehensive income (loss) attributable to: 8710 Owners of the parent 8720 Non-controlling interest Basic earnings (loss) per share (in dollars) 9750 Basic earnings (loss) per share 9850 Diluted earnings (loss) per share |
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$ |
The accompanying notes are an integral part of these consolidated financial statements.
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EVERGREEN MARINE CORPORATION (TAIWAN) LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| Three-month period ended March 31, 2019 Balance at January 1, 2019 Profit (loss) for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) Adjustments to share of changes in equity of associates and joint ventures Balance at March 31, 2019 Three-month period ended March 31, 2020 Balance at January 1, 2020 Loss for the period Other comprehensive income (loss) for the period Total comprehensive loss Adjustments to share of changes in equity of associates and joint ventures Decrease in non-controlling interests Balance at March 31, 2020 |
Notes | Equity attributablet | Equity attributablet | o owners of the parent | o owners of the parent | o owners of the parent | Non-controlling interest |
Totalequity | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Commonstock | Capital surplus, additional paid-in capital |
Retained | Earnings | O | therequityinterest | Total | |||||||||||
| Legal reserve | Unappropriated retained earnings |
Financial statements translation differences of foreignoperations |
Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income |
Gains (losses) on hedging instruments |
|||||||||||||
| 6(20) 6(20) 6(18)(20) 6(20) 6(20) 6(18)(20) 6(31) |
$ 45,129,738----$ 45,129,738$ 48,129,738-----$ 48,129,738 |
$ 11,059,145---(429 )$ 11,058,716$ 11,407,437---555-$ 11,407,992 |
$ 5,685,548----$ 5,685,548$ 5,714,940-----$ 5,714,940 |
$ 3,776,643559,572-559,572-$ 4,336,215$ 3,659,042(441,577 )3,024(438,553 )--$ 3,220,489 |
$17,580-245,922245,922-$263,502($856,773 )-(130,118 )(130,118 )--($986,891 ) |
$ 1,234,225-75,21175,211-$ 1,309,436$ 1,411,638-(498,138 )(498,138 )--$913,500 |
($58,649 ) -(156,648 ) (156,648 ) -($215,297 ) $579,757-(457,685 ) (457,685 ) --$122,072 |
$ 66,844,230559,572164,485724,057(429 )$ 67,567,858$ 70,045,779(441,577 )(1,082,917 )(1,524,494 )555-$ 68,521,840 |
$ 4,123,606(95,666 )3,047(92,619 )-$ 4,030,987$ 3,549,067(291,572 )(50,369 )(341,941 )-(252,824 )$ 2,954,302 |
$ 70,967,836463,906167,532631,438(429 )$ 71,598,845$ 73,594,846(733,149 )(1,133,286 )(1,866,435 )555(252,824 )$ 71,476,142 |
The accompanying notes are an integral part of these consolidated financial statements.
~9~
EVERGREEN MARINE CORPORATION (TAIWAN) LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| CASH FLOWS FROM OPERATING ACTIVITIES (Loss) profit before tax Adjustments Income and expenses having no effect on cash flows Depreciation Amortization Expected credit gain Interest income Interest expense Dividend income Share of profit of associates and joint ventures accounted for using the equity method Gains arising from lease modification Net loss (gain) on disposal of property, plant and equipment Net gain on disposal of right-of-use assets Gain on disposal of investments Realized income with affliated companies Unrealized loss with affliated companies Changes in assets/liabilities relating to operating activities Changes in operating assets Financial assets at fair value through profit or loss Current contract assets Notes receivable, net Accounts receivable, net Accounts receivable, net - related parties Other receivables Other receivables - related parties Inventories Prepayments Other current assets Other non-current assets Net changes in liabilities relating to operating activities Current contract liabilities Accounts payable Accounts payable - related parties Other payables Other payables - related parties Other current liabilities Other non-current liabilities Cash inflow generated from operations Interest received Interest paid Income tax paid Net cash flows from operating activities |
Notes 6(8)(9)(10)(24)(26) 6(26) 12(2) 6(23) 6(25) 6(23) 6(24) 6(22) 6(24) 6(24) |
Three-monthperiods ended March 31 2020 2019 ($617,640 ) $708,5295,264,3074,941,93277,00677,644( 2,776 ) ( 13,189 )( 138,079 ) ( 193,373 )1,324,5611,334,684- ( 32,112 )140,504 ( 404,828 )( 1 ) -6,377 ( 347,391 )( 15,001 ) ( 3,558 )( 161 ) ( 228 )( 2,726 ) ( 3,282 )( 2,810 ) ( 8,554 )-130330,16564,77514,87468,135586,2943,397,77585,456 ( 639,603 )( 29,452 ) 613,223( 3,023 ) 82,9001,224,893569,37336,686122,026( 390,606 ) ( 1,448,853 )1,265 ( 2,846 )538,654 ( 1,114,562 )( 2,354,816 ) ( 2,515,983 )( 133,409 ) 175,765( 208,214 ) 208,045( 11,634 ) ( 13,333 )( 1,517,641 ) ( 1,409,042 )( 62,650 ) ( 39,990 )4,140,4034,174,209138,079193,373( 1,374,566 ) ( 1,364,804 )( 424,027 ) ( 121,217 )2,479,889 2,881,561 |
|---|---|---|
2020($617,640 ) 5,264,30777,006( 2,776 ) ( 138,079 ) 1,324,561- 140,504 ( 1 ) 6,377 ( 15,001 ) ( 161 ) ( 2,726 ) ( 2,810 ) -330,16514,874586,29485,456 ( 29,452 ) ( 3,023 ) 1,224,89336,686( 390,606 ) 1,265 538,654 ( 2,354,816 ) ( 133,409 ) ( 208,214 ) ( 11,634 ) ( 1,517,641 ) ( 62,650 ) 4,140,403138,079( 1,374,566 ) ( 424,027 ) 2,479,889 |
(Continued)
~10~
EVERGREEN MARINE CORPORATION (TAIWAN) LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| CASH FLOWS FROM INVESTING ACTIVITIES Decrease in financial assets at amortised cost Acquisition of investments accounted for using the equity method Proceeds from disposal of investments accounted for using the equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of right-of-use assets Proceeds from disposal of right-of-use assets Acquisition of intangible assets Decrease (increase) in guarantee deposits paid Increase in other non-current assets Effect of initial consolidation of subsidiaries Cash dividend received Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term loans Decrease in short-term loans Increase other payables - related parties Increase in long-term loans Decrease in long-term loans Payments if lease liabilities Net change in non-controlling interest (Decrease) increase in guarantee deposits received Net cash flows from financing activities Effect of exchange rate changes Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
Three-monthperiods ended March 31 Notes 2020 2019 $1,075,133 $447,995- ( 512,682 )150,464-6(31) ( 1,906,646 ) ( 605,993 )774,731873,800( 10,921 ) -26,24529,843( 8,647 ) ( 4,091 )3,198 ( 3,362 )6(31) ( 6,025,226 ) ( 3,489,206 )4,082-8,12632,112( 5,909,461 ) ( 3,231,584 )1,954,763100,000( 1,954,763 ) ( 100,000 )2,601 ( 149,340 )6(32) 11,356,2965,643,7866(32) ( 4,853,139 ) ( 2,571,952 )6(9)(32) ( 3,107,066 ) ( 2,869,053 )6(31) ( 236,187 ) -6(32) ( 33,183 ) 38,1213,129,32291,562( 187,066 ) 16,645( 487,316 ) ( 241,816 )37,871,88935,836,635$37,384,573 $35,594,819 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
~11~
EVERGREEN MARINE CORPORATION (TAIWAN) LTD. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in thousands of New Taiwan Dollars, except as otherwise indicated)
1. HISTORY AND ORGANISATION
Evergreen Marine Corporation (Taiwan) Ltd. (the “Company”) was established in the Republic of China. The Company and its subsidiaries (collectively referred herein as the “Group”) are mainly engaged in domestic and international marine transportation, shipping agency services, and the distribution of containers. The Company was approved by the Securities and Futures Bureau (SFB), Financial Supervisory Commission, Executive Yuan, R.O.C. to be a public company on November 2, 1982 and was further approved by the SFB to be a listed company on July 6, 1987. The Company’s shares have been publicly traded on the Taiwan Stock Exchange since September 21, 1987.
2. THE DATE OF AUTHORISATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORISATION
These consolidated financial statements were authorised by the Board of Directors on May 13, 2020.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by FSC effective from 2020 are as follows:
Effective date by International Accounting New Standards, Interpretations and Amendments Standards Board Amendment to IAS 1 and IAS 8, ‘Disclosure initiative-definition of January 1, 2020 material’ Amendments to IFRS 3, ‘Definition of a business’ January 1, 2020 Amendments to IFRS 9, IAS 39 and IFRS7 ,‘Interest rate benchmark January 1, 2020 reform’
Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
- A. Amendments to IAS 1 and IAS 8, ‘Disclosure Initiative-Definition of Material’
The amendments clarify the definition of material that information is material if omitting, misstating or obscuring it could reasonably be expected to influence the decisions that the primary users of general purpose financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity.
~12~
- B. Amendments to IFRS 3, ‘Definition of a business’
The amendments clarify the definition of a business that to be considered a business, an acquired set of activities and assets must include, at a minimum, an input and a substantive process that together; narrow the definitions of a business and of outputs by focusing on goods and services provided to customers and by removing the reference to an ability to reduce costs. Remove the assessment of whether market participants are capable of replacing any missing inputs or processes and continuing to produce outputs. Besides, add an optional concentration test that permits a simplified assessment of whether an acquired set of activities and assets is not a business.
- C. Amendments to IFRS 9, IAS 39 and IFRS 7, ‘Interest rate benchmark reform’
The reliefs relate to hedge accounting and have the effect that IBOR reform should not generally cause hedge accounting to terminate. Also, the amendment requires disclosure about how the entity is impacted by IBOR reform and is managing the transition process.
- (2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group
None.
- (3) Effect of IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:
| endorsed by the FSC are as follows: | |
|---|---|
| New Standards, Interpretations and Amendments | Effective date by International Accounting StandardsBoard |
| 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’ Amendments to IAS 1, ‘Classification of liabilities as current or non- current’ |
To be determined by International Accounting Standards Board January 1, 2021 January 1, 2022 |
Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
- A. Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’
The amendments resolve a current inconsistency between IFRS 10 and IAS 28. The gain or loss resulting from a transaction that involves sales or contribution of assets between an investor and its associates or joint ventures is recognised either in full or partially depending on the nature of the assets sold or contributed:
-
(a) If sales or contributions of assets constitute a ‘business’, the full gain or loss is recognized;
-
(b) If sales or contributions of assets do not constitute a ‘business’, the partial gain or loss is recognised only to the extent of unrelated investors’ interests in the associate or joint venture.
~13~
-
B. Amendments to IAS 1, ‘Classification of liabilities as current or non-current’
-
The amendments clarify that classification of liabilities depends on the rights that exist at the end of the reporting period. An entity shall classify a liability as current when it does not have a right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period. Also, the amendments define ‘settlement’ as the extinguishment of a liability with cash, other economic resources or an entity’s own equity instruments.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
(1) Compliance statement
The consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Accounting Standard 34, ‘Interim Financial Reporting’ as endorsed by the FSC.
-
(2) Basis of preparation
-
A. Except for the following items, the consolidated financial statements have been prepared under the historical cost convention:
-
(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
-
(b) Financial assets at fair value through other comprehensive income.
-
(c) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.
-
-
B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
(3) Basis of consolidation
-
A. Basis for preparation of consolidated financial statements:
-
(a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.
~14~
-
(b) Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
(c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the noncontrolling interests having a deficit balance.
-
(d) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity.
-
(e) When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognised in profit or loss. All amounts previously recognised in other comprehensive income in relation to the subsidiary are reclassified to profit or loss on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognised in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.
-
B. Subsidiaries included in the consolidated financial statements:
| Name of Investor The Company The Company The Company The Company |
Name of Subsidiary TTSC Peony ETS EGH |
Main business activities Cargo loading and discharging Investments in transport-related business Terminal Services Container shipping and agency services dealing with port formalities |
Ownership (%) | Ownership (%) | March 31, 2019 55.00 100.00 94.43 79.00 |
Description |
|---|---|---|---|---|---|---|
| March 31, 2020 55.00 100.00 94.43 79.00 |
December 31, 2019 55.00 100.00 94.43 79.00 |
|||||
~15~
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Ownership (%)
Name of Name of Main business March 31, December 31, March 31,
Investor Subsidiary activities 2020 2019 2019 Description
----- End of picture text -----
| Name of Investor |
Name of Subsidiary |
Main business activities |
March 31, 2020 |
December 31, 2019 Ownership (%) |
March 31, 2019 |
Description |
|---|---|---|---|---|---|---|
| The | EIL | Agency services dealing | 59.00 | 59.00 | - | (c) |
| Company | with port formalities | |||||
| Peony | GMS | Container shipping | 100.00 | 100.00 | 100.00 | |
| Peony | Clove | Investments in container | 100.00 | 100.00 | 100.00 | |
| yards and port terminals | ||||||
| Peony | EMU | Container shipping | 51.00 | 51.00 | 51.00 | |
| Peony | EHIC(M) | Manufacturing of | 84.44 | 84.44 | 84.44 | |
| dry steel containers | ||||||
| and container parts | ||||||
| Peony | Armand | Investments in container | 70.00 | 70.00 | 70.00 | (g) |
| N.V. | yards and port terminals | |||||
| Peony | KTIL | Loading, discharging, | 20.00 | 20.00 | 20.00 | |
| storage, repairs and | ||||||
| cleaning of containers | ||||||
| Peony | MBPI | Containers storage | 95.03 | 95.03 | 95.03 | |
| and inspections of | ||||||
| containers at the | ||||||
| customs house | ||||||
| Peony | MBT | Inland transportation, | 17.39 | 17.39 | 17.39 | |
| repairs and cleaning | ||||||
| of containers | ||||||
| Peony | EGK | Agency services dealing | 100.00 | 100.00 | 100.00 | |
| with port formalities | ||||||
| Peony | EGT | Agency services dealing | 85.00 | 85.00 | 85.00 | |
| with port formalities | ||||||
| Peony | EGI | Agency services dealing | 99.99 | 99.99 | 99.99 | |
| with port formalities | ||||||
| Peony | EMA | Agency services dealing | 100.00 | 100.00 | 100.00 | |
| with port formalities |
~16~
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Ownership (%)
Name of Name of Main business March 31, December 31, March 31,
Investor Subsidiary activities 2020 2019 2019 Description
----- End of picture text -----
| Name of Investor |
Name of Subsidiary |
Main business activities |
March 31, 2020 |
December 31, 2019 |
March 31, 2019 |
Description |
|---|---|---|---|---|---|---|
| Peony | EIT | Agency services dealing | 55.00 | 55.00 | 55.00 | |
| with port formalities | ||||||
| Peony | EES | Agency services dealing | 100.00 | 100.00 | 100.00 | |
| with port formalities | ||||||
| Peony | ERU | Agency services dealing | 51.00 | 51.00 | 51.00 | |
| with port formalities | ||||||
| Peony | EEU | Agency services dealing | 100.00 | 100.00 | 100.00 | |
| with port formalities | ||||||
| Peony | ESA | Agency services dealing | 55.00 | 55.00 | 55.00 | |
| with port formalities | ||||||
| Peony | EGB | Real estate leasing | 95.00 | 95.00 | 95.00 | |
| Peony | EGM | Agency services dealing | 100.00 | 100.00 | 100.00 | |
| with port formalities | ||||||
| Peony | EGH | Container shipping and | 1.00 | 1.00 | 1.00 | |
| agency services dealing | ||||||
| with port formalities | ||||||
| Peony | EGV | Agency services dealing | 100.00 | 100.00 | 100.00 | |
| with port formalities | ||||||
| EGH | Ever shine | Management consultancy | 100.00 | 100.00 | 100.00 | |
| (Shanghai) | and self-owned property | |||||
| leasing | ||||||
| EGH | Ever shine | Management consultancy | 100.00 | 100.00 | 100.00 | |
| (Ningbo) | and self-owned property | |||||
| leasing | ||||||
| EGH | EKH | Agency services dealing | 100.00 | 100.00 | 100.00 | |
| with port formalities | ||||||
| EGH | EPE | Agency services dealing | 60.00 | 60.00 | 60.00 | |
| with port formalities | ||||||
| EGH | ECO | Agency services dealing | 75.00 | 75.00 | 100.00 | (a) |
| with port formalities |
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Ownership (%)
Name of Name of Main business March 31, December 31, March 31,
Investor Subsidiary activities 2020 2019 2019 Description
----- End of picture text -----
| Investor | Subsidiary | activities | 2020 | 2019 | 2019 | Description |
|---|---|---|---|---|---|---|
| EGH | ECL | Agency services dealing | 60.00 | 60.00 | 60.00 | |
| with port formalities | ||||||
| EGH | EMX | Agency services dealing | 60.00 | 60.00 | 60.00 | |
| with port formalities | ||||||
| EGH | EGRC | Agency services dealing | 60.00 | 60.00 | - | |
| with port formalities | ||||||
| EGH | HMH | Agency services dealing | - | - | - | (b) |
| with port formalities | ||||||
| EGH | Ever shine | Management consultancy | 100.00 | 100.00 | 100.00 | (b) |
| (Shenzhen) | and self-owned property | |||||
| leasing | ||||||
| EGH | Ever shine | Management consultancy | 100.00 | 100.00 | 100.00 | (b) |
| (Qingdao) | and self-owned property | |||||
| leasing | ||||||
| EGH | MAC | Agency services dealing | 52.00 | 52.00 | 49.00 | (b)、(d) |
| with port formalities | ||||||
| EGH | KTIL | Loading, discharging, | 20.00 | 20.00 | 20.00 | (b) |
| storage, repairs and | ||||||
| cleaning of containers | ||||||
| EGH | EIL | Agency services dealing | 1.00 | 1.00 | - | (c) |
| with port formalities | ||||||
| EGH | ELA | Management consultancy | 100.00 | 16.50 | 16.50 | (e) |
| EGH | EBR | Agency services dealing | 60.00 | - | - | (f) |
| with port formalities | ||||||
| ETS | Whitney | Investments and | 100.00 | 100.00 | 100.00 | |
| leases of operating | ||||||
| machinery and | ||||||
| equipment of port | ||||||
| terminals |
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Ownership (%)
Name of Name of Main business March 31, December 31, March 31,
Investor Subsidiary activities 2020 2019 2019 Description
----- End of picture text -----
| Investor | Subsidiary | activities | 2020 | 2019 | 2019 | Description |
|---|---|---|---|---|---|---|
| EMU | KTIL | Loading, discharging, | 20.00 | 20.00 | 20.00 | |
| storage, repairs and | ||||||
| cleaning of containers | ||||||
| Clove | ETS | Terminal Services | 5.57 | 5.57 | 5.57 | |
| Armand | Armand | Investments in container | 100.00 | 100.00 | 100.00 | (h) |
| N.V. | B.V. | yards and port terminals | ||||
| MBPI | MBT | Inland transportation, | 72.95 | 72.95 | 72.95 | |
| repairs and cleaning | ||||||
| of containers |
-
(a) On August 14, 2018, the Board of Directors of the subsidiary, EGH, resolved to establish a subsidiary, ECO, in Columbia. The capital for establishment is COP 80,000 (approx. USD 27), and the subsidiary is primarily engaged in container shipping and agency services dealing with port formalities. However, EGH did not participate in the capital increase and EGH’s share interest was decreased to 75%.
-
(b) On August 13, 2018, shareholders of the subsidiary, EGH, during their meeting resolved to make an equity transaction. EGH acquired a 100% equity interest of HMH and its indirect investees, wholly-owned Ever Shine (Shenzhen), wholly-owned Ever Shine (Qingdao), 49% owned MAC and 20% owned KTIL from the joint ventures, Chestnut Estate B.V.. The transaction amount was USD 105,808. The applicable transactions were approved by the Investment Commission of the Ministry of Economic Affairs. The acquisition date was December 14, 2018. On December 21, 2018, shareholders of EGH during their meeting resolved to merge its subsidiary, HMH. EGH will be the surviving companies and HMH will be dissolved after the merger. The liquidation process of HMH was completed by January 10, 2020.
-
(c) On March 22, 2019, the Board of Directors of the Company and the subsidiary, EGH, resolved to establish a subsidiary, EIL, in Israel. The capital for establishment is ILS 1,800 (approx. USD 500), and the subsidiary is primarily engaged in container shipping and agency services dealing with port formalities.
-
(d) On October 28, 2019, shareholders of the subsidiary, EGH, during their meeting resolved to make an equity transaction. EGH acquired the 3% ownership of MAC from Ningbo Jiang Dong Ever Elite Investment Consulting Ltd.. The transaction amount was RMB 150. The applicable transactions were approved by the Investment Commission of the Ministry of Economic Affairs. The acquisition date was December 10, 2019.
~19~
-
(e) On December 20, 2019, the Board of Directors of the subsidiary, EGH, approved the ELA equity transaction and acquired 83.50% equity interests from the joint ventures, EMC and EMU, the transaction date was March 1, 2020 and the transaction amount was USD 544. After the transaction, the shareholding ratio which was the equity of ELA held by EGH increase from 16.50% to 100%. The company primarily engaged in management consultancy in Latin America. Because the transaction did not meet the requirements of IFRS 3, ‘Definition of a business’, the accounting treatment of this equity transaction would be accounted as acquired assets and liabilities based on the principle.
-
(f) On August 13, 2019, the Board of Directors of the subsidiary, EGH, approved to establish a subsidiary, EBR, in Brazil, the initial capital amounted to BRL 1,200 (USD 247), the date of the capital injection completion was March 16, 2020, this company is primarily engaged in freight and shipping agent.
-
(g) On March 18, 2020, the shareholders of the second-tier subsidiary, Armand N.V., during their meeting approved the accelerated liquidation. At the same day, the investment amount returned to the shareholder, Peony Investment S.A, and non-controlling interests amounted to $339,638 (USD 11,237) and $145,909 (USD 4,827), respectively, based on local regulations.
-
(h) On March 17, 2020, the shareholders of the second-tier subsidiary, Armand B.V., during their meeting approved the accelerated liquidation. At the same day, the investment amount returned to Armand N.V. amounted to $491,294 (USD16,257) based on local regulations.
-
C. Subsidiary not included in the consolidated financial statements: None.
-
D. Adjustments for subsidiaries with different balance sheet dates: None.
-
E. Significant restrictions: None.
-
F. Subsidiaries that have non-controlling interests that are material to the Group:
-
As of March 31, 2020, December 31, 2019 and March 31, 2019, the non-controlling interest amounted to $2,954,302 , $3,549,067 and $4,030,987, respectively. The information of noncontrolling interest and respective subsidiaries is as follows:
Non-controlling interest
| Name of subsidiary |
Principal place ofbusiness U.K. Hong Kong Principal place of business U.K. Hong Kong |
Ownership Amount (%) 455,202 $ 49% 1,920,996 20% March31,2020 |
Ownership Amount (%) 768,414 $ 49% 2,021,999 20% Ownership Amount (%) 1,261,174 $ 49% 2,002,173 20% December31,2019 Non-controllinginterest March31,2019 |
Description |
|---|---|---|---|---|
| Amount 455,202 $ 1,920,996 |
||||
| EMU EGH Name of subsidiary |
Description | |||
| Amount 1,261,174 $ 2,002,173 |
||||
| EMU EGH |
~20~
Summarised financial information of the subsidiaries: Balance sheets
| Balance sheets | |||||||
|---|---|---|---|---|---|---|---|
| EMU | |||||||
| March 31, 2020 | December31,2019 | March31,2019 | |||||
| Current assets | 5,516,328 $ |
$ | 6,866,440 |
$ | 6,740,118 |
||
| Non-current assets | 45,766,652 |
46,043,283 |
49,529,240 | ||||
| Current liabilities | ( | 15,138,349) |
( | 16,584,869) |
( | 16,238,076) |
|
| Non-current liabilities | ( | 35,215,648) |
( | 34,756,663) |
( | 37,457,457) |
|
| Total net assets | 928,983 $ |
$ | 1,568,191 | $ | 2,573,825 |
||
| EGH | |||||||
| March31,2020 | December31,2019 | March31,2019 | |||||
| Current assets | 10,702,787 $ |
$ | 12,300,364 |
$ | 8,611,183 |
||
| Non-current assets | 32,437,040 | 29,181,330 | 25,427,829 | ||||
| Current liabilities | ( | 12,271,581) |
( | 12,496,762) |
( | 9,437,461) |
|
| Non-current liabilities | ( | 21,741,711) |
( | 19,659,040) |
( | 15,008,155) |
|
| Total net assets | 9,126,535 $ |
$ | 9,325,892 | $ | 9,593,396 |
Statements of comprehensive income
| Statements of comprehensive income | |||||
|---|---|---|---|---|---|
| EMU | |||||
| Three-month period endedThree-month period ended | |||||
| March31,2020 | March 31, 2019 | ||||
| Revenue | $ | 8,455,230 | $ | 10,548,241 |
|
| Loss before income tax | ($ | 638,192) |
($ | 430,314) |
|
| Income tax expense | ( | 7,193) |
( | 4,608) |
|
| Loss for the period from | |||||
| continuing operations | ( | 645,385) |
( | 434,922) |
|
| Other comprehensive (loss) income, | |||||
| net of tax | ( | 1,449) |
1,738 |
||
| Total comprehensive loss for the period | ($ | 646,834) | ($ | 433,184) | |
| Comprehensive loss attributable | |||||
| to non-controlling interest | ($ | 316,949) | ($ | 212,260) |
~21~
EGH
Revenue (Loss) profit before income tax Income tax expense (Loss) profit for the period from continuing operations Other comprehensive income or loss, net of tax Total comprehensive (loss) income for the period Comprehensive (loss) income attributable to non-controlling interest
Three-month period ended Three-month period ended March 31, 2020 March 31, 2019 $ 7,014,151 $ 5,653,200 ($ 68,291) $ 385,877 ( 44,180) ( 111,748) ( 112,471) 274,129 - - ($ 112,471) $ 274,129 ($ 22,494) $ 54,826
Statements of cash flows
EMU
| Statements of cash flows | EMU | EMU | EMU | EMU | EMU |
|---|---|---|---|---|---|
| Three-month period endedThree-month period ended | |||||
| March31,2020 | March31,2019 | ||||
| Net cash (used in) provided by | |||||
| operating activities | ($ | 8,978) |
$ | 262,787 |
|
| Net cash used in investing activities | ( | 385,948) |
( | 2,831) |
|
| Net cash provided by (used in) | |||||
| in financing activities | 39,440 | ( | 650,713) |
||
| Effect of exchange rates on cash | |||||
| and cash equivalents | 8,808 | 6,205 | |||
| Decrease in cash and cash equivalents | ( | 346,678) |
( | 384,552) |
|
| Cash and cash equivalents, | |||||
| beginning of period | 1,610,984 | 1,787,358 | |||
| Cash and cash equivalents, | |||||
| end of period | $ | 1,264,306 | $ | 1,402,806 |
~22~
EGH
| EGH | EGH | EGH | EGH | |
|---|---|---|---|---|
| Three-month period endedThree-month period ended | ||||
| March31,2020 | March31,2019 | |||
| Net cash provided by operating activities | $ | 1,782,952 |
$ | 2,894,224 |
| Net cash used in investing activities | ( | 1,521,057) |
( | 4,140,118) |
| Net cash (used in) provided by | ||||
| financing activities | ( | 1,510,368) |
138,836 | |
| Effect of exchange rates on cash | ||||
| and cash equivalents | 23,459 |
8,277 | ||
| Decrease in cash and cash equivalents | ( | 1,225,014) |
( | 1,098,781) |
| Cash and cash equivalents, | ||||
| beginning of period | 4,542,951 |
3,166,065 | ||
| Cash and cash equivalents, | ||||
| end of period | $ | 3,317,937 | $ | 2,067,284 |
(4) Foreign currency translation
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in New Taiwan Dollars, which is the Company’s functional and the Group’s presentation currency.
-
A. Foreign currency transactions and balances
-
(a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise, except when deferred in other comprehensive income as qualifying cash flow hedges and qualifying net investment hedges.
-
(b) Monetary assets and liabilities denominated in foreign currencies at the period end are retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.
-
(c) Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in other comprehensive income. However, nonmonetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.
-
(d) All other foreign exchange gains and losses based on the nature of those transactions are presented in the statement of comprehensive income within ‘other gains and losses’.
~23~
-
B. Translation of foreign operations
-
(a) The operating results and financial position of all the group entities and associates that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
-
i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;
-
ii. Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and
-
iii. All resulting exchange differences are recognised in other comprehensive income.
-
-
(b) When the foreign operation partially disposed of or sold is an associate, exchange differences that were recorded in other comprehensive income are proportionately reclassified to profit or loss as part of the gain or loss on sale. In addition, even when the Group retains partial interest in the former foreign associate after losing significant influence over the former foreign associate, such transactions should be accounted for as disposal of all interest in these foreign operations.
-
(c) When the foreign operation partially disposed of or sold is a subsidiary, cumulative exchange differences that were recorded in other comprehensive income are proportionately transferred to the non-controlling interest in this foreign operation. In addition, even when the Group retains partial interest in the former foreign subsidiary after losing control of the former foreign subsidiary, such transactions should be accounted for as disposal of all interest in the foreign operation.
-
(d) Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing exchange rates at the balance sheet date.
(5) Classification of current and non-current items
-
A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:
-
(a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;
-
(b) Assets held mainly for trading purposes;
-
(c) Assets that are expected to be realised within twelve months from the balance sheet date;
-
(d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to settle liabilities more than twelve months after the balance sheet date.
-
B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:
-
(a) Liabilities that are expected to be settled within the normal operating cycle;
-
(b) Liabilities arising mainly from trading activities;
-
(c) Liabilities that are to be settled within twelve months from the balance sheet date;
~24~
-
(d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
-
(6) Cash equivalents
Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits with original maturities of three months or less that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.
-
(7) Financial assets at fair value through profit or loss
-
A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.
-
B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Group subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.
-
D. The Group recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
-
(8) Financial assets at fair value through other comprehensive income
-
A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Group has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income and debt instruments which meet all of the following criteria:
-
(a) The objective of the Group’s business model is achieved both by collecting contractual cash flows and selling financial assets; and
-
(b) The assets’ contractual cash flows represent solely payments of principal and interest.
-
-
B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value:
- (a) The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
~25~
- (b) Except for the recognition of impairment loss, interest income and gain or loss on foreign exchange which are recognised in profit or loss, the changes in fair value of debt instruments are taken through other comprehensive income. When the financial asset is derecognised, the cumulative gain or loss previously recognised in other comprehensive income is reclassified from equity to profit or loss.
(9) Financial assets at amortised cost
-
A. Financial assets at amortised cost are those that meet all of the following criteria:
-
(a) The objective of the Group’s business model is achieved by collecting contractual cash flows.
-
(b) The assets’ contractual cash flows represent solely payments of principal and interest.
-
B. On a regular way purchase or sale basis, financial assets at amortised cost are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. Interest income from these financial assets is included in finance income using the effective interest method. A gain or loss is recognised in profit or loss when the asset is derecognised or impaired.
-
D. The Group’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.
-
(10) Notes, accounts and other receivables
-
A. Notes and account receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services. Receivables arising from transactions other than the sale of goods or service are classified as other receivables.
-
B. The Group initially measures accounts and notes receivable at fair value and subsequently recognises the amortised interest income over the period of circulation using the effective interest method and the impairment loss. A gain or loss is recognised in profit or loss.
(11) Impairment of financial assets
- For debt instruments measured at fair value through other comprehensive income and financial assets at amortised cost including accounts receivable or contract assets that have a significant financing component at each reporting date, the Group recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Group recognises the impairment provision for lifetime ECLs.
~26~
(12) Derecognition of financial assets
The Group derecognises a financial asset when one of the following conditions is met:
-
A. The contractual rights to receive cash flows from the financial asset expire.
-
B. The contractual rights to receive cash flows from the financial asset have been transferred and the Group has transferred substantially all risks and rewards of ownership of the financial asset.
-
C. The contractual rights to receive cash flows from the financial asset have been transferred; however, the Group has not retained control of the financial asset.
- (13) Operating leases (lessor) operating leases
Lease income from an operating lease (net of any incentives given to the lessee) is recognised in profit or loss on a straight-line basis over the lease term.
- (14) Inventories
Inventories refer to fuel inventories and steel inventories. Fuel inventories are physically measured by the crew of each ship and reported back to the Head Office through telegraph for recording purposes at balance sheet date. Valuation of inventories is based on the exchange rate prevailing at balance sheet date.
The perpetual inventory system is adopted for steel inventory recognition. Steel inventories are stated at cost. The cost is determined using the weighted-average method. At the end of period, inventories are evaluated at the lower of cost or net realisable value, and the individual item approach is used in the comparison of cost and net realisable value. The calculation of net realisable value should be based on the estimated selling price in the normal course of business, net of estimated costs of completion and estimated selling expenses.
(15) Investments accounted for using the equity method / associates
-
A. Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognised at cost.
-
B. The Group’s share of its associates’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognise further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.
-
C. When changes in an associate’s equity that are not recognised in profit or loss or other comprehensive income of the associate and such changes not affecting the Group’s ownership percentage of the associate, the Group recognises the Group’s share of change in equity of the associate in ‘capital surplus’ in proportion to its ownership.
~27~
-
D. Unrealised gains and loss on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
E. In the case that an associate issues new shares and the Group does not subscribe or acquire new shares proportionately, which results in a change in the Group’s ownership percentage of the associate but maintains significant influence on the associate, then ‘capital surplus’ and ‘investments accounted for using the equity method’ shall be adjusted for the increase or decrease of its share of equity interest. If the above condition causes a decrease in the Group’s ownership percentage of the associate, in addition to the above adjustment, the amounts previously recognised in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately on the same basis as would be required if the relevant assets or liabilities were disposed of.
-
F. Upon loss of significant influence over an associate, the Group remeasures any investment retained in the former associate at its fair value. Any difference between fair value and carrying amount is recognised in profit or loss.
-
G. When the Group disposes its investment in an associate and loses significant influence over this associate, the amounts previously recognised in other comprehensive income in relation to the associate, are reclassified to profit or loss, on the same basis as would be required if the relevant assets or liabilities were disposed of. If it retains significant influence over this associate, the amounts previously recognised in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately in accordance with the aforementioned approach.
-
H. When the Group disposes its investment in an associate and loses significant influence over this associate, the amounts previously recognised as capital surplus in relation to the associate are transferred to profit or loss. If it still retains significant influence over this associate, then the amounts previously recognised as capital surplus in relation to the associate are transferred to profit or loss proportionately.
-
(16) Property, plant and equipment
-
A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.
-
B. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
~28~
-
C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.
-
D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property, plant and equipment are as follows:
Buildings 20 ~ 135 years
Loading and unloading equipment 5 ~ 20 years
Ships (Except for docking repair and scrubber) 10 ~ 25 years
Ship (Docking repair) 2.5 ~ 5 years
Ship (Scrubber) 10 years
Transportation equipment 5 ~ 10 years
- Other equipment 2 ~ 20 years
-
(17) Leasing arrangements (lessee)
-right-of-use assets/ lease liabilities -
A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of lowvalue assets, lease payments are recognised as an expense on a straight-line basis over the lease term.
-
B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of the following:
-
(a) Fixed payments, less any lease incentives receivable;
-
(b) Variable lease payments that depend on an index or a rate; and
-
(c) The exercise price of a purchase option, if the lessee is reasonably certain to exercise that option.
-
The Group subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.
-
C. At the commencement date, the right-of-use asset is stated at cost comprising the following: (a) The amount of the initial measurement of lease liability;
-
(b) Any lease payments made at or before the commencement date;
~29~
-
(c) Any initial direct costs incurred by the lessee; and
-
(d) An estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.
The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.
- D. For lease modifications that decrease the scope of the lease, the lessee shall decrease the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognise the difference between remeasured lease liability in profit or loss.
(18) Investment property
An investment property is stated initially at its cost and measured subsequently using the cost model. Except for land, investment property is depreciated on a straight-line basis over its estimated useful life of 20 ~ 60 years.
(19) Intangible assets
-
A. Computer software
-
Computer software is stated at cost and amortised on a straight-line basis over its estimated useful life of 3 years.
-
B. Goodwill
Goodwill arises in a business combination accounted for by applying the acquisition method.
- C. Customer relationship
Customer relationship arises from the business combination is measured initially at their fair values at the acquisition date. Customer relationship has a finite useful life and are amortised on a straight-line basis over their estimated useful lives of 8.05 to 10 years.
(20) Impairment of non-financial assets
The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. Except for goodwill, when the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.
~30~
(21) Borrowings
-
A. Borrowings comprise long-term and short-term bank borrowings and other long-term and shortterm loans. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.
-
B. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.
(22) Accounts payable
-
A. Accounts payable are liabilities for purchases of raw materials, goods or services.
-
B. The Group initially measures accounts payable at fair value and subsequently amortises the interest expense in profit or loss over the period of circulation using the effective interest method.
-
(23) Financial liabilities at fair value through profit or loss
-
A. Financial liabilities are classified in this category of held for trading if acquired principally for the purpose of repurchasing in the short-term. Derivatives are also categorised as financial liabilities held for trading unless they are designated as hedges or financial liabilities at fair value through profit or loss. Financial liabilities that meet one of the following criteria are designated as at fair value through profit or loss at initial recognition:
-
(a) Hybrid (combined) contracts; or
-
(b) They eliminate or significantly reduce a measurement or recognition inconsistency; or
-
(c) They are managed and their performance is evaluated on a fair value basis, in accordance with a documented risk management policy.
-
-
B. At initial recognition, the Group measures the financial liabilities at fair value. All related transaction costs are recognised in profit or loss. The Group subsequently measures these financial liabilities at fair value with any gain or loss recognised in profit or loss.
(24) Bonds payable
- Ordinary corporate bonds issued by the Group are initially recognised at fair value less transaction costs. Any difference between the proceeds (net of transaction costs) and the redemption value is presented as an addition to or deduction from bonds payable, which is amortised to profit or loss over the period of bond circulation using the effective interest method as an adjustment to ‘finance costs’.
(25) Derecognition of financial liabilities
A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.
~31~
(26) Offsetting financial instruments
Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.
(27) Hedge accounting
-
A. At the inception of the hedging relationship, there is formal designation and documentation of the hedging relationship and the Group’s risk management objective and strategy for undertaking the hedge. That documentation shall include identification of the hedging instrument, the hedged item, the nature of the risk being hedged and how the Group will assess whether the hedging relationship meets the hedge effectiveness requirements.
-
B. The Group designates the hedging relationship as follows: Cash flow hedge:
-
A hedge of the exposure to variability in cash flows that is attributable to a particular risk associated with a recognised asset or liability or a highly probable forecast transaction.
-
C. Cash flow hedges
-
(a)The cash flow hedge reserve associated with the hedged item is adjusted to the lower of the following (in absolute amounts):
-
i. the cumulative gain or loss on the hedging instrument from inception of the hedge; and
-
ii. the cumulative change in fair value of the hedged item from inception of the hedge.
-
-
(b)The effective portion of the gain or loss on the hedging instrument is recognised in other comprehensive income. The gain or loss on the hedging instrument relating to the ineffective portion is recognised in profit or loss.
-
(c)The amount that has been accumulated in the cash flow hedge reserve in accordance with item
-
(a) is accounted for as follows:
-
i. If a hedged forecast transaction subsequently results in the recognition of a non-financial asset or non-financial liability, or a hedged forecast transaction for a non-financial asset or non-financial liability becomes a firm commitment for which fair value hedge accounting is applied, the Group shall remove that amount from the cash flow hedge reserve and include it directly in the initial cost or other carrying amount of the asset or liability.
-
ii. For cash flow hedges other than those covered by item i. above, that amount shall be reclassified from the cash flow hedge reserve to profit or loss as a reclassification adjustment in the same period or periods during which the hedged expected future cash flows affect profit or loss.
-
iii. If that amount is a loss and the Group expects that all or a portion of that loss will not be recovered in one or more future periods, it shall immediately reclassify the amount that is not expected to be recovered into profit or loss as a reclassification adjustment.
-
~32~
- (d) When the hedging instrument expires, or is sold, terminated, exercised or when the hedging relationship ceases to meet the qualifying criteria, if the forecast transaction is still expected to occur, the amount that has been accumulated in the cash flow hedge reserve shall remain in the cash flow hedge reserve until the forecast transaction occurs; if the forecast transaction is no longer expected to occur, the amount shall be immediately reclassified from the cash flow hedge reserve to profit or loss as a reclassification adjustment.
-
(28) Employee benefits
-
A. Short-term employee benefits
- Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expense in that period when the employees render service.
-
B. Pensions
- (a) Defined contribution plans
For defined contribution plans, the contributions are recognised as pension expense when they are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of a cash refund or a reduction in the future payments.
-
(b) Defined benefit plans
-
i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The liability recognised in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The net defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension liability; when there is no deep market in high-quality corporate bonds, the Group uses interest rates of government bonds (at the balance sheet date) instead.
-
ii. Remeasurements arising on defined benefit plans are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.
-
iii. Past service costs are recognised immediately in profit or loss.
-
iv. Pension cost for the interim period is calculated on a year-to-date basis by using the pension cost rate derived from the actuarial valuation at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other significant one-off events. And, the related information is disclosed accordingly.
~33~
-
C. Termination benefits
- Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Group’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of redundancy benefits in exchange for the termination of employment. The Group recognises expense as it can no longer withdraw an offer of termination benefits or it recognises relating restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date shall be discounted to their present value.
-
D. Employees’ compensation and directors’ remuneration
- Employees’ compensation and directors’ remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee compensation is paid by shares, the Group calculates the number of shares based on the closing price at the previous day of the board meeting resolution.
-
(29) Income tax
-
A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.
-
B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.
-
C. Deferred income tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated balance sheet. Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
~34~
-
D. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred income tax assets are reassessed.
-
E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realise the asset and settle the liability simultaneously.
-
F. A deferred tax asset shall be recognised for the carryforward of unused tax credits resulting from acquisitions of equipment or technology, research and development expenditures and equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilised.
-
G. The interim period income tax expense is recognised based on the estimated average annual effective income tax rate expected for the full financial year applied to the pretax income of the interim period, and the related information is disclosed accordingly.
-
H. If a change in tax rate is enacted or substantively enacted in an interim period, the Group recognises the effect of the change immediately in the interim period in which the change occurs. The effect of the change on items recognised outside profit or loss is recognised in other comprehensive income or equity while the effect of the change on items recognised in profit or loss is recognised in profit or loss.
(30) Dividends
Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders. Cash dividends are recorded as liabilities; stock dividends are recorded as stock dividends to be distributed and are reclassified to ordinary shares on the effective date of new shares issuance.
(31) Revenue recognition
- A. Sales of goods
Revenue is measured at the fair value of the consideration received or receivable taking into account of business tax, returns, rebates and discounts for the sale of goods to external customers in the ordinary course of the Group’s activities. Revenue arising from the sales of goods is recognised when the Group has delivered the goods to the customer, the amount of sales revenue can be measured reliably and it is probable that the future economic benefits associated with the transaction will flow to the entity. The delivery of goods is completed when the significant risks and rewards of ownership have been transferred to the customer, the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold, and the customer has accepted the goods based on the sales contract
~35~
or there is objective evidence showing that all acceptance provisions have been satisfied.
-
B. Sales of services
-
Revenue from delivering services is recognised under the percentage-of-completion method when the outcome of services provided can be estimated reliably. The stage of completion of a service contract is measured by the percentage of the actual services performed as of the financial reporting date to the total services to be performed. If the outcome of a service contract cannot be estimated reliably, contract revenue should be recognised only to the extent that contract costs incurred are likely to be recoverable. The customer pays at the time specified in the payment schedule. If the services rendered exceed the payment, a contract asset is recognised. If the payments exceed the services rendered, a contract liability is recognised.
-
C. Rental revenue
The Group leases ships and shipping spaces under IFRS 16, ‘Leases’. Lease assets are classified as finance leases or operating leases based on the transferred proportion of the risks and rewards incidental to ownership of the leased asset, and recognised in revenue over the lease term.
(32) Business combinations
-
A. The Group uses the acquisition method to account for business combinations. The consideration transferred for an acquisition is measured as the fair value of the assets transferred, liabilities incurred or assumed and equity instruments issued at the acquisition date, plus the fair value of any assets and liabilities resulting from a contingent consideration arrangement. All acquisitionrelated costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. For each business combination, the Group measures at the acquisition date components of non-controlling interests in the acquiree that are present ownership interests and entitle their holders to the proportionate share of the entity’s net assets in the event of liquidation at either fair value or the present ownership instruments’ proportionate share in the recognised amounts of the acquiree’s identifiable net assets. All other non-controlling interests should be measured at the acquisition-date fair value.
-
B. The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the fair value of any previous equity interest in the acquiree over the fair value of the identifiable assets acquired and the liabilities assumed is recorded as goodwill at the acquisition date. If the total of consideration transferred, non-controlling interest in the acquiree recognised and the fair value of previously held equity interest in the acquiree is less than the fair value of the identifiable assets acquired and the liabilities assumed, the difference is recognised directly in profit or loss on the acquisition date.
(33) Operating segments
The Group’s operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision-Maker. The Chief Operating Decision-Maker is responsible for allocating resources and assessing performance of the operating segments.
~36~
5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year; and the related information is addressed below:
(1) Critical judgements in applying the Group’s accounting policies
- None.
(2) Critical accounting estimates and assumptions
-
A. Revenue recognition
-
Revenue from delivering services and related costs are recognised under the percentage-ofcompletion method when the outcome of services provided can be estimated reliably. The stage of completion of a service contract is measured by the percentage of the actual services performed as of the financial reporting date to the total services to be performed.
-
B. Impairment assessment of tangible assets
-
The Group assesses impairment based on its subjective judgement and determines the separate cash flows of a specific group of assets, useful lives of assets and the future possible income and expenses arising from the assets depending on how assets are utilized and industrial characteristics. Any changes of economic circumstances or estimates due to the change of Group strategy might cause material impairment on assets in the future.
-
As of March 31, 2020, the Group recognised property, plant, equipment and right-of-use asset amounting to $102,663,978 and $69,588,116, respectively.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
| TAILS OF SIGNIFICANT ACCOUNTS Cash and cash equivalents |
||
|---|---|---|
| Cash on hand and petty cash Checking accounts and demand deposits Time deposits |
March31,2020 December31,2019 41,580 $ 28,964 $ 7,640,822 6,903,864 29,702,171 30,939,061 37,384,573 $ 37,871,889 $ |
March31,2019 |
| 23,310 $ 7,824,750 27,746,759 |
||
| 35,594,819 $ |
-
A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
-
B. The Group has no cash and cash equivalents pledged to others.
~37~
(2) Financial assets at fair value through other comprehensive income
| Items | March31,2020 | March31,2020 | December 31, 2019 | December 31, 2019 | March31,2019 | March31,2019 |
|---|---|---|---|---|---|---|
| Non-current items: | ||||||
| Equity instruments | ||||||
| Listed (TSE) stocks | $ | 490,801 |
$ | 490,801 |
$ | 490,801 |
| Unlisted stocks | 209,256 | 208,570 | 211,808 | |||
| 700,057 | 699,371 | 702,609 | ||||
| Valuation adjustment | 752,060 |
1,020,052 | 959,765 | |||
| $ | 1,452,117 |
$ | 1,719,423 |
$ | 1,662,374 |
-
A. The Group has elected to classify these investments that are considered to be strategic investments as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $1,452,117, $1,719,423 and $1,662,374 at March 31, 2020, December 31, 2019 and March 31, 2019, respectively.
-
B. Amounts recognised in profit or loss and other comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:
Three-month period ended Three-month period ended March 31, 2020 March 31, 2019
Equity instruments at fair value through other comprehensive income Fair value change recognised in other comprehensive income ($ 270,356) $ 10,250 Income tax recognised in other $ 6,882 $ 1,842 comprehensive income
-
C. As at March 31, 2020, December 31, 2019 and March 31, 2019, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at fair value through other comprehensive income held by the Group was $1,452,117, $1,719,423 and $1,662,374, respectively.
-
D. Information relating to fair value of financial assets at fair value through other comprehensive income is provided in Note 12(3).
(3) Financial assets at amortised cost
| Items Current items: Time deposits with maturities exceeding 3 months Pledged time deposits Non-current items: Financial bonds |
March 31,2020 December 31,2019 706,653 $ 1,727,796 $ 238,138 290,740 944,791 $ 2,018,536 $ 100,000 $ 100,000 $ |
March 31,2019 |
|---|---|---|
| 1,937,305 $ 280,308 |
||
| 2,217,613 $ |
||
| 100,000 $ |
~38~
- A. Amounts recognised in profit or loss in relation to financial assets at amortised cost are listed below:
Three-month Three-month period ended period ended March 31, 2020 March 31, 2019 Interest income $ 18,486 $ 23,025
-
B. As at March 31, 2020, December 31, 2019 and March 31, 2019, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at amortised cost held by the Group was $1,044,791, $2,118,536 and $2,317,613, respectively.
-
C. Details of the Group’s financial assets at amortised cost pledged to others as collateral are provided in Note 8.
-
D. Information relating to credit risk of financial assets at amortised cost is provided in Note 12(2).
-
(4) Notes and accounts receivable
| Notes and accounts receivable | ||||||||
|---|---|---|---|---|---|---|---|---|
| March31,2020 | December31,2019 | March31,2019 | ||||||
| Notes receivable | $ | 115,438 |
$ | 129,547 |
$ | 86,596 |
||
| Less: Allowance for bad debts | ( | 3) |
( | 2) |
( | 2) |
||
| $ | 115,435 |
$ | 129,545 | $ | 86,594 |
|||
| Accounts receivable (including | ||||||||
| related parties) | $ | 14,186,605 |
$ | 14,772,158 |
$ | 12,831,944 |
||
| Less: Allowance for bad debts | ( | 9,389) |
( | 12,345) |
( | 16,278) |
||
| $ | 14,177,216 |
$ | 14,759,813 | $ | 12,815,666 | |||
| Overdue receivables (recorded | ||||||||
| as other non-current assets) | $ | 271,059 |
$ | 269,506 |
$ | 276,743 |
||
| Less: Allowance for bad debts | ( | 271,059) |
( | 269,506) |
( | 276,743) |
||
| $ | - | $ | - | $ | - |
~39~
A. The ageing analysis of accounts receivable and notes receivable are as follows:
| Not impaired Up to 30 days 31 to 180 days Over 180 days Not impaired Up to 30 days 31 to 180 days |
March31,2020 Accounts receivable 11,409,983 $ 2,458,169 318,453 271,059 14,457,664 $ March31,2020 Notesreceivable 115,438 $ - - 115,438 $ |
December31,2019 Accounts receivable 12,094,901 $ 2,450,297 226,960 269,506 15,041,664 $ December31,2019 Notes receivable 129,547 $ - - 129,547 $ |
March31,2019 Accounts receivable 10,383,037 $ 1,823,478 625,429 276,743 13,108,687 $ |
|---|---|---|---|
| March31,2019 | |||
| Notesreceivable | |||
| 86,596 $ - - |
|||
| 86,596 $ |
The above ageing analysis was based on past due date.
-
B. As of March 31, 2020, December 31, 2019, March 31, 2019 and January 1, 2019, the balances of receivables (including notes receivable) from contracts with customers amounted to $12,666,235, $13,084,484, $11,240,615 and $14,202,068, respectively.
-
C. The Group has no notes and accounts receivable held by the Group pledged to others.
-
D. As at March 31, 2020, December 31, 2019 and March 31, 2019, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s notes receivable were $115,435, $129,545 and $86,594 respectively; and the amount that best represents the Group’s accounts receivable were $14,177,216, $14,759,813 and $12,815,666, respectively.
-
E. Information relating to credit risk of notes receivable and accounts receivable is provided in Note 12(2).
~40~
(5) Inventories
| Inventories | |||
|---|---|---|---|
| Other current assets Ship fuel Steel and others Ship fuel Steel and others Ship fuel Steel and others Shipowner's accounts Agency accounts Temporary debits |
March31,2020 | ||
| Cost 3,049,018 $ 295,153 3,344,171 $ |
Allowance for valuation loss - $ - - $ December31,2019 |
Bookvalue | |
| 3,049,018 $ 295,153 |
|||
| 3,344,171 $ |
|||
| Cost 4,273,258 $ 274,661 4,547,919 $ |
Allowance for valuation loss - $ - - $ March31,2019 |
Bookvalue | |
| 4,273,258 $ 274,661 |
|||
| 4,547,919 $ |
|||
| Cost 4,146,728 $ 396,589 4,543,317 $ March31,2020 33,609 $ 1,909,901 834,795 2,778,305 $ |
Allowance for valuation loss - $ - - $ December 31, 2019 28,957 $ 1,502,487 837,183 2,368,627 $ |
Bookvalue | |
| 4,146,728 $ 396,589 |
|||
| 4,543,317 $ |
|||
| March 31, 2019 | |||
| 1,643,830 $ 1,430,442 1,243,199 |
|||
| 4,317,471 $ |
(6) Other current assets
A. Shipowner’s accounts:
Temporary accounts, between the Group and other related parties – Evergreen International S.A., Gaining Enterprise S.A., Italia Marittima S.p.A., and Evergreen Marine (Singapore) Pte. Ltd. incurred due to foreign port formalities and pier rental expenses.
B. Agency accounts:
The Group entered into agency agreements with its related parties, whereby the related parties act as the Group’s agents to deal with domestic and foreign port formalities, such as arrival and departure of the Group’s ships, cargo stevedoring and forwarding, freight collection, and payment of expenses incurred in domestic and foreign ports.
- C. Temporary debits are mainly subject to the account of settlements between other carriers and the OCEAN Alliance, which the Group formed in response to market competition and enhancement of global transportation network to provide better logistics services to customers with Cosco Container Lines Co., Ltd., CMA CGM, Ltd., and the Orient Overseas Container Line, Ltd. on March 31, 2017 for trading of shipping space.
~41~
(7) Investments accounted for using equity method
A. Details of long-term equity investments accounted for using equity method are set forth below:
| Evergreen International Storage and Transport Corporation EVA Airways Corporation Taipei Port Container Terminal Corporation Charng Yang Development Co., Ltd. Luanta Investment (Netherlands) N.V. Balsam Investment (Netherlands) N.V. Colon Container Terminal S.A. Others |
March31,2020 8,933,096 $ 10,878,633 1,451,870 570,626 1,895,463 326,692 3,213,656 1,268,289 28,538,325$ |
December31,2019 March31,2019 9,039,677 $ 9,030,743 $ 11,399,909 11,162,398 1,583,427 1,521,667 553,210 562,542 1,884,647 1,942,126 525,226 478,793 3,193,300 3,257,408 1,221,529 1,221,597 29,400,925 $ 29,177,274 $ |
|---|---|---|
B. Associates
(a) The basic information of the associates that are material to the Group is as follows:
| Companyname | Principal place of business |
Ownership(%) | Ownership(%) | Ownership(%) | Nature of relationship |
Methods of measurement |
|---|---|---|---|---|---|---|
| Evergreen International Storage and Transport Corporation EVA Airways Corporation |
TW TW |
March 31, 2020 |
December 31,2019 |
March 31, 2019 |
With a right over 20% to vote Have a right to vote in the Board of Directors |
Equity method Equity method |
| 40.36% 16.00% |
40.36% 16.00% |
40.36% 16.10% |
~42~
- (b) The summarised financial information of the associates that are material to the Group is as follows:
Balance sheet
| follows: Balance sheet |
|||||||||
|---|---|---|---|---|---|---|---|---|---|
| Evergreen InternationalStorage and Transport | Corporation | ||||||||
| March31,2020 | December31,2019 | March31,2019 | |||||||
| Current assets | $ | 5,866,194 |
$ | 6,121,815 |
$ | 6,291,165 |
|||
| Non-current assets | 28,304,528 | 28,889,987 | 29,160,061 | ||||||
| Current liabilities | ( | 2,625,941) |
( | 2,703,450) |
( | 3,040,010) |
|||
| Non-current liabilities | ( | 9,149,313) |
( | 9,485,576) |
( | 9,547,882) |
|||
| Total net assets | $ | 22,395,468 | $ | 22,822,776 |
$ | 22,863,334 |
|||
| Share in associate's net assets | $ | 8,986,576 |
$ | 9,098,692 |
$ | 9,116,272 |
|||
| Unrealized income with | |||||||||
| affiliated companies | ( | 53,480) |
( | 59,015) |
( | 85,529) |
|||
| Carrying amount of the associate | $ | 8,933,096 |
$ | 9,039,677 |
$ | 9,030,743 |
|||
| EVA Airways Corporation | |||||||||
| March31,2020 | December31,2019 | March31,2019 | |||||||
| Current assets | $ | 60,091,044 |
$ | 77,199,776 |
$ | 83,464,072 |
|||
| Non-current assets | 279,266,626 | 279,051,918 | 269,405,164 | ||||||
| Current liabilities | ( | 70,158,049) |
( | 82,441,715) |
( | 71,693,295) |
|||
| Non-current liabilities | ( | 195,404,541) |
( | 195,667,963) |
( | 205,165,810) |
|||
| Total net assets | $ | 73,795,080 |
$ | 78,142,016 |
$ | 76,010,131 | |||
| Share in associate's net assets | $ | 10,878,633 | $ | 11,399,909 |
$ | 11,162,398 |
Statement of comprehensive income
| Statement of comprehensive income | |||||
|---|---|---|---|---|---|
| Evergreen InternationalStorage and | TransportCorporation | ||||
| Three-month period ended | Three-month period ended | ||||
| March31,2020 | March31,2019 | ||||
| Revenue | $ | 1,788,799 | $ | 1,917,872 | |
| Profit for the period | $ | 160,750 |
$ | 193,918 |
|
| Other comprehensive (loss) income, | |||||
| net of tax | ( | 438,166) |
138,578 | ||
| Total comprehensive (loss) income | ($ | 277,416) | $ | 332,496 | |
| EVA Airways Corporation | |||||
| Three-month period ended | Three-month period ended | ||||
| March 31,2020 | March 31,2019 | ||||
| Revenue | $ | 30,233,098 | $ | 44,312,727 | |
| (Loss) profit for the period | ($ | 1,094,582) |
$ | 2,102,490 |
|
| Other comprehensive (loss) income, | |||||
| net of tax | ( | 2,038,962) | 66,014 | ||
| Total comprehensive (loss) income | ($ | 3,133,544) | $ | 2,168,504 |
~43~
-
(c) The carrying amount of the Group’s interests in all individually immaterial associates and the Group’s share of the operating results are summarised below:
-
As of March 31, 2020, December 31, 2019 and March 31, 2019, the carrying amount of the Group’s individually immaterial associates amounted to $8,726,596, $8,961,339 and $8,984,133, respectively.
| $8,984,133, respectively. | ||
|---|---|---|
| Income for the period Other comprehensive income (loss), net of tax Total comprehensive income |
Three-month period ended March 31, 2020 43,501 $ - 43,501 $ |
Three-month period ended March 31, 2019 |
| 105,358 $ - |
||
| 105,358 $ |
-
C. The above-stated investments accounted for using the equity method are based on the financial statements of associates which were not reviewed by the independent accountants or reviewed by the associates’ independent accountants.
-
D. The fair value of the Group’s associates which have quoted market price was as follows:
| Evergreen International Storage and Transport Corporation EVA Airways Corporation |
March 31, 2020 4,952,960 $ 6,903,450 11,856,410 $ |
December31,2019 March 31, 2019 6,180,433 $ 5,792,810 $ 10,677,440 11,385,022 16,857,873 $ 17,177,832 $ |
|---|---|---|
-
E. To integrate the investment structure, on November 13, 2019, the shareholders of the second-tier subsidiary, Armand B.V., during their meeting approved to dispose 9.73% equity interests of Taipei Port. On February 7, 2020, the Company acquired 6.81% equity interests at par value of NT$9.941 per share, consisting of 35,421 thousand shares, the transaction amounting to $352,123. Additionally, other related party, EIS, also acquired 2.92% equity interests at par value of NT$9.941 per share, consisting of 15,181 thousand shares, the transaction amounting to $150,464. After the transaction, the shareholding ratio of the Group to Taipei Port decreased from 30.76% to 27.84%, still valued using equity method.
-
F. The Board of Directors of the Company during its meeting on December 21, 2018 adopted a resolution to participate in the capital increase raised by EVA Airways Corporation amounting to 39,150 thousand shares, with a subscription price of $13 (in dollars) per share, and a total price of $508,944. In addition, the effective date was set on January 24, 2019 and after the acquisition, the Company’s share interest was decreased to 16.10%. Moreover, the Company purchased 70 thousand shares from a specific person, the purchase price amounted to $700, and the share interest further decreased to 16% as of March 31, 2020 after many conversions from corporate bonds to stocks took place in EVA Airways Corporation during the year ended December 31, 2019.
~44~
- G. On November 10, 2019, the Board of Directors of the subsidiary, Peony, has resolved to participate in the capital increase of the investee, Balsam Investment (Netherlands) N.V., as the original shareholder. The amount of capital increase was USD 24,500. After the capital increase, Peony’s shareholding ratio is still 49%.
~45~
(8) Property, plant and equipment, net
| At January 1 Cost Accumulated depreciation Opening net book amount as at January 1 Additions Disposals Reclassifications Depreciation Net exchange differences Closing net book amount as at March 31 At March 31 Cost Accumulated depreciation |
2020 | Total | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Land | Buildings | Machinery equipment |
Loading and unloading equipment |
Computer and communication equipment |
Transportation equipment |
Ships | Office equipment |
Leasehold improvements |
Others | |||
| 823,377 $ - 823,377 $ 823,377 $ - - 3,469 - 29,884) ( 796,962 $ 796,962 $ - 796,962 $ |
7,589,613 $ 1,420,875) ( 6,168,738 $ 6,168,738 $ 109 - 532 38,659) ( 661 6,131,381 $ 7,564,061 $ 1,432,680) ( 6,131,381 $ |
653,005 $ 518,595) ( 134,410 $ 134,410 $ 6 - - 3,641) ( 6,268) ( 124,507 $ 622,097 $ 497,590) ( 124,507 $ |
11,587,972 $ 8,182,213) ( 3,405,759 $ 3,405,759 $ - - - 130,883) ( 7,407 3,282,283 $ 11,608,999 $ 8,326,716) ( 3,282,283 $ |
1,317,804 $ 807,079) ( 510,725 $ 510,725 $ 88,902 14) ( 2,605 64,954) ( 21 537,285 $ 1,407,770 $ 870,485) ( 537,285 $ |
28,726,237 $ 9,328,119) ( 19,398,118 $ 19,398,118 $ 1,428,639 7,303) ( 119,179 654,168) ( 85,850 20,370,315 $ 30,363,544 $ 9,993,229) ( 20,370,315 $ |
122,361,439 $ 45,014,883) ( 77,346,556 $ 77,346,556 $ 228,470 773,868) ( 3,154,891 1,221,752) ( 277,083 79,011,380 $ 119,060,275 $ 40,048,895) ( 79,011,380 $ |
581,306 $ 454,356) ( 126,950 $ 126,950 $ 8,375 204) ( 1,289 11,119) ( 6,549) ( 118,742 $ 567,712 $ 448,970) ( 118,742 $ |
852,610 $ 583,950) ( 268,660 $ 268,660 $ 322,750 - 701 35,414) ( 437 557,134 $ 1,175,870 $ 618,736) ( 557,134 $ |
221,576 $ 11,358) ( 210,218 $ 210,218 $ 12,440 - 52) ( 1,111) ( 4,109) ( 217,386 $ 229,855 $ 12,469) ( 217,386 $ |
174,714,939 $ 66,321,428) ( 108,393,511 $ 108,393,511 $ 2,089,691 781,389) ( 3,282,614 2,161,701) ( 324,649 111,147,375 $ 173,397,145 $ 62,249,770) ( 111,147,375 $ |
~46~
| At January 1 Cost Accumulated depreciation Opening net book amount as at January 1 Additions Disposals Reclassifications Depreciation Net exchange differences Closing net book amount as at December 31 At December 31 Cost Accumulated depreciation |
2019 | 2019 | Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Land | Buildings | Machinery equipment |
Loading and unloading equipment |
Computer and communication equipment |
Transportation equipment |
Ships | Office equipment |
Lease assets |
Leasehold improvements |
Others | ||
| 822,076 $ - 822,076 $ 822,076 $ - - - - 3,986 826,062 $ 826,062 $ 826,062 $ |
7,436,436 $ 1,258,082) ( 6,178,354 $ 6,178,354 $ 130,985 - - 38,441) ( 52,559 6,323,457 $ 7,632,400 $ 1,308,943) ( 6,323,457 $ |
640,766 $ 511,626) ( 129,140 $ 129,140 $ 271 - - 3,465) ( 2,820 128,766 $ 654,982 $ 526,216) ( 128,766 $ |
10,823,844 $ 7,327,291) ( 3,496,553 $ 3,496,553 $ 1,750 - - 126,140) ( 5,492 3,377,655 $ 10,841,388 $ 7,463,733) ( 3,377,655 $ |
1,245,653 $ 617,547) ( 628,106 $ 628,106 $ 3,547 228) ( 16,063 57,150) ( 2,038 592,376 $ 1,263,560 $ 671,184) ( 592,376 $ |
22,567,926 $ 7,371,302) ( 15,196,624 $ 15,196,624 $ 1,240,875 2,164) ( - 474,451) ( 32,307 15,993,191 $ 23,852,127 $ 7,858,936) ( 15,993,191 $ |
126,866,151 $ 50,041,877) ( 76,824,274 $ 76,824,274 $ 52,429 527,695) ( 170,633 1,272,226) ( 136,379 75,383,794 $ 119,875,201 $ 44,491,407) ( 75,383,794 $ |
543,931 $ 423,622) ( 120,309 $ 120,309 $ 3,287 193) ( 12,694 10,187) ( 1,467 127,377 $ 561,707 $ 434,330) ( 127,377 $ |
20,242,368 $ 6,703,192) ( 13,539,176 $ 13,539,176 $ - - 13,539,176) ( - - - $ - $ - - $ |
605,782 $ 480,658) ( 125,124 $ 125,124 $ 5,184 - 1,661 22,067) ( 382 110,284 $ 617,666 $ 507,382) ( 110,284 $ |
166,460 $ 7,011) ( 159,449 $ 159,449 $ 65 - 30,353) ( 1,062) ( 813 128,912 $ 136,986 $ 8,074) ( 128,912 $ |
191,961,393 $ 74,742,208) ( 117,219,185 $ 117,219,185 $ 1,438,393 530,280) ( 13,368,478) ( 2,005,189) ( 238,243 102,991,874 $ 166,262,079 $ 63,270,205) ( 102,991,874 $ |
A. The Group has issued a negative pledge to granting banks for drawing borrowings within the credit line to purchase the above transportation equipment. B. Information about the property, plant and equipment that were pledged to others as collaterals is provided in Note 8.
~47~
- (9) Leasing arrangements lessee/ Financial liabilities for hedging
Effective 2020
-
A. The Group leases various assets including land, buildings, loading and unloading equipment, transportation equipment, ships, and business vehicles. Rental contracts are typically made for periods of 1 to 90 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.
-
B. Short-term leases with a lease term of 12 months or less comprise buildings and ships. Low-value assets comprise office equipment and other equipment.
-
C. The carrying amount of right-of-use assets and the depreciation charge are as follows:
| March31,2020 | March31,2020 | December31,2019 | December31,2019 | March 31, 2019 | ||
|---|---|---|---|---|---|---|
| Carrying amount | Carrying amount | Carrying amount | ||||
| Land | $ | 11,804,479 |
12,228,498 $ |
13,915,354 $ |
||
| Buildings | 810,100 |
865,940 | 955,545 | |||
| Loading and unloading equipment | 76,570 |
101,493 | 466,628 | |||
| Transportation equipment | 1,930,882 | 2,230,717 | 3,557,966 | |||
| Ships | 67,580,664 | 67,134,641 | 57,100,707 | |||
| Office equipment | 35,390 | 39,930 | 44,354 | |||
| Other equipment | 17,347 |
22,967 | 41,227 | |||
| $ | 82,255,432 | 82,624,186 $ |
76,081,781 $ |
|||
| Three-month period ended | Three-month period ended | |||||
| March31,2020 | March31,2019 | |||||
| Depreciationcharge | Depreciationcharge | |||||
| Land | $ | 478,119 |
$ | 481,137 |
||
| Buildings | 72,264 | 65,425 | ||||
| Loading and unloading equipment | 25,458 | 38,404 | ||||
| Transportation equipment | 182,738 | 267,143 | ||||
| Ships | 2,294,552 | 2,032,991 | ||||
| Office equipment | 4,453 | 4,051 | ||||
| Other equipment | 5,738 | 5,873 | ||||
| $ | 3,063,322 | $ | 2,895,024 |
-
D. For the three-month periods ended March 31, 2020 and 2019, the additions to right-of-use assets were $2,362,062 and $5,064,026, respectively.
-
E. For the three-month periods ended March 31, 2020 and 2019, the disposals to right-of-use assets were $11,245 and $26,285, respectively.
~48~
F. The information on income and expense accounts relating to lease contracts is as follows:
| Three-month period ended | Three-month period ended | Three-month period ended | Three-month period ended | |
|---|---|---|---|---|
| March 31, 2020 | March 31, 2019 | |||
| Items affecting profit or loss | ||||
| Interest expense on lease liabilities | $ | 768,638 |
$ | 675,151 |
| Expense on short-term lease contracts | 1,338,290 |
1,735,233 |
||
| Expense on leases of low-value assets | 4,134 | 3,997 |
||
| Expense on variable lease payments | 1,117 |
1,410 |
||
| Gains arising from lease modifications | 1 |
- |
-
G. For the three-month periods ended March 31, 2020 and 2019, the Group’s total cash outflow for leases amounted to $5,219,246 and $5,284,844, respectively.
-
H. As of March 31, 2020, the Group had entered into a service contract which was not belonging to lease component, and the future commitment payment amounted to $16,492,915.
-
I. To hedge the impact of expected variable exchange rate risk arising from US dollar denominated lease liabilities payable, the Company designated US dollar denominated lease contracts as the hedging instruments for hedging the foreign exchange variation of future US dollar denominated marine freight income and adopted cash flow hedge accounting. Moreover, the effective portion with respect to the changes in cash flows of the hedging instruments is deferred to recognise in gains (loss) on hedging instruments, which is under other equity interest, and will be directly included in the marine freight income when the hedged items are subsequently recognised in income. Details of relevant transactions are as follows:
| Designated as Hedgeditems hedginginstruments Contract period Expected US dollar denominated marine freight income transaction US dollar denominated lease liabilities 2019.1.1~2034.8.15 Designated as Hedgeditems hedginginstruments Contract period Expected US dollar denominated marine freight income transaction US dollar denominated lease liabilities 2019.1.1~2034.8.15 March31,2020 December31,2019 |
March31,2020 | ||
|---|---|---|---|
| Bookvalue | |||
| 19,780,860 $ |
|||
| Contract period 2019.1.1~2034.8.15 |
Bookvalue | ||
| 20,188,942 $ |
|||
~49~
March 31, 2019
| March31,2019 | ||||
|---|---|---|---|---|
| Designated as | ||||
| Hedged items | hedging instruments | Contract period | Bookvalue | |
| Expected US dollar | ||||
| denominated marine freight income |
US dollar denominated lease liabilities |
2019.1.1~2027.6.12 | $ | 11,452,364 |
| transaction |
- (a) Lease liabilities designated as hedges (recorded as financial liabilities for hedging)
March 31, 2020 December 31, 2019 March 31, 2019
| March31,2020 December31,2019 |
March31,2019 | |
|---|---|---|
Cash flow hedges:Exchange rate risk Lease liability contracts designated as hedges Current liabilities Non-current liabilities |
1,934,757 $ 1,861,026 $ 17,846,103 18,327,916 19,780,860 $ 20,188,942 $ |
914,318 $ 10,538,046 |
| 11,452,364 $ |
- (b) Other equity - cash flow hedge reserve
| 2020 | 2019 | |||||
|---|---|---|---|---|---|---|
| At January 1 | $ | 460,138 |
$ | - |
||
| Less : Losses on hedge effectiveness-amount | ||||||
| recognised in other comprehensive income | ( | 118,587) |
( | 68,932) |
||
| Add : Reclassified to freight revenue as the hedged | ||||||
| item has affected profit or loss | ( | 8,540) |
4,028 | |||
| At March 31 | $ | 333,011 | ($ | 64,904) |
-
(c) For the three-month periods ended March 31, 2020 and 2019, there are no cash flow hedge transactions of ineffective portion that should be recognized in profit or loss.
-
(d) Information relating to the fair values of abovementioned hedging financial liabilities is provided in Note 12(3).
-
J. The amounts of lease liabilities (net of the lease liabilities designated as hedges) of the Group on March 31, 2020, December 31, 2019 and March 31, 2019 are as follows:
| Current lease liabilities Current lease liabilities - related parties Non-current lease liabilities Non-current lease liabilities - related parties |
March31,2020 8,478,981 $ 586,091 51,659,913 538,807 61,263,792 $ |
December31,2019 8,479,576 $ 596,000 51,284,350 682,967 61,042,893 $ |
March31,2019 |
|---|---|---|---|
| 9,307,620 $ 605,968 51,597,382 1,145,773 |
|||
| 62,656,743 $ |
~50~
(10) Investment property, net
| Investment property, net | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | ||||||||
| Land | Buildings | Total | ||||||
| At January 1 | ||||||||
| Cost | $ | 1,415,029 |
$ | 4,788,141 |
$ | 6,203,170 |
||
| Accumulated depreciation | - | ( | 748,100) |
( | 748,100) |
|||
| $ | 1,415,029 | $ | 4,040,041 | $ | 5,455,070 |
|||
| Opening net book amount as at January 1 |
$ | 1,415,029 |
$ | 4,040,041 |
$ | 5,455,070 |
||
| Reclassifications | ( | 3,469) |
26,949 | 23,480 | ||||
| Depreciation | - | ( | 39,284) |
( | 39,284) |
|||
| Net exchange differences | 5 | ( | 6,700) |
( | 6,695) |
|||
| Closing net book amount as at March 31 |
$ | 1,411,565 | $ | 4,021,006 | $ | 5,432,571 |
||
| At March 31 | ||||||||
| Cost | $ | 1,411,565 |
$ | 4,801,192 |
$ | 6,212,757 |
||
| Accumulated depreciation | - | ( | 780,186) |
( | 780,186) |
|||
| $ | 1,411,565 |
$ | 4,021,006 |
$ | 5,432,571 | |||
| 2019 | ||||||||
| Land | Buildings | Total | ||||||
| At January 1 | ||||||||
| Cost | $ | 1,415,054 |
$ | 5,048,676 |
$ | 6,463,730 |
||
| Accumulated depreciation | - | ( | 628,656) |
( | 628,656) |
|||
| $ | 1,415,054 | $ | 4,420,020 | $ | 5,835,074 | |||
| Opening net book amount as at January 1 |
$ | 1,415,054 |
$ | 4,420,020 |
$ | 5,835,074 |
||
| Depreciation | - | ( | 41,719) |
( | 41,719) |
|||
| Net exchange differences | 2 | 84,174 | 84,176 | |||||
| Closing net book amount as at March 31 |
$ | 1,415,056 | $ | 4,462,475 | $ | 5,877,531 | ||
| At March 31 | ||||||||
| Cost | $ | 1,415,056 |
$ | 5,159,786 |
$ | 6,574,842 |
||
| Accumulated depreciation | - | ( | 697,311) |
( | 697,311) |
|||
| $ | 1,415,056 | $ | 4,462,475 | $ | 5,877,531 |
~51~
- A. Rental income from the investment property and direct operating expenses arising from the investment property are shown below:
| investment property are shown below: | ||
|---|---|---|
| Rental revenue from the lease of the investment property Direct operating expenses arising from the investment property that generated rental income in the period Direct operating expenses arising from the investment property that did not generate rental income in the period |
Three-month period ended March31,2020 55,645 $ 39,425 $ 317 $ |
Three-month period ended March31,2019 50,164 $ 42,169 $ |
| 221 $ |
-
B. The fair value of the investment property held by the Group as at March 31, 2020, December 31, 2019 and March 31, 2019 was $6,952,138, $7,195,945 and $7,890,943, respectively. The fair value measurements were based on the market prices of recently sold properties in the immediate vicinity of a certain property.
-
C. Information about the investment property that were pledged to others as collaterals is provided in Note 8.
(11) Other non-current assets
| in Note 8. Other non-current assets |
||
|---|---|---|
| Prepayments for equipment Refundable deposits Others |
March31,2020 December 31, 2019 12,327,397 $ 9,308,236 $ 227,261 229,095 72,904 101,051 12,627,562 $ 9,638,382 $ |
March 31, 2019 |
| 8,009,630 $ 230,700 97,757 |
||
| 8,338,087 $ |
Movement analysis of prepayments for equipment are as follows:
| Three-month period | Three-month period | Three-month period | Three-month period | |||
|---|---|---|---|---|---|---|
| ended | March31,2020 | ended | March 31, 2019 | |||
| At January 1 | $ | 9,308,236 |
$ | 4,619,738 |
||
| Additions | 6,117,970 | 3,548,478 | ||||
| Reclassification to property, | ||||||
| plant and equipment | ( | 3,159,434) |
( | 170,633) |
||
| Reclassification to intangible assets | ( | 1,781) |
- | |||
| Net exchange differences | 62,406 | 12,047 | ||||
| At March 31 | $ | 12,327,397 | $ | 8,009,630 |
~52~
Amount of borrowing costs capitalised as part of prepayment for equipment and the range of the interest rates for such capitalisation are as follows:
| Three-month period Three-month period |
Three-month period Three-month period |
Three-month period Three-month period |
Three-month period Three-month period |
|
|---|---|---|---|---|
| endedMarch31,2020 endedMarch31,2019 |
||||
| Amount capitalised | $ | 69,530 $ |
59,466 |
|
| Interest rate | 0.86%~3.70% | 0.86%~4.70% | ||
| Other current liabilities | ||||
| March 31, 2020 | December 31, 2019 | March31,2019 | ||
| Receipt in advance | 9,789 $ |
56,522 $ |
$ | 7,656 |
| Long-term liabilities - current portion | 25,929,958 | 22,841,596 |
18,283,645 | |
| Shipowner's accounts | 1,717,731 |
2,366,770 | 2,559,023 | |
| Agency accounts | 1,693,274 | 2,453,406 | 287,237 | |
| Others | 37,170 | 46,015 | 66,058 | |
| 29,387,922 $ |
27,764,309 $ |
$ | 21,203,619 |
(12) Other current liabilities
(13) Corporate bonds payable
| Corporate bonds payable | ||
|---|---|---|
| Domestic secured corporate bonds Less: Current portion or exercise of put options |
March 31, 2020 December 31, 2019 10,000,000 $ 10,000,000 $ - - 10,000,000 $ 10,000,000 $ |
March31,2019 |
| 10,000,000 $ - |
||
| 10,000,000 $ |
-
A. On April 25, 2017, the Company issued its thirteenth domestic secured corporate bonds (referred herein as the “Thirteenth Bonds”), totaling $8,000,000. The Thirteenth Bonds are categorized into Bond A, B, C, D, E, F and G, depending on the guarantee institution. Bond A totals $2,000,000, and the rest total $6,000,000, with each par value of $1,000,000. The major terms of the issuance are set forth below:
-
(a) Period: 5 years (April 25, 2017 to April 25, 2022)
-
(b) Coupon rate: 1.05% fixed per annum
-
(c) Principal repayment and interest payment
Repayments for the Thirteenth Bonds are paid annually on coupon rate, starting a year from the issuing date. For each category of the bonds mentioned above, half the principal must be paid at the end of the fourth year, and another half at the maturity date.
- (d) Collaterals
The Thirteenth Bonds are secured. Bond A is guaranteed by Hua Nan Bank, Bond B is guaranteed by First Bank, Bond C is guaranteed by Mega International Commercial Bank, Bond D is guaranteed by Land Bank of Taiwan, Bond E is guaranteed by Chang Hwa Bank, Bond F is guaranteed by Taiwan Cooperative Bank, and Bond G is guaranteed by Bank Sinopac.
~53~
-
B. On June 27, 2018, the Company issued its fourteenth domestic secured corporate bonds (referred herein as the “Fourteenth Bonds”), totaling $2,000,000 at face value. The major terms of the issuance are set forth below:
-
(a) Period: 5 years (June 27, 2018 to June 27, 2023)
-
(b) Coupon rate: 0.86% fixed per annum
-
(c) Principal repayment and interest payment
- Repayments for the Fourteenth Bonds are paid annually at coupon rate, starting a year from the issuing date. The principal of the Fourteenth Bonds shall be repaid in lump sum at maturity.
-
(d) Collaterals
The Fourteenth Bonds are secured and are guaranteed by First Commercial Bank.
(14) Long-term loans
| Long-term loans | ||||||||
|---|---|---|---|---|---|---|---|---|
| March31,2020 | December31,2019 | March 31, 2019 | ||||||
| Secured bank loans | $ | 58,115,290 |
$ | 55,633,704 |
$ | 65,639,035 |
||
| Unsecured bank loans | 55,453,801 | 51,053,234 | 36,741,521 | |||||
| Add : Unrealised foreign exchange | ||||||||
| losses | 74,175 |
49,713 | 238,376 | |||||
| Less: Hosting fee credit | ( | 34,620) |
( | 35,083) |
( | 19,874) |
||
| 113,608,646 | 106,701,568 | 102,599,058 | ||||||
| Less: Current portion (recorded as | ||||||||
| other current liabilities) | ( | 25,929,958) |
( | 22,841,596) |
( | 18,283,645) |
||
| $ | 87,678,688 | $ | 83,859,972 | $ | 84,315,413 | |||
| Borrowing period | 2020.04~2029.11 | 2020.01~2029.11 | 2019.04~2028.12 | |||||
| Interest rate | 0.93%~5.15% | 1.12%~5.15% | 1.12%~5.15% | |||||
| Please refer to Note 8 for details of the | collaterals pledged for | the above long-term | loans. | |||||
| Other non-current liabilities | ||||||||
| March 31, 2020 | December 31, 2019 | March31,2019 | ||||||
| Accrued pension liabilities | $ | 2,974,629 |
$ | 3,028,061 |
$ | 2,899,643 |
||
| Guarantee deposits received | 294,788 | 325,987 | 386,178 | |||||
| Unrealised gain on sale and leaseback | 10,337 | 14,517 | 16,507 | |||||
| $ | 3,279,754 | $ | 3,368,565 | $ | 3,302,328 |
(15) Other non-current liabilities
(16) Pension
- A. (a) The Company and its domestic subsidiary-TTSC have a defined benefit pension plan in accordance with the Labor Standards Act (“the Act”), covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Act. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company
~54~
and its domestic subsidiary-TTSC contribute monthly an amount equal to 15% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Company and its domestic subsidiary-TTSC would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company and its domestic subsidiary-TTSC will make contributions for the deficit by next March.
- (b) The employees with R.O.C. nationality of the Group’s subsidiaries, EGH, GMS and EMU, adopted the Act. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement.
- (c) For the aforementioned pension plan, the Group recognised pension costs of $45,225 and $60,618 for the three-month periods ended March 31, 2020 and 2019, respectively.
- (d) Expected contributions to the defined benefit pension plans of the Company and its subsidiary-TTSC for the three-month period ended March 31, 2020 amounts to $98,842.
-
B. (a) Effective July 1, 2005, the Company and its domestic subsidiary-TTSC have established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the“Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company and its domestic subsidiary-TTSC contribute monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment.
- (b) The pension costs under defined contribution pension plans of the Group for the three-month periods ended March 31, 2020 and 2019 were $77,646 and $62,375, respectively.
-
(17) Capital stock
-
A. As of March 31, 2020, the Company’s authorized capital was $50,000,000, and the paid-in capital was $48,129,738, consisting of 4,812,974 thousand shares of common stocks with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected.
-
B. On August 13, 2019, the Board of Directors of the Company resolved to increase capital by $3,000,000 by issuing 300,000 thousand shares at a par value of NT$10. Of which 30,000 thousand shares are reserved for employee stock purchase plan. The proposal of capital increase has been reported and become effective on December 3, 2019. The total amount of shares was $3,333,934. All proceeds from share issuance were completed on December 31, 2019.
~55~
(18) Capital surplus
Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Law requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paid-in capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.
| legal reserve is insufficient. | ||||
|---|---|---|---|---|
| At January 1 Recognition of change in equity of associates in proportion to the Company's ownership At March 31 At January 1 Recognition of change in equity of associates in proportion to the Company's ownership At March 31 |
Share premium 9,167,217 $ - 9,167,217 $ |
Employe stock options exercised 110,956 $ - 110,956 $ |
Adjustments to share of changes in equity of associates and Donated joint ventures assets 2,122,105 $ 446 $ 555 - 2,122,660 $ 446 $ 2020 2019 |
Others |
| 6,713 $ - |
||||
| 6,713 $ |
||||
| Share premium 8,833,283 $ - 8,833,283 $ |
Adjustments to Employe share of changes stock in equity of options associates and Donated exercised joint ventures assets 93,890 $ 2,124,813 $ 446 $ - 429) ( - 93,890 $ 2,124,384 $ 446 $ |
Others | ||
| 6,713 $ - |
||||
| 6,713 $ |
(19) Retained earnings
-
A. According to the Company’s Articles of Incorporation, if there is any profit for a fiscal year, the Company shall first make provision for all taxes and cover prior years’ losses and then appropriate 10% of the residual amount as legal reserve. Dividends shall be proposed by the Board of Directors and resolved by the stockholders.
-
B. Dividend policy
In order to facilitate future expansion plans, dividends to stockholders are distributed mutually in the form of both cash and stocks with the basic principle that the ratio of cash dividends to total stock dividends shall not be lower than 10%.
~56~
-
C. Legal reserve
-
Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the distribution of the reserve is limited to the portion in excess of 25% of the Company’s paid-in capital.
-
D. In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.
-
E. The appropriation of earnings of year 2018 as resolved by the Board of Directors on June 21, 2019 is as follows:
Year ended
December 31, 2018
Accrual of legal reserve $ 29,392
-
F. For the year ended December 31, 2019, the Company’s net income after tax plus other items including current unappropriated retained earnings are negative, thus the Company will not provision for legal reserve. Additionally, the Company will retain attributable earnings for future operating plan, thus the Company will not appropriate shareholders’ bonus.
-
As of the reporting date, the distribution of earnings for the year of 2019 has not been resolved by the shareholders.
~57~
2020
(20) Other equity items
| At January 1 Revaluation – gross Revaluation – tax Revaluation – associates Cash flow hedges: – Fair value loss in the period – Group – Group – tax – Associates Currency translation differences: – Group – Group – tax – Associates At March 31 At January 1 Revaluation – gross Revaluation – tax Revaluation – associates Cash flow hedges: – Fair value loss in the period – Group – Group – tax – Associates Currency translation differences: – Group – Group – tax – Associates At March 31 |
Unrealised gains (losses) onvaluation |
Unrealised gains (losses) onvaluation |
Hedging reserve |
Hedging reserve |
Currency translation |
Total |
|---|---|---|---|---|---|---|
| 1,411,638 $ 270,356) ( 6,882 234,664) ( - - - - - - 913,500 $ Unrealised gains (losses) onvaluation |
1,134,622 $ 270,356) ( 6,882 234,664) ( 127,127) ( 28,555 359,113) ( 158,165) ( 13 28,034 48,681 $ Total |
|||||
| Unrealised gains (losses) onvaluation |
Hedging reserve |
Currency translation |
||||
| 1,234,225 $ 10,250 1,842 63,119 - - - - - - 1,309,436 $ |
58,649) ($ - - - 64,904) ( 17,869 109,613) ( - - - 215,297) ($ |
17,580 $ - - - - - - 230,763 2) ( 15,161 263,502 $ |
1,193,156 $ 10,250 1,842 63,119 64,904) ( 17,869 109,613) ( 230,763 2) ( 15,161 1,357,641 $ |
~58~
(21) Operating revenue
| Operating revenue | ||||
|---|---|---|---|---|
| Three-month period | Three-month period | |||
| ended | March31,2020 | ended | March31,2019 | |
| Revenue from contracts with customers | $ | 42,902,040 |
$ | 45,437,414 |
| Other - ship rental and slottage income | 573,215 | 259,638 | ||
| $ | 43,475,255 |
$ | 45,697,052 |
A. Disaggregation of revenue from contracts with customers
The Group derives revenue from the transfer of services over time and at a point in time in the following major businesses:
| following major businesses: | ||||
|---|---|---|---|---|
| Three-month period ended March31,2020 Ship-owners Total segment revenue 46,496,394 $ Inter-segment revenue 6,146,615) ( Revenue from external customer contracts 40,349,779 $ Three-month period ended March31,2019 Ship-owners Total segment revenue 49,263,237 $ Inter-segment revenue 6,830,062) ( Revenue from external customer contracts 42,433,175 $ |
Agent 857,897 $ - 857,897 $ Agent 867,046 $ - 867,046 $ |
Terminal 1,483,131 $ - 1,483,131 $ Terminal 1,648,559 $ - 1,648,559 $ |
Other Total 211,233 $ 49,048,655 $ - 6,146,615) ( 211,233 $ 42,902,040 $ Other Total 488,634 $ 52,267,476 $ - 6,830,062) ( 488,634 $ 45,437,414 $ |
Total |
| 45,437,414 $ |
B. Contract assets and liabilities
The Group has recognised the following revenue-related contract assets and liabilities:
March 31, 2020 December 31, 2019 March 31, 2019 January 1, 2019
Contract assets: Contract assets relating to marine freight income $ 1,371,280 $ 1,693,497 $ 2,183,660 $ 2,244,065 Contract liabilities: Contract liabilities – unearned marine freight income ($ 2,762,109) ($ 2,213,538) ($ 663,608) ($ 1,774,392)
~59~
Revenue recognised that was included in the contract liability balance at the beginning of the period:
| (22) (23) (24) |
Other income and expenses, net Other income Other gains and losses Three-month period Three-month period ended March31,2020 ended March31,2019 Marine freight income 2,213,538 $ 1,774,392 $ Three-month period Three-month period ended March 31,2020 ended March 31,2019 (Loss) gains on disposal of property, plant and equipment 6,377) ($ 347,391 $ Three-month period Three-month period ended March 31,2020 ended March 31,2019 Interest income :Interest income from bank deposits 119,593 $ 170,348 $ Interest income from financial assets measured at amortised cost 18,486 23,025 Rent income 57,630 50,234 Dividend income - 32,112 Other income, others 68,206 22,560 263,915 $ 298,279 $ Three-month period Three-month period ended March 31,2020 ended March 31,2019 Net gains on disposal of investments 161 $ 228 $ Gains arising from lease modifications 1 - Net currency exchange gains 145,868 105,435 Net gains on disposal of right-of-use assets 15,001 3,558 Depreciation on investment property 39,284) ( 41,719) ( Other non-operating expenses 34,648) ( 30,473) ( 87,099 $ 37,029 $ |
|---|---|
~60~
(25) Finance costs
Three-month period Three-month period ended March 31, 2020 ended March 31, 2019
| Interest expense: | ||||||
|---|---|---|---|---|---|---|
| Bank loans | $ | 600,222 |
$ | 694,046 |
||
| Corporate bonds | 25,231 |
24,953 | ||||
| Lease liabilities | 768,638 | 675,151 | ||||
| 1,394,091 |
1,394,150 |
|||||
| Less: Capitalisation of qualifying assets | ( | 69,530) |
( | 59,466) |
||
| $ | 1,324,561 |
$ | 1,334,684 |
(26) Expenses by nature
| Expenses by nature | ||||
|---|---|---|---|---|
| Three-month period | Three-month period | |||
| ended | March 31, 2020 | ended | March31,2019 | |
| Employee benefit expense | $ | 2,306,199 |
$ | 2,354,546 |
| Depreciation charges on property, | ||||
| plant and equipment | 2,161,701 | 2,005,189 | ||
| Depreciation charges on right-of-use assets | 3,063,322 |
2,895,024 | ||
| Amortisation charges on intangible assets | 77,006 | 77,644 |
||
| Other operating costs and expenses | 35,369,775 | 37,420,799 | ||
| $ | 42,978,003 | $ | 44,753,202 |
(27) Employee benefit expense
| Employee benefit expense Amortisation charges on intangible assets Other operating costs and expenses |
77,006 35,369,775 42,978,003 $ |
77,006 35,369,775 42,978,003 $ |
77,644 37,420,799 44,753,202 $ |
77,644 37,420,799 44,753,202 $ |
|---|---|---|---|---|
| Three-month period | Three-month period | |||
| ended | March 31, 2020 | ended | March 31, 2019 | |
| Wages and salaries | $ | 1,910,906 |
$ | 1,895,210 |
| Labor and health insurance fees | 169,222 | 217,493 | ||
| Pension costs | 122,871 | 122,993 | ||
| Other personnel expenses | 103,200 | 118,850 | ||
| $ | 2,306,199 | $ | 2,354,546 |
-
A. According to the Articles of Incorporation of the Company, when distributing earnings, the Company shall distribute bonus to the employees that account for no less than 0.5% and pay remuneration to the directors and supervisors that account for no more than 2% of the total distributed amount.
-
B. (a) For the three-month period ended March 31, 2020, the Company generated loss and thus did not accrue employees’ and supervisors’ remuneration.
-
(b) For the three-month period ended March 31, 2019, employees’ compensation was accrued at $2,609, while directors’ remunerations was accrued at $733. The aforementioned amount was recognised in salary expenses.
~61~
Employees’ compensation and directors’ and supervisors’ remuneration of 2018 as resolved by the Board of Directors were in agreement with those amounts recognised in the 2018 financial statements.
Information about the appropriation of employees’, directors’ and supervisors’ remuneration by the Company as proposed by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
(28) Income tax
-
A. Income tax expense
-
(a) Components of income tax expense:
| e tax ome tax expense Components of income tax expense: |
||||||
|---|---|---|---|---|---|---|
| Three-month period | Three-month period | |||||
| ended March31,2020 | ended March 31, 2019 | |||||
| Current tax: | ||||||
| Current tax on profits for the period | $ | 166,849 |
$ | 296,018 |
||
| Prior year income tax underestimation | ||||||
| (overestimation) | 2,541 | ( | 9,110) |
|||
| Total current tax | 169,390 | 286,908 | ||||
| Deferred tax: | ||||||
| Origination and reversal of | ||||||
| temporary differences | ( | 53,881) |
( | 42,285) |
||
| Total deferred tax | ( | 53,881) |
( | 42,285) |
||
| Income tax expense | $ | 115,509 |
$ | 244,623 |
- (b) The income tax (charge)/credit relating to components of other comprehensive income is as follows:
| follows: | ||||
|---|---|---|---|---|
| Three-month period | Three-month period | |||
| ended March 31, 2020 | ended March31,2019 | |||
| Changes in fair value of financial | ||||
| assets at fair value through other | ($ | 6,882) |
($ | 1,842) |
| comprehensive income (loss) | ||||
| Exchange differences on translating | ||||
| the financial statements of foreign | ||||
| operations | ( | 13) |
2 | |
| Remeasurement of defined benefit | ||||
| obligations | 159 | - | ||
| Cash flow hedges | ( | 28,555) |
( | 17,869) |
| ($ | 35,291) | ($ | 19,709) |
~62~
(c) The income tax charged/(credited) to equity during the period is as follows:
Three-month period Three-month period ended March 31, 2020 ended March 31, 2019 Reduction in capital surplus caused by recognition of foreign investees based on the shareholding ratio ($ 24) ($ 26)
- B. The Company’s income tax returns through 2017 have been assessed and approved by the Tax Authority.
(29) Earnings (loss) per share
Three-month period ended March 31, 2020 Weighted average number of ordinary shares outstanding Loss per share Amount after tax (share in thousands) (in dollars) Basic loss per share Net loss attributable to ordinary shareholders of the parent ($ 441,577) 4,812,974 ($ 0.09) Diluted loss per share Net loss attributable to ordinary shareholders of the parent ($ 441,577) 4,812,974 ($ 0.09)
~63~
| Basic earnings per share Net earnings attributable to ordinary shareholders of the parent Diluted earnings per share Net earnings attributable to ordinary shareholders of the parent Assumed conversion of all dilutive potential ordinary shares Employees’ compensation Net income attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares |
Weighted average number of ordinary shares outstanding Earnings per share Amount after tax (share in thousands) (in dollars) 559,572 $ 4,512,974 0.12 $ 559,572 4,512,974 $ 0.12 - 218 559,572 $ 4,513,192 0.12 $ Three-monthperiod ended March 31,2019 |
|---|---|
(30) Transactions with non-controlling interest
- A. Acquisition of additional equity interest in a subsidiary
Subsidiary, EGH, purchased 3% of outstanding shares of MAC for cash of $650 (approx. USD 21) on December 10, 2019. The carrying amount of non-controlling interest in MAC was $2,019 at the acquisition date. This transaction resulted in a decrease in the non-controlling interest by $2,019 and an increase in the equity attributable to owners of the parent by $1,369.
- B. The Group did not participate in the capital increase raised by a subsidiary proportionally to its interest to the subsidiary
Indirect subsidiary, ECO, of the Group increased its capital by issuing new shares on May 31, 2019. The subsidiary, EGH, did not acquire shares proportionally to its interest. As a result, the Group decreased its share interest by 25%. The transaction increased non-controlling interest by $6,387 and decreased the equity attributable to owners of parent by $3,006.
~64~
(31) Supplemental cash flow information
A. Investing activities with partial cash payments
(a) Property, plant and equipment
| Three-month period | Three-month period | Three-month period | Three-month period | |||
|---|---|---|---|---|---|---|
| ended March 31, 2020 | ended | March 31, 2019 | ||||
| Purchase of property, plant and equipment | $ | 2,089,691 |
$ | 1,438,393 |
||
| Add: Opening balance of payable | ||||||
| on equipment | 455,427 |
34,258 |
||||
| Less: Ending balance of payable | ||||||
| on equipment | ( | 638,472) |
( | 866,658) |
||
| Cash paid during the period | $ | 1,906,646 | $ | 605,993 | ||
| (b) Prepayments for equipment (recorded as other non-current assets) | ||||||
| Three-month period | Three-month period | |||||
| endedMarch31,2020 | ended | March 31, 2019 | ||||
| Purchase of prepayments for equipment | $ | 6,117,970 |
$ | 3,548,478 |
||
| Add: Opening balance of payable on | ||||||
| prepayments for equipment | - | 194 | ||||
| Less: Ending balance of payable on | ||||||
| prepayments for equipment | ( | 23,214) |
- | |||
| Capitalisation of qualifying assets | ( | 69,530) |
( | 59,466) |
||
| Cash paid during the period | $ | 6,025,226 | $ | 3,489,206 | ||
| (c) Change in non-controlling interest | ||||||
| Three-month period | Three-month period | |||||
| ended March 31, 2020 | ended | March31,2019 | ||||
| Change in transactions with | $ | 252,824 |
$ | - |
||
| non-controlling interest | ||||||
| Add: Opening balance of payable | ||||||
| on investments | - | - |
||||
| Less: Ending balance of payable | ||||||
| on investments | ( | 16,637) |
- | |||
| Cash paid during the period | $ | 236,187 | $ | - |
~65~
(32) Changes in liabilities from financing activities
| At January 1, 2020 Changes in cash flow from financing activities Changes in other non-cash items Impact of changes in foreign exchange rate At March 31, 2020 At January 1, 2019 Adjustments under new standards Changes in cash flow from financing activities Changes in other non-cash items Impact of changes in foreign exchange rate At March 31, 2019 |
Long-term borrowings (including current portion) |
Guarantee deposits received |
Guarantee deposits received |
Lease liabilities and financial liabilities for hedging |
Liabilities from financing activities-gross |
||
|---|---|---|---|---|---|---|---|
| 106,701,568 $ 6,503,157 - 403,921 113,608,646 $ Long-term borrowings (including current portion) |
325,987 $ 33,183) ( - 1,984 294,788 $ Guarantee deposits received |
81,231,835 $ 3,107,066) ( 2,618,078 301,805 81,044,652 $ Lease liabilities (lease payable) and financial liabilities for hedging |
188,259,390 $ 3,362,908 2,618,078 707,710 194,948,086 $ Liabilities from financing activities-gross |
||||
| 99,360,501 $ - 3,071,834 - 166,723 102,599,058 $ |
347,115 $ - 38,121 - 942 386,178 $ |
11,639,698 $ 60,563,079 2,869,053) ( 6,977,129) ( 300,148 62,656,743 $ |
111,347,314 $ 60,563,079 240,902 6,977,129) ( 467,813 165,641,979 $ |
~66~
7. RELATED PARTY TRANSACTIONS
(1) Names of related parties and their relationship with the Group
| LATED PARTY TRANSACTIONS Names of related parties and their relationship with the Group |
|
|---|---|
| Names of relatedparties | Relationshipwith the Group |
| Evergreen International Storage and Transport Corp. (EITC) Eva Airways Corp. (EVA) Evergreen Security Corp. (ESC) Charng Yang Development Co., Ltd. (CYD) Taipei Port Container Terminal Corp. (TPCT) Ningbo Victory Container Co. Ltd. (NVC) Qingdao Evergreen C&T Co., Ltd. (QECT) Green Properties Sdn. Bhd. (GPP) Luanta Investment (Netherlands) N.V. (Luanta) Balsam Investment (Netherlands) N.V. (Balsam) Italia Marittima S.p.A. (ITS) Colon Container Terminal S.A. (CCT) PT. Evergreen Shipping Agency Indonesia (EMI) Evergreen Shipping Agency Co. (U.A.E) LLC (UAE) Evergreen Shipping Agency Lanka (Private) Limited (ELK) VIP Greenport Joint Stock Company (VGP) Ics Depot Services Sdn. Bhd. (IDS) Evergreen Marine (Latin America) S.A. (ELA) Evergreen International Corp. (EIC) Evergreen Airline Service Corp. (EGAS) Chang Yung-Fa Charity Foundation (CYFC) Chang Yung-Fa Foundation (CYFF) Evergreen Steel Corp. Eever Accord Construction Corporation (EAC) Evergreen Aviation Technologies Corporation (EGAT) Evergreen Sky Catering Corporation (EGSC) Evergreen Air Cargo Services Corporation (EGAC) Evergreen Aviation Precision Corporation (EGAP) Evergreen International S.A.(EIS) Evergreen Marine (Singapore) Pte. Ltd.(EMS) Gaining Enterprise S.A. (GESA) Evergreen Insurance Company Ltd. (EINS) Evergreen Shipping Agency (America) Corporation (EGA) Evergreen Shipping Agency (Japan) Corporation (EGJ) Evergreen Shipping Agency Philippines Corporation (EGP) |
Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate (An associate since March 1, 2019) Associate Associate Associate (An subsidiary since March 1, 2020) Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party (Has been merged with EGAT on Febuary 28, 2019) Other related party Other related party Other related party Other related party Other related party Other related party Other related party |
~67~
==> picture [481 x 15] intentionally omitted <==
----- Start of picture text -----
Names of related parties Relationship with the Group
----- End of picture text -----
| Names of relatedparties | Relationship with theGroup |
|---|---|
| Evergreen International Myanmar Co., Ltd. (EIM) | Other related party |
| Chestnut Estate B.V. (Chestnut) | Other related party |
| Advanced Business Process, Inc. (ABPI) | Other related party |
| Unigreen Marine S.A.(UMS) | Other related party |
| Directors, General manager and Vice General Manager | Key management |
(2) Significant related party transactions and balances
A. Operating revenue:
| Three-month period | Three-month period | Three-month period | Three-month period | ||
|---|---|---|---|---|---|
| ended | March31,2020 | ended | March31,2019 | ||
| Sales of services: | |||||
| Associates | $ | 509,226 |
$ | 624,765 |
|
| Other related parties | 2,866,836 | 3,152,850 | |||
| $ | 3,376,062 | $ | 3,777,615 |
The business terms on which the Group transacts with related parties are of no difference from those with non-related parties.
B. Purchases:
| those with non-related parties. Purchases: |
||||
|---|---|---|---|---|
| Three-month period | Three-month period | |||
| ended | March 31, 2020 | ended | March31,2019 | |
| Purchases of services: | ||||
| Associates | $ | 857,958 |
$ | 623,824 |
| Other related parties | 1,651,652 | 1,842,630 | ||
| $ | 2,509,610 |
$ | 2,466,454 |
Goods and services are purchased from associates and other related parties on normal commercial terms and conditions.
~68~
C. Receivables from related parties:
| . | March | 31,2020 | December | 31,2019 | March | 31,2019 |
|---|---|---|---|---|---|---|
| Accounts receivable: | ||||||
| Associates | $ | 75,698 |
$ | 121,156 |
$ | 115,852 |
| Other related | ||||||
| parties | 623,517 |
659,406 | 1,028,482 | |||
| Subtotal | $ | 699,215 |
$ | 780,562 | $ | 1,144,334 |
| Other receivables: | ||||||
| Associates | ||||||
| -Other | $ | 4,738 |
$ | 1,818 |
$ | 8,133 |
| Other related | ||||||
| parties | ||||||
| -Other | 14,171 |
18,796 | 10,674 | |||
| Subtotal | $ | 18,909 |
$ | 20,614 | $ | 18,807 |
| Total | $ | 718,124 |
$ | 801,176 | $ | 1,163,141 |
The receivables from related parties arise mainly from sale transactions. The receivables are unsecured in nature and bear no interest. The receivables include provisions against receivables from related parties.
D. Payables to related parties:
| from related parties. Payables to related parties: |
||
|---|---|---|
| . Accounts payable: Associates Other related parties Subtotal Other payables: Associates Other related parties Subtotal Total |
March31,2020 December31,2019 136,735 $ 143,074 $ 142,909 268,028 279,644 $ 411,102 $ 13,270 $ 31,825 $ 160,712 149,671 173,982 $ 181,496 $ 453,626 $ 592,598 $ |
March 31, 2019 |
| 81,015 $ 349,115 430,130 $ |
||
| 21,038 $ 151,889 |
||
| 172,927 $ |
||
| 603,057 $ |
The payables to related parties arise mainly from purchase transactions. The payables bear no interest.
E. Property transactions:
Acquisition of property, plant and equipment:
| nterest. roperty transactions: Acquisition of property, plant and |
equipment: | |
|---|---|---|
| Three-month period | Three-month period | |
| ended March31,2020 | ended March31,2019 | |
| Associates | - $ |
115 $ |
| Other related parties | 72,570 | - |
| 72,570 $ |
115 $ |
~69~
-
F. Leasing arrangements - lessee
-
(a) The Group leases buildings, ships as well as loading and unloading equipment from associates and other related parties. Rental contracts are typically made for periods of 2 to 10 years, rents are paid in accordance with the contract terms.
-
(b) Acquisition of right-of-use assets:
The Group leases buildings, ships as well as loading and unloading equipment from associates and other related parties under IFRS 16 ‘Leases’. Accordingly, on January 1, 2019, the Group increased ‘right-of-use assets’ by $3,196,381.
-
(c) Lease liabilities:
-
i. Outstanding balance:
| Associates Other related parties |
March31,2020 December31,2019 March 31, 2019 695,783 $ 791,302 $ 1,129,306 $ 429,116 487,665 622,435 1,124,899 $ 1,278,967 $ 1,751,741 $ |
|---|---|
ii. Interest expense:
| . Interest expense: | ||
|---|---|---|
| Three-month period | Three-month period | |
| ended March31,2020 | ended March31,2019 | |
| Associates | 8,159 $ |
9,151 $ |
| Other related parties | 3,997 | 12,966 |
| 12,156 $ |
22,117 $ |
- (d) Lease liabilities designated as hedges:
| Associates Other related parties |
March31,2020 December31,2019 March 31, 2019 83,217 $ 94,049 $ 130,215 $ 524,657 610,456 1,064,273 607,874 $ 704,505 $ 1,194,488 $ |
|---|---|
G. Agency accounts:
| Agency accounts: | ||
|---|---|---|
| . Debit balance of agency accounts: Associates Other related parties -EIC -EGA -Other |
March31,2020 December31,2019 - $ 513 $ 446,400 337,038 910,902 - - 98,580 1,357,302 $ 436,131 $ |
March31,2019 |
| - $ - 517,135 697 |
||
| 517,832 $ |
~70~
. March 31, 2020 December 31, 2019 March 31, 2019 Credit balance of agency accounts: Associates ($ 53,045) ($ 135,281) ($ 105,905) Other related parties -EIC - - ( 98,070) -EGJ ( 405,280) ( 523,778) ( 317,881) -Other ( 23,115) ( 49,274) ( 20,340) ($ 481,440) ($ 708,333) ($ 542,196)
H. Shipowner’s accounts:
March 31, 2020 December 31, 2019 March 31, 2019
| . | March 31, 2020 | Dece | mber 31, 2019 | March | 31,2019 | ||||
|---|---|---|---|---|---|---|---|---|---|
| Debit balance of shipowner’s | |||||||||
| accounts: | |||||||||
| Other related | |||||||||
| parties | |||||||||
| -EIS | - | - | $ | 1,626,387 |
|||||
| -GESA | 33,609 | 28,957 | 17,443 | ||||||
| 33,609 $ |
$ | 28,957 | $ | 1,643,830 | |||||
| . | March31,2020 | December31,2019 | March | 31,2019 | |||||
| Credit balance of shipowner’s | |||||||||
| accounts: | |||||||||
| Associates | |||||||||
| -ITS | ($ | 184,662) |
($ | 277,877) |
($ | 260,824) |
|||
| Other related | |||||||||
| parties | |||||||||
| -EIS | ( | 588,965) |
( | 1,027,141) |
- | ||||
| -EMS | ( | 944,104) |
( | 1,061,752) |
( | 26,413) |
|||
| ($ | 1,717,731) | ($ | 2,366,770) |
($ | 287,237) |
~71~
-
I. Loans to/from related parties:
-
(a) Loans to related parties:
- i. Outstanding balance:
| Loans to related parties: i. Outstanding balance: |
||||
|---|---|---|---|---|
| . | March31,2020 | December31,2019 | March 31, 2019 | |
| Associates | 732,028 $ |
722,926 $ |
505,022 $ |
|
| ii. Interest income | ||||
| Three-month period | Three-month period | |||
| ended | March31,2020 | endedMarch31,2019 | ||
| Associates | $ | 4,814 | $ | 5,134 |
The loans to associates carry interest at floating rates for the three-month periods ended March 31, 2020 and 2019.
-
(b) Loans from related parties:
-
i. Outstanding balance:
. March 31, 2020 December 31, 2019 March 31, 2019 Other related parties $ 527,344 $ 524,743 $ 853,276 ii. Interest expense: Three-month period Three-month period ended March 31, 2020 ended March 31, 2019 Other related parties $ 4,524 $ 10,818
The loans from associates carry interest at floating rates for the three-month periods ended March 31, 2020 and 2019.
- J. Endorsements and guarantees provided to related parties:
==> picture [454 x 28] intentionally omitted <==
-
K. On December 20, 2019, the Board of Directors of the subsidiary, EGH, approved to acquire 16.50% equity interests of ELA from associate, ITS, and each of other related party, EIS and EMS. The transaction date was set on March 1, 2020, and the transaction price amounted to $9,712 (USD 323).
-
L. On November 13, 2019, the Board of Directors of the second-tier subsidiary, Armand B.V., approved to sell 2.92% equity interests of associate, Taipei Port, to other related party, EIS. The transaction date was set on February 1, 2020, and the transaction price amounted to $150,464 (USD 4,997).
-
M. On November 10, 2019, the Board of Directors of the subsidiary, Peony, has resolved to participate in the capital increase of the investee, Balsam, the investment accounted for using the equity method, as the original shareholder. The amount of capital increase was USD 24,500. The effective date was set on November 14, 2019.
~72~
- N. The Board of Directors of the Company during its meeting on December 21, 2018 adopted a resolution to participate in the capital increase raised by EVA Airways Corporation amounting to 39,150 thousand shares, with a subscription price of $13 (in dollars) per share, with a total price of $508,944. The effective date was set on January 24, 2019. Moreover, the Company purchased 70 thousand shares from a specific person, and the purchase price amounted to $700.
(3) Key management compensation
| Key management compensation | ||||
|---|---|---|---|---|
| Three-month period | Three-month period | |||
| ended March 31, 2020 | ended March 31, 2019 | |||
| Salaries and other short-term | ||||
| employee benefits | $ | 55,225 |
$ | 49,194 |
| Post-employment benefits | 553 | 758 | ||
| Salaries and other long-term | ||||
| employee benefits | 107 |
- | ||
| $ | 55,885 | $ | 49,952 |
8. PLEDGED ASSETS
The Group’s assets pledged as collateral are as follows:
| Pledged assets Financial assets at amortised cost - Pledged time deposits Refundable deposits - Pledged time deposits Property, plant and equipment -Land -Buildings -Loading and unloading equipment -Ships -Computer and communication equipment Investment property -Land -Buildings |
Bookvalue | March31,2019 280,308 $ 2,000 514,312 5,760,714 1,941,222 68,047,897 458,476 1,285,781 4,403,536 82,694,246 $ |
Purpose |
|---|---|---|---|
| March31,2020 December31,2019 238,138 $ 290,740 $ 2,000 2,000 514,312 514,312 5,677,156 5,631,364 1,826,694 1,900,801 74,379,565 71,742,174 271,752 314,161 1,285,781 1,285,781 3,929,997 3,972,653 88,125,395 $ 85,653,986 $ |
|||
| Performance guarantee 〞Long-term loan 〞〞〞〞Long-term loan 〞 |
~73~
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT COMMITMENTS
(1) Contingencies
None.
(2) Commitments
- A. As of March 31, 2020, the Company had delegated DBS Bank to issue Standby Letters of Credit amounting to USD 5,000.
- B. As of March 31, 2020, the long-term and medium-term loan facilities granted by the financial institutions with the resolution from the Board of Directors to finance the Group’s purchase of new ships and general working capital requirement amounted to $135,254,511 and the unutilized credit was $21,611,245.
- C. As of March 31, 2020, the amount of guaranteed notes issued by the Company for loans borrowed was $80,332,886.
- D. To meet its operational needs, the Company signed the shipbuilding contracts with Samsung Heavy Industries, Hyundai Mipo Dockyard Co., td, Jiangnan Shipyard (Group) Co., Ltd. and China Shipbuilding Trading Company Ltd.. As of March 31, 2020, the total price of the contracts, wherein the vessels have not yet been delivered, amounted to USD 2,393,212, USD 2,022,383 of which remain unpaid.
- E. To meet its operational needs, the Company signed the transportation equipment purchase contracts. As of March 31, 2020, the total price of the contracts, wherein the equipment have not yet been delivered, amounted to USD 102,810, USD 74,472 of which remain unpaid.
- F. In response to international regulations on sulfur content in shipping fuel, the Group entered into sulfur emission abatement equipment purchase contracts with Wartsila Finland Oy and China Shipbuilding & Offshore International Co., Ltd.. The total contract prices are USD 54,962, respectively, and USD 34,181 remain unpaid. The Group signed installation contracts with Huarun Dadong Dockyard Co., Ltd., COSCO Shipping Heavy Industry (Zhoushan) Co., Ltd. and Global Oil And Gas Services. As of March 31, 2020, the total price of the contracts amounted to USD 66,789, USD 57,648 of which remain unpaid.
- G. To cooperate with the construction in Kaohsiung Port 7th container center, the Company entered into the technique plan service contract for bridge crane with Liftech Consultants Inc.,. As of March 31, 2020, the total contract amount was USD235 and the unpaid amount was USD196.
- H. For the Group’s lease contract which was entered into but not completed construction. As of March 31, 2020, the expected minimum lease payment in the future was $115,410,594.
-
SIGNIFICANT DISASTER LOSS
-
None.
11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE
- None.
~74~
12. OTHERS
(1) Capital management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders and issue new shares to maintain an optimal capital.
(2) Financial instruments
A. Financial instruments by category
| Financial assets Financial assets at fair value through other comprehensive income Designation of equity instrument Financial assets at amortised cost Cash and cash equivalents Financial assets at amortised cost Notes receivable Accounts receivable Other accounts receivable Guarantee deposits paid Financial liabilities Financial liabilities at amortised cost Accounts payable Other accounts payable Bonds payable Lease payable (including current portion) Long-term borrowings (including current portion) Guarantee deposits received Financial liabilities for hedging (including current portion) |
March31,2020 1,452,117 $ 37,384,573 1,044,791 115,435 14,177,216 1,065,917 227,261 54,015,193 $ March 31, 2020 14,168,725 $ 5,164,613 10,000,000 61,263,792 113,608,646 294,788 204,500,564 $ 19,780,860 $ |
December31,2019 1,719,423 $ 37,871,889 2,118,536 129,545 14,759,813 1,027,279 229,095 56,136,157 $ December31,2019 16,580,812 $ 5,113,118 10,000,000 61,042,893 106,701,568 325,987 199,764,378 $ 20,188,942 $ |
March31,2019 |
|---|---|---|---|
| 1,662,374 $ |
|||
| 35,594,819 2,317,613 86,594 12,815,666 795,446 230,700 |
|||
| 51,840,838 $ |
|||
| March31,2019 | |||
| 17,769,140 $ 5,726,066 10,000,000 62,656,743 102,599,058 386,178 |
|||
| 199,137,185 $ |
|||
| 11,452,364 $ |
~75~
-
B. Financial risk management policies
-
(a) The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk. The Group’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Group’s financial position and financial performance.
-
(b) Risk management is carried out by the Group’s Finance Department under policies approved by the Board of Directors. The Group’s Finance Department identifies, evaluates and hedges financial risks in close co-operation with the Group’s Operating Department. The Board of Directors provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.
-
C. Significant financial risks and degrees of financial risks
-
(a) Market risk
Foreign exchange risk
-
i. The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the USD and RMB. Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investment in foreign operations.
-
ii. The Group’s management has set up a policy to require group companies to manage their foreign exchange risk against their functional currency. The group companies are required to hedge their entire foreign exchange risk exposure with the Group’s Finance Department. To manage their foreign exchange risk arising from future commercial transactions and recognised assets and liabilities, entities in the Group use forward foreign exchange contracts, transacted with Group’s Finance Department. Foreign exchange risk arises when future commercial transactions or recognised assets or liabilities are denominated in a foreign currency that is not the entity’s functional currency.
-
iii. The Group’s businesses involve some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: TWD; other certain subsidiaries’ functional currency: USD, GBP, EUR, RMB and others). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
~76~
==> picture [416 x 156] intentionally omitted <==
----- Start of picture text -----
March 31, 2020
Foreign
currency
amount Book value
(In Thousands) Exchange rate (TWD)
(Foreign currency: functional currency)
Financial assets
Monetary items
USD:TWD $ 713,871 30.1905 $ 21,552,122
Financial liabilities
----- End of picture text -----
| Financial assets Monetary items USD:TWD 713,871 $ 30.1905 21,552,122 $ Financial liabilities (Foreign currency: functional currency) |
713,871 $ 30.1905 21,552,122 $ ) |
713,871 $ 30.1905 21,552,122 $ ) |
713,871 $ 30.1905 21,552,122 $ ) |
|---|---|---|---|
| Monetary items USD:TWD 1,417,085 $ 30.1905 42,782,505 $ RMB:TWD 58,907 4.2520 250,473 HKD:USD 111,038 0.1290 432,446 GBP:USD 7,359 1.2327 273,871 EUR:USD 6,025 1.0957 199,305 RMB:USD 245,029 0.1408 1,041,575 Foreign currency amount Book value (In Thousands) Exchangerate (TWD) Financial assets Monetary items USD:TWD 582,814 $ 30.0130 17,491,997 $ GBP:USD 2,889 1.3118 113,743 Financial liabilities Monetary items USD:TWD 1,080,163 $ 30.0130 32,418,932 $ HKD:USD 97,479 0.1284 375,652 GBP:USD 3,807 1.3118 149,886 EUR:USD 4,190 1.1233 141,260 RMB:USD 225,390 0.1431 968,019 December31,2019 (Foreign currency: functional currency) |
1,417,085 $ 30.1905 42,782,505 $ 58,907 4.2520 250,473 111,038 0.1290 432,446 7,359 1.2327 273,871 6,025 1.0957 199,305 245,029 0.1408 1,041,575 December31,2019 |
||
| Exchangerate 30.0130 1.3118 30.0130 0.1284 1.3118 1.1233 0.1431 |
Book value (TWD) |
||
| 17,491,997 $ 113,743 32,418,932 $ 375,652 149,886 141,260 968,019 |
|||
~77~
March 31, 2019
| Foreign | |||||
|---|---|---|---|---|---|
| currency | |||||
| amount | Book value | ||||
| (In | Thousands) | Exchangerate | (TWD) | ||
| (Foreign currency: functional currency) | |||||
| Financial assets | |||||
| Monetary items | |||||
| USD:TWD | $ | 1,017,312 |
30.8400 | $ | 31,373,902 |
| EUR:USD | 3,670 |
1.1235 | 127,161 | ||
| Financial liabilities | |||||
| Monetary items | |||||
| USD:TWD | $ | 1,320,725 |
30.8400 | $ | 40,731,159 |
| HKD:USD | 99,355 |
0.1274 | 390,367 | ||
| GBP:USD | 5,239 | 1.3070 | 211,173 | ||
| RMB:USD | 206,366 | 0.1485 | 945,103 | ||
| EUR:USD | 3,372 | 1.1235 | 116,836 |
-
iv. The total exchange (loss) gain, including realised and unrealised arising from significant foreign exchange variation on the monetary items held by the Group for the three-month periods ended March 31, 2020 and 2019 amounted to $145,868 and $105,435, respectively.
-
v. Analysis of foreign currency market risk arising from significant foreign exchange variation:
| variation: | |||
|---|---|---|---|
| Degree of Effect on Effect on other comprehensive variation profit or loss income Financial assets Monetary items USD:TWD 1% 215,521 $ - $ Financial liabilities Monetary items USD:TWD 1% 230,016 $ 197,809 $ RMB:TWD 1% 2,505 - HKD:USD 1% 4,324 - GBP:USD 1% 2,739 - EUR:USD 1% 1,993 - RMB:USD 1% 10,416 - Three-monthperiod ended March 31,2020 Sensitivityanalysis (Foreign currency: functional currency) |
Three-monthperiod ended March 31,2020 | ||
| Sensitivityanalysis | |||
| Effect on profit or loss 215,521 $ 230,016 $ 2,505 4,324 2,739 1,993 10,416 |
Effect on other comprehensive income |
||
| - $ 197,809 $ - - - - - |
|||
~78~
Three-month period ended March 31, 2019
| Sensitivityanalysis | Sensitivityanalysis | Sensitivityanalysis | |||
|---|---|---|---|---|---|
| Effect on other | |||||
| Degree of | Effect on | comprehensive | |||
| variation | profit or loss | income | |||
| (Foreign currency: functional currency) | |||||
| Financial assets | |||||
| Monetary items | |||||
| USD:TWD | 1% | $ | 313,739 |
$ | - |
| EUR:USD | 1% | 1,272 | - | ||
| Financial liabilities | |||||
| Monetary items | |||||
| USD:TWD | 1% | $ | 292,933 |
$ | 114,379 |
| HKD:USD | 1% | 3,904 | - | ||
| GBP:USD | 1% | 2,112 |
- | ||
| RMB:USD | 1% | 9,451 |
- | ||
| EUR:USD | 1% | 1,168 | - |
Price risk
-
i. The Group is exposed to equity securities price risk because of investments held by the Group and classified on the consolidated balance sheet at fair value through other comprehensive income. The Group is not exposed to commodity price risk. To manage its price risk arising from investments in equity securities, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group.
-
ii. The Group’s investments in equity securities comprise domestic listed and unlisted stocks. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 1% with all other variables held constant, equity would have increased/decreased by $14,239 and $16,208 for the three-month periods ended March 31, 2020 and 2019, respectively, as a result of other comprehensive income classified as equity investment at fair value through other comprehensive income.
Cash flow and fair value interest rate risk
- i. The Group’s interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk which is partially offset by cash and cash equivalents held at variable rates. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. During the three-month periods ended March 31, 2020 and 2019, the Group’s borrowings at variable rate were denominated in the TWD, USD and GBP.
~79~
-
ii. As of March 31, 2020 and 2019, if interest rates on borrowings had been 1% higher/lower with all other variables held constant, post-tax profit for the three-month periods ended March 31, 2020 and 2019 would have been $1,009,132 and $897,926 lower/higher, respectively, mainly as a result of higher/lower interest expense on floating rate borrowings.
-
(b) Credit risk
-
i. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms.
-
ii. The Group manages their credit risk taking into consideration the entire group’s concern. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analysing the credit risk for each of their clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors.
-
iii. The Group adopts following assumptions under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition: If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
-
iv. If the default rate of an investment target exceeds 0.03%, there has been a significant increase in credit risk on that instrument since initial recognition.
-
v. The Group classifies customers’ contract assets, notes receivable, accounts receivable (including related parties) and overdue receivable in accordance with the nature of segments. The Group applies the modified approach using probability of default to estimate expected credit loss under the provision matrix basis.
-
vi. The Group wrote-off the financial assets, which cannot be reasonably expected to be recovered, after initiating recourse procedures. However, the Group will continue executing the recourse procedures to secure their rights. As of March 31, 2020, December 31, 2019 and March 31, 2019, the Group has no written-off financial assets that are still under recourse procedures.
-
vii. The Group used the forecastability to adjust historical and timely information to assess the default possibility of notes receivable, accounts receivable (including related parties), contract assets and overdue receivable. As of March 31, 2020, December 31, 2019 and March 31, 2019, the loss rate methodology is as follows:
| At March 31, 2020 Expected loss rate Total book value Loss allowance |
Individual 100% 271,059 $ 271,059 $ |
Group 0.06% 15,673,765 $ 9,835 $ |
Total |
|---|---|---|---|
| 15,944,824 $ |
|||
| 280,894 $ |
~80~
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----- Start of picture text -----
Individual Group Total
December 31, 2019
Expected loss rate 100% 0.08%
Total book value $ 269,506 $ 16,595,777 $ 16,865,283
Loss allowance $ 269,506 $ 12,922 $ 282,428
Individual Group Total
At March 31, 2019
Expected loss rate 100% 0.11%
Total book value $ 276,743 $ 15,102,918 $ 15,379,661
Loss allowance $ 276,743 $ 16,998 $ 293,741
----- End of picture text -----
viii. Movements in relation to the group applying the modified approach to provide loss allowance for notes receivable, accounts receivable (including related parties), contract assets and overdue receivable are as follows:
| 2020 | 2020 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Notes | Accounts | Contract | Overdue | ||||||||
| receivable | receivable | assets | receivable | ||||||||
| At January 1 | ($ | 2) |
($ | 12,345) |
($ | 575) |
($ | 269,506) |
|||
| Provision for impairment | - | ( | 404) |
97 | - | ||||||
| Reversal of impairment loss | ( | 1) |
3,048 | 36 | - | ||||||
| Reclassifications | - | - | - | - | |||||||
| Write-offs | - | - | - | - | |||||||
| Effect of foreign exchange | - | 312 | - | ( | 1,553) |
||||||
| At March 31 | ($ | 3) | ($ | 9,389) | ($ | 442) | ($ | 271,059) | |||
| 2019 | |||||||||||
| Notes | Accounts | Contract | Overdue | ||||||||
| receivable | receivable | assets | receivable | ||||||||
| At January 1 | ($ | 4) |
($ | 96,468) |
($ | 692) |
($ | 202,654) |
|||
| Provision for impairment | - | ( | 93) |
- | - | ||||||
| Reversal of impairment loss | - | 13,306 | ( | 24) |
- | ||||||
| Reclassifications | - | 66,913 | - | ( | 66,913) |
||||||
| Write-offs | 2 | - | - | - | |||||||
| Effect of foreign exchange | - | 64 | ( | 2) |
( | 7,176) |
|||||
| At March 31 | ($ | 2) | ($ | 16,278) | ($ | 718) | ($ | 276,743) |
(c) Liquidity risk
i. Cash flow forecasting is performed in the operating entities of the Group and aggregated by Group’s Finance Department. Group’s Finance Department monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs.
~81~
- ii. The table below analyses the Group’s non-derivative financial liabilities and net-settled or gross-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for nonderivative financial liabilities.
Non-derivative financial liabilities:
| Non-derivative financial liabilities: | l liabilities: | |||||
|---|---|---|---|---|---|---|
| March 31, 2020 Less than 3 months Accounts payable 13,774,626 $ Accounts payable - related parties 38,766 Other payables 4,310,074 Other payables - related parties 686,758 Bonds payable 101,200 Long-term loans (including current portion) 8,313,341 Lease payable and financial liabilities for hedging (including current portion) 3,312,404 Non-derivative financial liabilities: December 31, 2019 Less than 3 months Accounts payable 16,165,426 $ Accounts payable - related parties 369,044 Other payables 4,115,041 Other payables - related parties 696,438 Bonds payable - Long-term loans (including current portion) 4,063,463 Lease payable and financial liabilities for hedging (including current portion) 3,815,715 |
Less than 3 months |
Between 3 months and 1year |
Between 1 and 2years |
Between 2 and5 years |
Over 5 years |
Total |
| 114,451 $ 240,878 153,213 4,998 - 19,991,236 10,276,364 Between 3 months and 1year |
4 $ - - - 4,101,200 24,473,101 12,354,317 Between 1 and 2years |
- $ - - - 6,076,400 50,424,996 33,946,037 Between 2 and5 years |
- $ - - 9,570 - 17,716,394 33,880,110 Over 5 years |
13,889,081 $ 279,644 4,463,287 701,326 10,278,800 120,919,068 93,769,232 Total |
||
| December 31, 2019 Accounts payable Accounts payable - related parties Other payables Other payables - related parties Bonds payable Long-term loans (including current portion) Lease payable and financial liabilities for hedging (including current portion) |
||||||
| 16,165,426 $ 369,044 4,115,041 696,438 - 4,063,463 3,815,715 |
4,284 $ 42,058 288,335 101,200 21,210,732 9,799,502 |
- $ - 3,503 - 4,101,200 23,999,762 12,274,193 |
- $ - - - 6,076,400 47,550,813 34,201,995 |
- $ - - 9,801 - 17,454,788 34,848,315 |
16,169,710 $ 411,102 4,406,879 706,239 10,278,800 114,279,558 94,939,720 |
~82~
Non-derivative financial liabilities:
| Between 3 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| March 31, 2019 | Less than 3 | months and | Between 1 | Between 2 | Over 5 | ||||
| months | 1year | and 2years | and5 years | years | Total | ||||
| Accounts payable | $ | 17,319,829 |
19,175 $ |
$ | 6 |
- $ |
$ | - |
17,339,010 $ |
| Accounts payable | |||||||||
| - related parties | 191,616 | 238,514 | - | - |
- | 430,130 | |||
| Other payables | 4,434,073 | 241,394 | 21,780 | 606 | 2,010 | 4,699,863 | |||
| Other payables | |||||||||
| - related parties | 99,361 | 917,070 | - | - | 9,772 | 1,026,203 | |||
| Bonds payable | - | 101,200 | 101,200 | 10,177,600 | - | 10,380,000 | |||
| Long-term loans | |||||||||
| (including current | |||||||||
| portion) | 5,197,393 | 15,831,686 | 26,599,731 | 46,525,130 | 17,424,478 | 111,578,418 | |||
| Lease payable and | |||||||||
| financial liabilities | |||||||||
| for hedging | |||||||||
| (including current | |||||||||
| portion) | 3,363,144 | 9,846,716 | 11,335,679 | 31,728,533 | 29,727,320 | 86,001,392 | |||
| The Group does not expect the timing of occurrence of the | cash flows | estimated | through the | ||||||
| maturity date analysis | will be significantly earlier, nor expect the actual cash | flow amount | |||||||
| will be significantly different. |
(3) Fair value estimation
-
A.The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
-
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active if it meets all the following conditions: the items traded in the market are homogeneous; willing buyers and sellers can normally be found at any time; and prices are available to the public. The fair value of the Group’s investment in listed stocks, beneficiary certificates and derivative instruments with quoted market prices is included in Level.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
-
Level 3: Unobservable inputs for the asset or liability.
-
B. Fair value information of investment property at cost is provided in Note 6(10).
-
C. Financial instruments not measured at fair value
-
(a) Except for those listed in the table below, the carrying amounts of cash and cash equivalents, notes receivable, accounts receivable, other receivables, financial assets measured at amortised cost, accounts payable and other payables are approximate to their fair values.
~83~
| March31,2020 | March31,2020 | March31,2020 | |||||
|---|---|---|---|---|---|---|---|
| Fairvalue | |||||||
| Book | value | Level3 | |||||
| Financial liabilities: | |||||||
| Bonds payable | $ | 10,000,000 |
$ | 10,201,503 |
|||
| Long-term loans (including current portion) | 113,608,646 |
120,736,140 | |||||
| $ | 123,608,646 | $ | 130,937,643 | ||||
| December31,2019 | |||||||
| Fairvalue | |||||||
| Book | value | Level 3 | |||||
| Financial liabilities: | |||||||
| Bonds payable | $ | 10,000,000 |
$ | 10,154,063 |
|||
| Long-term loans (including current portion) | 106,701,568 | 114,134,001 | |||||
| $ | 116,701,568 |
$ | 124,288,064 |
||||
| March 31, 2019 | |||||||
| Fairvalue | |||||||
| Book | value | Level3 | |||||
| Financial liabilities: | |||||||
| Bonds payable | $ | 10,000,000 |
$ | 10,191,343 |
|||
| Long-term loans (including current portion) | 102,599,058 | 111,344,752 | |||||
| $ | 112,599,058 |
$ | 121,536,095 |
||||
| D. The related information of financial and | non-financial | instruments measured at | fair value by level | ||||
| on the basis of the nature, characteristics and risks | of | the assets and liabilities | are as follows: | ||||
| (a) The related information of natures of the assets | and liabilities is as follows: | ||||||
| March 31, 2020 | Level 1 | Level 2 | Level3 | Total | |||
| Assets: | |||||||
| Recurring fair value | |||||||
| measurements | |||||||
| Financial assets at fair value | |||||||
| through other comprehensive | |||||||
| income | |||||||
| Equity securities | $ | 852,717 | $ | - 599,400 $ |
1,452,117 $ |
||
| Liabilities: | |||||||
| Recurring fair value measurements | |||||||
| Derivative financial liabilities | |||||||
| for hedging | $ | - | $ | - $ |
- | 19,780,860 $ |
~84~
| December 31, 2019 Level 1 Assets: Recurring fair value measurements Financial assets at fair value through other comprehensive income Equity securities 989,850 $ Liabilities: Derivative financial liabilities for hedging - $ Recurring fair value measurements March 31, 2019 Level 1 Assets: Recurring fair value measurements Financial assets at fair value through other comprehensive income Equity securities 887,623 $ Liabilities: Recurring fair value measurements Derivative financial liabilities for hedging - $ |
Level 2 - $ - $ Level 2 - $ - $ |
Level3 729,573 $ - $ Level3 774,751 $ - $ |
Total 1,719,423 $ |
|---|---|---|---|
| 20,188,942 $ |
|||
| Derivative financial liabilities for hedging March 31, 2019 Assets: Recurring fair value measurements Financial assets at fair value through other comprehensive income Equity securities Liabilities: Recurring fair value measurements Derivative financial liabilities for hedging |
|||
| Total 1,662,374 $ 11,452,364 $ |
-
(b) The methods and assumptions the Group used to measure fair value are as follows:
-
i. The instruments the Group used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:
==> picture [249 x 28] intentionally omitted <==
- ii. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the consolidated balance sheet date (i.e. yield curves on the Taipei Exchange, average commercial paper interest rates
~85~
quoted from Reuters).
-
iii. When assessing non-standard and low-complexity financial instruments, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.
-
iv. The valuation of derivative financial instruments is based on valuation model widely accepted by market participants, such as present value techniques and option pricing models. Forward exchange contracts are usually valued based on the current forward exchange rate. Structured interest derivative instruments are measured by using appropriate option pricing models (i.e. Black-Scholes model) or other valuation methods, such as Monte Carlo simulation.
-
v. The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Group’s financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs, for example, model risk or liquidity risk and etc. In accordance with the Group’s management policies and relevant control procedures relating to the valuation models used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. The inputs and pricing information used during valuation are carefully assessed and adjusted based on current market conditions.
-
vi. The Group takes into account adjustments for credit risks to measure the fair value of financial and non-financial instruments to reflect credit risk of the counterparty and the Group’s credit quality.
-
E. For the three-month periods ended March 31, 2020 and 2019, there was no transfer between Level 1 and Level 2.
-
F. The following chart is the movement of Level 3 for the three-month periods ended March 31, 2020 and 2019:
| 2020 and 2019: | ||||||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| At January 1 | $ | 729,573 |
$ | 800,149 |
||
| Issued in the period | - | - | ||||
| Sold in the period | - |
- | ||||
| Gains and losses recognised in other | ||||||
| comprehensive income (Note 1) | ( | 130,173) |
( | 25,398) |
||
| At March 31 | $ | 599,400 |
$ | 774,751 |
- Note 1: Recorded as unrealised gains or losses on valuation of investments in equity instruments measured at fair value through other comprehensive income and exchange differences on translating the financial statements of foreign operations.
~86~
-
G. For the three-month periods ended March 31, 2020 and 2019, there was no transfer into or out from Level 3.
-
H. The Group is in charge of valuation procedures for fair value measurements being categorised within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions, confirming the resource of information is independent, reliable and in line with other resources and represented as the exercisable price, and frequently calibrating valuation model, performing back-testing, updating inputs used to the valuation model and making any other necessary adjustments to the fair value.
-
I. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment |
Fair value at March 31, 2020 |
Valuation technique |
Significant unobservable input |
Range (weighted average) |
Relationship of inputs tofairvalue |
|---|---|---|---|---|---|
| 592,627 $ 6,773 |
Market comparable companies Net asset value |
Price to earnings ratio multiple Price to book ratio multiple Discount for lack of marketability Net asset value |
8.82~36.90 0.48~2.27 20%~30% |
The higher the multiple and control premium, the higher the fair value The higher the multiple and control premium, the higher the fair value The higher the weighted average cost of capital and discount for lack of control, the lower the fair value The higher the net asset value, the higher the fair value |
~87~
| Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment |
Fair value at December 31,2019 |
Valuation technique |
Significant unobservable input Price to earnings ratio multiple Price to book ratio multiple Discount for lack of marketability Net asset value Significant unobservable input |
Range (weighted average) |
Relationship of inputs tofairvalue |
|---|---|---|---|---|---|
| 722,800 $ 6,773 Fair value at March 31, 2019 |
Market comparable companies Net asset value Valuation technique |
8.82~46.24 0.54~3.06 20%~30% Range (weighted average) |
The higher the multiple and control premium, the higher the fair value The higher the multiple and control premium, the higher the fair value The higher the weighted average cost of capital and discount for lack of control, the lower the fair value The higher the net asset value, the higher the fair value Relationship of inputs tofairvalue |
||
| 767,978 $ 6,773 |
Market comparable companies Net asset value |
Price to earnings ratio multiple Price to book ratio multiple Discount for lack of marketability Net asset value |
8.81~86.23 0.49~2.25 20%~30% |
The higher the multiple and control premium, the higher the fair value The higher the multiple and control premium, the higher the fair value The higher the weighted average cost of capital and discount for lack of control, the lower the fair value The higher the net asset value, the higher the fair value |
~88~
- J. The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in difference measurement. The following is the effect of profit or loss or of other comprehensive income from financial assets categorised within Level 3 if the inputs used to valuation models have changed:
March 31, 2020
| March31,2020 | March31,2020 | March31,2020 | March31,2020 | March31,2020 | March31,2020 | |||
|---|---|---|---|---|---|---|---|---|
| Financial assets Equity instrument Financial assets Equity instrument Financial assets Equity instrument |
Input Price to earnings ratio/ price to book ratio/ discount for lack of marketability Net asset value Input |
Change | Favourable change Unfavourable change Favourable change Unfavourable change $ - $ - $ 5,926 $ 5,926 - - 68 68 $- $- $ 5,994 $ 5,994 Recognised in profit or loss Recognised in other comprehensive income December 31, 2019 |
|||||
| ±1% ±1% Change |
$ 5,926 68 $ 5,994 |
|||||||
| Recognised in profit or loss |
Recognised in other comprehensive income |
|||||||
| Favourable change |
Unfavourable change |
|||||||
| Price to earnings ratio/ price to book ratio/ discount for lack of marketability Net asset value Input |
±1% ±1% Change |
$ - - |
$ - - |
$ 7,228 68 $7,296 |
||||
| $- | $- | |||||||
| Recognised in profit or loss |
Recognised in other comprehensive income |
|||||||
| Favourable change |
Unfavourable change |
Favourable change |
Unfavourable change |
|||||
| Price to earnings ratio/ price to book ratio/ discount for lack of marketability Net asset value |
±1% ±1% |
$ - - |
$ - - |
$ 7,680 68 $7,748 |
$ 7,680 68 $7,748 |
|||
| $- | $- |
~89~
13. SUPPLEMENTARY DISCLOSURES
(1) Significant transactions information
-
A. Loans to others: Please refer to table 1.
-
B. Provision of endorsements and guarantees to others: Please refer to table 2.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 3.
-
D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: None.
-
E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 4.
-
H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 5.
-
I. Trading in derivative instruments undertaken during the reporting periods: None.
-
J. Significant inter-company transactions during the reporting periods: Please refer to table 6.
-
(2) Information on investees (not including investees in Mainland China)
-
Names, locations and other information of investee companies (not including investees in Mainland China)
:Please refer to table 7.
(3) Information on investments in Mainland China
-
A. Basic information: Please refer to table 8.
-
B.Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: None.
(4) Information of major shareholder
Information of major shareholder: Please refer to table 9.
14. SEGMENT INFORMATION
(1) General information
Management has determined the operating segments based on the reports reviewed by the chief operating decision-maker that are used to make strategic decisions.
There is no material change in the basis for formation of entities and division of segments in the Group or in the measurement basis for segment information in this period.
(2) Segment information
The segment information provided to the chief operating decision-maker for the reportable segments is as follows:
~90~
| Revenue from external customers Revenue from internal customers Segment revenue Interest income Interest expense Depreciation and amortisation Share of income (loss) of associates and joint ventures accounted for using equity method Other items Segment profit (loss) Recognizable assets Investments accounted for using equity method Segment assets Segment liabilities |
Three-monthperiod ended March 31,2020 | ||
|---|---|---|---|
| Transportation Other Adjustments and Department Departments written-off Total 43,264,022 $ 211,233 $ - $ 43,475,255 $ 6,873,013 - 6,873,013) ( - 50,137,035 211,233 6,873,013) ( 43,475,255 132,009 6,070 - 138,079 1,322,657) ( 1,904) ( - 1,324,561) ( 5,278,499) ( 62,814) ( - 5,341,313) ( 72,630) ( 67,874) ( - 140,504) ( 37,218,127) ( 206,469) ( - 37,424,596) ( 6,377,131 $ 121,758) ($ 6,873,013) ($ 617,640) ($ 270,206,054 $ 8,729,077 $ - $ 278,935,131 $ 22,872,131 5,666,194 - 28,538,325 293,078,185 $ 14,395,271 $ - $ 307,473,456 $ 235,047,281 $ 950,033 $ - $ 235,997,314 $ |
~91~
| Revenue from external customers Revenue from internal customers Segment revenue Interest income Interest expense Depreciation and amortisation Share of income (loss) of associates and joint ventures accounted for using equity method Other items Segment profit (loss) Recognizable assets Investments accounted for using equity method Segment assets Segment liabilities |
Three-monthperiod ended March 31,2019 | ||
|---|---|---|---|
| Transportation Other Adjustments and Department Departments written-off Total 45,208,418 $ 488,634 $ - $ 45,697,052 $ 7,273,533 - 7,273,533) ( - 52,481,951 488,634 7,273,533) ( 45,697,052 185,099 8,274 - 193,373 1,329,830) ( 4,854) ( - 1,334,684) ( 4,955,297) ( 64,279) ( - 5,019,576) ( 427,838 23,010) ( - 404,828 38,750,499) ( 481,965) ( - 39,232,464) ( 8,059,262 $ 77,200) ($ 7,273,533) ($ 708,529 $ 253,259,703 $ 9,133,185 $ - $ 262,392,888 $ 22,800,291 6,376,983 - 29,177,274 276,059,994 $ 15,510,168 $ - $ 291,570,162 $ 218,862,604 $ 1,108,713 $ - $ 219,971,317 $ |
(3) Reconciliation for segment income (loss)
-
A. Sales between segments are carried out at arm’s length. The revenue from external parties reported to the chief operating decision-maker is measured in a manner consistent with that in the statement of comprehensive income.
-
B. The amounts provided to the chief operating decision-maker with respect to total assets are measured in a manner consistent with that in the balance sheet.
-
C. The amounts provided to the chief operating decision-maker with respect to total liabilities are measured in a manner consistent with that in the balance sheet.
-
D. The amounts provided to the chief operating decision-maker with respect to segment profit (loss) are measured in a manner consistent with the income (loss) before tax from continuing operations.
~92~
Evergreen Marine Corporation (Taiwan) Ltd. Loans to others For the three-month period ended March 31, 2020
Expressed in thousands of TWD
Table 1
| Number (Note 1) |
Creditor | Borrower | General ledger account (Note 2) |
Is a related party |
Maximum outstanding balance during the three-month period ended March 31, 2020 (Note 3) |
Balance at March 31, 2020 (Note 8) |
Actual amount drawn down |
Interest rate |
Nature of loan (Note 4) |
Amount of transactions with borrower (Note 5) |
Reason for short-term financing (Note 6) |
Allowance for doubtful accounts |
Collateral | Collateral | Limit on loans granted to a single party (Note 7) |
Ceiling on total loans granted (Note 7) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 1 | Peony Investment S.A. |
Luanta Investment (Netherlands) N.V. |
Receivables from related parties |
Yes | 63,674 $ |
63,400 $ |
60,381 $ |
2.02488~ 2.71613 |
2 | - $ |
Working capital requirement |
- $ |
None | - $ |
5,218,739 $ |
13,046,849 $ |
|
| 1 | Peony Investment S.A. |
Clove Holding Ltd. | Receivables from related parties |
Yes | 782,282 | 778,915 | 763,820 | 1.75000~ 2.72888 |
2 | - | Working capital requirement |
- | None | - | 10,437,479 | 13,046,849 | (Note 9) |
| 2 | Clove Holding Ltd. | Colon Container Terminal S.A. |
Receivables from related parties |
Yes | 539,714 | 537,391 | 537,391 | 1.85000~ 2.77088 |
2 | - | Working capital requirement |
- | None | - | 548,630 | 1,371,575 | |
| 3 | Evergreen Marine (Hong Kong) Ltd. |
Colon Container Terminal S.A. |
Receivables from related parties |
Yes | 121,436 | 120,913 | 120,913 | 1.85000~ 3.50438 |
2 | - | Working capital requirement |
- | None | - | 946,561 | 1,893,123 |
Note 1: The numbers filled in for the loans provided by the Company or subsidiaries are as follows:
(1)The Company is ‘0’.
(2)The subsidiaries are numbered in order starting from ‘1’.
Note 2: Fill in the name of account in which the loans are recognised, such as receivables–related parties, current account with stockholders, prepayments, temporary payments, etc.
Note 3: Fill in the maximum outstanding balance of loans to others during the three-month period ended March 31, 2020
Note 4: The column of‘Nature of loan’ shall fill in 1.‘Business transaction’ or 2.‘Short-term financing’.
Note 5: Fill in the amount of business transactions when nature of the loan is related to business transactions, which is the amount of business transactions occurred between the creditor and borrower in the current period.
Note 6: Fill in purpose of loan when nature of loan is for short-term financing, for example, repayment of loan, acquisition of equipment, working capital, etc.
Note 7: Fill in limit on loans granted to a single party and ceiling on total loans granted as prescribed in the creditor company’s “Procedures for Provision of Loans”, and state each individual party to which the loans have been provided and the calculation for ceiling on total loans granted in the footnote.
- According to the Company's credit policy, the total amount of loans granted to a single company should not exceed 20% of the net worth stated in the latest financial statements. PEONY
:USD 864,30230.190520%=5,218,739
Clove Holding Ltd. : USD 90,86130.190520%=548,630
Evergreen Marine (Hong Kong) Ltd. : USD 156,76530.190520%=946,561
The Company held 100% voting shares directly and indirectly in foreign company, that the total amount of loans granted to a single company should not exceed 40% of the net worth stated in the latest financial statements. PEONY : USD 864,30230.190540%=10,437,479
- According to the Company's credit policy, the total amount of loans granted should not exceed 40% of the net worth stated in the latest financial statements.
Evergreen Marine (Hong Kong) Ltd. : USD 156,76530.190540%=1,893,123
The Company held 100% voting shares directly and indirectly in foreign company, that the total amount of loans granted should not exceed 50% of the net worth stated in the latest financial statements. PEONY : USD 864,30230.190550%=13,046,849
Clove Holding Ltd. : USD 90,86130.190550%=1,371,575
Note 8: The amounts of funds to be loaned to others which have been approved by the Board of Directors of a public company in accordance with Article 14, Item 1 of the “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” should be included in its published balance of loans to others at the end of the reporting period to reveal the risk of loaning the public company bears, even though they have not yet been appropriated. However, this balance should exclude the loans repaid when repayments are done subsequently to reflect the risk adjustment. In addition, if the Board of Directors of a public company has authorized the Chairman to loan funds in instalments or in revolving within certain lines and within one year in accordance with Article 14, Item 2 of the “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies”, the published balance of loans to others at the end of the reporting period should also include these lines of loaning approved by the Board of Directors, and these lines of loaning should not be excluded from this balance even though the loans are repaid subsequently, for taking into consideration that they could be loaned again thereafter. Note 9: This transaction was written off when the consolidated financial statements were prepared.
Evergreen Marine Corporation (Taiwan) Ltd. Provision of endorsements and guarantees to others For the three-month period ended March 31, 2020
Table 2
Expressed in thousands of TWD
| Number (Note 1) |
Endorser/Guarantor | Party being endorsed/guaranteed | Party being endorsed/guaranteed | Limit on endorsements/ guarntees provided for a single party (Note 3) |
Maximum outstanding endorsement/ guarantee amount as of March 31, 2020 (Note 4) |
Outstanding endorsement/ guarantee amount at March 31, 2020 (Note 5) |
Actual amount drawn down (Note 6) |
Amount of endorsements/ guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/ guarantor company |
Ceiling on total amount of endorsements/ guarantees provided (Note 3) |
Provision of endorsements/ guarantees by parent company to subsidiary (Note 7) |
Provision of endorsements/ guarantees by subsidiary to parent company (Note 7) |
Provision of endorsements/ guarantees to the party in Mainland China (Note 7) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Company name | Relationship with the endorser/ guarantor (Note 2) |
|||||||||||||
| 0 | Evergreen Marine Corporation |
Greencompass Marine S.A. | 2 | 137,043,679 $ |
52,023,307 $ |
52,023,307 $ |
29,778,945 $ |
- $ |
75.92% | 171,304,599 $ |
Y | N | N | |
| 0 | Evergreen Marine Corporation |
Peony Investment S.A. | 2 | 137,043,679 | 151,605 | 150,953 | - | - | 0.22% | 171,304,599 | Y | N | N | |
| 0 | Evergreen Marine Corporation |
Evergreen Marine (UK) Limited | 2 | 137,043,679 | 34,108,265 | 33,961,464 | 30,411,320 | - | 49.56% | 171,304,599 | Y | N | N | |
| 0 | Evergreen Marine Corporation |
Whitney Equipment LLC. | 2 | 137,043,679 | 104,254 | 103,806 | 58,130 | - | 0.15% | 171,304,599 | Y | N | N | |
| 0 | Evergreen Marine Corporation |
Colon Container Terminal S.A. | 6 | 34,260,920 | 2,323,801 | 2,313,800 | 2,273,948 | - | 3.38% | 171,304,599 | N | N | N | |
| 0 | Evergreen Marine Corporation |
Balsam Investment (Netherlands) N.V. |
6 | 34,260,920 | 891,437 | 887,601 | 887,601 | - | 1.30% | 171,304,599 | N | N | N | |
| 0 | Evergreen Marine Corporation |
Everport Terminal Services Inc. | 2 | 137,043,679 | 2,657,778 | 2,646,339 | 1,077,353 | - | 3.86% | 171,304,599 | Y | N | N | |
| 0 | Evergreen Marine Corporation |
Evergreen Marine (Hong Kong) Ltd. |
2 | 137,043,679 | 33,589,686 | 33,445,118 | 18,200,090 | - | 48.81% | 171,304,599 | Y | N | N |
Evergreen Marine Corporation (Taiwan) Ltd. Provision of endorsements and guarantees to others For the three-month period ended March 31, 2020
Table 2
Expressed in thousands of TWD
| Number (Note 1) |
Endorser/Guarantor | Party being endorsed/guaranteed | Party being endorsed/guaranteed | Limit on endorsements/ guarntees provided for a single party (Note 3) |
Maximum outstanding endorsement/ guarantee amount as of March 31, 2020 (Note 4) |
Outstanding endorsement/ guarantee amount at March 31, 2020 (Note 5) |
Actual amount drawn down (Note 6) |
Amount of endorsements/ guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/ guarantor company |
Ceiling on total amount of endorsements/ guarantees provided (Note 3) |
Provision of endorsements/ guarantees by parent company to subsidiary (Note 7) |
Provision of endorsements/ guarantees by subsidiary to parent company (Note 7) |
Provision of endorsements/ guarantees to the party in Mainland China (Note 7) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Company name | Relationship with the endorser/ guarantor (Note 2) |
|||||||||||||
1 |
Evergreen Marine (Hong Kong) Ltd. |
Ever Shine (Shanghai) Enterprise Management Consulting Co., Ltd. |
2 | 9,465,613 $ |
36,357 $ |
- $ |
- $ |
- $ |
- $ |
11,832,017 $ |
Y | N | Y | |
1 |
Evergreen Marine (Hong Kong) Ltd. |
Colon Container Terminal S.A. | 6 | 2,366,403 | 522,855 | 520,605 | 511,638 | - | 11.00% | 11,832,017 | N | N | N | |
1 |
Evergreen Marine (Hong Kong) Ltd. |
Evergreen Marine (Hong Kong) Ltd. |
2 | 9,465,613 | 2,356,104 | 2,356,104 | 616,953 | - | 49.78% | 11,832,017 | N | N | N |
Note 1: The numbers filled in for the endorsements/guarantees provided by the Company or subsidiaries are as follows:
- (1)The Company is ‘0’.
(2)The subsidiaries are numbered in order starting from ‘1’.
Note 2: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following six categories; fill in the number of category each case belongs to:
-
(1) Having business relationship.
-
(2) The endorser/guarantor parent company directly and indirectly owns more than 50% voting shares of the endorsed/guaranteed company.
-
(3) The endorsed/guaranteed parent company directly and indirectly owns more than 50% voting shares of the endorser/guarantor subsidiary.
-
(4) The parent company directly or indirectly owns more than 90% voting shares of the companies that make endorsements/guarantees for each other.
-
(5) The parent company fulfills its contractual obligations by providing mutual endorsements/guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.
-
(6) Due to joint venture, all capital contributing shareholders make endorsements/guarantees to the endorsed/guaranteed company in proportion to its ownership.
-
(7) Companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.
-
Note 3: Fill in limit on endorsements/guarantees provided for a single party and ceiling on total amount of endorsements/guarantees provided as prescribed in the endorser/guarantor company’s “Procedures for Provision of Endorsements and Guarantees”, and state each individual party to which the endorsements/guarantees have been provided and the calculation for ceiling on total amount of endorsements/guarantees provided in the footnote. The calculation is as follows:
The Company: 68,521,840*250% = 171,304,599
Limit on endorsement or guarantees provided by the Company for a single entity is $34,260,920 (Amounting to 50% of its net worth).
-
(When the Company owns more than 50% voting shares of the endorsed/guaranteed company, the limit on endorsement or guarantee provided by the Company should not exceed 200% of its net worth, which equals to $137,043,679.)
-
According to the credit policy of Evergreen Marine (Hong Kong) Ltd., the calculation for total amount of endorsements/guarantees is as follows:
Ceiling on total amount of endorsements/guarantees: USD 156,76530.1905250% = 11,832,017
Limit on endorsements or guarantees provided for a single entity : 2,366,403
- (When the Company owns more than 50% voting shares of the endorsed/guaranteed company, the limit on endorsement or guarantee provided by the Company should not exceed 200% of its net worth, which equals to $9,465,613.)
Note 4: Fill in the year-to-date maximum outstanding balance of endorsements/guarantees provided as of the reporting period.
Note 5: Fill in the amount approved by the Board of Directors or the chariman if the chairman has been authorised by the Board of Directors.
Note 6: Fill in the actual amount of endorsements/guarantees used by the endorsed/guaranteed company.
Note 7: Fill in ‘Y’ for those cases of provision of endorsements/guarantees by listed parent company to subsidiary, provision by subsidiary to listed parent company, and provision to the party in Mainland China.
Evergreen Marine Corporation (Taiwan) Ltd.
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) For the three-month period ended March 31, 2020
| For the three-month period ended March 31, 2020 | For the three-month period ended March 31, 2020 | For the three-month period ended March 31, 2020 | ||||||
|---|---|---|---|---|---|---|---|---|
| Table 3 | Expressed in thousands of shares/thousands of TWD/thousands of foreign currency (Except as otherwiseindicated) |
|||||||
| Securities held by | Marketable securities (Note 1) | Relationship with the securities issuer (Note 2) |
Genearl ledger account | As of March 31, 2020 | Footnote (Note 4) | |||
| Number of shares | Book value (Note 3) | Ownership (%) | Fair value | |||||
| Evergreen Marine Corporation | Stock: | |||||||
| Power World Fund Inc. | Financial asset measured at fair value through other comprehensive income - non-current |
677 | 6,772 $ |
5.68% | 6,772 $ |
|||
| Linden Technologies, Inc. | 〃 |
50 | 4,948 | 1.44% | 4,948 | |||
| TopLogis, Inc. | 〃 |
2,464 | 21,044 | 17.48% | 21,044 | |||
| Ever Accord Construction Corp. | Other related party | 〃 |
10,500 | 107,043 | 17.50% | 107,043 | ||
| Central Reinsurance Corp. | 〃 |
49,866 | 852,717 | 8.45% | 852,717 | |||
| Financial bonds: | ||||||||
| Sunny Bank 2nd Subordinate Financial Debentures-B Issue in 2015 | Financial asset measured at atmortised cost - non-current |
- | 50,000 | - | 50,000 | |||
| Sunny Bank 3rd Subordinate Financial Debentures-B Issue in 2017 | 〃 |
- | 50,000 | - | 50,000 | |||
| Peony Investment S.A. | Hutchison Inland Container Depots Ltd. | Financial asset measured at fair value through other comprehensive income - non-current |
0.75 | USD 208 | 7.50% | USD 208 | ||
| South Asia Gateway Terminals (Private) Ltd. | 〃 |
18,942 | USD 15,004 | 5.00% | USD 15,004 | |||
| Evergreen Shipping Agency (Europe) GmbH |
Zoll Pool Hafen Hamburg AG | 〃 |
10 | EUR 10 | 2.86% | EUR 10 |
Note 1: Marketable securities in the table refer to stocks, bonds, beneficiary certificates and other related derivative securities within the scope of IFRS9, 'Financial instruments: recognition and measurement'. Note 2: Leave the column blank if the issuer of marketable securities is non-related party. Note 3: Fill in the amount after adjusted at fair value and deducted by accumulated impairment for the marketable securities measured at fair value; fill in the acquisition cost or amortised cost deducted by accumulated impairment for the marketable securities not measured at fair value.
Note 4: The number of shares of securities and their amounts pledged as security or pledged for loans and their restrictions on use under some agreements should be stated in the footnote if the securities presented herein have such conditions.
Evergreen Marine Corporation (Taiwan) Ltd.
Purchases or sales of goods from or to related parties reaching TWD 100 million or 20% of paid-in capital or more
For the three-month period ended March 31, 2020
Table 4
Expressed in thousands of TWD/thousands of foreign currency
(Except as |
(Except as |
otherwise indicated) |
|||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchaser/Seller | Counterparty | Relationship with the counterparty |
Transaction | Differences in transaction terms compared to third party transactions (Note 1) |
Notes/accounts receivable (payable) | Footnote (Note 2) | |||||
| Purchases/ sales |
Amount | Percentage of total purchases/ sales |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Evergreen Marine Corporation | Everport Terminal Services Inc. | Subsidiary | Purchases | $ 307,424 | 3% | 30~60 days | $ - | - | ($ 125,989) | 3% | (Note) |
| Greencompass Marine S.A. | Subsidiary | Purchases | 459,172 | 4% | 30~60 days | - | - | ( 302) | - | (Note) | |
| Sales | 575,597 | 5% | 30~60 days | - | - | 29,414 | 1% | (Note) | |||
| Taiwan Terminal Services Co., Ltd. | Subsidiary | Purchases | 210,945 | 2% | 30~60 days | - | - | ( 75,371) | 2% | (Note) | |
| Evergreen International Storage and Transport Corp. |
Associates | Purchases | 105,975 | 1% | 30~60 days | - | - | ( 21,008) | 1% | ||
| Evergreen International Corp. | Other related parties | Purchases | 180,146 | 2% | 30~60 days | - | - | ( 37,847) | 1% | ||
| Evergreen Marine (UK) Limited | Subsidiary | Purchases | 134,776 | 1% | 30~60 days | - | - | ( 24,811) | 1% | (Note) | |
| Sales | 202,086 | 2% | 30~60 days | - | - | 46,122 | 1% | (Note) | |||
| Evergreen Marine (Singapore) Pte. Ltd. | Other related parties | Sales | 422,750 | 4% | 30~60 days | - | - | 17,843 | 1% | ||
| Evergreen Marine (Hong Kong) Ltd. | Subsidiary | Purchases | 169,742 | 1% | 30~60 days | - | - | ( 834) | - | (Note) | |
| Sales | 146,949 | 1% | 30~60 days | - | - | 4,044 | - | (Note) | |||
| Gaining Enterprise S.A. | Other related parties | Purchases | 152,999 | 1% | 30~60 days | - | - | - | - | ||
| Taiwan Terminal Services Co.,Ltd. |
Evergreen Marine Corp. | The parent | Sales | 210,945 | 100% | 30~60 days | - | - | 75,371 | 100% | (Note) |
| Purchaser/Seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Transaction | Transaction | Differences in transaction terms compared to third party transactions (Note 1) |
Differences in transaction terms compared to third party transactions (Note 1) |
Notes/accounts receivable (payable) | Notes/accounts receivable (payable) | Footnote (Note 2) |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases/ sales |
Amount | Percentage of total purchases/ sales |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Everport Terminal Services Inc. | Evergreen Marine Corp. | The parent | Sales | USD 10,209 |
12% | 30~60 days | $ - | - | 4,173 USD |
11% | (Note) |
| Evergreen Marine (Singapore) Pte. Ltd. | Investee of the Parent Company's major shareholder |
Sales | USD 23,302 |
27% | 30 days | - | - | 9,476 USD |
26% | ||
| Greencompass Marine S.A. | Indirect subsidiary of the Parent Company |
Sales | USD 7,099 |
8% | 30 days | - | - | 2,296 USD |
6% | (Note) | |
| Evergreen Marine (UK) Limited | Indirect subsidiary of the Parent Company |
Sales | USD 16,531 |
19% | 30 days | - | - | 6,957 USD |
19% | (Note) | |
| Evergreen Marine (Hong Kong) Ltd. | Subsidiary of the Parent Company |
Sales | USD 8,366 |
10% | 30 days | - | - | 3,363 USD |
9% | (Note) | |
| Evergreen Marine (Hong Kong) Ltd. |
Evergreen Marine Corp. | The parent | Sales | USD 5,637 |
3% | 30~60 days | - | - | 28 USD |
- | (Note) |
| Purchases | USD 4,880 |
2% | 30~60 days | - | - | 134) (USD |
- | (Note) | |||
| Greencompass Marine S.A. | Indirect subsidiary of the Parent Company |
Sales | USD 8,598 |
4% | 30~60 days | - | - | 10 USD |
- | (Note) | |
| Purchases | USD 6,393 |
3% | 30~60 days | - | - | 315) (USD |
- | (Note) | |||
| Italia Marittima S.p.A. | Investee of Balsam Investment (NetherLands) N.V. |
Purchases | USD 8,885 |
4% | 30~60 days | - | - | 1,484) (USD |
2% | ||
| Evergreen Marine (Singapore) Pte. Ltd. | Investee of the Parent Company's major shareholder |
Sales | USD 10,606 |
5% | 30~60 days | - | - | - | - | ||
| Evergreen International Corp. | Investee of the Parent Company's major shareholder |
Purchases | USD 4,199 |
2% | 30~60 days | - | - | - | - | ||
| Evergreen Marine (UK) Limited | Indirect subsidiary of the Parent Company |
Sales | USD 4,132 |
2% | 30~60 days | - | - | - | - | (Note) | |
| Purchases | USD 23,004 |
11% | 30~60 days | - | - | 850) (USD |
1% | (Note) | |||
| Everport Terminal Services Inc. | Subsidiary of the Parent Company |
Purchases | USD 8,366 |
4% | 30 days | - | - | 3,363) (USD |
4% | (Note) | |
| Master International Shipping Agency Co., Ltd. |
Indirect subsidiary of the Parent Company |
Purchases | USD 7,078 |
3% | 30~60 days | - | - | 2,068) (USD |
2% | (Note) |
| Purchaser/Seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Transaction | Transaction | Differences in transaction terms compared to third party transactions (Note 1) |
Differences in transaction terms compared to third party transactions (Note 1) |
Notes/accounts receivable (payable) | Notes/accounts receivable (payable) | Footnote (Note 2) |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases/ sales |
Amount | Percentage of total purchases/ sales |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Greencompass Marine S.A. | Evergreen Marine (UK) Limited | Indirect subsidiary of the Parent Company |
Sales | USD 7,751 |
1% | 30~60 days | $ - | - | 613 USD |
- | (Note) |
| Purchases | USD 5,341 |
1% | 30~60 days | - | - | 75) (USD |
- | (Note) | |||
| Evergreen Marine Corp. | The parent | Sales | USD 15,248 |
2% | 30~60 days | - | - | 10 USD |
- | (Note) | |
| Purchases | USD 19,114 |
3% | 30~60 days | - | - | 974) (USD |
- | (Note) | |||
| Everport Terminal Services Inc. | Subsidiary of the Parent Company |
Purchases | USD 7,099 |
1% | 30 days | - | - | 2,296) (USD |
1% | (Note) | |
| Evergreen Marine (Singapore) Pte. Ltd. | Investee of the Parent Company's major shareholder |
Sales | USD 20,566 |
3% | 30~60 days | - | - | 111 USD |
- | ||
| Purchases | USD 6,070 |
1% | 30~60 days | - | - | 37) (USD |
- | ||||
| Italia Marittima S.p.A. | Investee of Balsam Investment (NetherLands) N.V. |
Sales | USD 5,994 |
1% | 30~60 days | - | - | - | - | ||
| Purchases | USD 8,417 |
1% | 30~60 days | - | - | - | - | ||||
| Evergreen Marine (Hong Kong) Ltd. | Subsidiary of the Parent Company |
Sales | USD 6,393 |
1% | 30~60 days | - | - | 315 USD |
- | (Note) | |
| Purchases | USD 8,598 |
1% | 30~60 days | - | - | 10) (USD |
- | (Note) | |||
| Evergreen Marine (UK) Limited | Greencompass Marine S.A. | Indirect subsidiary of the Parent Company |
Sales | USD 5,341 |
2% | 30~60 days | - | - | 75 USD |
- | (Note) |
| Purchases | USD 7,751 |
3% | 30~60 days | - | - | 613) (USD |
- | (Note) | |||
| Evergreen Marine Corp. | The Parent | Sales | USD 4,476 |
2% | 30~60 days | - | - | 822 USD |
1% | (Note) | |
| Purchases | USD 6,711 |
2% | 30~60 days | - | - | 1,528) (USD |
1% | (Note) |
| Purchaser/Seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Transaction | Transaction | Differences in transaction terms compared to third party transactions (Note 1) |
Differences in transaction terms compared to third party transactions (Note 1) |
Notes/accounts receivable (payable) | Notes/accounts receivable (payable) | Footnote (Note 2) |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases/ sales |
Amount | Percentage of total purchases/ sales |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Evergreen Marine (UK) Limited | Everport Terminal Services Inc. | Subsidiary of the Parent Company |
Purchases | USD 16,531 |
6% | 30 days | $ - | - | 6,957) (USD |
5% | (Note) |
| Evergreen Marine (Singapore) Pte. Ltd. | Investee of the Parent Company's major shareholder |
Sales | USD 7,898 |
3% | 30~60 days | - | - | 595 USD |
1% | ||
| Evergreen Shipping Agency (America) Corporation |
Investee of the Parent Company's major shareholder |
Purchases | USD 4,589 |
2% | 30~60 days | - | - | - | - | ||
| Evergreen Marine (Hong Kong) Ltd. | Subsidiary of the Parent Company |
Sales | USD 23,004 |
8% | 30~60 days | - | - | 850 USD |
1% | (Note) | |
| Purchases | USD 4,132 |
1% | 30~60 days | - | - | - | - | (Note) | |||
| Evergreen Heavy Industrial Corp.(Malaysia) Berhad |
Gaining Enterprise S.A. | Investee of EITC | Sales | MYR 29,375 |
100% | 45 days | - | - | 30,139 MYR |
100% | |
| Master International Shipping Agency Co. Ltd. |
Evergreen Marine (Hong Kong) Ltd. | Subsidiary of the Parent Company |
Sales | CNY 49,419 |
100% | 30~60 days | - | - | 14,683 CNY |
100% | (Note) |
Note: This transaction was written off when the consolidated financial statements were prepared.
Note 1: If terms of related-party transactions are different from third-party transactions, explain the differences and reasons in the ‘Unit price’ and ‘Credit term’ columns.
Note 2: In case related-party transaction terms involve advance receipts (prepayments) transactions, explain in the footnote the reasons, contractual provisions, related amounts, and differences in types of transactions compared to third-party transactions.
Note 3: Paid-in capital referred to herein is the paid-in capital of parent company.
Evergreen Marine Corporation (Taiwan) Ltd. Receivables from related parties reaching TWD 100 million or 20% of paid-in capital or more March 31, 2020
| March 31, 2020 | March 31, 2020 | March 31, 2020 | March 31, 2020 | March 31, 2020 | |||||
|---|---|---|---|---|---|---|---|---|---|
| Table 5 | Expressed in thousands of TWD/thousands of foreign currency (Except as otherwise indicated) |
||||||||
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at March 31, 2020 (Note 1) |
Turnover rate | Overdue receivables | Amount collected subsequent to the balance sheet date |
Allowance for doubtful accounts |
Footnote | |
| Amount | Action taken | ||||||||
| Clove Holding Ltd. | Colon Container Terminal, S.A. | Investee of Clove Holding Ltd. accounted for using equity method |
USD 18,109 | - | - $ |
- | - $ |
- $ |
|
| Evergreen Heavy Industrial Corp. (Malaysia) Berhad |
Gaining Enterprise S.A. | Investee of EITC | MYR 30,139 | - | - | - | - | - | |
| Peony Investment S.A. | Clove Holding Ltd. | Subsidiary | USD 25,655 | - | - | - | - | - | Note |
| Everport Terminal Services Inc. | Evergreen Marine (UK) Limited | Indirectly subsidiary of the Parent Company |
USD 6,957 | - | - | - | USD 6,348 | - | Note |
| Everport Terminal Services Inc. | Evergreen Marine (Singapore) Pte. Ltd. | Other related party | USD 9,476 | - | - | - | USD 8,646 | - | |
| Everport Terminal Services Inc. | Evergreen Marine Corp. | The parent | USD 4,173 | - | - | - | USD 3,808 | - | Note |
| Everport Terminal Services Inc. | Evergreen Marine (Hong Kong) Ltd. | Subsidiary of the Parent Company |
USD 3,363 | - | - | - | USD 3,069 | - | Note |
| Evergreen Marine (Hong Kong) Ltd. | Colon Container Terminal, S.A. | Investee of Evergreen Marine (Hong Kong) Limited accounted for using equity method |
USD 4,097 | - | - | - | - | - |
Note: This transaction was written off when the consolidated financial statements were prepared.
Note 1: Fill in separately the balances of accounts receivable–related parties, notes receivable–related parties, other receivables–related parties, etc. Note 2: Paid-in capital referred to herein is the paid-in capital of parent company.
Evergreen Marine Corporation (Taiwan) Ltd. Significant inter-company transactions during the reporting periods For the three-month period ended March 31, 2020
Expressed in thousands of TWD
(Except as otherwise indicated)
Table 6
| Table 6 | Expressed in thousands of TWD (Except as otherwise indicated) |
Expressed in thousands of TWD (Except as otherwise indicated) |
Expressed in thousands of TWD (Except as otherwise indicated) |
Expressed in thousands of TWD (Except as otherwise indicated) |
|||
|---|---|---|---|---|---|---|---|
| Number (Note 1) |
Company name | Counterparty | Relationship (Note 2) | Transaction |
|||
| General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets (Note 3) |
||||
| 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 2 2 2 3 3 3 3 3 3 |
Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Evergreen Marine Corporation Greencompass Marine S.A. Greencompass Marine S.A. Greencompass Marine S.A. Greencompass Marine S.A. Evergreen Marine (UK) Limited Evergreen Marine (UK) Limited Evergreen Marine (UK) Limited Evergreen Marine (Hong Kong) Ltd. Evergreen Marine (Hong Kong) Ltd. Evergreen Marine (Hong Kong) Ltd. Evergreen Marine (Hong Kong) Ltd. Evergreen Marine (Hong Kong) Ltd. Evergreen Marine (Hong Kong) Ltd. |
Taiwan Terminal Services Co.,Ltd. Greencompass Marine S.A. Greencompass Marine S.A. Greencompass Marine S.A. Evergreen Marine (UK) Limited Evergreen Marine (UK) Limited Evergreen Marine (UK) Limited Evergreen Marine (Hong Kong) Ltd. Evergreen Marine (Hong Kong) Ltd. Evergreen Marine (Hong Kong) Ltd. Everport Terminal Services Inc. Everport Terminal Services Inc. Evergreen Marine (UK) Limited Everport Terminal Services Inc. Evergreen Marine (UK) Limited Evergreen Marine (Hong Kong) Ltd. Greencompass Marine S.A. Evergreen Marine (Hong Kong) Ltd. Everport Terminal Services Inc. Greencompass Marine S.A. Greencompass Marine S.A. Everport Terminal Services Inc. Evergreen Marine (UK) Limited Evergreen Marine (UK) Limited Master International Shipping Agency Co., Ltd. |
1 1 1 1 1 1 1 1 1 1 1 1 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Operating cost Shipowner's account - credit Operating revenue Operating cost Shipowner's account - debit Operating revenue Operating cost Shipowner's account - credit Operating revenue Operating cost Operating cost Account payables Operating cost Operating cost Shipowner's account - debit Shipowner's account - debit Operating cost Shipowner's account - credit Operating cost Operating revenue Operating cost Operating cost Operating revenue Operating cost Operating cost |
210,945 $ 452,715 575,597 459,172 412,022 202,086 134,776 150,196 146,949 169,742 307,424 125,989 160,852 213,770 181,367 140,706 233,426 108,710 497,824 258,919 192,503 251,941 124,415 692,726 213,158 |
Note 4 " " " " " " " " " " " " " " " " " " " " " " " " |
0.49 0.15 1.32 1.06 0.13 0.46 0.31 0.05 0.34 0.39 0.71 0.04 0.37 0.49 0.06 0.05 0.54 0.04 1.15 0.60 0.44 0.58 0.29 1.59 0.49 |
| Number (Note 1) |
Company name | Counterparty | Relationship (Note 2) | Transaction | Transaction | Transaction | Transaction |
|---|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets (Note 3) |
||||
| 4 4 5 6 6 6 |
Everport Terminal Services Inc. Everport Terminal Services Inc. Peony Investment S.A. Evergreen Shipping Agency (Europe) GmbH Evergreen Shipping Agency (Europe) GmbH Evergreen Shipping Agency (Europe) GmbH |
Evergreen Marine (UK) Limited Evergreen Marine (Hong Kong) Ltd. Clove Holding Ltd. Evergreen Marine Corporation Evergreen Marine (UK) Limited Evergreen Marine (Hong Kong) Ltd. |
3 3 3 3 3 3 |
Account receivables Account receivables Other receivables Shipowner's account - credit Shipowner's account - credit Shipowner's account - credit |
210,049 $ 101,543 774,542 166,087 189,457 103,042 |
" " " " " " |
0.07 0.03 0.25 0.05 0.06 0.03 |
Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
-
(1) Parent company is ‘0’.
-
(2) The subsidiaries are numbered in order starting from '1'.
Note 2: Relationship between transaction company and counterparty is classified into the following three categories; Fill in the number of category each case belongs to (If transactions between parent company and subsidiaries or between
subsidiaries refer to the same transaction, it is not required to disclose twice. For example, if the parent company has already disclosed its transaction with a subsidiary, then the subsidiary is not required to disclose the transaction;
for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, then the other is not required to disclose the transaction.):
-
(1) Parent company to subsidiary.
-
(2) Subsidiary to parent company
-
(3) Subsidiary to subsidiary
-
Note 3: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement accounts.
Note 4: Terms are approximately the same as for general transactions.
Evergreen Marine Corporation (Taiwan) Ltd.
Table 7
Information on investees (not including investee company of Mainland China)
For the three-month period ended March 31, 2020
Expressed in thousands of shares/thousands of TWD
| Investor | Investee (Note 1、Note 2) |
Location | Main business activities | Initial investment amount | Initial investment amount | Shares held as of March 31, 2020 | Shares held as of March 31, 2020 | Shares held as of March 31, 2020 | Net profit (loss) of the investee For the three-month period ended March 31, 2020 (Note 2(2)) |
Investment income (loss) recognised by the Company For the three-month period ended March 31, 2020 (Note 2(3)) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of March 31, 2020 |
Balance as of December 31, 2019 |
Number of shares |
Ownership (%) |
Book value | |||||||
| Evergreen Marine Corp. | Peony Investment S.A. | Republic of Panama |
Investment activities | 14,301,195 $ |
14,301,195 $ |
4,765 | 100.00 | 25,998,129 $ |
205,748) ($ |
195,826) ($ |
Subsidiary of the Company (Note) |
| Taiwan Terminal Services Co., Ltd. | Taiwan | Loading and discharging operations of container yards |
55,000 | 55,000 | 5,500 | 55.00 | 54,292 | 425) ( |
234) ( |
〃(Note) |
|
| Everport Terminal Services Inc. | U.S.A | Terminal services | 3,001 | 3,001 | 1 | 94.43 | 1,695,386 | 20,346) ( |
19,212) ( |
〃(Note) |
|
| Evergreen Marine (Hong Kong) Ltd. | Hong Kong | Marine transportation | 6,283,222 | 6,283,222 | 6,320 | 79.00 | 7,115,470 | 85,866) ( |
88,852) ( |
〃(Note) |
|
| Evergreen Shipping Agency (Israel) Ltd. | Israel | Shipping agency | 9,103 | 9,103 | 1,062 | 59.00 | 27,655 | 12,022 | 7,093 | 〃(Note) |
|
| Charng Yang Development Co.,Ltd. | Taiwan | Development, rental, sale of residential and commercial buildings |
320,000 | 320,000 | 58,542 | 40.00 | 570,626 | 43,541 | 17,416 | Investee accounted for using equity method |
|
| Evergreen International Storage and Transport Corporation |
Taiwan | Container transportation and gas stations |
4,840,408 | 4,840,408 | 430,692 | 40.36 | 8,927,561 | 160,382 | 64,729 | 〃 |
|
| Evergreen Security Corporation | Taiwan | General security guards services | 25,000 | 25,000 | 6,336 | 31.25 | 117,352 | 11,670 | 3,647 | 〃 |
|
| EVA Airways Corporation | Taiwan | International passengers and cargo transportation |
11,276,823 | 11,276,823 | 776,541 | 16.00 | 10,878,633 | 1,220,628) ( |
195,293) ( |
〃 |
|
| Taipei Port Container Terminal Corporation |
Taiwan | Container distribution and cargo stevedoring |
1,446,196 | 1,094,073 | 144,799 | 27.85 | 1,451,870 | 66,420 | 16,631 | 〃 |
|
| Evergreen Marine (Latin America), S.A. | Republic of Panama |
Management consultancy | - | 3,151 | - | 0.00 | - | 222 | 39 | 〃 |
|
| VIP Greenport Joint Stock Company | Vietnam | Terminal services | 178,750 | 178,750 | 13,750 | 21.74 | 288,905 | 53,505 | 11,632 | 〃 |
|
| Peony Investment S.A. | Clove Holding Ltd. | British Virgin Islands |
Investment holding company | 1,586,489 | 1,586,489 | 10 | 100.00 | 2,743,150 | 1,945) ( |
1,945) ( |
Indirect subsidiary of the Company (Note) |
| Evergreen Shipping Agency (Europe) GmbH |
Germany | Shipping agency | 251,064 | 251,064 | - | 100.00 | 296,440 | 9,167 | 9,167 | 〃(Note) |
|
| Evergreen Shipping Agency (Korea) Corporation |
South Korea | Shipping agency | 73,242 | 73,242 | 121 | 100.00 | 41,052 | 7,833 | 7,833 | 〃(Note) |
|
| Greencompass Marine S.A. | Republic of Panama |
Marine transportation | 10,672,342 | 10,672,342 | 3,535 | 100.00 | 13,882,488 | 30,857) ( |
30,857) ( |
〃(Note) |
|
| Evergreen Shipping Agency (India) Pvt. Ltd. |
India | Shipping agency | 35,525 | 35,525 | 100 | 99.99 | 165,407 | 13,818 | 13,818 | 〃(Note) |
|
| Evergreen Argentina S.A. | Argentina | Leasing | 4,227 | 4,227 | 150 | 95.00 | 47,680 | 359) ( |
341) ( |
〃(Note) |
| Investor | Investee (Note 1、Note 2) |
Location | Main business activities | Initial investment amount | Initial investment amount | Shares held as of March 31, 2020 | Shares held as of March 31, 2020 | Shares held as of March 31, 2020 | Net profit (loss) of the investee For the three-month period ended March 31, 2020 (Note 2(2)) |
Investment income (loss) recognised by the Company For the three-month period ended March 31, 2020 (Note 2(3)) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of March 31, 2020 |
Balance as of December 31, 2019 |
Number of shares |
Ownership (%) |
Book value | |||||||
| Peony Investment S.A. | PT. Multi Bina Pura International | Indonesia | Loading and discharging operations of container yards and inland transportation |
236,722 $ |
236,722 $ |
17 | 95.03 | 516,601 $ |
27,531 $ |
26,163 $ |
Indirect subsidiary of the Company (Note) |
| PT. Multi Bina Transport | Indonesia | Container repair, cleaning and inland transportation |
24,282 | 24,282 | 2 | 17.39 | 12,582 | 810) ( |
141) ( |
〃(Note) |
|
| Evergreen Heavy Industrial Corp. (Malaysia) Berhad |
Malaysia | Container manufacturing | 824,045 | 824,045 | 42,120 | 84.44 | 918,998 | 9,721 | 8,209 | 〃(Note) |
|
| Armand Investment (Netherlands) N.V. | Curacao | Investment holding company | 347,569 | 347,569 | 4 | 70.00 | - | 383 | 268 | 〃(Note) |
|
| Evergreen Shipping (Spain) S.L. | Spain | Shipping agency | 203,644 | 203,644 | 6 | 100.00 | 254,452 | 30,230 | 30,230 | 〃(Note) |
|
| Evergreen Shipping Agency (Italy) S.p.A. |
Italy | Shipping agency | 71,008 | 71,008 | 0.55 | 55.00 | 71,928 | 1,964 | 1,080 | 〃(Note) |
|
| Evergreen Marine (UK) Limited | U.K | Marine transportation | 4,048,626 | 4,048,626 | 765 | 51.00 | 473,781 | 645,384) ( |
329,146) ( |
〃(Note) |
|
| Evergreen Shipping Agency (Australia) Pty. Ltd. |
Australia | Shipping agency | 51,577 | 51,577 | 1 | 100.00 | 119,158 | 8,928 | 8,928 | 〃(Note) |
|
| Evergreen Shipping Agency (Russia) Ltd. |
Russia | Shipping agency | 25,602 | 25,602 | - | 51.00 | 11,249 | 24,556 | 12,524 | 〃(Note) |
|
| Evergreen Shipping Agency (Thailand) Co., Ltd. |
Thailand | Shipping agency | 67,717 | 67,717 | 680 | 85.00 | 53,232 | 15,661 | 13,312 | 〃(Note) |
|
| Evergreen Agency (South Africa) (Pty) Ltd. |
South Africa | Shipping agency | 17,541 | 17,541 | 5,500 | 55.00 | 78,948 | 7,800 | 4,290 | 〃(Note) |
|
| Evergreen Shipping Agency (Vietnam) Corp. |
Vietnam | Shipping agency | 37,165 | 37,165 | - | 100.00 | 389,088 | 47,405 | 47,405 | 〃(Note) |
|
| PT. Evergreen Shipping Agency Indonesia |
Indonesia | Shipping agency | 29,375 | 29,375 | 0.441 | 49.00 | 120,522 | 22,957 | 11,249 | Investee company of Peony accounted for using equity method |
|
| Luanta Investment (Netherlands) N.V. | Curaçao | Investment holding company | 1,435,234 | 1,435,234 | 460 | 50.00 | 1,895,463 | 658) ( |
329) ( |
〃 |
|
| Balsam Investment (Netherlands) N.V. | Curaçao | Investment holding company | 12,610,162 | 12,610,162 | 0.451 | 49.00 | 326,692 | 259,153) ( |
126,985) ( |
〃 |
|
| Evergreen Shipping Agency Co. (U.A.E.) LLC |
United Arab Emirates |
Shipping agency | 62,857 | 62,857 | - | 49 | 127,262 | 50,598 | 24,793 | 〃 |
|
| Greenpen Properties Sdn. Bhd. | Malaysia | Renting estate and storehouse company | 12,863 | 12,863 | 1,500 | 30.00 | 32,504 | 2,249 | 675 | 〃 |
|
| Evergreen Marine Corp. (Malaysia) SDN.BHD. |
Malaysia | Shipping agency | 284,219 | 284,219 | 500 | 100.00 | 884,501 | 67,899 | 67,899 | Indirect subsidiary of the Company (Note) |
|
| Evergreen Marine (Hong Kong) Ltd. | Hong Kong | Marine transportation | 80,005 | 80,005 | 80 | 1.00 | 90,069 | 85,866) ( |
1,125) ( |
Investee company of Peony accounted for using equity method |
| Investor | Investee (Note 1、Note 2) |
Location | Main business activities | Initial investment amount | Initial investment amount | Shares held as of March 31, 2020 | Shares held as of March 31, 2020 | Shares held as of March 31, 2020 | Net profit (loss) of the investee For the three-month period ended March 31, 2020 (Note 2(2)) |
Investment income (loss) recognised by the Company For the three-month period ended March 31, 2020 (Note 2(3)) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of March 31, 2020 |
Balance as of December 31, 2019 |
Number of shares |
Ownership (%) |
Book value | |||||||
| Peony Investment S.A. | Ics Depot Services Snd. Bhd. | Malaysia | Depot services | 33,632 $ |
33,632 $ |
286 | 28.65 | 64,156 $ |
7,911 $ |
2,266 $ |
Investee company of Peony accounted for using equity method |
| Armand Investment (Netherlands ) N.V. |
Armand Estate B.V. | Netherlands | Investment holding company | 511,304 | 511,304 | 0.045 | 100.00 | - | 639 | 639 | Indirect subsidiary of the Company (Note) |
| Armand Estate B.V. | Taipei Port Container Terminal Corporation |
Taiwan | Container distribution and cargo stevedoring |
- | 506,019 | - | 0.00 | - | 66,420 | 2,673 | Investee company of Armand Estate B.V. accounted for using equity method |
| Clove Holding Ltd. | Colon Container Terminal, S.A. | Republic of Panama |
Inland container storage and loading | 690,155 | 690,155 | 22,860 | 40.00 | 2,606,711 | 1,901 | 761 | Investee company of Clove Holding Ltd. accounted for using equity method |
| Everport Terminal Services Inc. | U.S.A | Terminal services | 196,358 | 196,358 | 0.059 | 5.57 | 259,688 | 20,346) ( |
1,134) ( |
Indirect subsidiary of the Company (Note) |
|
| Evergreen Marine (UK) Limited |
Evergreen Marine (Latin America), S.A. | Republic of Panama |
Management consultancy | - | 2,989 | - | 0.00 | - | 222 | 37 | Investee company of Evergreen Marine (UK) Limited accounted for using equity method |
| Everport Terminal Services Inc. |
Whitney Equipment LLC. | U.S.A | Equipment Leasing Company | 6,038 | 6,038 | - | 100.00 | 225,153 | 3,811 | 3,811 | Indirect subsidiary of the Company (Note) |
| PT. Multi Bina Pura International |
PT. Multi Bina Transport | Indonesia | Container repair cleaning and inland transportation |
99,671 | 99,671 | 8 | 72.95 | 52,779 | 810) ( |
591) ( |
〃(Note) |
| Evergreen Marine (Hong Kong) Limited |
Colon Container Terminal S.A. | Republic of Panama |
Inland container storage and loading | 470,972 | 470,972 | 5,144 | 9.00 | 606,945 | 1,901 | 171 | Investee company of Evergreen Marine (Hong Kong) Limited accounted for using equity method |
| Evergreen Marine (Latin America), S.A. | Republic of Panama |
Management consultancy | 18,114 | 2,989 | 600 | 100.00 | 19,777 | 143 | 143 | Indirect subsidiary of the Company (Note) |
|
| Evergreen Shipping Service (Cambodia) Co., Ltd. |
Cambodia | Shipping agency | 6,038 | 6,038 | 200 | 100.00 | 50,299 | 13,276 | 13,276 | 〃(Note) |
| Investor | Investee (Note 1、Note 2) |
Location | Main business activities | Initial investment amount | Initial investment amount | Shares held as of March 31, 2020 | Shares held as of March 31, 2020 | Shares held as of March 31, 2020 | Net profit (loss) of the investee For the three-month period ended March 31, 2020 (Note 2(2)) |
Investment income (loss) recognised by the Company For the three-month period ended March 31, 2020 (Note 2(3)) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of March 31, 2020 |
Balance as of December 31, 2019 |
Number of shares |
Ownership (%) |
Book value | |||||||
| Evergreen Marine (Hong Kong) Limited |
Evergreen Shipping Agency (Peru) S.A.C. |
Peru | Shipping agency | 8,381 $ |
8,381 $ |
900 | 60.00 | 27,218 $ |
29,724 $ |
17,834 $ |
Indirect subsidiary of the Company (Note) |
| Evergreen Shipping Agency (Colombia) S.A.S |
Colombia | Shipping agency | 10,598 | 10,598 | 80 | 75.00 | 19,441 | 17,367 | 13,025 | 〃(Note) |
|
| Evergreen Shipping Agency Mexico S.A. de C.V. |
Mexico | Shipping agency | 6,920 | 6,920 | 44 | 60.00 | 43,675 | 18,897 | 11,338 | 〃(Note) |
|
| Evergreen Shipping Agency (Chile) SPA. |
Chile | Shipping agency | 9,625 | 9,625 | 2 | 60.00 | 48,638 | 11,662 | 6,997 | 〃(Note) |
|
| Evergreen Shipping Agency (Greece) Societe Anonyme. |
Greece | Shipping agency | 8,160 | 8,160 | 2 | 60.00 | 25,650 | 13,592 | 8,155 | 〃(Note) |
|
| Evergreen Shipping Agency (Isrrael) Ltd. |
Isrrael | Shipping agency | 154 | 154 | 18 | 1.00 | 469 | 12,022 | 120 | 〃(Note) |
|
| Evergreen Shipping Agency (Brazil) Ltd. |
Brazil | Shipping agency | 7,468 | - | 120 | 60.00 | 6,975 | - | - | 〃(Note) |
|
| Evergreen Shipping Agency Lanka (Private) Ltd. |
Lanka | Shipping agency | 3,659 | 3,659 | 2,160 | 40.00 | 24,704 | 20,811 | 8,324 | Investee company of Evergreen Marine (Hong Kong) Limited accounted for using equity method |
Note: This transaction was written off when the consolidated financial statements were prepared.
Note 1: If a public company is equipped with an overseas holding company and takes consolidated financial report as the main financial report according to the local law rules, it can only disclose the information of the overseas holding company about the disclosure of related overseas investee information.
Note 2: If situation does not belong to Note 1, fill in the columns according to the following regulations:
(1) The columns of ‘Investee’, ‘Location’, ‘Main business activities’, ‘Initial investment amount’ and ‘Shares held as at March 31, 2020’ should fill orderly in the Company’s (public company’s) information on investees and every directly or indirectly controlled investee’s investment information, and note the relationship between the Company (public company) and its investee each (ex. direct subsidiary or indirect subsidiary) in the ‘footnote’ column.
(2) The ‘Net profit (loss) of the investee for the three-month period ended March 31, 2020’ column should fill in amount of net profit (loss) of the investee for this period.
(3) The‘Investment income (loss) recognised by the Company for the three-month period ended March 31, 2020’ column should fill in the Company (public company) recognised investment income (loss) of its direct subsidiary and
recognised investment income (loss) of its investee accounted for under the equity method for this period. When filling in recognised investment income (loss) of its direct subsidiary, the Company (public company) should confirm that direct subsidiary’s net profit (loss) for this period has included its investment income (loss) which shall be recognised by regulations.
Evergreen Marine Corporation (Taiwan) Ltd.
Information on investments in Mainland China
For the three-month period ended March 31, 2020
Table 8
Expressed in thousands of TWD
| Investee in Mainland China | Main business activities | Paid-in capital | Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2020 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three-month period ended March 31, 2020 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three-month period ended March 31, 2020 |
Accumulated amount of remittance from Taiwan to Mainland China as of March 31, 2020 |
Net income (loss) of the investee for the three-month period ended March 31, 2020 |
Ownership held by the Company (direct of indirect) (%) |
Investment income (loss) recognised by the Company. For the three-month period ended March 31, 2020 (Note 2(2)B) |
Book value of investments in Mainland China as of March 31, 2020 |
Accumulted amount of investment income remitted back to Taiwan as of March 31, 2020 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Ningbo Victory Container Co., Ltd. | Inland container transportation, container storage, loading, discharging, repair and related activities |
531,390 $ |
(2) | 216,209 $ |
- $ |
- $ |
216,209 $ |
4,935 $ |
40.00 | 1,974 $ |
321,419 $ |
- $ |
|
| Qingdao Evergreen Container Storage & Transportation Co., Ltd. |
Inland container transportation, storage, loading, discharging, repair, cleaning and related activities |
180,710 | (2) | 42,775 | - | - | 42,775 | 37,625 | 40.00 | 15,050 | 171,466 | - | |
| Kingtrans Intl. Logistics (Tianjin) Co., Ltd. |
Inland container transportation, storage, loading, discharging, repair, cleaning and related activities |
331,355 | (2) | 285,761 | - | - | 285,761 | 5,705 | 56.00 | 3,195 | 250,215 | - | (Note) |
| Ever Shine (Shanghai) Enterprise Management Consulting Co., Ltd. |
Management consultancy, self-owned property leasing |
1,847,394 | (2) | 2,459,329 | - | - | 2,459,329 | 9,570 | 80.00 | 10,823) ( |
3,150,317 | - | (Note) |
| Ever Shine (Ningbo) Enterprise Management Consulting Co., Ltd. |
Management consultancy, self-owned property leasing |
182,836 | (2) | 272,073 | - | - | 272,073 | 74 | 80.00 | 73 | 144,682 | - | (Note) |
| Ever Shine (Shenzhen) Enterprise Management Consulting Co., Ltd. |
Management consultancy, self-owned property leasing |
260,846 | (2) | 473,402 | - | - | 473,402 | 702 | 80.00 | 1,440) ( |
395,374 | - | (Note) |
| Ever Shine (Qingdao) Enterprise Management Consulting Co., Ltd. |
Management consultancy, self-owned property leasing |
211,495 | (2) | 385,906 | - | - | 385,906 | 762 | 80.00 | 62) ( |
240,154 | - | (Note) |
| Investee in Mainland China | Main business activities | Paid-in capital | Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2020 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three-month period ended March 31, 2020 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three-month period ended March 31, 2020 |
Accumulated amount of remittance from Taiwan to Mainland China as of March 31, 2020 |
Net income (loss) of the investee for the three-month period ended March 31, 2020 |
Ownership held by the Company (direct of indirect) (%) |
Investment income (loss) recognised by the Company. For the three-month period ended March 31, 2020 (Note 2(2)B) |
Book value of investments in Mainland China as of March 31, 2020 |
Accumulted amount of investment income remitted back to Taiwan as of March 31, 2020 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Evergreen Shipping Agency (China) Co., Ltd. |
Shipping agency | 21,260 $ |
(2) | 83,984 $ |
- $ |
- $ |
83,984 $ |
34,017) ($ |
41.60 | 14,151) ($ |
10,134 $ |
- $ |
(Note) |
| Company name Accumulated amount of remittance from Taiwan to Mainland China as of March 31, 2020 Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA Evergreen Marine Corp. $ 4,219,439 $ 4,776,189 $ 42,885,685 |
|||||||||||||
| Company name | Accumulated amount of remittance from Taiwan to Mainland China as of March 31, 2020 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) |
Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA |
||||||||||
| Evergreen Marine Corp. | $ 4,219,439 | $ 4,776,189 | $ 42,885,685 |
Note: This transaction was written off when the consolidated financial statements were prepared.
Note 1: Investment methods are classified into the following three categories; fill in the number of category each case belongs to:
-
(1) Directly invest in a company in Mainland China.
-
(2) Through investing in an existing company, Peony Investment S.A. and Evergreen Marine (Hong Kong) Ltd., in the third area, which then invested in the investee in Mainland China.
-
(3) Others
Note 2: In the ‘Investment income (loss) recognised by the Company for the three-month period ended March 31, 2020’ column:
-
(1) It should be indicated if the investee was still in the incorporation arrangements and had not yet any profit during this period.
-
(2) Indicate the basis for investment income (loss) recognition in the number of one of the following three categories:
-
A. The financial statements that are audited and attested by international accounting firm which has cooperative relationship with accounting firm in R.O.C.
B. The financial statements that are audited and attested by R.O.C. parent company’s CPA.
C. Others.
Note 3: The numbers in this table are expressed in New Taiwan Dollars.
Evergreen Marine Corporation (Taiwan) Ltd. Major shareholders information
For the three-month period ended March 31, 2020
Table 9
| Name of major shareholders | Shares | Shares |
|---|---|---|
| Name of shares held | Ownership (%) | |
| Evergreen International S.A.(EIS) | 391,786,816 | 8.14% |
| Chang, Kuo-Hua | 319,646,157 | 6.64% |
| Evergreen International Corp. | 262,411,866 | 5.45% |
-
Note 1: The major shareholders information was from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialised form Note 1: which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation. Note 1: The share capital which was recorded in the financial statements may differ from the actual number of shares issued in dematerialised form because of a Note 1: differenent calculation basis.
-
Note 2: If the aforementioned data contains shares which were kept in trust by the shareholders, the data disclosed was the settlor’s separate account for the fund set by the trustee.
-
Note 2: As for the shareholder who reports share equity as an insider whose shareholding ratio is greater than 10% in accordance with Securities and Exchange Act, the shareholding Note 2: ratio includes the self-owned shares and trusted shares, at the same time, persons who have power to decide how to allocate the trust assets. Note 2: For the information of reported share equity of insider, please refer to Market Observation Post System.